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Stockholders' Equity and Noncontrolling Interests
12 Months Ended
Dec. 27, 2019
Noncontrolling Interest [Abstract]  
Stockholders' Equity and Noncontrolling Interests

10. STOCKHOLDERS’ EQUITY AND NONCONTROLLING INTERESTS

Common Stock Offering

In February 2018, the Company completed an underwritten public offering of 4,761,905 shares of its common stock with net proceeds of approximately $94.3 million, after deducting the underwriting discounts and offering expenses of $0.7 million.

Noncontrolling Interests

QGT owns 51.0% of the outstanding shares of Cinos Korea that provides outsourced cleaning and recycling of precision parts for the semiconductor industry through its operating facilities in South Korea and, through a 60.0% interest in a joint venture with Cinos China. QGT is obligated to purchase shares held by two other shareholders of Cinos Korea representing a combined 35.0% interest. QGT accounted for this unconditional obligation as an assumed liability and derecognized any noncontrolling interest related to the 35%, which brings its controlling interest up to 86%.  

 

The carrying value of the remaining 14.0% interest held by others in Cinos Korea and the 40.0% interest in the China joint venture are presented as noncontrolling interests in the accompanying consolidated financial statements. The fair values of the noncontrolling interests were estimated based on the values of Cinos Korea and Cinos China on a 100.0% basis. The values were calculated based on the pro-rata portion of total 2019 QGT earnings before interest expense, taxes, depreciation and amortization ("EBITDA") contributed by each entity. Management indicated that each entity's pro-rata portion of EBITDA was reasonably reflective of each entity's invested capital value at the acquisition date.

 

The Company is obligated to purchase shares owned by a Cinos Korea shareholder at a fixed price per share, while the purchase price per share for the other shareholder is the greater of the then fair value of the stock and the fixed price per share (floor). The Company has a firm obligation to purchase the shares and a call option, while the two shareholders have a put option. Accordingly, the fair value of the obligation of $6.8 million has been recorded as a non-current liability in the accompanying consolidated balance sheets and represents a Level 3 measurement as discussed in Note 1 of the Company’s Consolidated Financial Statements. The agreement with Cinos Korea allows for the purchase obligation to become due in December 2022, and once completed, the Company will own 86% of Cinos Korea.