Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 24, 2022 | Oct. 27, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 24, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-50307 | |
Entity Registrant Name | FormFactor, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3711155 | |
Entity Address, Address Line One | 7005 Southfront Road | |
Entity Address, City or Town | Livermore | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94551 | |
City Area Code | 925 | |
Local Phone Number | 290-4000 | |
Title of 12(b) Security | Common stock, $0.001 par value | |
Trading Symbol | FORM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 77,025,103 | |
Amendment Flag | false | |
Entity Central Index Key | 0001039399 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 120,602 | $ 151,010 |
Marketable securities | 130,991 | 125,055 |
Accounts receivable, net of allowance for credit losses of $190 and $195 | 110,497 | 115,541 |
Inventories, net | 132,029 | 111,548 |
Restricted cash | 1,263 | 2,233 |
Prepaid expenses and other current assets | 20,932 | 18,652 |
Total current assets | 516,314 | 524,039 |
Restricted cash | 1,840 | 2,099 |
Operating lease, right-of-use-assets | 31,508 | 35,210 |
Property, plant and equipment, net of accumulated depreciation | 163,384 | 146,555 |
Goodwill | 209,105 | 212,299 |
Intangibles, net | 28,208 | 36,342 |
Deferred tax assets | 67,775 | 61,995 |
Other assets | 4,229 | 1,981 |
Total assets | 1,022,363 | 1,020,520 |
Current liabilities: | ||
Accounts payable | 75,021 | 57,862 |
Accrued liabilities | 46,328 | 50,836 |
Current portion of term loans, net of unamortized issuance costs | 2,734 | 8,931 |
Deferred revenue | 31,974 | 23,224 |
Operating lease liabilities | 7,699 | 7,901 |
Total current liabilities | 163,756 | 148,754 |
Term loans, less current portion, net of unamortized issuance costs | 14,653 | 15,434 |
Deferred tax liabilities | 2,232 | 3,623 |
Long-term operating lease liabilities | 27,858 | 31,009 |
Other liabilities | 5,562 | 5,920 |
Total liabilities | 214,061 | 204,740 |
Stockholders’ equity: | ||
Common stock, $0.001 par value | 77 | 78 |
Additional paid-in capital | 843,453 | 898,945 |
Accumulated other comprehensive loss | (17,899) | (1,449) |
Accumulated deficit | (17,329) | (81,794) |
Total stockholders’ equity | 808,302 | 815,780 |
Total liabilities and stockholders’ equity | $ 1,022,363 | $ 1,020,520 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 190 | $ 195 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 77,265,099 | 78,240,506 |
Common stock, shares outstanding (in shares) | 77,265,099 | 78,240,506 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 180,869 | $ 189,964 | $ 581,950 | $ 564,676 |
Cost of revenues | 118,656 | 109,745 | 331,144 | 331,468 |
Gross profit | 62,213 | 80,219 | 250,806 | 233,208 |
Operating expenses: | ||||
Research and development | 26,549 | 26,026 | 82,000 | 75,526 |
Selling, general and administrative | 31,637 | 30,940 | 97,949 | 91,434 |
Total operating expenses | 58,186 | 56,966 | 179,949 | 166,960 |
Operating income | 4,027 | 23,253 | 70,857 | 66,248 |
Interest income | 709 | 121 | 1,147 | 463 |
Interest expense | (152) | (151) | (463) | (447) |
Other income, net | 1,041 | 58 | 1,784 | 36 |
Income before income taxes | 5,625 | 23,281 | 73,325 | 66,300 |
Provision for income taxes | 1,274 | 2,784 | 8,860 | 8,273 |
Net income | $ 4,351 | $ 20,497 | $ 64,465 | $ 58,027 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.06 | $ 0.26 | $ 0.83 | $ 0.75 |
Diluted (in dollars per share) | $ 0.06 | $ 0.26 | $ 0.82 | $ 0.73 |
Weighted-average number of shares used in per share calculations: | ||||
Basic (in shares) | 77,245 | 77,869 | 77,796 | 77,643 |
Diluted (in shares) | 77,688 | 79,029 | 78,492 | 79,190 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 4,351 | $ 20,497 | $ 64,465 | $ 58,027 |
Other comprehensive loss, net of tax: | ||||
Translation adjustments | (7,348) | (1,511) | (13,902) | (3,258) |
Unrealized losses on available-for-sale marketable securities | (674) | (62) | (2,425) | (290) |
Unrealized losses on derivative instruments | (881) | (323) | (123) | (638) |
Other comprehensive loss, net of tax: | (8,903) | (1,896) | (16,450) | (4,186) |
Comprehensive income (loss) | $ (4,552) | $ 18,601 | $ 48,015 | $ 53,841 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance (in shares) at Dec. 26, 2020 | 77,437,997 | ||||
Beginning balance at Dec. 26, 2020 | $ 744,084 | $ 78 | $ 903,838 | $ 5,886 | $ (165,718) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 378,584 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 9,809 | 9,809 | |||
Issuance of common stock pursuant to exercise of options (in shares) | 100,000 | ||||
Issuance of common stock pursuant to exercise of options | 844 | $ 0 | 844 | ||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax (in shares) | 910,838 | ||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (19,601) | $ 1 | (19,602) | ||
Purchase of common stock retired through repurchase program (in shares) | 620,200 | ||||
Purchase and retirement of common stock through repurchase program | (23,951) | $ (1) | (23,950) | ||
Stock-based compensation | 21,364 | 21,364 | |||
Other comprehensive income (loss) | (4,186) | (4,186) | |||
Net income | 58,027 | 58,027 | |||
Ending balance (in shares) at Sep. 25, 2021 | 78,207,219 | ||||
Ending balance at Sep. 25, 2021 | 786,390 | $ 78 | 892,303 | 1,700 | (107,691) |
Beginning balance (in shares) at Jun. 26, 2021 | 77,454,800 | ||||
Beginning balance at Jun. 26, 2021 | 769,547 | $ 77 | 894,062 | 3,596 | (128,188) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 149,800 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 4,744 | $ 0 | 4,744 | ||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax (in shares) | 602,619 | ||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (14,340) | $ 1 | (14,341) | ||
Stock-based compensation | 7,838 | 7,838 | |||
Other comprehensive income (loss) | (1,896) | (1,896) | |||
Net income | 20,497 | 20,497 | |||
Ending balance (in shares) at Sep. 25, 2021 | 78,207,219 | ||||
Ending balance at Sep. 25, 2021 | $ 786,390 | $ 78 | 892,303 | 1,700 | (107,691) |
Beginning balance (in shares) at Dec. 25, 2021 | 78,240,506 | 78,240,506 | |||
Beginning balance at Dec. 25, 2021 | $ 815,780 | $ 78 | 898,945 | (1,449) | (81,794) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 316,861 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 10,457 | 10,457 | |||
Issuance of common stock pursuant to exercise of options (in shares) | 6,000 | ||||
Issuance of common stock pursuant to exercise of options | 42 | 42 | |||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax (in shares) | 713,554 | ||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (15,563) | $ 1 | (15,564) | ||
Purchase of common stock retired through repurchase program (in shares) | 2,011,822 | ||||
Purchase and retirement of common stock through repurchase program | (73,478) | $ (2) | (73,476) | ||
Stock-based compensation | 23,049 | 23,049 | |||
Other comprehensive income (loss) | (16,450) | (16,450) | |||
Net income | $ 64,465 | 64,465 | |||
Ending balance (in shares) at Sep. 24, 2022 | 77,265,099 | 77,265,099 | |||
Ending balance at Sep. 24, 2022 | $ 808,302 | $ 77 | 843,453 | (17,899) | (17,329) |
Beginning balance (in shares) at Jun. 25, 2022 | 77,194,733 | ||||
Beginning balance at Jun. 25, 2022 | 829,985 | $ 77 | 860,584 | (8,996) | (21,680) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 159,219 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 4,812 | 4,812 | |||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax (in shares) | 479,478 | ||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (11,320) | $ 1 | (11,321) | ||
Purchase of common stock retired through repurchase program (in shares) | 568,331 | ||||
Purchase and retirement of common stock through repurchase program | (19,150) | $ (1) | (19,149) | ||
Stock-based compensation | 8,527 | 8,527 | |||
Other comprehensive income (loss) | (8,903) | (8,903) | |||
Net income | $ 4,351 | 4,351 | |||
Ending balance (in shares) at Sep. 24, 2022 | 77,265,099 | 77,265,099 | |||
Ending balance at Sep. 24, 2022 | $ 808,302 | $ 77 | $ 843,453 | $ (17,899) | $ (17,329) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 24, 2022 | Sep. 25, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 64,465 | $ 58,027 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 21,189 | 19,256 |
Amortization | 7,056 | 16,362 |
Reduction in the carrying amount of right-of-use assets | 5,900 | 5,412 |
Stock-based compensation expense | 21,873 | 21,585 |
Deferred income tax benefit | (6,881) | (873) |
Provision for excess and obsolete inventories | 16,078 | 11,621 |
Non-cash restructuring charges | 710 | 1,592 |
Gain on contingent consideration | 0 | (95) |
Other adjustments to reconcile net income to net cash provided by operating activities | 3,356 | 2,500 |
Changes in assets and liabilities: | ||
Accounts receivable | 1,654 | 1,157 |
Inventories | (33,023) | (30,335) |
Prepaid expenses and other current assets | (2,016) | 3,631 |
Other assets | (117) | (333) |
Accounts payable | 17,613 | 1,488 |
Accrued liabilities | (5,035) | (6,951) |
Other liabilities | 276 | 47 |
Deferred revenues | 3,776 | 2,000 |
Operating lease liabilities | (5,826) | (5,654) |
Net cash provided by operating activities | 111,048 | 100,437 |
Cash flows from investing activities: | ||
Acquisition of property, plant and equipment | (39,024) | (51,353) |
Acquisition of business | (3,350) | 0 |
Purchases of marketable securities | (80,249) | (114,898) |
Purchase of promissory note receivable | 1,000 | 0 |
Proceeds from maturities and sales of marketable securities | 71,610 | 71,275 |
Net cash used in investing activities | (52,013) | (94,976) |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock | 10,499 | 10,647 |
Purchase of common stock through stock repurchase program | (73,478) | (23,951) |
Tax withholdings related to net share settlements of equity awards | (15,564) | (12,643) |
Payment of contingent consideration | 0 | (3,873) |
Principal repayments on term loans | (6,421) | (7,049) |
Net cash used in financing activities | (84,964) | (36,869) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (5,708) | (2,216) |
Net decrease in cash, cash equivalents and restricted cash | (31,637) | (33,624) |
Cash, cash equivalents and restricted cash, beginning of period | 155,342 | 191,098 |
Cash, cash equivalents and restricted cash, end of period | 123,705 | 157,474 |
Non-cash investing and financing activities: | ||
Increase in accounts payable and accrued liabilities related to property, plant and equipment purchases | 341 | 4,684 |
Increase in accrued liabilities related to tax withholdings related to net share settlements of equity awards | 0 | 6,952 |
Operating lease, right-of-use assets obtained in exchange for lease obligations | 3,457 | 11,699 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes, net | 9,911 | 6,795 |
Cash paid for interest | 455 | 496 |
Operating cash outflows from operating leases | 6,670 | 6,553 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents | 120,602 | 153,781 |
Restricted cash, current | 1,263 | 2,019 |
Restricted cash, non-current | 1,840 | 1,674 |
Total cash, cash equivalents and restricted cash | $ 123,705 | $ 157,474 |
Basis of Presentation and New A
Basis of Presentation and New Accounting Pronouncements | 9 Months Ended |
Sep. 24, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and New Accounting Pronouncements | Basis of Presentation and New Accounting Pronouncements Basis of Presentation The accompanying condensed consolidated financial information of FormFactor, Inc. is unaudited and has been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). However, such information reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods. The condensed consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and the notes thereto included in our 2021 Annual Report on Form 10-K filed with the SEC on February 18, 2022. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year. Fiscal Year We operate on a 52/53 week fiscal year, whereby the fiscal year ends on the last Saturday of December. Fiscal 2022 and 2021 contain 53 weeks and 52 weeks, respectively, and the nine months ended September 24, 2022 and September 25, 2021 each contained 39 weeks. Fiscal 2022 will end on December 31, 2022. Significant Accounting Policies Our significant accounting policies have not changed during the nine months ended September 24, 2022 from those disclosed in our Annual Report on Form 10-K for the year ended December 25, 2021. Reclassifications Certain immaterial reclassifications were made to the prior year financial statements to conform to the current year presentation. New Accounting Pronouncements ASU 2021-08 In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Accounting Standards Codification 606, “Revenue from Contracts with Customers,” as if it had originated the contracts. The Company elected to early adopt on a prospective basis during the second quarter of fiscal 2022. The adoption did not have a material effect on the Company's Consolidated Financial Statements. |
Concentration of Credit and Oth
Concentration of Credit and Other Risks | 9 Months Ended |
Sep. 24, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit and Other Risks | Concentration of Credit and Other Risks Each of the following customers accounted for 10% or more of our revenues for the periods indicated: Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Intel Corporation 17.0 % 20.8 % 19.7 % 21.7 % SK Hynix Inc. 10.7 * * * Samsung Electronics., LTD. * 12.9 % * 10.5 % 27.7 % 33.7 % 19.7 % 32.2 % |
Inventories, net
Inventories, net | 9 Months Ended |
Sep. 24, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Inventories, net Inventories are stated at the lower of cost (principally standard cost, which approximates actual cost on a first in, first out basis) or net realizable value. Inventories, net, consisted of the following (in thousands): September 24, December 25, Raw materials $ 61,312 $ 57,673 Work-in-progress 48,439 35,935 Finished goods 22,278 17,940 $ 132,029 $ 111,548 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 24, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisition Woburn Acquisition On June 9, 2022, we acquired the assets of the dilution refrigerator product line of American ULT Cryogenics, formerly d/b/a JanisULT (“Woburn”), for total consideration of $3.4 million. This acquisition adds cryogen-free dilution refrigerators capable of cooling to sub-10 millikelvin to our product portfolio, which is required for operation of superconducting quantum computers. The acquisition price was allocated to the tangible and identified intangible assets acquired and liabilities assumed as of the closing date of the acquisition based upon their respective fair values. The fair values assigned to assets acquired and liabilities assumed were based on management’s assumptions as of the reporting date. Goodwill represents the excess of purchase price over the fair value assigned to the assets acquired and liabilities assumed and is allocated to the HPD reporting unit within the Systems reportable segment. The identified intangible asset, developed technology, has a useful life of three years. Our purchase accounting remains open as of the reporting date, with the purchase price preliminarily allocated to acquired assets and liabilities assumed that are subject to change as more information becomes available. The primary areas of the purchase price allocation that are not yet finalized relate to the valuation of inventories, developed technology intangible asset, and residual goodwill. The preliminary fair value of assets acquired, including goodwill and intangibles, and liabilities assumed for the purchase as follows (in thousands): Amount Accounts receivable $ 178 Inventories 7,041 Property, plant and equipment 479 Prepaid expenses and other current assets 117 Other assets 28 Tangible assets acquired 7,843 Deferred revenue (5,513) Accounts payable and accrued liabilities (30) Total tangible assets acquired and liabilities assumed 2,300 Developed technology intangible asset 500 Goodwill 550 Net assets acquired $ 3,350 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 24, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill by reportable segment was as follows (in thousands): Probe Cards Systems Total Goodwill, as of December 26, 2020 $ 178,072 $ 34,689 $ 212,761 Addition - Baldwin Park Acquisition 352 — 352 Addition - HPD Acquisition — 1,254 1,254 Foreign currency translation — (2,068) (2,068) Goodwill, as of December 25, 2021 178,424 33,875 212,299 Addition - Woburn Acquisition — 550 550 Foreign currency translation — (3,744) (3,744) Goodwill, as of June 25, 2022 $ 178,424 $ 30,681 $ 209,105 We have not recorded goodwill impairments for the nine months ended September 24, 2022. Intangible assets were as follows (in thousands): September 24, 2022 December 25, 2021 Intangible Assets Gross Accumulated Net Gross Accumulated Net Existing developed technologies $ 169,246 $ 148,916 $ 20,330 $ 172,259 $ 148,784 $ 23,475 Customer relationships 50,316 43,094 7,222 51,270 39,254 12,016 Trade name 7,835 7,579 256 8,054 7,603 451 Backlog — — — 1,896 1,896 — In-process research and development 400 — 400 400 — 400 $ 227,797 $ 199,589 $ 28,208 $ 233,879 $ 197,537 $ 36,342 Amortization expense was included in our Condensed Consolidated Statements of Income as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Cost of revenues $ 824 $ 858 $ 2,420 $ 11,453 Selling, general and administrative 1,530 1,604 4,636 4,909 $ 2,354 $ 2,462 $ 7,056 $ 16,362 The estimated future amortization of definite-lived intangible assets, excluding in-process research and development, is as follows (in thousands): Fiscal Year Amount Remainder of 2022 $ 2,307 2023 6,944 2024 4,393 2025 4,062 2026 3,011 Thereafter 7,091 $ 27,808 |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 24, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following (in thousands): September 24, December 25, Accrued compensation and benefits $ 23,398 $ 29,706 Accrued income and other taxes 11,835 8,086 Accrued warranty 3,806 2,805 Employee stock purchase plan contributions withheld 1,979 4,693 Accrued restructuring charges — 2,478 Other accrued expenses 5,310 3,068 $ 46,328 $ 50,836 |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 24, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges On September 25, 2021, we adopted restructuring plans to improve our business effectiveness and streamline our operations by consolidating certain manufacturing facilities for both the Probe Cards segment and the Systems segment. This included plans to consolidate or relocate certain leased locations in the United States to other locations in the United States, Germany and Asia. As a result of these changes to certain work locations, we have incurred personnel-related costs to sever, relocate, or retain select employees. Additionally, this included plans to adjust capacity for certain product offerings, which resulted in contract termination costs and receipt of inventories ultimately deemed to be impaired to satisfy contract obligations. We expect the actions defined under these plans will be largely completed by the end of December 2022, except facilities charges which may extend beyond that time. These plans are expected to result in FormFactor recording restructuring and other charges in the aggregate amount of approximately $10.5 million to $12.6 million, estimated to be comprised primarily of $1.0 million to $1.2 million of severance and employee-related costs, $1.5 million to $1.9 million in contract and lease termination costs, $7.5 million to $8.5 million in inventory impairments, and $0.5 million to $1.0 million of cost related to impairment of leasehold improvements, facility exits, and other costs. Approximately $8.7 million to $9.7 million is expected within the Probe Cards segment and $1.8 million to $2.9 million is expected within the Systems segments. The Company has recognized restructuring and other charges to date in the aggregate amount of $11.2 million, comprised of $1.2 million of severance and employee-related costs, $1.5 million in contract and lease termination costs, $8.0 million in inventory impairments, and $0.6 million of cost related to impairment of leasehold improvements, facility exits and other costs. During the three months ended September 24, 2022 we reassessed the estimate for excess inventory received to satisfy our contract obligations from our adjustment of certain product offerings. As a result of receiving additional clarity regarding future customer demand, we recorded an additional $5.9 million inventory impairment not included in our original estimate of restructuring charges. Restructuring charges by reportable segment included in our Condensed Consolidated Statements of Income were as follows (in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Cost of revenues $ 5,928 $ 132 $ 6,060 $ 4,070 $ 252 $ 4,322 Research and development 38 29 67 — 289 289 Selling, general and administrative — 47 47 — 22 22 $ 5,966 $ 208 $ 6,174 $ 4,070 $ 563 $ 4,633 Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Cost of revenues $ 6,194 $ 459 $ 6,653 $ 4,070 $ 420 $ 4,490 Research and development 38 228 266 — 694 694 Selling, general and administrative 3 146 149 — 83 83 $ 6,235 $ 833 $ 7,068 $ 4,070 $ 1,197 $ 5,267 Changes to the restructuring accrual in the nine months ended September 24, 2022 were as follows (in thousands): Employee Severance Inventory Property and Equipment Impairments and Move Costs Contract Total December 25, 2021 $ 1,028 $ — $ — $ 1,450 $ 2,478 Restructuring charges 152 6,580 292 44 7,068 Cash payments (1,180) (31) (228) (1,494) (2,933) Non-cash settlement — (6,549) (64) — (6,613) September 24, 2022 $ — $ — $ — $ — $ — |
Fair Value and Derivative Instr
Fair Value and Derivative Instruments | 9 Months Ended |
Sep. 24, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value and Derivative Instruments | Fair Value and Derivative Instruments Whenever possible, the fair values of our financial assets and liabilities are determined using quoted market prices of identical securities or quoted market prices of similar securities from active markets. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 valuations are obtained from real-time quotes for transactions in active exchange markets involving identical securities; • Level 2 valuations utilize significant observable inputs, such as quoted prices for similar assets or liabilities, quoted prices near the reporting date in markets that are less active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 valuations utilize unobservable inputs to the valuation methodology and include our own data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. We did not have any transfers of assets or liabilities measured at fair value on a recurring basis to or from Level 1, Level 2 or Level 3 during the three and nine months ended September 24, 2022 or the year ended December 25, 2021. The carrying values of Cash, Accounts receivable, net, Restricted cash, Prepaid expenses and other current assets, Accounts payable, and Accrued liabilities approximate fair value due to their short maturities. No changes were made to our valuation techniques during the first nine months of fiscal 2022. Assets and Liabilities Measured at Fair Value on a Recurring Basis Assets and liabilities measured at fair value on a recurring basis were as follows (in thousands): September 24, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 27,581 $ — $ — $ 27,581 Commercial paper — 1,398 — 1,398 Corporate bonds — 2,995 — 2,995 27,581 4,393 — 31,974 Marketable securities: Corporate bonds — 69,548 — 69,548 U.S. treasuries 32,820 — — 32,820 Commercial paper — 16,881 — 16,881 U.S. agency securities — 11,041 — 11,041 Certificates of deposit — 701 — 701 32,820 98,171 — 130,991 Promissory note receivable — — 1,019 1,019 Interest rate swap derivative contracts — 2,420 — 2,420 Total assets $ 60,401 $ 104,984 $ 1,019 $ 166,404 Liabilities: Foreign exchange derivative contracts $ — $ (2,457) $ — $ (2,457) December 25, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 9,526 $ — $ — $ 9,526 U.S. agency securities — 5,556 — 5,556 U.S. treasuries 2,500 — — 2,500 Commercial paper — 1,000 — 1,000 12,026 6,556 — 18,582 Marketable securities: Corporate bonds — 52,709 — 52,709 U.S. treasuries 38,985 — — 38,985 Commercial paper — 32,162 — 32,162 Certificates of deposit — 1,199 — 1,199 38,985 86,070 — 125,055 Interest rate swap derivative contracts — 629 — 629 Total assets $ 51,011 $ 93,255 $ — $ 144,266 Liabilities: Foreign exchange derivative contracts $ — $ (489) $ — $ (489) Interest rate swap derivative contracts — (55) — (55) Total liabilities $ — $ (544) $ — $ (544) Cash Equivalents The fair value of our cash equivalents is determined based on quoted market prices for similar or identical securities. Marketable Securities We classify our marketable securities as available-for-sale and value them utilizing a market approach. Our investments are priced by pricing vendors who provide observable inputs for their pricing without applying significant judgment. Broker pricing is used mainly when a quoted price is not available, the investment is not priced by our pricing vendors or when a broker price is more reflective of fair value. Our broker-priced investments are categorized as Level 2 investments because fair value is based on similar assets without applying significant judgments. In addition, all investments have a sufficient trading volume to demonstrate that the fair value is appropriate. Unrealized gains and losses were immaterial and were recorded as a component of Accumulated other comprehensive loss in our Condensed Consolidated Balance Sheets. We did not have any other-than-temporary unrealized gains or losses at either period end included in these financial statements. Interest Rate Swaps The fair value of our interest rate swap contracts is determined at the end of each reporting period based on valuation models that use interest rate yield curves as inputs. For accounting purposes, our interest rate swap contracts qualify for, and are designated as, cash flow hedges. The cash flows associated with the interest rate swaps are reported in Net cash provided by operating activities in our Condensed Consolidated Statements of Cash Flows and the fair value of the interest rate swap contracts are recorded within Prepaid expenses and other current assets and Other assets in our Condensed Consolidated Balance Sheets. Foreign Exchange Derivative Contracts We operate and sell our products in various global markets. As a result, we are exposed to changes in foreign currency exchange rates. We utilize foreign currency forward contracts to hedge against future movements in foreign exchange rates that affect certain existing foreign currency denominated assets and liabilities and forecasted foreign currency revenue and expense transactions. Under this program, our strategy is to have increases or decreases in our foreign currency exposures mitigated by gains or losses on the foreign currency forward contracts in order to mitigate the risks and volatility associated with foreign currency transaction gains or losses. We do not use derivative financial instruments for speculative or trading purposes. For accounting purposes, certain of our foreign currency forward contracts are not designated as hedging instruments and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Condensed Consolidated Balance Sheets with changes in fair value recorded within Other income, net in our Condensed Consolidated Statement of Income for both realized and unrealized gains and losses. Certain of our foreign currency forward contracts are designated as cash flow hedges, and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Condensed Consolidated Balance Sheets with changes in fair value recorded as a component of Accumulated other comprehensive loss and reclassified into earnings in the same period in which the hedged transaction affects earnings, and in the same line item on the Condensed Consolidated Statements of Income as the impact of the hedge transaction. The fair value of our foreign exchange derivative contracts was determined based on current foreign currency exchange rates and forward points. All of our foreign exchange derivative contracts outstanding at September 24, 2022 will mature by the third quarter of fiscal 2023. The following table provides information about our foreign currency forward contracts outstanding as of September 24, 2022 (in thousands): Currency Contract Position Contract Amount Contract Amount Euro Dollar Buy (29,215) $ (31,087) Japanese Yen Sell 2,145,851 14,995 Korean Won Buy (847,855) (603) Taiwan Dollar Sell 27,157 857 Total USD notional amount of outstanding foreign exchange contracts $ (15,838) Our foreign currency contracts are classified within Level 2 of the fair value hierarchy as they are valued using pricing models that utilize observable market inputs. Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis We measure and report our non-financial assets such as Property, plant and equipment, Goodwill and Intangible assets at fair value on a non-recurring basis if we determine these assets to be impaired or in the period when we make a business acquisition. Other than as discussed in Note 4, Acquisition, and Note 7, Restructuring Charges, |
Warranty
Warranty | 9 Months Ended |
Sep. 24, 2022 | |
Product Warranties Disclosures [Abstract] | |
Warranty | Warranty We offer warranties on certain products and record a liability for the estimated future costs associated with warranty claims at the time revenue is recognized. The warranty liability is based upon historical experience and our estimate of the level of future costs. While we engage in product quality programs and processes, our warranty obligation is affected by product failure rates, material usage and service delivery costs. We regularly monitor product returns for warranty and maintain a reserve for the related expenses based upon our historical experience and any specifically identified failures. As we sell new products to our customers, we must exercise considerable judgment in estimating the expected failure rates. This estimating process is based on historical experience of similar products, as well as various other assumptions that we believe to be reasonable under the circumstances. We provide for the estimated cost of product warranties at the time revenue is recognized as a component of Cost of revenues in our Condensed Consolidated Statement of Income. Changes in our warranty liability were as follows (in thousands): Nine Months Ended September 24, September 25, Balance at beginning of period $ 2,805 $ 3,918 Accruals 5,653 4,688 Settlements (4,652) (5,803) Balance at end of period $ 3,806 $ 2,803 |
Property, Plant, and Equipment,
Property, Plant, and Equipment, net | 9 Months Ended |
Sep. 24, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant and Equipment, net Property, plant and equipment, net consisted of the following (in thousands): September 24, December 25, Land $ 4,751 $ 4,751 Building and building improvements 44,447 41,722 Machinery and equipment 267,612 252,632 Computer equipment and software 45,533 44,667 Furniture and fixtures 7,375 7,293 Leasehold improvements 83,682 82,266 Sub-total 453,400 433,331 Less: Accumulated depreciation and amortization (327,884) (312,700) Net, property, plant and equipment 125,516 120,631 Construction-in-process 37,868 25,924 Total $ 163,384 $ 146,555 |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 3 Months Ended |
Sep. 24, 2022 | |
Equity [Abstract] | |
Stockholders’ Equity and Stock-Based Compensation | Stockholders’ Equity and Stock-Based Compensation Common Stock Repurchase Programs On October 26, 2020, our Board of Directors authorized a two-year program to repurchase up to $50 million of outstanding common stock to offset potential dilution from issuances of common stock under our stock-based compensation programs. During fiscal 2021 we repurchased and retired 622,400 shares of common stock for $24.0 million. During the nine months ended September 24, 2022, we repurchased and retired 676,408 shares of common stock for $26.0 million, utilizing the remaining funds available for repurchase. On May 20, 2022, our Board of Directors authorized an additional program to repurchase up to $75 million of outstanding common stock, also with the primary purpose to offset potential dilution from issuances of common stock under our stock-based compensation programs. The share repurchase program will expire on May 20, 2024. During the nine months ended September 24, 2022, we repurchased and retired 1,335,414 shares of common stock for $47.5 million under the program. As of September 24, 2022, $27.5 million remained available for future repurchases. Our policy related to repurchases of our common stock is to charge the excess of cost over par value to additional paid-in capital once the shares are retired. All repurchases were made in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. Restricted Stock Units Restricted stock unit (“RSU”) activity under our equity incentive plan was as follows: Units Weighted Average Grant Date Fair Value RSUs at December 25, 2021 2,166,934 $ 28.63 Awards granted 1,338,278 34.95 Awards vested (1,133,782) 22.45 Awards forfeited (66,279) 31.07 RSUs at September 24, 2022 2,305,151 35.27 Performance Restricted Stock Units We may grant Performance RSUs (“PRSUs”) to certain executives, which vest based upon us achieving certain market performance criteria. On August 1, 2022, we granted 204,903 PRSUs to certain senior executives for a total grant date fair value of $8.6 million which will be recognized ratably over the requisite service period. The performance criteria are based on Total Shareholder Returns (“TSR”) for the period of July 1, 2022 - June 30, 2025, relative to the TSR of the companies identified as being part of the S&P Semiconductors Select Industry Index (FormFactor peer companies) as of the grant date. Of the 273,000 PRSUs granted in fiscal 2019, 36,000 shares were forfeited, resulting in 237,000 shares vesting in 2022. These shares achieved 147% TSR performance, which resulted in an additional 110,605 shares issued in fiscal 2022 related to the fiscal 2019 PRSU grant. PRSUs are included as part of the RSU activity above. Employee Stock Purchase Plan Information related to activity under our Employee Stock Purchase Plan (“ESPP”) was as follows: Nine Months Ended September 24, 2022 Shares issued 316,861 Weighted average per share purchase price $ 33.00 Weighted average per share discount from the fair value of our common stock on the date of issuance $ (6.13) Stock-Based Compensation Stock-based compensation was included in our Condensed Consolidated Statements of Income as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Cost of revenues $ 1,022 $ 1,392 $ 2,834 $ 3,806 Research and development 2,027 2,010 5,708 5,362 Selling, general and administrative 4,946 4,518 13,331 12,417 Total stock-based compensation $ 7,995 $ 7,920 $ 21,873 $ 21,585 Unrecognized Compensation Costs At September 24, 2022, the unrecognized stock-based compensation was as follows (dollars in thousands): Unrecognized Expense Average Expected Recognition Period in Years Restricted stock units $ 54,872 2.31 Performance restricted stock units 14,239 2.25 Employee stock purchase plan 1,694 0.36 Total unrecognized stock-based compensation expense $ 70,805 2.25 |
Net Income per Share
Net Income per Share | 9 Months Ended |
Sep. 24, 2022 | |
Earnings Per Share [Abstract] | |
Net Income per Share | Net Income per Share The following table reconciles the shares used in calculating basic net income per share and diluted net income per share (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Weighted-average shares used in computing basic net income per share 77,245 77,869 77,796 77,643 Add potentially dilutive securities 443 1,160 696 1,547 Weighted-average shares used in computing diluted net income per share 77,688 79,029 78,492 79,190 Securities not included as they would have been antidilutive 897 121 266 109 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 24, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases See Note 14, Leases . Contractual Obligations and Commitments Our contractual obligations and commitments have not materially changed as of September 24, 2022 from those disclosed in our Annual Report on Form 10-K for the year ended December 25, 2021. Legal Matters |
Leases
Leases | 9 Months Ended |
Sep. 24, 2022 | |
Leases [Abstract] | |
Leases | LeasesWe lease real estate space under non-cancelable operating lease agreements for commercial and industrial space, as well as for a portion of our corporate headquarters located in Livermore, California. Our leases have remaining terms of 1 to 6 years, and some leases include options to extend up to 20 years. We also have operating leases for automobiles with remaining lease terms of 1 to 3 years. We did not include any of our renewal options in our lease terms for calculating our lease liability as the renewal options allow us to maintain operational flexibility and we are not reasonably certain we will exercise these options at this time. The weighted-average remaining lease term for our operating leases was 5 years as of September 24, 2022 and the weighted-average discount rate was 3.75%. The components of lease expense were as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Lease expense: Operating lease expense $ 2,118 $ 2,167 $ 6,522 $ 6,338 Short-term lease expense 135 51 251 133 Variable lease expense 590 461 1,725 1,424 $ 2,843 $ 2,679 $ 8,498 $ 7,895 Future minimum payments under our non-cancelable operating leases were as follows as of September 24, 2022 (in thousands): Fiscal Year Amount Remainder of 2022 $ 4,275 2023 7,545 2024 7,236 2025 7,170 2026 6,450 Thereafter 9,042 Total minimum lease payments 41,718 Less: interest (6,161) Present value of net minimum lease payments 35,557 Less: current portion (7,699) Total long-term operating lease liabilities $ 27,858 |
Revenue
Revenue | 9 Months Ended |
Sep. 24, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Transaction price allocated to the remaining performance obligations: On September 24, 2022, we had $8.3 million of remaining performance obligations, which were comprised of deferred service contracts and extended warranty contracts and contracts with overtime revenue recognition that are not yet delivered. We expect to recognize approximately 40.0% of our remaining performance obligations as revenue in the remainder of fiscal 2022, approximately 49.8% in fiscal 2023, and approximately 10.2% in fiscal 2024 and thereafter. The foregoing excludes the value of other remaining performance obligations as they have original durations of one year or less, and also excludes information about variable consideration allocated entirely to a wholly unsatisfied performance obligation. Contract balances: The timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable is recorded at the invoiced amount, net of an allowance for credit losses. A receivable is recognized in the period we deliver goods or provide services or when our right to consideration is unconditional. A contract asset is recorded when we have performed under the contract but our right to consideration is conditional on something other than the passage of time. Contract assets as of September 24, 2022 and December 25, 2021 were $3.0 million and $0.9 million, respectively, and are reported on the Condensed Consolidated Balance Sheets as a component of Prepaid expenses and other current assets. Contract liabilities include payments received and payments due in advance of performance under a contract and are satisfied as the associated revenue is recognized. Contract liabilities are reported on the Condensed Consolidated Balance Sheets at the end of each reporting period as a component of Deferred revenue and Other liabilities. Contract liabilities as of September 24, 2022 and December 25, 2021 were $33.1 million and $24.2 million, respectively. During the nine months ended September 24, 2022, we recognized $19.0 million of revenue that was included in contract liabilities as of December 25, 2021. Costs to obtain a contract: We generally expense sales commissions when incurred as a component of Selling, general and administrative expense, as the amortization period is typically less than one year. Revenue by Category: Refer to Note 16, Operating Segments and Enterprise-Wide Information |
Operating Segments and Enterpri
Operating Segments and Enterprise-Wide Information | 9 Months Ended |
Sep. 24, 2022 | |
Segment Reporting [Abstract] | |
Operating Segments and Enterprise-Wide Information | Operating Segments and Enterprise-Wide Information Our chief operating decision maker (“CODM”) is our Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire company. We operate in two reportable segments consisting of the Probe Cards segment and the Systems segment. The following table summarizes the operating results by reportable segment (dollars in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Corporate and Other Total Probe Cards Systems Corporate and Other Total Revenues $ 139,365 $ 41,504 $ — $ 180,869 $ 154,850 $ 35,114 $ — $ 189,964 Gross profit 48,252 22,284 (8,323) 62,213 69,868 17,553 (7,202) 80,219 Gross margin 34.6 % 53.7 % 34.4 % 45.1 % 50.0 % 42.2 % Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Corporate and Other Total Probe Cards Systems Corporate and Other Total Revenues $ 467,056 $ 114,894 $ — $ 581,950 $ 467,389 $ 97,287 $ — $ 564,676 Gross profit 203,874 59,967 (13,035) 250,806 206,783 48,059 (21,634) 233,208 Gross margin 43.7 % 52.2 % 43.1 % 44.2 % 49.4 % 41.3 % Operating results provide useful information to our management for assessment of our performance and results of operations. Certain components of our operating results are utilized to determine executive compensation along with other measures. Corporate and Other includes unallocated expenses relating to amortization of intangible assets, inventory and fixed asset fair value adjustments due to acquisitions, share-based compensation, and restructuring charges which are not used in evaluating the results of, or in allocating resources to, our reportable segments. Certain revenue category information by reportable segment was as follows (in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Market: Foundry & Logic $ 90,605 $ — $ 90,605 $ 104,640 $ — $ 104,640 DRAM 34,922 — 34,922 39,816 — 39,816 Flash 13,838 — 13,838 10,394 — 10,394 Systems — 41,504 41,504 — 35,114 35,114 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Timing of revenue recognition: Products transferred at a point in time $ 138,602 $ 37,842 $ 176,444 $ 154,217 $ 33,564 $ 187,781 Products and services transferred over time 763 3,662 4,425 633 1,550 2,183 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Geographical region: United States $ 25,909 $ 12,180 $ 38,089 $ 18,530 $ 6,938 $ 25,468 Taiwan 32,227 4,611 36,838 34,100 7,474 41,574 China 27,973 8,755 36,728 46,011 5,036 51,047 South Korea 28,118 819 28,937 27,895 1,077 28,972 Europe 3,682 8,116 11,798 3,595 6,891 10,486 Singapore 7,983 2,374 10,357 6,841 711 7,552 Japan 4,533 3,159 7,692 5,767 4,961 10,728 Malaysia 6,272 237 6,509 11,353 280 11,633 Rest of the world 2,668 1,253 3,921 758 1,746 2,504 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Market: Foundry & Logic $ 327,106 $ — $ 327,106 $ 321,776 $ — $ 321,776 DRAM 106,202 — 106,202 115,802 — 115,802 Flash 33,748 — 33,748 29,811 — 29,811 Systems — 114,894 114,894 — 97,287 97,287 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 Timing of revenue recognition: Products transferred at a point in time $ 464,139 $ 106,339 $ 570,478 $ 465,822 $ 89,119 $ 554,941 Products and services transferred over time 2,917 8,555 11,472 1,567 8,168 9,735 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 Geographical region: Taiwan $ 119,937 $ 19,990 $ 139,927 $ 125,571 $ 13,467 $ 139,038 China 101,342 23,520 124,862 107,838 17,661 125,499 United States 67,424 27,554 94,978 64,012 23,592 87,604 South Korea 80,417 4,776 85,193 81,322 2,912 84,234 Malaysia 43,946 1,006 44,952 34,275 483 34,758 Singapore 23,398 4,963 28,361 23,070 3,002 26,072 Europe 9,888 18,396 28,284 12,894 19,601 32,495 Japan 16,034 10,977 27,011 14,493 13,260 27,753 Rest of the world 4,670 3,712 8,382 3,914 3,309 7,223 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 |
Subsequent Event (Notes)
Subsequent Event (Notes) | 9 Months Ended |
Sep. 24, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn October 25, 2022, we adopted a restructuring plan to align our cost structure with reduced demand levels within the Probe Cards segment by streamlining and improving the efficiency and business effectiveness of our operations. The plan includes lowering headcount by approximately 13% of our workforce, which is expected to result in recognizing restructuring charges of approximately $6.6 million in cash, consisting of severance and employee-related costs. We expect the actions defined under this plan will be largely completed by the end of the fourth quarter of fiscal 2022. Upon completion, this action is expected to reduce our cost structure by approximately $25 to $30 million on an annualized basis. |
Basis of Presentation and New_2
Basis of Presentation and New Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 24, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying condensed consolidated financial information of FormFactor, Inc. is unaudited and has been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). However, such information reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods. The condensed consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and the notes thereto included in our 2021 Annual Report on Form 10-K filed with the SEC on February 18, 2022. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year. |
Fiscal Year | Fiscal Year We operate on a 52/53 week fiscal year, whereby the fiscal year ends on the last Saturday of December. Fiscal 2022 and 2021 contain 53 weeks and 52 weeks, respectively, and the nine months ended September 24, 2022 and September 25, 2021 each contained 39 weeks. Fiscal 2022 will end on December 31, 2022. |
New Accounting Pronouncements | New Accounting Pronouncements ASU 2021-08 In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Accounting Standards Codification 606, “Revenue from Contracts with Customers,” as if it had originated the contracts. The Company elected to early adopt on a prospective basis during the second quarter of fiscal 2022. The adoption did not have a material effect on the Company's Consolidated Financial Statements. |
Fair Value | Whenever possible, the fair values of our financial assets and liabilities are determined using quoted market prices of identical securities or quoted market prices of similar securities from active markets. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 valuations are obtained from real-time quotes for transactions in active exchange markets involving identical securities; • Level 2 valuations utilize significant observable inputs, such as quoted prices for similar assets or liabilities, quoted prices near the reporting date in markets that are less active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 valuations utilize unobservable inputs to the valuation methodology and include our own data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. We did not have any transfers of assets or liabilities measured at fair value on a recurring basis to or from Level 1, Level 2 or Level 3 during the three and nine months ended September 24, 2022 or the year ended December 25, 2021. The carrying values of Cash, Accounts receivable, net, Restricted cash, Prepaid expenses and other current assets, Accounts payable, and Accrued liabilities approximate fair value due to their short maturities. No changes were made to our valuation techniques during the first nine months of fiscal 2022. |
Concentration of Credit and O_2
Concentration of Credit and Other Risks (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Risks and Uncertainties [Abstract] | |
Schedule of Customer Percentage of Revenue | Each of the following customers accounted for 10% or more of our revenues for the periods indicated: Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Intel Corporation 17.0 % 20.8 % 19.7 % 21.7 % SK Hynix Inc. 10.7 * * * Samsung Electronics., LTD. * 12.9 % * 10.5 % 27.7 % 33.7 % 19.7 % 32.2 % |
Inventories, net (Tables)
Inventories, net (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory Components | Inventories, net, consisted of the following (in thousands): September 24, December 25, Raw materials $ 61,312 $ 57,673 Work-in-progress 48,439 35,935 Finished goods 22,278 17,940 $ 132,029 $ 111,548 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The preliminary fair value of assets acquired, including goodwill and intangibles, and liabilities assumed for the purchase as follows (in thousands): Amount Accounts receivable $ 178 Inventories 7,041 Property, plant and equipment 479 Prepaid expenses and other current assets 117 Other assets 28 Tangible assets acquired 7,843 Deferred revenue (5,513) Accounts payable and accrued liabilities (30) Total tangible assets acquired and liabilities assumed 2,300 Developed technology intangible asset 500 Goodwill 550 Net assets acquired $ 3,350 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill by Reportable Segments | Goodwill by reportable segment was as follows (in thousands): Probe Cards Systems Total Goodwill, as of December 26, 2020 $ 178,072 $ 34,689 $ 212,761 Addition - Baldwin Park Acquisition 352 — 352 Addition - HPD Acquisition — 1,254 1,254 Foreign currency translation — (2,068) (2,068) Goodwill, as of December 25, 2021 178,424 33,875 212,299 Addition - Woburn Acquisition — 550 550 Foreign currency translation — (3,744) (3,744) Goodwill, as of June 25, 2022 $ 178,424 $ 30,681 $ 209,105 |
Schedule of Intangible Assets | Intangible assets were as follows (in thousands): September 24, 2022 December 25, 2021 Intangible Assets Gross Accumulated Net Gross Accumulated Net Existing developed technologies $ 169,246 $ 148,916 $ 20,330 $ 172,259 $ 148,784 $ 23,475 Customer relationships 50,316 43,094 7,222 51,270 39,254 12,016 Trade name 7,835 7,579 256 8,054 7,603 451 Backlog — — — 1,896 1,896 — In-process research and development 400 — 400 400 — 400 $ 227,797 $ 199,589 $ 28,208 $ 233,879 $ 197,537 $ 36,342 |
Schedule of Amortization Expense | Amortization expense was included in our Condensed Consolidated Statements of Income as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Cost of revenues $ 824 $ 858 $ 2,420 $ 11,453 Selling, general and administrative 1,530 1,604 4,636 4,909 $ 2,354 $ 2,462 $ 7,056 $ 16,362 |
Schedule of Estimated Amortization of Intangible Assets | The estimated future amortization of definite-lived intangible assets, excluding in-process research and development, is as follows (in thousands): Fiscal Year Amount Remainder of 2022 $ 2,307 2023 6,944 2024 4,393 2025 4,062 2026 3,011 Thereafter 7,091 $ 27,808 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): September 24, December 25, Accrued compensation and benefits $ 23,398 $ 29,706 Accrued income and other taxes 11,835 8,086 Accrued warranty 3,806 2,805 Employee stock purchase plan contributions withheld 1,979 4,693 Accrued restructuring charges — 2,478 Other accrued expenses 5,310 3,068 $ 46,328 $ 50,836 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs by Reportable Segment | Restructuring charges by reportable segment included in our Condensed Consolidated Statements of Income were as follows (in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Cost of revenues $ 5,928 $ 132 $ 6,060 $ 4,070 $ 252 $ 4,322 Research and development 38 29 67 — 289 289 Selling, general and administrative — 47 47 — 22 22 $ 5,966 $ 208 $ 6,174 $ 4,070 $ 563 $ 4,633 Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Cost of revenues $ 6,194 $ 459 $ 6,653 $ 4,070 $ 420 $ 4,490 Research and development 38 228 266 — 694 694 Selling, general and administrative 3 146 149 — 83 83 $ 6,235 $ 833 $ 7,068 $ 4,070 $ 1,197 $ 5,267 |
Schedule of Restructuring Accrual Activity | Changes to the restructuring accrual in the nine months ended September 24, 2022 were as follows (in thousands): Employee Severance Inventory Property and Equipment Impairments and Move Costs Contract Total December 25, 2021 $ 1,028 $ — $ — $ 1,450 $ 2,478 Restructuring charges 152 6,580 292 44 7,068 Cash payments (1,180) (31) (228) (1,494) (2,933) Non-cash settlement — (6,549) (64) — (6,613) September 24, 2022 $ — $ — $ — $ — $ — |
Fair Value and Derivative Ins_2
Fair Value and Derivative Instruments (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets Measured on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis were as follows (in thousands): September 24, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 27,581 $ — $ — $ 27,581 Commercial paper — 1,398 — 1,398 Corporate bonds — 2,995 — 2,995 27,581 4,393 — 31,974 Marketable securities: Corporate bonds — 69,548 — 69,548 U.S. treasuries 32,820 — — 32,820 Commercial paper — 16,881 — 16,881 U.S. agency securities — 11,041 — 11,041 Certificates of deposit — 701 — 701 32,820 98,171 — 130,991 Promissory note receivable — — 1,019 1,019 Interest rate swap derivative contracts — 2,420 — 2,420 Total assets $ 60,401 $ 104,984 $ 1,019 $ 166,404 Liabilities: Foreign exchange derivative contracts $ — $ (2,457) $ — $ (2,457) December 25, 2021 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 9,526 $ — $ — $ 9,526 U.S. agency securities — 5,556 — 5,556 U.S. treasuries 2,500 — — 2,500 Commercial paper — 1,000 — 1,000 12,026 6,556 — 18,582 Marketable securities: Corporate bonds — 52,709 — 52,709 U.S. treasuries 38,985 — — 38,985 Commercial paper — 32,162 — 32,162 Certificates of deposit — 1,199 — 1,199 38,985 86,070 — 125,055 Interest rate swap derivative contracts — 629 — 629 Total assets $ 51,011 $ 93,255 $ — $ 144,266 Liabilities: Foreign exchange derivative contracts $ — $ (489) $ — $ (489) Interest rate swap derivative contracts — (55) — (55) Total liabilities $ — $ (544) $ — $ (544) |
Schedule of Foreign Currency Forward Contracts | The following table provides information about our foreign currency forward contracts outstanding as of September 24, 2022 (in thousands): Currency Contract Position Contract Amount Contract Amount Euro Dollar Buy (29,215) $ (31,087) Japanese Yen Sell 2,145,851 14,995 Korean Won Buy (847,855) (603) Taiwan Dollar Sell 27,157 857 Total USD notional amount of outstanding foreign exchange contracts $ (15,838) |
Warranty (Tables)
Warranty (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Reconciliation of Changes in Warranty Liability | Changes in our warranty liability were as follows (in thousands): Nine Months Ended September 24, September 25, Balance at beginning of period $ 2,805 $ 3,918 Accruals 5,653 4,688 Settlements (4,652) (5,803) Balance at end of period $ 3,806 $ 2,803 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, net (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment, net consisted of the following (in thousands): September 24, December 25, Land $ 4,751 $ 4,751 Building and building improvements 44,447 41,722 Machinery and equipment 267,612 252,632 Computer equipment and software 45,533 44,667 Furniture and fixtures 7,375 7,293 Leasehold improvements 83,682 82,266 Sub-total 453,400 433,331 Less: Accumulated depreciation and amortization (327,884) (312,700) Net, property, plant and equipment 125,516 120,631 Construction-in-process 37,868 25,924 Total $ 163,384 $ 146,555 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Equity [Abstract] | |
Schedule of Restricted Stock Unit Activity | Restricted stock unit (“RSU”) activity under our equity incentive plan was as follows: Units Weighted Average Grant Date Fair Value RSUs at December 25, 2021 2,166,934 $ 28.63 Awards granted 1,338,278 34.95 Awards vested (1,133,782) 22.45 Awards forfeited (66,279) 31.07 RSUs at September 24, 2022 2,305,151 35.27 |
Schedule of ESPP Activity | Information related to activity under our Employee Stock Purchase Plan (“ESPP”) was as follows: Nine Months Ended September 24, 2022 Shares issued 316,861 Weighted average per share purchase price $ 33.00 Weighted average per share discount from the fair value of our common stock on the date of issuance $ (6.13) |
Schedule of Stock-based Compensation | Stock-based compensation was included in our Condensed Consolidated Statements of Income as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Cost of revenues $ 1,022 $ 1,392 $ 2,834 $ 3,806 Research and development 2,027 2,010 5,708 5,362 Selling, general and administrative 4,946 4,518 13,331 12,417 Total stock-based compensation $ 7,995 $ 7,920 $ 21,873 $ 21,585 |
Schedule of Unrecognized Stock-based Compensation | At September 24, 2022, the unrecognized stock-based compensation was as follows (dollars in thousands): Unrecognized Expense Average Expected Recognition Period in Years Restricted stock units $ 54,872 2.31 Performance restricted stock units 14,239 2.25 Employee stock purchase plan 1,694 0.36 Total unrecognized stock-based compensation expense $ 70,805 2.25 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | The following table reconciles the shares used in calculating basic net income per share and diluted net income per share (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Weighted-average shares used in computing basic net income per share 77,245 77,869 77,796 77,643 Add potentially dilutive securities 443 1,160 696 1,547 Weighted-average shares used in computing diluted net income per share 77,688 79,029 78,492 79,190 Securities not included as they would have been antidilutive 897 121 266 109 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense were as follows (in thousands): Three Months Ended Nine Months Ended September 24, September 25, September 24, September 25, Lease expense: Operating lease expense $ 2,118 $ 2,167 $ 6,522 $ 6,338 Short-term lease expense 135 51 251 133 Variable lease expense 590 461 1,725 1,424 $ 2,843 $ 2,679 $ 8,498 $ 7,895 |
Schedule of Future Minimum Payments Under Leases | Future minimum payments under our non-cancelable operating leases were as follows as of September 24, 2022 (in thousands): Fiscal Year Amount Remainder of 2022 $ 4,275 2023 7,545 2024 7,236 2025 7,170 2026 6,450 Thereafter 9,042 Total minimum lease payments 41,718 Less: interest (6,161) Present value of net minimum lease payments 35,557 Less: current portion (7,699) Total long-term operating lease liabilities $ 27,858 |
Operating Segments and Enterp_2
Operating Segments and Enterprise-Wide Information (Tables) | 9 Months Ended |
Sep. 24, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Operating Results by Segment | The following table summarizes the operating results by reportable segment (dollars in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Corporate and Other Total Probe Cards Systems Corporate and Other Total Revenues $ 139,365 $ 41,504 $ — $ 180,869 $ 154,850 $ 35,114 $ — $ 189,964 Gross profit 48,252 22,284 (8,323) 62,213 69,868 17,553 (7,202) 80,219 Gross margin 34.6 % 53.7 % 34.4 % 45.1 % 50.0 % 42.2 % Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Corporate and Other Total Probe Cards Systems Corporate and Other Total Revenues $ 467,056 $ 114,894 $ — $ 581,950 $ 467,389 $ 97,287 $ — $ 564,676 Gross profit 203,874 59,967 (13,035) 250,806 206,783 48,059 (21,634) 233,208 Gross margin 43.7 % 52.2 % 43.1 % 44.2 % 49.4 % 41.3 % |
Schedule of Disaggregation of Revenue by Segment | Certain revenue category information by reportable segment was as follows (in thousands): Three Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Market: Foundry & Logic $ 90,605 $ — $ 90,605 $ 104,640 $ — $ 104,640 DRAM 34,922 — 34,922 39,816 — 39,816 Flash 13,838 — 13,838 10,394 — 10,394 Systems — 41,504 41,504 — 35,114 35,114 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Timing of revenue recognition: Products transferred at a point in time $ 138,602 $ 37,842 $ 176,444 $ 154,217 $ 33,564 $ 187,781 Products and services transferred over time 763 3,662 4,425 633 1,550 2,183 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Geographical region: United States $ 25,909 $ 12,180 $ 38,089 $ 18,530 $ 6,938 $ 25,468 Taiwan 32,227 4,611 36,838 34,100 7,474 41,574 China 27,973 8,755 36,728 46,011 5,036 51,047 South Korea 28,118 819 28,937 27,895 1,077 28,972 Europe 3,682 8,116 11,798 3,595 6,891 10,486 Singapore 7,983 2,374 10,357 6,841 711 7,552 Japan 4,533 3,159 7,692 5,767 4,961 10,728 Malaysia 6,272 237 6,509 11,353 280 11,633 Rest of the world 2,668 1,253 3,921 758 1,746 2,504 Total $ 139,365 $ 41,504 $ 180,869 $ 154,850 $ 35,114 $ 189,964 Nine Months Ended September 24, 2022 September 25, 2021 Probe Cards Systems Total Probe Cards Systems Total Market: Foundry & Logic $ 327,106 $ — $ 327,106 $ 321,776 $ — $ 321,776 DRAM 106,202 — 106,202 115,802 — 115,802 Flash 33,748 — 33,748 29,811 — 29,811 Systems — 114,894 114,894 — 97,287 97,287 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 Timing of revenue recognition: Products transferred at a point in time $ 464,139 $ 106,339 $ 570,478 $ 465,822 $ 89,119 $ 554,941 Products and services transferred over time 2,917 8,555 11,472 1,567 8,168 9,735 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 Geographical region: Taiwan $ 119,937 $ 19,990 $ 139,927 $ 125,571 $ 13,467 $ 139,038 China 101,342 23,520 124,862 107,838 17,661 125,499 United States 67,424 27,554 94,978 64,012 23,592 87,604 South Korea 80,417 4,776 85,193 81,322 2,912 84,234 Malaysia 43,946 1,006 44,952 34,275 483 34,758 Singapore 23,398 4,963 28,361 23,070 3,002 26,072 Europe 9,888 18,396 28,284 12,894 19,601 32,495 Japan 16,034 10,977 27,011 14,493 13,260 27,753 Rest of the world 4,670 3,712 8,382 3,914 3,309 7,223 Total $ 467,056 $ 114,894 $ 581,950 $ 467,389 $ 97,287 $ 564,676 |
Concentration of Credit and O_3
Concentration of Credit and Other Risks (Details) - Customer Concentration Risk | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | Dec. 25, 2021 | |
Revenue Benchmark | Three Major Customers | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 10% | 10% | |||
Revenue from Contract with Customer Benchmark | Intel Corporation | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 17% | 20.80% | 19.70% | 21.70% | |
Revenue from Contract with Customer Benchmark | SK Hynix Inc. | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 10.70% | ||||
Revenue from Contract with Customer Benchmark | Samsung Electronics., LTD. | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 12.90% | 10.50% | |||
Revenue from Contract with Customer Benchmark | Customers Representing 10% or More of Total Revenues | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 27.70% | 33.70% | 19.70% | 32.20% | |
Accounts Receivable | Major Customer 1 | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 18.10% | 13.80% |
Inventories, net (Details)
Inventories, net (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 61,312 | $ 57,673 |
Work-in-progress | 48,439 | 35,935 |
Finished goods | 22,278 | 17,940 |
Inventories | $ 132,029 | $ 111,548 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Millions | Jun. 09, 2022 USD ($) |
Woburn | |
Business Acquisition [Line Items] | |
Consideration transferred | $ 3.4 |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Jun. 09, 2022 | Dec. 25, 2021 | Dec. 26, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 209,105 | $ 212,299 | $ 212,761 | |
Woburn | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 178 | |||
Inventories | 7,041 | |||
Property, plant and equipment | 479 | |||
Prepaid expenses and other current assets | 117 | |||
Other assets | 28 | |||
Tangible assets acquired | 7,843 | |||
Deferred revenue | (5,513) | |||
Accounts payable and accrued liabilities | (30) | |||
Total tangible assets acquired and liabilities assumed | 2,300 | |||
Developed technology intangible asset | 500 | |||
Goodwill | 550 | |||
Net assets acquired | $ 3,350 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 24, 2022 | Dec. 25, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 212,299 | $ 212,761 |
Foreign currency translation | (3,744) | (2,068) |
Goodwill, ending balance | 209,105 | 212,299 |
Baldwin Park | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 352 | |
High Precision Devices, Inc. | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 1,254 | |
Woburn | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 550 | |
Probe Cards | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 178,424 | 178,072 |
Foreign currency translation | 0 | 0 |
Goodwill, ending balance | 178,424 | 178,424 |
Probe Cards | Baldwin Park | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 352 | |
Probe Cards | High Precision Devices, Inc. | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 0 | |
Probe Cards | Woburn | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 0 | |
Systems | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 33,875 | 34,689 |
Foreign currency translation | (3,744) | (2,068) |
Goodwill, ending balance | 30,681 | 33,875 |
Systems | Baldwin Park | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | 0 | |
Systems | High Precision Devices, Inc. | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | $ 1,254 | |
Systems | Woburn | ||
Goodwill [Roll Forward] | ||
Goodwill, acquired during period | $ 550 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional information (Details) | 9 Months Ended |
Sep. 24, 2022 USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, impairment loss | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 227,797 | $ 233,879 |
Accumulated Amortization | 199,589 | 197,537 |
Net | 28,208 | 36,342 |
Existing developed technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 169,246 | 172,259 |
Accumulated Amortization | 148,916 | 148,784 |
Net | 20,330 | 23,475 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 50,316 | 51,270 |
Accumulated Amortization | 43,094 | 39,254 |
Net | 7,222 | 12,016 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 7,835 | 8,054 |
Accumulated Amortization | 7,579 | 7,603 |
Net | 256 | 451 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 0 | 1,896 |
Accumulated Amortization | 0 | 1,896 |
Net | 0 | 0 |
In-process research and development | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 400 | 400 |
Accumulated Amortization | 0 | 0 |
Net | $ 400 | $ 400 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | $ 2,354 | $ 2,462 | $ 7,056 | $ 16,362 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Rolling Maturity [Abstract] | ||||
Remainder of 2022 | 2,307 | 2,307 | ||
2023 | 6,944 | 6,944 | ||
2024 | 4,393 | 4,393 | ||
2025 | 4,062 | 4,062 | ||
2026 | 3,011 | 3,011 | ||
Thereafter | 7,091 | 7,091 | ||
Net | 27,808 | 27,808 | ||
Cost of revenues | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | 824 | 858 | 2,420 | 11,453 |
Selling, general and administrative | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | $ 1,530 | $ 1,604 | $ 4,636 | $ 4,909 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Payables and Accruals [Abstract] | ||
Accrued compensation and benefits | $ 23,398 | $ 29,706 |
Accrued income and other taxes | 11,835 | 8,086 |
Accrued warranty | 3,806 | 2,805 |
Employee stock purchase plan contributions withheld | 1,979 | 4,693 |
Accrued restructuring charges | 0 | 2,478 |
Other accrued expenses | 5,310 | 3,068 |
Accrued liabilities | $ 46,328 | $ 50,836 |
Restructuring Charges - Narrati
Restructuring Charges - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 24, 2022 USD ($) | Sep. 24, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring incurred cost | $ 11.2 | |
Employee Severance and Benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring incurred cost | 1.2 | |
Contract Termination Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring incurred cost | 1.5 | |
Inventory Impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring incurred cost | $ 5.9 | 8 |
Other Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring incurred cost | 0.6 | |
Minimum | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 10.5 | 10.5 |
Minimum | Probe Cards | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 8.7 | 8.7 |
Minimum | Systems | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 1.8 | 1.8 |
Minimum | Employee Severance and Benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 1 | 1 |
Minimum | Contract Termination Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 1.5 | 1.5 |
Minimum | Inventory Impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 7.5 | 7.5 |
Minimum | Other Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 0.5 | 0.5 |
Maximum | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 12.6 | 12.6 |
Maximum | Probe Cards | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 9.7 | 9.7 |
Maximum | Systems | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 2.9 | 2.9 |
Maximum | Employee Severance and Benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 1.2 | 1.2 |
Maximum | Contract Termination Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 1.9 | 1.9 |
Maximum | Inventory Impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 8.5 | 8.5 |
Maximum | Other Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | $ 1 | $ 1 |
Restructuring Charges - Restruc
Restructuring Charges - Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 6,174 | $ 4,633 | $ 7,068 | $ 5,267 |
Cost of revenues | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 6,060 | 4,322 | 6,653 | 4,490 |
Research and development | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 67 | 289 | 266 | 694 |
Selling, general and administrative | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 47 | 22 | 149 | 83 |
Probe Cards | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 5,966 | 4,070 | 6,235 | 4,070 |
Probe Cards | Cost of revenues | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 5,928 | 4,070 | 6,194 | 4,070 |
Probe Cards | Research and development | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 38 | 0 | 38 | 0 |
Probe Cards | Selling, general and administrative | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 0 | 3 | 0 |
Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 208 | 563 | 833 | 1,197 |
Systems | Cost of revenues | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 132 | 252 | 459 | 420 |
Systems | Research and development | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 29 | 289 | 228 | 694 |
Systems | Selling, general and administrative | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 47 | $ 22 | $ 146 | $ 83 |
Restructuring Charges - Changes
Restructuring Charges - Changes to the Restructuring Accrual (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Restructuring Reserve [Roll Forward] | ||||
Accrual at beginning of period | $ 2,478 | |||
Restructuring charges | $ 6,174 | $ 4,633 | 7,068 | $ 5,267 |
Cash payments | (2,933) | |||
Non-cash settlement | (6,613) | |||
Accrual at end of period | 0 | 0 | ||
Employee Severance and Benefits | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrual at beginning of period | 1,028 | |||
Restructuring charges | 152 | |||
Cash payments | (1,180) | |||
Non-cash settlement | 0 | |||
Accrual at end of period | 0 | 0 | ||
Inventory Impairments | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrual at beginning of period | 0 | |||
Restructuring charges | 6,580 | |||
Cash payments | (31) | |||
Non-cash settlement | (6,549) | |||
Accrual at end of period | 0 | 0 | ||
Property and Equipment Impairments and Move Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrual at beginning of period | 0 | |||
Restructuring charges | 292 | |||
Cash payments | (228) | |||
Non-cash settlement | (64) | |||
Accrual at end of period | 0 | 0 | ||
Contract Termination Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Accrual at beginning of period | 1,450 | |||
Restructuring charges | 44 | |||
Cash payments | (1,494) | |||
Non-cash settlement | 0 | |||
Accrual at end of period | $ 0 | $ 0 |
Fair Value and Derivative Ins_3
Fair Value and Derivative Instruments - Fair Value Assets Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 31,974 | $ 18,582 |
Marketable securities | 130,991 | 125,055 |
Total assets | 166,404 | 144,266 |
Total liabilities | (544) | |
Foreign exchange derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | (2,457) | |
Foreign exchange derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | (489) | |
Promissory note receivable | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 1,019 | |
Interest rate swap derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 2,420 | 629 |
Derivative liability | (55) | |
Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 27,581 | 9,526 |
Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1,398 | 1,000 |
Marketable securities | 16,881 | |
Commercial paper | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 32,162 | |
Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2,995 | |
Marketable securities | 69,548 | 52,709 |
U.S. treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2,500 | |
Marketable securities | 32,820 | 38,985 |
Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 701 | 1,199 |
U.S. agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 5,556 | |
Marketable securities | 11,041 | |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 27,581 | 12,026 |
Marketable securities | 32,820 | 38,985 |
Total assets | 60,401 | 51,011 |
Total liabilities | 0 | |
Level 1 | Foreign exchange derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | 0 | |
Level 1 | Foreign exchange derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | 0 | |
Level 1 | Promissory note receivable | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | |
Level 1 | Interest rate swap derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | |
Level 1 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 27,581 | 9,526 |
Level 1 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Marketable securities | 0 | |
Level 1 | Commercial paper | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 0 | |
Level 1 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Marketable securities | 0 | 0 |
Level 1 | U.S. treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2,500 | |
Marketable securities | 32,820 | 38,985 |
Level 1 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 0 | 0 |
Level 1 | U.S. agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Marketable securities | 0 | |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 4,393 | 6,556 |
Marketable securities | 98,171 | 86,070 |
Total assets | 104,984 | 93,255 |
Total liabilities | (544) | |
Level 2 | Foreign exchange derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | (2,457) | |
Level 2 | Foreign exchange derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | (489) | |
Level 2 | Promissory note receivable | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | |
Level 2 | Interest rate swap derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 2,420 | 629 |
Derivative liability | (55) | |
Level 2 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 2 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1,398 | 1,000 |
Marketable securities | 16,881 | |
Level 2 | Commercial paper | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 32,162 | |
Level 2 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2,995 | |
Marketable securities | 69,548 | 52,709 |
Level 2 | U.S. treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Marketable securities | 0 | 0 |
Level 2 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 701 | 1,199 |
Level 2 | U.S. agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 5,556 | |
Marketable securities | 11,041 | |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Marketable securities | 0 | 0 |
Total assets | 1,019 | 0 |
Total liabilities | 0 | |
Level 3 | Foreign exchange derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | 0 | |
Level 3 | Foreign exchange derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liability | 0 | |
Level 3 | Promissory note receivable | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 1,019 | |
Level 3 | Interest rate swap derivative contracts | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | |
Level 3 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Marketable securities | 0 | |
Level 3 | Commercial paper | Designated as hedging instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 0 | |
Level 3 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Marketable securities | 0 | 0 |
Level 3 | U.S. treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Marketable securities | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 0 | 0 |
Level 3 | U.S. agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 0 | |
Marketable securities | $ 0 |
Fair Value and Derivative Ins_4
Fair Value and Derivative Instruments - Foreign Currency Forward Contracts (Details) - Sep. 24, 2022 - Foreign Exchange Forward € in Thousands, ₩ in Thousands, ¥ in Thousands, $ in Thousands, $ in Thousands | EUR (€) | USD ($) | JPY (¥) | KRW (₩) | TWD ($) |
Derivative [Line Items] | |||||
Derivative, notional amount | $ (15,838) | ||||
Buy | Euro Dollar | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | € (29,215) | (31,087) | |||
Buy | Korean Won | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | (603) | ₩ (847,855) | |||
Sell | Japanese Yen | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | (14,995) | ¥ (2,145,851) | |||
Sell | Taiwan Dollar | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ (857) | $ (27,157) |
Fair Value and Derivative Ins_5
Fair Value and Derivative Instruments - Additional Information (Details) - USD ($) | Sep. 24, 2022 | Dec. 25, 2021 | Sep. 25, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets measured at fair value on non-recurring basis | $ 166,404,000 | $ 144,266,000 | |
Liabilities measured at fair value on non-recurring basis | $ 544,000 | ||
Nonrecurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets measured at fair value on non-recurring basis | 0 | $ 0 | |
Liabilities measured at fair value on non-recurring basis | $ 0 | $ 0 |
Warranty (Details)
Warranty (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 24, 2022 | Sep. 25, 2021 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||
Balance at beginning of period | $ 2,805 | $ 3,918 |
Accruals | 5,653 | 4,688 |
Settlements | (4,652) | (5,803) |
Balance at end of period | $ 3,806 | $ 2,803 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment, net (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Property, Plant and Equipment [Line Items] | ||
Sub-total | $ 453,400 | $ 433,331 |
Less: Accumulated depreciation and amortization | (327,884) | (312,700) |
Net, property, plant and equipment | 125,516 | 120,631 |
Construction-in-process | 37,868 | 25,924 |
Total | 163,384 | 146,555 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | 4,751 | 4,751 |
Building and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | 44,447 | 41,722 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | 267,612 | 252,632 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | 45,533 | 44,667 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | 7,375 | 7,293 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Sub-total | $ 83,682 | $ 82,266 |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock-Based Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Aug. 01, 2022 | Sep. 24, 2022 | Mar. 26, 2022 | Sep. 24, 2022 | Sep. 25, 2021 | Sep. 28, 2019 | May 23, 2022 | Oct. 26, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Purchase of common stock value retired through repurchase program | $ 19,150,000 | $ 73,478,000 | $ 23,951,000 | |||||
2019 PRSU Grant | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards granted (in shares) | 110,605 | |||||||
Total return (percent) | 147% | |||||||
PRSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards granted (in shares) | 204,903 | |||||||
Fair value of awards granted | $ 8,600,000 | |||||||
PRSUs | 2019 PRSU Grant | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards granted (in shares) | 273,000 | |||||||
Forfeited (in shares) | 36,000 | |||||||
Vested (in shares) | 237,000 | |||||||
Common Stock | October 2020 Stock Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock repurchase program authorized amount | $ 50,000,000 | |||||||
Purchase of common stock retired through repurchase program (in shares) | 622,400 | 676,408 | ||||||
Purchase of common stock value retired through repurchase program | $ 24,000,000 | $ 26,000,000 | ||||||
Common Stock | May 2022 Stock Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock repurchase program authorized amount | $ 75,000,000 | |||||||
Purchase of common stock retired through repurchase program (in shares) | 1,335,414 | |||||||
Purchase of common stock value retired through repurchase program | $ 47,500,000 | |||||||
Amount remaining for future repurchases | $ 27,500,000 | $ 27,500,000 |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock-Based Compensation - Restricted Stock Unit Activity (Details) | 9 Months Ended |
Sep. 24, 2022 $ / shares shares | |
Equity Incentive Plan | Restricted Stock Units | |
Units | |
Beginning balance (in shares) | 2,166,934 |
Awards granted (in shares) | 1,338,278 |
Awards vested (in shares) | (1,133,782) |
Awards canceled (in shares) | (66,279) |
Ending balance (in shares) | 2,305,151 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 28.63 |
Awards granted (in dollars per share) | $ / shares | 34.95 |
Awards vested (in dollars per share) | $ / shares | 22.45 |
Awards canceled (in dollars per share) | $ / shares | 31.07 |
Ending balance (in dollars per share) | $ / shares | $ 35.27 |
2019 PRSU Grant | |
Units | |
Awards granted (in shares) | 110,605 |
Stockholders_ Equity and Stoc_5
Stockholders’ Equity and Stock-Based Compensation - ESPP Activity (Details) - Employee stock purchase plan | 9 Months Ended |
Sep. 24, 2022 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares issued (in shares) | shares | 316,861 |
Weighted average per share purchase price (in dollars per share) | $ 33 |
Weighted average per share discount from the fair value of our common stock on the date of issuance (in dollars per share) | $ (6.13) |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock-Based Compensation - Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 7,995 | $ 7,920 | $ 21,873 | $ 21,585 |
Cost of revenues | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 1,022 | 1,392 | 2,834 | 3,806 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 2,027 | 2,010 | 5,708 | 5,362 |
Selling, general and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 4,946 | $ 4,518 | $ 13,331 | $ 12,417 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock-Based Compensation - Unrecognized Compensation Costs (Details) $ in Thousands | 9 Months Ended |
Sep. 24, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 70,805 |
Average Expected Recognition Period in Years | 2 years 3 months |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 54,872 |
Average Expected Recognition Period in Years | 2 years 3 months 21 days |
Performance restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 14,239 |
Average Expected Recognition Period in Years | 2 years 3 months |
Employee stock purchase plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 1,694 |
Average Expected Recognition Period in Years | 4 months 9 days |
Net Income per Share (Details)
Net Income per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Earnings Per Share [Abstract] | ||||
Weighted-average shares used in computing basic net income per share (in shares) | 77,245 | 77,869 | 77,796 | 77,643 |
Add potentially dilutive securities (in shares) | 443 | 1,160 | 696 | 1,547 |
Weighted-average shares used in computing diluted net income per share (in shares) | 77,688 | 79,029 | 78,492 | 79,190 |
Securities not included as they would have been antidilutive (in shares) | 897 | 121 | 266 | 109 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Sep. 24, 2022 |
Lessee, Lease, Description [Line Items] | |
Operating lease, renewal term | 20 years |
Operating lease, weighted average remaining lease term | 5 years |
Operating lease, weighted average discount rate | 3.75% |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract | 6 years |
Automobiles | Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract | 1 year |
Automobiles | Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract | 3 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Leases [Abstract] | ||||
Operating lease expense | $ 2,118 | $ 2,167 | $ 6,522 | $ 6,338 |
Short-term lease expense | 135 | 51 | 251 | 133 |
Variable lease expense | 590 | 461 | 1,725 | 1,424 |
Total lease expense | $ 2,843 | $ 2,679 | $ 8,498 | $ 7,895 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Payments Under Leases (Details) - USD ($) $ in Thousands | Sep. 24, 2022 | Dec. 25, 2021 |
Leases [Abstract] | ||
Remainder of 2022 | $ 4,275 | |
2023 | 7,545 | |
2024 | 7,236 | |
2025 | 7,170 | |
2026 | 6,450 | |
Thereafter | 9,042 | |
Total minimum lease payments | 41,718 | |
Less: interest | (6,161) | |
Present value of net minimum lease payments | 35,557 | |
Less: current portion | (7,699) | $ (7,901) |
Total long-term operating lease liabilities | $ 27,858 | $ 31,009 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 24, 2022 | Dec. 25, 2021 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Performance obligations | $ 8.3 | |
Contract assets | 3 | $ 0.9 |
Contract with customer, liability | 33.1 | $ 24.2 |
Revenue recognized included in contracts | $ 19 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-09-25 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, percentage | 40% | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, percentage | 49.80% | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-31 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, percentage | 10.20% | |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Operating Segments and Enterp_3
Operating Segments and Enterprise-Wide Information - Additional Information (Details) | 9 Months Ended |
Sep. 24, 2022 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Operating Segments and Enterp_4
Operating Segments and Enterprise-Wide Information - Operating Results by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 180,869 | $ 189,964 | $ 581,950 | $ 564,676 |
Gross profit | $ 62,213 | $ 80,219 | $ 250,806 | $ 233,208 |
Gross margin | 34.40% | 42.20% | 43.10% | 41.30% |
Probe Cards | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 139,365 | $ 154,850 | $ 467,056 | $ 467,389 |
Systems | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 41,504 | 35,114 | 114,894 | 97,287 |
Operating segments | Probe Cards | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 139,365 | 154,850 | 467,056 | 467,389 |
Gross profit | $ 48,252 | $ 69,868 | $ 203,874 | $ 206,783 |
Gross margin | 34.60% | 45.10% | 43.70% | 44.20% |
Operating segments | Systems | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 41,504 | $ 35,114 | $ 114,894 | $ 97,287 |
Gross profit | $ 22,284 | $ 17,553 | $ 59,967 | $ 48,059 |
Gross margin | 53.70% | 50% | 52.20% | 49.40% |
Operating segments | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Gross profit | $ (8,323) | $ (7,202) | $ (13,035) | $ (21,634) |
Gross margin |
Operating Segments and Enterp_5
Operating Segments and Enterprise-Wide Information - Revenue by Segment, Recognition Type, and Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 180,869 | $ 189,964 | $ 581,950 | $ 564,676 |
Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 139,365 | 154,850 | 467,056 | 467,389 |
Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 41,504 | 35,114 | 114,894 | 97,287 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 38,089 | 25,468 | 94,978 | 87,604 |
United States | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 25,909 | 18,530 | 67,424 | 64,012 |
United States | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 12,180 | 6,938 | 27,554 | 23,592 |
Taiwan | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 36,838 | 41,574 | 139,927 | 139,038 |
Taiwan | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 32,227 | 34,100 | 119,937 | 125,571 |
Taiwan | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,611 | 7,474 | 19,990 | 13,467 |
China | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 36,728 | 51,047 | 124,862 | 125,499 |
China | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,973 | 46,011 | 101,342 | 107,838 |
China | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,755 | 5,036 | 23,520 | 17,661 |
South Korea | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 28,937 | 28,972 | 85,193 | 84,234 |
South Korea | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 28,118 | 27,895 | 80,417 | 81,322 |
South Korea | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 819 | 1,077 | 4,776 | 2,912 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,798 | 10,486 | 28,284 | 32,495 |
Europe | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,682 | 3,595 | 9,888 | 12,894 |
Europe | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,116 | 6,891 | 18,396 | 19,601 |
Singapore | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 10,357 | 7,552 | 28,361 | 26,072 |
Singapore | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 7,983 | 6,841 | 23,398 | 23,070 |
Singapore | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,374 | 711 | 4,963 | 3,002 |
Japan | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 7,692 | 10,728 | 27,011 | 27,753 |
Japan | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,533 | 5,767 | 16,034 | 14,493 |
Japan | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,159 | 4,961 | 10,977 | 13,260 |
Malaysia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,509 | 11,633 | 44,952 | 34,758 |
Malaysia | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,272 | 11,353 | 43,946 | 34,275 |
Malaysia | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 237 | 280 | 1,006 | 483 |
Rest of the world | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,921 | 2,504 | 8,382 | 7,223 |
Rest of the world | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,668 | 758 | 4,670 | 3,914 |
Rest of the world | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,253 | 1,746 | 3,712 | 3,309 |
Products transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 176,444 | 187,781 | 570,478 | 554,941 |
Products transferred at a point in time | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 138,602 | 154,217 | 464,139 | 465,822 |
Products transferred at a point in time | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 37,842 | 33,564 | 106,339 | 89,119 |
Products and services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,425 | 2,183 | 11,472 | 9,735 |
Products and services transferred over time | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 763 | 633 | 2,917 | 1,567 |
Products and services transferred over time | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,662 | 1,550 | 8,555 | 8,168 |
Foundry & Logic | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 90,605 | 104,640 | 327,106 | 321,776 |
Foundry & Logic | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 90,605 | 104,640 | 327,106 | 321,776 |
Foundry & Logic | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
DRAM | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 34,922 | 39,816 | 106,202 | 115,802 |
DRAM | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 34,922 | 39,816 | 106,202 | 115,802 |
DRAM | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Flash | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,838 | 10,394 | 33,748 | 29,811 |
Flash | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13,838 | 10,394 | 33,748 | 29,811 |
Flash | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 41,504 | 35,114 | 114,894 | 97,287 |
Systems | Probe Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Systems | Systems | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 41,504 | $ 35,114 | $ 114,894 | $ 97,287 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 25, 2022 | Sep. 24, 2022 | Sep. 25, 2021 | Sep. 24, 2022 | Sep. 25, 2021 | |
Subsequent Event [Line Items] | |||||
Restructuring charges | $ 6,174 | $ 4,633 | $ 7,068 | $ 5,267 | |
Employee Severance | |||||
Subsequent Event [Line Items] | |||||
Restructuring charges | $ 152 | ||||
Subsequent Event | Employee Severance | |||||
Subsequent Event [Line Items] | |||||
Percent of workforce eliminated | 13% | ||||
Restructuring charges | $ 6,600 | ||||
Subsequent Event | Employee Severance | Minimum | |||||
Subsequent Event [Line Items] | |||||
Annual expected decrease in cost structure due to restructuring | 25,000 | ||||
Subsequent Event | Employee Severance | Maximum | |||||
Subsequent Event [Line Items] | |||||
Annual expected decrease in cost structure due to restructuring | $ 30,000 |