Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2021shares | |
Entity Registrant Name | NOVA LTD. |
Entity Central Index Key | 0001109345 |
Document Type | 20-F |
Document Registration Statement | false |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2021 |
Document Fiscal Period Focus | FY |
Amendment Flag | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Dec. 31, 2021 |
Entity File Number | 000-30668 |
Entity Incorporation, State or Country Code | L3 |
Entity Address, Address Line One | 5 David Fikes St. |
Entity Address, City or Town | Rehovot |
Entity Address Country | IL |
Entity Address, Postal Zip Code | 7632805 |
Title of 12(b) Security | Ordinary Shares |
Trading Symbol | NVMI |
Name of Exchange on which Security is Registered | NASDAQ |
Entity Common Stock, Shares Outstanding | 28,579,044 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | U.S. GAAP |
Entity Shell Company | false |
Auditor Attestation Flag | true |
Auditor Name | KOST FORER GABBAY & KASIERER |
Auditor Location | Tel-Aviv, Israel |
Auditor Firm ID | 1281 |
Business Contact [Member] | |
Contact Personnel Name | Dror David |
Entity Address, Address Line One | 5 David Fikes St. |
Entity Address, City or Town | Rehovot |
Entity Address Country | IL |
Entity Address, Postal Zip Code | 7632805 |
City Area Code | 972 |
Local Phone Number | 73-2295833 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 126,698 | $ 232,304 |
Short-term interest-bearing bank deposits | 221,897 | 191,567 |
Marketable securities (Note 3) | 61,568 | 0 |
Trade accounts receivable, net of allowance of $37 and $70 at December 31, 2021 and 2020, respectively | 68,446 | 63,314 |
Inventories (Note 4) | 78,665 | 61,734 |
Other current assets (Note 5) | 9,242 | 9,782 |
Total current assets | 566,516 | 558,701 |
Non-Current assets | ||
Marketable securities (Note 3) | 137,415 | 0 |
Interest-bearing bank deposits | 3,672 | 2,547 |
Restricted interest-bearing bank deposits | 1,600 | 1,476 |
Deferred tax assets (Note 14) | 6,161 | 2,869 |
Severance pay funds (Note 9) | 1,327 | 1,281 |
Operating lease right-of-use assets (Note 11) | 30,627 | 29,109 |
Property and equipment, net (Note 6) | 34,460 | 34,168 |
Intangible assets, net (Note 7) | 2,601 | 5,059 |
Goodwill | 20,114 | 20,114 |
Other long-term assets | 661 | 462 |
Total non-current assets | 238,638 | 97,085 |
TOTAL ASSETS | 805,154 | 655,786 |
Current liabilities | ||
Convertible senior notes, net (Note 10) | 183,037 | 0 |
Trade accounts payable | 36,218 | 24,096 |
Deferred revenues | 15,338 | 4,717 |
Operating lease current liabilities (Note 11) | 4,452 | 3,703 |
Other current liabilities (Note 8) | 48,885 | 28,418 |
Total current liabilities | 287,930 | 60,934 |
Non-Current liabilities | ||
Convertible senior notes, net (Note 10) | 0 | 178,808 |
Accrued severance pay (Note 9) | 3,686 | 3,719 |
Operating lease long-term liabilities (Note 11) | 33,450 | 31,905 |
Other long-term liabilities | 6,334 | 8,882 |
Total non-current liabilities | 43,470 | 223,314 |
Commitments and contingencies (Note 12) | ||
TOTAL LIABILITIES | 331,400 | 284,248 |
SHAREHOLDERS’ EQUITY (Note 13) | ||
Ordinary shares (Note 1): December 31, 2021, no par value - Authorized 60,000,000 shares, Issued and Outstanding 28,579,044. December 31, 2020, NIS 0.01 par value - Authorized 40,000,000 shares, Issued and Outstanding 28,176,862 | 0 | 74 |
Additional paid-in capital | 139,847 | 129,274 |
Accumulated other comprehensive income (loss) | (814) | 570 |
Retained earnings | 334,721 | 241,620 |
Total shareholders' equity | 473,754 | 371,538 |
Total liabilities and shareholders' equity | $ 805,154 | $ 655,786 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 37 | $ 70 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Parentheticals) - ₪ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Ordinary shares, par value | ₪ 0.01 | |
Ordinary shares, shares authorized | 60,000,000 | 40,000,000 |
Ordinary shares, shares issued | 28,579,044 | 28,176,862 |
Ordinary shares, shares outstanding | 28,579,044 | 28,176,862 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Total revenues | $ 416,113 | $ 269,396 | $ 224,909 |
Cost of revenues: | |||
Total cost of revenues | 178,752 | 116,473 | 103,089 |
Gross profit | 237,361 | 152,923 | 121,820 |
Operating expenses: | |||
Research and development, net (Note 2R) | 65,857 | 53,015 | 44,508 |
Sales and marketing | 39,336 | 29,321 | 28,213 |
General and administrative | 17,324 | 12,514 | 10,066 |
Amortization of intangible assets (Note 7) | 2,458 | 2,503 | 2,625 |
Total operating expenses | 124,975 | 97,353 | 85,412 |
Operating income | 112,386 | 55,570 | 36,408 |
Financial income (expense), net (Note 17) | (3,133) | 926 | 3,078 |
Income before taxes on income | 109,253 | 56,496 | 39,486 |
Income tax expenses | 16,152 | 8,589 | 4,315 |
Net income | $ 93,101 | $ 47,907 | $ 35,171 |
Earnings per share: | |||
Basic | $ 3.28 | $ 1.71 | $ 1.26 |
Diluted | $ 3.12 | $ 1.65 | $ 1.23 |
Shares used in calculation of earnings per share: | |||
Basic | 28,371,610 | 28,096,814 | 27,895,096 |
Diluted | 29,816,066 | 28,949,739 | 28,574,202 |
Product [Member] | |||
Revenues: | |||
Total revenues | $ 337,026 | $ 209,320 | $ 167,200 |
Cost of revenues: | |||
Total cost of revenues | 129,535 | 78,555 | 67,300 |
Service [Member] | |||
Revenues: | |||
Total revenues | 79,087 | 60,076 | 57,709 |
Cost of revenues: | |||
Total cost of revenues | $ 49,217 | $ 37,918 | $ 35,789 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 93,101 | $ 47,907 | $ 35,171 |
Available-for-sale investments (Note 3): | |||
Unrealized gain (loss) on available-for-sale marketable securities, net | (1,016) | 0 | 0 |
Cash flow hedges (Note 16): | |||
Unrealized gain from cash flow hedges | 74 | 1,351 | 236 |
Less: reclassification adjustment for net loss included in net income | (442) | (796) | (33) |
Other comprehensive income (loss) | (1,384) | 555 | 203 |
Total comprehensive income | $ 91,717 | $ 48,462 | $ 35,374 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Ordinary Shares [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Total | ||
Balance at Dec. 31, 2018 | $ 74 | $ 122,312 | $ (188) | $ 158,542 | $ 280,740 | ||
Balance, shares at Dec. 31, 2018 | 27,917,505 | ||||||
Issuance of shares upon exercise of options | [1] | 492 | 0 | 0 | 492 | ||
Issuance of shares upon exercise of options, shares | 246,373 | ||||||
Issuance of shares upon vesting of RSU | [1] | [1] | 0 | 0 | 0 | ||
Issuance of shares upon vesting of RSU, shares | 118,486 | ||||||
Share based compensation | $ 0 | 5,092 | 0 | 0 | 5,092 | ||
Share repurchase at cost | [1] | (7,159) | 0 | 0 | (7,159) | ||
Share repurchase at cost, shares | (276,747) | ||||||
Other comprehensive income (loss) | $ 0 | 0 | 203 | 0 | 203 | ||
Net income | 0 | 0 | 0 | 35,171 | 35,171 | ||
Balance at Dec. 31, 2019 | $ 74 | 120,737 | 15 | 193,713 | 314,539 | ||
Balance, shares at Dec. 31, 2019 | 28,005,617 | ||||||
Issuance of shares upon exercise of options | [1] | 367 | 0 | 0 | 367 | ||
Issuance of shares upon exercise of options, shares | 302,730 | ||||||
Issuance of shares upon vesting of RSU | [1] | [1] | 0 | 0 | 0 | ||
Issuance of shares upon vesting of RSU, shares | 119,281 | ||||||
Share based compensation | $ 0 | 6,949 | 0 | 0 | 6,949 | ||
Equity component of convertible senior notes, net of issuance costs and tax | 0 | 13,770 | 0 | 0 | 13,770 | ||
Share repurchase at cost | [1] | (12,549) | 0 | 0 | (12,549) | ||
Share repurchase at cost, shares | (250,766) | ||||||
Other comprehensive income (loss) | $ 0 | 0 | 555 | 0 | 555 | ||
Net income | 0 | 0 | 0 | 47,907 | 47,907 | ||
Balance at Dec. 31, 2020 | $ 74 | 129,274 | 570 | 241,620 | $ 371,538 | ||
Balance, shares at Dec. 31, 2020 | 28,176,862 | 28,176,862 | |||||
Issuance of shares upon exercise of options | 11 | 0 | 0 | $ 11 | |||
Issuance of shares upon exercise of options, shares | 236,652 | 236,652 | |||||
Issuance of shares upon vesting of RSU | 0 | 0 | $ 0 | ||||
Issuance of shares upon vesting of RSU, shares | 165,530 | ||||||
Share based compensation | $ 0 | 10,488 | 0 | 10,488 | |||
Elimination of the par value of the Ordinary shares | (74) | 74 | 0 | 0 | 0 | ||
Other comprehensive income (loss) | 0 | 0 | (1,384) | 0 | (1,384) | ||
Net income | 0 | 0 | 0 | 93,101 | 93,101 | ||
Balance at Dec. 31, 2021 | $ 0 | $ 139,847 | $ (814) | $ 334,721 | $ 473,754 | ||
Balance, shares at Dec. 31, 2021 | 28,579,044 | 28,579,044 | |||||
[1] | Less than $1 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net income | $ 93,101 | $ 47,907 | $ 35,171 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation of property and equipment | 6,475 | 5,875 | 5,401 |
Amortization of intangible assets | 2,458 | 2,503 | 2,625 |
Amortization of premium and accretion of discount on marketable securities, net | 1,708 | 0 | 0 |
Amortization of debt discount and issuance costs | 4,229 | 868 | 0 |
Share-based compensation | 10,488 | 6,949 | 5,092 |
Net effect of exchange rate fluctuation | (745) | (1,584) | (510) |
Changes in assets and liabilities: | |||
Trade accounts receivables, net | (5,132) | (11,711) | 1,928 |
Inventories | (18,457) | (16,271) | (7,518) |
Other current and long-term assets | 192 | 6,878 | (6,161) |
Deferred tax assets, net | (2,989) | (193) | (681) |
Operating lease right-of-use assets | 1,680 | 1,351 | 2,372 |
Trade accounts payables | 11,697 | 3,255 | 1,691 |
Deferred revenues | 10,621 | 2,461 | (1,728) |
Operating lease liabilities | (904) | 91 | 2,685 |
Other current and long-term liabilities | 17,919 | 11,520 | 65 |
Accrued severance pay, net | (79) | 354 | 260 |
Net cash provided by operating activities | 132,262 | 60,253 | 40,692 |
Cash flows from investment activities: | |||
Change in short-term and long-term interest-bearing bank deposits | (31,456) | (36,016) | (4,181) |
Investment in marketable securities | (215,091) | 0 | 0 |
Proceed from maturities of marketable securities | 12,862 | 0 | 0 |
Purchase of property and equipment | (4,816) | (6,443) | (21,269) |
Net cash used in investing activities | (238,501) | (42,459) | (25,450) |
Cash flows from financing activities: | |||
Proceeds from the issuance of convertible senior notes, net of issuance costs | 0 | 193,588 | 0 |
Purchases of treasury shares | 0 | (12,549) | (7,159) |
Proceeds from exercise of options | 11 | 367 | 492 |
Net cash provided by (used in) financing activities | 11 | 181,406 | (6,667) |
Effect of exchange rate fluctuations on cash and cash equivalents | 622 | 1,356 | 296 |
Increase (decrease) in cash and cash equivalents | (105,606) | 200,556 | 8,871 |
Cash and cash equivalents - beginning of year | 232,304 | 31,748 | 22,877 |
Cash and cash equivalents - end of year | 126,698 | 232,304 | 31,748 |
Supplemental disclosure of non-cash activities: | |||
Operating right-of-use assets recognized with corresponding operating lease liabilities | 3,198 | 2,367 | 31,465 |
Supplemental disclosure of cash flow information: | |||
Cash paid during the year for income taxes | $ 13,275 | $ 3,981 | $ 8,342 |
GENERAL
GENERAL | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | NOTE 1 - GENERAL Business Description: Nova Ltd. (”Nova” or the “Parent Company”) was incorporated and commenced operations in 1993 in the design, development and production of process control systems, used in the manufacturing of semiconductors. Nova has wholly owned subsidiaries in the United States of America (the “U.S.”), Japan, Taiwan, Korea, China and Germany (together defined as the “Company”). On July 25, 2021 the Company changed its name from Nova Measuring Instruments Ltd. to Nova Ltd. The Company continues research and development for the next generation of its products and additional applications for such products. The Company operates in one operating segment. On April 2, 2015, the Company completed the acquisition of 100% shares of ReVera Inc. (hereinafter – ReVera) a privately-held U.S. company. On December 31, 2017, ReVera, merged into Nova Measuring Instruments, Inc. The ordinary shares of the Company are traded on the NASDAQ Global Market since April 2000 and on the Tel-Aviv Stock Exchange since June 2002. On June 24, 2021, the Company increased its authorized share capital to 60,000,000 Ordinary Shares and eliminated the par value of the Ordinary shares. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America. The following is a summary of the significant accounting policies, which were applied in the preparation of these financial statements, on a consistent basis: A. Principles of Consolidation and Basis of Presentation The Company’s consolidated financial statements include the financial statements of Nova Ltd. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. B. Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. The Company's management evaluates its estimates on an ongoing basis, including those related to, but not limited to income taxes and tax uncertainties, collectability of trade accounts receivable, inventory accruals, fair value and useful lives of intangible assets, lease discount rate, lease period, convertible senior notes borrowing rate and revenue recognition. These estimates are based on management's knowledge about current events and expectations about actions the Company may undertake in the future. Actual results could differ from those estimates. The novel coronavirus (“COVID-19”) pandemic has created, and may continue to create, significant uncertainty in macroeconomic conditions, and the extent of its impact on the Company’s operational and financial performance will depend on certain developments, including the duration and spread of the outbreak and the impact on the Company’s customers and its sales cycles. The Company considered the impact of COVID-19 on the estimates and assumptions and determined that there were no material adverse impacts on the consolidated financial statements for the period ended December 31, 2021. As events continue to evolve and additional information becomes available, the Company’s estimates and assumptions may change materially in future periods. C. Financial Statements in U.S. Dollars The currency of the primary economic environment in which the operations of the Company and its subsidiaries are conducted is the U.S. dollar (the “dollar”). Accordingly, the Company uses the dollar as its functional and reporting currency. Certain of the dollar amounts in the financial statements may represent the dollar equivalent of other currencies, including the New Israeli Shekel (“NIS”). Transactions and balances denominated in dollars are presented at their dollar amounts. Non-dollar transactions and balances are re-measured into dollars in accordance with the principles set forth in ASC 830, “Foreign Currency Translation”. All transaction gains and losses of the re-measured monetary balance sheet items are reflected in the statements of operations as financial income or expenses, as appropriate. D. Cash and Cash Equivalents Cash and cash equivalents represent short-term highly liquid investments (mainly interest-bearing deposits) with maturity dates not exceeding three months from the date of deposit. E. Short Term Bank Deposit Short-term bank deposits consist of bank deposits with original maturities of more than three months and up to twelve months. F. Marketable Securities The Company accounts for marketable securities in accordance with ASC Topic 320, “Investments – Debt and Equity Securities”. The Company’s investments in marketable securities consist of high-grade treasury, corporate and municipal bonds. Investments in marketable securities are classified as available for sale at the time of purchase. Available for sale securities are carried at fair value based on quoted market prices, with unrealized gains and losses, reported in accumulated other comprehensive income (loss) in shareholders’ equity. Realized gains and losses on sales of marketable securities, are included in financial income (expenses), net. The amortized cost of marketable securities is adjusted for amortization of premium and accretion of discount to maturity, both of which, together with interest, are included in financial income (expenses), net. The Company classifies its marketable securities as either short term or long term based on each instrument’s underlying contractual maturity date. Marketable securities with maturities of 12 months or less are classified as short-term and marketable securities with maturities greater than 12 months are classified as long-term. The Company accounts for Credit losses in accordance with ASU 2016-13, Topic 326 “Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments” which modified the other than temporary impairment model for available for sale debt securities. The guidance requires the Company to determine whether a decline in fair value below the amortized cost basis of an available for sale debt security is due to credit related factors or noncredit related factors. A credit related impairment should be recognized as an allowance on the balance sheet with a corresponding adjustment to earnings, however, if the Company intends to sell an impaired available for sale debt security or more likely than not would be required to sell such a security before recovering its amortized cost basis, the entire impairment amount would be recognized in earnings with a corresponding adjustment to the security’s amortized cost basis. The Company’s allowance for credit losses on marketable securities was not material for the year ended on December 31, 2021. G. Trade Accounts Receivables Trade accounts receivables are recorded and carried at the original invoiced amount less an allowance for any potential uncollectible amounts, in accordance with ASC 326. The Company makes estimates of expected credit losses for based upon its assessment of various factors, including historical experience, the age of the trade receivable balances, credit quality of its customers, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect its ability to collect from customers. H. Business Combination The Company accounts for business combination in accordance with ASC No, 805, “Business Combination” (ASC 805). ASC 805 requires recognition of assets acquired and liabilities assumed at the acquisition date, measured at their fair values as of that date. Any access of the fair value of net assets acquired over purchased price and any subsequent changes in estimated contingencies are to be recorded in the consolidated statements of operations. I. Inventories Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are provided to cover risks arising from slow-moving items, technological obsolescence, excess inventories, discontinued products, and for market prices lower than cost, if any. The Company periodically evaluates the quantities on hand relative to historical and projected sales volume (which is determined based on an assumption of future demand and market conditions), the age of the inventory and the expected consumption of service spare parts. At the point of the loss recognition, a new lower cost basis for that inventory is established. Any adjustments to reduce the cost of inventories to their net realizable value are recognized in earnings in the current period. Inventory includes costs of products delivered to customers and not recognized as cost of sales, where revenues in the related arrangements were not recognized. To support the Company’s service operations, the Company maintains service spare parts inventory and reduce the net carrying value of this inventory over the service life. Cost is determined as follows: • Raw materials - based on the moving average cost method. • Service inventory, work in process and finished goods - based on actual production cost basis (materials, labor and indirect manufacturing costs). J. Property and Equipment Property and equipment are presented at cost, net of accumulated depreciation. Annual depreciation is calculated based on the straight-line method over the estimated useful lives of the related assets. Estimated useful life is as follows: Years Electronic equipment 3-7 Office furniture and equipment 3-17 Leasehold improvements Over the shorter of the term of the lease (including its extension periods) or the useful life of the asset Depreciation methods, useful lives and residual values are reviewed at the end each reporting year and adjusted if appropriate. K. Goodwill and Intangible Assets Goodwill and other purchased intangible assets have been recorded as a result of the acquisition of ReVera. Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired, and related liabilities. Goodwill is not amortized, but rather is subject to an impairment test, in accordance with ASC 350, “Intangibles – Goodwill and Other”, at least annually (in the fourth quarter), or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. The Company has an option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value prior to performing the quantitative goodwill impairment test. The Company operates in one operating segment, and this segment comprises its only reporting unit. Following the adoption of ASU 2017-04, "Simplifying the Test for Goodwill Impairment", any excess of the carrying value of the reporting unit over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to the fair value of the reporting unit. Intangible assets with finite life (refer to note 2L for impairment assessment of intangible assets with finite life) are amortized over their useful lives using a method that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise used, or, if that pattern cannot be reliably determined, using a straight-line amortization method. Weighted Average Useful Life (Years) Technology (*) 3-7 Customer relationships 10 IPR&D (*) 3 (*) During 2021 a completion of the development and successful launch of the IPR&D related product was determined. The useful life of the IPR&D technology was determined to be 3 years and amortizing was initiated, subject to annual impairment assessment as described in Note 2L L. Impairment of Long-Lived Assets Long-lived assets (tangible and intangible assets with finite life), held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets (or asset Group) may not be recoverable. In the event that the sum of the expected future cash flows (undiscounted and without interest charges) of the long-lived assets is less than the carrying amount of such assets, an impairment charge would be recognized, and the assets (or asset Group) would be written down to their estimated fair values. During the years 2021, 2020 and 2019, no impairment losses have been identified. IPR&D is tested for impairment annually or more frequently when indicators of impairment exist. The Company first assesses qualitative factors to determine if it is more likely than not that the IPR&D is impaired and whether it is necessary to perform a quantitative impairment test. The qualitative assessment considers various factors, including changes in demand, the abandonment of the IPR&D or significant economic slowdowns in the semiconductor industry and macroeconomic environment. If adverse qualitative trends are identified that could negatively impact the fair value of the asset, then quantitative impairment test is performed to compare the carrying value of the asset to its undiscounted expected future cash flows. If this test indicates that there is impairment, the impaired asset is written down to fair value, which is typically calculated using discounted expected future cash flows utilizing an appropriate discount rate. No impairment losses have been identified during 2021, 2020 and 2019 relating to goodwill and intangible assets. M. Accrued Warranty Costs Accrued warranty costs are calculated with respect to the warranty period on the Company’s products and are based on the Company’s prior experience and in accordance with management’s estimate. The estimated future warranty obligations are affected by the warranty periods, install base, labor and other related costs incurred in correcting a product failure. N. Derivative Financial Instruments ASC 815 requires the presentation of all derivatives as either assets or liabilities on the balance sheet and the measurement of those instruments at fair value. For derivative instruments that are designated and qualify as a cash flow hedge (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk), the gain or loss on the derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. See Note 16 for disclosure of the derivative financial instruments in accordance with such pronouncements. O. Leases Under ASC 842, a contract is or contains a lease when the Company has the right to control the use of an identified asset for a period of time. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to, and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for the Company’s use. On the commencement date leases are evaluated for classification and assets and liabilities are recognized based on the present value of lease payments over the lease term. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the option will be exercised. The right-of-use (“ROU”) asset is initially measured as the amount of lease liability, adjusted for any initial lease costs, prepaid lease payments and any lease incentives. Costs incurred for common area maintenance, real estate taxes, and insurance are not included in the lease liability and are recognized as they are incurred. The Company's leases include office buildings for its facilities and car leases, which are all classified as operating leases. Certain lease agreements include rental payments that are adjusted periodically for the consumer price index ("CPI"). The ROU and lease liability were calculated using the CPI as of the adoption date and will not be subsequently adjusted, unless the liability is reassessed for other reasons. Certain leases include renewal options that are under the Company's sole discretion. The renewal options were included in the ROU and liability calculation if it was reasonably assured that the Company will exercise the option. As the Company’s lease arrangements do not provide an implicit rate, the Company uses its incremental estimated borrowing rate at lease commencement to measure ROU assets and lease liabilities. Operating lease expense is generally recognized on a straight-line basis over the lease term. For leases with a term of one year or less, the Company elected not to record the ROU asset or liability. P. Convertible Senior Notes The Company accounts for its convertible senior notes in accordance with ASC 470-20 "Debt with Conversion and Other Options". Pursuant to ASC Subtopic 470-20, issuers of certain convertible debt instruments, such as the Notes, that may be settled wholly or partially in cash upon conversion are required to separately account for the liability (debt) and equity (conversion option) components of the instrument. The liability component at issuance is recognized at fair value, based on the fair value of a similar instrument of similar credit rating and maturity that does not have a conversion feature. The equity component is based on the excess of the principal amount of the convertible senior notes over the fair value of the liability component and is recorded in additional paid-in capital. The equity component, net of issuance costs and deferred tax effects is presented within additional paid-in-capital and is not remeasured as long as it continues to meet the conditions for equity classification. The difference between the principal amount and the liability component represents a debt discount that is amortized to financial expense over the respective terms of the Notes using an effective interest rate method. The Company allocated the total issuance costs incurred to the liability and equity components of the convertible senior notes based on their relative values. Issuance costs attributable to the liability and equity components were $5,894 and $518, respectively. Issuance costs attributable to the liability are netted against the principal balance and will be amortized to financial expense using the effective interest method over the contractual term of the notes. The effective borrowing rate of the liability component of the notes (after deduction of the abovementioned issuance costs attributed to the liability component) is 2.365%. This borrowing rate was based on Company's synthetic credit risk rating. Q. Revenue Recognition Revenue Recognition Policy The Company enters into revenue arrangements that include products and services which are distinct and accounted for as separate performance obligations. The Company determines whether promises are distinct based on whether the customer can benefit from the product or service on its own or together with other resources that are readily available and whether the Company's commitment to transfer the product or service to the customer is separately identifiable from other obligations in the contract. The Company derives revenue from sales of advanced process control systems, spare parts, labor hours (mainly related to installation) and service contracts. Revenues derived from sales of advanced process control systems, spare parts and labor hours are recognized at a point in time, when control of the promised goods or services is transferred to the customers, upon fulfillment of the contractual terms (typically upon shipment of the systems and spare parts or when the service is completed for labor hours). Revenues derived from service contracts, are recognized ratably over time in accordance with the term of the contract since the Company has a stand-ready obligation to provide the service. Such contracts generally include a fixed fee. Revenues from sales which were not yet determined to be final sales due to certain acceptance provisions are deferred. C ontracts with Multiple Performance Obligations Contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative Standalone Selling Price (“SSP”). Judgment is required to determine the SSP for each distinct performance obligation. The Company uses a range of amounts to estimate SSP when it sells each of the products and services separately and needs to determine whether there is a discount to be allocated based on the relative SSP of the various products and services. Remaining Performance Obligations Remaining performance obligations (RPOs) represent contracted revenues that had not yet been recognized and include deferred revenues and invoices that have been issued to customers but were uncollected and have not been recognized as revenues. As of December 31, 2021, the aggregate amount of the RPOs was $41,055 comprised of $15,338 deferred revenues and $25,717 of uncollected amounts that were not yet recognized as revenues. The Company expects the RPO to be recognized as revenues over the next year. Contract Balances Contract balances are presented separately on the consolidated balance sheets. Revenues recognized during 2021, 2020 and 2019 from deferred revenues amounts included in current liabilities at the beginning of the period amounted to $3,651, $1,544 and $3,481 respectively. In certain arrangements, the Company receives payment from a customer either before or after the performance obligation has been satisfied. The expected timing difference between the payment and satisfaction of performance obligations for the Company’s contracts is one year or less; therefore, the Company applies a practical expedient and does not consider the effects of the time value of money. R. Research and Development Research and development costs are charged to operations as incurred. Amounts received or receivable from the Government of Israel through the Israeli Innovation Authority (“IIA”, formerly known as the Office of the Chief Scientist) or from the European Community as participation in certain research and development programs are offset against research and development costs. The accrual for grants receivable is determined based on the terms of the programs, provided that the criteria for entitlement are expected to be met. Research and development grants recognized during the years ended December 31, 2021, 2020 and 2019 were $4,395, $5,645 and $6,932 respectively. S. Income Taxes The Company accounts for income taxes utilizing the asset and liability method in accordance with ASC 740, “Income Taxes”. Current tax liabilities are recognized for the estimated taxes payable on tax returns for the current year. Deferred tax liabilities or assets are recognized for the estimated future tax effects attributable to temporary differences between the income tax bases of assets and liabilities and their reported amounts in the financial statements, and for tax loss carryforwards. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax laws, and deferred tax assets are reduced, if necessary, by the amount of tax benefits, the realization of which is not considered more likely than not based on available evidence. ASC 740-10 requires a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. T. Share-Based Compensation The Company accounts for equity-based compensation using ASC 718 “Compensation - Stock Compensation,” which requires companies to recognize the cost of employee services received in exchange for awards of equity instruments based upon the grant-date fair value of those awards. Share Options Under ASC 718, the fair market value of each option grant is estimated on the date of grant using the “Black-Scholes option pricing” method with the following weighted-average assumptions: 2 0 2 1 2 0 2 0 2 0 1 9 Risk-free interest rate 0.89% 0.38% 1.87% Expected term of options 4.97 years 5.08 years 4.69 years Expected volatility 39.02% 36.61% 33.18% Expected dividend yield 0% 0% 0% Expected volatility was calculated based on actual historical share price movements over a term that is equivalent to the expected term of granted options. The expected term of options granted is based on historical experience and represents the period of time that options granted are expected to be outstanding. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company recognizes compensation expenses for the value of awards granted, based on the accelerated method. The Company account for forfeitures as they occur. U. Earnings per Share Earnings per share are presented in accordance with ASC 260-10, “Earnings per Share”. Pursuant to which, basic earnings per share excludes the dilutive effects of convertible securities and is computed by dividing income (loss) available to ordinary shareholders by the weighted-average number of ordinary shares outstanding for the period, net of treasury shares. Diluted earnings per share reflect the potential dilutive effect of options and RSUs. The number of potentially dilutive options and RSUs excluded from diluted earnings per share due to the anti-dilutive effect of out of the money options amounted to 336,857 in 2021, 492,963 in 2020, 438,999 in 2019. Additionally, 2,055,641 in 2021 (2,680,965 in 2020) shares underlying the conversion option of the Convertible Senior Notes are not considered in the calculation of diluted net income per share as the effect would be anti-dilutive. The Company intends to settle the principal amount of Convertible Senior Notes in cash and therefore will use the treasury stock method for calculating any potential dilutive effect on diluted net income per share, if applicable. The conversion will have a dilutive impact on diluted net income per share when the average market price of an ordinary share for a given period exceeds the conversion price of $74.6 per share . V. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, bank deposits, trade accounts receivable and foreign currency derivative contracts. The majority of the Company’s cash and cash equivalents and bank deposits are invested in dollar instruments with major banks in Israel. Management believes that the financial institutions that hold the Company's investments are corporations with high credit standing. Accordingly, management believes that low credit risk exists with respect to these financial investments. The trade accounts receivable of the Company are derived from sales to customers located primarily in Taiwan R.O.C. , and USA. The management of the Company performed risk assessment on an ongoing basis and believes it bears low risk. The Company entered into options and forward contracts to hedge against the risk of overall changes in future cash flow from payments of payroll and related expenses as well as other expenses denominated in NIS. The derivative instruments hedge a portion of the Company's non-dollar currency exposure. Counterparty to the Company’s derivative instruments is major financial institution. W. Fair Value Measurements The fair values of the Company’s cash and cash equivalents, short-term interest-bearing bank deposits, trade accounts receivable, and accounts payable approximate their carrying amounts due to their short-term nature. The Company follows the provisions of ASC No. 820, “Fair Value Measurement” (“ASC 820”), which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining a fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing an asset or liability, based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect assumptions that market participants would use in pricing an asset or liability, based on the best information available under given circumstances. The hierarchy is broken down into three levels, based on the observability of inputs and assumptions, as follows: Level 1 Observable inputs obtained from independent sources, such as quoted prices for identical assets and liabilities in active markets. Level 2 Other inputs that are directly or indirectly observable in the market place. Level 3 Unobservable inputs which are supported by little or no market activity. In accordance with ASC 820, the Company measures its marketable securities, at fair value using the market approach valuation technique. Marketable securities are classified within Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs. The estimated fair values of the derivative instruments are determined based on market rates to settle the instruments. The fair value of the Company’s derivative contracts (including forwards and options) is determined using standard valuation models. The significant inputs used in these models are readily available in public markets or can be derived from observable market transactions and, therefore, the Company’s derivative contracts have been classified as Level 2. Inputs used in these standard valuation models include the applicable spot, forward, and discount rates. The standard valuation model for the Company options contracts also includes implied volatility, which is specific to individual options and is based on rates quoted from a widely used third-party resource. The Company’s cash and cash equivalents, Interest-bearing bank deposits and restricted interest-bearing bank deposits are classified within level 1. Marketable securities, Derivative instruments and Convertible senior notes classified within Level 2 (see Note 3, Note 16 and Note 10, respectively). X. New Accounting Pronouncements Recently issued accounting pronouncements not yet adopted: In August 2020, the FASB issued Accounting Standards Update No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. This guidance will be effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company will adopt this new guidance using the modified retrospective method as of January 1, 2022. The adoption of this new guidance is estimated to result in an increase of approximately $12.1 million to short-term convertible senior notes, in the consolidated balance sheets, to reflect the full principal amount of the convertible notes outstanding net of issuance costs, a reduction of approximately $13.8 million to additional paid-in capital, net of estimated income tax effects, to remove the equity component separately recorded for the conversion features associated with the convertible notes, an increase to deferred tax assets, net of approximately $1.4 million, and a cumulative-effect adjustment of approximately $3.1 million, net of estimated income tax effects, to the beginning balance of retained earnings as of January 1, 2022. The adoption of this new guidance is anticipated to reduce interest expense by approximately $3.1 million during the year ended December 31, 2022. In addition, the required use of the if-converted method by the new guidance in calculating diluted earnings per share is expected to increase the number of potentially dilutive shares in 2022 by up to 2.1 million shares. In October 2021, the FASB issued ASU 2021-08, ASC Topic 805 “Business Combinations”. The standard create an exception to the general recognition and measurement principle for contract assets and contract liabilities from contracts with customers acquired in a business combination. Under this exception, an acquirer applies ASC 606, Revenue from Contracts with Customers, to recognize and measure contract assets and contract liabilities on the acquisition date. ASC 805 generally requires the acquirer in a business combination to recogn |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 3 - MARKETABLE SECURITIES The following is a summary of marketable securities amortized cost, unrealized gains, unrealized losses and fair value as of December 31, 2021: Marketable securities Amortized Cost Unrealized gains Unrealized losses* Fair Value Matures within one year: Corporate bonds 53,238 - (67 ) 53,171 Governmental bonds 8,409 - (12 ) 8,397 61,647 - (79 ) 61,568 Matures after one year: Corporate bonds 122,701 - (1,138 ) 121,563 Governmental bonds 15,954 1 (103 ) 15,852 138,655 1 (1,241 ) 137,415 200,302 1 (1,320 ) 198,983 * All of the unrealized losses have been accumulated during 2021 and are for less than 12 months. Proceeds from maturity of available-for-sale marketable securities during the year ended December 31, 2021, were $12,862. The Company had no proceeds from sales of available-for sale, marketable securities during the year ended December 31, 2021, therefore no realized gains or losses from the sale of available for sale marketable securities were recognized. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 4 - INVENTORIES A. Composition: As of December 31, 2 0 2 1 2 0 2 0 Raw materials 22,953 17,511 Service inventory 19,838 16,860 Work in process 19,125 16,364 Finished goods 16,749 10,999 78,665 61,734 B. In the years ended December 31, 2021, 2020 and 2019, the Company wrote down inventories in a total amount of $5,126, $5,664 and $4,435, respectively. |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT ASSETS | NOTE 5 - OTHER CURRENT ASSETS As of December 31, 2 0 2 1 2 0 2 0 Governmental institutions 4,447 5,776 Prepaid expenses 4,412 3,331 Other 383 675 9,242 9,782 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 6 - PROPERTY AND EQUIPMENT, NET As of December 31, 2 0 2 1 2 0 2 0 Cost: Electronic equipment 48,604 43,671 Office furniture and equipment 5,006 4,828 Leasehold improvements 24,217 27,853 77,827 76,352 Accumulated depreciation: Electronic equipment 35,040 32,019 Office furniture and equipment 2,755 1,554 Leasehold improvements 5,572 8,611 43,367 42,184 Net book value 34,460 34,168 Depreciation expenses amounted to $6,475, $5,875 and $5,401 for the years ended December 31, 2021, 2020 and 2019, respectively. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | NOTE 7 - Intangible assets originated from the acquisition of ReVera on April 2, 2015. The following is a summary of intangible assets as of December 31, 2021 and 2020: As of December 31, 2 0 2 1 2 0 2 0 Original amount: Technology 14,232 14,232 Customer relationships 5,191 5,191 19,423 19,423 Accumulated amortization: Technology 12,026 10,108 Customer relationships 4,796 4,256 16,822 14,364 Net book value 2,601 5,059 Amortization expenses amounted as following: Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Technology 1,918 1,758 1,758 Customer relationships 540 745 867 2,458 2,503 2,625 Annual amortization expenses are expected as follows: Year ending December 31, 2022 1,378 2023 726 2024 497 2,601 |
OTHER CURRENT LIABILITIES
OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
OTHER CURRENT LIABILITIES | NOTE 8 - A. Consists of : As of December 31, 2 0 2 1 2 0 2 0 Accrued salaries and fringe benefits 28,176 17,773 Accrued warranty costs (See B below) 8,287 4,839 Governmental institutions 12,372 5,758 Other 50 48 48,885 28,418 B. Accrued Warranty Costs: The Company provides standard warranty coverage on its systems. Parts and labor are covered under the terms of the warranty agreement. The Company accounts for the estimated warranty cost as a charge to costs of revenues when revenue is recognized. Accrued warranty costs presented in: As of December 31, 2 0 2 1 2 0 2 0 Other current liabilities 8,287 4,839 Other long-term liability 598 313 8,885 5,152 The following table provides the changes in the product warranty accrual for the fiscal years ended December 31, 2021 and 2020: As of December 31, 2 0 2 1 2 0 2 0 Balance as of beginning of year 5,152 5,132 Services provided under warranty (8,798 ) (6,752 ) Changes in provision 12,531 6,772 Balance as of end of year 8,885 5,152 |
LIABILITY FOR EMPLOYEE SEVERANC
LIABILITY FOR EMPLOYEE SEVERANCE PAY, NET | 12 Months Ended |
Dec. 31, 2021 | |
Postemployment Benefits [Abstract] | |
LIABILITY FOR EMPLOYEE SEVERANCE PAY, NET | NOTE 9 - Israeli law and labor agreements determine the obligations of the Company to make severance payments to dismissed employees and to employees leaving employment under certain other circumstances. The obligation for severance pay benefits, as determined by Israeli law, is based upon length of service and the employee’s most recent salary. The liability is partially covered through insurance policies purchased by the Company and deposits in a severance fund. The deposited funds include profits accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel's Severance Pay Law, 1963 or labor agreements. Since July 2008, the Company's agreements with new Israeli employees are under Section 14 of the Israeli Severance Pay Law, 1963. The Company's contributions for severance pay have replaced its severance obligation. Upon contribution of the full amount of the employee's monthly salary for each year of service, no additional calculations are conducted between the parties regarding the matter of severance pay and no additional payments are made by the Company to the employee. Labor agreements in Taiwan determine the obligations of the Company to make severance payments to dismissed employees and to employees leaving employment under certain other circumstances. The obligation for severance pay benefits is based upon length of service and the employee’s average salary. Severance pay expenses for the years ended December 31, 2021, 2020 and 2019, amounted to $818, $617 and $640, respectively (excluding the Company’s contributions for severance pay under section 14). |
CONVERTIBLE SENIOR NOTES, NET
CONVERTIBLE SENIOR NOTES, NET | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE SENIOR NOTES, NET | NOTE 10 - In October 2020, the Company issued $175,000 aggregate principal amount, 0% coupon rate, of convertible senior notes due 2025 and an additional $25,000 aggregate principal amount of such notes pursuant to the exercise in full of the over-allotment option of the initial purchasers (collectively, “Convertible Notes” or “Notes”). The Convertible Notes are convertible based upon an initial conversion rate of 13.4048 of the Company’s ordinary shares per $1,000 principal amount of Convertible Notes (equivalent to a conversion price of approximately $74.60 per ordinary share). The conversion rate will be subject to adjustment upon the occurrence of certain specified events. The Convertible Notes are senior unsecured obligations of the Company. The Convertible Notes will mature on October 15, 2025, (the "Maturity Date"), unless earlier repurchased, redeemed or converted. Prior to July 15, 2025, a holder may convert all or a portion of its Convertible Notes only under the following circumstances: 1. During any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sale price of the Company’s ordinary shares for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; 2. During the five business day period after any 10 consecutive trading day period (“measurement period”) in which the trading price, determined pursuant to the terms of the Convertible Notes, per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the ordinary shares and the conversion rate on each such trading day; 3. If the Company calls such Convertible Notes for redemption in certain circumstances, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or 4. Upon the occurrence of specified corporate events. On or after July 15, 2025 until the close of business on the second scheduled trading day immediately preceding the Maturity Date, a holder may convert its Convertible Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company can pay or deliver cash, ordinary shares or a combination of cash and ordinary shares, at the Company’s election. The Company may not redeem the notes prior to October 20, 2023, except in the event of certain tax law changes. The Company may, at any time and from time to time, redeem for cash all or any portion of the notes, at the Company's option, on or after October 20, 2023, if the last reported sale price of the Company`s ordinary shares has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which it delivers notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, (plus accrued and unpaid special interest (if any) to, but excluding, the redemption date). Upon the occurrence of a Fundamental Change as defined in the Indenture, holders may require the Company to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes, (plus accrued and unpaid special interest payable under certain circumstances set forth in the terms of the Convertible Notes (if any) to, but excluding, the fundamental change repurchase date). In addition, in connection with a make-whole fundamental change (as defined in the Indenture), or following our delivery of a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its notes in connection with such a corporate event or redemption, as the case may be. As of December 31, 2021, condition 1 as stated above has been met, as the Company share price exceeded the abovementioned threshold. The Notes are therefore convertible as of December 31, 2021 and are classified as current liability. The net carrying amount of the liability and equity components of the Convertible Notes as of December 31, 2021 and December 31, 2020 are as follows: As of December 31, Liability component: 2 0 2 1 2 0 2 0 Principal amount 200,000 200,000 Unamortized discount (12,032 ) (15,032 ) Unamortized issuance costs (4,931 ) (6,160 ) Net carrying amount 183,037 178,808 Equity component, net of issuance costs of $518 and deferred taxes of $1,878 13,770 13,770 Interest expense related to the Convertible Notes was as follows: Year ended December 31, 2 0 2 1 2 0 2 0 Amortization of debt discount 3,000 616 Amortization of debt issuance costs 1,229 252 Total financial expense recognized 4,229 868 As of December 31, 2021, the total estimated fair value of the convertible senior notes was approximately $390,000. The fair value of the convertible senior notes is considered to be Level 2 within the fair value hierarchy and was determined based on quoted price of the convertible senior notes in an over-the-counter market. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
Lessee Disclosure [Abstract] | |
LEASES | NOTE 11 - The Company has operating leases for facilities and vehicles. The Company recognized leased assets of $30,627 and corresponding current liabilities of $4,452, and long-term liabilities of $33,450, as of December 31, 2021. The Company’s leases have remaining terms of 1 to 9 years, some of which include options to extend the leases for up to additional 10 years. The weighted average remaining lease term was 14.6 years and the weighted average discount rate was 4.5% as of December 31, 2021. Lease expenses amounted to $3,935, $4,654 and $5,166 for the years ended December 31, 2021, 2020 and 2019, respectively. The expected discounted and undiscounted lease payments under non-cancelable leases as of December 31, 2021, excluding non-lease components, were as follows: Year 2022 4,508 2023 4,273 2024 4,248 2025 4,028 2026 3,661 2027 and thereafter 33,436 Total lease payments 54,154 Less imputed interest (16,252 ) Total 37,902 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 - The Company is obligated under certain agreements with its suppliers to purchase specified items of inventory which are expected to be utilized during the years 2022-2026. As of December 31, 2021, non-cancelable purchase obligations were approximately $190,000. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 13 - SHAREHOLDERS’ EQUITY A. Rights of Shares: Holders of ordinary shares are entitled to participate equally in the payment of cash dividends and bonus shares (stock dividends) and, in the event of the liquidation of the Company, in the distribution of assets after satisfaction of liabilities to creditors. Each ordinary share is entitled to one vote on all matters to be voted on by shareholders. B. Share Repurchase: On November 1, 2018, the Company announced $25,000 share repurchase program. In this framework, through December 31, 2021, the Company repurchased 556,603 ordinary shares for an aggregate amount of $14,509. On October 11, 2020, as part of the authorization of the Senior Convertible Notes Offering (see note 10), the Company’s board of directors approved and authorized a share repurchase for an aggregate amount of up to $20,000. 170,910 ordinary shares for an aggregate amount of $10,000. All treasury shares have been canceled as of the end of each respective year. C. Equity Based Incentive Plans: The Company’s Board of directors approves, from time to time, equity-based incentive plans, the last of which was approved in August 2017. Equity-based incentive plans include stock options, restricted share units and restricted stock awards to employees, officers and directors. Share-based compensation The following table summarizes the effects of share-based compensation resulting from the application of ASC 718 included in the Statements of Operations as follows: Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Cost of Revenues: Product 1,358 927 534 Service 802 437 469 Research and Development 3,994 2,556 2,206 Sales and Marketing 2,221 1,531 1,121 General and Administrative 2,113 1,498 762 Total 10,488 6,949 5,092 As of December 31, 2021, there was $610 of total unrecognized compensation cost related to non-vested employee options and $21,231 of total unrecognized compensation cost related to non-vested employee RSUs. These costs are generally expected to be recognized over a period of four years. Shares Options Share options vest over four years and their contractual term may not exceed 10 years. The exercise price is the market price at the date of each grant. The weighted average fair value (in dollars) of the options granted during 2021, 2020 and 2019, according to Black-Scholes option-pricing model, amounted to $35.94, $15.46 and $8.18 per option, respectively. Summary of the status of the Company’s share option plans as of December 31, 2021, as well as changes during the year then ended, is presented below: 2021 Share Options Weighted Average Exercise Price Outstanding - beginning of year 797,279 22.29 Granted 9,615 102.35 Exercised (236,652 ) 18.76 Expired and forfeited (84,700 ) 23.85 Outstanding - year end 485,542 25.33 Options exercisable at year end 327,859 21.09 The aggregate intrinsic value represents the total intrinsic value (the difference between the Company's closing share market price on the last trading day of the fiscal year and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on the last trading day of the fiscal year. This amount changes based on the fair market value of the Company's shares. The total intrinsic value of options outstanding as of December 31, 2021 and 2020 was $58,835 and $38,514, respectively. The total intrinsic value of options exercisable as of December 31, 2021 and 2020 was $41,117 and $24,428, respectively. The total intrinsic value of options exercised during the years 2021, 2020 and 2019 was $18,571, $10,463 and $4,570 respectively. The following table summarizes information about share options outstanding as of December 31, 2021: Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price (US dollars) (in years) (US dollars) (US dollars) 10.24-20.00 134,047 1.12 11.53 134,047 11.53 20.01-35.00 309,054 3.61 26.59 185,815 26.85 35.01-50.00 28,635 5.43 46.08 6,948 46.27 50.01-70.00 4,191 5.63 54.67 1,049 54.67 70.01-102.35 9,615 5.48 102.35 - - 485,542 25.33 327,859 21.09 Restricted Share Units Restricted Share Units (“RSU”) grants are rights to receive shares of the Company's ordinary shares on a one-for-one basis and are not entitled to dividends or voting rights, if any, until they are vested. RSU’s vesting schedules are 25% on each of the first, second, third and fourth anniversaries of the grant date, or, 33% on each of the first, second, and third anniversaries of the grant date. The fair value of such RSU grants is being recognized based on the accelerated method over the vesting period. Performance based RSU grants vest over a period of 3 years and are subject to certain performance criteria; accordingly, compensation expense is recognized for such awards when it becomes probable that the related performance condition will be satisfied. 2021 Number of RSUs Weighted average grant date fair value (USD) Unvested - beginning of year 468,561 39.14 Granted 197,941 103.84 Vested (165,530 ) 35.88 Canceled (37,771 ) 41.55 Unvested at year end 463,201 67.79 The total intrinsic value of RSUs vested during the years 2021, 2020 and 2019 was $17,341, $6,344 and $3,513, respectively. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 14 - A. Income Tax Regulations (Rules on Bookkeeping by Foreign Invested Companies and Certain Partnerships and Determination of their Taxable Income), 1986: As a "Controlled Foreign Cooperation" (as defined in the Israeli Law for the Encouragement of Capital Investments-1959), the Company's management has elected to apply Income Tax Regulations (Rules for Maintaining Accounting Records of Foreign Invested Companies and Certain Partnerships and Determining Their Taxable Income)-1986. Accordingly, its taxable income or loss is calculated in US Dollars. B. L aw for the Encouragement of Capital Investments-1959 : Part of the Company’s investment in equipment has received approvals in accordance with the Law for the Encouragement of Capital Investments, 1959 (“Approved Enterprise” status) in three separate investment plans. The Company has chosen to receive its benefits through the “Alternative Benefits” track, and, as such, is eligible for various benefits. These benefits include accelerated depreciation of fixed assets used in the investment program, as well as a full tax exemption on undistributed income in relation to income derived from the first plan for a period of 4 years and for the second and third plans for a period of 2 years. Thereafter a reduced tax rate of 25% will be applicable for an additional period of up to 3 years for the first plan and 5 years for the second and third plans, commencing with the date on which taxable income is first earned but not later than certain dates. The benefit period of the second and third plan have commenced. On April 1, 2005, an amendment to the Investment Law came into effect (“the Amendment”) and has significantly changed the provisions of the Investment Law. The Amendment limits the scope of enterprises which may be approved by the Investment Center by setting criteria for the approval of a facility as a Privileged Enterprise, such as provisions generally requiring that at least 25% of the Privileged Enterprise’s Income will be derived from export. Additionally, the Amendment enacted major changes in the manner in which tax benefits are awarded under the Investment Law so that companies no longer require Investment Center approval in order to qualify for tax benefits. However, the Investment Law provides that terms and benefits included in any certificate of approval already granted will remain subject to the provisions of the law as they were on the date of such approval. Therefore, the Israeli companies with Approved Enterprise status will generally not be subject to the provisions of the Amendment. The entitlement to the above benefits is conditional upon the Company fulfilling the conditions stipulated by the above law, regulations published thereunder and the instruments of approval for the specific investments in "Approved Enterprises". In the event of failure to comply with these conditions, the benefits may be canceled, and the Company may be required to refund the amount of the benefits, in whole or in part, including interest. In the event of distribution by the Company of a cash dividend out of retained earnings that were tax exempt due to its Approved Enterprise status, the Company would have to pay corporate tax of 10% - 25% on the income from which the dividend was distributed based on the extent to which non-Israeli shareholders hold Company’s shares. A 15% withholding tax may be deducted from dividends distributed to the recipients. On November 15, 2021 a new amendment of the Investment Law (“the Amendment’) was enacted (i) providing a reduced corporate income tax on the Trapped Profits distributed within a year from such amendment. The reduced corporate income tax is based on a certain formula and subject to reinvestment of certain amounts in enumerated assets/activities; (ii) harshening the rules with respect to determining the profits from which a dividend was distributed and providing that part of any dividend distribution, will be deemed as distributed from the Trapped Profits, according to a certain formula. During December 2021, as part of the Tax Assessment audit for the years 2016-2019, the Company entered into an agreement with the Israeli Tax Authorities and opted-in with the new Amendment. The reduced corporate income tax on the Trapped Profits resulted in income tax expenses (net of reductions of uncertain tax positions provisions) of approximately $3.7M, and was included in the 2021 consolidated statements of operations. In 2008, the Company submitted a request to approve a new plan (fourth plan) as a Privileged Enterprise in accordance with the Amendment to the Investment Law. The commencing year was 2010, and the expiration year was 2021. In 2011, new legislation amending to the Investment Law was adopted. Under this new legislation, a uniform corporate tax rate will apply to all qualifying income of certain Industrial Companies (Requirement of a minimum export of 25% of the company's total turnover), as opposed to the current law's incentives, which are limited to income from Approved Enterprises during their benefits period. Under the new law, the uniform tax rate will be 10% in areas in Israel designated as Development Zone A and 15% elsewhere in Israel during 2011-2012, 7% and 12.5%, respectively, in 2013-2014, and 6% and 12%, respectively thereafter. The profits of these Industrial Companies will be freely distributable as dividends, subject to a 15% withholding tax (or lower, under an applicable tax treaty). Under the transition provisions of the new legislation, the Company may decide to irrevocably implement the new law while waiving benefits provided under the current law or to remain subject to the current law. In August 2013 "The Arrangements Law" (hereinafter—"the Law") was officially published. The following significant changes affecting taxation were approved: 1. The tax rate on a company in Development area A, effective January 1, 2014 is 9% (instead of 7% in 2014 and 6% in 2015 and thereafter), and the tax rate for companies in all other areas will be 16% (instead of 12.5% in 2014 and 12% in 2015 and thereafter). 2. The tax rate on dividend distributed, generated from "preferred income" or by a company that has an approved enterprise increased effective January 1, 2014 from 15% to 20%. In 2016, most of the Company’s taxable income in Israel was attributable to Preferred Enterprises, with a related tax rate of 16%. In 2015 and 2014, most of the Company’s taxable income in Israel was attributable to Approved Enterprise programs with zero tax. C. T he New Technological Enterprise Incentives Regime - Amendment 73 to the Investment Law In December 2016, the Economic Efficiency Law (Legislative Amendments for Applying the Economic Policy for the 2017 and 2018 Budget Years), 2016 which includes Amendment 73 to the Law for the Encouragement of Capital Investments ("the 2017 Amendment") was published. According to the 2017 Amendment, Technological preferred enterprise, as defined in the Law for the Encouragement of Capital Investments, 1959 ("the Encouragement Law"), with total consolidated revenues of less than NIS 10 billion, shall be subject to 12% tax rate on income deriving from intellectual property (in development area A - a tax rate of 7.5%). Any dividends distributed deriving from income from the preferred technological enterprises will be subject to tax at a rate of 20%. The 2017 Amendment further provides that, in certain circumstances, a dividend distributed to a foreign corporate shareholder, would be subject to a 4% tax rate (if the percentage of foreign investors exceeds 90%). The Company assessed the criteria for qualifying to a “Preferred Technological Enterprise,” status and concluded that the Israeli entity is entitled to the above-mentioned benefits. The Company implemented the new incentives in its tax calculations starting 2017. D. T he Tax Cuts and Jobs Act, 2017: On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “US Tax Act”) that instituted fundamental changes to the taxation of multinational corporations. The Tax Act includes significant changes to the U.S. corporate income tax system, including a Federal corporate rate reduction from 35% to 21%, adjustments to rules relating to limitations on the deductibility of interest expense and executive compensation, the transition of U.S. international taxation from a worldwide tax system to a territorial tax system, foreign derived intangible income deduction, rules that impact the utilization of US NOLs and other corporate tax provisions. Foreign-Derived Intangible Income : The 2017 Tax Act provides tax incentives to U.S. companies to earn income from the sale, lease or license of goods and services abroad (i.e., the portion of a domestic corporation’s intangible income that is derived from serving foreign markets) in the form of a deduction for foreign-derived intangible income (“FDII”). FDII is taxed at an effective rate of 13.125% for taxable years beginning after December 31, 2017 and at an effective rate of 16.406% for taxable years beginning after December 31, 2025. The accounting for the deduction for FDII is similar to a special deduction and should be accounted for based on the guidance in ASC 740-10-25-37. The tax benefits for special deductions ordinarily are recognized no earlier than the year in which they are deductible on a tax return. E. D eferred Taxes : Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the deferred tax assets are as follows: As of December 31, 2 0 2 1 2 0 2 0 Deferred tax assets: Net operating loss carryforwards 501 505 Tax credits carryforward 1,052 740 Reserve and allowances 8,692 5,504 Operating lease liabilities, net 328 344 Deferred tax assets before valuation allowance 10,573 7,093 Valuation Allowance (1,737 ) (1,311 ) Deferred tax assets after valuation allowance 8,836 5,782 Deferred tax liabilities: Convertible senior notes (1,444 ) (1,804 ) Intangible assets (578 ) (1,109 ) Reserve and allowances (653 ) - Deferred tax liabilities (2,675 ) (2,913 ) Deferred tax assets 6,161 2,869 Long-term deferred tax assets: Year ended December 31, 2 0 2 1 2 0 2 0 Domestic 3,414 2,011 Foreign 2,747 858 6,161 2,869 Under ASC 740-10, deferred tax assets are to be recognized for the anticipated tax benefits associated with net operating loss and tax credits carry-forwards and deductible temporary differences; unless it is more-likely-than-not that some or all of the deferred tax assets will not be realized. F. I ncome before taxes on income included in the consolidated statements of operations : Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Domestic 76,400 42,164 25,803 Foreign (mainly US) 32,853 14,332 13,683 109,253 56,496 39,486 G. Income tax expenses (tax benefits) included in the consolidated statements of operations : Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Domestic 12,297 7,238 4,482 Foreign (mainly US) 3,855 1,351 (167 ) 16,152 8,589 4,315 Current 19,311 9,620 3,340 Deferred (3,159 ) (1,031 ) 975 16,152 8,589 4,315 H. Tax Reconciliation : The following is a reconciliation of the theoretical tax expense, assuming that all income is taxed at the ordinary statutory average corporate tax rate in Israel and the actual tax expense in the statement of operations, is as follows: Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Income before taxes on income 109,253 56,496 39,486 Statutory tax expenses 13,110 6,780 5,042 Effect of non-benefited income New Technological or Preferred Enterprises statuses in Israel 88 130 144 Permanent differences, including difference between the basis of measurement of income reported for tax purposes and the basis of measurement of income for financial reporting purposes, net (448 ) (199 ) (131 ) Change in tax reserve for uncertain tax positions (713 ) 1,806 850 Effect of foreign operations taxed at various rates 3,249 1,381 1,173 Foreign Derived Intangible Income benefit (1,785 ) (526 ) (768 ) Tax credits (1,592 ) (1,526 ) (777 ) Trapped Profits agreement net effect 3,716 - - Adjustments for previous year’s tax (113 ) 249 (2,121 ) Change in valuation allowance 601 413 898 Other 39 81 5 3,042 1,809 (727 ) Actual tax expenses 16,152 8,589 4,315 I. Effective Tax Rates : The Company’s effective tax rates differ from the statutory rates applicable to the Company for tax year 2021, primarily due to stock-based compensation deductible expenses, tax credits and foreign derived intangible income benefit in the US. The Company’s effective tax rates differ from the statutory rates applicable to the Company for tax year 2020, primarily due to tax credits and foreign derived income benefit in the US. J. Tax Assessments : In December 2021 the Parent Company has received final tax assessments for the years 2016-2019 from the Israeli Tax Authorities. For the US subsidiary, with regards to any tax years starting 2015 and any tax attributes carryforwards from prior periods remain subject to examination in future periods (under the standard US statute of limitation and subject to tax filing). The other subsidiaries received final tax assessments through tax years 2012 until 2016. K. Undistributed earnings of foreign subsidiaries : The Company considers the earnings of certain subsidiaries to be indefinitely invested outside Israel on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and the Company’s specific plans for reinvestment of those subsidiary earnings. The Company has not recorded a deferred tax liability of approximately $18,381 related to the Israel income taxes of undistributed earnings of foreign subsidiaries indefinitely invested outside Israel. Should the Company decide to repatriate the foreign earnings, the Company would need to adjust the Company’s income tax provision in the period the Company determined that the earnings will no longer be indefinitely invested outside Israel. L. Uncertain Tax Positions : The taxation of the Company's business is subject to the application of multiple and sometimes conflicting tax laws and regulations as well as multinational tax conventions. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. In addition, the Company classifies interest and penalties recognized in the financial statements relating to uncertain tax position under the income taxes line item. Tax laws themselves are subject to change as a result of changes in fiscal policy, changes in legislation and the evolution of regulations and court rulings. Consequently, taxing authorities may impose tax assessments or judgments against the Company that could materially impact its tax liability and/or its effective income tax rate. The Company believes that it has adequately provided for any reasonably foreseeable outcomes related to tax audits and settlement. The final tax outcome of its tax audits could be different from that which is reflected in the Company’s income tax provisions and accruals. Such differences could have a material effect on the Company’s income tax provision and net income in the period in which such determination is made. The following table summarizes the changes in uncertain tax positions: As of December 31, 2 0 2 1 2 0 2 0 Balance at the beginning of the year 11,080 7,738 Increase related to prior year tax positions 271 1,950 Decrease related to prior year tax positions (4,403 ) (622 ) Increase related to current year tax positions 1,187 2,014 Balance at the end of the year* 8,135 11,080 * The amount for the year ended December 31, 2021 and 2020 includes $2,412 and $2,280 unrecognized tax benefits, respectively, which are presented as a reduction from deferred tax assets, see Note 14e. The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expenses. M. Income from Other Sources in Israel : Income not eligible for benefits under the New Technological Enterprise Laws mentioned in ”C” above are taxed at the corporate tax rate of 23%. |
GEOGRAPHIC AREAS AND MAJOR CUST
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS | NOTE 15 - A. Sales by Geographic Area (as Percentage of Total Sales): Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 % % % Taiwan, R.O.C. 37 33 37 USA 23 23 25 China 21 19 18 Korea 11 17 9 Other 8 8 11 Total 100 100 100 Revenues are attributed to countries based on the geographic location of the customer. B. Sales by Major Customers (as Percentage of Total Sales): Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 % % % Customer A 31 26 27 Customer B 21 24 16 Customer C 9 8 13 C. Long-lived assets by geographic location: As of December 31, 2 0 2 1 2 0 2 0 % % Israel 74 75 US 19 20 Other 7 5 Total long-lived assets (*) 100 100 (*) Long-lived assets are comprised of property and equipment, net and operating lease right-of-use assets. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 16 - A. Hedging Activities The Company enters into forward contracts, and currency options to hedge its balance sheet exposure as well as certain future cash flows in connection with certain operating expenses (mainly payroll expense) and forecast transactions which are expected to be denominated mainly in New Israeli Shekel ("NIS"). The Company is exposed to losses in the event of non-performance by counterparties to financial instruments; however, as the counterparties are major Israeli banks, credit risk is considered immaterial. The Company does not hold or issue derivatives for trading purposes. The notional amounts of the hedging instruments as of December 31, 2021 and December 31, 2020 were $32,590, and $17,675 respectively. The terms of all of these currency derivatives are less than one year. B. Derivative Instruments The fair value of derivative contracts as of December 31, 2020 and December 31, 2019 was as follows: Derivative Assets Reported in Other Current Assets Derivative Liabilities Reported in Other Current Liabilities December 31, December 31, 2 0 2 1 2 0 2 0 2 0 2 1 2 0 2 0 Derivatives designated as hedging instruments in cash flow hedge 249 644 - - The impact of derivative instrument on total operating expenses in the year ended December 31, 2021, 2020 and 2019 was: Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Loss (gain) on derivative instruments $ 453 $ 796 $ 33 |
FINANCIAL INCOME (EXPENSE), NET
FINANCIAL INCOME (EXPENSE), NET | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
FINANCIAL INCOME (EXPENSE), NET | NOTE 17 - Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Interest income 2,194 4,057 4,605 Financial expense related to the Convertible Senior Notes (Note 10) (4,229 ) (868 ) - Exchange rate loss, net (948 ) (2,172 ) (1,428 ) Bank charges (150 ) (91 ) (99 ) Total (3,133 ) 926 3,078 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18 - On January 25, 2022, the Company completed its acquisition of all of the outstanding common stock of ancosys GmbH, a provider of chemical analysis and metrology solutions for advanced semiconductor manufacturing. The Company’s total consideration is expected to be approximately $90 million in cash including a performance based contingent consideration of $10 million. During the year ended December 31, 2021 the Company recognized $999 of acquisition-related costs in the consolidated statements of operations under general and administrative expenses. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | A. Principles of Consolidation and Basis of Presentation The Company’s consolidated financial statements include the financial statements of Nova Ltd. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Use of Estimates in the Preparation of Financial Statements | B. Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. The Company's management evaluates its estimates on an ongoing basis, including those related to, but not limited to income taxes and tax uncertainties, collectability of trade accounts receivable, inventory accruals, fair value and useful lives of intangible assets, lease discount rate, lease period, convertible senior notes borrowing rate and revenue recognition. These estimates are based on management's knowledge about current events and expectations about actions the Company may undertake in the future. Actual results could differ from those estimates. The novel coronavirus (“COVID-19”) pandemic has created, and may continue to create, significant uncertainty in macroeconomic conditions, and the extent of its impact on the Company’s operational and financial performance will depend on certain developments, including the duration and spread of the outbreak and the impact on the Company’s customers and its sales cycles. The Company considered the impact of COVID-19 on the estimates and assumptions and determined that there were no material adverse impacts on the consolidated financial statements for the period ended December 31, 2021. As events continue to evolve and additional information becomes available, the Company’s estimates and assumptions may change materially in future periods. |
Financial Statements in U.S. Dollars | C. Financial Statements in U.S. Dollars The currency of the primary economic environment in which the operations of the Company and its subsidiaries are conducted is the U.S. dollar (the “dollar”). Accordingly, the Company uses the dollar as its functional and reporting currency. Certain of the dollar amounts in the financial statements may represent the dollar equivalent of other currencies, including the New Israeli Shekel (“NIS”). Transactions and balances denominated in dollars are presented at their dollar amounts. Non-dollar transactions and balances are re-measured into dollars in accordance with the principles set forth in ASC 830, “Foreign Currency Translation”. All transaction gains and losses of the re-measured monetary balance sheet items are reflected in the statements of operations as financial income or expenses, as appropriate. |
Cash and Cash Equivalents | D. Cash and Cash Equivalents Cash and cash equivalents represent short-term highly liquid investments (mainly interest-bearing deposits) with maturity dates not exceeding three months from the date of deposit. |
Short Term Bank Deposit | E. Short Term Bank Deposit Short-term bank deposits consist of bank deposits with original maturities of more than three months and up to twelve months. |
Marketable Securities | F. Marketable Securities The Company accounts for marketable securities in accordance with ASC Topic 320, “Investments – Debt and Equity Securities”. The Company’s investments in marketable securities consist of high-grade treasury, corporate and municipal bonds. Investments in marketable securities are classified as available for sale at the time of purchase. Available for sale securities are carried at fair value based on quoted market prices, with unrealized gains and losses, reported in accumulated other comprehensive income (loss) in shareholders’ equity. Realized gains and losses on sales of marketable securities, are included in financial income (expenses), net. The amortized cost of marketable securities is adjusted for amortization of premium and accretion of discount to maturity, both of which, together with interest, are included in financial income (expenses), net. The Company classifies its marketable securities as either short term or long term based on each instrument’s underlying contractual maturity date. Marketable securities with maturities of 12 months or less are classified as short-term and marketable securities with maturities greater than 12 months are classified as long-term. The Company accounts for Credit losses in accordance with ASU 2016-13, Topic 326 “Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments” which modified the other than temporary impairment model for available for sale debt securities. The guidance requires the Company to determine whether a decline in fair value below the amortized cost basis of an available for sale debt security is due to credit related factors or noncredit related factors. A credit related impairment should be recognized as an allowance on the balance sheet with a corresponding adjustment to earnings, however, if the Company intends to sell an impaired available for sale debt security or more likely than not would be required to sell such a security before recovering its amortized cost basis, the entire impairment amount would be recognized in earnings with a corresponding adjustment to the security’s amortized cost basis. The Company’s allowance for credit losses on marketable securities was not material for the year ended on December 31, 2021. |
Trade accounts receivables | G. Trade Accounts Receivables Trade accounts receivables are recorded and carried at the original invoiced amount less an allowance for any potential uncollectible amounts, in accordance with ASC 326. The Company makes estimates of expected credit losses for based upon its assessment of various factors, including historical experience, the age of the trade receivable balances, credit quality of its customers, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect its ability to collect from customers. |
Business Combination | H. Business Combination The Company accounts for business combination in accordance with ASC No, 805, “Business Combination” (ASC 805). ASC 805 requires recognition of assets acquired and liabilities assumed at the acquisition date, measured at their fair values as of that date. Any access of the fair value of net assets acquired over purchased price and any subsequent changes in estimated contingencies are to be recorded in the consolidated statements of operations. |
Inventories | I. Inventories Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are provided to cover risks arising from slow-moving items, technological obsolescence, excess inventories, discontinued products, and for market prices lower than cost, if any. The Company periodically evaluates the quantities on hand relative to historical and projected sales volume (which is determined based on an assumption of future demand and market conditions), the age of the inventory and the expected consumption of service spare parts. At the point of the loss recognition, a new lower cost basis for that inventory is established. Any adjustments to reduce the cost of inventories to their net realizable value are recognized in earnings in the current period. Inventory includes costs of products delivered to customers and not recognized as cost of sales, where revenues in the related arrangements were not recognized. To support the Company’s service operations, the Company maintains service spare parts inventory and reduce the net carrying value of this inventory over the service life. Cost is determined as follows: • Raw materials - based on the moving average cost method. • Service inventory, work in process and finished goods - based on actual production cost basis (materials, labor and indirect manufacturing costs). |
Property and Equipment | J. Property and Equipment Property and equipment are presented at cost, net of accumulated depreciation. Annual depreciation is calculated based on the straight-line method over the estimated useful lives of the related assets. Estimated useful life is as follows: Years Electronic equipment 3-7 Office furniture and equipment 3-17 Leasehold improvements Over the shorter of the term of the lease (including its extension periods) or the useful life of the asset Depreciation methods, useful lives and residual values are reviewed at the end each reporting year and adjusted if appropriate. |
Goodwill and Intangible Assets | K. Goodwill and Intangible Assets Goodwill and other purchased intangible assets have been recorded as a result of the acquisition of ReVera. Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired, and related liabilities. Goodwill is not amortized, but rather is subject to an impairment test, in accordance with ASC 350, “Intangibles – Goodwill and Other”, at least annually (in the fourth quarter), or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. The Company has an option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value prior to performing the quantitative goodwill impairment test. The Company operates in one operating segment, and this segment comprises its only reporting unit. Following the adoption of ASU 2017-04, "Simplifying the Test for Goodwill Impairment", any excess of the carrying value of the reporting unit over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to the fair value of the reporting unit. Intangible assets with finite life (refer to note 2L for impairment assessment of intangible assets with finite life) are amortized over their useful lives using a method that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise used, or, if that pattern cannot be reliably determined, using a straight-line amortization method. Weighted Average Useful Life (Years) Technology (*) 3-7 Customer relationships 10 IPR&D (*) 3 (*) During 2021 a completion of the development and successful launch of the IPR&D related product was determined. The useful life of the IPR&D technology was determined to be 3 years and amortizing was initiated, subject to annual impairment assessment as described in Note 2L |
Impairment of Long-Lived Assets | L. Impairment of Long-Lived Assets Long-lived assets (tangible and intangible assets with finite life), held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets (or asset Group) may not be recoverable. In the event that the sum of the expected future cash flows (undiscounted and without interest charges) of the long-lived assets is less than the carrying amount of such assets, an impairment charge would be recognized, and the assets (or asset Group) would be written down to their estimated fair values. During the years 2021, 2020 and 2019, no impairment losses have been identified. IPR&D is tested for impairment annually or more frequently when indicators of impairment exist. The Company first assesses qualitative factors to determine if it is more likely than not that the IPR&D is impaired and whether it is necessary to perform a quantitative impairment test. The qualitative assessment considers various factors, including changes in demand, the abandonment of the IPR&D or significant economic slowdowns in the semiconductor industry and macroeconomic environment. If adverse qualitative trends are identified that could negatively impact the fair value of the asset, then quantitative impairment test is performed to compare the carrying value of the asset to its undiscounted expected future cash flows. If this test indicates that there is impairment, the impaired asset is written down to fair value, which is typically calculated using discounted expected future cash flows utilizing an appropriate discount rate. No impairment losses have been identified during 2021, 2020 and 2019 relating to goodwill and intangible assets. |
Accrued Warranty Costs | M. Accrued Warranty Costs Accrued warranty costs are calculated with respect to the warranty period on the Company’s products and are based on the Company’s prior experience and in accordance with management’s estimate. The estimated future warranty obligations are affected by the warranty periods, install base, labor and other related costs incurred in correcting a product failure. |
Derivative Financial Instruments | N. Derivative Financial Instruments ASC 815 requires the presentation of all derivatives as either assets or liabilities on the balance sheet and the measurement of those instruments at fair value. For derivative instruments that are designated and qualify as a cash flow hedge (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk), the gain or loss on the derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. See Note 16 for disclosure of the derivative financial instruments in accordance with such pronouncements. |
Leases | O. Leases Under ASC 842, a contract is or contains a lease when the Company has the right to control the use of an identified asset for a period of time. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to, and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for the Company’s use. On the commencement date leases are evaluated for classification and assets and liabilities are recognized based on the present value of lease payments over the lease term. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the option will be exercised. The right-of-use (“ROU”) asset is initially measured as the amount of lease liability, adjusted for any initial lease costs, prepaid lease payments and any lease incentives. Costs incurred for common area maintenance, real estate taxes, and insurance are not included in the lease liability and are recognized as they are incurred. The Company's leases include office buildings for its facilities and car leases, which are all classified as operating leases. Certain lease agreements include rental payments that are adjusted periodically for the consumer price index ("CPI"). The ROU and lease liability were calculated using the CPI as of the adoption date and will not be subsequently adjusted, unless the liability is reassessed for other reasons. Certain leases include renewal options that are under the Company's sole discretion. The renewal options were included in the ROU and liability calculation if it was reasonably assured that the Company will exercise the option. As the Company’s lease arrangements do not provide an implicit rate, the Company uses its incremental estimated borrowing rate at lease commencement to measure ROU assets and lease liabilities. Operating lease expense is generally recognized on a straight-line basis over the lease term. For leases with a term of one year or less, the Company elected not to record the ROU asset or liability. |
Convertible senior notes | P. Convertible Senior Notes The Company accounts for its convertible senior notes in accordance with ASC 470-20 "Debt with Conversion and Other Options". Pursuant to ASC Subtopic 470-20, issuers of certain convertible debt instruments, such as the Notes, that may be settled wholly or partially in cash upon conversion are required to separately account for the liability (debt) and equity (conversion option) components of the instrument. The liability component at issuance is recognized at fair value, based on the fair value of a similar instrument of similar credit rating and maturity that does not have a conversion feature. The equity component is based on the excess of the principal amount of the convertible senior notes over the fair value of the liability component and is recorded in additional paid-in capital. The equity component, net of issuance costs and deferred tax effects is presented within additional paid-in-capital and is not remeasured as long as it continues to meet the conditions for equity classification. The difference between the principal amount and the liability component represents a debt discount that is amortized to financial expense over the respective terms of the Notes using an effective interest rate method. The Company allocated the total issuance costs incurred to the liability and equity components of the convertible senior notes based on their relative values. Issuance costs attributable to the liability and equity components were $5,894 and $518, respectively. Issuance costs attributable to the liability are netted against the principal balance and will be amortized to financial expense using the effective interest method over the contractual term of the notes. The effective borrowing rate of the liability component of the notes (after deduction of the abovementioned issuance costs attributed to the liability component) is 2.365%. This borrowing rate was based on Company's synthetic credit risk rating. |
Revenue Recognition | Q. Revenue Recognition Revenue Recognition Policy The Company enters into revenue arrangements that include products and services which are distinct and accounted for as separate performance obligations. The Company determines whether promises are distinct based on whether the customer can benefit from the product or service on its own or together with other resources that are readily available and whether the Company's commitment to transfer the product or service to the customer is separately identifiable from other obligations in the contract. The Company derives revenue from sales of advanced process control systems, spare parts, labor hours (mainly related to installation) and service contracts. Revenues derived from sales of advanced process control systems, spare parts and labor hours are recognized at a point in time, when control of the promised goods or services is transferred to the customers, upon fulfillment of the contractual terms (typically upon shipment of the systems and spare parts or when the service is completed for labor hours). Revenues derived from service contracts, are recognized ratably over time in accordance with the term of the contract since the Company has a stand-ready obligation to provide the service. Such contracts generally include a fixed fee. Revenues from sales which were not yet determined to be final sales due to certain acceptance provisions are deferred. C ontracts with Multiple Performance Obligations Contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative Standalone Selling Price (“SSP”). Judgment is required to determine the SSP for each distinct performance obligation. The Company uses a range of amounts to estimate SSP when it sells each of the products and services separately and needs to determine whether there is a discount to be allocated based on the relative SSP of the various products and services. Remaining Performance Obligations Remaining performance obligations (RPOs) represent contracted revenues that had not yet been recognized and include deferred revenues and invoices that have been issued to customers but were uncollected and have not been recognized as revenues. As of December 31, 2021, the aggregate amount of the RPOs was $41,055 comprised of $15,338 deferred revenues and $25,717 of uncollected amounts that were not yet recognized as revenues. The Company expects the RPO to be recognized as revenues over the next year. Contract Balances Contract balances are presented separately on the consolidated balance sheets. Revenues recognized during 2021, 2020 and 2019 from deferred revenues amounts included in current liabilities at the beginning of the period amounted to $3,651, $1,544 and $3,481 respectively. In certain arrangements, the Company receives payment from a customer either before or after the performance obligation has been satisfied. The expected timing difference between the payment and satisfaction of performance obligations for the Company’s contracts is one year or less; therefore, the Company applies a practical expedient and does not consider the effects of the time value of money. |
Research and Development | R. Research and Development Research and development costs are charged to operations as incurred. Amounts received or receivable from the Government of Israel through the Israeli Innovation Authority (“IIA”, formerly known as the Office of the Chief Scientist) or from the European Community as participation in certain research and development programs are offset against research and development costs. The accrual for grants receivable is determined based on the terms of the programs, provided that the criteria for entitlement are expected to be met. Research and development grants recognized during the years ended December 31, 2021, 2020 and 2019 were $4,395, $5,645 and $6,932 respectively. |
Income Taxes | S. Income Taxes The Company accounts for income taxes utilizing the asset and liability method in accordance with ASC 740, “Income Taxes”. Current tax liabilities are recognized for the estimated taxes payable on tax returns for the current year. Deferred tax liabilities or assets are recognized for the estimated future tax effects attributable to temporary differences between the income tax bases of assets and liabilities and their reported amounts in the financial statements, and for tax loss carryforwards. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax laws, and deferred tax assets are reduced, if necessary, by the amount of tax benefits, the realization of which is not considered more likely than not based on available evidence. ASC 740-10 requires a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. |
Share-Based Compensation | T. Share-Based Compensation The Company accounts for equity-based compensation using ASC 718 “Compensation - Stock Compensation,” which requires companies to recognize the cost of employee services received in exchange for awards of equity instruments based upon the grant-date fair value of those awards. Share Options Under ASC 718, the fair market value of each option grant is estimated on the date of grant using the “Black-Scholes option pricing” method with the following weighted-average assumptions: 2 0 2 1 2 0 2 0 2 0 1 9 Risk-free interest rate 0.89% 0.38% 1.87% Expected term of options 4.97 years 5.08 years 4.69 years Expected volatility 39.02% 36.61% 33.18% Expected dividend yield 0% 0% 0% Expected volatility was calculated based on actual historical share price movements over a term that is equivalent to the expected term of granted options. The expected term of options granted is based on historical experience and represents the period of time that options granted are expected to be outstanding. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company recognizes compensation expenses for the value of awards granted, based on the accelerated method. The Company account for forfeitures as they occur. |
Earnings per Share | U. Earnings per Share Earnings per share are presented in accordance with ASC 260-10, “Earnings per Share”. Pursuant to which, basic earnings per share excludes the dilutive effects of convertible securities and is computed by dividing income (loss) available to ordinary shareholders by the weighted-average number of ordinary shares outstanding for the period, net of treasury shares. Diluted earnings per share reflect the potential dilutive effect of options and RSUs. The number of potentially dilutive options and RSUs excluded from diluted earnings per share due to the anti-dilutive effect of out of the money options amounted to 336,857 in 2021, 492,963 in 2020, 438,999 in 2019. Additionally, 2,055,641 in 2021 (2,680,965 in 2020) shares underlying the conversion option of the Convertible Senior Notes are not considered in the calculation of diluted net income per share as the effect would be anti-dilutive. The Company intends to settle the principal amount of Convertible Senior Notes in cash and therefore will use the treasury stock method for calculating any potential dilutive effect on diluted net income per share, if applicable. The conversion will have a dilutive impact on diluted net income per share when the average market price of an ordinary share for a given period exceeds the conversion price of $74.6 per share . |
Concentrations of Credit Risk | V. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, bank deposits, trade accounts receivable and foreign currency derivative contracts. The majority of the Company’s cash and cash equivalents and bank deposits are invested in dollar instruments with major banks in Israel. Management believes that the financial institutions that hold the Company's investments are corporations with high credit standing. Accordingly, management believes that low credit risk exists with respect to these financial investments. The trade accounts receivable of the Company are derived from sales to customers located primarily in Taiwan R.O.C. , and USA. The management of the Company performed risk assessment on an ongoing basis and believes it bears low risk. The Company entered into options and forward contracts to hedge against the risk of overall changes in future cash flow from payments of payroll and related expenses as well as other expenses denominated in NIS. The derivative instruments hedge a portion of the Company's non-dollar currency exposure. Counterparty to the Company’s derivative instruments is major financial institution. |
Fair Value Measurements | W. Fair Value Measurements The fair values of the Company’s cash and cash equivalents, short-term interest-bearing bank deposits, trade accounts receivable, and accounts payable approximate their carrying amounts due to their short-term nature. The Company follows the provisions of ASC No. 820, “Fair Value Measurement” (“ASC 820”), which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining a fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing an asset or liability, based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect assumptions that market participants would use in pricing an asset or liability, based on the best information available under given circumstances. The hierarchy is broken down into three levels, based on the observability of inputs and assumptions, as follows: Level 1 Observable inputs obtained from independent sources, such as quoted prices for identical assets and liabilities in active markets. Level 2 Other inputs that are directly or indirectly observable in the market place. Level 3 Unobservable inputs which are supported by little or no market activity. In accordance with ASC 820, the Company measures its marketable securities, at fair value using the market approach valuation technique. Marketable securities are classified within Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs. The estimated fair values of the derivative instruments are determined based on market rates to settle the instruments. The fair value of the Company’s derivative contracts (including forwards and options) is determined using standard valuation models. The significant inputs used in these models are readily available in public markets or can be derived from observable market transactions and, therefore, the Company’s derivative contracts have been classified as Level 2. Inputs used in these standard valuation models include the applicable spot, forward, and discount rates. The standard valuation model for the Company options contracts also includes implied volatility, which is specific to individual options and is based on rates quoted from a widely used third-party resource. The Company’s cash and cash equivalents, Interest-bearing bank deposits and restricted interest-bearing bank deposits are classified within level 1. Marketable securities, Derivative instruments and Convertible senior notes classified within Level 2 (see Note 3, Note 16 and Note 10, respectively). |
New Accounting Pronouncements | X. New Accounting Pronouncements Recently issued accounting pronouncements not yet adopted: In August 2020, the FASB issued Accounting Standards Update No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. This guidance will be effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company will adopt this new guidance using the modified retrospective method as of January 1, 2022. The adoption of this new guidance is estimated to result in an increase of approximately $12.1 million to short-term convertible senior notes, in the consolidated balance sheets, to reflect the full principal amount of the convertible notes outstanding net of issuance costs, a reduction of approximately $13.8 million to additional paid-in capital, net of estimated income tax effects, to remove the equity component separately recorded for the conversion features associated with the convertible notes, an increase to deferred tax assets, net of approximately $1.4 million, and a cumulative-effect adjustment of approximately $3.1 million, net of estimated income tax effects, to the beginning balance of retained earnings as of January 1, 2022. The adoption of this new guidance is anticipated to reduce interest expense by approximately $3.1 million during the year ended December 31, 2022. In addition, the required use of the if-converted method by the new guidance in calculating diluted earnings per share is expected to increase the number of potentially dilutive shares in 2022 by up to 2.1 million shares. In October 2021, the FASB issued ASU 2021-08, ASC Topic 805 “Business Combinations”. The standard create an exception to the general recognition and measurement principle for contract assets and contract liabilities from contracts with customers acquired in a business combination. Under this exception, an acquirer applies ASC 606, Revenue from Contracts with Customers, to recognize and measure contract assets and contract liabilities on the acquisition date. ASC 805 generally requires the acquirer in a business combination to recognize and measure the assets it acquires and the liabilities it assumes at fair value on the acquisition date. The standard will become effective for fiscal years beginning after December 15, 2022. Early application of the amendments is permitted, and the Company is currently assessing such early adoption. See also Note 18. In November 2021, the FASB issued ASU 2021-10, ASC Topic 832 “Disclosures by Business Entities about Government Assistance”. The standard require the following annual disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy: (1) Information about the nature of the transactions and the related accounting policy used to account for the transactions (2) The line items on the balance sheet and income statement that are affected by the transactions, and the amounts applicable to each financial statement line item (3) Significant terms and conditions of the transactions, including commitments and contingencies. The standard will become effective for fiscal years beginning after December 15, 2021. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Fixed Assets | Years Electronic equipment 3-7 Office furniture and equipment 3-17 Leasehold improvements Over the shorter of the term of the lease (including its extension periods) or the useful life of the asset |
Schedule of estimated useful lives of the intangible assets | Weighted Average Useful Life (Years) Technology (*) 3-7 Customer relationships 10 IPR&D (*) 3 |
Weighted Average Assumptions Used in Determining Fair Market Value of Options | 2 0 2 1 2 0 2 0 2 0 1 9 Risk-free interest rate 0.89% 0.38% 1.87% Expected term of options 4.97 years 5.08 years 4.69 years Expected volatility 39.02% 36.61% 33.18% Expected dividend yield 0% 0% 0% |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of summarizes the amortized cost, unrealized gains, unrealized losses, and fair value of marketable securities | Marketable securities Amortized Cost Unrealized gains Unrealized losses* Fair Value Matures within one year: Corporate bonds 53,238 - (67 ) 53,171 Governmental bonds 8,409 - (12 ) 8,397 61,647 - (79 ) 61,568 Matures after one year: Corporate bonds 122,701 - (1,138 ) 121,563 Governmental bonds 15,954 1 (103 ) 15,852 138,655 1 (1,241 ) 137,415 200,302 1 (1,320 ) 198,983 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | As of December 31, 2 0 2 1 2 0 2 0 Raw materials 22,953 17,511 Service inventory 19,838 16,860 Work in process 19,125 16,364 Finished goods 16,749 10,999 78,665 61,734 |
OTHER CURRENT ASSETS (Tables)
OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | As of December 31, 2 0 2 1 2 0 2 0 Governmental institutions 4,447 5,776 Prepaid expenses 4,412 3,331 Other 383 675 9,242 9,782 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | As of December 31, 2 0 2 1 2 0 2 0 Cost: Electronic equipment 48,604 43,671 Office furniture and equipment 5,006 4,828 Leasehold improvements 24,217 27,853 77,827 76,352 Accumulated depreciation: Electronic equipment 35,040 32,019 Office furniture and equipment 2,755 1,554 Leasehold improvements 5,572 8,611 43,367 42,184 Net book value 34,460 34,168 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | As of December 31, 2 0 2 1 2 0 2 0 Original amount: Technology 14,232 14,232 Customer relationships 5,191 5,191 19,423 19,423 Accumulated amortization: Technology 12,026 10,108 Customer relationships 4,796 4,256 16,822 14,364 Net book value 2,601 5,059 |
Schedule of Amortization Expenses | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Technology 1,918 1,758 1,758 Customer relationships 540 745 867 2,458 2,503 2,625 |
Schedule of Annual Amortization Expenses | Year ending December 31, 2022 1,378 2023 726 2024 497 2,601 |
OTHER CURRENT LIABILITIES (Tabl
OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Other Current Liabilities | As of December 31, 2 0 2 1 2 0 2 0 Accrued salaries and fringe benefits 28,176 17,773 Accrued warranty costs (See B below) 8,287 4,839 Governmental institutions 12,372 5,758 Other 50 48 48,885 28,418 |
Schedule of Accrued Warranty Costs | As of December 31, 2 0 2 1 2 0 2 0 Other current liabilities 8,287 4,839 Other long-term liability 598 313 8,885 5,152 |
Changes in the Product Warranty Accrual | As of December 31, 2 0 2 1 2 0 2 0 Balance as of beginning of year 5,152 5,132 Services provided under warranty (8,798 ) (6,752 ) Changes in provision 12,531 6,772 Balance as of end of year 8,885 5,152 |
CONVERTIBLE SENIOR NOTES, NET (
CONVERTIBLE SENIOR NOTES, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Net Carrying Amount of Convertible Notes | As of December 31, Liability component: 2 0 2 1 2 0 2 0 Principal amount 200,000 200,000 Unamortized discount (12,032 ) (15,032 ) Unamortized issuance costs (4,931 ) (6,160 ) Net carrying amount 183,037 178,808 Equity component, net of issuance costs of $518 and deferred taxes of $1,878 13,770 13,770 |
Schedule of Interest Expense Related to Convertible Notes | Year ended December 31, 2 0 2 1 2 0 2 0 Amortization of debt discount 3,000 616 Amortization of debt issuance costs 1,229 252 Total financial expense recognized 4,229 868 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Lessee Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | Year 2022 4,508 2023 4,273 2024 4,248 2025 4,028 2026 3,661 2027 and thereafter 33,436 Total lease payments 54,154 Less imputed interest (16,252 ) Total 37,902 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Effects of Stock-Based Compensation in the Statements of Operations | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Cost of Revenues: Product 1,358 927 534 Service 802 437 469 Research and Development 3,994 2,556 2,206 Sales and Marketing 2,221 1,531 1,121 General and Administrative 2,113 1,498 762 Total 10,488 6,949 5,092 |
Status of the Company's Share Option Plans | 2021 Share Options Weighted Average Exercise Price Outstanding - beginning of year 797,279 22.29 Granted 9,615 102.35 Exercised (236,652 ) 18.76 Expired and forfeited (84,700 ) 23.85 Outstanding - year end 485,542 25.33 Options exercisable at year end 327,859 21.09 |
Information about Share Options Outstanding | Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price (US dollars) (in years) (US dollars) (US dollars) 10.24-20.00 134,047 1.12 11.53 134,047 11.53 20.01-35.00 309,054 3.61 26.59 185,815 26.85 35.01-50.00 28,635 5.43 46.08 6,948 46.27 50.01-70.00 4,191 5.63 54.67 1,049 54.67 70.01-102.35 9,615 5.48 102.35 - - 485,542 25.33 327,859 21.09 |
Schedule of Unvested Restricted Share Units | 2021 Number of RSUs Weighted average grant date fair value (USD) Unvested - beginning of year 468,561 39.14 Granted 197,941 103.84 Vested (165,530 ) 35.88 Canceled (37,771 ) 41.55 Unvested at year end 463,201 67.79 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Significant Components of Deferred Tax Assets | As of December 31, 2 0 2 1 2 0 2 0 Deferred tax assets: Net operating loss carryforwards 501 505 Tax credits carryforward 1,052 740 Reserve and allowances 8,692 5,504 Operating lease liabilities, net 328 344 Deferred tax assets before valuation allowance 10,573 7,093 Valuation Allowance (1,737 ) (1,311 ) Deferred tax assets after valuation allowance 8,836 5,782 Deferred tax liabilities: Convertible senior notes (1,444 ) (1,804 ) Intangible assets (578 ) (1,109 ) Reserve and allowances (653 ) - Deferred tax liabilities (2,675 ) (2,913 ) Deferred tax assets 6,161 2,869 |
Schedule of Presentation in Balance Sheets for Deferred Taxes | Year ended December 31, 2 0 2 1 2 0 2 0 Domestic 3,414 2,011 Foreign 2,747 858 6,161 2,869 |
Schedule of Israel and International Components of Income before Taxes | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Domestic 76,400 42,164 25,803 Foreign (mainly US) 32,853 14,332 13,683 109,253 56,496 39,486 |
Schedule of Israel and International Components of Income Taxes | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Domestic 12,297 7,238 4,482 Foreign (mainly US) 3,855 1,351 (167 ) 16,152 8,589 4,315 Current 19,311 9,620 3,340 Deferred (3,159 ) (1,031 ) 975 16,152 8,589 4,315 |
Reconciliation of Theoretical and Actual Tax Expense | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Income before taxes on income 109,253 56,496 39,486 Statutory tax expenses 13,110 6,780 5,042 Effect of non-benefited income New Technological or Preferred Enterprises statuses in Israel 88 130 144 Permanent differences, including difference between the basis of measurement of income reported for tax purposes and the basis of measurement of income for financial reporting purposes, net (448 ) (199 ) (131 ) Change in tax reserve for uncertain tax positions (713 ) 1,806 850 Effect of foreign operations taxed at various rates 3,249 1,381 1,173 Foreign Derived Intangible Income benefit (1,785 ) (526 ) (768 ) Tax credits (1,592 ) (1,526 ) (777 ) Trapped Profits agreement net effect 3,716 - - Adjustments for previous year’s tax (113 ) 249 (2,121 ) Change in valuation allowance 601 413 898 Other 39 81 5 3,042 1,809 (727 ) Actual tax expenses 16,152 8,589 4,315 |
Schedule of Uncertain Tax Positions | As of December 31, 2 0 2 1 2 0 2 0 Balance at the beginning of the year 11,080 7,738 Increase related to prior year tax positions 271 1,950 Decrease related to prior year tax positions (4,403 ) (622 ) Increase related to current year tax positions 1,187 2,014 Balance at the end of the year* 8,135 11,080 * The amount for the year ended December 31, 2021 and 2020 includes $2,412 and $2,280 unrecognized tax benefits, respectively, which are presented as a reduction from deferred tax assets, see Note 14e. |
GEOGRAPHIC AREAS AND MAJOR CU_2
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Sales by Geographic Area as Percentage of Total Sales | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 % % % Taiwan, R.O.C. 37 33 37 USA 23 23 25 China 21 19 18 Korea 11 17 9 Other 8 8 11 Total 100 100 100 |
Sales by Major Customers as Percentage of Total Sales | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 % % % Customer A 31 26 27 Customer B 21 24 16 Customer C 9 8 13 |
Schedule of Long-lived assets by Geographic Location | As of December 31, 2 0 2 1 2 0 2 0 % % Israel 74 75 US 19 20 Other 7 5 Total long-lived assets (*) 100 100 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Schedule of fair Value of Derivative Contracts | Derivative Assets Reported in Other Current Assets Derivative Liabilities Reported in Other Current Liabilities December 31, December 31, 2 0 2 1 2 0 2 0 2 0 2 1 2 0 2 0 Derivatives designated as hedging instruments in cash flow hedge 249 644 - - |
Schedule of Loss (gain) on derivative instruments | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Loss (gain) on derivative instruments $ 453 $ 796 $ 33 |
FINANCIAL INCOME (EXPENSE), N_2
FINANCIAL INCOME (EXPENSE), NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Financing Income, Net | Year ended December 31, 2 0 2 1 2 0 2 0 2 0 1 9 Interest income 2,194 4,057 4,605 Financial expense related to the Convertible Senior Notes (Note 10) (4,229 ) (868 ) - Exchange rate loss, net (948 ) (2,172 ) (1,428 ) Bank charges (150 ) (91 ) (99 ) Total (3,133 ) 926 3,078 |
GENERAL (Narrative) (Details)
GENERAL (Narrative) (Details) - shares | Dec. 31, 2021 | Jun. 24, 2021 | Dec. 31, 2020 | Apr. 02, 2015 |
Business Acquisition [Line Items] | ||||
Increased authorized ordinary share capital | 60,000,000 | 60,000,000 | 40,000,000 | |
Revera Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Percentage of shares acquired | 100.00% |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021USD ($)Segmentshares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2021₪ / shares | Dec. 31, 2021USD ($) | |
Debt Instrument [Line Items] | |||||
Number of Operating Segments | Segment | 1 | ||||
Uncertain tax position, likelihood of being sustained, threshold for recognition | 50.00% | ||||
Dilutive securities excluded from diluted earnings per share | shares | 336,857 | 492,963 | 438,999 | ||
Remaining Performance Obligations | $ 41,055 | ||||
Deferred revenues | 15,338 | ||||
Uncollected amounts of deferred revenue | 25,717 | ||||
Revenues recognized from deferred revenues | $ 3,651 | $ 1,544 | $ 3,481 | ||
Research and development grants recognized | $ 4,395 | $ 5,645 | $ 6,932 | ||
Accounting standards update, estimated increase in convertible notes | 12,100 | ||||
Accounting standards update, estimated reduction in additional paid in capital | 13,800 | ||||
Accounting standards update, estimated increase in deferred tax assets | 1,400 | ||||
Accounting standards update, estimated adjustments to tax effects | 3,100 | ||||
Accounting standards update, estimated reduction in interest expense | $ 3,100 | ||||
Number of potentially dilutive shares | shares | 2,100,000 | ||||
Convertible senior notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Dilutive securities excluded from diluted earnings per share | shares | 2,055,641 | 2,680,965 | |||
Issuance costs of liability | $ 5,894 | ||||
Issuance costs of equity components | $ 518 | ||||
Effective borrowing rate of liability component | 2.365% | ||||
Conversion price | ₪ / shares | ₪ 74.6 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES (Estimated Useful Lives of Property and Equipment) (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Electronic equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Electronic equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Office furniture and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Office furniture and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 17 years |
Leasehold improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | Over the shorter of the term of the lease (including its extension periods) or the useful life of the asset |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES (Estimated Useful Lives of Intangible Assets) (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Technology [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life | 3 years |
Technology [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life | 7 years |
Customer relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life | 10 years |
IPR&D [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life | 3 years |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES (Weighted-Average Assumptions Used in Determinig Fair Market Value of Options) (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Risk-free interest rate | 0.89% | 0.38% | 1.87% |
Expected term of options | 4 years 11 months 19 days | 5 years 29 days | 4 years 8 months 8 days |
Expected volatility | 39.02% | 36.61% | 33.18% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
MARKETABLE SECURITIES (Narrativ
MARKETABLE SECURITIES (Narrative) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Proceeds from maturity of available for sale marketable securities | $ 12,862 |
MARKETABLE SECURITIES (Details)
MARKETABLE SECURITIES (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($) | ||
Marketable Securities [Line Items] | ||
Amortized Cost | $ 200,302 | |
Unrealized gains | 1 | |
Unrealized losses | (1,320) | [1] |
Fair Value | 198,983 | |
Corporate bonds, Matures within one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 53,238 | |
Unrealized gains | 0 | |
Unrealized losses | (67) | [1] |
Fair Value | 53,171 | |
Governmental bonds, Matures within one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 8,409 | |
Unrealized gains | 0 | |
Unrealized losses | (12) | [1] |
Fair Value | 8,397 | |
Marketable Securities, Matures within one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 61,647 | |
Unrealized gains | 0 | |
Unrealized losses | (79) | [1] |
Fair Value | 61,568 | |
Corporate bonds, Matures after one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 122,701 | |
Unrealized gains | 0 | |
Unrealized losses | (1,138) | [1] |
Fair Value | 121,563 | |
Governmental bonds, Matures after one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 15,954 | |
Unrealized gains | 1 | |
Unrealized losses | (103) | [1] |
Fair Value | 15,852 | |
Marketable Securities, Matures after one year [Member] | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 138,655 | |
Unrealized gains | 1 | |
Unrealized losses | (1,241) | [1] |
Fair Value | $ 137,415 | |
[1] | All of the unrealized losses have been accumulated during 2021 and are for less than 12 months. |
INVENTORIES (Schedule of invent
INVENTORIES (Schedule of inventory) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 22,953 | $ 17,511 | |
Service inventory | 19,838 | 16,860 | |
Work in process | 19,125 | 16,364 | |
Finished goods | 16,749 | 10,999 | |
Inventories | 78,665 | 61,734 | |
Write-offs | $ 5,126 | $ 5,664 | $ 4,435 |
OTHER CURRENT ASSETS (Details)
OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Governmental institutions | $ 4,447 | $ 5,776 |
Prepaid expenses | 4,412 | 3,331 |
Other | 383 | 675 |
Other current assets | $ 9,242 | $ 9,782 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Cost: | $ 77,827 | $ 76,352 | |
Accumulated depreciation: | 43,367 | 42,184 | |
Net book value | 34,460 | 34,168 | |
Depreciation expense | 6,475 | 5,875 | $ 5,401 |
Electronic equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Cost: | 48,604 | 43,671 | |
Accumulated depreciation: | 35,040 | 32,019 | |
Office furniture and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Cost: | 5,006 | 4,828 | |
Accumulated depreciation: | 2,755 | 1,554 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Cost: | 24,217 | 27,853 | |
Accumulated depreciation: | $ 5,572 | $ 8,611 |
INTANGIBLE ASSETS (Schedule of
INTANGIBLE ASSETS (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Original amount | $ 19,423 | $ 19,423 |
Accumulated amortization | 16,822 | 14,364 |
Net book value | 2,601 | 5,059 |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original amount | 14,232 | 14,232 |
Accumulated amortization | 12,026 | 10,108 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original amount | 5,191 | 5,191 |
Accumulated amortization | $ 4,796 | $ 4,256 |
INTANGIBLE ASSETS (Schedule o_2
INTANGIBLE ASSETS (Schedule of Amortization Expenses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | $ 2,458 | $ 2,503 | $ 2,625 |
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | 1,918 | 1,758 | 1,758 |
Customer relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | $ 540 | $ 745 | $ 867 |
INTANGIBLE ASSETS (Schedule o_3
INTANGIBLE ASSETS (Schedule of Annual Amortization Expenses) (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Year ending December 31 | |
2022 | $ 1,378 |
2023 | 726 |
2024 | 497 |
Net book value | $ 2,601 |
OTHER CURRENT LIABILITIES (Sche
OTHER CURRENT LIABILITIES (Schedule of Other Current Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued salaries and fringe benefits | $ 28,176 | $ 17,773 |
Accrued warranty costs (See B below) | 8,287 | 4,839 |
Governmental institutions | 12,372 | 5,758 |
Other | 50 | 48 |
Other current liabilities | $ 48,885 | $ 28,418 |
OTHER CURRENT LIABILITIES (Sc_2
OTHER CURRENT LIABILITIES (Schedule of Accrued Warranty Costs) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | |||
Other current liabilities | $ 8,287 | $ 4,839 | |
Other long-term liability | 598 | 313 | |
Accrued warranty costs | $ 8,885 | $ 5,152 | $ 5,132 |
OTHER CURRENT LIABILITIES (Chan
OTHER CURRENT LIABILITIES (Changes in the Product Warranty Accrual) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Balance as of beginning of year | $ 5,152 | $ 5,132 |
Services provided under warranty | (8,798) | (6,752) |
Changes in provision | 12,531 | 6,772 |
Balance as of end of year | $ 8,885 | $ 5,152 |
LIABILITY FOR EMPLOYEE SEVERA_2
LIABILITY FOR EMPLOYEE SEVERANCE PAY, NET (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |||
Severance-pay expenses | $ 818 | $ 617 | $ 640 |
CONVERTIBLE SENIOR NOTES, NET_2
CONVERTIBLE SENIOR NOTES, NET (Narrative) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2020USD ($)Rate$ / shares | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020₪ / shares | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | ||||||
Ordinary shares, par value | ₪ / shares | ₪ 0.01 | |||||
Deferred taxes | $ (3,159) | $ (1,031) | $ 975 | |||
Convertible Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 175,000 | 200,000 | $ 200,000 | |||
Maturity date | Oct. 15, 2025 | |||||
Additional aggregate principal amount | $ 25,000 | |||||
Conversion rate | Rate | 13.4048 | |||||
Principal amount of convertible notes in conversion | $ 1,000 | $ 1,000 | ||||
Conversion price | $ / shares | $ 74.60 | |||||
Percentage of conversion price | 130.00% | 130.00% | ||||
Percentage of measurement period | 98.00% | |||||
Percentage of redemption price equal to principal amount | 100.00% | |||||
Percentage of repurchase price equal to principal amount | 100.00% | |||||
Equity component, net of issuance costs | $ 518 | |||||
Deferred taxes | 1,878 | |||||
Estimated fair value of convertible senior notes | $ 390,000 |
CONVERTIBLE SENIOR NOTES, NET_3
CONVERTIBLE SENIOR NOTES, NET (Schedule of Net Carrying Amount of Convertible Notes) (Details) - Convertible Notes [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 31, 2020 |
Debt Instrument [Line Items] | |||
Principal amount | $ 200,000 | $ 200,000 | $ 175,000 |
Unamortized discount | (12,032) | (15,032) | |
Unamortized issuance costs | (4,931) | (6,160) | |
Net carrying amount | 183,037 | 178,808 | |
Equity component, net of issuance costs of $518 and deferred taxes of $1,878 | $ 13,770 | $ 13,770 |
CONVERTIBLE SENIOR NOTES, NET_4
CONVERTIBLE SENIOR NOTES, NET (Schedule of Interest Expense Related to Convertible Notes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Total financial expense recognized | $ 4,229 | $ 868 | $ 0 |
Convertible Notes [Member] | |||
Debt Instrument [Line Items] | |||
Amortization of debt discount | 3,000 | 616 | |
Amortization of debt issuance costs | 1,229 | 252 | |
Total financial expense recognized | $ 4,229 | $ 868 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Recognized leased assets | $ 30,627 | $ 29,109 | |
Current liabilities | 4,452 | 3,703 | |
Long-term liabilities | $ 33,450 | 31,905 | |
Extend lease term | up to additional 10 years | ||
Remaining lease term | 14 years 7 months 6 days | ||
Weighted average discount rate | 4.50% | ||
Lease expense | $ 3,935 | 4,654 | $ 5,166 |
Operating cash flows for operating leases | $ 4,134 | $ 5,840 | $ 5,326 |
Minimum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 1 year | ||
Maximum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 9 years |
LEASES (Schedule of Future Mini
LEASES (Schedule of Future Minimum Lease Payments) (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Lessee Disclosure [Abstract] | |
2022 | $ 4,508 |
2023 | 4,273 |
2024 | 4,248 |
2025 | 4,028 |
2026 | 3,661 |
2027 and thereafter | 33,436 |
Total lease payments | 54,154 |
Less imputed interest | (16,252) |
Total | $ 37,902 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Non-cancelable purchase obligations amount | $ 190,000 |
SHAREHOLDERS' EQUITY (Narrative
SHAREHOLDERS' EQUITY (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 14, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Oct. 11, 2020 | Nov. 30, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average fair value of options granted | $ 35.94 | $ 15.46 | $ 8.18 | ||||
Share repurchase program | $ 20,000 | $ 25,000 | |||||
Ordinary share repurchased, shares | 170,910 | 556,603 | |||||
Ordinary share repurchased | $ 10,000 | $ 14,509 | |||||
Total intrinsic value of options outstanding | $ 58,835 | $ 38,514 | 58,835 | ||||
Total intrinsic value of options exercisable at year-end | 41,117 | 24,428 | 41,117 | ||||
Total intrinsic value of options exercised | $ 18,571 | $ 10,463 | $ 4,570 | ||||
Employee Stock Option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Unrecognized compensation cost related to non-vested employee options | $ 610 | 610 | |||||
Unrecognized compensation cost, recognition period | 4 years | ||||||
Employee Stock Option [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options contractual term | 10 years | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Unrecognized compensation cost related to unvested restricted shares | $ 21,231 | $ 21,231 | |||||
Total intrinsic value of RSU's vested | $ 17,341 | $ 6,344 | $ 3,513 | ||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche One [Member] | 25% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche One [Member] | 33% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche Two [Member] | 25% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche Two [Member] | 33% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche Three [Member] | 25% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche Three [Member] | 33% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share Based Compensation Award Tranche Four [Member] | 25% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Restricted Stock Units (RSUs) [Member] | Share Based Compensation Award Tranche Four [Member] | 33% on each of anniversaries of the grant date [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% |
SHAREHOLDERS' EQUITY (Effects o
SHAREHOLDERS' EQUITY (Effects of Stock-Based Compensation in the Statements of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | $ 10,488 | $ 6,949 | $ 5,092 |
Product [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | 1,358 | 927 | 534 |
Service [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | 802 | 437 | 469 |
Research and Development [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | 3,994 | 2,556 | 2,206 |
Sales and Marketing [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | 2,221 | 1,531 | 1,121 |
General and Administrative [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation | $ 2,113 | $ 1,498 | $ 762 |
SHAREHOLDERS' EQUITY (Status of
SHAREHOLDERS' EQUITY (Status of the Company's Share Option Plans) (Details) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Share Options | |
Outstanding - beginning of year | shares | 797,279 |
Granted | shares | 9,615 |
Exercised | shares | (236,652) |
Expired and forfeited | shares | (84,700) |
Outstanding - year end | shares | 485,542 |
Options exercisable at year-end | shares | 327,859 |
Weighted Average Exercise Price | |
Outstanding - beginning of year | $ / shares | $ 22.29 |
Granted | $ / shares | 102.35 |
Exercised | $ / shares | 18.76 |
Expired and forfeited | $ / shares | 23.85 |
Outstanding - year end | $ / shares | 25.33 |
Options exercisable at year-end | $ / shares | $ 21.09 |
SHAREHOLDERS' EQUITY (Informati
SHAREHOLDERS' EQUITY (Information About Share Options Outstanding) (Details) | 12 Months Ended | |
Dec. 31, 2021₪ / shares$ / sharesshares | Dec. 31, 2021$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Number Outstanding | shares | 485,542 | 485,542 |
Weighted Average Exercise Price, Outstanding | $ 25.33 | |
Number Exercisable, Exercisable | shares | 327,859 | 327,859 |
Weighted Average Exercise Price, Exercisable | $ 21.09 | |
10.08-20.00 [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Prices, minimum | $ 10.24 | |
Exercise Prices, maximum | $ 20 | |
Number Outstanding | shares | 134,047 | 134,047 |
Weighted Average Remaining Contractual Life (in years), Outstanding | 1 year 1 month 13 days | |
Weighted Average Exercise Price, Outstanding | $ 11.53 | |
Number Exercisable, Exercisable | shares | 134,047 | 134,047 |
Weighted Average Exercise Price, Exercisable | $ 11.53 | |
20.01-35.00 [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Prices, minimum | $ 20.01 | |
Exercise Prices, maximum | $ 35 | |
Number Outstanding | shares | 309,054 | 309,054 |
Weighted Average Remaining Contractual Life (in years), Outstanding | 3 years 7 months 9 days | |
Weighted Average Exercise Price, Outstanding | $ 26.59 | |
Number Exercisable, Exercisable | shares | 185,815 | 185,815 |
Weighted Average Exercise Price, Exercisable | $ 26.85 | |
35.01-50.00 [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Prices, minimum | $ 35.01 | |
Exercise Prices, maximum | $ 50 | |
Number Outstanding | shares | 28,635 | 28,635 |
Weighted Average Remaining Contractual Life (in years), Outstanding | 5 years 5 months 4 days | |
Weighted Average Exercise Price, Outstanding | $ 46.08 | |
Number Exercisable, Exercisable | shares | 6,948 | 6,948 |
Weighted Average Exercise Price, Exercisable | $ 46.27 | |
50.01-70.00 [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Prices, minimum | $ 50.01 | |
Exercise Prices, maximum | $ 70 | |
Number Outstanding | shares | 4,191 | 4,191 |
Weighted Average Remaining Contractual Life (in years), Outstanding | 5 years 7 months 17 days | |
Weighted Average Exercise Price, Outstanding | $ 54.67 | |
Number Exercisable, Exercisable | shares | 1,049 | 1,049 |
Weighted Average Exercise Price, Exercisable | ₪ / shares | $ 54.67 | |
70.01-102.35 [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Prices, minimum | $ 70.01 | |
Exercise Prices, maximum | $ 102.35 | |
Number Outstanding | shares | 9,615 | 9,615 |
Weighted Average Remaining Contractual Life (in years), Outstanding | 5 years 5 months 23 days | |
Weighted Average Exercise Price, Outstanding | $ 102.35 | |
Number Exercisable, Exercisable | shares | 0 | 0 |
Weighted Average Exercise Price, Exercisable | ₪ / shares | $ 0 |
SHAREHOLDERS' EQUITY (Schedule
SHAREHOLDERS' EQUITY (Schedule of Unvested Restricted Share Units) (Details) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Number of RSUs | |
Unvested - beginning of year | shares | 468,561 |
Granted | shares | 197,941 |
Vested | shares | (165,530) |
Canceled | shares | (37,771) |
Unvested - year end | shares | 463,201 |
Weighted average grant date fair value | |
Unvested - beginning of year | $ / shares | $ 39.14 |
Granted | $ / shares | 103.84 |
Vested | $ / shares | 35.88 |
Canceled | $ / shares | 41.55 |
Unvested - year end | $ / shares | $ 67.79 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) $ in Thousands, ₪ in Billions | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2025 | Dec. 31, 2021ILS (₪) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018 | |
Required income from exports, percent | 25.00% | 25.00% | ||||
Withholding tax rate | 15.00% | 15.00% | ||||
Trapped Profits Agreement Net Effect | $ 3,716 | $ 0 | $ 0 | |||
Corporate tax rate | 23.00% | 23.00% | ||||
Taxable income in Israel is attributable to Preferred Enterprises tax rate | 16.00% | 16.00% | ||||
Unrecognized deferred tax liability related to the Israel income taxes of undistributed earnings of foreign subsidiaries indefinitely invested outside the Israel | $ 18,381 | |||||
Minimum [Member] | ||||||
Corporate tax on income if approved enterprise status earnings are distributed | 10.00% | 10.00% | ||||
Permanent reduction in corporate tax rate | 21.00% | 21.00% | ||||
The minimum holding rate by foreign investors for which the company will be entitled to a reduced tax rate on dividend | 15.00% | 15.00% | ||||
Maximum [Member] | ||||||
Corporate tax on income if approved enterprise status earnings are distributed | 25.00% | 25.00% | ||||
Permanent reduction in corporate tax rate | 35.00% | 35.00% | ||||
The minimum holding rate by foreign investors for which the company will be entitled to a reduced tax rate on dividend | 20.00% | 20.00% | ||||
Foreign-Derived Intangible Income [Member] | ||||||
Corporate tax rate | 13.125% | |||||
Law for the Encouragement of Capital Investments Investment First Plan [Member] | ||||||
Period of full tax exemption | 4 years | 4 years | ||||
Tax rate after full exemption period | 25.00% | 25.00% | ||||
Post exemption period | 3 years | 3 years | ||||
Law for the Encouragement of Capital Investments Investment Plan Second and Third Plans [Member] | ||||||
Period of full tax exemption | 2 years | 2 years | ||||
Tax rate after full exemption period | 25.00% | 25.00% | ||||
Post exemption period | 5 years | 5 years | ||||
Development Area A [Member] | ||||||
Tax rate applicable to approved industrial enterprise, 2015 and after | 6.00% | 6.00% | ||||
Tax rate applicable to approved industrial enterprise, 2013-2014 | 7.00% | 7.00% | ||||
Development Area A [Member] | Minimum [Member] | ||||||
Taxable income in Israel is attributable to Preferred Enterprises tax rate | 9.00% | 9.00% | ||||
Development Area A [Member] | Maximum [Member] | ||||||
Taxable income in Israel is attributable to Preferred Enterprises tax rate | 7.50% | 7.50% | ||||
Outside development area A [Member] | ||||||
Tax rate applicable to approved industrial enterprise, 2015 and after | 12.00% | 12.00% | ||||
Tax rate applicable to approved industrial enterprise, 2013-2014 | 12.50% | 12.50% | ||||
Preferred Area A [Member] | ||||||
Withholding tax rate | 15.00% | 15.00% | ||||
Tax rate applicable to approved industrial enterprise, 2015 and after | 6.00% | 6.00% | ||||
Required percentage of export of company' s total turnover | 25.00% | 25.00% | ||||
Tax rate applicable to approved industrial enterprise, 2011-2012 | 10.00% | 10.00% | ||||
Tax rate applicable to approved industrial enterprise, 2013-2014 | 7.00% | 7.00% | ||||
The minimum holding rate by foreign investors for which the company will be entitled to a reduced tax rate on dividend | 20.00% | 20.00% | ||||
Outside Preferred Area A [Member] | ||||||
Tax rate applicable to approved industrial enterprise during the current period and the next rolling twelve months following the latest balance sheet presented in other than Development Zone A | 15.00% | 15.00% | ||||
Tax rate applicable to approved industrial enterprise, 2015 and after | 12.00% | 12.00% | ||||
Required percentage of export of company' s total turnover | 25.00% | 25.00% | ||||
Tax rate applicable to approved industrial enterprise, 2011-2012 | 15.00% | 15.00% | ||||
Tax rate applicable to approved industrial enterprise, 2013-2014 | 12.50% | 12.50% | ||||
Taxable income in Israel is attributable to Preferred Enterprises tax rate | 16.00% | 16.00% | ||||
Preferred Technological Enterprises [Member] | ||||||
The limit of consolidated revenue for which the Company is entitled to be considered a preferred technology enterprise | ₪ | ₪ 10 | |||||
Technological preferred enterprise subject tax rate | 12.00% | 12.00% | ||||
Foreign Corporate [Member] | ||||||
The minimum holding rate by foreign investors for which the company will be entitled to a reduced tax rate on dividend | 4.00% | 4.00% | ||||
Foreign Investors [Member] | ||||||
The minimum holding rate by foreign investors for which the company will be entitled to a reduced tax rate on dividend | 90.00% | 90.00% | ||||
Subsequent Event [Member] | Foreign-Derived Intangible Income [Member] | ||||||
Corporate tax rate | 16.406% |
INCOME TAXES (Significant Compo
INCOME TAXES (Significant Components of Deferred Tax Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 501 | $ 505 |
Tax credits carryforward | 1,052 | 740 |
Reserve and allowances | 8,692 | 5,504 |
Operating lease liabilities, net | 328 | 344 |
Deferred tax assets before valuation allowance | 10,573 | 7,093 |
Valuation Allowance | (1,737) | (1,311) |
Deferred tax assets after valuation allowance | 8,836 | 5,782 |
Deferred tax liabilities: | ||
Convertible senior notes | (1,444) | (1,804) |
Intangible assets | (578) | (1,109) |
Reserve and allowances | (653) | 0 |
Deferred tax liabilities | (2,675) | (2,913) |
Deferred tax asset, net | $ 6,161 | $ 2,869 |
INCOME TAXES (Schedule of Balan
INCOME TAXES (Schedule of Balance Sheet Presentation of Deferred Taxes) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Income Taxes [Line Items] | ||
Long-term deferred tax assets | $ 6,161 | $ 2,869 |
Domestic [Member] | ||
Income Taxes [Line Items] | ||
Long-term deferred tax assets | 2,011 | 3,414 |
Foreign [Member] | ||
Income Taxes [Line Items] | ||
Long-term deferred tax assets | $ 2,747 | $ 858 |
INCOME TAXES (Schedule of Israe
INCOME TAXES (Schedule of Israel and International Components of Income before taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of Income Before Income Tax Domestic and Foreign [Line Items] | |||
Net income before taxes | $ 109,253 | $ 56,496 | $ 39,486 |
Domestic [Member] | |||
Schedule of Income Before Income Tax Domestic and Foreign [Line Items] | |||
Net income before taxes | 76,400 | 42,164 | 25,803 |
Foreign [Member] | |||
Schedule of Income Before Income Tax Domestic and Foreign [Line Items] | |||
Net income before taxes | $ 32,853 | $ 14,332 | $ 13,683 |
INCOME TAXES (Israel and Intern
INCOME TAXES (Israel and International Components of Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 12,297 | $ 7,238 | $ 4,482 |
Foreign (mainly US) | 3,855 | 1,351 | (167) |
Income tax expenses (tax benefits) | 16,152 | 8,589 | 4,315 |
Current and deferred: | |||
Current | 19,311 | 9,620 | 3,340 |
Deferred | (3,159) | (1,031) | 975 |
Income tax expenses (tax benefits) | $ 16,152 | $ 8,589 | $ 4,315 |
INCOME TAXES (Reconciliation of
INCOME TAXES (Reconciliation of the Theoretical and Actual Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Net income before taxes | $ 109,253 | $ 56,496 | $ 39,486 |
Statutory tax expenses | 13,110 | 6,780 | 5,042 |
Effect of non-benefited income New Technological or Preferred Enterprises statuses in Israel | 88 | 130 | 144 |
Permanent differences, including difference between the basis of measurement of income reported for tax purposes and the basis of measurement of income for financial reporting purposes, net | (448) | (199) | (131) |
Change in tax reserve for uncertain tax positions | (713) | 1,806 | 850 |
Effect of foreign operations taxed at various rates | 3,249 | 1,381 | 1,173 |
Foreign Derived Intangible Income benefit | (1,785) | (526) | (768) |
Tax credits | (1,592) | (1,526) | (777) |
Trapped Profits agreement net effect | 3,716 | 0 | 0 |
Adjustments for previous year's tax | (113) | 249 | (2,121) |
Change in valuation allowance | 601 | 413 | 898 |
Other | 39 | 81 | 5 |
Total reconciling items | 3,042 | 1,809 | (727) |
Actual tax expenses | $ 16,152 | $ 8,589 | $ 4,315 |
INCOME TAXES (Schedule of Unrec
INCOME TAXES (Schedule of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | |||
Income Tax Disclosure [Abstract] | ||||
Balance at the beginning of the year | $ 11,080 | [1] | $ 7,738 | |
Increase related to prior year tax positions, net | 271 | 1,950 | ||
Decrease related to prior year tax positions, net | (4,403) | (622) | ||
Increase related to current year tax positions | 1,187 | 2,014 | ||
Balance at the end of the year | [1] | 8,135 | 11,080 | |
Unrecognized tax benefits presented as reduction from deferred tax assets | $ 2,412 | $ 2,280 | ||
[1] | The amount for the year ended December 31, 2021 and 2020 includes $2,412 and $2,280 unrecognized tax benefits, respectively, which are presented as a reduction from deferred tax assets, see Note 14e. |
GEOGRAPHIC AREAS AND MAJOR CU_3
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Sales by Geographic Area as Percentage of Total Sales) (Details) - Percentage of Total Sales [Member] - Geographic Concentration Risk [Member] | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | |||
Concentration percentage | 100.00% | 100.00% | 100.00% |
Taiwan, R.O.C. [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 37.00% | 33.00% | 37.00% |
USA [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 23.00% | 23.00% | 25.00% |
China [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 21.00% | 19.00% | 18.00% |
Korea [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 11.00% | 17.00% | 9.00% |
Other [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 8.00% | 8.00% | 11.00% |
GEOGRAPHIC AREAS AND MAJOR CU_4
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Sales by Major Customers as Percentage of Total Sales) (Details) - Percentage of Total Sales [Member] - Customer Concentration Risk [Member] | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Customer A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration percentage | 31.00% | 26.00% | 27.00% |
Customer B [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration percentage | 21.00% | 24.00% | 16.00% |
Customer C [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration percentage | 9.00% | 8.00% | 13.00% |
GEOGRAPHIC AREAS AND MAJOR CU_5
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Long-lived Assets by Geographic Location) (Details) - Percentage of Long-lived Assets [Member] - Geographic Concentration Risk [Member] | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Revenue from External Customer [Line Items] | |||
Concentration percentage | [1] | 100.00% | 100.00% |
Israel [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 74.00% | 75.00% | |
USA [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 19.00% | 20.00% | |
Other [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 7.00% | 5.00% | |
[1] | Long-lived assets are comprised of property and equipment, net and operating lease right-of-use assets. |
FINANCIAL INSTRUMENTS (Narrativ
FINANCIAL INSTRUMENTS (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Investments, All Other Investments [Abstract] | ||
Notional amount of the hedging instruments | $ 32,590 | $ 17,675 |
FINANCIAL INSTRUMENTS (Fair Val
FINANCIAL INSTRUMENTS (Fair Value of Derivative Contracts) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivative Assets Reported in Other Current Assets [Member] | ||
Derivative [Line Items] | ||
Derivatives designated as hedging instruments in cash flow hedge | $ 249 | $ 644 |
Derivative Liabilities Reported in Other Current Liabilities [Member] | ||
Derivative [Line Items] | ||
Derivatives designated as hedging instruments in cash flow hedge | $ 0 | $ 0 |
FINANCIAL INSTRUMENTS (Impact o
FINANCIAL INSTRUMENTS (Impact of Derivative Instruments on Total Operating Expenses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | |||
Loss (gain) on derivative instruments | $ 453 | $ 796 | $ 33 |
FINANCIAL INCOME (EXPENSE), N_3
FINANCIAL INCOME (EXPENSE), NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ 2,194 | $ 4,057 | $ 4,605 |
Financial expense related to the Convertible Senior Notes (Note 16) | (4,229) | (868) | 0 |
Exchange rate loss, net | (948) | (2,172) | (1,428) |
Bank charges | (150) | (91) | (99) |
Total | $ (3,133) | $ 926 | $ 3,078 |
SUBSEQUENT EVENTS (Narrative) (
SUBSEQUENT EVENTS (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended |
Jan. 25, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | ||
Acquisition-related costs | $ 999 | |
Subsequent event | Ancosys GmbH | ||
Subsequent Event [Line Items] | ||
Total consideration | $ 90,000 | |
Performance based earnout | $ 10,000 |