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Liabilities
3 Months Ended
Mar. 31, 2019
Liabilities  
Liabilities

Note 4 — Liabilities

 

Accrued Expenses and Other Current Liabilities

 

The components of accrued expenses and other current liabilities at March 31, 2019 and December 31, 2018 consist of:

 

 

 

 

 

 

 

 

 

 

March 31,

 

December 31,

 

    

2019

    

2018

 

 

(in thousands)

Payroll and related benefits

 

$

17,722

 

$

20,486

Warranty

 

 

7,226

 

 

7,852

Operating lease liabilities

 

 

4,797

 

 

 —

Interest

 

 

1,992

 

 

4,321

Professional fees

 

 

3,059

 

 

2,897

Sales, use, and other taxes

 

 

1,256

 

 

2,670

Restructuring liability

 

 

1,720

 

 

2,213

Other

 

 

6,268

 

 

6,011

Total

 

$

44,040

 

$

46,450

 

Warranty

 

Warranties are typically valid for one year from the date of system final acceptance, and Veeco estimates the costs that may be incurred under the warranty. Estimated warranty costs are determined by analyzing specific product and historical configuration statistics and regional warranty support costs and are affected by product failure rates, material usage, and labor costs incurred in correcting product failures during the warranty period. Unforeseen component failures or exceptional component performance can also result in changes to warranty costs. Changes in product warranty reserves for the three months ended March 31, 2019 include:

 

 

 

 

 

 

    

(in thousands)

Balance - December 31, 2018

 

$

7,852

Warranties issued

 

 

1,427

Consumption of reserves

 

 

(1,978)

Changes in estimate

 

 

(75)

Balance - March 31, 2019

 

$

7,226

 

Restructuring Accruals

 

During the second quarter of 2018, the Company initiated plans to further reduce excess capacity associated with the manufacture and support of the Company's advanced packaging lithography and 3D wafer inspection systems by consolidating these operations into its San Jose, California facility. As a result of this and other cost saving initiatives, the Company announced headcount reductions of approximately 40 employees. During the three months ended March 31, 2019, additional accruals were recognized and payments were made related to these restructuring initiatives.

 

The Company continued to record restructuring charges in the first quarter of 2019 in an effort to streamline operations, enhance efficiencies, and reduce costs.

 

 

 

 

 

 

 

 

 

 

 

    

Personnel

    

Facility

    

 

 

 

 

Severance and

 

Related Costs

 

 

 

 

 

Related Costs

 

and Other

 

Total

 

 

(in thousands)

Balance - December 31, 2018

 

$

2,143

 

$

70

 

$

2,213

Provision

 

 

1,320

 

 

110

 

 

1,430

Payments

 

 

(1,743)

 

 

(180)

 

 

(1,923)

Balance - March 31, 2019

 

$

1,720

 

$

 —

 

$

1,720

 

Customer Deposits and Deferred Revenue

 

Customer deposits totaled $26.6 million and $28.3 million at March 31, 2019 and December 31, 2018, respectively. Deferred revenue represents amounts billed, other than deposits, in excess of the revenue that can be recognized on a particular contract at the balance sheet date. Changes in deferred revenue were as follows:

 

 

 

 

 

 

 

(in thousands)

Balance - December 31, 2018

 

$

44,415

Deferral of revenue

 

 

792

Recognition of previously deferred revenue

 

 

(2,887)

Balance - March 31, 2019

 

$

42,320

 

As of March 31, 2019, the Company has approximately $68.5 million of remaining performance obligations on contracts with an original estimated duration of one year or more, of which approximately 65% is expected to be recognized within one year, with the remaining amounts expected to be recognized between one to three years. The Company has elected to exclude disclosures regarding remaining performance obligations that have an original expected duration of one year or less.

 

Convertible Senior Notes

 

On January 10, 2017, the Company issued $345.0 million of 2.70% convertible senior unsecured notes (the “Convertible Senior Notes”). The Company received net proceeds, after deducting underwriting discounts and fees and expenses payable by the Company, of approximately $335.8 million. The Convertible Senior Notes bear interest at a rate of 2.70% per year, payable semiannually in arrears on January 15 and July 15 of each year, commencing on July 15, 2017. The Convertible Senior Notes mature on January 15, 2023 (the “Maturity Date”), unless earlier purchased by the Company, redeemed, or converted.

 

The carrying value of the Convertible Senior Notes is as follows:

 

 

 

 

 

 

 

 

 

 

March 31,

 

December 31,

 

    

2019

    

2018

 

 

(in thousands)

Principal amount

 

$

345,000

 

$

345,000

Unamortized debt discount

 

 

(49,537)

 

 

(52,336)

Unamortized transaction costs

 

 

(4,990)

 

 

(5,272)

Net carrying value

 

$

290,473

 

$

287,392

 

Total interest expense related to the Convertible Senior Notes is as follows:

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31,

 

 

    

2019

    

2018

 

 

 

(in thousands)

 

Cash Interest Expense

 

 

  

 

 

  

 

Coupon interest expense

 

$

2,329

 

$

2,329

 

Non-Cash Interest Expense

 

 

  

 

 

  

 

Amortization of debt discount

 

 

2,799

 

 

2,598

 

Amortization of transaction costs

 

 

282

 

 

261

 

Total Interest Expense

 

$

5,410

 

$

5,188

 

 

The Company determined the Convertible Senior Notes is a Level 2 liability in the fair value hierarchy and estimated its fair value as $295.0 million at March 31, 2019.

 

Other Liabilities

 

As part of the acquisition of Ultratech, the Company assumed an executive non-qualified deferred compensation plan that allowed qualifying executives to defer cash compensation. The plan was frozen at the time of acquisition and no further contributions have been made. At March 31, 2019 and December 31, 2018, plan assets approximated $3.4 million and $3.2 million, respectively, representing the cash surrender value of life insurance policies and is included within “Other assets” in the Consolidated Balance Sheets, while plan liabilities approximated $2.9 million and $3.5 million, respectively, and is included within “Other liabilities” in the Consolidated Balance Sheets. Other liabilities at both March 31, 2019 and December 31, 2018 also includes asset retirement obligations of $3.2 million, medical and dental benefits of $2.2 million, and income tax payables of $1.0 million.