Income Taxes

12 Months Ended

Dec. 31, 2018

Note 10—Income Taxes
Income tax expense (benefit) based on income before income taxes consisted of the following:
			Year Ended December 31,
(in thousands)				2018		2017		2016
					(as adjusted)
	Current:
		U.S. Federal	$	(14,831)	$	85,633	$	(1,032)
		State and local		10,110		804		498
		Foreign		29,817		9,047		(2,379)
				25,096		95,484		(2,913)
	Deferred:
		U.S. Federal		(249)		8,337		5,261
		State and local		(550)		(213)		1,196
		Foreign		8,427		(702)		1,933
				7,628		7,422		8,390
			$	32,724	$	102,906	$	5,477

Worldwide income (loss) before income taxes consisted of the following:
			Year Ended December 31,
(in thousands)			2018		2017		2016
				(as adjusted)
	United States	$	(23,645)	$	(14,984)	$	9,994
	Foreign		79,186		85,989		59,416
		$	55,541	$	71,005	$	69,410

Income tax expense differed from the amounts computed by applying the U.S. Federal statutory income tax rate to income before income taxes as a result of the following:

				Year Ended December 31,
(in thousands)				2018		2017		2016
					(as adjusted)
	Tax at statutory rate		$	11,664	$	24,852	$	24,294
	State taxes, net of federal tax effect			7,553		384		1,102
	Effect of foreign operations and tax incentives			(11,945)		(20,703)		(15,496)
	Change in valuation allowance			2,114		(203)		(1,152)
	Excess tax-benefits of stock-based compensation			(143)		(1,658)		—
	Provisional impact of U.S. Tax Reform			(4,353)		97,707		—
	Impact of cash repatriation			21,612		—		—
	GILTI			3,206		—		—
	Losses in foreign jurisdictions for which no benefit has
		been provided		1,423		106		2,106
	Change in uncertain tax benefits reserve			(317)		—		(8,270)
	Other			1,910		2,421		2,893
	Total income tax expense		$	32,724	$	102,906	$	5,477

The U.S. Tax Cuts and Jobs Act (U.S. Tax Reform), which was signed into law on December 22, 2017, significantly changed U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system, adding a global intangible taxation regime and imposing a transition (Transition Tax) tax on deemed repatriated cumulative earnings of foreign subsidiaries. The U.S. Tax Reform reduced the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. The Company recorded the effects of the changes in the tax rate in our deferred tax assets and liabilities as of December 31, 2017.

To minimize tax base erosion with a territorial tax system, the U.S. Tax Reform enacted a new global intangible low-taxed income (GILTI) provision that requires the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiaries tangible assets. The taxable earnings can be offset by a limited deemed paid foreign tax credit with no carrybacks or carryforwards available. The Company is subject to the GILTI provisions. The Company elected to account for the GILTI as a period cost and include the effect in the period in which it is incurred and not include it as a factor in the determination of deferred taxes.

On December 22, 2017, additional guidance was issued on accounting for the tax effects of the U.S. Tax Reform (Staff Accounting Bulletin No. 118 (SAB 118)). SAB 118 provided a measurement period that should not extend beyond one year from the U.S. Tax Reform enactment date for companies to complete their accounting. The Company recorded a provisional tax expense of $101.6 million for the Transition Tax, and recognized a provisional deferred tax benefit of $3.9 million for a total net expense of $97.7 million as of December 31, 2017. As of December 31, 2018, the Company has completed the accounting for the tax effects of U.S. Tax Reform within the period required from the enactment date. The Company recognized during the fourth quarter of 2018 after filing its U.S. income tax return, a discrete tax benefit adjustment of $6.4 million for the Transition Tax, and recorded a discrete tax expense adjustment of $2.0 million for the finalization of the deferred tax assets and liabilities for a net total adjustment of $4.4 million. These adjustments were based on additional analysis of undistributed cumulative foreign earnings, cumulative foreign taxes, changes in interpretations, and additional regulatory guidance that was issued during 2018 by the Internal Revenue Service (IRS).

As a result of the completed accounting for the Transition Tax, the Company determined that its total Transition Tax liability is currently $63.8 million after reduction for U.S. tax carryforward losses, U.S. tax credit carryforwards, and foreign tax credit carrybacks that are allowed to be utilized against the total liability. The Company intends to pay this liability over the remaining seven year payment period as prescribed by the U.S. Tax Reform and regulatory guidance issued by the IRS. $58.4 million of the Transition Tax liability is included in other long term liabilities.

During 2018, the Company repatriated $560.6 million of foreign earnings to the U.S. As of December 31, 2018, the Company has approximately $330 million in cumulative undistributed foreign earnings of its foreign subsidiaries. These earnings would not be subject to U.S. income tax, if distributed to the Company. The Company has changed its assertion on its foreign subsidiaries earnings that are permanently reinvested. A certain amount of earnings from specific foreign subsidiaries are permanently reinvested, and certain foreign earnings from other specific foreign subsidiaries is considered to be non-permanently reinvested and is available for immediate distribution to the Company. Income taxes have been accrued on the non-permanently reinvested foreign earnings including the 2017 Transition Tax, the U.S. tax on Global Intangible Low Taxed Income (GILTI), and any applicable local withholding taxes. The Company estimates that it has approximately $2.3 million of unrecognized deferred tax liability related to any remaining undistributed foreign earnings that have not already been subject to the 2017 Transition Tax, the U.S. tax on GILTI, and any applicable foreign income tax or local withholding taxes on cash distributions.

As a result of this change in assertion for undistributed earnings prior to December 31, 2017, the Company recorded a net tax expense of $21.6 million consisting of tax expense of $30.8 million relating to foreign withholding tax from Asia and a net benefit of $9.2 million for U.S. foreign tax credits to offset the foreign taxes paid during 2018. In addition, the Company recorded applicable U.S. state income tax expense net of federal benefits related to the cash repatriation. Also during 2018, the Company incurred a net $4.4 million benefit associated with finalizing the provisional impact of the U.S. Tax Reform described above as required by SAB 118, and incurred a $3.2 million tax expense as a result of GILTI.

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:

				December 31,
(in thousands)				2018			2017
					(as adjusted)
	Deferred tax assets:
		Carrying value of inventories	$	2,787		$	2,474
		Accrued liabilities and allowances deductible for tax purposes on a cash basis		6,108			6,387
		Goodwill		2,351			2,732
		Stock-based compensation		2,347			2,359
		Net operating loss carryforwards		20,028			22,096
		Tax credit carryforwards		1,923			2,007
		Other		4,373			5,924
				39,917			43,979
		Less: valuation allowance		(13,709)			(15,823)
		Net deferred tax assets		26,208			28,156

	Deferred tax liabilities:
		Plant and equipment, due to differences in depreciation		(7,617)			(8,543)
		Intangible assets, due to differences in amortization		(18,593)			(20,891)
		ASC 606 revenue recognition		(1,640)			(1,667)
		Foreign withholding tax		(9,212)			-
		Other		(991)			(1,715)
		Gross deferred tax liability		(38,053)			(32,816)
		Net deferred tax liability	$	(11,845)		$	(4,660)

	The net deferred tax liability is classified as follows:
		Long-term asset	$	2,478		$	4,034
		Long-term liability		(14,323)			(8,694)
		Total	$	(11,845)		$	(4,660)

All deferred taxes are classified as non-current on the balance sheet as of December 31, 2018 and 2017. All deferred tax assets and liabilities are offset and presented as a single net noncurrent amount by each tax jurisdiction.

The net change in the total valuation allowance for 2018, 2017 and 2016 was a $2.1 million decrease, a $0.2 million decrease and a $1.2 million decrease, respectively. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods which the deferred tax assets are deductible, management believes it is more likely than not the Company will realize the benefits of these deductible differences, net of the existing valuation allowances as of December 31, 2018.

As of December 31, 2018, the Company had $24.4 million in U.S. Federal operating loss carryforwards which will expire from 2025 to 2036; state operating loss carryforwards of approximately $67.0 million which will expire from 2019 to 2031; foreign operating loss carryforwards of approximately $24.8 million with indefinite carryforward periods; and foreign operating loss carryforwards of approximately $20.5 million which will expire at varying dates through 2028. The utilization of these net operating loss carryforwards is limited to the future operations of the Company in the tax jurisdictions in which such carryforwards arose. The Company has state tax credit carryforwards of $1.9 million which will expire at varying dates through 2036.

The Company has been granted certain tax incentives, including tax holidays, for its subsidiaries in China, Malaysia and Thailand that will expire at various dates, unless extended or otherwise renegotiated, through 2018 in China, 2021 in Malaysia and 2028 in Thailand, and are subject to certain conditions with which the Company expects to comply. The net impact of these tax incentives was to lower income tax expense for 2018, 2017, and 2016 by approximately $7.9 million (approximately $0.17 per diluted share), $7.2 million (approximately $0.15 per diluted share) and $6.7 million (approximately $0.13 per diluted share), respectively, as follows:

			Year Ended December 31,
(in thousands)			2018		2017		2016
	China	$	1,884	$	1,398	$	1,302
	Malaysia		3,287		4,295		2,346
	Thailand		2,715		1,545		3,068
		$	7,886	$	7,238	$	6,716

The Company must determine whether it is “more-likely-than-not” that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Once it is determined that a position meets the more-likely-than-not recognition threshold, the position is measured to determine the amount of benefit to recognize in the financial statements. As of December 31, 2018, the total amount of the reserve for uncertain tax benefits including interest and penalties was $0.4 million. A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows:

				December 31,
(in thousands)				2018		2017		2016
	Balance as of January 1		$	708	$	7,791	$	13,114
	Additions related to current year tax positions			137		220		—
	Decreases as a result of a lapse of applicable statute of
		limitations in current year		—		—		(5,079)
	Additions related to prior year tax positions			—		894		89
	Decreases related to prior year tax positions			(532)		(8,197)		(333)
	Balance as of December 31		$	313	$	708	$	7,791

During 2018, the Company released $0.5 million of uncertain tax benefits from an IRS audit related to the Secure Communication Systems, Inc. acquisition. During the first quarter of 2018, the IRS indicated that this examination of years 2013 to 2015 was closed. In addition, the IRS also notified the Company that the examination of the Company’s consolidated U.S. income tax return filings for 2014 was also closed with no additional tax costs. During 2017, the Company released $0.9 million of uncertain tax benefits related to the liquidation of a foreign subsidiary company. Also during 2017, the Company received a denial of its appeal to the local tax authorities related to an examination for a subsidiary in Thailand for the years 2004 to 2005. Consequently, the Company recorded $0.9 million of additional accruals for uncertain tax benefits. The Company decided not to challenge this decision and therefore, the $7.3 million reserve for uncertain tax benefits was written off. This decrease in the unrecognized tax benefit reserve did not impact the Company’s effective tax rate. The decrease in the reserve during 2016 of $5.1 million was a result of the expiration of the statute of limitations for a foreign subsidiary that was liquidated in 2011 and closed its operations in 2005.

The reserve is classified as a current or long-term liability in the consolidated balance sheet based on the Company’s expectation of when the items will be settled. The Company records interest expense and penalties accrued in relation to uncertain income tax benefits as a component of current income tax expense. The amount of accrued potential interest on unrecognized tax benefits included in the reserve as of December 31, 2018 is $0.1 million. The reserve for potential penalties is $17.0 thousand. The total amount of interest and penalties included in income tax expense was $0.1 million during 2018. The Company did not incur any interest and penalties in 2017 or 2016.

The Company and its subsidiaries in Brazil, China, Ireland, Malaysia, Mexico, the Netherlands, Romania, Singapore, Thailand and the United States remain open to examination by the various local taxing authorities, in total or in part, for fiscal years 2011 to 2018. Currently, the Company does not have any ongoing income tax examinations by any jurisdiction. During the course of such income tax examinations, disputes may occur as to matters of fact or law. Also, in most tax jurisdictions, the passage of time without examination will result in the expiration of applicable statutes of limitations thereby precluding examination of the tax period(s) for which such statute of limitation has expired. The Company believes that it has adequately provided for its tax liabilities.