Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 25, 2016 | Oct. 24, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 25, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | TFX | |
Entity Registrant Name | TELEFLEX INCORPORATED | |
Entity Central Index Key | 96,943 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 44,053,239 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Income Statement [Abstract] | ||||
Net revenues | $ 455,648 | $ 443,714 | $ 1,354,094 | $ 1,325,189 |
Cost of goods sold | 214,046 | 215,501 | 630,946 | 641,102 |
Gross profit | 241,602 | 228,213 | 723,148 | 684,087 |
Selling, general and administrative expenses | 139,797 | 138,840 | 419,128 | 420,765 |
Research and development expenses | 15,067 | 12,571 | 42,892 | 38,898 |
Restructuring charges | 3,027 | 660 | 12,876 | 5,688 |
Gain on sale of assets | (2,776) | (408) | (4,173) | (408) |
Income from continuing operations before interest, extinguishment of debt and taxes | 86,487 | 76,550 | 252,425 | 219,144 |
Interest expense | 12,888 | 14,306 | 38,579 | 47,685 |
Interest income | (115) | (130) | (324) | (453) |
Loss on extinguishment of debt | 0 | 0 | 19,261 | 10,454 |
Income from continuing operations before taxes | 73,714 | 62,374 | 194,909 | 161,458 |
Taxes on income from continuing operations | 7,514 | 803 | 18,134 | 15,415 |
Income from continuing operations | 66,200 | 61,571 | 176,775 | 146,043 |
Operating income (loss) from discontinued operations | 260 | (788) | (116) | (1,432) |
(Benefit) taxes on income (loss) from discontinued operations | 138 | (69) | (119) | 180 |
Income (loss) from discontinued operations | 122 | (719) | 3 | (1,612) |
Net income | 66,322 | 60,852 | 176,778 | 144,431 |
Less: Income from continuing operations attributable to noncontrolling interest | 0 | 28 | 464 | 692 |
Net income attributable to common shareholders | $ 66,322 | $ 60,824 | $ 176,314 | $ 143,739 |
Basic: | ||||
Income from continuing operations (in dollars per share) | $ 1.50 | $ 1.48 | $ 4.09 | $ 3.50 |
Loss from discontinued operations (in dollars per share) | 0.01 | (0.02) | 0 | (0.04) |
Net income (in dollars per share) | 1.51 | 1.46 | 4.09 | 3.46 |
Diluted: | ||||
Income from continuing operations (in dollars per share) | 1.40 | 1.27 | 3.69 | 3.03 |
Loss from discontinued operations (in dollars per share) | 0 | (0.02) | 0 | (0.03) |
Net income (in dollars per share) | 1.40 | 1.25 | 3.69 | 3 |
Dividends per share (in dollars per share) | $ 0.34 | $ 0.34 | $ 1.02 | $ 1.02 |
Weighted average common shares outstanding | ||||
Basic (in shares) | 44,045 | 41,597 | 43,081 | 41,542 |
Diluted (in shares) | 47,446 | 48,532 | 47,824 | 47,969 |
Amounts attributable to common shareholders: | ||||
Income from continuing operations, net of tax | $ 66,200 | $ 61,543 | $ 176,311 | $ 145,351 |
Income (loss) from discontinued operations, net of tax | 122 | (719) | 3 | (1,612) |
Net income attributable to common shareholders | $ 66,322 | $ 60,824 | $ 176,314 | $ 143,739 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 66,322 | $ 60,852 | $ 176,778 | $ 144,431 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation, net of tax of $(327), $2,750, $(2,978) and $20,854 for the three and nine month periods, respectively | (130) | (29,329) | 11,088 | (91,216) |
Pension and other postretirement benefit plans adjustment, net of tax of $(737), $(609), $(2,007) and $(1,894) for the three and nine month periods, respectively | 1,430 | 1,185 | 3,914 | 3,622 |
Derivatives qualifying as hedges, net of tax of $(393), $420, $212 and $856 for the three and nine month periods, respectively | (223) | (730) | 761 | (1,489) |
Other comprehensive income (loss), net of tax: | 1,077 | (28,874) | 15,763 | (89,083) |
Comprehensive income | 67,399 | 31,978 | 192,541 | 55,348 |
Less: comprehensive income (loss) attributable to noncontrolling interest | 24 | (57) | 421 | 613 |
Comprehensive income attributable to common shareholders | $ 67,375 | $ 32,035 | $ 192,120 | $ 54,735 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation, tax | $ (327) | $ 2,750 | $ (2,978) | $ 20,854 |
Pension and other postretirement benefits plans adjustment, tax | (737) | (609) | (2,007) | (1,894) |
Derivatives qualifying as hedges, tax | $ (393) | $ 420 | $ 212 | $ 856 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 499,459 | $ 338,366 |
Accounts receivable, net | 261,833 | 262,416 |
Inventories, net | 341,830 | 330,275 |
Prepaid expenses and other current assets | 34,354 | 34,915 |
Prepaid taxes | 22,259 | 30,895 |
Assets held for sale | 4,137 | 6,972 |
Total current assets | 1,163,872 | 1,003,839 |
Property, plant and equipment, net | 322,019 | 316,123 |
Goodwill | 1,305,078 | 1,295,852 |
Intangible assets, net | 1,164,644 | 1,199,975 |
Investments in affiliates | 27 | 152 |
Deferred tax assets | 2,792 | 2,341 |
Other assets | 43,237 | 53,492 |
Total assets | 4,001,669 | 3,871,774 |
Current liabilities | ||
Current borrowings | 181,895 | 417,350 |
Accounts payable | 70,246 | 66,305 |
Accrued expenses | 68,972 | 64,017 |
Current portion of contingent consideration | 7,539 | 7,291 |
Payroll and benefit-related liabilities | 81,746 | 84,658 |
Accrued interest | 12,611 | 7,480 |
Income taxes payable | 11,271 | 8,059 |
Other current liabilities | 18,122 | 8,960 |
Total current liabilities | 452,402 | 664,120 |
Long-term borrowings | 849,967 | 641,850 |
Deferred tax liabilities | 311,390 | 315,983 |
Pension and postretirement benefit liabilities | 131,222 | 149,441 |
Noncurrent liability for uncertain tax positions | 26,693 | 40,400 |
Other liabilities | 60,073 | 48,887 |
Total liabilities | 1,831,747 | 1,860,681 |
Commitments and contingencies | ||
Total common shareholders' equity | 2,169,922 | 2,009,272 |
Noncontrolling interest | 0 | 1,821 |
Total equity | 2,169,922 | 2,011,093 |
Total liabilities and equity | $ 4,001,669 | $ 3,871,774 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 25, 2016 | Sep. 27, 2015 | |
Cash flows from operating activities of continuing operations: | ||
Net income | $ 176,778 | $ 144,431 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Loss (income) from discontinued operations | (3) | 1,612 |
Depreciation expense | 40,272 | 34,035 |
Amortization expense of intangible assets | 47,486 | 45,278 |
Amortization expense of deferred financing costs and debt discount | 8,506 | 12,662 |
Loss on extinguishment of debt | 19,261 | 10,454 |
Gain on sale of assets | (4,173) | (408) |
Changes in contingent consideration | 1,672 | (3,260) |
Stock-based compensation | 12,540 | 10,379 |
Deferred income taxes, net | (8,699) | (21,960) |
Other | (15,132) | (18,329) |
Changes in operating assets and liabilities, net of effects of acquisitions and disposals: | ||
Accounts receivable | 4,316 | (8,714) |
Inventories | (5,617) | (19,904) |
Prepaid expenses and other current assets | 1,184 | 1,636 |
Accounts payable and accrued expenses | 17,390 | (2,855) |
Income taxes receivable and payable, net | 5,817 | (8,297) |
Net cash provided by operating activities from continuing operations | 301,598 | 176,760 |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | (35,912) | (45,566) |
Proceeds from sale of assets | 9,792 | 408 |
Payments for businesses and intangibles acquired, net of cash acquired | (14,040) | (63,451) |
Net cash used in investing activities from continuing operations | (40,160) | (108,609) |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 671,700 | 288,100 |
Reduction in borrowings | (714,487) | (303,627) |
Debt extinguishment, issuance and amendment fees | (8,958) | (9,017) |
Net proceeds from share based compensation plans and the related tax impacts | 7,647 | 4,815 |
Payments to noncontrolling interest shareholders | (464) | (833) |
Payments for contingent consideration | (133) | (7,974) |
Payments for acquisition of noncontrolling interest | (9,231) | 0 |
Dividends paid | (43,980) | (42,382) |
Net cash used in financing activities from continuing operations | (97,906) | (70,918) |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | (1,451) | (1,954) |
Net cash used in discontinued operations | (1,451) | (1,954) |
Effect of exchange rate changes on cash and cash equivalents | (988) | (22,052) |
Net increase (decrease) in cash and cash equivalents | 161,093 | (26,773) |
Cash and cash equivalents at the beginning of the period | 338,366 | 303,236 |
Cash and cash equivalents at the end of the period | 499,459 | 276,463 |
Non cash financing activities of continuing operations: | ||
Settlement and exchange of convertible notes with common or treasury stock | 35,205 | 62 |
Acquisition of treasury stock associated with settlement and exchange of convertible note hedge and warrant agreements | $ 85,909 | $ 125 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Noncontrolling Interest |
Beginning Balance at Dec. 31, 2014 | $ (260,895) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | $ 144,431 | ||||||
Other comprehensive (loss) income | (89,083) | ||||||
Ending Balance at Sep. 27, 2015 | (349,899) | ||||||
Beginning Balance (in shares) at Dec. 31, 2015 | 43,517 | 1,908 | |||||
Beginning Balance at Dec. 31, 2015 | 2,011,093 | $ 43,517 | $ 440,127 | $ 2,016,176 | (371,124) | $ (119,424) | $ 1,821 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 176,778 | 176,314 | 464 | ||||
Cash dividends ($1.02 per share) | (43,980) | (43,980) | |||||
Other comprehensive (loss) income | 15,763 | 15,806 | (43) | ||||
Distributions to noncontrolling interest shareholders | (464) | (464) | |||||
Acquisition of noncontrolling interest | (9,231) | (6,621) | (832) | (1,778) | |||
Settlements of convertible notes (in shares) | 2,168 | 429 | |||||
Settlements of convertible notes | 3,298 | $ 2,168 | (31,921) | $ 33,051 | |||
Settlements of note hedges associated with convertible notes (in shares) | 314 | ||||||
Settlements of note hedges associated with convertible notes and warrants | 0 | 85,909 | $ (85,909) | ||||
Shares issued under compensation plans (in shares) | 114 | 45 | |||||
Shares issued under compensation plans | 16,589 | $ 114 | 15,719 | $ 756 | |||
Deferred compensation (in shares) | 2 | ||||||
Deferred compensation | 76 | $ 76 | |||||
Ending Balance (in shares) at Sep. 25, 2016 | 45,799 | 1,750 | |||||
Ending Balance at Sep. 25, 2016 | $ 2,169,922 | $ 45,799 | $ 503,213 | $ 2,148,510 | $ (356,150) | $ (171,450) | $ 0 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends per share (in dollars per share) | $ 0.34 | $ 0.34 | $ 1.02 | $ 1.02 |
Basis of presentation
Basis of presentation | 9 Months Ended |
Sep. 25, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | Note 1 — Basis of presentation The accompanying unaudited condensed consolidated financial statements of Teleflex Incorporated and its subsidiaries are prepared on the same basis as its annual consolidated financial statements. In the opinion of management, the financial statements reflect all adjustments, which are of a normal recurring nature, necessary for the fair statement of financial statements for interim periods in accordance with accounting principles generally accepted in the United States of America ("GAAP") and with Rule 10-01 of Securities and Exchange Commission ("SEC") Regulation S-X, which sets forth the instructions for financial statements included in Form 10-Q. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. In accordance with applicable accounting standards, the accompanying condensed consolidated financial statements do not include all of the information and footnote disclosures that are required to be included in the Company's annual consolidated financial statements. The year-end condensed consolidated balance sheet data was derived from the Company's audited financial statements, but, as permitted by Rule 10-01 of SEC Regulation S-X, does not include all disclosures required by GAAP for complete financial statements. Accordingly, the Company's quarterly condensed consolidated financial statements should be read in conjunction with the Company's consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2015 . As used in this report, the terms “we,” “us,” “our,” “Teleflex” and the “Company” mean Teleflex Incorporated and its subsidiaries, unless the context indicates otherwise. The results of operations for the periods reported are not necessarily indicative of those that may be expected for a full year. |
New accounting standards
New accounting standards | 9 Months Ended |
Sep. 25, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New accounting standards | Note 2 — New accounting standards In May 2014, the Financial Accounting Standards Board ("FASB"), in a joint effort with the International Accounting Standards Board ("IASB"), issued new accounting guidance to clarify the principles for recognizing revenue. The new guidance is designed to enhance the comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets, and will affect any entity that enters into contracts with customers or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The new guidance establishes principles for reporting information to users of financial statements about the nature, amount, timing, and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The core principle of the new guidance is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In August 2015, the FASB issued an amendment to the new guidance that deferred the effective date. The amendment provides that the new guidance is effective for annual periods beginning after December 15, 2017 and interim periods within those years; early application is permitted for annual periods beginning after December 15, 2016. The Company is currently evaluating this guidance to determine its impact on the Company’s results of operations, cash flows and financial position. In April 2015, the FASB issued guidance for the reporting of debt issuance costs within the balance sheet. Under the new guidance, debt issuance costs related to term loans are to be presented in the balance sheet as a direct deduction from the associated debt liability, consistent with the presentation of a debt discount. Previously, debt issuance costs were presented as a deferred charge (i.e., an asset) on the balance sheet. The guidance provides uniform treatment for debt issuance costs and debt discounts and eliminates inconsistencies that previously existed with other FASB guidance. The Company retrospectively adopted this guidance as of January 1, 2016. In February 2016, the FASB issued guidance that will change the requirements for accounting for leases. The principal change under the new accounting guidance is that lessees under leases classified as operating leases will recognize a right-of-use asset and a lease liability. Current lease accounting does not require lessees to recognize assets and liabilities arising under operating leases on the balance sheet. Under the new guidance, lessees (including lessees under leases classified as finance leases and operating leases) will recognize a right-to-use asset and a lease liability on the balance sheet, initially measured as the present value of lease payments under the lease. Expense recognition and cash flow presentation guidance will be based upon whether the lease is classified as an operating lease or a finance lease (the classification criteria for distinguishing between finance leases and operating leases is substantially similar to the classification criteria for distinguishing between capital leases and operating leases under current guidance). The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition approach for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements; the guidance provides certain practical expedients. The Company is currently evaluating this guidance to determine its impact on the Company’s results of operations, cash flows and financial position. In March 2016, the FASB issued new guidance designed to simplify several aspects of the accounting for share-based payment transactions, including guidance providing generally that excess tax benefits related to share-based awards should be recorded as a reduction to income tax expense (currently, excess tax benefits generally are recorded as additional-paid-in-capital) and addressing other, related guidance on accounting for income taxes with respect to share-based payment awards; providing generally that excess tax benefits related to share-based awards should be classified along with other income tax cash flows as an operating activity (currently, excess tax benefits generally are separated from other income tax cash flows and classified as a financing activity); providing that an entity may make an accounting policy election either to base compensation cost accruals on the number of awards expected to vest (as required by current guidance) or to account for forfeitures when they occur; modifying the current exception to liability classification such that partial cash settlement of an award for tax withholding purposes would not result, by itself, in liability classification of the award if the amount withheld does not exceed the maximum statutory tax rate in the employees' applicable jurisdictions (currently, an award cannot qualify for equity classification, rather than liability classification, if the amount withheld exceeds the minimum statutory withholding requirements); and providing that cash paid by an employer when directly withholding shares for tax withholding purposes should be classified as a financing activity on the statement of cash flows (currently there is no authoritative guidance addressing this classification issue). The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted (if early adoption occurs in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period). Depending on the particular issue addressed by the guidance, application of the guidance will be made prospectively, retrospectively or subject to a retrospective transition method. We are currently evaluating the potential impact of adopting this guidance on the Company's results of operations, cash flows and financial position. In August 2016, the FASB issued new guidance on the classification of certain cash receipts and cash payments within the statement of cash flows. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. The new guidance should be adopted using a retrospective transition method for each period presented; if it is impractical to apply the new standard retrospectively for some of the issues addressed by the new guidance, application of the new guidance with respect to those issues would be made prospectively as of the earliest date practicable. The Company is currently evaluating this guidance to determine its impact on the Company’s cash flows. From time to time, new accounting guidance is issued by the FASB or other standard setting bodies that is adopted by the Company as of the effective date or, in some cases where early adoption is permitted, in advance of the effective date. The Company has assessed the recently issued guidance that is not yet effective and, unless otherwise indicated above, believes the new guidance will not have a material impact on the Company’s results of operations, cash flows or financial position. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 25, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Note 3 — Acquisitions The Company made the following acquisitions during 2016 (the "2016 acquisitions"), which, with the exception of its acquisition of the outstanding noncontrolling interest in Teleflex Medical Private Limited, were accounted for as business combinations: • On September 2, 2016, the Company acquired certain assets of CarTika Medical, Inc., ("CarTika"), an original equipment manufacturer (OEM) of catheters and other medical devices that complement the Company's OEM product portfolio. • On July 1, 2016, the Company, which previously owned a 74% controlling interest in its Indian affiliate, Teleflex Medical Private Limited, acquired the remaining 26% ownership interest from the noncontrolling shareholders. Teleflex Medical Private Limited is part of the Company's Asia reportable operating segment. As this acquisition did not result in a change in the Company's control of the entity, the Company recognized the $7.5 million excess of the purchase price of the noncontrolling interest over its carrying value as equity. • During the second quarter 2016, the Company acquired certain assets of two medical device and supplies distributors in New Zealand. The aggregate purchase price paid in connection with the 2016 acquisitions was $22.8 million . Transaction expenses associated with the 2016 acquisitions, which are included in selling, general and administrative expenses in the condensed consolidated statement of income were $0.2 million and $0.3 million for the three and nine months ended September 25, 2016 , respectively. The results of operations of the 2016 acquisitions are included in the condensed consolidated statements of income from their respective acquisition dates. For the three and nine months ended September 25, 2016 , the Company recorded revenue and income from continuing operations before taxes related to the acquired businesses of $0.9 million and $0.2 million , respectively. Pro forma information is not presented, as the operations of the acquired businesses are not significant to the overall operations of the Company. The following table presents the preliminary fair value determination of the assets acquired and liabilities assumed with respect to those 2016 acquisitions that were accounted for as a business combination: (Dollars in thousands) Assets Current assets $ 2,480 Property, plant and equipment 537 Intangible assets: Non-compete agreements 608 Customer relationships 6,445 Goodwill 3,947 Total assets acquired 14,017 Less: Current liabilities 597 Liabilities assumed 597 Net assets acquired $ 13,420 The Company is continuing to evaluate the 2016 acquisitions, and further adjustments may be necessary as a result of the Company's assessment of additional information related to the fair values of the assets acquired and liabilities assumed, primarily deferred tax liabilities and goodwill. Among the acquired assets, customer lists have useful lives ranging from 10 to 16 years and non-compete arrangements have useful lives of 2 years. The goodwill resulting from the acquisitions primarily reflects synergies currently expected to be realized from the integration of the acquired businesses. The Company made the following acquisitions during 2015 (the "2015 acquisitions"), which, with the exception of the Company's acquisition of certain assets of Ace Medical US, LLC ("Ace Medical"), were accounted for as business combinations: • On January 20, 2015, the Company acquired Human Medics Co., Ltd., (“Human Medics”), a distributor of medical devices and supplies primarily in the Korean market. • On March 30, 2015, the Company acquired Trintris Medical, Inc. ("Trintris"), an original equipment manufacturer (OEM) of balloons and catheters that complement the Company's OEM product portfolio. • On April 8, 2015, the Company acquired Truphatek Holdings (1993) Limited ("Truphatek"), a manufacturer of a broad range of disposable and reusable laryngoscope devices that complement the Company's anesthesia product portfolio. Previously, the Company held a noncontrolling, 6% interest in Truphatek. • On June 26, 2015, the Company acquired certain assets of N. Stenning & Co. Pty. Ltd. ("Stenning"), a distributor of medical devices and supplies primarily in the Australian market. • On June 29, 2015, the Company acquired certain assets, primarily distribution rights, of Ace Medical, a distributor of medical devices and supplies in the United States of America. • On August 26, 2015, the Company acquired certain assets of Atsina Surgical, LLC ("Atsina") related to the development of surgical clips that complement the Company's surgical ligation portfolio. • On December 22, 2015, the Company acquired all of the membership interests of, and voting equity interest in, Nostix, LLC, a developer of catheter tip confirmation systems that complement the Company's vascular product portfolio. The total fair value of consideration for the 2015 acquisitions was $96.5 million . The results of operations of the acquired businesses and assets are included in the consolidated statements of income from their respective acquisition dates. Pro forma information is not presented, as the operations of the acquired businesses are not significant to the overall operations of the Company. |
Restructuring charges
Restructuring charges | 9 Months Ended |
Sep. 25, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring charges | Note 4 — Restructuring charges 2016 Other Restructuring Program During the third quarter 2016, the Company committed to actions associated with consolidation of operations impacting three manufacturing facilities, including certain of those obtained in recent acquisitions, as well as certain global administrative functions. The actions commenced in the third quarter 2016 and are expected to be substantially complete by the end of the first quarter 2018. The Company estimates that it will record aggregate pre-tax charges of $2.5 million to $3.5 million related to these actions, substantially all of which constitute termination benefits that will result in future cash outlays. Additionally, the Company expects to incur approximately $1 million of accelerated depreciation and other costs directly related to the program and expect these costs to be recognized in cost of goods sold, of which, approximately $0.5 million is expected to result in future outlays. The Company recorded restructuring charges, specifically, employee termination benefits, of $1.7 million during the three and nine months ended September 25, 2016 related to these actions. As of September 25, 2016 , the Company has a reserve of $1.7 million related to this program. 2016 Manufacturing Footprint Realignment Plan On February 23, 2016, the Board of Directors of the Company approved a restructuring plan (the “2016 Plan") designed to reduce costs, improve operating efficiencies and enhance the Company’s long term competitive position. The 2016 Plan, which was developed in response to continuing cost pressures in the healthcare industry, primarily involves the relocation of certain manufacturing operations, the relocation and outsourcing of certain distribution operations and a related workforce reduction at certain of the Company's facilities. These actions commenced in the first quarter 2016 and are expected to be substantially completed by the end of 2018. The Company estimates that it will incur aggregate pre-tax charges in connection with the 2016 Plan of between approximately $34 million to $44 million , of which an estimated $27 million to $31 million are expected to result in future cash outlays. Most of these charges, and the related cash outlays, are expected to be made prior to the end of 2018. The following table provides a summary of the Company's current cost estimates for each major expense category associated with the 2016 Plan: Type of expense Total estimated amount expected to be incurred Employee termination benefits $14 million to $15 million Facility closure and other exit costs (1) $2 million to $3 million Accelerated depreciation charges $10 million to $13 million Other (2) $8 million to $13 million $34 million to $44 million (1) Includes costs to transfer product lines among facilities, legal, outplacement and employee relocation costs. (2) Consists of other costs directly related to the 2016 Plan, including project management and other regulatory costs. The Company recorded charges of $2.8 million during the three months ended September 25, 2016 related to the 2016 Plan, of which $0.9 million consisted mainly of employee termination benefits recorded as restructuring expense, and $1.9 million related to accelerated depreciation and other costs, which primarily were recorded as cost of goods sold. The Company recorded $ 15.5 million during the nine months ended September 25, 2016 related to the 2016 Plan, of which $11.3 million consisted mainly of employee termination benefits recorded as restructuring expense, and $4.2 million related to accelerated depreciation and other costs, which primarily were recorded as cost of goods sold. As of September 25, 2016 , the Company has a reserve of $10.5 million related to this program. As the 2016 Plan progresses, management will reevaluate the estimated expenses set forth above, and may revise its estimates, as appropriate, consistent with GAAP. 2015 Restructuring Programs During 2015, the Company committed to programs associated with the reorganization of certain of its businesses and the consolidation of certain of its facilities in North America. For the three months ended September 25, 2016 , the Company recorded charges of $0.1 million related to these programs. As of September 25, 2016 , the Company has incurred net aggregate restructuring charges related to the plan of $6.4 million . As of September 25, 2016 , the Company has a reserve of $0.5 million related to these programs. 2014 Manufacturing Footprint Realignment Plan In April 2014, the Company's Board of Directors approved a restructuring plan (the "2014 Manufacturing Footprint Realignment Plan") involving the consolidation of operations and a related reduction in workforce at certain facilities, and the relocation of manufacturing operations from certain higher-cost locations to existing lower-cost locations. These actions commenced in the second quarter 2014. During the third quarter 2016, the Company revised its expense and timing estimates related to the 2014 Manufacturing Footprint Realignment Plan to reflect the impact of changes the Company has implemented with respect to medication delivery devices included in certain of the kits primarily sold by the Company’s Vascular North America operating segment and, to a lesser extent, the Company's Anesthesia North America operating segment. The Company estimates that it will incur aggregate pre-tax charges in connection with the 2014 Manufacturing Footprint Realignment Plan of approximately $43 million to $48 million , compared to the Company’s prior estimate of approximately $37 million to $44 million . The Company expects aggregate cash outlays associated with the plan to be in the range of $33 million to $38 million , compared to its prior estimate of approximately $26 million to $31 million . Most of these charges and cash outlays are expected to be incurred prior to 2020. Additionally, as of September 25, 2016, the Company continues to expect to incur $24 million to $30 million in aggregate capital expenditures under the plan. The Company currently expects that the 2014 Manufacturing Footprint Realignment Plan will be substantially complete by the end of the first half of 2020 rather than the end of 2017, which was previously estimated. The following table provides a summary of the Company’s cost estimates by major type of expense associated with the 2014 Manufacturing Footprint Realignment Plan, which reflect the revised estimates: Type of expense Total estimated amount expected to be incurred Employee termination benefits $11 million to $12 million Facility closure and other exit costs (1) $1 million to $2 million Accelerated depreciation charges $10 million to $10 million Other (2) $21 million to $24 million $43 million to $48 million (1) Includes costs to transfer product lines among facilities and outplacement and employee relocation costs. (2) Consists of other costs directly related to the plan, including project management, legal and regulatory costs. The Company recorded charges of $2.8 million and $6.8 million for the three and nine months ended September 25, 2016 , respectively, related to the 2014 Manufacturing Footprint Realignment Plan. Of this amount, $2.5 million and $6.9 million for the three and nine months ended September 25, 2016 , respectively, were recorded in costs of goods sold, and related to accelerated depreciation and certain other costs, primarily for the transfer of manufacturing operations from the existing locations to the new locations. For the three months ended September 25, 2016 , the charges also included $0.3 million in restructuring expense. During the nine months ended September 25, 2016, the Company recorded a net reversal of previously recorded restructuring charges of $0.1 million . As of September 25, 2016 , the Company has incurred net aggregate restructuring charges related to the plan of $10.8 million . Additionally, as of September 25, 2016 , the Company has incurred net aggregate accelerated depreciation and certain other costs, primarily for the transfer of manufacturing operations from the existing locations to the new locations in connection with the plan of $21.3 million , which were primarily included in cost of goods sold. As of September 25, 2016 , the Company has a restructuring reserve of $5.9 million in connection with the plan, all of which relates to termination benefits. As the 2014 Manufacturing Footprint Realignment Plan progresses, management will reevaluate the estimated expenses and charges set forth above, and may revise its estimates, as appropriate, consistent with generally accepted accounting principles. For additional information regarding the Company's restructuring programs, see Note 4 to the Company's consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. The restructuring charges recognized for the three and nine months ended September 25, 2016 and September 27, 2015 consisted of the following: Three Months Ended September 25, 2016 Termination Benefits Facility Closure Costs Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2016 Other Restructuring programs $ 1,713 $ — $ — $ — $ 1,713 2016 Manufacturing footprint realignment plan 851 — — 74 925 2015 Restructuring programs (103 ) 54 107 — 58 2014 Manufacturing footprint realignment plan 308 — — 6 314 2014 European restructuring plan 15 — — 2 17 Total restructuring charges $ 2,784 $ 54 $ 107 $ 82 $ 3,027 Three Months Ended September 27, 2015 Termination Benefits Facility Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2015 Restructuring programs $ (198 ) $ 37 $ 78 $ 9 $ (74 ) 2014 Manufacturing footprint realignment plan 619 (3 ) 163 52 831 2014 European restructuring plan (97 ) — — — (97 ) Total restructuring charges $ 324 $ 34 $ 241 $ 61 $ 660 Nine Months Ended September 25, 2016 Termination Benefits Facility Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2016 Other Restructuring programs $ 1,713 $ — $ — $ — $ 1,713 2016 Manufacturing footprint realignment plan 10,919 — — 360 11,279 2015 Restructuring programs (502 ) 232 200 118 48 2014 Manufacturing footprint realignment plan (118 ) — — 17 (101 ) Other restructuring programs (1) 15 — (86 ) 8 (63 ) Total restructuring charges $ 12,027 $ 232 $ 114 $ 503 $ 12,876 Nine Months Ended September 27, 2015 Termination Benefits Facility Closure Costs Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2015 Restructuring programs $ 3,361 $ 166 $ 723 $ 56 $ 4,306 2014 Manufacturing footprint realignment 831 241 389 36 1,497 Other restructuring programs (2) (181 ) 2 29 35 (115 ) Total restructuring charges $ 4,011 $ 409 $ 1,141 127 $ 5,688 (1) Other restructuring programs include the 2014 European Restructuring Plan and the 2012 Restructuring Program. For a description of these plans, see Note 4 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. (2) Other restructuring programs include the 2014 European Restructuring Plan, the Other 2014 restructuring programs, the 2013 Restructuring programs and the LMA restructuring program. For a description of these plans, see Note 4 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. Termination benefits include estimated employee retention, severance and benefit payments for terminated employees. Facility closure costs include general operating costs incurred subsequent to production shutdown as well as legal costs, equipment relocation and other associated costs. Contract termination costs include costs associated with terminating existing leases and distributor agreements. Other costs include outplacement and employee relocation costs and other employee-related costs. Restructuring charges by reportable operating segment for the three and nine months ended September 25, 2016 and September 27, 2015 are set forth in the following table: Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Restructuring charges Vascular North America $ 960 $ 232 $ 5,474 $ 2,466 Anesthesia North America 946 (250 ) 3,185 284 Surgical North America 277 36 257 282 EMEA 89 (64 ) 3,012 (139 ) Asia — 2 — 3 OEM 187 — 191 — All other 568 704 757 2,792 Total restructuring charges $ 3,027 $ 660 $ 12,876 $ 5,688 |
Inventories, net
Inventories, net | 9 Months Ended |
Sep. 25, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Note 5 — Inventories, net Inventories as of September 25, 2016 and December 31, 2015 consisted of the following: September 25, 2016 December 31, 2015 (Dollars in thousands) Raw materials $ 80,348 $ 76,037 Work-in-process 61,418 60,218 Finished goods 236,991 230,536 378,757 366,791 Less: inventory reserve (36,927 ) (36,516 ) Inventories, net $ 341,830 $ 330,275 |
Goodwill and other intangible a
Goodwill and other intangible assets, net | 9 Months Ended |
Sep. 25, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and other intangible assets, net | Note 6 — Goodwill and other intangible assets, net The following table provides information relating to changes in the carrying amount of goodwill by reportable operating segment for the nine months ended September 25, 2016 : Vascular Anesthesia Surgical EMEA Asia OEM All Total (Dollars in thousands) Balance as of December 31, 2015 $ 345,546 $ 141,122 $ 250,912 $ 306,009 $ 141,067 $ 1,194 $ 110,002 $ 1,295,852 Goodwill related to acquisitions — — — — — 3,947 — 3,947 Currency translation adjustment — 318 — 1,363 6,729 — (3,131 ) 5,279 Balance as of September 25, 2016 $ 345,546 $ 141,440 $ 250,912 $ 307,372 $ 147,796 $ 5,141 $ 106,871 $ 1,305,078 The following table provides information as of September 25, 2016 and December 31, 2015 regarding the gross carrying amount of, and accumulated amortization relating to, intangible assets, net: Gross Carrying Amount Accumulated Amortization September 25, 2016 December 31, 2015 September 25, 2016 December 31, 2015 (Dollars in thousands) Customer relationships $ 630,127 $ 621,078 $ (235,074 ) $ (214,924 ) In-process research and development 58,668 58,908 — — Intellectual property 523,361 522,374 (197,465 ) (173,903 ) Distribution rights 23,356 23,279 (15,294 ) (14,393 ) Trade names 387,759 384,821 (12,734 ) (8,929 ) Non-compete agreements 2,853 2,186 (913 ) (522 ) $ 1,626,124 $ 1,612,646 $ (461,480 ) $ (412,671 ) In May 2012, the Company acquired Semprus BioSciences Corp. ("Semprus"), a biomedical research and development company that developed a polymer surface treatment technology intended to reduce thrombus related complications. As previously disclosed, the Company experienced difficulties with respect to the development of the Semprus technology, and devoted further research and testing towards attempting to resolve the issue. As a result of these efforts, the Company believes it has resolved the issue and is focused on seeking regulatory approval and engaging in additional research and development efforts to achieve commercialization of the technology. Despite the progress made since these issues were first identified, significant challenges to commercialization of the Semprus technology remain, and the Company ultimately may find it necessary to recognize impairment charges with respect to the related assets, which could be material. As of September 25, 2016 , the Company has in-process research and development intangible assets of $41.0 million related to this investment, which is recorded in intangible assets, net. Amortization expense related to intangible assets was $16.1 million and $15.5 million for the three months ended September 25, 2016 and September 27, 2015 , respectively, and $47.5 million and $45.3 million for the nine months ended September 25, 2016 and September 27, 2015 , respectively. |
Borrowings
Borrowings | 9 Months Ended |
Sep. 25, 2016 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 7 — Borrowings The Company's borrowings at September 25, 2016 and December 31, 2015 are as follows: September 25, 2016 December 31, 2015 (Dollars in thousands) Senior Credit Facility: Revolving credit facility, at a rate of 2.05% at September 25, 2016, due 2018 $ 210,000 $ 396,000 3.875% Convertible Senior Subordinated Notes due 2017 136,154 399,641 4.875% Senior Notes due 2026 400,000 — 5.25% Senior Notes due 2024 250,000 250,000 Securitization program, at a rate of 1.27% at September 25, 2016 50,000 43,300 1,046,154 1,088,941 Less: Unamortized debt discount on 3.875% Convertible Senior Subordinated Notes due 2017 (3,833 ) (22,999 ) Less: Unamortized debt issuance costs (10,459 ) (6,742 ) 1,031,862 1,059,200 Current borrowings (181,895 ) (417,350 ) Long-term borrowings $ 849,967 $ 641,850 4.875% Senior Notes On May 16, 2016, the Company issued $400.0 million of 4.875% Senior Notes due 2026 (the "2026 Notes"). The Company will pay interest on the 2026 Notes semi-annually on June 1 and December 1, commencing on December 1, 2016, at a rate of 4.875% per year. The 2026 Notes mature on June 1, 2026 unless earlier redeemed by the Company at its option, as described below, or purchased by the Company at the holder’s option under specified circumstances following a Change of Control or Asset Sale (each as defined in the Indenture related to the 2026 Notes) or upon the Company’s election to exercise its optional redemption rights, as described below. The Company incurred transaction fees of approximately $6.5 million , including underwriters’ discounts and commissions, in connection with the offering of the 2026 Notes, which were recorded as a reduction to long-term borrowings and are being amortized over the term of the 2026 Notes. The Company used the net proceeds from the offering to repay borrowings under the Company’s revolving credit facility. The Company's obligations under the 2026 Notes are fully and unconditionally guaranteed, jointly and severally, by each of the Company’s existing and future 100% owned domestic subsidiaries that is a guarantor or other obligor under the Company’s revolving credit facility and by certain of the Company’s other 100% owned domestic subsidiaries. At any time on or after June 1, 2021, the Company may, on one or more occasions, redeem some or all of the 2026 Notes at a redemption price of 102.438% of the principal amount of the 2026 Notes subject to redemption, declining, in annual increments of 0.813% , to 100% of the principal amount on June 1, 2024, plus accrued and unpaid interest. In addition, at any time prior to June 1, 2021, the Company may, on one or more occasions, redeem some or all of the 2026 Notes at a redemption price equal to 100% of the principal amount of the 2026 Notes redeemed, plus a “make-whole” premium and any accrued and unpaid interest. The “make-whole” premium is the greater of (a) 1.0% of the principal amount of the 2026 Notes subject to redemption or (b) the excess, if any, over the principal amount of the 2026 Notes of the present value, on the redemption date of the sum of (i) the June 1, 2021 optional redemption price plus (ii) all required interest payments on the 2026 Notes through June 1, 2021 (other than accrued and unpaid interest to the redemption date), generally computed using a discount rate equal to the yield to maturity of U.S. Treasury securities with a constant maturity for the period most nearly equal to the period from the redemption date to June 1, 2021, plus 50 basis points. In addition, at any time prior to June 1, 2019, the Company may, on one or more occasions, redeem up to 40% of the aggregate principal amount of the 2026 Notes, using the proceeds of specified types of Company equity offerings and subject to specified conditions, at a redemption price equal to 104.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest. The 2026 Notes contain covenants that, among other things, limit or restrict the Company’s ability, and the ability of its subsidiaries, to incur additional debt, or issue preferred stock or other disqualified stock; create liens; pay dividends, make investments or make other restricted payments; sell assets; merge, consolidate, sell or otherwise disposes of all or substantially all of the Company's assets; or enter into transactions with the Company's affiliates. 3.875% Convertible Senior Subordinated Notes For a discussion regarding the classification of the Convertible Notes as a current liability, see Note 8 to the Company's consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. Exchange Transactions On April 4, 2016, pursuant to separate, privately negotiated agreements between the Company and certain of the holders (the "Holders") of its 3.875% Convertible Senior Subordinated Notes due 2017 (the "Convertible Notes"), the Company paid cash and common stock (the "Exchange Consideration") to the Holders in exchange for $219.2 million aggregate principal amount of the Convertible Notes (the "Exchange Transactions"). The Exchange Consideration paid to each of the Holders per $1,000 principal amount of Convertible Notes is equal to: (i) $1,000 in cash, (ii) a number of shares of the Company’s common stock equal to the amount of the conversion value of the Convertible Notes in excess of the $1,000 principal amount (the "Conversion Shares"), calculated on the basis of the average daily volume weighted average price per share of Company common stock over a specified period (the "Average Daily VWAP"), (iii) an inducement payment in additional shares of common stock (the "Inducement Shares"), calculated based on the Average Daily VWAP and (iv) cash in an amount equal to accrued and unpaid interest to, but not including, the closing date. As a result of the Exchange Transactions, the Company paid the Holders aggregate cash consideration of $220.7 million (which includes $1.5 million in accrued but previously unpaid interest) and issued and delivered to the Holders 2.17 million shares of Company common stock (including both Conversion Shares and Inducement Shares).The Company funded the $220.7 million cash payment constituting part of the Exchange Consideration through borrowings under its revolving credit agreement. The issuance of the shares of the Company’s common stock to the Holders pursuant to the Exchange Transactions was made pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), under Section 3(a)(9) of the Securities Act. As a result of the Exchange Transactions, the Company recognized a loss on extinguishment of debt of $16.3 million . In connection with entering into the Exchange Transactions, the Company also entered into bond hedge unwind agreements (the "Hedge Unwind Agreements") with the dealer counterparties to the convertible note hedge transactions that were effected at the time of the initial issuance of the Convertible Notes. Under the Hedge Unwind Agreements, the number of call options subject to the Convertible Note hedge transactions was reduced to reflect proportionately the reduction in the outstanding principal amount of the Convertible Notes following the Exchange Transactions. In addition, the Company entered into warrant unwind agreements (the “Warrant Unwind Agreements”) with the dealer counterparties to reduce the number of warrants initially issued to the dealer counterparties, also in connection with the initial issuance of the Convertible Notes. On a net basis, after giving effect to the Hedge Unwind Agreements and Warrant Unwind Agreements, the Company received 0.3 million shares of Company common stock from such dealer counterparties. Conversions During the second quarter of 2016, the Company settled conversion notices previously received by the Company in respect of $44.3 million in aggregate principal amount of the Convertible Notes (the "Converted Notes"). In accordance with the terms of the supplemental indenture relating to the Convertible Notes, the Company delivered to each holder of the Converted Notes (the "Converting Holders") a combination of cash and shares of Company common stock, based on the conversion methodology set forth in the supplemental indenture. The Company provided the Converting Holders, in the aggregate, $44.3 million in cash and 0.4 million shares of Company common stock. As a result of the conversions, the Company recognized a loss on extinguishment of debt of $3.0 million . Under the terms of the agreements related to the Convertible Note hedge transactions, and in connection with the conversions described above, the counterparties to the Convertible Note hedge transactions delivered to the Company a number of shares of Company common stock equal to the number of shares of Company common stock delivered to the Converting Holders. Additionally, the Company entered into warrant unwind agreements with the dealer counterparties to reduce the number of warrants initially issued. The Company delivered 0.4 million shares of Company common stock to the dealer counterparties in connection with the warrant unwind agreements. Fair Value of Long-Term Borrowings To determine the fair value of the debt categorized as Level 2 in the table below, the Company uses a discounted cash flow technique that incorporates a market interest yield curve with adjustments for duration, optionality and risk profile. The Company’s implied credit rating is a factor in determining the market interest yield curve. The following table provides the fair value of the Company’s debt as of September 25, 2016 and December 31, 2015, categorized by the level of inputs within the fair value hierarchy used to measure fair value (see Note 10, “Fair value measurement,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 for further information): September 25, 2016 December 31, 2015 (Dollars in thousands) Level 1 $ 390,762 $ 858,709 Level 2 937,619 687,072 Total $ 1,328,381 $ 1,545,781 |
Financial instruments
Financial instruments | 9 Months Ended |
Sep. 25, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial instruments | Note 8 — Financial instruments Foreign Currency Forward Contracts Designated as Cash Flow Hedges The Company uses derivative instruments for risk management purposes. Foreign currency forward contracts are used to manage foreign currency transaction exposure. These derivative instruments are designated as cash flow hedges and are recorded on the condensed consolidated balance sheet at fair market value. The effective portion of the gains or losses on derivatives is reported as a component of other comprehensive loss and thereafter is recognized in the condensed consolidated statement of income in the period or periods during which the hedged transaction affects earnings. Gains and losses on the derivatives representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness, if any, are recognized in the condensed consolidated statement of income in the period in which such gains and losses occur. Non-designated Foreign Currency Forward Contracts The Company uses foreign currency forward contracts as part of its strategy to manage exposure related to near term foreign currency denominated monetary assets and liabilities. These currency forward contracts are not designated as cash flow, fair value or net investment hedges; therefore, the changes in fair value are recorded in the condensed consolidated statement of income as a selling, general and administrative expense. The Company enters into foreign currency forward contracts for periods consistent with its currency translation exposures, which generally approximate one month. For the three and nine months ended September 25, 2016 , the Company recognized a loss related to non-designated foreign currency forward contracts of $0.1 million and $1.7 million , respectively. The following table presents the location and fair value of derivative financial instruments reported in the condensed consolidated balance sheet as of September 25, 2016 and December 31, 2015 : September 25, 2016 December 31, 2015 Fair Value Fair Value (Dollars in thousands) Asset derivatives: Designated foreign currency forward contracts $ 615 $ 285 Non-designated foreign currency forward contracts 519 44 Prepaid expenses and other current assets $ 1,134 $ 329 Total asset derivatives $ 1,134 $ 329 Liability derivatives: Designated foreign currency forward contracts $ 2,369 $ 807 Non-designated foreign currency forward contracts 34 491 Other current liabilities $ 2,403 $ 1,298 Total liability derivatives $ 2,403 $ 1,298 The total notional amount for all open foreign currency forward contracts designated as cash flow hedges as of September 25, 2016 and December 31, 2015 was $100.1 million and $49.5 million , respectively. The total notional amount for all open non-designated foreign currency forward contracts as of September 25, 2016 and December 31, 2015 was $77.4 million and $69.1 million , respectively. All open foreign currency forward contracts as of September 25, 2016 have durations of twelve months or less. The following table provides information as to the gains and losses attributable to derivatives in cash flow hedging relationships that were reported in other comprehensive income (loss) (“OCI”) for the three and nine months ended September 25, 2016 and September 27, 2015 : After Tax Gain (Loss) Recognized in OCI Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Foreign currency forward contracts $ (223 ) $ (730 ) $ 761 $ (1,489 ) See Note 10 for information on the location in the condensed consolidated statements of income and amount of losses/(gains) attributable to derivatives that were reclassified from accumulated other comprehensive income (“AOCI”) to expense (income), net of tax. There was no ineffectiveness related to the Company’s cash flow hedges during the three and nine months ended September 25, 2016 and September 27, 2015 . Concentration of Credit Risk Concentrations of credit risk with respect to trade accounts receivable are generally limited due to the Company’s large number of customers and their diversity across many geographic areas. A portion of the Company’s trade accounts receivable outside the United States, however, include sales to government-owned or supported healthcare systems in several countries which are subject to payment delays. Payment is dependent upon the creditworthiness of those countries and the financial stability of their economies. An allowance for doubtful accounts is maintained for trade accounts receivable based on the Company’s historical collection experience and expected collectability of the accounts receivable, considering the time an account is outstanding, the financial position of the customer and information provided by credit rating services. The adequacy of this allowance is reviewed each reporting period and adjusted as necessary. The allowance for doubtful accounts was $9.0 million and $8.0 million at September 25, 2016 and December 31, 2015 , respectively. The current portion of the allowance for doubtful accounts at September 25, 2016 and December 31, 2015 of $2.1 million and $2.0 million , respectively, was reflected in accounts receivable, net. The allowance for doubtful accounts on receivables outstanding for greater than one year at September 25, 2016 and December 31, 2015 of $6.9 million and $6.0 million , respectively, was reflected in other assets. Certain of the Company’s customers, particularly in Greece, Italy, Spain and Portugal, have extended or delayed payments for products and services already provided, raising collectability concerns regarding the Company’s accounts receivable from these customers. As a result, the Company continues to closely monitor the allowance for doubtful accounts with respect to these customers. The aggregate net current and long-term trade accounts receivable for customers in Greece, Italy, Spain and Portugal and the percentage of the Company’s total net current and long-term trade accounts receivable represented by the net current and long-term trade accounts receivable for customers in those countries at September 25, 2016 and December 31, 2015 are as follows: September 25, 2016 December 31, 2015 (Dollars in thousands) Current and long-term trade accounts receivable (net of allowances of $8.0 million and $7.2 million at September 25, 2016 and December 31, 2015, respectively) in Greece, Italy, Spain and Portugal (1) $ 59,785 $ 62,272 Percentage of total net current and long-term trade accounts receivable - Greece, Italy, Spain and Portugal 22.9 % 23.9 % (1) The long-term portion of trade accounts receivable, net from customers in Greece, Italy, Spain and Portugal at September 25, 2016 and December 31, 2015 was $7.7 million and $8.1 million , respectively, and is reported on the condensed consolidated balance sheet in other assets. For the nine months ended September 25, 2016 and September 27, 2015 , net revenues from customers in Greece, Italy, Spain and Portugal were $95.8 million and $94.4 million , respectively. |
Fair value measurement
Fair value measurement | 9 Months Ended |
Sep. 25, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair value measurement | Note 9 — Fair value measurement For a description of the fair value hierarchy, see Note 10 to the Company’s consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2015 . The following tables provide information regarding the Company's financial assets and liabilities that are measured at fair value on a recurring basis as of September 25, 2016 and December 31, 2015 : Total carrying Quoted prices in active Significant other Significant (Dollars in thousands) Investments in marketable securities $ 7,411 $ 7,411 $ — $ — Derivative assets 1,134 — 1,134 — Derivative liabilities 2,403 — 2,403 — Contingent consideration liabilities 22,368 — — 22,368 Total carrying Quoted prices in active Significant other Significant (Dollars in thousands) Investments in marketable securities $ 6,922 $ 6,922 $ — $ — Derivative assets 329 — 329 — Derivative liabilities 1,298 — 1,298 — Contingent consideration liabilities 20,829 — — 20,829 There were no transfers of financial assets or liabilities reported at fair value among Level 1, Level 2 or Level 3 within the fair value hierarchy during the nine months ended September 25, 2016 . The following table provides information regarding changes, during the nine months ended September 25, 2016 , in Level 3 financial liabilities related to contingent consideration, which are described below in this Note 9 under "valuation techniques": Contingent consideration 2016 (Dollars in thousands) Balance - December 31, 2015 $ 20,829 Payment (133 ) Revaluations 1,672 Balance - September 25, 2016 $ 22,368 Valuation Techniques The Company’s financial assets valued based upon Level 1 inputs are comprised of investments in marketable securities held in trust, which are available to satisfy benefit obligations under Company benefit plans and other arrangements. The investment assets of the trust are valued using quoted market prices. The Company’s financial assets and liabilities valued based upon Level 2 inputs are comprised of foreign currency forward contracts. The Company uses foreign currency forward contracts to manage foreign currency transaction exposure as well as exposure to foreign currency denominated monetary assets and liabilities. The Company measures the fair value of the foreign currency forward contracts by calculating the amount required to enter into offsetting contracts with similar remaining maturities, based on quoted market prices, and taking into account the creditworthiness of the counterparties. The Company’s financial liabilities valued based upon Level 3 inputs are comprised of contingent consideration arrangements pertaining to the Company’s acquisitions. In connection with several of its acquisitions, the Company agreed to pay contingent consideration upon the achievement of specified objectives, including receipt of regulatory approvals, commercialization of a product or achievement of sales targets. The Company accounts for contingent consideration in accordance with applicable accounting guidance related to business combinations, recording contingent consideration liabilities at the time of an acquisition based on the fair value of future payments under its contingent consideration arrangement. The Company determines the fair value of its contingent consideration liabilities based on a probability-weighted discounted cash flow analysis. In determining the fair value of the contingent consideration liability associated with future payments under contingent consideration arrangements, the Company considers several factors, including: l estimated cash flows projected from the success of market launches; l the estimated time and resources needed to complete the development of acquired technologies; l the uncertainty of obtaining regulatory approvals within the required time periods; and l the risk adjusted discount rate for fair value measurement. As the fair value measurement is based on significant inputs not observable in the market, it represents a Level 3 measurement within the fair value hierarchy. In connection with the Company's contingent consideration arrangements, the Company estimates that it will make payments from 2016 through 2029. As of September 25, 2016 , the range of undiscounted amounts the Company could be required to pay under contingent consideration arrangements is between $7.0 million and $46.3 million . The Company is required to reevaluate the fair value of contingent consideration each reporting period based on new developments and record changes in fair value until such consideration is satisfied through payment upon the achievement of the specified objectives or is no longer payable due to failure to achieve the specified objectives. The following table provides information regarding the valuation techniques and inputs used in determining the fair value of assets or liabilities categorized as Level 3 measurements as of September 25, 2016 : Valuation Technique Unobservable Input Range (Weighted Average) Contingent consideration Discounted cash flow Discount rate 2.3% - 10% (8.4%) Contingent consideration Probability of payment 2% - 100% (71.3%) As of September 25, 2016 , the Company recorded $22.4 million of total liabilities for contingent consideration, of which $7.5 million was recorded as the current portion of contingent consideration and $14.9 million was recorded as other liabilities in the condensed consolidated balance sheet. |
Changes in shareholders' equity
Changes in shareholders' equity | 9 Months Ended |
Sep. 25, 2016 | |
Equity [Abstract] | |
Changes in shareholders' equity | Note 10 — Changes in shareholders’ equity Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed in the same manner except that the weighted average number of shares is increased to include dilutive securities. The following table provides a reconciliation of basic to diluted weighted average shares outstanding: Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Shares in thousands) Basic 44,045 41,597 43,081 41,542 Dilutive effect of share-based awards 639 511 574 483 Dilutive effect of 3.875% Convertible Notes and warrants 2,762 6,424 4,169 5,944 Diluted 47,446 48,532 47,824 47,969 Weighted average shares that were antidilutive and therefore not included in the calculation of earnings per share were 1.4 million and 3.9 million for the three and nine months ended September 25, 2016 , respectively, and 5.4 million and 5.6 million for the three and nine months ended September 27, 2015 , respectively. In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge and warrant agreements. The convertible note hedge, consisting of call options held by the Company, economically reduces the dilutive impact of the Convertible Notes. However, applicable accounting guidance requires the Company to separately address the dilutive impact of the warrants issued under the warrant agreements in computing diluted weighted average shares outstanding, without giving effect to the anti-dilutive impact of the call options. The reduction in the number of diluted shares that would result from giving effect to the anti-dilutive impact of the call options would have been 1.5 million and 2.3 million for the three and nine months ended September 25, 2016 , respectively, and 3.5 million and 3.3 million for the three and nine months ended September 27, 2015 , respectively. The treasury stock method is applied to the warrants when the average market price of the Company's common stock during the reporting period presented exceeds the warrant exercise price of $74.65 per share, and assumes the proceeds from the exercise of the warrants are used by the Company to repurchase shares based on such average market price. Shares issuable upon exercise of the warrants that were included in the total diluted shares outstanding were 1.3 million and 1.9 million for the three and nine months ended September 25, 2016 and 2.9 million and 2.6 million for the three and nine months ended September 27, 2015 , respectively. See Note 7 for information regarding the reduction in the outstanding principal amount of Convertible Notes as a result of the Company's acquisition of Convertibles Notes in exchange for cash and shares of Company common stock, as well as the conversion of a portion of the Convertible Notes, and the related reduction in the number of call options and warrants outstanding under the convertible note hedge and warrant agreements. The following tables provide information relating to the changes in accumulated other comprehensive loss, net of tax, for the nine months ended September 25, 2016 and September 27, 2015 : Cash Flow Hedges Pension and Other Postretirement Benefit Plans Foreign Currency Translation Adjustment Accumulated Other Comprehensive (Loss) Income (Dollars in thousands) Balance as of December 31, 2015 $ (2,491 ) $ (138,887 ) $ (229,746 ) $ (371,124 ) Other comprehensive income (loss) before reclassifications (2,255 ) 618 11,131 9,494 Amounts reclassified from accumulated other comprehensive income 3,016 3,296 — 6,312 Net current-period other comprehensive income 761 3,914 11,131 15,806 Reclassification related to acquisition of noncontrolling interest — — (832 ) (832 ) Balance as of September 25, 2016 $ (1,730 ) $ (134,973 ) $ (219,447 ) $ (356,150 ) Cash Flow Hedges Pension and Other Postretirement Benefit Plans Foreign Currency Translation Adjustment Accumulated Other Comprehensive (Loss) Income (Dollars in thousands) Balance at December 31, 2014 $ — $ (141,744 ) $ (119,151 ) $ (260,895 ) Other comprehensive (loss) before reclassifications (2,599 ) 465 (91,137 ) (93,271 ) Amounts reclassified from accumulated other comprehensive loss 1,110 3,157 — 4,267 Net current-period other comprehensive (loss) income (1,489 ) 3,622 (91,137 ) (89,004 ) Balance at September 27, 2015 $ (1,489 ) $ (138,122 ) $ (210,288 ) $ (349,899 ) The following table provides information relating to the location in the statements of operations and amount of reclassifications of losses/(gains) in accumulated other comprehensive (loss) income into expense/(income), net of tax, for the three and nine months ended September 25, 2016 and September 27, 2015 : Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Losses on foreign exchange contracts: Cost of goods sold $ 535 $ 1,168 $ 3,907 $ 1,431 Total before tax 535 1,168 3,907 1,431 Tax benefit (187 ) (221 ) (891 ) (321 ) Net of tax $ 348 $ 947 $ 3,016 $ 1,110 Amortization of pension and other postretirement benefit items: Actuarial losses (1) $ 1,829 $ 1,571 $ 5,071 $ 4,782 Prior-service costs(1) 15 — 43 — Total before tax 1,844 1,571 5,114 4,782 Tax benefit (657 ) (551 ) (1,818 ) (1,625 ) Net of tax $ 1,187 $ 1,020 $ 3,296 $ 3,157 Total reclassifications, net of tax $ 1,535 $ 1,967 $ 6,312 $ 4,267 (1) These accumulated other comprehensive (loss) income components are included in the computation of net benefit expense for pension and other postretirement benefit plans (see Note 12 for additional information). |
Taxes on income from continuing
Taxes on income from continuing operations | 9 Months Ended |
Sep. 25, 2016 | |
Income Tax Disclosure [Abstract] | |
Taxes on income from continuing operations | Note 11 — Taxes on income from continuing operations Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 Effective income tax rate 10.2% 1.3% 9.3% 9.5% The effective income tax rate for the three and nine months ended September 25, 2016 was 10.2% and 9.3% , respectively, and 1.3% and 9.5% for the three and nine months ended September 27, 2015, respectively. The effective income tax rate for the three and nine months ended September 25, 2016, as compared to the prior year period, reflects an increased tax expense associated with a shift in income to jurisdictions with higher tax rates. The effective income tax rate for the three months ended September 27, 2015 also reflects a benefit associated with a legislative tax rate change. |
Pension and other postretiremen
Pension and other postretirement benefits | 9 Months Ended |
Sep. 25, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and other postretirement benefits | Note 12 — Pension and other postretirement benefits The Company has a number of defined benefit pension and postretirement plans covering eligible U.S. and non-U.S. employees. The defined benefit pension plans are noncontributory. The benefits under these plans are based primarily on years of service and employees’ pay near retirement. The Company’s funding policy for U.S. plans is to contribute annually, at a minimum, amounts required by applicable laws and regulations. Obligations under non-U.S. plans are systematically provided for by depositing funds with trustees or by book reserves. As of September 25, 2016 , no further benefits are being accrued under the Company’s U.S. defined benefit pension plans and the Company’s other postretirement benefit plans, other than certain postretirement benefit plans covering employees subject to a collective bargaining agreement. The Company and certain of its subsidiaries provide medical, dental and life insurance benefits to pensioners or their survivors. The associated plans are unfunded and approved claims are paid from Company funds. Net pension and other postretirement benefits expense (income) consist of the following: Pension Other Postretirement Benefits Pension Other Postretirement Benefits September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Service cost $ 656 $ 470 $ 44 $ 157 $ 1,963 $ 1,410 $ 266 $ 371 Interest cost 3,948 4,492 383 452 11,797 13,463 1,196 1,476 Expected return on plan assets (6,209 ) (6,606 ) — — (18,606 ) (19,457 ) — — Net amortization and deferral 1,781 1,563 63 8 4,937 4,620 177 162 Net benefits expense (income) $ 176 $ (81 ) $ 490 $ 617 $ 91 $ 36 $ 1,639 $ 2,009 The Company’s pension contributions are expected to be approximately $12.4 million during 2016, of which $12.2 million was contributed during the nine months ended September 25, 2016 . |
Commitments and contingent liab
Commitments and contingent liabilities | 9 Months Ended |
Sep. 25, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingent liabilities | Note 13 — Commitments and contingent liabilities Operating leases: The Company uses various leased facilities and equipment in its operations. In the first quarter 2016, the Company entered into a build-to-suit lease with respect to a facility in Ireland that will be used for the Company's European and global operations headquarters. Under the build-to-suit lease, the landlord is responsible for the construction and configuration of the facility to the Company's specifications, and the Company is obligated to lease the facility following construction completion. In accordance with applicable accounting principles, the Company is deemed the owner of the facility during the construction period and is required to record, during the construction period, the estimated fair value of the incurred construction costs as construction in progress, and a liability for the costs not funded by the Company. As of September 25, 2016, the Company recorded $14.6 million in property, plant and equipment representing the estimated fair value of the incurred construction costs. The construction of the building and tenant improvements were completed and the Company took occupancy of the entire building in October 2016, at which point, the Company derecognized the assets and related liabilities pertaining to the leased facility. Environmental: The Company is subject to contingencies as a result of environmental laws and regulations that in the future may require the Company to take further action to correct the effects on the environment of prior disposal practices or releases of chemical or petroleum substances by the Company or other parties. Much of this liability results from the U.S. Comprehensive Environmental Response, Compensation and Liability Act, often referred to as Superfund, the U.S. Resource Conservation and Recovery Act and similar state laws. These laws require the Company to undertake certain investigative and remedial activities at sites where the Company conducts or once conducted operations or at sites where Company-generated waste was disposed. Remediation activities vary substantially in duration and cost from site to site. These activities, and their associated costs, depend on the mix of unique site characteristics, evolving remediation technologies, the regulatory agencies involved and their enforcement policies, as well as the presence or absence of other potentially responsible parties. At September 25, 2016 , the Company has recorded $1.0 million and $5.3 million in accrued liabilities and other liabilities, respectively, relating to these matters. Considerable uncertainty exists with respect to these liabilities and, if adverse changes in circumstances occur, the potential liability may exceed the amount accrued as of September 25, 2016 . The time frame over which the accrued amounts may be paid out, based on past history, is estimated to be 15 - 20 years. Litigation: The Company is a party to various lawsuits and claims arising in the normal course of business. These lawsuits and claims include actions involving product liability, intellectual property, employment, environmental and other matters. As of September 25, 2016 , the Company has recorded accrued liabilities of $2.5 million in connection with such contingencies, representing its best estimate of the cost within the range of estimated possible losses that will be incurred to resolve these matters. Of the amount accrued as of September 25, 2016 , $1.5 million pertains to discontinued operations. In 2006, the Company was named as a defendant in a wrongful death product liability lawsuit filed in the Louisiana State District Court for the Parish of Calcasieu, involving a product manufactured by the Company’s former marine business. In September 2014, the case was tried before a jury, which returned a verdict in favor of the Company. The plaintiff subsequently filed a motion for a new trial, which was granted, and the case was re-tried before a jury in December 2014. On December 5, 2014, the jury returned a verdict in favor of the plaintiff, awarding $0.1 million in compensatory damages and $23.0 million in punitive damages, plus pre-judgment and post-judgment interest on the compensatory damages and post-judgment interest on the punitive damages. The Company's post-trial motions seeking to overturn the verdict or reduce the amount of damages were denied in June 2015. The Company appealed to the Louisiana Court of Appeal, and the plaintiff filed a cross-appeal, seeking to overturn the trial court’s denial of pre-judgment interest on the punitive damages award. On June 29, 2016, the Louisiana Court of Appeal affirmed the trial court verdict in all respects. The Company filed a motion for rehearing with the Louisiana Court of Appeal, which was denied on August 3, 2016. The Company and the plaintiff have filed motions for writ of certiorari (a request for review) to the Louisiana Supreme Court, which are currently pending. As of September 25, 2016 , the Company has accrued a liability representing its best estimate of probable loss associated with this matter, which is included in the Company’s accrued liabilities for litigation matters relating to discontinued operations discussed in the preceding paragraph. The Company believes that any liability arising from this matter in excess of $10.0 million will be covered by the Company’s product liability insurance. Based on information currently available, advice of counsel, established reserves and other resources, the Company does not believe that the outcome of any outstanding litigation and claims is likely to be, individually or in the aggregate, material to its business, financial condition, results of operations or liquidity. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to the Company’s business, financial condition, results of operations or liquidity. Legal costs such as outside counsel fees and expenses are charged to selling, general and administrative expenses in the period incurred. Tax audits and examinations: The Company and its subsidiaries are routinely subject to tax examinations by various tax authorities. As of September 25, 2016 , the most significant tax examinations in process are in Austria and Canada. The Company may establish reserves with respect to its uncertain tax positions, after which it adjusts its reserves to address developments with respect to these uncertain tax positions. Accordingly, developments in tax audits and examinations, including resolution of uncertain tax positions, could result in increases or decreases to the Company’s recorded tax liabilities, which could impact the Company’s financial results. Other: The Company has various purchase commitments for materials, supplies and items of permanent investment incident to the ordinary conduct of its business. On average, such commitments are not at prices in excess of current market prices. |
Segment information
Segment information | 9 Months Ended |
Sep. 25, 2016 | |
Segment Reporting [Abstract] | |
Segment information | Note 14 — Segment information An operating segment is a component of the Company (a) that engages in business activities from which it may earn revenues and incur expenses, (b) whose operating results are regularly reviewed by the Company’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance, and (c) for which discrete financial information is available. The Company does not evaluate its operating segments using discrete asset information. The Company has the following six reportable operating segments: Vascular North America, Anesthesia North America, Surgical North America, EMEA (Europe, Middle East and Africa), Asia and OEM (Original Equipment Manufacturer and Development Services). The Company's reportable segments, other than the OEM segment, design, manufacture and distribute medical devices primarily used in critical care, surgical applications and cardiac care and generally serve two end markets: hospitals and healthcare providers, and home health. The products of these segments are most widely used in the acute care setting for a range of diagnostic and therapeutic procedures and in general and specialty surgical applications. The Company’s OEM segment designs, manufactures and supplies devices and instruments for other medical device manufacturers. Operating segments other than the reportable operating segments are collectively presented in the “All other” category within the tabular information set forth below. The following tables present the Company’s segment results for the three and nine months ended September 25, 2016 and September 27, 2015 : Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Revenue Vascular North America $ 85,118 $ 82,675 $ 254,817 $ 244,606 Anesthesia North America 48,670 47,628 143,821 138,656 Surgical North America 41,827 39,591 123,904 118,170 EMEA 121,398 120,854 375,198 379,268 Asia 64,087 61,935 176,434 172,506 OEM 41,418 38,959 115,693 111,592 All other 53,130 52,072 164,227 160,391 Consolidated net revenues $ 455,648 $ 443,714 $ 1,354,094 $ 1,325,189 Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Operating profit Vascular North America $ 21,781 $ 18,086 $ 63,431 $ 50,891 Anesthesia North America 13,954 15,178 41,181 36,572 Surgical North America 14,050 12,814 39,654 39,456 EMEA 16,576 19,656 61,563 65,334 Asia 18,072 15,715 52,831 42,812 OEM 10,201 8,865 24,605 25,274 All other 3,444 5,551 16,623 15,499 Total segment operating profit (1) 98,078 95,865 299,888 275,838 Unallocated expenses (2) (11,591 ) (19,315 ) (47,463 ) (56,694 ) Income from continuing operations before interest, loss on extinguishment of debt and taxes $ 86,487 $ 76,550 $ 252,425 $ 219,144 (1) Segment operating profit includes segment net revenues from external customers reduced by its standard cost of goods sold, adjusted for fixed manufacturing cost absorption variances, selling, general and administrative expenses, research and development expenses and an allocation of corporate expenses. Corporate expenses are allocated among the segments in proportion to the respective amounts of one of several items (such as sales, numbers of employees, and amount of time spent), depending on the category of expense involved. (2) Unallocated expenses primarily include manufacturing variances, with the exception of fixed manufacturing cost absorption variances, restructuring charges and gain on sale of assets. |
Condensed consolidating guarant
Condensed consolidating guarantor financial information | 9 Months Ended |
Sep. 25, 2016 | |
Condensed Consolidated Guarantor Financial Information [Abstract] | |
Condensed consolidating guarantor financial information | Note 15 — Condensed consolidating guarantor financial information The 2024 Notes and 2026 Notes are issued by Teleflex Incorporated (the "Parent Company"), and payment of the Parent Company's obligations under the 2024 Notes and 2026 Notes is guaranteed, jointly and severally, by certain of the Parent Company’s subsidiaries (each, a “Guarantor Subsidiary” and collectively, the “Guarantor Subsidiaries”). The guarantees are full and unconditional, subject to certain customary release provisions. Each Guarantor Subsidiary is directly or indirectly 100% owned by the Parent Company. The Company’s condensed consolidating statements of income and comprehensive income (loss) for the three and nine months ended September 25, 2016 and September 27, 2015 , condensed consolidating balance sheets as of September 25, 2016 and December 31, 2015 and condensed consolidating statements of cash flows for the nine months ended September 25, 2016 and September 27, 2015 , provide consolidated information for: a. Parent Company, the issuer of the guaranteed obligations; b. Guarantor Subsidiaries, on a combined basis; c. Non-Guarantor Subsidiaries (i.e., those subsidiaries of the Parent Company that have not guaranteed payment of the 2024 Notes and 2026 Notes), on a combined basis; and d. Parent Company and its subsidiaries on a consolidated basis. The same accounting policies as described in Note 1 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 are used by the Parent Company and each of its subsidiaries in connection with the condensed consolidating financial information, except for the use of the equity method of accounting to reflect ownership interests in subsidiaries, which are eliminated upon consolidation. Consolidating entries and eliminations in the following condensed consolidated financial statements represent adjustments to (a) eliminate intercompany transactions between or among the Parent Company, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries, (b) eliminate the investments in subsidiaries and (c) record consolidating entries. TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 270,610 $ 281,258 $ (96,220 ) $ 455,648 Cost of goods sold — 163,052 147,240 (96,246 ) 214,046 Gross profit — 107,558 134,018 26 241,602 Selling, general and administrative expenses 11,208 80,333 48,285 (29 ) 139,797 Research and development expenses 179 8,422 6,466 — 15,067 Restructuring charges 380 1,712 935 — 3,027 Gain on sale of assets (2,707 ) 104 (173 ) — (2,776 ) (Loss) income from continuing operations before interest and taxes (9,060 ) 16,987 78,505 55 86,487 Interest, net 41,344 (29,612 ) 1,041 — 12,773 (Loss) income from continuing operations before taxes (50,404 ) 46,599 77,464 55 73,714 (Benefit) taxes on (loss) income from continuing operations (18,017 ) 13,166 12,437 (72 ) 7,514 Equity in net income of consolidated subsidiaries 98,544 57,837 183 (156,564 ) — Income from continuing operations 66,157 91,270 65,210 (156,437 ) 66,200 Operating income from discontinued operations 260 — — — 260 Tax on income from discontinued operations 95 — 43 — 138 Income (loss) from discontinued operations 165 — (43 ) — 122 Net income 66,322 91,270 65,167 (156,437 ) 66,322 Other comprehensive income (loss) attributable to common shareholders 1,053 (501 ) 1,243 (742 ) 1,053 Comprehensive income attributable to common shareholders $ 67,375 $ 90,769 $ 66,410 $ (157,179 ) $ 67,375 Three Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed Consolidated (Dollars in thousands) Net revenues $ — $ 269,620 $ 270,084 $ (95,990 ) $ 443,714 Cost of goods sold — 159,567 153,207 (97,273 ) 215,501 Gross profit — 110,053 116,877 1,283 228,213 Selling, general and administrative expenses 9,891 82,372 46,471 106 138,840 Research and development expenses — 6,006 6,565 — 12,571 Restructuring charges — 602 58 — 660 Gain on sale of assets — — (408 ) — (408 ) (Loss) income from continuing operations before interest and taxes (9,891 ) 21,073 64,191 1,177 76,550 Interest, net 32,439 (19,457 ) 1,194 — 14,176 (Loss) income from continuing operations before taxes (42,330 ) 40,530 62,997 1,177 62,374 (Benefit) taxes on (loss) income from continuing operations (15,102 ) 7,582 8,053 270 803 Equity in net income of consolidated subsidiaries 88,728 49,885 211 (138,824 ) — Income from continuing operations 61,500 82,833 55,155 (137,917 ) 61,571 Operating loss from discontinued operations (784 ) — (4 ) — (788 ) Taxes on loss from discontinued operations (108 ) — 39 — (69 ) Loss from discontinued operations (676 ) — (43 ) — (719 ) Net income 60,824 82,833 55,112 (137,917 ) 60,852 Less: Income from continuing operations attributable to noncontrolling interest — — 28 — 28 Net income attributable to common shareholders 60,824 82,833 55,084 (137,917 ) 60,824 Other comprehensive loss attributable to common shareholders (28,789 ) (32,855 ) (26,073 ) 58,928 (28,789 ) Comprehensive income attributable to common shareholders $ 32,035 $ 49,978 $ 29,011 $ (78,989 ) $ 32,035 Nine Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 809,951 $ 833,390 $ (289,247 ) $ 1,354,094 Cost of goods sold — 489,293 427,200 (285,547 ) 630,946 Gross profit — 320,658 406,190 (3,700 ) 723,148 Selling, general and administrative expenses 30,822 248,195 139,641 470 419,128 Research and development expenses 319 23,501 19,072 — 42,892 Restructuring charges 380 7,027 5,469 — 12,876 Gain on sale of assets (2,707 ) (274 ) (1,192 ) — (4,173 ) (Loss) income from continuing operations before interest, extinguishment of debt and taxes (28,814 ) 42,209 243,200 (4,170 ) 252,425 Interest, net 107,534 (72,367 ) 3,088 — 38,255 Loss on extinguishment of debt 19,261 — — — 19,261 (Loss) income from continuing operations before taxes (155,609 ) 114,576 240,112 (4,170 ) 194,909 (Benefit) taxes on (loss) income from continuing operations (56,942 ) 39,347 36,210 (481 ) 18,134 Equity in net income of consolidated subsidiaries 275,296 179,342 526 (455,164 ) — Income from continuing operations 176,629 254,571 204,428 (458,853 ) 176,775 Operating (loss) income from discontinued operations (495 ) — 379 — (116 ) (Benefit) taxes on (loss) income from discontinued operations (180 ) — 61 — (119 ) (Loss) income from discontinued operations (315 ) — 318 — 3 Net income 176,314 254,571 204,746 (458,853 ) 176,778 Less: Income from continuing operations attributable to noncontrolling interest — — 464 — 464 Net income attributable to common shareholders 176,314 254,571 204,282 (458,853 ) 176,314 Other comprehensive income attributable to common shareholders 15,806 8,387 12,277 (20,664 ) 15,806 Comprehensive income attributable to common shareholders $ 192,120 $ 262,958 $ 216,559 $ (479,517 ) $ 192,120 Nine Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 803,484 $ 805,243 $ (283,538 ) $ 1,325,189 Cost of goods sold — 476,611 443,180 (278,689 ) 641,102 Gross profit — 326,873 362,063 (4,849 ) 684,087 Selling, general and administrative expenses 30,006 249,484 141,252 23 420,765 Research and development expenses — 22,027 16,871 — 38,898 Restructuring charges — 4,932 756 — 5,688 Gain on sale of assets — — (408 ) — (408 ) (Loss) income from continuing operations before interest, extinguishment of debt and taxes (30,006 ) 50,430 203,592 (4,872 ) 219,144 Interest, net 100,157 (56,591 ) 3,666 — 47,232 Loss on extinguishment of debt 10,454 — — — 10,454 (Loss) income from continuing operations before taxes (140,617 ) 107,021 199,926 (4,872 ) 161,458 (Benefit) taxes on (loss) income from continuing operations (48,336 ) 33,491 31,260 (1,000 ) 15,415 Equity in net income of consolidated subsidiaries 237,512 161,539 430 (399,481 ) — Income from continuing operations 145,231 235,069 169,096 (403,353 ) 146,043 Operating loss from discontinued operations (1,432 ) — — — (1,432 ) Taxes on loss from discontinued operations 60 — 120 — 180 Loss from discontinued operations (1,492 ) — (120 ) — (1,612 ) Net income 143,739 235,069 168,976 (403,353 ) 144,431 Less: Income from continuing operations attributable to noncontrolling interest — — 692 — 692 Net income attributable to common shareholders 143,739 235,069 168,284 (403,353 ) 143,739 Other comprehensive loss attributable to common shareholders (89,004 ) (94,601 ) (101,461 ) 196,062 (89,004 ) Comprehensive income attributable to common shareholders $ 54,735 $ 140,468 $ 66,823 $ (207,291 ) $ 54,735 TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) ASSETS Current assets Cash and cash equivalents $ 33,460 $ 1,024 $ 464,975 $ — $ 499,459 Accounts receivable, net 2,478 6,249 249,190 3,916 261,833 Accounts receivable from consolidated subsidiaries 4,610 2,167,693 330,802 (2,503,105 ) — Inventories, net — 209,912 160,241 (28,323 ) 341,830 Prepaid expenses and other current assets 8,929 5,976 15,784 3,665 34,354 Prepaid taxes 5,154 — 17,105 — 22,259 Assets held for sale — — 4,137 — 4,137 Total current assets 54,631 2,390,854 1,242,234 (2,523,847 ) 1,163,872 Property, plant and equipment, net 2,654 163,396 155,969 — 322,019 Goodwill — 708,805 596,273 — 1,305,078 Intangibles assets, net — 691,398 473,246 — 1,164,644 Investments in affiliates 6,005,108 1,544,772 23,335 (7,573,188 ) 27 Deferred tax assets 90,853 — 6,947 (95,008 ) 2,792 Notes receivable and other amounts due from consolidated subsidiaries 1,362,709 2,067,932 — (3,430,641 ) — Other assets 22,446 6,704 14,087 — 43,237 Total assets $ 7,538,401 $ 7,573,861 $ 2,512,091 $ (13,622,684 ) $ 4,001,669 LIABILITIES AND EQUITY Current liabilities Current borrowings $ 131,895 $ — $ 50,000 $ — $ 181,895 Accounts payable 3,960 32,551 33,735 — 70,246 Accounts payable to consolidated subsidiaries 2,232,673 236,780 33,652 (2,503,105 ) — Accrued expenses 15,920 17,603 35,449 — 68,972 Current portion of contingent consideration — 7,539 — — 7,539 Payroll and benefit-related liabilities 18,562 23,679 39,505 — 81,746 Accrued interest 12,592 — 19 — 12,611 Income taxes payable — — 11,424 (153 ) 11,271 Other current liabilities 2,413 3,042 12,667 — 18,122 Total current liabilities 2,418,015 321,194 216,451 (2,503,258 ) 452,402 Long-term borrowings 849,967 — — — 849,967 Deferred tax liabilities — 370,943 35,455 (95,008 ) 311,390 Pension and postretirement benefit liabilities 83,905 31,376 15,941 — 131,222 Noncurrent liability for uncertain tax positions 1,749 17,899 7,045 — 26,693 Notes payable and other amounts due to consolidated subsidiaries 1,991,921 1,237,297 201,423 (3,430,641 ) — Other liabilities 22,922 24,812 12,339 — 60,073 Total liabilities 5,368,479 2,003,521 488,654 (6,028,907 ) 1,831,747 Total common shareholders' equity 2,169,922 5,570,340 2,023,437 (7,593,777 ) 2,169,922 Total liabilities and equity $ 7,538,401 $ 7,573,861 $ 2,512,091 $ (13,622,684 ) $ 4,001,669 December 31, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) ASSETS Current assets Cash and cash equivalents $ 21,612 $ — $ 316,754 $ — $ 338,366 Accounts receivable, net 2,538 4,326 251,166 4,386 262,416 Accounts receivable from consolidated subsidiaries 5,276 2,412,079 289,697 (2,707,052 ) — Inventories, net — 205,163 149,705 (24,593 ) 330,275 Prepaid expenses and other current assets 10,511 4,702 16,037 3,665 34,915 Prepaid taxes 16,686 — 14,622 (413 ) 30,895 Assets held for sale 2,901 — 4,071 — 6,972 Total current assets 59,524 2,626,270 1,042,052 (2,724,007 ) 1,003,839 Property, plant and equipment, net 2,931 174,674 138,518 — 316,123 Goodwill — 705,753 590,099 — 1,295,852 Intangibles assets, net — 762,084 437,891 — 1,199,975 Investments in affiliates 5,724,226 1,360,045 23,065 (7,107,184 ) 152 Deferred tax assets 91,432 — 8,042 (97,133 ) 2,341 Notes receivable and other amounts due from consolidated subsidiaries 1,358,446 1,658,092 — (3,016,538 ) — Other assets 22,602 6,615 24,275 — 53,492 Total assets $ 7,259,161 $ 7,293,533 $ 2,263,942 $ (12,944,862 ) $ 3,871,774 LIABILITIES AND EQUITY Current liabilities Current borrowings $ 374,050 $ — $ 43,300 $ — $ 417,350 Accounts payable 1,945 27,527 36,833 — 66,305 Accounts payable to consolidated subsidiaries 2,478,109 201,400 27,543 (2,707,052 ) — Accrued expenses 15,399 22,281 26,337 — 64,017 Current portion of contingent consideration — 7,291 — — 7,291 Payroll and benefit-related liabilities 21,617 29,305 33,736 — 84,658 Accrued interest 7,455 — 25 — 7,480 Income taxes payable — — 8,144 (85 ) 8,059 Other current liabilities 1,300 2,679 4,981 — 8,960 Total current liabilities 2,899,875 290,483 180,899 (2,707,137 ) 664,120 Long-term borrowings 641,850 — — — 641,850 Deferred tax liabilities — 376,738 36,378 (97,133 ) 315,983 Pension and postretirement benefit liabilities 100,355 32,274 16,812 — 149,441 Noncurrent liability for uncertain tax positions 1,151 17,722 21,527 — 40,400 Notes payable and other amounts due to consolidated subsidiaries 1,585,727 1,253,189 177,622 (3,016,538 ) — Other liabilities 20,931 15,685 12,271 — 48,887 Total liabilities 5,249,889 1,986,091 445,509 (5,820,808 ) 1,860,681 Total common shareholders' equity 2,009,272 5,307,442 1,816,612 (7,124,054 ) 2,009,272 Noncontrolling interest — — 1,821 — 1,821 Total equity 2,009,272 5,307,442 1,818,433 (7,124,054 ) 2,011,093 Total liabilities and equity $ 7,259,161 $ 7,293,533 $ 2,263,942 $ (12,944,862 ) $ 3,871,774 TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Nine Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net cash (used in) provided by operating activities from continuing operations $ (72,542 ) $ 123,249 $ 253,166 $ (2,275 ) $ 301,598 Cash flows from investing activities of continuing operations: Expenditures for property, plant and equipment (191 ) (15,713 ) (20,008 ) — (35,912 ) Proceeds from sale of assets 5,607 49,571 1,451 (46,837 ) 9,792 Payments for businesses and intangibles acquired, net of cash acquired — (10,305 ) (50,572 ) 46,837 (14,040 ) Net cash provided by (used in) investing activities from continuing operations 5,416 23,553 (69,129 ) — (40,160 ) Cash flows from financing activities of continuing operations: Proceeds from new borrowings 665,000 — 6,700 — 671,700 Reduction in borrowings (714,487 ) — — — (714,487 ) Debt extinguishment, issuance and amendment fees (8,958 ) — — — (8,958 ) Net proceeds from share based compensation plans and the related tax impacts 7,647 — — — 7,647 Payments to noncontrolling interest shareholders — — (464 ) — (464 ) Payments for contingent consideration — (133 ) — — (133 ) Payments for acquisition of noncontrolling interest — — (9,231 ) — (9,231 ) Dividends paid (43,980 ) — — — (43,980 ) Intercompany transactions 175,203 (145,645 ) (29,558 ) — — Intercompany dividends paid — — (2,275 ) 2,275 — Net cash provided by (used in) financing activities from continuing operations 80,425 (145,778 ) (34,828 ) 2,275 (97,906 ) Cash flows from discontinued operations: Net cash used in operating activities (1,451 ) — — — (1,451 ) Net cash used in discontinued operations (1,451 ) — — — (1,451 ) Effect of exchange rate changes on cash and cash equivalents — — (988 ) — (988 ) Net increase in cash and cash equivalents 11,848 1,024 148,221 — 161,093 Cash and cash equivalents at the beginning of the period 21,612 — 316,754 — 338,366 Cash and cash equivalents at the end of the period $ 33,460 $ 1,024 $ 464,975 $ — $ 499,459 Nine Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net cash (used in) provided by operating activities from continuing operations $ (124,131 ) $ 88,937 $ 214,314 $ (2,360 ) $ 176,760 Cash flows from investing activities of continuing operations: Expenditures for property, plant and equipment (122 ) (25,072 ) (20,372 ) — (45,566 ) Proceeds from sales of assets 408 — — — 408 Payments for businesses and intangibles acquired, net of cash acquired — (30,336 ) (33,115 ) — (63,451 ) Investments in affiliates — — (121,850 ) 121,850 — Net cash provided by (used in) investing activities from continuing operations 286 (55,408 ) (175,337 ) 121,850 (108,609 ) Cash flows from financing activities of continuing operations: Proceeds from new borrowings 288,100 — — — 288,100 Reduction in borrowings (303,627 ) — — — (303,627 ) Debt extinguishment, issuance and amendment fees (9,017 ) — — — (9,017 ) Net proceeds from share based compensation plans and the related tax impacts 4,815 — — — 4,815 Payments to noncontrolling interest shareholders — — (833 ) — (833 ) Payments for contingent consideration — (7,974 ) — — (7,974 ) Proceeds from issuance of shares — 121,850 — (121,850 ) — Dividends paid (42,382 ) — — — (42,382 ) Intercompany transactions 196,963 (147,365 ) (49,598 ) — — Intercompany dividends paid — — (2,360 ) 2,360 — Net cash provided by (used in) financing activities from continuing operations 134,852 (33,489 ) (52,791 ) (119,490 ) (70,918 ) Cash flows from discontinued operations: Net cash used in operating activities (1,105 ) — (849 ) — (1,954 ) Net cash used in discontinued operations (1,105 ) — (849 ) — (1,954 ) Effect of exchange rate changes on cash and cash equivalents — — (22,052 ) — (22,052 ) Net increase (decrease) in cash and cash equivalents 9,902 40 (36,715 ) — (26,773 ) Cash and cash equivalents at the beginning of the period 27,996 — 275,240 — 303,236 Cash and cash equivalents at the end of the period $ 37,898 $ 40 $ 238,525 $ — $ 276,463 |
New accounting standards (Polic
New accounting standards (Policies) | 9 Months Ended |
Sep. 25, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New accounting standards | New accounting standards In May 2014, the Financial Accounting Standards Board ("FASB"), in a joint effort with the International Accounting Standards Board ("IASB"), issued new accounting guidance to clarify the principles for recognizing revenue. The new guidance is designed to enhance the comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets, and will affect any entity that enters into contracts with customers or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The new guidance establishes principles for reporting information to users of financial statements about the nature, amount, timing, and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The core principle of the new guidance is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In August 2015, the FASB issued an amendment to the new guidance that deferred the effective date. The amendment provides that the new guidance is effective for annual periods beginning after December 15, 2017 and interim periods within those years; early application is permitted for annual periods beginning after December 15, 2016. The Company is currently evaluating this guidance to determine its impact on the Company’s results of operations, cash flows and financial position. In April 2015, the FASB issued guidance for the reporting of debt issuance costs within the balance sheet. Under the new guidance, debt issuance costs related to term loans are to be presented in the balance sheet as a direct deduction from the associated debt liability, consistent with the presentation of a debt discount. Previously, debt issuance costs were presented as a deferred charge (i.e., an asset) on the balance sheet. The guidance provides uniform treatment for debt issuance costs and debt discounts and eliminates inconsistencies that previously existed with other FASB guidance. The Company retrospectively adopted this guidance as of January 1, 2016. In February 2016, the FASB issued guidance that will change the requirements for accounting for leases. The principal change under the new accounting guidance is that lessees under leases classified as operating leases will recognize a right-of-use asset and a lease liability. Current lease accounting does not require lessees to recognize assets and liabilities arising under operating leases on the balance sheet. Under the new guidance, lessees (including lessees under leases classified as finance leases and operating leases) will recognize a right-to-use asset and a lease liability on the balance sheet, initially measured as the present value of lease payments under the lease. Expense recognition and cash flow presentation guidance will be based upon whether the lease is classified as an operating lease or a finance lease (the classification criteria for distinguishing between finance leases and operating leases is substantially similar to the classification criteria for distinguishing between capital leases and operating leases under current guidance). The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition approach for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements; the guidance provides certain practical expedients. The Company is currently evaluating this guidance to determine its impact on the Company’s results of operations, cash flows and financial position. In March 2016, the FASB issued new guidance designed to simplify several aspects of the accounting for share-based payment transactions, including guidance providing generally that excess tax benefits related to share-based awards should be recorded as a reduction to income tax expense (currently, excess tax benefits generally are recorded as additional-paid-in-capital) and addressing other, related guidance on accounting for income taxes with respect to share-based payment awards; providing generally that excess tax benefits related to share-based awards should be classified along with other income tax cash flows as an operating activity (currently, excess tax benefits generally are separated from other income tax cash flows and classified as a financing activity); providing that an entity may make an accounting policy election either to base compensation cost accruals on the number of awards expected to vest (as required by current guidance) or to account for forfeitures when they occur; modifying the current exception to liability classification such that partial cash settlement of an award for tax withholding purposes would not result, by itself, in liability classification of the award if the amount withheld does not exceed the maximum statutory tax rate in the employees' applicable jurisdictions (currently, an award cannot qualify for equity classification, rather than liability classification, if the amount withheld exceeds the minimum statutory withholding requirements); and providing that cash paid by an employer when directly withholding shares for tax withholding purposes should be classified as a financing activity on the statement of cash flows (currently there is no authoritative guidance addressing this classification issue). The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted (if early adoption occurs in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period). Depending on the particular issue addressed by the guidance, application of the guidance will be made prospectively, retrospectively or subject to a retrospective transition method. We are currently evaluating the potential impact of adopting this guidance on the Company's results of operations, cash flows and financial position. In August 2016, the FASB issued new guidance on the classification of certain cash receipts and cash payments within the statement of cash flows. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. The new guidance should be adopted using a retrospective transition method for each period presented; if it is impractical to apply the new standard retrospectively for some of the issues addressed by the new guidance, application of the new guidance with respect to those issues would be made prospectively as of the earliest date practicable. The Company is currently evaluating this guidance to determine its impact on the Company’s cash flows. From time to time, new accounting guidance is issued by the FASB or other standard setting bodies that is adopted by the Company as of the effective date or, in some cases where early adoption is permitted, in advance of the effective date. The Company has assessed the recently issued guidance that is not yet effective and, unless otherwise indicated above, believes the new guidance will not have a material impact on the Company’s results of operations, cash flows or financial position. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table presents the preliminary fair value determination of the assets acquired and liabilities assumed with respect to those 2016 acquisitions that were accounted for as a business combination: (Dollars in thousands) Assets Current assets $ 2,480 Property, plant and equipment 537 Intangible assets: Non-compete agreements 608 Customer relationships 6,445 Goodwill 3,947 Total assets acquired 14,017 Less: Current liabilities 597 Liabilities assumed 597 Net assets acquired $ 13,420 |
Restructuring charges (Tables)
Restructuring charges (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Current Cost Estimates by Major Type of Cost Associated with 2014 Manufacturing Footprint Realignment Plan | The following table provides a summary of the Company's current cost estimates for each major expense category associated with the 2016 Plan: Type of expense Total estimated amount expected to be incurred Employee termination benefits $14 million to $15 million Facility closure and other exit costs (1) $2 million to $3 million Accelerated depreciation charges $10 million to $13 million Other (2) $8 million to $13 million $34 million to $44 million (1) Includes costs to transfer product lines among facilities, legal, outplacement and employee relocation costs. (2) Consists of other costs directly related to the 2016 Plan, including project management and other regulatory costs. The following table provides a summary of the Company’s cost estimates by major type of expense associated with the 2014 Manufacturing Footprint Realignment Plan, which reflect the revised estimates: Type of expense Total estimated amount expected to be incurred Employee termination benefits $11 million to $12 million Facility closure and other exit costs (1) $1 million to $2 million Accelerated depreciation charges $10 million to $10 million Other (2) $21 million to $24 million $43 million to $48 million (1) Includes costs to transfer product lines among facilities and outplacement and employee relocation costs. (2) Consists of other costs directly related to the plan, including project management, legal and regulatory costs. |
Restructuring and Other Impairment Charges | Restructuring charges by reportable operating segment for the three and nine months ended September 25, 2016 and September 27, 2015 are set forth in the following table: Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Restructuring charges Vascular North America $ 960 $ 232 $ 5,474 $ 2,466 Anesthesia North America 946 (250 ) 3,185 284 Surgical North America 277 36 257 282 EMEA 89 (64 ) 3,012 (139 ) Asia — 2 — 3 OEM 187 — 191 — All other 568 704 757 2,792 Total restructuring charges $ 3,027 $ 660 $ 12,876 $ 5,688 The restructuring charges recognized for the three and nine months ended September 25, 2016 and September 27, 2015 consisted of the following: Three Months Ended September 25, 2016 Termination Benefits Facility Closure Costs Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2016 Other Restructuring programs $ 1,713 $ — $ — $ — $ 1,713 2016 Manufacturing footprint realignment plan 851 — — 74 925 2015 Restructuring programs (103 ) 54 107 — 58 2014 Manufacturing footprint realignment plan 308 — — 6 314 2014 European restructuring plan 15 — — 2 17 Total restructuring charges $ 2,784 $ 54 $ 107 $ 82 $ 3,027 Three Months Ended September 27, 2015 Termination Benefits Facility Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2015 Restructuring programs $ (198 ) $ 37 $ 78 $ 9 $ (74 ) 2014 Manufacturing footprint realignment plan 619 (3 ) 163 52 831 2014 European restructuring plan (97 ) — — — (97 ) Total restructuring charges $ 324 $ 34 $ 241 $ 61 $ 660 Nine Months Ended September 25, 2016 Termination Benefits Facility Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2016 Other Restructuring programs $ 1,713 $ — $ — $ — $ 1,713 2016 Manufacturing footprint realignment plan 10,919 — — 360 11,279 2015 Restructuring programs (502 ) 232 200 118 48 2014 Manufacturing footprint realignment plan (118 ) — — 17 (101 ) Other restructuring programs (1) 15 — (86 ) 8 (63 ) Total restructuring charges $ 12,027 $ 232 $ 114 $ 503 $ 12,876 Nine Months Ended September 27, 2015 Termination Benefits Facility Closure Costs Contract Termination Costs Other Exit Costs Total (Dollars in thousands) 2015 Restructuring programs $ 3,361 $ 166 $ 723 $ 56 $ 4,306 2014 Manufacturing footprint realignment 831 241 389 36 1,497 Other restructuring programs (2) (181 ) 2 29 35 (115 ) Total restructuring charges $ 4,011 $ 409 $ 1,141 127 $ 5,688 (1) Other restructuring programs include the 2014 European Restructuring Plan and the 2012 Restructuring Program. For a description of these plans, see Note 4 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. (2) Other restructuring programs include the 2014 European Restructuring Plan, the Other 2014 restructuring programs, the 2013 Restructuring programs and the LMA restructuring program. For a description of these plans, see Note 4 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2015. |
Inventories, net (Tables)
Inventories, net (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Inventories as of September 25, 2016 and December 31, 2015 consisted of the following: September 25, 2016 December 31, 2015 (Dollars in thousands) Raw materials $ 80,348 $ 76,037 Work-in-process 61,418 60,218 Finished goods 236,991 230,536 378,757 366,791 Less: inventory reserve (36,927 ) (36,516 ) Inventories, net $ 341,830 $ 330,275 |
Goodwill and other intangible28
Goodwill and other intangible assets, net (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill, by Reporting Segment | The following table provides information relating to changes in the carrying amount of goodwill by reportable operating segment for the nine months ended September 25, 2016 : Vascular Anesthesia Surgical EMEA Asia OEM All Total (Dollars in thousands) Balance as of December 31, 2015 $ 345,546 $ 141,122 $ 250,912 $ 306,009 $ 141,067 $ 1,194 $ 110,002 $ 1,295,852 Goodwill related to acquisitions — — — — — 3,947 — 3,947 Currency translation adjustment — 318 — 1,363 6,729 — (3,131 ) 5,279 Balance as of September 25, 2016 $ 345,546 $ 141,440 $ 250,912 $ 307,372 $ 147,796 $ 5,141 $ 106,871 $ 1,305,078 |
Components of Intangible Assets | The following table provides information as of September 25, 2016 and December 31, 2015 regarding the gross carrying amount of, and accumulated amortization relating to, intangible assets, net: Gross Carrying Amount Accumulated Amortization September 25, 2016 December 31, 2015 September 25, 2016 December 31, 2015 (Dollars in thousands) Customer relationships $ 630,127 $ 621,078 $ (235,074 ) $ (214,924 ) In-process research and development 58,668 58,908 — — Intellectual property 523,361 522,374 (197,465 ) (173,903 ) Distribution rights 23,356 23,279 (15,294 ) (14,393 ) Trade names 387,759 384,821 (12,734 ) (8,929 ) Non-compete agreements 2,853 2,186 (913 ) (522 ) $ 1,626,124 $ 1,612,646 $ (461,480 ) $ (412,671 ) |
Borrowings (Tables)
Borrowings (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The Company's borrowings at September 25, 2016 and December 31, 2015 are as follows: September 25, 2016 December 31, 2015 (Dollars in thousands) Senior Credit Facility: Revolving credit facility, at a rate of 2.05% at September 25, 2016, due 2018 $ 210,000 $ 396,000 3.875% Convertible Senior Subordinated Notes due 2017 136,154 399,641 4.875% Senior Notes due 2026 400,000 — 5.25% Senior Notes due 2024 250,000 250,000 Securitization program, at a rate of 1.27% at September 25, 2016 50,000 43,300 1,046,154 1,088,941 Less: Unamortized debt discount on 3.875% Convertible Senior Subordinated Notes due 2017 (3,833 ) (22,999 ) Less: Unamortized debt issuance costs (10,459 ) (6,742 ) 1,031,862 1,059,200 Current borrowings (181,895 ) (417,350 ) Long-term borrowings $ 849,967 $ 641,850 |
Fair Value of Long-Term Debt | The following table provides the fair value of the Company’s debt as of September 25, 2016 and December 31, 2015, categorized by the level of inputs within the fair value hierarchy used to measure fair value (see Note 10, “Fair value measurement,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 for further information): September 25, 2016 December 31, 2015 (Dollars in thousands) Level 1 $ 390,762 $ 858,709 Level 2 937,619 687,072 Total $ 1,328,381 $ 1,545,781 |
Financial instruments (Tables)
Financial instruments (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Values of Derivative Instruments Designated as Hedging Instruments | The following table presents the location and fair value of derivative financial instruments reported in the condensed consolidated balance sheet as of September 25, 2016 and December 31, 2015 : September 25, 2016 December 31, 2015 Fair Value Fair Value (Dollars in thousands) Asset derivatives: Designated foreign currency forward contracts $ 615 $ 285 Non-designated foreign currency forward contracts 519 44 Prepaid expenses and other current assets $ 1,134 $ 329 Total asset derivatives $ 1,134 $ 329 Liability derivatives: Designated foreign currency forward contracts $ 2,369 $ 807 Non-designated foreign currency forward contracts 34 491 Other current liabilities $ 2,403 $ 1,298 Total liability derivatives $ 2,403 $ 1,298 |
After Tax Gain (Loss) Recognized in OCI | The following table provides information as to the gains and losses attributable to derivatives in cash flow hedging relationships that were reported in other comprehensive income (loss) (“OCI”) for the three and nine months ended September 25, 2016 and September 27, 2015 : After Tax Gain (Loss) Recognized in OCI Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Foreign currency forward contracts $ (223 ) $ (730 ) $ 761 $ (1,489 ) |
Aggregate Accounts Receivable, Net of Allowance for Doubtful Accounts | The aggregate net current and long-term trade accounts receivable for customers in Greece, Italy, Spain and Portugal and the percentage of the Company’s total net current and long-term trade accounts receivable represented by the net current and long-term trade accounts receivable for customers in those countries at September 25, 2016 and December 31, 2015 are as follows: September 25, 2016 December 31, 2015 (Dollars in thousands) Current and long-term trade accounts receivable (net of allowances of $8.0 million and $7.2 million at September 25, 2016 and December 31, 2015, respectively) in Greece, Italy, Spain and Portugal (1) $ 59,785 $ 62,272 Percentage of total net current and long-term trade accounts receivable - Greece, Italy, Spain and Portugal 22.9 % 23.9 % (1) The long-term portion of trade accounts receivable, net from customers in Greece, Italy, Spain and Portugal at September 25, 2016 and December 31, 2015 was $7.7 million and $8.1 million , respectively, and is reported on the condensed consolidated balance sheet in other assets. |
Fair value measurement (Tables)
Fair value measurement (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Carried at Fair Value Measured on Recurring Basis | The following tables provide information regarding the Company's financial assets and liabilities that are measured at fair value on a recurring basis as of September 25, 2016 and December 31, 2015 : Total carrying Quoted prices in active Significant other Significant (Dollars in thousands) Investments in marketable securities $ 7,411 $ 7,411 $ — $ — Derivative assets 1,134 — 1,134 — Derivative liabilities 2,403 — 2,403 — Contingent consideration liabilities 22,368 — — 22,368 Total carrying Quoted prices in active Significant other Significant (Dollars in thousands) Investments in marketable securities $ 6,922 $ 6,922 $ — $ — Derivative assets 329 — 329 — Derivative liabilities 1,298 — 1,298 — Contingent consideration liabilities 20,829 — — 20,829 |
Reconciliation of Changes in Level 3 Financial Liabilities Measured at Fair Value on Recurring Basis | The following table provides information regarding changes, during the nine months ended September 25, 2016 , in Level 3 financial liabilities related to contingent consideration, which are described below in this Note 9 under "valuation techniques": Contingent consideration 2016 (Dollars in thousands) Balance - December 31, 2015 $ 20,829 Payment (133 ) Revaluations 1,672 Balance - September 25, 2016 $ 22,368 |
Valuation Technique and Inputs Used to Determine Fair Value of Assets or Liabilities | The following table provides information regarding the valuation techniques and inputs used in determining the fair value of assets or liabilities categorized as Level 3 measurements as of September 25, 2016 : Valuation Technique Unobservable Input Range (Weighted Average) Contingent consideration Discounted cash flow Discount rate 2.3% - 10% (8.4%) Contingent consideration Probability of payment 2% - 100% (71.3%) |
Changes in shareholders' equi32
Changes in shareholders' equity (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Equity [Abstract] | |
Reconciliation of Basic to Diluted Weighted Average Common Shares Outstanding | The following table provides a reconciliation of basic to diluted weighted average shares outstanding: Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Shares in thousands) Basic 44,045 41,597 43,081 41,542 Dilutive effect of share-based awards 639 511 574 483 Dilutive effect of 3.875% Convertible Notes and warrants 2,762 6,424 4,169 5,944 Diluted 47,446 48,532 47,824 47,969 |
Change in Accumulated Other Comprehensive Income (Loss) | The following tables provide information relating to the changes in accumulated other comprehensive loss, net of tax, for the nine months ended September 25, 2016 and September 27, 2015 : Cash Flow Hedges Pension and Other Postretirement Benefit Plans Foreign Currency Translation Adjustment Accumulated Other Comprehensive (Loss) Income (Dollars in thousands) Balance as of December 31, 2015 $ (2,491 ) $ (138,887 ) $ (229,746 ) $ (371,124 ) Other comprehensive income (loss) before reclassifications (2,255 ) 618 11,131 9,494 Amounts reclassified from accumulated other comprehensive income 3,016 3,296 — 6,312 Net current-period other comprehensive income 761 3,914 11,131 15,806 Reclassification related to acquisition of noncontrolling interest — — (832 ) (832 ) Balance as of September 25, 2016 $ (1,730 ) $ (134,973 ) $ (219,447 ) $ (356,150 ) Cash Flow Hedges Pension and Other Postretirement Benefit Plans Foreign Currency Translation Adjustment Accumulated Other Comprehensive (Loss) Income (Dollars in thousands) Balance at December 31, 2014 $ — $ (141,744 ) $ (119,151 ) $ (260,895 ) Other comprehensive (loss) before reclassifications (2,599 ) 465 (91,137 ) (93,271 ) Amounts reclassified from accumulated other comprehensive loss 1,110 3,157 — 4,267 Net current-period other comprehensive (loss) income (1,489 ) 3,622 (91,137 ) (89,004 ) Balance at September 27, 2015 $ (1,489 ) $ (138,122 ) $ (210,288 ) $ (349,899 ) |
Reclassification of Gain/Losses into Income/Expense, Net of Tax | The following table provides information relating to the location in the statements of operations and amount of reclassifications of losses/(gains) in accumulated other comprehensive (loss) income into expense/(income), net of tax, for the three and nine months ended September 25, 2016 and September 27, 2015 : Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Losses on foreign exchange contracts: Cost of goods sold $ 535 $ 1,168 $ 3,907 $ 1,431 Total before tax 535 1,168 3,907 1,431 Tax benefit (187 ) (221 ) (891 ) (321 ) Net of tax $ 348 $ 947 $ 3,016 $ 1,110 Amortization of pension and other postretirement benefit items: Actuarial losses (1) $ 1,829 $ 1,571 $ 5,071 $ 4,782 Prior-service costs(1) 15 — 43 — Total before tax 1,844 1,571 5,114 4,782 Tax benefit (657 ) (551 ) (1,818 ) (1,625 ) Net of tax $ 1,187 $ 1,020 $ 3,296 $ 3,157 Total reclassifications, net of tax $ 1,535 $ 1,967 $ 6,312 $ 4,267 (1) These accumulated other comprehensive (loss) income components are included in the computation of net benefit expense for pension and other postretirement benefit plans (see Note 12 for additional information). |
Taxes on income from continui33
Taxes on income from continuing operations (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Income Tax Disclosure [Abstract] | |
Effective Income Tax Rate | Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 Effective income tax rate 10.2% 1.3% 9.3% 9.5% |
Pension and other postretirem34
Pension and other postretirement benefits (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Net Benefit Cost of Pension and Postretirement Benefit Plans | Net pension and other postretirement benefits expense (income) consist of the following: Pension Other Postretirement Benefits Pension Other Postretirement Benefits September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) Service cost $ 656 $ 470 $ 44 $ 157 $ 1,963 $ 1,410 $ 266 $ 371 Interest cost 3,948 4,492 383 452 11,797 13,463 1,196 1,476 Expected return on plan assets (6,209 ) (6,606 ) — — (18,606 ) (19,457 ) — — Net amortization and deferral 1,781 1,563 63 8 4,937 4,620 177 162 Net benefits expense (income) $ 176 $ (81 ) $ 490 $ 617 $ 91 $ 36 $ 1,639 $ 2,009 |
Segment information (Tables)
Segment information (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Segment Reporting [Abstract] | |
Segment Results | The following tables present the Company’s segment results for the three and nine months ended September 25, 2016 and September 27, 2015 : Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Revenue Vascular North America $ 85,118 $ 82,675 $ 254,817 $ 244,606 Anesthesia North America 48,670 47,628 143,821 138,656 Surgical North America 41,827 39,591 123,904 118,170 EMEA 121,398 120,854 375,198 379,268 Asia 64,087 61,935 176,434 172,506 OEM 41,418 38,959 115,693 111,592 All other 53,130 52,072 164,227 160,391 Consolidated net revenues $ 455,648 $ 443,714 $ 1,354,094 $ 1,325,189 Three Months Ended Nine Months Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (Dollars in thousands) (Dollars in thousands) Operating profit Vascular North America $ 21,781 $ 18,086 $ 63,431 $ 50,891 Anesthesia North America 13,954 15,178 41,181 36,572 Surgical North America 14,050 12,814 39,654 39,456 EMEA 16,576 19,656 61,563 65,334 Asia 18,072 15,715 52,831 42,812 OEM 10,201 8,865 24,605 25,274 All other 3,444 5,551 16,623 15,499 Total segment operating profit (1) 98,078 95,865 299,888 275,838 Unallocated expenses (2) (11,591 ) (19,315 ) (47,463 ) (56,694 ) Income from continuing operations before interest, loss on extinguishment of debt and taxes $ 86,487 $ 76,550 $ 252,425 $ 219,144 (1) Segment operating profit includes segment net revenues from external customers reduced by its standard cost of goods sold, adjusted for fixed manufacturing cost absorption variances, selling, general and administrative expenses, research and development expenses and an allocation of corporate expenses. Corporate expenses are allocated among the segments in proportion to the respective amounts of one of several items (such as sales, numbers of employees, and amount of time spent), depending on the category of expense involved. (2) Unallocated expenses primarily include manufacturing variances, with the exception of fixed manufacturing cost absorption variances, restructuring charges and gain on sale of assets. |
Condensed consolidating guara36
Condensed consolidating guarantor financial information (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Condensed Consolidated Guarantor Financial Information [Abstract] | |
Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) | TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 270,610 $ 281,258 $ (96,220 ) $ 455,648 Cost of goods sold — 163,052 147,240 (96,246 ) 214,046 Gross profit — 107,558 134,018 26 241,602 Selling, general and administrative expenses 11,208 80,333 48,285 (29 ) 139,797 Research and development expenses 179 8,422 6,466 — 15,067 Restructuring charges 380 1,712 935 — 3,027 Gain on sale of assets (2,707 ) 104 (173 ) — (2,776 ) (Loss) income from continuing operations before interest and taxes (9,060 ) 16,987 78,505 55 86,487 Interest, net 41,344 (29,612 ) 1,041 — 12,773 (Loss) income from continuing operations before taxes (50,404 ) 46,599 77,464 55 73,714 (Benefit) taxes on (loss) income from continuing operations (18,017 ) 13,166 12,437 (72 ) 7,514 Equity in net income of consolidated subsidiaries 98,544 57,837 183 (156,564 ) — Income from continuing operations 66,157 91,270 65,210 (156,437 ) 66,200 Operating income from discontinued operations 260 — — — 260 Tax on income from discontinued operations 95 — 43 — 138 Income (loss) from discontinued operations 165 — (43 ) — 122 Net income 66,322 91,270 65,167 (156,437 ) 66,322 Other comprehensive income (loss) attributable to common shareholders 1,053 (501 ) 1,243 (742 ) 1,053 Comprehensive income attributable to common shareholders $ 67,375 $ 90,769 $ 66,410 $ (157,179 ) $ 67,375 Three Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed Consolidated (Dollars in thousands) Net revenues $ — $ 269,620 $ 270,084 $ (95,990 ) $ 443,714 Cost of goods sold — 159,567 153,207 (97,273 ) 215,501 Gross profit — 110,053 116,877 1,283 228,213 Selling, general and administrative expenses 9,891 82,372 46,471 106 138,840 Research and development expenses — 6,006 6,565 — 12,571 Restructuring charges — 602 58 — 660 Gain on sale of assets — — (408 ) — (408 ) (Loss) income from continuing operations before interest and taxes (9,891 ) 21,073 64,191 1,177 76,550 Interest, net 32,439 (19,457 ) 1,194 — 14,176 (Loss) income from continuing operations before taxes (42,330 ) 40,530 62,997 1,177 62,374 (Benefit) taxes on (loss) income from continuing operations (15,102 ) 7,582 8,053 270 803 Equity in net income of consolidated subsidiaries 88,728 49,885 211 (138,824 ) — Income from continuing operations 61,500 82,833 55,155 (137,917 ) 61,571 Operating loss from discontinued operations (784 ) — (4 ) — (788 ) Taxes on loss from discontinued operations (108 ) — 39 — (69 ) Loss from discontinued operations (676 ) — (43 ) — (719 ) Net income 60,824 82,833 55,112 (137,917 ) 60,852 Less: Income from continuing operations attributable to noncontrolling interest — — 28 — 28 Net income attributable to common shareholders 60,824 82,833 55,084 (137,917 ) 60,824 Other comprehensive loss attributable to common shareholders (28,789 ) (32,855 ) (26,073 ) 58,928 (28,789 ) Comprehensive income attributable to common shareholders $ 32,035 $ 49,978 $ 29,011 $ (78,989 ) $ 32,035 Nine Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 809,951 $ 833,390 $ (289,247 ) $ 1,354,094 Cost of goods sold — 489,293 427,200 (285,547 ) 630,946 Gross profit — 320,658 406,190 (3,700 ) 723,148 Selling, general and administrative expenses 30,822 248,195 139,641 470 419,128 Research and development expenses 319 23,501 19,072 — 42,892 Restructuring charges 380 7,027 5,469 — 12,876 Gain on sale of assets (2,707 ) (274 ) (1,192 ) — (4,173 ) (Loss) income from continuing operations before interest, extinguishment of debt and taxes (28,814 ) 42,209 243,200 (4,170 ) 252,425 Interest, net 107,534 (72,367 ) 3,088 — 38,255 Loss on extinguishment of debt 19,261 — — — 19,261 (Loss) income from continuing operations before taxes (155,609 ) 114,576 240,112 (4,170 ) 194,909 (Benefit) taxes on (loss) income from continuing operations (56,942 ) 39,347 36,210 (481 ) 18,134 Equity in net income of consolidated subsidiaries 275,296 179,342 526 (455,164 ) — Income from continuing operations 176,629 254,571 204,428 (458,853 ) 176,775 Operating (loss) income from discontinued operations (495 ) — 379 — (116 ) (Benefit) taxes on (loss) income from discontinued operations (180 ) — 61 — (119 ) (Loss) income from discontinued operations (315 ) — 318 — 3 Net income 176,314 254,571 204,746 (458,853 ) 176,778 Less: Income from continuing operations attributable to noncontrolling interest — — 464 — 464 Net income attributable to common shareholders 176,314 254,571 204,282 (458,853 ) 176,314 Other comprehensive income attributable to common shareholders 15,806 8,387 12,277 (20,664 ) 15,806 Comprehensive income attributable to common shareholders $ 192,120 $ 262,958 $ 216,559 $ (479,517 ) $ 192,120 Nine Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net revenues $ — $ 803,484 $ 805,243 $ (283,538 ) $ 1,325,189 Cost of goods sold — 476,611 443,180 (278,689 ) 641,102 Gross profit — 326,873 362,063 (4,849 ) 684,087 Selling, general and administrative expenses 30,006 249,484 141,252 23 420,765 Research and development expenses — 22,027 16,871 — 38,898 Restructuring charges — 4,932 756 — 5,688 Gain on sale of assets — — (408 ) — (408 ) (Loss) income from continuing operations before interest, extinguishment of debt and taxes (30,006 ) 50,430 203,592 (4,872 ) 219,144 Interest, net 100,157 (56,591 ) 3,666 — 47,232 Loss on extinguishment of debt 10,454 — — — 10,454 (Loss) income from continuing operations before taxes (140,617 ) 107,021 199,926 (4,872 ) 161,458 (Benefit) taxes on (loss) income from continuing operations (48,336 ) 33,491 31,260 (1,000 ) 15,415 Equity in net income of consolidated subsidiaries 237,512 161,539 430 (399,481 ) — Income from continuing operations 145,231 235,069 169,096 (403,353 ) 146,043 Operating loss from discontinued operations (1,432 ) — — — (1,432 ) Taxes on loss from discontinued operations 60 — 120 — 180 Loss from discontinued operations (1,492 ) — (120 ) — (1,612 ) Net income 143,739 235,069 168,976 (403,353 ) 144,431 Less: Income from continuing operations attributable to noncontrolling interest — — 692 — 692 Net income attributable to common shareholders 143,739 235,069 168,284 (403,353 ) 143,739 Other comprehensive loss attributable to common shareholders (89,004 ) (94,601 ) (101,461 ) 196,062 (89,004 ) Comprehensive income attributable to common shareholders $ 54,735 $ 140,468 $ 66,823 $ (207,291 ) $ 54,735 |
Condensed Consolidating Balance Sheets | TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) ASSETS Current assets Cash and cash equivalents $ 33,460 $ 1,024 $ 464,975 $ — $ 499,459 Accounts receivable, net 2,478 6,249 249,190 3,916 261,833 Accounts receivable from consolidated subsidiaries 4,610 2,167,693 330,802 (2,503,105 ) — Inventories, net — 209,912 160,241 (28,323 ) 341,830 Prepaid expenses and other current assets 8,929 5,976 15,784 3,665 34,354 Prepaid taxes 5,154 — 17,105 — 22,259 Assets held for sale — — 4,137 — 4,137 Total current assets 54,631 2,390,854 1,242,234 (2,523,847 ) 1,163,872 Property, plant and equipment, net 2,654 163,396 155,969 — 322,019 Goodwill — 708,805 596,273 — 1,305,078 Intangibles assets, net — 691,398 473,246 — 1,164,644 Investments in affiliates 6,005,108 1,544,772 23,335 (7,573,188 ) 27 Deferred tax assets 90,853 — 6,947 (95,008 ) 2,792 Notes receivable and other amounts due from consolidated subsidiaries 1,362,709 2,067,932 — (3,430,641 ) — Other assets 22,446 6,704 14,087 — 43,237 Total assets $ 7,538,401 $ 7,573,861 $ 2,512,091 $ (13,622,684 ) $ 4,001,669 LIABILITIES AND EQUITY Current liabilities Current borrowings $ 131,895 $ — $ 50,000 $ — $ 181,895 Accounts payable 3,960 32,551 33,735 — 70,246 Accounts payable to consolidated subsidiaries 2,232,673 236,780 33,652 (2,503,105 ) — Accrued expenses 15,920 17,603 35,449 — 68,972 Current portion of contingent consideration — 7,539 — — 7,539 Payroll and benefit-related liabilities 18,562 23,679 39,505 — 81,746 Accrued interest 12,592 — 19 — 12,611 Income taxes payable — — 11,424 (153 ) 11,271 Other current liabilities 2,413 3,042 12,667 — 18,122 Total current liabilities 2,418,015 321,194 216,451 (2,503,258 ) 452,402 Long-term borrowings 849,967 — — — 849,967 Deferred tax liabilities — 370,943 35,455 (95,008 ) 311,390 Pension and postretirement benefit liabilities 83,905 31,376 15,941 — 131,222 Noncurrent liability for uncertain tax positions 1,749 17,899 7,045 — 26,693 Notes payable and other amounts due to consolidated subsidiaries 1,991,921 1,237,297 201,423 (3,430,641 ) — Other liabilities 22,922 24,812 12,339 — 60,073 Total liabilities 5,368,479 2,003,521 488,654 (6,028,907 ) 1,831,747 Total common shareholders' equity 2,169,922 5,570,340 2,023,437 (7,593,777 ) 2,169,922 Total liabilities and equity $ 7,538,401 $ 7,573,861 $ 2,512,091 $ (13,622,684 ) $ 4,001,669 December 31, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) ASSETS Current assets Cash and cash equivalents $ 21,612 $ — $ 316,754 $ — $ 338,366 Accounts receivable, net 2,538 4,326 251,166 4,386 262,416 Accounts receivable from consolidated subsidiaries 5,276 2,412,079 289,697 (2,707,052 ) — Inventories, net — 205,163 149,705 (24,593 ) 330,275 Prepaid expenses and other current assets 10,511 4,702 16,037 3,665 34,915 Prepaid taxes 16,686 — 14,622 (413 ) 30,895 Assets held for sale 2,901 — 4,071 — 6,972 Total current assets 59,524 2,626,270 1,042,052 (2,724,007 ) 1,003,839 Property, plant and equipment, net 2,931 174,674 138,518 — 316,123 Goodwill — 705,753 590,099 — 1,295,852 Intangibles assets, net — 762,084 437,891 — 1,199,975 Investments in affiliates 5,724,226 1,360,045 23,065 (7,107,184 ) 152 Deferred tax assets 91,432 — 8,042 (97,133 ) 2,341 Notes receivable and other amounts due from consolidated subsidiaries 1,358,446 1,658,092 — (3,016,538 ) — Other assets 22,602 6,615 24,275 — 53,492 Total assets $ 7,259,161 $ 7,293,533 $ 2,263,942 $ (12,944,862 ) $ 3,871,774 LIABILITIES AND EQUITY Current liabilities Current borrowings $ 374,050 $ — $ 43,300 $ — $ 417,350 Accounts payable 1,945 27,527 36,833 — 66,305 Accounts payable to consolidated subsidiaries 2,478,109 201,400 27,543 (2,707,052 ) — Accrued expenses 15,399 22,281 26,337 — 64,017 Current portion of contingent consideration — 7,291 — — 7,291 Payroll and benefit-related liabilities 21,617 29,305 33,736 — 84,658 Accrued interest 7,455 — 25 — 7,480 Income taxes payable — — 8,144 (85 ) 8,059 Other current liabilities 1,300 2,679 4,981 — 8,960 Total current liabilities 2,899,875 290,483 180,899 (2,707,137 ) 664,120 Long-term borrowings 641,850 — — — 641,850 Deferred tax liabilities — 376,738 36,378 (97,133 ) 315,983 Pension and postretirement benefit liabilities 100,355 32,274 16,812 — 149,441 Noncurrent liability for uncertain tax positions 1,151 17,722 21,527 — 40,400 Notes payable and other amounts due to consolidated subsidiaries 1,585,727 1,253,189 177,622 (3,016,538 ) — Other liabilities 20,931 15,685 12,271 — 48,887 Total liabilities 5,249,889 1,986,091 445,509 (5,820,808 ) 1,860,681 Total common shareholders' equity 2,009,272 5,307,442 1,816,612 (7,124,054 ) 2,009,272 Noncontrolling interest — — 1,821 — 1,821 Total equity 2,009,272 5,307,442 1,818,433 (7,124,054 ) 2,011,093 Total liabilities and equity $ 7,259,161 $ 7,293,533 $ 2,263,942 $ (12,944,862 ) $ 3,871,774 |
Condensed Consolidating Statements of Cash Flows | TELEFLEX INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Nine Months Ended September 25, 2016 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net cash (used in) provided by operating activities from continuing operations $ (72,542 ) $ 123,249 $ 253,166 $ (2,275 ) $ 301,598 Cash flows from investing activities of continuing operations: Expenditures for property, plant and equipment (191 ) (15,713 ) (20,008 ) — (35,912 ) Proceeds from sale of assets 5,607 49,571 1,451 (46,837 ) 9,792 Payments for businesses and intangibles acquired, net of cash acquired — (10,305 ) (50,572 ) 46,837 (14,040 ) Net cash provided by (used in) investing activities from continuing operations 5,416 23,553 (69,129 ) — (40,160 ) Cash flows from financing activities of continuing operations: Proceeds from new borrowings 665,000 — 6,700 — 671,700 Reduction in borrowings (714,487 ) — — — (714,487 ) Debt extinguishment, issuance and amendment fees (8,958 ) — — — (8,958 ) Net proceeds from share based compensation plans and the related tax impacts 7,647 — — — 7,647 Payments to noncontrolling interest shareholders — — (464 ) — (464 ) Payments for contingent consideration — (133 ) — — (133 ) Payments for acquisition of noncontrolling interest — — (9,231 ) — (9,231 ) Dividends paid (43,980 ) — — — (43,980 ) Intercompany transactions 175,203 (145,645 ) (29,558 ) — — Intercompany dividends paid — — (2,275 ) 2,275 — Net cash provided by (used in) financing activities from continuing operations 80,425 (145,778 ) (34,828 ) 2,275 (97,906 ) Cash flows from discontinued operations: Net cash used in operating activities (1,451 ) — — — (1,451 ) Net cash used in discontinued operations (1,451 ) — — — (1,451 ) Effect of exchange rate changes on cash and cash equivalents — — (988 ) — (988 ) Net increase in cash and cash equivalents 11,848 1,024 148,221 — 161,093 Cash and cash equivalents at the beginning of the period 21,612 — 316,754 — 338,366 Cash and cash equivalents at the end of the period $ 33,460 $ 1,024 $ 464,975 $ — $ 499,459 Nine Months Ended September 27, 2015 Parent Guarantor Non-Guarantor Eliminations Condensed (Dollars in thousands) Net cash (used in) provided by operating activities from continuing operations $ (124,131 ) $ 88,937 $ 214,314 $ (2,360 ) $ 176,760 Cash flows from investing activities of continuing operations: Expenditures for property, plant and equipment (122 ) (25,072 ) (20,372 ) — (45,566 ) Proceeds from sales of assets 408 — — — 408 Payments for businesses and intangibles acquired, net of cash acquired — (30,336 ) (33,115 ) — (63,451 ) Investments in affiliates — — (121,850 ) 121,850 — Net cash provided by (used in) investing activities from continuing operations 286 (55,408 ) (175,337 ) 121,850 (108,609 ) Cash flows from financing activities of continuing operations: Proceeds from new borrowings 288,100 — — — 288,100 Reduction in borrowings (303,627 ) — — — (303,627 ) Debt extinguishment, issuance and amendment fees (9,017 ) — — — (9,017 ) Net proceeds from share based compensation plans and the related tax impacts 4,815 — — — 4,815 Payments to noncontrolling interest shareholders — — (833 ) — (833 ) Payments for contingent consideration — (7,974 ) — — (7,974 ) Proceeds from issuance of shares — 121,850 — (121,850 ) — Dividends paid (42,382 ) — — — (42,382 ) Intercompany transactions 196,963 (147,365 ) (49,598 ) — — Intercompany dividends paid — — (2,360 ) 2,360 — Net cash provided by (used in) financing activities from continuing operations 134,852 (33,489 ) (52,791 ) (119,490 ) (70,918 ) Cash flows from discontinued operations: Net cash used in operating activities (1,105 ) — (849 ) — (1,954 ) Net cash used in discontinued operations (1,105 ) — (849 ) — (1,954 ) Effect of exchange rate changes on cash and cash equivalents — — (22,052 ) — (22,052 ) Net increase (decrease) in cash and cash equivalents 9,902 40 (36,715 ) — (26,773 ) Cash and cash equivalents at the beginning of the period 27,996 — 275,240 — 303,236 Cash and cash equivalents at the end of the period $ 37,898 $ 40 $ 238,525 $ — $ 276,463 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 25, 2016USD ($) | Jun. 26, 2016business | Sep. 27, 2015USD ($) | Sep. 25, 2016USD ($) | Sep. 27, 2015USD ($) | Dec. 31, 2015USD ($) | Jul. 01, 2016 | Jun. 30, 2016 | Apr. 08, 2015 | |
Business Acquisition [Line Items] | |||||||||
Income from continuing operations before taxes | $ 73,714 | $ 62,374 | $ 194,909 | $ 161,458 | |||||
Teleflex Medical Private Limited | |||||||||
Business Acquisition [Line Items] | |||||||||
Ownership percentage | 74.00% | ||||||||
Percentage of interests acquired | 26.00% | ||||||||
Purchase price in excess of noncontrolling interest | 7,500 | ||||||||
Medical Device and Supplies Distributors in New Zealand | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of businesses acquired | business | 2 | ||||||||
2016 Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred | 22,800 | ||||||||
Revenues | 900 | 900 | |||||||
Income from continuing operations before taxes | 200 | 200 | |||||||
2016 Acquisitions | Selling, General and Administrative Expenses | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related costs | $ 200 | $ 300 | |||||||
Truphatek Holdings Limited | |||||||||
Business Acquisition [Line Items] | |||||||||
Ownership percentage by noncontrolling owners | 6.00% | ||||||||
2015 Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred | $ 96,500 | ||||||||
Non-compete agreements | 2016 Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful life | 2 years | ||||||||
Minimum | Customer relationships | 2016 Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful life | 10 years | ||||||||
Maximum | Customer relationships | 2016 Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful life | 16 years |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Assets | ||
Goodwill | $ 1,305,078 | $ 1,295,852 |
2016 Acquisitions | ||
Assets | ||
Current assets | 2,480 | |
Property, plant and equipment | 537 | |
Goodwill | 3,947 | |
Total assets acquired | 14,017 | |
Less: | ||
Current liabilities | 597 | |
Liabilities assumed | 597 | |
Net assets acquired | 13,420 | |
2016 Acquisitions | Non-compete agreements | ||
Assets | ||
Intangible assets | 608 | |
2016 Acquisitions | Customer relationships | ||
Assets | ||
Intangible assets | $ 6,445 |
Restructuring charges - Additio
Restructuring charges - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Apr. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 3,027 | $ 660 | $ 12,876 | $ 5,688 | |
Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 2,784 | 324 | 12,027 | 4,011 | |
2016 Other Restructuring programs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs expected cash payment | 500 | 500 | |||
Restructuring charges | 1,713 | 1,713 | |||
Restructuring reserve | 1,700 | 1,700 | |||
2016 Other Restructuring programs | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 1,713 | 1,713 | |||
2016 Other Restructuring programs | Accelerated Depreciation And Other Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 1,000 | 1,000 | |||
2016 Other Restructuring programs | Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 2,500 | 2,500 | |||
2016 Other Restructuring programs | Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 3,500 | 3,500 | |||
2016 Manufacturing footprint realignment plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 925 | 11,279 | |||
Restructuring reserve | 10,500 | 10,500 | |||
Restructuring expenses | 2,800 | 15,500 | |||
2016 Manufacturing footprint realignment plan | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 851 | 10,919 | |||
Restructuring expenses | 900 | 11,300 | |||
2016 Manufacturing footprint realignment plan | Accelerated Depreciation And Other Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 1,900 | 4,200 | |||
2016 Manufacturing footprint realignment plan | Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 34,000 | 34,000 | |||
Restructuring costs expected cash payment | 27,000 | 27,000 | |||
2016 Manufacturing footprint realignment plan | Minimum | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 14,000 | 14,000 | |||
2016 Manufacturing footprint realignment plan | Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 44,000 | 44,000 | |||
Restructuring costs expected cash payment | 31,000 | 31,000 | |||
2016 Manufacturing footprint realignment plan | Maximum | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 15,000 | 15,000 | |||
2015 Restructuring programs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 58 | (74) | 48 | 4,306 | |
Aggregate restructuring charges incurred | 6,400 | 6,400 | |||
Restructuring reserve | 500 | 500 | |||
2015 Restructuring programs | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | (103) | (198) | (502) | 3,361 | |
2014 Manufacturing footprint realignment plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 314 | 831 | (101) | 1,497 | |
Aggregate restructuring charges incurred | 10,800 | 10,800 | |||
Restructuring reserve | 5,900 | 5,900 | |||
Restructuring expenses | 2,800 | 6,800 | |||
2014 Manufacturing footprint realignment plan | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 308 | $ 619 | (118) | $ 831 | |
2014 Manufacturing footprint realignment plan | Accelerated Depreciation And Other Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 2,500 | 6,900 | |||
Restructuring charges reversal | 100 | ||||
2014 Manufacturing footprint realignment plan | Accelerated Depreciation And Other Costs | Cost of goods sold | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 21,300 | ||||
2014 Manufacturing footprint realignment plan | Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 43,000 | 43,000 | $ 37,000 | ||
Restructuring costs expected cash payment | 33,000 | 33,000 | 26,000 | ||
2014 Manufacturing footprint realignment plan | Minimum | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 11,000 | 11,000 | |||
2014 Manufacturing footprint realignment plan | Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | 48,000 | 48,000 | 44,000 | ||
Restructuring costs expected cash payment | 38,000 | 38,000 | $ 31,000 | ||
2014 Manufacturing footprint realignment plan | Maximum | Employee termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected restructuring charges | $ 12,000 | $ 12,000 |
Restructuring charges - Manufac
Restructuring charges - Manufacturing Footprint Realignment Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 25, 2016 | Sep. 25, 2016 | Apr. 30, 2014 | |
2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring expenses | $ 2.8 | $ 15.5 | |
2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring expenses | 2.8 | 6.8 | |
Employee termination benefits | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring expenses | 0.9 | 11.3 | |
Accelerated Depreciation And Other Costs | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring expenses | 1.9 | 4.2 | |
Accelerated Depreciation And Other Costs | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring expenses | 2.5 | 6.9 | |
Minimum | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 34 | 34 | |
Restructuring costs expected cash payment | 27 | 27 | |
Minimum | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 43 | 43 | $ 37 |
Restructuring costs expected cash payment | 33 | 33 | 26 |
Expected aggregate capital expenditures | 24 | 24 | |
Minimum | Employee termination benefits | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 14 | 14 | |
Minimum | Employee termination benefits | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 11 | 11 | |
Minimum | Facility closure and other exit costs | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 2 | 2 | |
Minimum | Facility closure and other exit costs | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 1 | 1 | |
Minimum | Accelerated Depreciation Charges | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 10 | 10 | |
Minimum | Accelerated Depreciation Charges | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 10 | 10 | |
Minimum | Other | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 8 | 8 | |
Minimum | Other | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 21 | 21 | |
Maximum | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 44 | 44 | |
Restructuring costs expected cash payment | 31 | 31 | |
Maximum | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 48 | 48 | 44 |
Restructuring costs expected cash payment | 38 | 38 | $ 31 |
Expected aggregate capital expenditures | 30 | 30 | |
Maximum | Employee termination benefits | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 15 | 15 | |
Maximum | Employee termination benefits | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 12 | 12 | |
Maximum | Facility closure and other exit costs | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 3 | 3 | |
Maximum | Facility closure and other exit costs | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 2 | 2 | |
Maximum | Accelerated Depreciation Charges | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 13 | 13 | |
Maximum | Accelerated Depreciation Charges | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 10 | 10 | |
Maximum | Other | 2016 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | 13 | 13 | |
Maximum | Other | 2014 Manufacturing footprint realignment plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring charges | $ 24 | $ 24 |
Restructuring charges - Charges
Restructuring charges - Charges Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 3,027 | $ 660 | $ 12,876 | $ 5,688 |
Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 2,784 | 324 | 12,027 | 4,011 |
Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 54 | 34 | 232 | 409 |
Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 107 | 241 | 114 | 1,141 |
Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 82 | 61 | 503 | 127 |
2016 Other Restructuring programs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,713 | 1,713 | ||
2016 Other Restructuring programs | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,713 | 1,713 | ||
2016 Other Restructuring programs | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2016 Other Restructuring programs | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2016 Other Restructuring programs | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2016 Manufacturing footprint realignment plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 925 | 11,279 | ||
2016 Manufacturing footprint realignment plan | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 851 | 10,919 | ||
2016 Manufacturing footprint realignment plan | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2016 Manufacturing footprint realignment plan | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2016 Manufacturing footprint realignment plan | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 74 | 360 | ||
2015 Restructuring programs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 58 | (74) | 48 | 4,306 |
2015 Restructuring programs | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | (103) | (198) | (502) | 3,361 |
2015 Restructuring programs | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 54 | 37 | 232 | 166 |
2015 Restructuring programs | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 107 | 78 | 200 | 723 |
2015 Restructuring programs | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 9 | 118 | 56 |
2014 Manufacturing footprint realignment plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 314 | 831 | (101) | 1,497 |
2014 Manufacturing footprint realignment plan | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 308 | 619 | (118) | 831 |
2014 Manufacturing footprint realignment plan | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | (3) | 0 | 241 |
2014 Manufacturing footprint realignment plan | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 163 | 0 | 389 |
2014 Manufacturing footprint realignment plan | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 6 | 52 | 17 | 36 |
2014 European restructuring plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 17 | (97) | ||
2014 European restructuring plan | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 15 | (97) | ||
2014 European restructuring plan | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2014 European restructuring plan | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | ||
2014 European restructuring plan | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 2 | $ 0 | ||
Other restructuring programs - prior years | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | (63) | (115) | ||
Other restructuring programs - prior years | Termination Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 15 | (181) | ||
Other restructuring programs - prior years | Facility Closure Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 2 | ||
Other restructuring programs - prior years | Contract Termination Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | (86) | 29 | ||
Other restructuring programs - prior years | Other Exit Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 8 | $ 35 |
Restructuring charges - Charg42
Restructuring charges - Charges by segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 3,027 | $ 660 | $ 12,876 | $ 5,688 |
Vascular North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 960 | 232 | 5,474 | 2,466 |
Anesthesia North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 946 | (250) | 3,185 | 284 |
Surgical North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 277 | 36 | 257 | 282 |
EMEA | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 89 | (64) | 3,012 | (139) |
Asia | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 2 | 0 | 3 |
OEM | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 187 | 0 | 191 | 0 |
All Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 568 | $ 704 | $ 757 | $ 2,792 |
Inventories, net (Detail)
Inventories, net (Detail) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 80,348 | $ 76,037 |
Work-in-process | 61,418 | 60,218 |
Finished goods | 236,991 | 230,536 |
Inventories, gross | 378,757 | 366,791 |
Less: inventory reserve | (36,927) | (36,516) |
Inventories, net | $ 341,830 | $ 330,275 |
Goodwill and other intangible44
Goodwill and other intangible assets, net - Changes in carrying amount of goodwill, by reporting segment (Details) $ in Thousands | 9 Months Ended |
Sep. 25, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 1,295,852 |
Goodwill related to acquisitions | 3,947 |
Currency translation adjustment | 5,279 |
Goodwill, ending balance | 1,305,078 |
Vascular North America | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 345,546 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | 0 |
Goodwill, ending balance | 345,546 |
Anesthesia North America | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 141,122 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | 318 |
Goodwill, ending balance | 141,440 |
Surgical North America | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 250,912 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | 0 |
Goodwill, ending balance | 250,912 |
EMEA | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 306,009 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | 1,363 |
Goodwill, ending balance | 307,372 |
Asia | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 141,067 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | 6,729 |
Goodwill, ending balance | 147,796 |
OEM | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 1,194 |
Goodwill related to acquisitions | 3,947 |
Currency translation adjustment | 0 |
Goodwill, ending balance | 5,141 |
All Other | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 110,002 |
Goodwill related to acquisitions | 0 |
Currency translation adjustment | (3,131) |
Goodwill, ending balance | $ 106,871 |
Goodwill and other intangible45
Goodwill and other intangible assets, net - Components of intangible assets (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ (461,480) | $ (412,671) |
Gross carrying amount | 1,626,124 | 1,612,646 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 630,127 | 621,078 |
Accumulated amortization | (235,074) | (214,924) |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 523,361 | 522,374 |
Accumulated amortization | (197,465) | (173,903) |
Distribution rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 23,356 | 23,279 |
Accumulated amortization | (15,294) | (14,393) |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 387,759 | 384,821 |
Accumulated amortization | (12,734) | (8,929) |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 2,853 | 2,186 |
Accumulated amortization | (913) | (522) |
In-process research and development | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 58,668 | 58,908 |
Accumulated amortization | $ 0 | $ 0 |
Goodwill and other intangible46
Goodwill and other intangible assets, net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization expense of intangible assets | $ 16,100 | $ 15,500 | $ 47,486 | $ 45,278 | |
In-process research and development | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | 58,668 | 58,668 | $ 58,908 | ||
In-process research and development | Semprus Technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Indefinite-lived intangible assets | $ 41,000 | $ 41,000 |
Borrowings - Components of long
Borrowings - Components of long-term debt (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 25, 2016 | May 16, 2016 | Dec. 31, 2015 | Sep. 27, 2015 | |
Debt Instrument [Line Items] | ||||
Total borrowings | $ 1,046,154 | $ 1,088,941 | ||
Less: Unamortized debt discount on 3.875% Convertible Senior Subordinated Notes due 2017 | (3,833) | (22,999) | ||
Less: Unamortized debt issuance costs | (10,459) | (6,742) | ||
Total long-term debt | 1,031,862 | 1,059,200 | ||
Current borrowings | (181,895) | (417,350) | ||
Long-term borrowings | 849,967 | 641,850 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility, at a rate of 2.05% at September 25, 2016, due 2018 | $ 210,000 | 396,000 | ||
Line of credit facility interest rate | 2.05% | |||
Securitization Program | ||||
Debt Instrument [Line Items] | ||||
Securitization program, at a rate of 1.27% at September 25, 2016 | $ 50,000 | 43,300 | ||
Debt instrument, stated interest rate | 1.27% | |||
3.875% Convertible Senior Subordinated Notes due 2017 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
3.875% Convertible Senior Subordinated Notes due 2017 | $ 136,154 | $ 399,641 | ||
Debt instrument, stated interest rate | 3.875% | 3.875% | 3.875% | |
4.875% Senior Notes due 2026 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | $ 400,000 | $ 0 | ||
Debt instrument, stated interest rate | 4.875% | 4.875% | ||
5.25% Senior Notes due 2024 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | $ 250,000 | $ 250,000 | ||
Debt instrument, stated interest rate | 5.25% | 5.25% |
Borrowings - 4.875% Senior Note
Borrowings - 4.875% Senior Notes (Details) - Senior Notes - 4.875% Senior Notes due 2026 - USD ($) | May 16, 2016 | Sep. 25, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Principal amount | $ 400,000,000 | ||
Senior Notes | $ 400,000,000 | $ 0 | |
Debt instrument, stated interest rate | 4.875% | 4.875% | |
Debt issuance cost | $ 6,500,000 | ||
Make-whole premium (greater than 1.0% of principal amount), percent | 1.00% | ||
Redemption period on or after June 1, 2021 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 102.438% | ||
Redemption period prior to June 1, 2021 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 100.00% | ||
Redemption period prior to June 1, 2019 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 104.875% | ||
Percentage of principal that may be redeemed | 40.00% | ||
US Treasury Securities | Redemption period prior to June 1, 2021 | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 50.00% | ||
Minimum | Redemption period on June 1, 2024 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 0.813% | ||
Maximum | Redemption period on June 1, 2024 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 100.00% |
Borrowings - 3.875% Convertible
Borrowings - 3.875% Convertible Senior Subordinated Notes (Details) - USD ($) shares in Thousands | Apr. 04, 2016 | Apr. 28, 2016 | Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 |
Short-term Debt [Line Items] | ||||||
Repayments of debt | $ 714,487,000 | $ 303,627,000 | ||||
Conversion of convertible notes, shares issued upon conversion | 1,300 | 2,900 | 1,900 | 2,600 | ||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 19,261,000 | $ 10,454,000 | ||
Exchange Consideration | Convertible Debt | Convertible Notes Payable | ||||||
Short-term Debt [Line Items] | ||||||
Extinguishment of debt, amount | $ 219,200,000 | |||||
Cash payment per $1,000 principal amount | 1,000 | |||||
Repayments of debt | 220,700,000 | |||||
Repayments of debt, accrued interest | $ 1,500,000 | |||||
Conversion of convertible notes, shares issued upon conversion | 2,170 | |||||
Loss on extinguishment of debt | $ 16,300,000 | |||||
Hedge Unwind Agreements And Warrant Unwind Agreements | Convertible Debt | Convertible Notes Payable | ||||||
Short-term Debt [Line Items] | ||||||
Shares received from dealer counterparties | 300 |
Borrowings - Conversions (Detai
Borrowings - Conversions (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Jun. 26, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Debt Instrument [Line Items] | |||||
Debt conversion, amount converted | $ 35,205 | $ 62 | |||
Conversion of convertible notes, shares issued upon conversion | 1.3 | 2.9 | 1.9 | 2.6 | |
Loss on extinguishment of debt | $ 0 | $ 0 | $ 19,261 | $ 10,454 | |
Conversion [Member] | Convertible Notes Payable | Convertible Debt | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 44,300 | ||||
Debt conversion, amount converted | $ 44,300 | ||||
Conversion of convertible notes, shares issued upon conversion | 0.4 | ||||
Loss on extinguishment of debt | $ 3,000 | ||||
Dealer Counterparty | Conversion [Member] | Convertible Notes Payable | Convertible Debt | |||||
Debt Instrument [Line Items] | |||||
Conversion of convertible notes, shares issued upon conversion | 0.4 |
Borrowings - Fair value of long
Borrowings - Fair value of long term debt (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Fair Value Measurements [Line Items] | ||
Fair value of debt | $ 1,328,381 | $ 1,545,781 |
Level 1 | ||
Fair Value Measurements [Line Items] | ||
Fair value of debt | 390,762 | 858,709 |
Level 2 | ||
Fair Value Measurements [Line Items] | ||
Fair value of debt | $ 937,619 | $ 687,072 |
Financial instruments - Additio
Financial instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 31, 2015 | |
Derivatives Fair Value [Line Items] | |||||
Allowance for doubtful accounts receivable | $ 9,000,000 | $ 9,000,000 | $ 8,000,000 | ||
Current portion of allowance for doubtful accounts | 2,100,000 | 2,100,000 | 2,000,000 | ||
Noncurrent portion of allowance for doubtful accounts | 6,900,000 | 6,900,000 | 6,000,000 | ||
Net revenues | 455,648,000 | $ 443,714,000 | 1,354,094,000 | $ 1,325,189,000 | |
Spain, Italy, Portugal, and Greece | |||||
Derivatives Fair Value [Line Items] | |||||
Allowance for doubtful accounts receivable | 8,000,000 | 8,000,000 | 7,200,000 | ||
Net revenues | 95,800,000 | 94,400,000 | |||
Cash flow hedging | |||||
Derivatives Fair Value [Line Items] | |||||
Ineffectiveness related to derivatives | 0 | $ 0 | $ 0 | $ 0 | |
Designated as Hedging Instrument | Cash flow hedging | Foreign Currency Contract | |||||
Derivatives Fair Value [Line Items] | |||||
Derivative duration | 9 months | ||||
Forward Contracts | Designated as Hedging Instrument | Cash flow hedging | Foreign Currency Contract | |||||
Derivatives Fair Value [Line Items] | |||||
Total notional amount for all open foreign currency forward contracts | 100,100,000 | $ 100,100,000 | 49,500,000 | ||
Forward Contracts | Not Designated as Hedging Instrument | Foreign Currency Contract | |||||
Derivatives Fair Value [Line Items] | |||||
Loss related to currency forward contracts | 100,000 | 1,700,000 | |||
Total notional amount for all open foreign currency forward contracts | $ 77,400,000 | $ 77,400,000 | $ 69,100,000 |
Financial instruments - Fair va
Financial instruments - Fair values of derivative instruments designated as hedging instruments (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Derivatives Fair Value [Line Items] | ||
Total asset derivatives | $ 1,134 | $ 329 |
Total liability derivatives | 2,403 | 1,298 |
Forward Contracts | Foreign Currency Contract | Prepaid Expenses and Other Current Assets | ||
Derivatives Fair Value [Line Items] | ||
Total asset derivatives | 1,134 | 329 |
Forward Contracts | Foreign Currency Contract | Other Current Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Total liability derivatives | 2,403 | 1,298 |
Forward Contracts | Designated as Hedging Instrument | Cash flow hedging | Foreign Currency Contract | Prepaid Expenses and Other Current Assets | ||
Derivatives Fair Value [Line Items] | ||
Total asset derivatives | 615 | 285 |
Forward Contracts | Designated as Hedging Instrument | Cash flow hedging | Foreign Currency Contract | Other Current Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Total liability derivatives | 2,369 | 807 |
Forward Contracts | Not Designated as Hedging Instrument | Foreign Currency Contract | Prepaid Expenses and Other Current Assets | ||
Derivatives Fair Value [Line Items] | ||
Total asset derivatives | 519 | 44 |
Forward Contracts | Not Designated as Hedging Instrument | Foreign Currency Contract | Other Current Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Total liability derivatives | $ 34 | $ 491 |
Financial instruments - After t
Financial instruments - After tax gains and losses reclassified from accumulated other comprehensive income into income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Forward Contracts | Cash flow hedging | Foreign Currency Contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
After Tax Gain (Loss) Recognized in OCI | $ (223) | $ (730) | $ 761 | $ (1,489) |
Financial instruments - Aggrega
Financial instruments - Aggregate accounts receivable, net of allowance for doubtful accounts (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts receivable | $ 9,000 | $ 8,000 |
Spain, Italy, Portugal, and Greece | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts receivable | 8,000 | 7,200 |
Current and long-term trade accounts receivable (net of allowances of $8.0 million and $7.2 million at September 25, 2016 and December 31, 2015, respectively) in Greece, Italy, Spain and Portugal (1) | $ 59,785 | $ 62,272 |
Percentage of total net current and long-term trade accounts receivable - Greece, Italy, Spain and Portugal | 22.90% | 23.90% |
Long-term portion of accounts receivable, net | $ 7,700 | $ 8,100 |
Fair value measurement - Additi
Fair value measurement - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Fair Value Measurements [Line Items] | ||
Fair value measurement with unobservable inputs reconciliations liability value | $ 22,368 | $ 20,829 |
Current portion of contingent consideration | 7,539 | $ 7,291 |
Fair value measurement with unobservable inputs reconciliations other liabilities | 14,900 | |
Minimum | ||
Fair Value Measurements [Line Items] | ||
Fair value of contingent consideration liability associated with future milestone | 7,000 | |
Maximum | ||
Fair Value Measurements [Line Items] | ||
Fair value of contingent consideration liability associated with future milestone | $ 46,300 |
Fair value measurement - Financ
Fair value measurement - Financial assets and liabilities carried at fair value measured on recurring basis (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 |
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Investments in marketable securities | $ 7,411 | $ 6,922 |
Derivative assets | 1,134 | 329 |
Derivative liabilities | 2,403 | 1,298 |
Contingent consideration liabilities | 22,368 | 20,829 |
Quoted prices in active markets (Level 1) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Investments in marketable securities | 7,411 | 6,922 |
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Contingent consideration liabilities | 0 | 0 |
Significant other observable Inputs (Level 2) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Investments in marketable securities | 0 | 0 |
Derivative assets | 1,134 | 329 |
Derivative liabilities | 2,403 | 1,298 |
Contingent consideration liabilities | 0 | 0 |
Significant unobservable Inputs (Level 3) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Investments in marketable securities | 0 | 0 |
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Contingent consideration liabilities | $ 22,368 | $ 20,829 |
Fair value measurement - Reconc
Fair value measurement - Reconciliation of changes in financial liabilities measured on recurring basis (Details) $ in Thousands | 9 Months Ended |
Sep. 25, 2016USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 20,829 |
Payment | (133) |
Revaluations | 1,672 |
Ending balance | $ 22,368 |
Fair value measurement - Valuat
Fair value measurement - Valuation technique and inputs used to determine fair value (Details) | 9 Months Ended |
Sep. 25, 2016 | |
Probability Of Payment | Weighted Average | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 71.30% |
Probability Of Payment | Minimum | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 2.00% |
Probability Of Payment | Maximum | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 100.00% |
Market Approach Valuation Technique | Weighted Average | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 8.40% |
Market Approach Valuation Technique | Minimum | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 2.30% |
Market Approach Valuation Technique | Maximum | |
Fair Value Assets And Liabilities Measured On Unobservable Inputs [Line Items] | |
Contingent consideration | 10.00% |
Changes in shareholders' equi60
Changes in shareholders' equity - Additional Information (Details) - $ / shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Shareholders Equity [Line Items] | ||||
Investment warrants, exercise price | $ 74.65 | |||
Conversion of convertible notes, shares issued upon conversion | 1.3 | 2.9 | 1.9 | 2.6 |
Equity Option | ||||
Shareholders Equity [Line Items] | ||||
Weighted average antidilutive shares which were not included in the calculation of earnings per share | 1.4 | 5.4 | 3.9 | 5.6 |
Convertible Note | ||||
Shareholders Equity [Line Items] | ||||
Weighted average antidilutive shares which were not included in the calculation of earnings per share | 1.5 | 3.5 | 2.3 | 3.3 |
Changes in shareholders' equi61
Changes in shareholders' equity - Reconciliation of basic to diluted weighted average common shares outstanding (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||||
Basic (in shares) | 44,045 | 41,597 | 43,081 | 41,542 | |
Dilutive effect of share-based awards (in shares) | 639 | 511 | 574 | 483 | |
Dilutive effect of 3.875% Convertible Notes and warrants (in shares) | 2,762 | 6,424 | 4,169 | 5,944 | |
Diluted (in shares) | 47,446 | 48,532 | 47,824 | 47,969 | |
Senior Notes | 3.875% Convertible Senior Subordinated Notes due 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, stated interest rate | 3.875% | 3.875% | 3.875% | 3.875% | 3.875% |
Changes in shareholders' equi62
Changes in shareholders' equity - Change in accumulated other comprehensive income, net of tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance | $ 2,011,093 | |||
Amounts reclassified from accumulated other comprehensive income | $ 1,535 | $ 1,967 | 6,312 | $ 4,267 |
Reclassification related to acquisition of noncontrolling interest | (9,231) | |||
Ending Balance | 2,169,922 | 2,169,922 | ||
Cash Flow Hedges | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance | (2,491) | 0 | ||
Other comprehensive income (loss) before reclassifications | (2,255) | (2,599) | ||
Amounts reclassified from accumulated other comprehensive income | 348 | 947 | 3,016 | 1,110 |
Net current-period other comprehensive income | 761 | (1,489) | ||
Reclassification related to acquisition of noncontrolling interest | 0 | |||
Ending Balance | (1,730) | (1,489) | (1,730) | (1,489) |
Pension and Other Postretirement Benefit Plans | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance | (138,887) | (141,744) | ||
Other comprehensive income (loss) before reclassifications | 618 | 465 | ||
Amounts reclassified from accumulated other comprehensive income | 1,187 | 1,020 | 3,296 | 3,157 |
Net current-period other comprehensive income | 3,914 | 3,622 | ||
Reclassification related to acquisition of noncontrolling interest | 0 | |||
Ending Balance | (134,973) | (138,122) | (134,973) | (138,122) |
Foreign Currency Translation Adjustment | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance | (229,746) | (119,151) | ||
Other comprehensive income (loss) before reclassifications | 11,131 | (91,137) | ||
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | ||
Net current-period other comprehensive income | 11,131 | (91,137) | ||
Reclassification related to acquisition of noncontrolling interest | (832) | |||
Ending Balance | (219,447) | (210,288) | (219,447) | (210,288) |
Accumulated Other Comprehensive (Loss) Income | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance | (371,124) | (260,895) | ||
Other comprehensive income (loss) before reclassifications | 9,494 | (93,271) | ||
Amounts reclassified from accumulated other comprehensive income | 6,312 | 4,267 | ||
Net current-period other comprehensive income | 15,806 | (89,004) | ||
Reclassification related to acquisition of noncontrolling interest | (832) | |||
Ending Balance | $ (356,150) | $ (349,899) | $ (356,150) | $ (349,899) |
Changes in shareholders' equi63
Changes in shareholders' equity - Accumulated other comprehensive income into income expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Cost of goods sold | $ (214,046) | $ (215,501) | $ (630,946) | $ (641,102) |
Total reclassifications, net of tax | 1,535 | 1,967 | 6,312 | 4,267 |
Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Cost of goods sold | 535 | 1,168 | 3,907 | 1,431 |
Total before tax | 535 | 1,168 | 3,907 | 1,431 |
Tax benefit | (187) | (221) | (891) | (321) |
Total reclassifications, net of tax | 348 | 947 | 3,016 | 1,110 |
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total before tax | 1,829 | 1,571 | 5,071 | 4,782 |
Accumulated Defined Benefit Plans Adjustment, Net Prior Service Attributable to Parent | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total before tax | 15 | 0 | 43 | 0 |
Pension and Other Postretirement Benefits Plans | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total before tax | 1,844 | 1,571 | 5,114 | 4,782 |
Tax benefit | (657) | (551) | (1,818) | (1,625) |
Total reclassifications, net of tax | $ 1,187 | $ 1,020 | $ 3,296 | $ 3,157 |
Taxes on income from continui64
Taxes on income from continuing operations - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 10.20% | 1.30% | 9.30% | 9.50% |
Pension and other postretirem65
Pension and other postretirement benefits (Detail) $ in Millions | 9 Months Ended |
Sep. 25, 2016USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |
Expected employer contribution for current year | $ 12.4 |
Employer contribution to pension plan | $ 12.2 |
Pension and other postretirem66
Pension and other postretirement benefits - Net benefit cost of pension and postretirement benefit plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Pension | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 656 | $ 470 | $ 1,963 | $ 1,410 |
Interest cost | 3,948 | 4,492 | 11,797 | 13,463 |
Expected return on plan assets | (6,209) | (6,606) | (18,606) | (19,457) |
Net amortization and deferral | 1,781 | 1,563 | 4,937 | 4,620 |
Net benefits expense (income) | 176 | (81) | 91 | 36 |
Other Postretirement Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 44 | 157 | 266 | 371 |
Interest cost | 383 | 452 | 1,196 | 1,476 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Net amortization and deferral | 63 | 8 | 177 | 162 |
Net benefits expense (income) | $ 490 | $ 617 | $ 1,639 | $ 2,009 |
Commitments and contingent li67
Commitments and contingent liabilities (Detail) - USD ($) | Dec. 05, 2014 | Sep. 25, 2016 |
Loss Contingencies [Line Items] | ||
Estimated litigation liability | $ 2,500,000 | |
Parish of Calcasieu | Judicial Ruling | Compensatory Damages | ||
Loss Contingencies [Line Items] | ||
Damages awarded | $ 100,000 | |
Parish of Calcasieu | Judicial Ruling | Punitive Damages | ||
Loss Contingencies [Line Items] | ||
Damages awarded | $ 23,000,000 | |
Parish of Calcasieu | Judicial Ruling | Unfavorable Regulatory Action | ||
Loss Contingencies [Line Items] | ||
Possible loss | 10,000,000 | |
Discontinued Operations | ||
Loss Contingencies [Line Items] | ||
Estimated litigation liability | $ 1,500,000 | |
Minimum | ||
Loss Contingencies [Line Items] | ||
Time-frame over which the accrued amounts may be paid out, in years | 15 years | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Time-frame over which the accrued amounts may be paid out, in years | 20 years | |
Accrued Liabilities | ||
Loss Contingencies [Line Items] | ||
Waste disposed accrued liability | $ 1,000,000 | |
Other Liability | ||
Loss Contingencies [Line Items] | ||
Waste disposed accrued liability | 5,300,000 | |
Construction In Progress | European Headquarters | ||
Loss Contingencies [Line Items] | ||
Property, plant and equipment | $ 14,600,000 |
Segment information (Details)
Segment information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016USD ($) | Sep. 27, 2015USD ($) | Sep. 25, 2016USD ($)segmentmarket | Sep. 27, 2015USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Number of reportable operating segments | segment | 6 | |||
Number of end markets | market | 2,000 | |||
Revenue | $ 455,648 | $ 443,714 | $ 1,354,094 | $ 1,325,189 |
Operating profit | 86,487 | 76,550 | 252,425 | 219,144 |
Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 98,078 | 95,865 | 299,888 | 275,838 |
Unallocated expenses | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | (11,591) | (19,315) | (47,463) | (56,694) |
Vascular North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 85,118 | 82,675 | 254,817 | 244,606 |
Vascular North America | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 21,781 | 18,086 | 63,431 | 50,891 |
Anesthesia North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 48,670 | 47,628 | 143,821 | 138,656 |
Anesthesia North America | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 13,954 | 15,178 | 41,181 | 36,572 |
Surgical North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 41,827 | 39,591 | 123,904 | 118,170 |
Surgical North America | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 14,050 | 12,814 | 39,654 | 39,456 |
EMEA | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 121,398 | 120,854 | 375,198 | 379,268 |
EMEA | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 16,576 | 19,656 | 61,563 | 65,334 |
Asia | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 64,087 | 61,935 | 176,434 | 172,506 |
Asia | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 18,072 | 15,715 | 52,831 | 42,812 |
OEM | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 41,418 | 38,959 | 115,693 | 111,592 |
OEM | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | 10,201 | 8,865 | 24,605 | 25,274 |
All other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 53,130 | 52,072 | 164,227 | 160,391 |
All other | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Operating profit | $ 3,444 | $ 5,551 | $ 16,623 | $ 15,499 |
Condensed consolidating guara69
Condensed consolidating guarantor financial information - Additional Information (Detail) | Sep. 25, 2016 | Dec. 31, 2015 |
Senior Notes | 5.25% Senior Notes due 2024 | ||
Condensed Financial Statements Captions [Line Items] | ||
Debt instrument, stated interest rate | 5.25% | 5.25% |
Condensed consolidating guara70
Condensed consolidating guarantor financial information - Income and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | $ 455,648 | $ 443,714 | $ 1,354,094 | $ 1,325,189 |
Cost of goods sold | 214,046 | 215,501 | 630,946 | 641,102 |
Gross profit | 241,602 | 228,213 | 723,148 | 684,087 |
Selling, general and administrative expenses | 139,797 | 138,840 | 419,128 | 420,765 |
Research and development expenses | 15,067 | 12,571 | 42,892 | 38,898 |
Restructuring charges | 3,027 | 660 | 12,876 | 5,688 |
Gain on sale of assets | (2,776) | (408) | (4,173) | (408) |
Income from continuing operations before interest, extinguishment of debt and taxes | 86,487 | 76,550 | 252,425 | 219,144 |
Interest, net | 12,773 | 14,176 | 38,255 | 47,232 |
Loss on extinguishment of debt | 0 | 0 | 19,261 | 10,454 |
Income from continuing operations before taxes | 73,714 | 62,374 | 194,909 | 161,458 |
(Benefit) taxes on (loss) income from continuing operations | 7,514 | 803 | 18,134 | 15,415 |
Equity in net income of consolidated subsidiaries | 0 | 0 | 0 | 0 |
Income from continuing operations | 66,200 | 61,571 | 176,775 | 146,043 |
Operating income from discontinued operations | 260 | (788) | (116) | (1,432) |
Tax on income from discontinued operations | 138 | (69) | (119) | 180 |
Income (loss) from discontinued operations | 122 | (719) | 3 | (1,612) |
Net income | 66,322 | 60,852 | 176,778 | 144,431 |
Less: Income from continuing operations attributable to noncontrolling interest | 0 | 28 | 464 | 692 |
Net income attributable to common shareholders | 66,322 | 60,824 | 176,314 | 143,739 |
Other comprehensive income (loss) attributable to common shareholders | 1,053 | (28,789) | 15,806 | (89,004) |
Comprehensive income attributable to common shareholders | 67,375 | 32,035 | 192,120 | 54,735 |
Reportable Legal Entities | Parent Company | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | 0 | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 11,208 | 9,891 | 30,822 | 30,006 |
Research and development expenses | 179 | 0 | 319 | 0 |
Restructuring charges | 380 | 0 | 380 | 0 |
Gain on sale of assets | (2,707) | 0 | (2,707) | 0 |
Income from continuing operations before interest, extinguishment of debt and taxes | (9,060) | (9,891) | (28,814) | (30,006) |
Interest, net | 41,344 | 32,439 | 107,534 | 100,157 |
Loss on extinguishment of debt | 19,261 | 10,454 | ||
Income from continuing operations before taxes | (50,404) | (42,330) | (155,609) | (140,617) |
(Benefit) taxes on (loss) income from continuing operations | (18,017) | (15,102) | (56,942) | (48,336) |
Equity in net income of consolidated subsidiaries | 98,544 | 88,728 | 275,296 | 237,512 |
Income from continuing operations | 66,157 | 61,500 | 176,629 | 145,231 |
Operating income from discontinued operations | 260 | (784) | (495) | (1,432) |
Tax on income from discontinued operations | 95 | (108) | (180) | 60 |
Income (loss) from discontinued operations | 165 | (676) | (315) | (1,492) |
Net income | 60,824 | 176,314 | 143,739 | |
Less: Income from continuing operations attributable to noncontrolling interest | 0 | 0 | 0 | |
Net income attributable to common shareholders | 66,322 | 60,824 | 176,314 | 143,739 |
Other comprehensive income (loss) attributable to common shareholders | 1,053 | (28,789) | 15,806 | (89,004) |
Comprehensive income attributable to common shareholders | 67,375 | 32,035 | 192,120 | 54,735 |
Reportable Legal Entities | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | 270,610 | 269,620 | 809,951 | 803,484 |
Cost of goods sold | 163,052 | 159,567 | 489,293 | 476,611 |
Gross profit | 107,558 | 110,053 | 320,658 | 326,873 |
Selling, general and administrative expenses | 80,333 | 82,372 | 248,195 | 249,484 |
Research and development expenses | 8,422 | 6,006 | 23,501 | 22,027 |
Restructuring charges | 1,712 | 602 | 7,027 | 4,932 |
Gain on sale of assets | 104 | 0 | (274) | 0 |
Income from continuing operations before interest, extinguishment of debt and taxes | 16,987 | 21,073 | 42,209 | 50,430 |
Interest, net | (29,612) | (19,457) | (72,367) | (56,591) |
Loss on extinguishment of debt | 0 | 0 | ||
Income from continuing operations before taxes | 46,599 | 40,530 | 114,576 | 107,021 |
(Benefit) taxes on (loss) income from continuing operations | 13,166 | 7,582 | 39,347 | 33,491 |
Equity in net income of consolidated subsidiaries | 57,837 | 49,885 | 179,342 | 161,539 |
Income from continuing operations | 91,270 | 82,833 | 254,571 | 235,069 |
Operating income from discontinued operations | 0 | 0 | 0 | 0 |
Tax on income from discontinued operations | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations | 0 | 0 | 0 | 0 |
Net income | 82,833 | 254,571 | 235,069 | |
Less: Income from continuing operations attributable to noncontrolling interest | 0 | 0 | 0 | |
Net income attributable to common shareholders | 91,270 | 82,833 | 254,571 | 235,069 |
Other comprehensive income (loss) attributable to common shareholders | (501) | (32,855) | 8,387 | (94,601) |
Comprehensive income attributable to common shareholders | 90,769 | 49,978 | 262,958 | 140,468 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | 281,258 | 270,084 | 833,390 | 805,243 |
Cost of goods sold | 147,240 | 153,207 | 427,200 | 443,180 |
Gross profit | 134,018 | 116,877 | 406,190 | 362,063 |
Selling, general and administrative expenses | 48,285 | 46,471 | 139,641 | 141,252 |
Research and development expenses | 6,466 | 6,565 | 19,072 | 16,871 |
Restructuring charges | 935 | 58 | 5,469 | 756 |
Gain on sale of assets | (173) | (408) | (1,192) | (408) |
Income from continuing operations before interest, extinguishment of debt and taxes | 78,505 | 64,191 | 243,200 | 203,592 |
Interest, net | 1,041 | 1,194 | 3,088 | 3,666 |
Loss on extinguishment of debt | 0 | 0 | ||
Income from continuing operations before taxes | 77,464 | 62,997 | 240,112 | 199,926 |
(Benefit) taxes on (loss) income from continuing operations | 12,437 | 8,053 | 36,210 | 31,260 |
Equity in net income of consolidated subsidiaries | 183 | 211 | 526 | 430 |
Income from continuing operations | 65,210 | 55,155 | 204,428 | 169,096 |
Operating income from discontinued operations | 0 | (4) | 379 | 0 |
Tax on income from discontinued operations | 43 | 39 | 61 | 120 |
Income (loss) from discontinued operations | (43) | (43) | 318 | (120) |
Net income | 55,112 | 204,746 | 168,976 | |
Less: Income from continuing operations attributable to noncontrolling interest | 28 | 464 | 692 | |
Net income attributable to common shareholders | 65,167 | 55,084 | 204,282 | 168,284 |
Other comprehensive income (loss) attributable to common shareholders | 1,243 | (26,073) | 12,277 | (101,461) |
Comprehensive income attributable to common shareholders | 66,410 | 29,011 | 216,559 | 66,823 |
Consolidation, Eliminations | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | (96,220) | (95,990) | (289,247) | (283,538) |
Cost of goods sold | (96,246) | (97,273) | (285,547) | (278,689) |
Gross profit | 26 | 1,283 | (3,700) | (4,849) |
Selling, general and administrative expenses | (29) | 106 | 470 | 23 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring charges | 0 | 0 | 0 | 0 |
Gain on sale of assets | 0 | 0 | 0 | 0 |
Income from continuing operations before interest, extinguishment of debt and taxes | 55 | 1,177 | (4,170) | (4,872) |
Interest, net | 0 | 0 | 0 | 0 |
Loss on extinguishment of debt | 0 | 0 | ||
Income from continuing operations before taxes | 55 | 1,177 | (4,170) | (4,872) |
(Benefit) taxes on (loss) income from continuing operations | (72) | 270 | (481) | (1,000) |
Equity in net income of consolidated subsidiaries | (156,564) | (138,824) | (455,164) | (399,481) |
Income from continuing operations | (156,437) | (137,917) | (458,853) | (403,353) |
Operating income from discontinued operations | 0 | 0 | 0 | 0 |
Tax on income from discontinued operations | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations | 0 | 0 | 0 | 0 |
Net income | (137,917) | (458,853) | (403,353) | |
Less: Income from continuing operations attributable to noncontrolling interest | 0 | 0 | 0 | |
Net income attributable to common shareholders | (156,437) | (137,917) | (458,853) | (403,353) |
Other comprehensive income (loss) attributable to common shareholders | (742) | 58,928 | (20,664) | 196,062 |
Comprehensive income attributable to common shareholders | $ (157,179) | $ (78,989) | $ (479,517) | $ (207,291) |
Condensed consolidating guara71
Condensed consolidating guarantor financial information - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 31, 2015 | Sep. 27, 2015 | Dec. 31, 2014 |
Current assets | ||||
Cash and cash equivalents | $ 499,459 | $ 338,366 | $ 276,463 | $ 303,236 |
Accounts receivable, net | 261,833 | 262,416 | ||
Accounts receivable from consolidated subsidiaries | 0 | 0 | ||
Inventories, net | 341,830 | 330,275 | ||
Prepaid expenses and other current assets | 34,354 | 34,915 | ||
Prepaid taxes | 22,259 | 30,895 | ||
Assets held for sale | 4,137 | 6,972 | ||
Total current assets | 1,163,872 | 1,003,839 | ||
Property, plant and equipment, net | 322,019 | 316,123 | ||
Goodwill | 1,305,078 | 1,295,852 | ||
Intangible assets, net | 1,164,644 | 1,199,975 | ||
Investments in affiliates | 27 | 152 | ||
Deferred tax assets | 2,792 | 2,341 | ||
Notes receivable and other amounts due from consolidated subsidiaries | 0 | 0 | ||
Other assets | 43,237 | 53,492 | ||
Total assets | 4,001,669 | 3,871,774 | ||
Current liabilities | ||||
Current borrowings | 181,895 | 417,350 | ||
Accounts payable | 70,246 | 66,305 | ||
Accounts payable to consolidated subsidiaries | 0 | 0 | ||
Accrued expenses | 68,972 | 64,017 | ||
Current portion of contingent consideration | 7,539 | 7,291 | ||
Payroll and benefit-related liabilities | 81,746 | 84,658 | ||
Accrued interest | 12,611 | 7,480 | ||
Income taxes payable | 11,271 | 8,059 | ||
Other current liabilities | 18,122 | 8,960 | ||
Total current liabilities | 452,402 | 664,120 | ||
Long-term borrowings | 849,967 | 641,850 | ||
Deferred tax liabilities | 311,390 | 315,983 | ||
Pension and postretirement benefit liabilities | 131,222 | 149,441 | ||
Noncurrent liability for uncertain tax positions | 26,693 | 40,400 | ||
Notes payable and other amounts due to consolidated subsidiaries | 0 | 0 | ||
Other liabilities | 60,073 | 48,887 | ||
Total liabilities | 1,831,747 | 1,860,681 | ||
Total common shareholders' equity | 2,169,922 | 2,009,272 | ||
Noncontrolling interest | 0 | 1,821 | ||
Total equity | 2,169,922 | 2,011,093 | ||
Total liabilities and equity | 4,001,669 | 3,871,774 | ||
Reportable Legal Entities | Parent Company | ||||
Current assets | ||||
Cash and cash equivalents | 33,460 | 21,612 | 37,898 | 27,996 |
Accounts receivable, net | 2,478 | 2,538 | ||
Accounts receivable from consolidated subsidiaries | 4,610 | 5,276 | ||
Inventories, net | 0 | 0 | ||
Prepaid expenses and other current assets | 8,929 | 10,511 | ||
Prepaid taxes | 5,154 | 16,686 | ||
Assets held for sale | 0 | 2,901 | ||
Total current assets | 54,631 | 59,524 | ||
Property, plant and equipment, net | 2,654 | 2,931 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investments in affiliates | 6,005,108 | 5,724,226 | ||
Deferred tax assets | 90,853 | 91,432 | ||
Notes receivable and other amounts due from consolidated subsidiaries | 1,362,709 | 1,358,446 | ||
Other assets | 22,446 | 22,602 | ||
Total assets | 7,538,401 | 7,259,161 | ||
Current liabilities | ||||
Current borrowings | 131,895 | 374,050 | ||
Accounts payable | 3,960 | 1,945 | ||
Accounts payable to consolidated subsidiaries | 2,232,673 | 2,478,109 | ||
Accrued expenses | 15,920 | 15,399 | ||
Current portion of contingent consideration | 0 | 0 | ||
Payroll and benefit-related liabilities | 18,562 | 21,617 | ||
Accrued interest | 12,592 | 7,455 | ||
Income taxes payable | 0 | 0 | ||
Other current liabilities | 2,413 | 1,300 | ||
Total current liabilities | 2,418,015 | 2,899,875 | ||
Long-term borrowings | 849,967 | 641,850 | ||
Deferred tax liabilities | 0 | 0 | ||
Pension and postretirement benefit liabilities | 83,905 | 100,355 | ||
Noncurrent liability for uncertain tax positions | 1,749 | 1,151 | ||
Notes payable and other amounts due to consolidated subsidiaries | 1,991,921 | 1,585,727 | ||
Other liabilities | 22,922 | 20,931 | ||
Total liabilities | 5,368,479 | 5,249,889 | ||
Total common shareholders' equity | 2,169,922 | 2,009,272 | ||
Noncontrolling interest | 0 | |||
Total equity | 2,009,272 | |||
Total liabilities and equity | 7,538,401 | 7,259,161 | ||
Reportable Legal Entities | Guarantor Subsidiaries | ||||
Current assets | ||||
Cash and cash equivalents | 1,024 | 0 | 40 | 0 |
Accounts receivable, net | 6,249 | 4,326 | ||
Accounts receivable from consolidated subsidiaries | 2,167,693 | 2,412,079 | ||
Inventories, net | 209,912 | 205,163 | ||
Prepaid expenses and other current assets | 5,976 | 4,702 | ||
Prepaid taxes | 0 | 0 | ||
Assets held for sale | 0 | 0 | ||
Total current assets | 2,390,854 | 2,626,270 | ||
Property, plant and equipment, net | 163,396 | 174,674 | ||
Goodwill | 708,805 | 705,753 | ||
Intangible assets, net | 691,398 | 762,084 | ||
Investments in affiliates | 1,544,772 | 1,360,045 | ||
Deferred tax assets | 0 | 0 | ||
Notes receivable and other amounts due from consolidated subsidiaries | 2,067,932 | 1,658,092 | ||
Other assets | 6,704 | 6,615 | ||
Total assets | 7,573,861 | 7,293,533 | ||
Current liabilities | ||||
Current borrowings | 0 | 0 | ||
Accounts payable | 32,551 | 27,527 | ||
Accounts payable to consolidated subsidiaries | 236,780 | 201,400 | ||
Accrued expenses | 17,603 | 22,281 | ||
Current portion of contingent consideration | 7,539 | 7,291 | ||
Payroll and benefit-related liabilities | 23,679 | 29,305 | ||
Accrued interest | 0 | 0 | ||
Income taxes payable | 0 | 0 | ||
Other current liabilities | 3,042 | 2,679 | ||
Total current liabilities | 321,194 | 290,483 | ||
Long-term borrowings | 0 | 0 | ||
Deferred tax liabilities | 370,943 | 376,738 | ||
Pension and postretirement benefit liabilities | 31,376 | 32,274 | ||
Noncurrent liability for uncertain tax positions | 17,899 | 17,722 | ||
Notes payable and other amounts due to consolidated subsidiaries | 1,237,297 | 1,253,189 | ||
Other liabilities | 24,812 | 15,685 | ||
Total liabilities | 2,003,521 | 1,986,091 | ||
Total common shareholders' equity | 5,570,340 | 5,307,442 | ||
Noncontrolling interest | 0 | |||
Total equity | 5,307,442 | |||
Total liabilities and equity | 7,573,861 | 7,293,533 | ||
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||
Current assets | ||||
Cash and cash equivalents | 464,975 | 316,754 | 238,525 | 275,240 |
Accounts receivable, net | 249,190 | 251,166 | ||
Accounts receivable from consolidated subsidiaries | 330,802 | 289,697 | ||
Inventories, net | 160,241 | 149,705 | ||
Prepaid expenses and other current assets | 15,784 | 16,037 | ||
Prepaid taxes | 17,105 | 14,622 | ||
Assets held for sale | 4,137 | 4,071 | ||
Total current assets | 1,242,234 | 1,042,052 | ||
Property, plant and equipment, net | 155,969 | 138,518 | ||
Goodwill | 596,273 | 590,099 | ||
Intangible assets, net | 473,246 | 437,891 | ||
Investments in affiliates | 23,335 | 23,065 | ||
Deferred tax assets | 6,947 | 8,042 | ||
Notes receivable and other amounts due from consolidated subsidiaries | 0 | 0 | ||
Other assets | 14,087 | 24,275 | ||
Total assets | 2,512,091 | 2,263,942 | ||
Current liabilities | ||||
Current borrowings | 50,000 | 43,300 | ||
Accounts payable | 33,735 | 36,833 | ||
Accounts payable to consolidated subsidiaries | 33,652 | 27,543 | ||
Accrued expenses | 35,449 | 26,337 | ||
Current portion of contingent consideration | 0 | 0 | ||
Payroll and benefit-related liabilities | 39,505 | 33,736 | ||
Accrued interest | 19 | 25 | ||
Income taxes payable | 11,424 | 8,144 | ||
Other current liabilities | 12,667 | 4,981 | ||
Total current liabilities | 216,451 | 180,899 | ||
Long-term borrowings | 0 | 0 | ||
Deferred tax liabilities | 35,455 | 36,378 | ||
Pension and postretirement benefit liabilities | 15,941 | 16,812 | ||
Noncurrent liability for uncertain tax positions | 7,045 | 21,527 | ||
Notes payable and other amounts due to consolidated subsidiaries | 201,423 | 177,622 | ||
Other liabilities | 12,339 | 12,271 | ||
Total liabilities | 488,654 | 445,509 | ||
Total common shareholders' equity | 2,023,437 | 1,816,612 | ||
Noncontrolling interest | 1,821 | |||
Total equity | 1,818,433 | |||
Total liabilities and equity | 2,512,091 | 2,263,942 | ||
Consolidation, Eliminations | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 3,916 | 4,386 | ||
Accounts receivable from consolidated subsidiaries | (2,503,105) | (2,707,052) | ||
Inventories, net | (28,323) | (24,593) | ||
Prepaid expenses and other current assets | 3,665 | 3,665 | ||
Prepaid taxes | 0 | (413) | ||
Assets held for sale | 0 | 0 | ||
Total current assets | (2,523,847) | (2,724,007) | ||
Property, plant and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investments in affiliates | (7,573,188) | (7,107,184) | ||
Deferred tax assets | (95,008) | (97,133) | ||
Notes receivable and other amounts due from consolidated subsidiaries | (3,430,641) | (3,016,538) | ||
Other assets | 0 | 0 | ||
Total assets | (13,622,684) | (12,944,862) | ||
Current liabilities | ||||
Current borrowings | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Accounts payable to consolidated subsidiaries | (2,503,105) | (2,707,052) | ||
Accrued expenses | 0 | 0 | ||
Current portion of contingent consideration | 0 | 0 | ||
Payroll and benefit-related liabilities | 0 | 0 | ||
Accrued interest | 0 | 0 | ||
Income taxes payable | (153) | (85) | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (2,503,258) | (2,707,137) | ||
Long-term borrowings | 0 | 0 | ||
Deferred tax liabilities | (95,008) | (97,133) | ||
Pension and postretirement benefit liabilities | 0 | 0 | ||
Noncurrent liability for uncertain tax positions | 0 | 0 | ||
Notes payable and other amounts due to consolidated subsidiaries | (3,430,641) | (3,016,538) | ||
Other liabilities | 0 | 0 | ||
Total liabilities | (6,028,907) | (5,820,808) | ||
Total common shareholders' equity | (7,593,777) | (7,124,054) | ||
Noncontrolling interest | 0 | |||
Total equity | (7,124,054) | |||
Total liabilities and equity | $ (13,622,684) | $ (12,944,862) |
Condensed consolidating guara72
Condensed consolidating guarantor financial information - Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 25, 2016 | Sep. 27, 2015 | |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | ||
Net cash (used in) provided by operating activities from continuing operations | $ 301,598 | $ 176,760 |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | (35,912) | (45,566) |
Proceeds from sale of assets | 9,792 | 408 |
Payments for businesses and intangibles acquired, net of cash acquired | (14,040) | (63,451) |
Investments in affiliates | 0 | |
Net cash used in investing activities from continuing operations | (40,160) | (108,609) |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 671,700 | 288,100 |
Reduction in borrowings | (714,487) | (303,627) |
Debt extinguishment, issuance and amendment fees | (8,958) | (9,017) |
Net proceeds from share based compensation plans and the related tax impacts | 7,647 | 4,815 |
Payments to noncontrolling interest shareholders | (464) | (833) |
Payments for contingent consideration | (133) | (7,974) |
Proceeds from issuance of shares | 0 | |
Payments for acquisition of noncontrolling interest | (9,231) | 0 |
Dividends paid | (43,980) | (42,382) |
Intercompany transactions | 0 | 0 |
Intercompany dividends paid | 0 | 0 |
Net cash used in financing activities from continuing operations | (97,906) | (70,918) |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | (1,451) | (1,954) |
Net cash used in discontinued operations | (1,451) | (1,954) |
Effect of exchange rate changes on cash and cash equivalents | (988) | (22,052) |
Net increase (decrease) in cash and cash equivalents | 161,093 | (26,773) |
Cash and cash equivalents at the beginning of the period | 338,366 | 303,236 |
Cash and cash equivalents at the end of the period | 499,459 | 276,463 |
Reportable Legal Entities | Parent Company | ||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | ||
Net cash (used in) provided by operating activities from continuing operations | (72,542) | (124,131) |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | (191) | (122) |
Proceeds from sale of assets | 5,607 | 408 |
Payments for businesses and intangibles acquired, net of cash acquired | 0 | 0 |
Investments in affiliates | 0 | |
Net cash used in investing activities from continuing operations | 5,416 | 286 |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 665,000 | 288,100 |
Reduction in borrowings | (714,487) | (303,627) |
Debt extinguishment, issuance and amendment fees | (8,958) | (9,017) |
Net proceeds from share based compensation plans and the related tax impacts | 7,647 | 4,815 |
Payments to noncontrolling interest shareholders | 0 | 0 |
Payments for contingent consideration | 0 | 0 |
Proceeds from issuance of shares | 0 | |
Payments for acquisition of noncontrolling interest | 0 | |
Dividends paid | (43,980) | (42,382) |
Intercompany transactions | 175,203 | 196,963 |
Intercompany dividends paid | 0 | 0 |
Net cash used in financing activities from continuing operations | 80,425 | 134,852 |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | (1,451) | (1,105) |
Net cash used in discontinued operations | (1,451) | (1,105) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 11,848 | 9,902 |
Cash and cash equivalents at the beginning of the period | 21,612 | 27,996 |
Cash and cash equivalents at the end of the period | 33,460 | 37,898 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | ||
Net cash (used in) provided by operating activities from continuing operations | 123,249 | 88,937 |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | (15,713) | (25,072) |
Proceeds from sale of assets | 49,571 | 0 |
Payments for businesses and intangibles acquired, net of cash acquired | (10,305) | (30,336) |
Investments in affiliates | 0 | |
Net cash used in investing activities from continuing operations | 23,553 | (55,408) |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 0 | 0 |
Reduction in borrowings | 0 | 0 |
Debt extinguishment, issuance and amendment fees | 0 | 0 |
Net proceeds from share based compensation plans and the related tax impacts | 0 | 0 |
Payments to noncontrolling interest shareholders | 0 | 0 |
Payments for contingent consideration | (133) | (7,974) |
Proceeds from issuance of shares | 121,850 | |
Payments for acquisition of noncontrolling interest | 0 | |
Dividends paid | 0 | 0 |
Intercompany transactions | (145,645) | (147,365) |
Intercompany dividends paid | 0 | 0 |
Net cash used in financing activities from continuing operations | (145,778) | (33,489) |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | 0 | 0 |
Net cash used in discontinued operations | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 1,024 | 40 |
Cash and cash equivalents at the beginning of the period | 0 | 0 |
Cash and cash equivalents at the end of the period | 1,024 | 40 |
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | ||
Net cash (used in) provided by operating activities from continuing operations | 253,166 | 214,314 |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | (20,008) | (20,372) |
Proceeds from sale of assets | 1,451 | 0 |
Payments for businesses and intangibles acquired, net of cash acquired | (50,572) | (33,115) |
Investments in affiliates | (121,850) | |
Net cash used in investing activities from continuing operations | (69,129) | (175,337) |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 6,700 | 0 |
Reduction in borrowings | 0 | 0 |
Debt extinguishment, issuance and amendment fees | 0 | 0 |
Net proceeds from share based compensation plans and the related tax impacts | 0 | 0 |
Payments to noncontrolling interest shareholders | (464) | (833) |
Payments for contingent consideration | 0 | 0 |
Proceeds from issuance of shares | 0 | |
Payments for acquisition of noncontrolling interest | (9,231) | |
Dividends paid | 0 | 0 |
Intercompany transactions | (29,558) | (49,598) |
Intercompany dividends paid | (2,275) | (2,360) |
Net cash used in financing activities from continuing operations | (34,828) | (52,791) |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | 0 | (849) |
Net cash used in discontinued operations | 0 | (849) |
Effect of exchange rate changes on cash and cash equivalents | (988) | (22,052) |
Net increase (decrease) in cash and cash equivalents | 148,221 | (36,715) |
Cash and cash equivalents at the beginning of the period | 316,754 | 275,240 |
Cash and cash equivalents at the end of the period | 464,975 | 238,525 |
Consolidation, Eliminations | ||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | ||
Net cash (used in) provided by operating activities from continuing operations | (2,275) | (2,360) |
Cash flows from investing activities of continuing operations: | ||
Expenditures for property, plant and equipment | 0 | 0 |
Proceeds from sale of assets | (46,837) | 0 |
Payments for businesses and intangibles acquired, net of cash acquired | 46,837 | 0 |
Investments in affiliates | 121,850 | |
Net cash used in investing activities from continuing operations | 0 | 121,850 |
Cash flows from financing activities of continuing operations: | ||
Proceeds from new borrowings | 0 | 0 |
Reduction in borrowings | 0 | 0 |
Debt extinguishment, issuance and amendment fees | 0 | 0 |
Net proceeds from share based compensation plans and the related tax impacts | 0 | 0 |
Payments to noncontrolling interest shareholders | 0 | 0 |
Payments for contingent consideration | 0 | 0 |
Proceeds from issuance of shares | (121,850) | |
Payments for acquisition of noncontrolling interest | 0 | |
Dividends paid | 0 | 0 |
Intercompany transactions | 0 | 0 |
Intercompany dividends paid | 2,275 | 2,360 |
Net cash used in financing activities from continuing operations | 2,275 | (119,490) |
Cash flows from discontinued operations: | ||
Net cash used in operating activities | 0 | 0 |
Net cash used in discontinued operations | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at the beginning of the period | 0 | 0 |
Cash and cash equivalents at the end of the period | $ 0 | $ 0 |