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Restructuring, Acquisition and Divestiture Related Costs
12 Months Ended
Dec. 31, 2016
Restructuring And Related Activities [Abstract]  
Restructuring, Acquisition and Divestiture Related Costs

14. Restructuring, Acquisition and Divestiture Related Costs

The following table summarizes restructuring, acquisition and divestiture related costs recorded in the accompanying consolidated statements of operations (in thousands):

 

 

Year Ended December 31,

 

 

2016

 

 

2015

 

 

2014

 

2016 restructuring

$

3,049

 

 

$

3,148

 

 

$

 

2015 restructuring

 

 

 

 

1,484

 

 

 

 

2013 restructuring

 

 

 

 

 

 

 

25

 

2011 restructuring

 

(79

)

 

 

1,208

 

 

 

389

 

Total restructuring charges

$

2,970

 

 

$

5,840

 

 

$

414

 

Acquisition and related charges

$

4,975

 

 

$

1,301

 

 

$

1,521

 

Divestiture related charges

 

 

 

 

1,113

 

 

 

 

Total acquisition and divestiture related charges

$

4,975

 

 

$

2,414

 

 

$

1,521

 

Total restructuring, acquisition and divestiture related costs

$

7,945

 

 

$

8,254

 

 

$

1,935

 

 

2016 Restructuring

During the third quarter of 2015, the Company initiated the 2016 restructuring program, which includes consolidating certain of our manufacturing operations to optimize our facility footprint and better utilize resources, and reducing redundant costs due to productivity cost savings and business volume reductions. Restructuring costs incurred in 2016 of $2.4 million, $(0.2) million and $0.8 million were related to severance, facility, and other, respectively. We substantially completed the 2016 restructuring program during the second quarter of 2016. In August 2016, the Company sold our facility in Chatsworth, California for a net cash consideration of $3.4 million and recognized a gain on sale of $1.6 million as part of restructuring, acquisition and divestiture related costs. As of December 31, 2016, the Company incurred cumulative costs related to this restructuring plan totaling $6.2 million, net of the gain on sale of the Chatsworth, California facility. The Company expects to incur additional restructuring charges of $0.2 million to $0.3 million related to the 2016 restructuring plan in the next twelve months.

The following table summarizes restructuring costs associated with the 2016 restructuring program for each segment and unallocated corporate costs (in thousands):

 

 

Year Ended

 

 

Year Ended

 

 

Cumulative Costs as of

 

 

December 31, 2016

 

 

December 31, 2015

 

 

December 31, 2016

 

Photonics

$

813

 

 

$

55

 

 

$

868

 

Vision

 

1,862

 

 

 

2,200

 

 

 

4,062

 

Precision Motion

 

106

 

 

 

833

 

 

 

939

 

Unallocated Corporate and Shared Services

 

268

 

 

 

60

 

 

 

328

 

Total

$

3,049

 

 

$

3,148

 

 

$

6,197

 

 

2015 Restructuring

During the first quarter of 2015, the Company implemented a program to eliminate redundant costs, as a result of acquisition and divestiture activities, to better align our operations to our strategic growth plans, to further integrate our business lines, and as a consequence of our productivity initiatives. Restructuring costs incurred in 2015 of $1.4 million and $0.1 million were related to severance and other, respectively. The plan was completed during 2015.

The following table summarizes the total costs for each segment and unallocated corporate costs related to the 2015 restructuring plan (in thousands):

 

 

Year Ended

 

 

December 31, 2015

 

Photonics

$

542

 

Vision

 

525

 

Precision Motion

 

79

 

Unallocated Corporate and Shared Services

 

338

 

Total

$

1,484

 

 

2011 Restructuring

In November 2011, the Company announced a strategic initiative (“2011 restructuring”) which aimed to consolidate operations to reduce the Company’s cost structure and improve operational efficiency. In total, eleven facilities have been exited as part of the 2011 restructuring plan. These eliminations resulted in the consolidation of the manufacturing facilities of the Scientific Lasers business and the optics products, the consolidation of the Company’s German operations into one facility, the consolidation of the laser scanners business into the Company’s Bedford, Massachusetts facility and the consolidation of the Company’s Japan operation into one facility. Included in the eleven facilities exited are five facilities exited as part of the Semiconductor and Laser Systems business divestitures. The restructuring costs for the Semiconductor and Laser Systems businesses have been excluded from the table below as they have been reported as part of the operating results from discontinued operations. The Company substantially completed the 2011 restructuring program in 2013. In March 2016, the Company sold our previously exited facility located in Orlando, Florida for cash at the net carrying value of $3.5 million. In December 2016, the lease agreement for the Company’s previously exited laser scanner business facility was terminated, which resulted in a benefit of $0.2 million. Restructuring costs from the 2011 restructuring program recognized in 2016 are primarily depreciation and other costs related to the Orlando, Florida facility and the previously exited laser scanners business facility.

The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2011 restructuring plan (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative

 

 

Year Ended December 31,

 

 

Costs as of

 

 

2016

 

 

2015

 

 

2014

 

 

December 31, 2016

 

Photonics

$

(188

)

 

$

 

 

$

(106

)

 

$

1,751

 

Vision

 

 

 

 

 

 

 

 

 

 

48

 

Precision Motion

 

 

 

 

 

 

 

 

 

 

122

 

Unallocated Corporate and Shared Services

 

109

 

 

 

1,208

 

 

 

495

 

 

 

3,262

 

Total

$

(79

)

 

$

1,208

 

 

$

389

 

 

$

5,183

 

 

Rollforward of Accrued Expenses Related to Restructuring

The following table summarizes the accrual activities, by component, related to the Company’s restructuring charges recorded in the accompanying consolidated balance sheets (in thousands):

 

 

Total

 

 

Severance

 

 

Facility

 

 

Depreciation

 

 

Other (b)

 

Balance at December 31, 2014

$

231

 

 

$

102

 

 

$

108

 

 

$

 

 

$

21

 

Restructuring charges

 

5,840

 

 

 

3,918

 

 

 

441

 

 

 

1,082

 

 

 

399

 

Cash payments

 

(3,126

)

 

 

(2,668

)

 

 

(156

)

 

 

 

 

 

(302

)

Non-cash write-offs and other adjustments

 

(1,063

)

 

 

6

 

 

 

13

 

 

 

(1,082

)

 

 

 

Balance at December 31, 2015

 

1,882

 

 

 

1,358

 

 

 

406

 

 

 

 

 

 

118

 

Restructuring charges (a)

 

4,929

 

 

 

2,738

 

 

 

777

 

 

 

616

 

 

 

798

 

Reserves reversed

 

(322

)

 

 

(322

)

 

 

 

 

 

 

 

 

 

Cash payments

 

(4,181

)

 

 

(3,170

)

 

 

(104

)

 

 

 

 

 

(907

)

Non-cash write-offs and other adjustments

 

(572

)

 

 

7

 

 

 

32

 

 

 

(616

)

 

 

5

 

Balance at December 31, 2016

$

1,736

 

 

$

611

 

 

$

1,111

 

 

$

 

 

$

14

 

 

 

(a)

Excludes $1.6 million of gain on sale of the Chatsworth, California facility.

 

(b)

Other restructuring charges mainly related to consulting fees and relocation costs.

The Company expects to make $1.0 million in cash payments during the twelve months ending December 31, 2017.

Acquisition and Divestiture Related Charges

Acquisition related costs incurred to effect a business combination, including finders’ fees, legal, valuation and other professional or consulting fees, totaled $2.5 million, $1.5 million, and $0.9 million during 2016, 2015, and 2014, respectively. Acquisition related costs recognized under earn-out agreements in connection with acquisitions totaled $2.5 million, $(0.2) million, and $0.6 million during 2016, 2015, and 2014, respectively. Expenses associated with divestiture activities of $1.1 million during 2015 included legal and professional fees directly related to the completion of the JK Lasers divestiture.