Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 02, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 000-30833 | |
Entity Registrant Name | BRUKER CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-3110160 | |
Entity Address, Address Line One | 40 Manning Road | |
Entity Address, City or Town | Billerica | |
Entity Address, Postal Zip Code | 01821 | |
Entity Address, State or Province | MA | |
City Area Code | 978 | |
Local Phone Number | 663-3660 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Trading Symbol | BRKR | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock | |
Entity Common Stock, Shares Outstanding | 154,665,870 | |
Entity Central Index Key | 0001109354 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 282.5 | $ 322.4 |
Short-term investments | 6.3 | |
Accounts receivable, net | 348 | 357.2 |
Inventories | 594.6 | 509.6 |
Other current assets | 175 | 115.1 |
Total current assets | 1,406.4 | 1,304.3 |
Property, plant and equipment, net | 281.9 | 270.6 |
Goodwill | 284.7 | 275.7 |
Operating lease assets | 74.5 | |
Intangibles, net and other long-term assets | 302.2 | 278 |
Total assets | 2,349.7 | 2,128.6 |
Current liabilities: | ||
Current portion of long-term debt | 0.3 | 18.5 |
Accounts payable | 123.7 | 104.5 |
Customer advances | 137.9 | 124.4 |
Other current liabilities | 379.1 | 351.9 |
Total current liabilities | 641 | 599.3 |
Long-term debt | 493.9 | 322.6 |
Operating lease liabilities | 55.4 | |
Other long-term liabilities | 267.3 | 279 |
Commitments and contingencies (Note 13) | ||
Redeemable noncontrolling interest | 22 | 22.6 |
Shareholders' equity: | ||
Preferred stock, $0.01 par value 5,000,000 shares authorized, none issued or outstanding | ||
Common stock, $0.01 par value 260,000,000 shares authorized, 172,984,419 and 172,634,220 shares issued and 154,661,991 and 156,609,340 shares outstanding at June 30, 2019 and December 31, 2018, respectively | 1.7 | 1.7 |
Treasury stock, at cost, 18,322,428 and 16,024,880 shares at June 30, 2019 and December 31, 2018, respectively | (501.5) | (401.5) |
Accumulated other comprehensive income | 15.4 | 17 |
Other shareholders' equity | 1,345.2 | 1,279.4 |
Total shareholders' equity attributable to Bruker Corporation | 860.8 | 896.6 |
Noncontrolling interest in consolidated subsidiaries | 9.3 | 8.5 |
Total shareholders' equity | 870.1 | 905.1 |
Total liabilities and shareholders' equity | $ 2,349.7 | $ 2,128.6 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 260,000,000 | 260,000,000 |
Common stock, shares issued | 172,984,419 | 172,634,220 |
Common stock, shares outstanding | 154,661,991 | 156,609,340 |
Treasury stock, shares | 18,322,428 | 16,024,880 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue | $ 490.2 | $ 443.7 | $ 951.6 | $ 875.4 |
Cost of revenue | 259.8 | 238.5 | 506.5 | 470.8 |
Gross profit | 230.4 | 205.2 | 445.1 | 404.6 |
Operating expenses: | ||||
Selling, general and administrative | 124.5 | 110.6 | 244.6 | 220.9 |
Research and development | 48.5 | 43.6 | 94.9 | 86.8 |
Other charges, net | 3.9 | 2.2 | 10.2 | 10 |
Total operating expenses | 176.9 | 156.4 | 349.7 | 317.7 |
Operating income | 53.5 | 48.8 | 95.4 | 86.9 |
Interest and other income (expense), net | (5.9) | (5.5) | (9.4) | (7.8) |
Income before income taxes and noncontrolling interest in consolidated subsidiaries | 47.6 | 43.3 | 86 | 79.1 |
Income tax provision | 10.6 | 11.8 | 18.3 | 20.2 |
Consolidated net income | 37 | 31.5 | 67.7 | 58.9 |
Net income attributable to noncontrolling interests in consolidated subsidiaries | 0.5 | 0.3 | 0.4 | 0.7 |
Net income attributable to Bruker Corporation | $ 36.5 | $ 31.2 | $ 67.3 | $ 58.2 |
Net income per common share attributable to Bruker Corporation shareholders: | ||||
Basic (in dollars per share) | $ 0.23 | $ 0.20 | $ 0.43 | $ 0.37 |
Diluted (in dollars per share) | $ 0.23 | $ 0.20 | $ 0.43 | $ 0.37 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 156.1 | 156.1 | 156.4 | 156 |
Diluted (in shares) | 157.6 | 157 | 157.7 | 157 |
Comprehensive income (loss) | $ 49.5 | $ (5.4) | $ 65.9 | $ 46.4 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | 0.9 | (0.2) | 0.8 | 0.4 |
Less: Comprehensive income (loss) attributable to redeemable noncontrolling interest | (0.6) | |||
Comprehensive income (loss) attributable to Bruker Corporation | $ 48.6 | $ (5.2) | $ 65.7 | $ 46 |
Dividend declared per common share (in dollars per share) | $ 0.04 | $ 0.04 | $ 0.08 | $ 0.08 |
Product | ||||
Revenue | $ 411.7 | $ 368.1 | $ 794.7 | $ 720.3 |
Cost of revenue | 210 | 188.7 | 407.5 | 374.3 |
Service | ||||
Revenue | 78.5 | 73.5 | 155.9 | 151.2 |
Cost of revenue | $ 49.8 | 49.1 | 98.9 | 95.6 |
Other | ||||
Revenue | 2.1 | 1 | 3.9 | |
Cost of revenue | $ 0.7 | $ 0.1 | $ 0.9 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Millions | Total Shareholders' Equity Attributable to Bruker Corporation | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests in Consolidated Subsidiaries | Redeemable Noncontrolling Interest | Total |
Balance at beginning of period at Dec. 31, 2017 | $ 725.4 | $ 1.7 | $ (401.2) | $ 155.9 | $ 942 | $ 27 | $ 8.1 | $ 733.5 | |
Balance (in shares) at Dec. 31, 2017 | 155,865,977 | 16,009,099 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Restricted shares terminated (in shares) | (6,553) | 6,553 | |||||||
Stock options exercised | 2.9 | 2.9 | 2.9 | ||||||
Stock options exercised (in shares) | 180,890 | ||||||||
Restricted stock units vested (in shares) | 42,762 | ||||||||
Stock based compensation | 2.5 | 2.5 | 2.5 | ||||||
Shares issued for acquisition | (0.1) | $ (0.1) | (0.1) | ||||||
Shares issued for acquisition (in shares) | (2,123) | 2,123 | |||||||
Treasury stock acquired (in shares) | (1,055) | 1,055 | |||||||
Adoption impact from new revenue standard | 5.9 | 5.9 | 0.2 | 6.1 | |||||
Cash dividends paid to common stockholders | (6.3) | (6.3) | (6.3) | ||||||
Consolidated net income (loss) | 27 | 27 | 0.4 | 27.4 | |||||
Other comprehensive income | 24.2 | 24.2 | 0.1 | 24.3 | |||||
Balance at end of period at Mar. 31, 2018 | 781.5 | $ 1.7 | $ (401.3) | 161.3 | 968.6 | 51.2 | 8.8 | 790.3 | |
Balance (in shares) at Mar. 31, 2018 | 156,079,898 | 16,018,830 | |||||||
Balance at beginning of period at Dec. 31, 2017 | 725.4 | $ 1.7 | $ (401.2) | 155.9 | 942 | 27 | 8.1 | 733.5 | |
Balance (in shares) at Dec. 31, 2017 | 155,865,977 | 16,009,099 | |||||||
Balance at end of period at Jun. 30, 2018 | 776.6 | $ 1.7 | $ (401.4) | 167.9 | 993.6 | 14.8 | 8.7 | 785.3 | |
Balance (in shares) at Jun. 30, 2018 | 156,305,942 | 16,020,214 | |||||||
Balance at beginning of period at Mar. 31, 2018 | 781.5 | $ 1.7 | $ (401.3) | 161.3 | 968.6 | 51.2 | 8.8 | 790.3 | |
Balance (in shares) at Mar. 31, 2018 | 156,079,898 | 16,018,830 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Stock options exercised | 4.2 | 4.2 | 4.2 | ||||||
Stock options exercised (in shares) | 221,464 | ||||||||
Restricted stock units vested (in shares) | 5,964 | ||||||||
Stock based compensation | 2.4 | 2.4 | 2.4 | ||||||
Treasury stock acquired | (0.1) | $ (0.1) | (0.1) | ||||||
Treasury stock acquired (in shares) | (1,384) | 1,384 | |||||||
Cash dividends paid to common stockholders | (6.2) | (6.2) | (6.2) | ||||||
Consolidated net income (loss) | 31.2 | 31.2 | 0.3 | 31.5 | |||||
Other comprehensive income | (36.4) | (36.4) | (0.4) | (36.8) | |||||
Balance at end of period at Jun. 30, 2018 | 776.6 | $ 1.7 | $ (401.4) | 167.9 | 993.6 | 14.8 | 8.7 | 785.3 | |
Balance (in shares) at Jun. 30, 2018 | 156,305,942 | 16,020,214 | |||||||
Balance at beginning of period at Dec. 31, 2018 | 896.6 | $ 1.7 | $ (401.5) | 176.9 | 1,102.5 | 17 | 8.5 | $ 22.6 | 905.1 |
Balance (in shares) at Dec. 31, 2018 | 156,609,340 | 16,024,880 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Stock options exercised | 3.1 | 3.1 | 3.1 | ||||||
Stock options exercised (in shares) | 167,177 | ||||||||
Restricted stock units vested (in shares) | 35,072 | ||||||||
Stock based compensation | 2.7 | 2.7 | 2.7 | ||||||
Shares issued for acquisition (in shares) | 3,087 | (3,087) | |||||||
Cash dividends paid to common stockholders | (6.3) | (6.3) | (6.3) | ||||||
Consolidated net income (loss) | 30.8 | 30.8 | 0.1 | (0.2) | 30.9 | ||||
Other comprehensive income | (13.7) | (13.7) | (0.2) | (0.4) | (13.9) | ||||
Balance at end of period at Mar. 31, 2019 | 913.2 | $ 1.7 | $ (401.5) | 182.7 | 1,127 | 3.3 | 8.4 | 22 | 921.6 |
Balance (in shares) at Mar. 31, 2019 | 156,814,676 | 16,021,793 | |||||||
Balance at beginning of period at Dec. 31, 2018 | 896.6 | $ 1.7 | $ (401.5) | 176.9 | 1,102.5 | 17 | 8.5 | 22.6 | 905.1 |
Balance (in shares) at Dec. 31, 2018 | 156,609,340 | 16,024,880 | |||||||
Balance at end of period at Jun. 30, 2019 | 860.8 | $ 1.7 | $ (501.5) | 188 | 1,157.2 | 15.4 | 9.3 | 22 | 870.1 |
Balance (in shares) at Jun. 30, 2019 | 154,661,991 | 18,322,428 | |||||||
Balance at beginning of period at Mar. 31, 2019 | 913.2 | $ 1.7 | $ (401.5) | 182.7 | 1,127 | 3.3 | 8.4 | 22 | 921.6 |
Balance (in shares) at Mar. 31, 2019 | 156,814,676 | 16,021,793 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Stock options exercised | 2.7 | 2.7 | 2.7 | ||||||
Stock options exercised (in shares) | 145,606 | ||||||||
Restricted stock units vested (in shares) | 2,344 | ||||||||
Stock based compensation | 2.6 | 2.6 | 2.6 | ||||||
Shares issued for acquisition | (100) | $ (100) | (100) | ||||||
Shares issued for acquisition (in shares) | (2,300,635) | 2,300,635 | |||||||
Cash dividends paid to common stockholders | (6.3) | (6.3) | (6.3) | ||||||
Consolidated net income (loss) | 36.5 | 36.5 | 0.8 | (0.3) | 37.3 | ||||
Other comprehensive income | 12.1 | 12.1 | 0.1 | 0.3 | 12.2 | ||||
Balance at end of period at Jun. 30, 2019 | $ 860.8 | $ 1.7 | $ (501.5) | $ 188 | $ 1,157.2 | $ 15.4 | $ 9.3 | $ 22 | $ 870.1 |
Balance (in shares) at Jun. 30, 2019 | 154,661,991 | 18,322,428 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Consolidated net income | $ 67.7 | $ 58.9 |
Adjustments to reconcile consolidated net income to cash flows from operating activities: | ||
Depreciation and amortization | 38.4 | 32.4 |
Stock-based compensation expense | 6.1 | 4.9 |
Deferred income taxes | (0.3) | (7.4) |
Other non-cash expenses, net | 6.1 | 24.8 |
Changes in operating assets and liabilities, net of acquisitions and divestitures: | ||
Accounts receivable | 10.6 | 36.6 |
Inventories | (69.8) | (44.8) |
Accounts payable and accrued expenses | 2.8 | (13.6) |
Income taxes payable, net | (19.2) | (15.7) |
Deferred revenue | 9.2 | 9.7 |
Customer advances | (0.9) | (0.3) |
Other changes in operating assets and liabilities, net | (25.9) | (5.6) |
Net cash provided by operating activities | 24.8 | 79.9 |
Cash flows from investing activities: | ||
Purchases of short-term investments | (6.4) | |
Maturities of short-term investments | 117 | |
Cash paid for acquisitions, net of cash acquired | (71.9) | (37.6) |
Purchases of property, plant and equipment | (28.6) | (17.5) |
Proceeds from sales of property, plant and equipment | 0.3 | 0.1 |
Net cash (used in) provided by investing activities | (106.6) | 62 |
Cash flows from financing activities: | ||
Repayments of Note Purchase Agreement | (15) | |
Repayments of revolving lines of credit | (28.5) | (202.5) |
Proceeds from revolving lines of credit | 200.6 | 7.5 |
Repayment of other debt | (4.6) | (0.8) |
Proceeds of other debt | 0.5 | |
Proceeds from issuance of common stock, net | 5.8 | 7 |
Payment of contingent consideration | (4.6) | (2.3) |
Repurchase of common stock | (100) | |
Payment of dividends | (12.6) | (12.5) |
Net cash provided by (used in) financing activities | 41.6 | (203.6) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 0.4 | (4.7) |
Net change in cash, cash equivalents and restricted cash | (39.8) | (66.4) |
Cash, cash equivalents and restricted cash at beginning of period | 326.3 | 328.9 |
Cash, cash equivalents and restricted cash at end of period | $ 286.5 | $ 262.5 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2019 | |
Description of Business | |
Description of Business | 1. Description of Business Bruker Corporation, together with its consolidated subsidiaries (Bruker or the Company), develops, manufactures and distributes high-performance scientific instruments and analytical and diagnostic solutions that enable its customers to explore life and materials at microscopic, molecular and cellular levels. Many of the Company’s products are used to detect, measure and visualize structural characteristics of chemical, biological and industrial material samples. The Company’s products address the rapidly evolving needs of a diverse array of customers in life science research, pharmaceuticals, biotechnology, applied markets, cell biology, clinical research, microbiology, in-vitro diagnostics, nanotechnology and materials science research. The Company has two reportable segments, Bruker Scientific Instruments (BSI) Bruker Energy & Supercon Technologies (BEST) , which represented the remainder of the Company’s revenues. Within BSI, the Company is organized into three operating segments: the Bruker BioSpin Group, the Bruker CALID Group and the Bruker Nano Group. For financial reporting purposes, the Bruker BioSpin Group, Bruker CALID Group and Bruker Nano Group operating segments are aggregated into the BSI reportable segment because each has similar economic characteristics, production processes, service offerings, types and classes of customers, methods of distribution and regulatory environments. Bruker BioSpin Bruker CALID (Chemicals, Applied Markets, Life Science, In-Vitro Diagnostics, Detection) - The Bruker CALID Group designs, manufactures and distributes life science mass spectrometry and ion mobility spectrometry solutions, analytical and process analysis instruments and solutions based on infrared and Raman molecular spectroscopy technologies and radiological/nuclear detectors for Chemical, Biological, Radiological, Nuclear and Explosive (CBRNE) detection. Customers of the Bruker CALID Group include: academic institutions and medical schools; pharmaceutical, biotechnology and diagnostics companies; contract research organizations; nonprofit and for-profit forensics laboratories; agriculture, food and beverage safety laboratories; environmental and clinical microbiology laboratories; hospitals and government departments and agencies. Bruker Nano The Company's BEST reportable segment develops and manufactures superconducting and non-superconducting materials and devices for use in renewable energy, energy infrastructure, healthcare and "big science" research. The segment focuses on metallic low temperature superconductors for use in magnetic resonance imaging, nuclear magnetic resonance, fusion energy research and other applications, as well as ceramic high temperature superconductors primarily for energy grid and magnet applications. The unaudited condensed consolidated financial statements represent the consolidated accounts of the Company. All intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements as of June 30, 2019 and December 31, 2018, and for the three and six months ended June 30, 2019 and 2018, have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X. Accordingly, the financial information presented herein does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement have been included. The results for interim periods are not necessarily indicative of the results expected for any other interim period or the full year. At June 30, 2019, the Company's significant accounting policies and estimates, which are detailed in the Company's Annual Report on Form 10-K for the year ended December 31, 2018, have not changed other than for lease accounting as detailed in Footnote 14. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Revenue | |
Revenue | 2. Revenue The following table presents the Company’s revenues by Group and end customer geographical location (dollars in millions): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by Group: Bruker BioSpin $ 150.9 $ 139.9 $ 278.7 $ 271.7 Bruker CALID 140.5 128.0 288.7 259.3 Bruker Nano 151.0 134.5 291.8 258.4 BEST 51.9 42.7 99.7 88.3 Eliminations (4.1) (1.4) (7.3) (2.3) Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by End Customer Geography: United States $ 126.2 $ 108.4 $ 243.8 $ 213.2 Germany 49.6 48.9 92.4 90.4 Rest of Europe 116.7 111.9 229.0 231.8 Asia Pacific 153.8 135.5 306.0 262.4 Other 43.9 39.0 80.4 77.6 Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Revenue for the Company recognized at a point in time versus over time is as follows (dollars in millions): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue recognized at a point in time $ 435.9 $ 405.3 $ 846.4 $ 800.5 Revenue recognized over time 54.3 38.4 105.2 74.9 Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Remaining Performance Obligations Remaining performance obligations represent the aggregate transaction price allocated to a promise to transfer a good or service that is fully or partially unsatisfied at the end of the period. As of June 30, 2019, remaining performance obligations were approximately $1,110.8 million. The Company expects to recognize revenue on approximately 83.1% of the remaining performance obligations over the next twelve months and the remaining performance obligations primarily within one to three years . Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets) and deferred revenue, customer deposits and billings in excess of revenue recognized (contract liabilities) on the Company’s unaudited condensed consolidated balance sheets. Contract assets— million, respectively. The increase in the contract asset balance during the six month period ended June 30, 2019 is primarily a result of foreign currency translation and contracts that have been recognized as revenue during the six month period ending June 30, 2019 for which billing cannot contractually occur as of June 30, 2019. Contract liabilities— The Company often receives cash payments from customers in advance of the Company’s performance, resulting in contract liabilities. These contract liabilities are classified as either current or long-term in the unaudited condensed consolidated balance sheet based on the timing of when revenue recognition is expected. As of June 30, 2019 and December 31, 2018, the contract liabilities were $310.0 million and $288.5 million, respectively. The increase in the contract liability balance during the six month period ended June 30, 2019 is primarily a result of new performance obligations entered into during the six month period. Approximately $137.0 million of the contract liability balance on December 31, 2018 was recognized as revenue during the six month period ended June 30, 2019. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2019 | |
Acquisitions | |
Acquisitions | 3. Acquisitions The impact of all acquisitions, individually and collectively, on revenues, net income and total assets was not material. Pro forma financial information reflecting all acquisitions has not been presented because the impact, individually and collectively, on revenues, net income and total assets is not material. Amounts allocated to goodwill that are attributable to expected synergies are not expected to be deductible for tax purposes. 2019 On April 2, 2019, the Company acquired Rave LLC (“Rave”), a privately held company, for a purchase price of $52.2 million with the potential for additional consideration of up to $5.0 million based on revenue and gross margin achievements in 2019 and 2020. Rave develops and manufactures nanomachining and laser photomask repair equipment. Rave will be integrated into the Bruker Nano Group within the BSI reportable segment. The acquisition of Rave was accounted for under the acquisition method. The components and fair value allocation of the consideration transferred in connection with the acquisition were as follows (dollars in millions): Consideration Transferred: Cash paid $ 55.8 Contingent consideration 4.4 Working capital adjustment (3.6) Total consideration transferred $ 56.6 Allocation of Consideration Transferred: Inventories $ 22.5 Accounts receivable 2.2 Other current and non-current assets 0.8 Property, plant and equipment 2.1 Operating lease assets 1.0 Intangible assets: Technology 17.9 Customer relationships 15.5 Trade name 1.5 Goodwill 7.0 Liabilities assumed (13.9) Total consideration allocated $ 56.6 The preliminary fair value allocation included contingent consideration in the amount of $4.4 million, which represented the estimated fair value of future payments to the former shareholders of Rave based on achieving revenue targets for the period ended April 30, 2020. The Company expects to complete the fair value allocation during 2020. The amortization period for all intangible assets acquired in connection with Rave is ten years . In the six months ended June 30, 2019, the Company completed various other acquisitions that collectively complemented the Company's existing product offerings or added aftermarket and software capabilities to the Company's existing businesses. The following table reflects the consideration transferred and the respective reporting segment for each of these acquisitions: Name of Acquisition Date Acquired Segment Consideration Cash Consideration Arxspan, LLC March 4, 2019 BSI $ 16.6 $ 14.4 Ampegon PPT GmbH March 7, 2019 BEST 2.0 2.0 $ 18.6 $ 16.4 2018 On April 8, 2018, the Company acquired a 100 % interest in Anasys Instruments Corp. ("Anasys"), a privately held company, for a purchase price of $27.0 million with the potential for additional consideration of up to $9.6 million based on revenue achievements in 2019 and 2020. Anasys develops and manufactures nanoscale infrared spectroscopy and thermal measurement instruments. Anasys is located in Santa Barbara, California and was integrated into the Bruker Nano Group within the BSI reportable segment. The components and fair value allocation of the consideration transferred in connection with the acquisition were as follows (in millions): Consideration Transferred: Cash paid $ 27.0 Contingent consideration 5.3 Total consideration transferred $ 32.3 Allocation of Consideration Transferred: Inventories $ 2.8 Accounts receivable 0.8 Other current and non-current assets 1.1 Intangible assets: Technology 7.3 Customer relationships 8.0 Backlog 1.8 Trade name 0.6 Goodwill 16.6 Deferred taxes, net (3.2) Liabilities assumed (3.5) Total consideration allocated $ 32.3 The preliminary fair value allocation included contingent consideration in the amount of $5.3 million, which represented the estimated fair value of future payments to the former shareholders of Anasys based on Anasys achieving annual revenue targets for the years 2019 and 2020. The Company completed the fair value allocation in the fourth quarter of 2018. The amortization period for all intangible assets acquired in connection with Anasys is eight years , except for backlog which was amortized over one year . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Stock-Based Compensation | |
Stock-Based Compensation | 4. Stock-Based Compensation On May 14, 2010, the Bruker Corporation 2010 Incentive Compensation Plan (2010 Plan) was approved by the Company's stockholders. The 2010 Plan provided for the issuance of up to 8,000,000 shares of the Company's common stock. The 2010 Plan allowed a committee of the Board of Directors (Compensation Committee) to grant incentive stock options, non-qualified stock options and restricted stock awards. The Compensation Committee had the authority to determine which employees would receive the awards, the amount of the awards and other terms and conditions of any awards. Awards granted under the 2010 Plan typically were made subject to a vesting period of three to five years . On May 20, 2016, the Bruker Corporation 2016 Incentive Compensation Plan (2016 Plan) was approved by the Company's stockholders. With the approval of the 2016 Plan, no further grants have been made under the 2010 Plan. The 2016 Plan provides for the issuance of up to 9,500,000 shares of the Company's common stock and permits the grant of awards of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, unrestricted stock, restricted stock units, performance shares and performance units, as well as cash-based awards. The 2016 Plan is administered by the Compensation Committee. The Compensation Committee has the authority to determine which employees will receive awards, the amount of any awards, and other terms and conditions of such awards. Awards granted under the 2016 Plan typically vest over a period of one to four years . The Company recorded stock-based compensation expense as follows in the unaudited condensed consolidated statements of income and comprehensive income (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Stock options $ 0.7 $ 1.0 $ 1.4 $ 2.0 Restricted stock awards 0.1 0.2 0.2 0.4 Restricted stock units 1.8 1.2 3.7 2.5 Total stock-based compensation $ 2.6 $ 2.4 $ 5.3 $ 4.9 In addition to the awards above, the Company recorded stock-based compensation expense of $0.4 million and $0.8 million in the three and six months ended June 30, 2019, respectively, related to the 2018 acquisition of Mestrelab Research, S.L. (Mestrelab). Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Costs of product revenue $ 0.4 $ 0.3 $ 0.8 $ 0.7 Selling, general and administrative 1.8 1.8 3.7 3.5 Research and development 0.4 0.3 0.8 0.7 Total stock-based compensation $ 2.6 $ 2.4 $ 5.3 $ 4.9 Stock-based compensation expense is recognized on a straight-line basis over the underlying requisite service period of the stock-based award. Stock options to purchase the Company's common stock are periodically awarded to executive officers and other employees of the Company subject to a vesting period of three to four years. The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model. There were no stock options awarded during the three and six months ended June 30, 2019 and 2018. Stock option activity for the six months ended June 30, 2019 was as follows: Weighted Average Weighted Remaining Aggregate Shares Subject Average Contractual Intrinsic Value to Options Option Price Term (Yrs) (in millions) (b) Outstanding at December 31, 2018 2,593,310 $ 21.41 Exercised (312,783) 18.67 Forfeited (19,165) 21.88 Outstanding at June 30, 2019 2,261,362 $ 21.79 5.1 $ 63.7 Exercisable at June 30, 2019 1,520,617 $ 20.13 4.7 $ 45.3 Exercisable and expected to vest at June 30, 2019 (a) 2,199,732 $ 21.69 5.1 $ 62.2 (a) In addition to the options that are vested at June 30, 2019, the Company expects a portion of the unvested options to vest in the future. Options expected to vest in the future are determined by applying an estimated forfeiture rate to the options that are unvested as of June 30, 2019. (b) The aggregate intrinsic value is based on the positive difference between the fair value of the Company’s common stock price of $49.95 on June 30, 2019 and the exercise price of the underlying stock options. The total intrinsic value of options exercised was $6.9 million and $5.3 million for the six months ended June 30, 2019 and 2018, respectively. There was no restricted stock award activity for the six months ended June 30, 2019. The total fair value of restricted stock awards vested was $0.2 million in the six months ended June 30, 2018. Restricted stock unit activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Subject Date Fair to Restriction Value Outstanding at December 31, 2018 806,249 $ 29.88 Granted 43,282 30.95 Vested (39,282) 34.81 Forfeited (24,303) 29.43 Outstanding at June 30, 2019 785,946 $ 29.71 The total fair value of restricted stock units vested was $1.4 million and $1.1 million for the six months ended June 30, 2019 and 2018, respectively. At June 30, 2019, the Company expects to recognize pre-tax stock-based compensation expense of $2.8 million associated with outstanding stock option awards granted under the Company's stock plans over the weighted average remaining service period of 1.9 years. The Company expects to recognize additional pre-tax stock-based compensation expense of $0.1 million associated with outstanding restricted stock awards granted under the Company's stock plans over the weighted average remaining service period of 0.1 year. The Company also expects to recognize additional pre-tax stock-based compensation expense of $15.7 million associated with outstanding restricted stock units granted under the 2016 Plan over the weighted average remaining service period of 2.6 years. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share | |
Earnings Per Share | 5. Earnings Per Share Net income per common share attributable to Bruker Corporation shareholders is calculated by dividing net income attributable to Bruker Corporation, adjusted to reflect changes in the redemption value of the redeemable noncontrolling interest, by the weighted-average number of shares outstanding during the period. The diluted net income per share computation includes the effect of shares which would be issuable upon the exercise of outstanding stock options and the vesting of restricted stock, reduced by the number of shares which are assumed to be purchased by the Company under the treasury stock method. There was no redemption value adjustment of the redeemable noncontrolling interest for the three and six months ended June 30, 2019 or 2018. The following table sets forth the computation of basic and diluted weighted average shares outstanding and net income per common share attributable to Bruker shareholders (dollars in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Net income attributable to Bruker Corporation, as reported $ 36.5 $ 31.2 $ 67.3 $ 58.2 Weighted average shares outstanding: Weighted average shares outstanding-basic 156.1 156.1 156.4 156.0 Effect of dilutive securities: Stock options and restricted stock awards and units 1.5 0.9 1.3 1.0 157.6 157.0 157.7 157.0 Net income per common share attributable to Bruker Corporation shareholders: Basic $ 0.23 $ 0.20 $ 0.43 $ 0.37 Diluted $ 0.23 $ 0.20 $ 0.43 $ 0.37 Stock options to purchase approximately 0.1 million shares and 0.2 million shares were excluded from the computation of diluted earnings per share in the three months ended June 30, 2019 and 2018, respectively, as their effect would have been anti-dilutive. Approximately 0.1 million shares and 0.2 million shares were excluded from the computation of diluted earnings per share in the six months ended June 30, 2019 and 2018, respectively, as their effect would have been anti-dilutive. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value of Financial Instruments | |
Fair Value of Financial Instruments | 6. Fair Value of Financial Instruments The Company applies the following hierarchy to determine the fair value of financial instruments, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The levels in the hierarchy are defined as follows: ● Level 1: Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2: Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. ● Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The valuation techniques that may be used by the Company to determine the fair value of Level 2 and Level 3 financial instruments are the market approach, the income approach and the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value based on current market expectations about those future amounts, including present value techniques, option-pricing models and the excess earnings method. The cost approach is based on the amount that would be required to replace the service capacity of an asset (replacement cost). The following tables set forth the Company's financial instruments that are measured at fair value on a recurring basis and presents them within the fair value hierarchy using the lowest level of input that is significant to the fair value measurement at June 30, 2019 and December 31, 2018 (dollars in millions): Quoted Prices Significant in Active Other Significant Markets Observable Unobservable Available Inputs Inputs June 30, 2019 Total (Level 1) (Level 2) (Level 3) Assets: Embedded derivatives in purchase and delivery contracts $ 0.3 $ — $ 0.3 $ — Foreign exchange contracts 0.6 — 0.6 — Total assets recorded at fair value $ 0.9 $ — $ 0.9 $ — Liabilities: Contingent consideration $ 16.2 $ — $ — $ 16.2 Hybrid instrument liability 13.7 — — 13.7 Foreign exchange contracts 0.8 — 0.8 — Embedded derivatives in purchase and delivery contracts 0.7 — 0.7 — Fixed price commodity contracts 0.2 — 0.2 — Total liabilities recorded at fair value $ 31.6 $ — $ 1.7 $ 29.9 Quoted Prices Significant in Active Other Significant Markets Observable Unobservable Available Inputs Inputs December 31, 2018 Total (Level 1) (Level 2) (Level 3) Assets: Foreign exchange contracts $ 0.2 $ — $ 0.2 $ — Embedded derivatives in purchase and delivery contracts 0.4 — 0.4 — Total assets recorded at fair value $ 0.6 $ — $ 0.6 $ — Liabilities: Contingent consideration $ 15.1 $ — $ — $ 15.1 Hybrid instrument liability 12.9 — — 12.9 Foreign exchange contracts 2.8 — 2.8 — Embedded derivatives in purchase and delivery contracts 0.9 — 0.9 — Fixed price commodity contracts 0.5 — 0.5 — Total liabilities recorded at fair value $ 32.2 $ — $ 4.2 $ 28.0 The Company's financial instruments consist primarily of restricted cash, derivative instruments consisting of foreign exchange contracts, commodity contracts, derivatives embedded in certain purchase and sale contracts, accounts receivable, borrowings under a revolving credit agreement, accounts payable, contingent consideration, a hybrid instrument liability and long-term debt. The carrying amounts of the Company's cash equivalents, short-term investments and restricted cash, accounts receivable, borrowings under a revolving credit agreement and accounts payable approximate fair value because of their short-term nature. Derivative assets and liabilities are measured at fair value on a recurring basis. The Company's long-term debt consists principally of a private placement arrangement entered into in 2012 with various fixed interest rates based on the maturity date. The fair value of the long-term fixed interest rate debt, which has been classified as Level 2, was $213.0 million and $228.8 million at June 30, 2019 and December 31, 2018, respectively, based on the outstanding amount at June 30, 2019 and December 31, 2018, market prices and observable sources with similar maturity dates. The Company measures certain assets and liabilities at fair value with changes in fair value recognized in earnings. Fair value treatment may be elected either upon initial recognition of an eligible asset or liability or, for an existing asset or liability, if an event triggers a new basis of accounting. The Company did not elect to remeasure any of its existing financial assets or liabilities and did not elect the fair value option for any financial assets or liabilities which originated during the three or six months ended June 30, 2019 or 2018. As part of certain acquisitions, the Company recorded contingent consideration liabilities that have been classified as Level 3 in the fair value hierarchy. The contingent consideration represents the estimated fair value of future payments to the former shareholders of certain acquired companies based on the applicable acquired company achieving annual revenue and gross margin targets in certain years as specified in the relevant purchase and sale agreement. The Company initially values the contingent considerations by using a Monte Carlo simulation or an income approach method. The Monte Carlo method models future revenue and costs of goods sold projections and discounts the average results to present value. The income approach method involves calculating the earnout payment based on the forecasted cash flows, adjusting the future earnout payment for the risk of reaching the projected financials, and then discounting the future payments to present value by the counterparty risk. The counterparty risk considers the risk of the buyer having the cash to make the earnout payments and is commensurate with a cost of debt over an appropriate term. The following table sets forth the changes in contingent consideration liabilities for the six months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 15.1 Current period additions 4.4 Current period adjustments 1.9 Current period settlements (5.1) Foreign currency effect (0.1) Balance at June 30, 2019 $ 16.2 As part of the Mestrelab acquisition, the Company entered into an agreement with the noncontrolling interest holders that provides the Company with the right to purchase, and the noncontrolling interest holders with the right to sell, the remaining 49% of Mestrelab for cash at a contractually defined redemption value. These rights (an embedded derivative) are exercisable beginning in 2022 and can be accelerated, at a discounted redemption value, upon certain events related to post combination services. As the option is tied to continued employment, the Company classified the hybrid instrument (noncontrolling interest with an embedded derivative) as a long-term liability on the consolidated balance sheet. Subsequent to the acquisition, the carrying value of the hybrid instrument is remeasured to fair value with changes recorded to stock-based compensation expense in proportion to the requisite service period vested. The hybrid instrument is classified as Level 3 in the fair value hierarchy. The following table sets forth the changes in hybrid instrument liability for the six months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 12.9 Current period adjustments 0.8 Balance at June 30, 2019 $ 13.7 |
Restricted Cash
Restricted Cash | 6 Months Ended |
Jun. 30, 2019 | |
Restricted Cash | |
Restricted Cash | 7. Restricted Cash Restricted cash is included as a component of cash, cash equivalents, and restricted cash on the Company's unaudited condensed consolidated statement of cash flows. The inclusion of restricted cash increased the balances of the unaudited condensed consolidated statement of cash flows as follows (dollars in millions): Six Months Ended June 30, 2019 2018 Beginning Balance $ 3.9 $ 3.9 Ending Balance 4.0 3.8 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2019 | |
Inventories | |
Inventories | 8. Inventories Inventories consisted of the following (dollars in millions): June 30, December 31, 2019 2018 Raw materials $ 195.0 $ 164.5 Work-in-process 221.4 182.4 Finished goods 105.6 94.8 Demonstration units 72.6 67.9 Inventories $ 594.6 $ 509.6 Finished goods include in-transit systems that have been shipped to the Company's customers, but not yet installed and accepted by the customer. As of June 30, 2019 and December 31, 2018, the value of inventory-in-transit was $35.9 million and $38.3 million, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 9. Goodwill and Intangible Assets The following table sets forth the changes in the carrying amount of goodwill for the three months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 275.7 Current period additions 9.3 Current period adjustments 0.7 Foreign currency effect (1.0) Balance at June 30, 2019 $ 284.7 The following is a summary of intangible assets, excluding goodwill (dollars in millions): June 30, 2019 December 31, 2018 Gross Gross Carrying Accumulated Net Carrying Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Existing technology and related patents $ 295.5 $ (169.4) $ 126.1 $ 272.6 $ (160.5) $ 112.1 Customer relationships 131.7 (23.2) 108.5 112.0 (18.1) 93.9 Non compete contracts 1.8 (1.8) — 1.8 (1.8) — Trade names 13.4 (2.1) 11.3 11.6 (1.6) 10.0 Other 5.5 (5.1) 0.4 5.1 (2.4) 2.7 Intangible assets $ 447.9 $ (201.6) $ 246.3 $ 403.1 $ (184.4) $ 218.7 For the three months ended June 30, 2019 and 2018, the Company recorded amortization expense of $9.9 million and $7.8 million, respectively, related to intangible assets subject to amortization. For the six months ended June 30, 2019 and 2018, the Company recorded amortization expense of $20.0 million and $14.6 million, respectively, related to intangible assets subject to amortization. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt | |
Debt | 10. Debt The Company’s debt obligations as of June 30, 2019 and December 31, 2018 consisted of the following (dollars in millions): June 30, December 31, 2019 2018 US Dollar revolving loan under the 2015 Credit Agreement $ 285.9 $ 111.6 US Dollar notes under the Note Purchase Agreement 205.0 220.0 Unamortized debt issuance costs under the Note Purchase Agreement (0.5) (0.5) Other revolving loans 2.7 2.9 Capital lease obligations and other loans 1.1 7.1 Total debt 494.2 341.1 Current portion of long-term debt (0.3) (18.5) Total long-term debt, less current portion $ 493.9 $ 322.6 On October 27, 2015, the Company entered into a new revolving credit agreement, referred to as the 2015 Credit Agreement. The 2015 Credit Agreement provides a maximum commitment on the Company’s revolving credit line of $500 million and a maturity date of October 2020. Borrowings under the revolving credit line of the 2015 Credit Agreement accrue interest, at the Company’s option, at either (a) the greatest of (i) the prime rate , (ii) the federal funds rate plus 0.50% and (iii) adjusted LIBOR plus 1.00%, plus margins ranging from 0.00% to 0.30% or (b) LIBOR , plus margins ranging from 0.90% to 1.30 %. There is also a facility fee ranging from 0.10% to 0.20%. Borrowings under the 2015 Credit Agreement are secured by guarantees from certain material subsidiaries, as defined in the 2015 Credit Agreement. The 2015 Credit Agreement also requires the Company to maintain certain financial ratios related to maximum leverage and minimum interest coverage (as defined in the 2015 Credit Agreement). Specifically, the Company’s leverage ratio cannot exceed 3.5 and the Company’s interest coverage ratio cannot be less than 2.5 . In addition to the financial ratios, the 2015 Credit Agreement contains negative covenants, including among others, restrictions on liens, indebtedness of the Company and its subsidiaries, asset sales, dividends and transactions with affiliates. Failure to comply with any of these restrictions or covenants may result in an event of default on the 2015 Credit Agreement, which could permit acceleration of the debt and require the Company to prepay the debt before its scheduled due date. The following is a summary of the maximum commitments and the net amounts available to the Company under the 2015 Credit Agreement and other lines of credit with various financial institutions located primarily in Germany and Switzerland that are unsecured and typically due upon demand with interest payable monthly, at June 30, 2019 (dollars in millions): Weighted Total Amount Outstanding Average Committed by Outstanding Letters of Total Amount Interest Rate Lenders Borrowings Credit Available 2015 Credit Agreement 2.5 % $ 500.0 $ 285.9 $ 1.1 $ 213.0 Hain revoling line of credit — 4.0 — — 4.0 Alicona revolving line of credit — 5.3 — — 5.3 Other lines of credit — 257.3 — 133.5 123.8 Total revolving lines of credit $ 766.6 $ 285.9 $ 134.6 $ 346.1 In January 2012, the Company entered into a note purchase agreement, referred to as the Note Purchase Agreement, with a group of accredited institutional investors. Pursuant to the Note Purchase Agreement, the Company issued and sold $240.0 million of senior notes, referred to as the Senior Notes, which consisted of the following: ● $20.0 million 3.16% Series 2012A Senior Notes, Tranche A, due January 18, 2017; ● $15.0 million 3.74% Series 2012A Senior Notes, Tranche B, due January 18, 2019; ● $105.0 million 4.31% Series 2012A Senior Notes, Tranche C, due January 18, 2022; and ● $100.0 million 4.46% Series 2012A Senior Notes, Tranche D, due January 18, 2024. On January 18, 2017, the outstanding $20.0 million principal amount of Tranche A of the Senior Notes was repaid in accordance with the terms of the Note Purchase Agreement. On January 18, 2019, the outstanding $15.0 million principal amount of Tranche B of the Senior Notes was repaid in accordance with the terms of the Note Purchase Agreement. Under the terms of the Note Purchase Agreement, the Company may issue and sell additional senior notes up to an aggregate principal amount of $600 million, subject to certain conditions. Interest on the Senior Notes is payable semi-annually on January 18 and July 18 of each year. The Senior Notes are unsecured obligations of the Company and are fully and unconditionally guaranteed by certain of the Company’s direct and indirect subsidiaries. The Senior Notes rank pari passu in right of repayment with the Company’s other senior unsecured indebtedness. The Company may prepay some or all of the Senior Notes at any time in an amount not less than 10% of the original aggregate principal amount of the Senior Notes to be prepaid, at a price equal to the sum of (a) 100% of the principal amount thereof, plus accrued and unpaid interest, and (b) the applicable make-whole amount, upon not less than 30 and no more than 60 days written notice to the holders of the Senior Notes. In the event of a change in control of the Company, as defined in the Note Purchase Agreement, the Company may be required to prepay the Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest. The Note Purchase Agreement contains affirmative covenants, including, without limitation, maintenance of corporate existence, compliance with laws, maintenance of insurance and properties, payment of taxes, addition of subsidiary guarantors and furnishing notices and other information. The Note Purchase Agreement also contains certain restrictive covenants that restrict the Company’s ability to, among other things, incur liens, transfer or sell assets, engage in certain mergers and consolidations and enter into transactions with affiliates. The Note Purchase Agreement also includes customary representations and warranties and events of default. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding Senior Notes will become due and payable immediately without further action or notice. In the case of a payment event of default, any holder of Senior Notes affected thereby may declare all Senior Notes held by it due and payable immediately. In the case of any other event of default, a majority of the holders of the Senior Notes may declare all the Senior Notes to be due and payable immediately. Pursuant to the Note Purchase Agreement, so long as any Senior Notes are outstanding the Company will not permit (i) its leverage ratio, as determined pursuant to the Note Purchase Agreement, to exceed 3.50 to 1.00 as of the end of any fiscal quarter, (ii) its interest coverage ratio, as determined pursuant to the Note Purchase Agreement, to be less than 2.50 to 1 as of the end of any fiscal quarter for any period of four consecutive fiscal quarters or (iii) priority debt at any time to exceed 25% of consolidated net worth, as determined pursuant to the Note Purchase Agreement. As of June 30, 2019, the Company was in compliance with the covenants of the Note Purchase Agreement and the 2015 Credit Agreement. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities | |
Derivative Instruments and Hedging Activities | 11. Derivative Instruments and Hedging Activities Interest Rate Risks The Company’s exposure to interest rate risk relates primarily to outstanding variable rate debt and adverse movements in the related short-term market rates. Typically, the most significant component of the Company’s interest rate risk relates to amounts outstanding under the 2015 Credit Agreement. Foreign Exchange Rate Risk Management The Company generates a substantial portion of its revenues and expenses in international markets which subjects its operations to the exposure of exchange rate fluctuations. The impact of currency exchange rate movement can be positive or negative in any period. The Company periodically enters into foreign currency contracts in order to minimize the volatility that fluctuations in currency translation have on its monetary transactions. Under these arrangements, the Company typically agrees to purchase a fixed amount of a foreign currency in exchange for a fixed amount of U.S. Dollars or other currencies on specified dates with maturities of less than twelve months, with some agreements extending to longer periods. The Company had the following notional amounts outstanding under foreign exchange contracts at June 30, 2019 and December 31, 2018 (in millions): Notional Notional Amount in Buy Amount in U.S. Fair Value of Fair Value of Buy Currency Sell Maturity Dollars Assets Liabilities June 30, 2019: Euro 31.9 U.S. Dollars July 2019 $ 36.2 $ 0.1 $ — Great Britain Pound 13.9 Euro July 2019 18.2 — 0.5 Swiss Francs 11.3 Japanese Yen July 2019 11.6 — 0.1 Swiss Francs 14.0 U.S. Dollars July 2019 14.0 0.4 — Euro 6.5 Great Britain Pound October 2019 to October 2020 7.5 0.1 — Taiwan Dollar 153.4 U.S. Dollars July 2019 5.0 — 0.1 Chinese Renminbi 23.5 U.S. Dollars July 2019 3.5 — 0.1 Singapore Dollar 4.3 U.S. Dollars July 2019 3.2 — — U.S. Dollars 5.0 Swiss Franc July 2019 5.0 — — $ 104.2 $ 0.6 $ 0.8 December 31, 2018: Euro 25.4 U.S. Dollars January 2019 $ 31.1 $ — $ 2.1 U.S. Dollars 8.5 Euro January 2019 8.6 — 0.1 Swiss Francs 11.1 U.S. Dollars January 2019 11.3 — — U.S. Dollars 2.1 Swiss Francs January 2019 2.1 — — Swiss Francs 10.4 Japanese Yen April 2019 10.8 — 0.2 U.S. Dollars 1.5 Canadian Dollars January 2019 1.5 — — Singapore Dollar 4.3 U.S. Dollars January 2019 3.1 — — Chinese Renminbi 41.1 U.S. Dollars January 2019 5.9 0.1 — Great Britian Pound 15.4 Euro January 2019 20.0 — 0.4 Euro 6.9 Great Britian Pound May 2019 to October 2020 8.0 0.1 — $ 102.4 $ 0.2 $ 2.8 In addition, the Company periodically enters into purchase and sales contracts denominated in currencies other than the functional currency of the parties to the transaction. The Company accounts for these transactions separately valuing the “embedded derivative” component of these contracts. The contracts, denominated in currencies other than the functional currency of the transacting parties, amounted to $89.4 million for the delivery of products and $5.9 million for the purchase of products at June 30, 2019 and $113.5 million for the delivery of products and $6.0 million for the purchase of products at December 31, 2018. The changes in the fair value of these embedded derivatives are recorded in interest and other income (expense), net in the consolidated statements of income and comprehensive income. Commodity Price Risk Management The Company has arrangements with certain customers under which it has a firm commitment to deliver copper based superconductor wire at a fixed price. In order to minimize the volatility that fluctuations in the price of copper have on the Company’s sales of these commodities, the Company enters into commodity hedge contracts. At June 30, 2019 and December 31, 2018, the Company had fixed price commodity contracts with notional amounts aggregating $7.3 million and $6.8 million, respectively. The changes in the fair value of these commodity contracts are recorded within interest and other income (expense), net in the unaudited condensed consolidated statements of income and comprehensive income. The fair value of the derivative instruments described above is recorded in the unaudited condensed consolidated balance sheets for the periods as follows (dollars in millions): June 30, December 31, Balance Sheet Location 2019 2018 Derivative assets: Foreign exchange contracts Other current assets $ 0.6 $ 0.2 Embedded derivatives in purchase and delivery contracts Other current assets 0.2 0.2 Embedded derivatives in purchase and delivery contracts Other long-term assets 0.1 0.2 Derivative liabilities: Foreign exchange contracts Other current liabilities $ 0.8 $ 2.8 Embedded derivatives in purchase and delivery contracts Other current liabilities 0.7 0.9 Fixed price commodity contracts Other current liabilities 0.2 0.5 The impact on net income of unrealized gains and losses resulting from changes in the fair value of derivative instruments not designated as hedging instruments are as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Foreign exchange contracts $ 0.6 $ (3.8) $ 2.3 $ (8.1) Embedded derivatives in purchase and delivery contracts (0.2) 1.2 0.1 1.3 Fixed price commodity contracts 0.2 (0.3) 0.3 (0.9) Net impact to interest and other income (expense) $ 0.6 $ (2.9) $ 2.7 $ (7.7) The amounts related to derivative instruments not designated as hedging instruments are recorded within interest and other income (expense), net in the unaudited condensed consolidated statements of income and comprehensive income. |
Provision for Income Taxes
Provision for Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Provision for Income Taxes | |
Provision for Income Taxes | 12. Provision for Income Taxes The Company accounts for income taxes using the asset and liability approach by recognizing deferred tax assets and liabilities for the expected future tax consequences of differences between the financial statement basis and the tax basis of assets and liabilities, calculated using enacted tax rates in effect for the year in which the differences are expected to be reflected in the tax return. The Company records a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized. In addition, the Company accounts for uncertain tax positions that have reached a minimum recognition threshold. The income tax provision for the three months ended June 30, 2019 and 2018 was $10.6 million and $11.8 million, respectively, representing effective tax rates of 22.3% and 27.3 %, respectively. The income tax provision for the six months ended June 30, 2019 and 2018 was $18.3 million and $20.2 million, respectively, representing effective tax rates of 21.3% and 25.5%, respectively. The decrease in the Company’s effective tax rate for the three months ended June 30, 2019, compared to the same period in 2018, was primarily due to the excess deduction associated with the exercise of stock-based compensation for the three months ended June 30, 2019. The decrease in the Company’s effective tax rate for the six months ended June 30, 2019, compared to the same period in 2018, was primarily due to the recording of a one-time tax on the mandatory deemed repatriation of post-1986 untaxed foreign earnings and profits (toll charge) assessed under the Tax Cuts and Jobs Act (2017 Tax Act) due to the release of final regulations issued during the period ended March 31, 2019 and the excess deduction associated with the exercise of stock-based compensation for the six months ended June 30, 2019. The Company's effective tax rate may change over time as the amount or mix of income and taxes changes among the jurisdictions in which the Company is subject to tax. As of June 30, 2019 and December 31, 2018, the Company had unrecognized tax benefits, excluding penalties and interest, of approximately $6.6 million which, if recognized, would result in a reduction of the Company’s effective tax rate. The Company recognizes penalties and interest related to unrecognized tax benefits in the provision for income taxes. As of June 30, 2019 and December 31, 2018, approximately $0.3 million and $0.2 million, respectively, of accrued interest and penalties related to uncertain tax positions was included in other long-term liabilities on the Company’s unaudited condensed consolidated balance sheets. Penalties and interest of $0.1 million were recorded in the provision for income taxes for unrecognized tax benefits during the three and six months ended June 30, 2019. There were no penalties or interest recorded in the three and six months ended June 30, 2018. The Company files tax returns in the United States, which includes federal, state and local jurisdictions, and many foreign jurisdictions with varying statutes of limitations. The Company considers Germany, the United States and Switzerland to be its significant tax jurisdictions. The majority of the Company’s earnings are derived in Germany and Switzerland. Accounting for the various federal and local taxing authorities, the statutory rates for 2019 are approximately 30.0% and 20.0% for Germany and Switzerland, respectively. The mix of earnings in those two jurisdictions resulted in an increase of 3.3% from the U.S. statutory rate of 21.0% in the six months ended June 30, 2019. The Company has not been a party to any tax holiday agreements. The tax years 2013 to 2018 are open to examination in Germany and Switzerland. Tax years 2011 to 2018 remain open for examination in the United States. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 13. Commitments and Contingencies In accordance with ASC Topic 450, Contingencies, the Company accrues anticipated costs of settlement, damages or other costs to the extent specific losses are probable and estimable. Litigation and Related Contingencies Lawsuits, claims and proceedings of a nature considered normal to its businesses may be pending from time to time against the Company. Third parties might allege that the Company or its collaborators are infringing their patent rights or that the Company is otherwise violating their intellectual property rights. Loss contingency provisions are recorded if the potential loss from any claim, asserted or unasserted, or legal proceeding is considered probable and the amount can be reasonably estimated or a range of loss can be determined. These accruals represent management's best estimate of probable loss. Disclosure is also provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the amount of a loss will exceed the recorded provision. The Company believes the outcome of pending proceedings, individually and in the aggregate, will not have a material impact on the Company's financial statements. As of June 30, 2019 and December 31, 2018, no material accruals have been recorded for potential contingencies. Governmental Investigations The Company is subject to regulation by national, state and local government agencies in the United States and other countries in which it operates. From time to time, the Company is the subject of governmental investigations often involving regulatory, marketing and other business practices. These governmental investigations may result in the commencement of civil and criminal proceedings, fines, penalties and administrative remedies which could have a material adverse effect on the Company’s financial position, results of operations and/or liquidity. In August 2018, the Korea Fair Trade Commission (KFTC) informed the Company that it was conducting an investigation into the public tender bidding activities of a number of life science instrument companies operating in Korea, including Bruker Korea Co., Ltd (Bruker Korea). The Company cooperated fully with the KFTC and on June 16, 2019, the KFTC announced its decision to impose a fine of approximately $20,000 on Bruker Korea and declined to impose any criminal liability against Bruker Korea in connection with this matter. On October 19, 2017, the Company received a notice of investigation and subpoena to produce documents from the Division of Enforcement of the SEC. The subpoena sought information related to an employee terminated as part of a restructuring and certain matters involving the Company’s policies and accounting practices related to revenue recognition and restructuring activities, as well as related financial reporting, disclosure and compliance matters, since January 1, 2013. The subpoena also sought information concerning, among other things, the Company’s previously identified material weakness in internal controls over the accounting for income taxes, related financial reporting matters and certain payments for non-employee travel expenses. On April 25, 2019, the Staff notified the Company that it had concluded its investigation and, based on the information received to date, does not intend to recommend an enforcement action by the SEC against the Company. Additionally, the Audit Committee of the Company’s Board of Directors, with the assistance of outside counsel, conducted an internal investigation into practices of certain business partners in China and into the conduct of former employees of the Bruker Optics division in China which raised questions of compliance with laws, including the U.S. Foreign Corrupt Practices Act, and/or compliance with the Company’s business policies and code of conduct. The Audit Committee has concluded its internal investigation. As of June 30, 2019 and December 31, 2018, no material accruals have been recorded for potential contingencies related to these matters. Letters of Credit and Guarantees At June 30, 2019 and December 31, 2018, the Company had bank guarantees of $134.6 million and $138.3 million, respectively, related primarily to customer advances. These arrangements guarantee the refund of advance payments received from customers in the event that the merchandise is not delivered or warranty obligations are not fulfilled in compliance with the terms of the contract. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases | |
Leases | 14. Leases In February 2016, the FASB issued ASU No. 2016-02, Leases, which provides guidance on the recognition, measurement, presentation and disclosure of leases. The new standard, effective as of January 1, 2019, supersedes present U.S. GAAP guidance on leases and requires all leases with terms longer than 12 months to be reported on the balance sheet as right-of-use (ROU) assets and lease liabilities, as well as provide additional disclosures. The lease liability represents the lessee’s obligation to make lease payments arising from a lease and will be measured as the present value of the lease payments. The right-of-use asset represents the lessee’s right to use a specified asset for the lease term, and will be measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. Under ASU No. 2016-02, companies are required to transition to the new standard in the period of adoption at the beginning of the earliest period presented in the financial statements (January 1, 2017 for the Company). In July 2018, the FASB issued ASU No. 2018-11 as an update to ASU No. 2016-02, which in part provided companies the option of transitioning to the new standard as of the adoption date and recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company adopted the new standard as of January 1, 2019 using the alternative transition method under ASU No. 2018-11 and recognized a cumulative-effect adjustment to the opening balance sheet. The Company's prior period financial statements were not adjusted due to adopting the new standard based on the alternative transition method. The Company elected the available package of practical expedients for leases that commenced prior to the effective date that allows it to not reassess: 1) whether any expired or existing contracts are or contain leases; 2) the lease classification for any expired or existing leases; and 3) the accounting treatment of initial direct costs for any expired or existing leases. The Company also elected the practical expedient that allows lessees to treat lease and non-lease components of leases as a single lease component for all asset classes. The adoption of the new standard resulted in recording $75.5 million and $77.9 million of ROU assets and lease liabilities, respectively, as of January 1, 2019 on the Company’s unaudited condensed consolidated balance sheet. The adoption of the new standard did not significantly affect the Company’s results of operations. Starting in the first quarter of 2019, the Company accounts for leases in accordance with ASC 842, Leases. At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Leases with a term greater than 12 months are recognized on the balance sheet as ROU assets, lease liabilities and, if applicable, long-term lease liabilities. The Company has elected not to recognize on the balance sheet leases with an initial term of 12 months or less. Leases with an initial term of 12 months or less are directly expensed as incurred. Leases are classified as either operating or finance depending on the specific terms of the arrangement. The Company’s leases mainly consist of facilities, office equipment, and vehicles. The majority of leases are classified as operating, with certain leases classified as finance leases based on the specific terms of the arrangement. The remaining lease term ranges from 2019 to 2029, with some leases including an option to extend the lease for varying periods of time or to terminate prior to the end of the lease term. Certain lease agreements contain provisions for future rent increases. Lease payments included in the measurement of the lease liability comprise fixed payments, and the exercise price of a Company option to purchase the underlying asset if the Company is reasonably certain to exercise the option. The Company’s leases typically do not contain residual value guarantees. At the commencement date, operating and finance lease liabilities, and their corresponding ROU assets, are recorded based on the present value of lease payments over the expected lease term. The lease term includes the noncancellable period of the lease, plus any additional periods covered by either a Company option to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. The interest rate implicit in lease contracts is typically not readily determinable, therefore an incremental borrowing rate is used to calculate the lease liability. The incremental borrowing rate is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Certain adjustments to the ROU asset may be required for items such as prepayments, lease incentives received or initial direct costs paid. Operating lease cost is recognized over the lease term on a straight-line basis, while finance lease cost is amortized over the expected term on a straight-line basis. Variable lease cost not dependent on an index or rate is recognized when incurred. The components of lease cost for the three and six months ended June 30, 2019 are as follows (dollars in millions): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Amortization of right-of-use assets $ 0.1 $ 0.1 Interest on lease liabilities — — Total finance lease cost $ 0.1 $ 0.1 Operating lease cost $ 6.1 $ 12.7 Short term lease cost 0.6 1.1 Variable lease cost 1.2 1.7 Sublease income (0.3) (0.6) Total lease cost $ 7.7 $ 15.0 Supplemental balance sheet information as of June 30, 2019 related to leases was as follows (dollars in millions): As of June 30, 2019 Operating leases Operating lease assets, net $ 74.5 Other current liabilities 21.5 Operating lease liability - long term 55.4 Finance leases Property, plant and equipment, net $ 1.2 Current portion of long-term debt 0.3 Long-term debt 0.7 Weighted average remaining lease term Operating leases 5.3 years Finance leases 3.5 years Weighted average discount rate Operating leases 2.5 % Finance leases 1.6 % Supplemental cash flow information related to leases for the six months ended June 30, 2019 was as follows (dollars in millions): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ — Operating cash flows from operating leases 12.2 Financing cash flows from finance leases 0.1 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 14.1 Finance leases 0.5 Future minimum lease payments under non-cancellable leases as of June 30, 2019 are as follows (dollars in millions): Operating Leases Finance Leases 2019 (excluding the six months ended June 30, 2019) $ 12.2 $ 0.2 2020 20.2 0.4 2021 14.7 0.2 2022 9.7 0.2 2023 7.8 0.1 Thereafter 17.2 — Total undiscounted lease payments 81.8 1.1 Less: Imputed interest (4.9) (0.1) Total lease liabilities $ 76.9 $ 1.0 As of December 31, 2018, minimum commitments for the Company’s leases as required under prior lease guidance in ASC 840 were as follows (dollars in millions): Operating Leases Finance Leases 2019 $ 25.3 $ — 2020 19.1 0.1 2021 13.7 0.1 2022 9.3 — 2023 7.3 — Thereafter 18.4 — Total $ 93.1 $ 0.2 |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Shareholders' Equity | |
Shareholders' Equity | 15. Shareholders’ Equity Share Repurchase Program In May 2019, the Company’s Board of Directors approved a stock repurchase plan (the Repurchase Program) authorizing repurchase of common stock in the amount of up to $300.0 million from time to time, in amounts, at prices, and at such times as management deems appropriate, subject to market conditions, legal requirements and other considerations. The Company repurchased a total of 2,300,635 shares at an aggregate cost of $100.0 million in the three and six months ended June 30, 2019. No repurchases occurred in the three and six months ended June 30, 2018. Any future repurchases will be funded from cash on hand, future cash flows from operations and available borrowings under the revolving credit facility. The remaining authorization as of August 2, 2019 is $200.0 million and this Repurchase Program expires on May 13, 2021. Cash Dividends on Shares of Common Stock On February 22, 2016, the Company announced the establishment of a dividend policy and the declaration by its Board of Directors of an initial quarterly cash dividend in the amount of $0.04 per share of the Company's issued and outstanding common stock. Under the dividend policy, the Company will target a cash dividend to the Company's shareholders in the amount of $0.16 per share per annum, payable in equal quarterly installments. Subsequent dividend declarations and the establishment of record and payment dates for such future dividend payments, if any, are subject to the Board of Directors' continuing determination that the dividend policy is in the best interests of the Company's shareholders. The dividend policy may be suspended or cancelled at the discretion of the Board of Directors at any time. Accumulated Other Comprehensive Income (Loss) Comprehensive income refers to revenues, expenses, gains and losses that under U.S. GAAP are included in other comprehensive income (loss), but excluded from net income as these amounts are recorded directly as an adjustment to shareholders’ equity, net of tax. The Company’s other comprehensive income (loss) is composed primarily of foreign currency translation adjustments and changes in the funded status of defined benefit pension plans. The following is a summary of comprehensive income (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Consolidated net income $ 37.0 $ 31.5 $ 67.7 $ 58.9 Foreign currency translation adjustments 12.7 (39.4) (2.4) (14.6) Pension liability adjustments, net of tax (0.2) 2.5 0.6 2.1 Net comprehensive income (loss) 49.5 (5.4) 65.9 46.4 Less: Comprehensive income (loss) attributable to noncontrolling interests 0.9 (0.2) 0.8 0.4 Less: Comprehensive income (loss) attributable to redeemable noncontrolling interest — — (0.6) — Comprehensive income (loss) attributable to Bruker Corporation $ 48.6 $ (5.2) $ 65.7 $ 46.0 The following is a summary of the components of accumulated other comprehensive income, net of tax, at June 30, 2019 (dollars in millions): Accumulated Foreign Pension Other Currency Liability Comprehensive Translation Adjustment Income Balance at December 31, 2018 $ 46.9 $ (29.9) $ 17.0 Other comprehensive income (loss) before reclassifications (2.2) (0.2) (2.4) Amounts reclassified from other comprehensive income (loss), net of tax of $0.1 million — 0.8 0.8 Net current period other comprehensive income (loss) (2.2) 0.6 (1.6) Balance at June 30, 2019 $ 44.7 $ (29.3) $ 15.4 |
Other Charges, Net
Other Charges, Net | 6 Months Ended |
Jun. 30, 2019 | |
Other Charges, Net | |
Other Charges, Net | 16. Other Charges, Net The components of other charges, net were as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Information technology transformation costs $ 1.1 $ 0.9 $ 2.0 $ 2.4 Restructuring charges 0.8 0.6 1.9 3.9 Acquisition-related charges 1.2 0.1 5.0 1.1 Other 0.8 0.6 1.3 2.6 Other charges, net $ 3.9 $ 2.2 $ 10.2 $ 10.0 Restructuring Initiatives Restructuring charges for the three and six month periods ended June 30, 2019 and 2018 include charges for various programs that were recorded in the accompanying unaudited condensed consolidated statements of income and comprehensive income. The following table sets forth the restructuring charges for the three and six months ended June 30, 2019 and 2018 (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of revenues $ 0.6 $ 0.1 $ 3.5 $ 0.3 Other charges, net 0.8 0.6 1.9 3.9 $ 1.4 $ 0.7 $ 5.4 $ 4.2 The following table sets forth the changes in restructuring reserves for the six months ended June 30, 2019 (dollars in millions): Provisions for Excess Total Severance Exit Costs Inventory Balance at December 31, 2018 $ 7.3 $ 2.0 $ 1.4 $ 3.9 Restructuring charges 5.4 3.6 1.5 0.3 Cash payments (3.3) (2.4) (0.9) — Other, non-cash adjustments and foreign currency effect (2.4) — (1.9) (0.5) Balance at June 30, 2019 $ 7.0 $ 3.2 $ 0.1 $ 3.7 |
Interest and Other Income (Expe
Interest and Other Income (Expense), Net | 6 Months Ended |
Jun. 30, 2019 | |
Interest and Other Income (Expense), Net | |
Interest and Other Income (Expense), Net | 17. Interest and Other Income (Expense), Net The components of interest and other income (expense), net, were as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Interest expense, net $ (3.7) $ (2.6) $ (6.8) $ (6.0) Exchange (losses) gains on foreign currency transactions (1.5) (1.5) (1.4) (1.0) Pension components (0.6) (1.3) (1.2) (1.3) Other (0.1) (0.1) — 0.5 Interest and other income (expense), net $ (5.9) $ (5.5) $ (9.4) $ (7.8) |
Business Segment Information
Business Segment Information | 6 Months Ended |
Jun. 30, 2019 | |
Business Segment Information | |
Business Segment Information | 18. Business Segment Information The Company has two reportable segments, BSI and BEST, as discussed in Note 1 to the unaudited condensed consolidated financial statements. Revenue and operating income by reportable segment for the three and six months ended June 30, 2019 and 2018 are presented below (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Revenue: BSI $ 442.4 $ 402.4 $ 859.2 $ 789.4 BEST 51.9 42.7 99.7 88.3 Eliminations (a) (4.1) (1.4) (7.3) (2.3) Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Operating Income (loss) BSI $ 50.7 $ 47.2 $ 89.3 $ 82.9 BEST 3.1 1.7 6.2 3.9 Corporate, eliminations and other (b) (0.3) (0.1) (0.1) 0.1 Total operating income $ 53.5 $ 48.8 $ 95.4 $ 86.9 (a) Represents product and service revenue between reportable segments. (b) Represents corporate costs and eliminations not allocated to the reportable segments. Total assets by reportable segment as of June 30, 2019 and December 31, 2018 are as follows (dollars in millions): June 30, December 31, 2019 2018 Assets: BSI $ 2,296.6 $ 2,100.6 BEST 56.7 33.2 Eliminations and other (a) (3.6) (5.2) Total assets $ 2,349.7 $ 2,128.6 (a) Assets not allocated to the reportable segments and eliminations of intercompany transactions. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2019 | |
Recent Accounting Pronouncements | |
Recent Accounting Pronouncements | 19. Recent Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements of fair value measurements, including the consideration of costs and benefits. This ASU is effective for the Company in fiscal years beginning after December 15, 2019. The adoption of this ASU is not expected to have a material impact on the Company's consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue | |
Schedule of revenues disaggregated by Group, end customer geographical location and timing of recognition | The following table presents the Company’s revenues by Group and end customer geographical location (dollars in millions): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by Group: Bruker BioSpin $ 150.9 $ 139.9 $ 278.7 $ 271.7 Bruker CALID 140.5 128.0 288.7 259.3 Bruker Nano 151.0 134.5 291.8 258.4 BEST 51.9 42.7 99.7 88.3 Eliminations (4.1) (1.4) (7.3) (2.3) Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by End Customer Geography: United States $ 126.2 $ 108.4 $ 243.8 $ 213.2 Germany 49.6 48.9 92.4 90.4 Rest of Europe 116.7 111.9 229.0 231.8 Asia Pacific 153.8 135.5 306.0 262.4 Other 43.9 39.0 80.4 77.6 Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Revenue for the Company recognized at a point in time versus over time is as follows (dollars in millions): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue recognized at a point in time $ 435.9 $ 405.3 $ 846.4 $ 800.5 Revenue recognized over time 54.3 38.4 105.2 74.9 Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
2019 Acquisitions | |
Acquisitions | |
Schedule of consideration transferred and the respective reporting segment for each acquisition | Name of Acquisition Date Acquired Segment Consideration Cash Consideration Arxspan, LLC March 4, 2019 BSI $ 16.6 $ 14.4 Ampegon PPT GmbH March 7, 2019 BEST 2.0 2.0 $ 18.6 $ 16.4 |
Rave | |
Acquisitions | |
Components and fair value allocation of the consideration transferred in connection with acquisitions | The components and fair value allocation of the consideration transferred in connection with the acquisition were as follows (dollars in millions): |
Anasys Instruments Corp | |
Acquisitions | |
Components and fair value allocation of the consideration transferred in connection with acquisitions | The components and fair value allocation of the consideration transferred in connection with the acquisition were as follows (in millions): |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Stock-Based Compensation | |
Stock-based compensation expense, by award | The Company recorded stock-based compensation expense as follows in the unaudited condensed consolidated statements of income and comprehensive income (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Stock options $ 0.7 $ 1.0 $ 1.4 $ 2.0 Restricted stock awards 0.1 0.2 0.2 0.4 Restricted stock units 1.8 1.2 3.7 2.5 Total stock-based compensation $ 2.6 $ 2.4 $ 5.3 $ 4.9 |
Stock-based compensation expense, cost allocation | The Company recorded stock-based compensation expense as follows in the unaudited condensed consolidated statements of income and comprehensive income (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Costs of product revenue $ 0.4 $ 0.3 $ 0.8 $ 0.7 Selling, general and administrative 1.8 1.8 3.7 3.5 Research and development 0.4 0.3 0.8 0.7 Total stock-based compensation $ 2.6 $ 2.4 $ 5.3 $ 4.9 |
Schedule of stock option activity | Stock option activity for the six months ended June 30, 2019 was as follows: Weighted Average Weighted Remaining Aggregate Shares Subject Average Contractual Intrinsic Value to Options Option Price Term (Yrs) (in millions) (b) Outstanding at December 31, 2018 2,593,310 $ 21.41 Exercised (312,783) 18.67 Forfeited (19,165) 21.88 Outstanding at June 30, 2019 2,261,362 $ 21.79 5.1 $ 63.7 Exercisable at June 30, 2019 1,520,617 $ 20.13 4.7 $ 45.3 Exercisable and expected to vest at June 30, 2019 (a) 2,199,732 $ 21.69 5.1 $ 62.2 (a) In addition to the options that are vested at June 30, 2019, the Company expects a portion of the unvested options to vest in the future. Options expected to vest in the future are determined by applying an estimated forfeiture rate to the options that are unvested as of June 30, 2019. (b) The aggregate intrinsic value is based on the positive difference between the fair value of the Company’s common stock price of $49.95 on June 30, 2019 and the exercise price of the underlying stock options. |
Restricted stock awards | |
Stock-Based Compensation | |
Schedule of restricted stock award and restricted stock unit activity | Restricted stock unit activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Subject Date Fair to Restriction Value Outstanding at December 31, 2018 806,249 $ 29.88 Granted 43,282 30.95 Vested (39,282) 34.81 Forfeited (24,303) 29.43 Outstanding at June 30, 2019 785,946 $ 29.71 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share | |
Computation of basic and diluted weighted average shares outstanding and net income per common share | The following table sets forth the computation of basic and diluted weighted average shares outstanding and net income per common share attributable to Bruker shareholders (dollars in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Net income attributable to Bruker Corporation, as reported $ 36.5 $ 31.2 $ 67.3 $ 58.2 Weighted average shares outstanding: Weighted average shares outstanding-basic 156.1 156.1 156.4 156.0 Effect of dilutive securities: Stock options and restricted stock awards and units 1.5 0.9 1.3 1.0 157.6 157.0 157.7 157.0 Net income per common share attributable to Bruker Corporation shareholders: Basic $ 0.23 $ 0.20 $ 0.43 $ 0.37 Diluted $ 0.23 $ 0.20 $ 0.43 $ 0.37 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value of Financial Instruments | |
Schedule of financial instruments measured at fair value on a recurring basis | The following tables set forth the Company's financial instruments that are measured at fair value on a recurring basis and presents them within the fair value hierarchy using the lowest level of input that is significant to the fair value measurement at June 30, 2019 and December 31, 2018 (dollars in millions): Quoted Prices Significant in Active Other Significant Markets Observable Unobservable Available Inputs Inputs June 30, 2019 Total (Level 1) (Level 2) (Level 3) Assets: Embedded derivatives in purchase and delivery contracts $ 0.3 $ — $ 0.3 $ — Foreign exchange contracts 0.6 — 0.6 — Total assets recorded at fair value $ 0.9 $ — $ 0.9 $ — Liabilities: Contingent consideration $ 16.2 $ — $ — $ 16.2 Hybrid instrument liability 13.7 — — 13.7 Foreign exchange contracts 0.8 — 0.8 — Embedded derivatives in purchase and delivery contracts 0.7 — 0.7 — Fixed price commodity contracts 0.2 — 0.2 — Total liabilities recorded at fair value $ 31.6 $ — $ 1.7 $ 29.9 Quoted Prices Significant in Active Other Significant Markets Observable Unobservable Available Inputs Inputs December 31, 2018 Total (Level 1) (Level 2) (Level 3) Assets: Foreign exchange contracts $ 0.2 $ — $ 0.2 $ — Embedded derivatives in purchase and delivery contracts 0.4 — 0.4 — Total assets recorded at fair value $ 0.6 $ — $ 0.6 $ — Liabilities: Contingent consideration $ 15.1 $ — $ — $ 15.1 Hybrid instrument liability 12.9 — — 12.9 Foreign exchange contracts 2.8 — 2.8 — Embedded derivatives in purchase and delivery contracts 0.9 — 0.9 — Fixed price commodity contracts 0.5 — 0.5 — Total liabilities recorded at fair value $ 32.2 $ — $ 4.2 $ 28.0 |
Schedule of changes in contingent consideration liabilities | The following table sets forth the changes in contingent consideration liabilities for the six months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 15.1 Current period additions 4.4 Current period adjustments 1.9 Current period settlements (5.1) Foreign currency effect (0.1) Balance at June 30, 2019 $ 16.2 |
Schedule of changes in hybrid instrument liability | The following table sets forth the changes in hybrid instrument liability for the six months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 12.9 Current period adjustments 0.8 Balance at June 30, 2019 $ 13.7 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Restricted Cash | |
Schedule of increase in cash flow statement balances due to inclusion of restricted cash | The inclusion of restricted cash increased the balances of the unaudited condensed consolidated statement of cash flows as follows (dollars in millions): Six Months Ended June 30, 2019 2018 Beginning Balance $ 3.9 $ 3.9 Ending Balance 4.0 3.8 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventories | |
Schedule of inventories | Inventories consisted of the following (dollars in millions): June 30, December 31, 2019 2018 Raw materials $ 195.0 $ 164.5 Work-in-process 221.4 182.4 Finished goods 105.6 94.8 Demonstration units 72.6 67.9 Inventories $ 594.6 $ 509.6 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets | |
Schedule of changes in the carrying amount of goodwill | The following table sets forth the changes in the carrying amount of goodwill for the three months ended June 30, 2019 (dollars in millions): Balance at December 31, 2018 $ 275.7 Current period additions 9.3 Current period adjustments 0.7 Foreign currency effect (1.0) Balance at June 30, 2019 $ 284.7 |
Summary of intangible assets | The following is a summary of intangible assets, excluding goodwill (dollars in millions): June 30, 2019 December 31, 2018 Gross Gross Carrying Accumulated Net Carrying Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Existing technology and related patents $ 295.5 $ (169.4) $ 126.1 $ 272.6 $ (160.5) $ 112.1 Customer relationships 131.7 (23.2) 108.5 112.0 (18.1) 93.9 Non compete contracts 1.8 (1.8) — 1.8 (1.8) — Trade names 13.4 (2.1) 11.3 11.6 (1.6) 10.0 Other 5.5 (5.1) 0.4 5.1 (2.4) 2.7 Intangible assets $ 447.9 $ (201.6) $ 246.3 $ 403.1 $ (184.4) $ 218.7 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt | |
Components of debt obligations | The Company’s debt obligations as of June 30, 2019 and December 31, 2018 consisted of the following (dollars in millions): June 30, December 31, 2019 2018 US Dollar revolving loan under the 2015 Credit Agreement $ 285.9 $ 111.6 US Dollar notes under the Note Purchase Agreement 205.0 220.0 Unamortized debt issuance costs under the Note Purchase Agreement (0.5) (0.5) Other revolving loans 2.7 2.9 Capital lease obligations and other loans 1.1 7.1 Total debt 494.2 341.1 Current portion of long-term debt (0.3) (18.5) Total long-term debt, less current portion $ 493.9 $ 322.6 |
Summary of maximum commitments and net amounts available under the 2015 Credit Agreement and other lines of credit | The following is a summary of the maximum commitments and the net amounts available to the Company under the 2015 Credit Agreement and other lines of credit with various financial institutions located primarily in Germany and Switzerland that are unsecured and typically due upon demand with interest payable monthly, at June 30, 2019 (dollars in millions): Weighted Total Amount Outstanding Average Committed by Outstanding Letters of Total Amount Interest Rate Lenders Borrowings Credit Available 2015 Credit Agreement 2.5 % $ 500.0 $ 285.9 $ 1.1 $ 213.0 Hain revoling line of credit — 4.0 — — 4.0 Alicona revolving line of credit — 5.3 — — 5.3 Other lines of credit — 257.3 — 133.5 123.8 Total revolving lines of credit $ 766.6 $ 285.9 $ 134.6 $ 346.1 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities | |
Schedule of notional amounts outstanding under foreign currency contracts | Notional Notional Amount in Buy Amount in U.S. Fair Value of Fair Value of Buy Currency Sell Maturity Dollars Assets Liabilities June 30, 2019: Euro 31.9 U.S. Dollars July 2019 $ 36.2 $ 0.1 $ — Great Britain Pound 13.9 Euro July 2019 18.2 — 0.5 Swiss Francs 11.3 Japanese Yen July 2019 11.6 — 0.1 Swiss Francs 14.0 U.S. Dollars July 2019 14.0 0.4 — Euro 6.5 Great Britain Pound October 2019 to October 2020 7.5 0.1 — Taiwan Dollar 153.4 U.S. Dollars July 2019 5.0 — 0.1 Chinese Renminbi 23.5 U.S. Dollars July 2019 3.5 — 0.1 Singapore Dollar 4.3 U.S. Dollars July 2019 3.2 — — U.S. Dollars 5.0 Swiss Franc July 2019 5.0 — — $ 104.2 $ 0.6 $ 0.8 December 31, 2018: Euro 25.4 U.S. Dollars January 2019 $ 31.1 $ — $ 2.1 U.S. Dollars 8.5 Euro January 2019 8.6 — 0.1 Swiss Francs 11.1 U.S. Dollars January 2019 11.3 — — U.S. Dollars 2.1 Swiss Francs January 2019 2.1 — — Swiss Francs 10.4 Japanese Yen April 2019 10.8 — 0.2 U.S. Dollars 1.5 Canadian Dollars January 2019 1.5 — — Singapore Dollar 4.3 U.S. Dollars January 2019 3.1 — — Chinese Renminbi 41.1 U.S. Dollars January 2019 5.9 0.1 — Great Britian Pound 15.4 Euro January 2019 20.0 — 0.4 Euro 6.9 Great Britian Pound May 2019 to October 2020 8.0 0.1 — $ 102.4 $ 0.2 $ 2.8 |
Schedule of fair value and balance sheet location of derivative instruments | The fair value of the derivative instruments described above is recorded in the unaudited condensed consolidated balance sheets for the periods as follows (dollars in millions): June 30, December 31, Balance Sheet Location 2019 2018 Derivative assets: Foreign exchange contracts Other current assets $ 0.6 $ 0.2 Embedded derivatives in purchase and delivery contracts Other current assets 0.2 0.2 Embedded derivatives in purchase and delivery contracts Other long-term assets 0.1 0.2 Derivative liabilities: Foreign exchange contracts Other current liabilities $ 0.8 $ 2.8 Embedded derivatives in purchase and delivery contracts Other current liabilities 0.7 0.9 Fixed price commodity contracts Other current liabilities 0.2 0.5 |
Schedule of impact on net income of unrealized gains and losses resulting from changes in the fair value of derivative instruments | The impact on net income of unrealized gains and losses resulting from changes in the fair value of derivative instruments not designated as hedging instruments are as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Foreign exchange contracts $ 0.6 $ (3.8) $ 2.3 $ (8.1) Embedded derivatives in purchase and delivery contracts (0.2) 1.2 0.1 1.3 Fixed price commodity contracts 0.2 (0.3) 0.3 (0.9) Net impact to interest and other income (expense) $ 0.6 $ (2.9) $ 2.7 $ (7.7) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases | |
Schedule of lease cost | The components of lease cost for the three and six months ended June 30, 2019 are as follows (dollars in millions): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Amortization of right-of-use assets $ 0.1 $ 0.1 Interest on lease liabilities — — Total finance lease cost $ 0.1 $ 0.1 Operating lease cost $ 6.1 $ 12.7 Short term lease cost 0.6 1.1 Variable lease cost 1.2 1.7 Sublease income (0.3) (0.6) Total lease cost $ 7.7 $ 15.0 |
Schedule of supplemental balance sheet information | Supplemental balance sheet information as of June 30, 2019 related to leases was as follows (dollars in millions): As of June 30, 2019 Operating leases Operating lease assets, net $ 74.5 Other current liabilities 21.5 Operating lease liability - long term 55.4 Finance leases Property, plant and equipment, net $ 1.2 Current portion of long-term debt 0.3 Long-term debt 0.7 Weighted average remaining lease term Operating leases 5.3 years Finance leases 3.5 years Weighted average discount rate Operating leases 2.5 % Finance leases 1.6 % |
Schedule of weighted average remaining lease term and discount rate | As of June 30, 2019 Operating leases Operating lease assets, net $ 74.5 Other current liabilities 21.5 Operating lease liability - long term 55.4 Finance leases Property, plant and equipment, net $ 1.2 Current portion of long-term debt 0.3 Long-term debt 0.7 Weighted average remaining lease term Operating leases 5.3 years Finance leases 3.5 years Weighted average discount rate Operating leases 2.5 % Finance leases 1.6 % |
Schedule of cash flow information | Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ — Operating cash flows from operating leases 12.2 Financing cash flows from finance leases 0.1 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 14.1 Finance leases 0.5 |
Schedule of future minimum lease payments under non-cancellable operating leases | Future minimum lease payments under non-cancellable leases as of June 30, 2019 are as follows (dollars in millions): Operating Leases Finance Leases 2019 (excluding the six months ended June 30, 2019) $ 12.2 $ 0.2 2020 20.2 0.4 2021 14.7 0.2 2022 9.7 0.2 2023 7.8 0.1 Thereafter 17.2 — Total undiscounted lease payments 81.8 1.1 Less: Imputed interest (4.9) (0.1) Total lease liabilities $ 76.9 $ 1.0 |
Schedule of future minimum lease payments under non-cancellable finance leases | Operating Leases Finance Leases 2019 (excluding the six months ended June 30, 2019) $ 12.2 $ 0.2 2020 20.2 0.4 2021 14.7 0.2 2022 9.7 0.2 2023 7.8 0.1 Thereafter 17.2 — Total undiscounted lease payments 81.8 1.1 Less: Imputed interest (4.9) (0.1) Total lease liabilities $ 76.9 $ 1.0 |
Schedule of minimum commitments for the Company's operating leases as required under prior lease guidance | Operating Leases Finance Leases 2019 $ 25.3 $ — 2020 19.1 0.1 2021 13.7 0.1 2022 9.3 — 2023 7.3 — Thereafter 18.4 — Total $ 93.1 $ 0.2 |
Schedule of minimum commitments for the Company's finance leases as required under prior lease guidance | Operating Leases Finance Leases 2019 $ 25.3 $ — 2020 19.1 0.1 2021 13.7 0.1 2022 9.3 — 2023 7.3 — Thereafter 18.4 — Total $ 93.1 $ 0.2 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Shareholders' Equity | |
Summary of comprehensive income (loss) | Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Consolidated net income $ 37.0 $ 31.5 $ 67.7 $ 58.9 Foreign currency translation adjustments 12.7 (39.4) (2.4) (14.6) Pension liability adjustments, net of tax (0.2) 2.5 0.6 2.1 Net comprehensive income (loss) 49.5 (5.4) 65.9 46.4 Less: Comprehensive income (loss) attributable to noncontrolling interests 0.9 (0.2) 0.8 0.4 Less: Comprehensive income (loss) attributable to redeemable noncontrolling interest — — (0.6) — Comprehensive income (loss) attributable to Bruker Corporation $ 48.6 $ (5.2) $ 65.7 $ 46.0 |
Summary of the components of accumulated other comprehensive income (loss), net of tax | The following is a summary of the components of accumulated other comprehensive income, net of tax, at June 30, 2019 (dollars in millions): Accumulated Foreign Pension Other Currency Liability Comprehensive Translation Adjustment Income Balance at December 31, 2018 $ 46.9 $ (29.9) $ 17.0 Other comprehensive income (loss) before reclassifications (2.2) (0.2) (2.4) Amounts reclassified from other comprehensive income (loss), net of tax of $0.1 million — 0.8 0.8 Net current period other comprehensive income (loss) (2.2) 0.6 (1.6) Balance at June 30, 2019 $ 44.7 $ (29.3) $ 15.4 |
Other Charges, Net (Tables)
Other Charges, Net (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Other Charges, Net | |
Components of other charges, net | The components of other charges, net were as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Information technology transformation costs $ 1.1 $ 0.9 $ 2.0 $ 2.4 Restructuring charges 0.8 0.6 1.9 3.9 Acquisition-related charges 1.2 0.1 5.0 1.1 Other 0.8 0.6 1.3 2.6 Other charges, net $ 3.9 $ 2.2 $ 10.2 $ 10.0 |
Summary of restructuring charges | Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of revenues $ 0.6 $ 0.1 $ 3.5 $ 0.3 Other charges, net 0.8 0.6 1.9 3.9 $ 1.4 $ 0.7 $ 5.4 $ 4.2 |
Schedule of changes in restructuring reserves | The following table sets forth the changes in restructuring reserves for the six months ended June 30, 2019 (dollars in millions): Provisions for Excess Total Severance Exit Costs Inventory Balance at December 31, 2018 $ 7.3 $ 2.0 $ 1.4 $ 3.9 Restructuring charges 5.4 3.6 1.5 0.3 Cash payments (3.3) (2.4) (0.9) — Other, non-cash adjustments and foreign currency effect (2.4) — (1.9) (0.5) Balance at June 30, 2019 $ 7.0 $ 3.2 $ 0.1 $ 3.7 |
Interest and Other Income (Ex_2
Interest and Other Income (Expense), Net (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Interest and Other Income (Expense), Net | |
Components of interest and other income (expense), net | The components of interest and other income (expense), net, were as follows (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Interest expense, net $ (3.7) $ (2.6) $ (6.8) $ (6.0) Exchange (losses) gains on foreign currency transactions (1.5) (1.5) (1.4) (1.0) Pension components (0.6) (1.3) (1.2) (1.3) Other (0.1) (0.1) — 0.5 Interest and other income (expense), net $ (5.9) $ (5.5) $ (9.4) $ (7.8) |
Business Segment Information (T
Business Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Business Segment Information | |
Schedule of revenue, operating income and total assets by reportable segment | Revenue and operating income by reportable segment for the three and six months ended June 30, 2019 and 2018 are presented below (dollars in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Revenue: BSI $ 442.4 $ 402.4 $ 859.2 $ 789.4 BEST 51.9 42.7 99.7 88.3 Eliminations (a) (4.1) (1.4) (7.3) (2.3) Total revenue $ 490.2 $ 443.7 $ 951.6 $ 875.4 Operating Income (loss) BSI $ 50.7 $ 47.2 $ 89.3 $ 82.9 BEST 3.1 1.7 6.2 3.9 Corporate, eliminations and other (b) (0.3) (0.1) (0.1) 0.1 Total operating income $ 53.5 $ 48.8 $ 95.4 $ 86.9 (a) Represents product and service revenue between reportable segments. (b) Represents corporate costs and eliminations not allocated to the reportable segments. Total assets by reportable segment as of June 30, 2019 and December 31, 2018 are as follows (dollars in millions): June 30, December 31, 2019 2018 Assets: BSI $ 2,296.6 $ 2,100.6 BEST 56.7 33.2 Eliminations and other (a) (3.6) (5.2) Total assets $ 2,349.7 $ 2,128.6 (a) Assets not allocated to the reportable segments and eliminations of intercompany transactions. |
Description of Business (Detail
Description of Business (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Description of Business | ||||
Number of reportable segments | 2 | |||
BSI | ||||
Description of Business | ||||
Segment revenue (as a percent) | 90.20% | 90.70% | 90.30% | 90.20% |
Number of operating segments | 3 |
Revenue - Disaggregation (Detai
Revenue - Disaggregation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues disaggregated by Group | ||||
Revenue | $ 490.2 | $ 443.7 | $ 951.6 | $ 875.4 |
Revenue recognized at a point in time | ||||
Revenues disaggregated by Group | ||||
Revenue | 435.9 | 405.3 | 846.4 | 800.5 |
Revenue recognized over time | ||||
Revenues disaggregated by Group | ||||
Revenue | 54.3 | 38.4 | 105.2 | 74.9 |
United States | ||||
Revenues disaggregated by Group | ||||
Revenue | 126.2 | 108.4 | 243.8 | 213.2 |
Germany | ||||
Revenues disaggregated by Group | ||||
Revenue | 49.6 | 48.9 | 92.4 | 90.4 |
Rest of Europe | ||||
Revenues disaggregated by Group | ||||
Revenue | 116.7 | 111.9 | 229 | 231.8 |
Asia Pacific | ||||
Revenues disaggregated by Group | ||||
Revenue | 153.8 | 135.5 | 306 | 262.4 |
Other | ||||
Revenues disaggregated by Group | ||||
Revenue | 43.9 | 39 | 80.4 | 77.6 |
Bruker BioSpin | ||||
Revenues disaggregated by Group | ||||
Revenue | 150.9 | 139.9 | 278.7 | 271.7 |
Bruker CALID | ||||
Revenues disaggregated by Group | ||||
Revenue | 140.5 | 128 | 288.7 | 259.3 |
Bruker Nano | ||||
Revenues disaggregated by Group | ||||
Revenue | 151 | 134.5 | 291.8 | 258.4 |
BEST | ||||
Revenues disaggregated by Group | ||||
Revenue | 51.9 | 42.7 | 99.7 | 88.3 |
Eliminations | ||||
Revenues disaggregated by Group | ||||
Revenue | $ (4.1) | $ (1.4) | $ (7.3) | $ (2.3) |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Jun. 30, 2019USD ($) |
Remaining Performance Obligations | |
Amount of remaining performance obligations | $ 1,110.8 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 | |
Remaining Performance Obligations | |
Remaining performance obligation expected to be recognized in the given period (as a percent) | 83.10% |
Duration of expected recognition period for remaining performance obligation | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 | Minimum | |
Remaining Performance Obligations | |
Duration of expected recognition period for remaining performance obligation | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 | Maximum | |
Remaining Performance Obligations | |
Duration of expected recognition period for remaining performance obligation | 3 years |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Revenue | ||
Contract assets | $ 37.2 | $ 25.9 |
Contract liabilities | 310 | $ 288.5 |
Revenue recognition during the period | $ 137 |
Acquisitions - Rave LLC (Detail
Acquisitions - Rave LLC (Details) - USD ($) $ in Millions | Apr. 02, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Acquisitions | ||||
Purchase price | $ 71.9 | $ 37.6 | ||
Allocation of Consideration Transferred: | ||||
Operating lease assets | 74.5 | |||
Goodwill | $ 284.7 | $ 275.7 | ||
Rave | ||||
Acquisitions | ||||
Contingent consideration | $ 4.4 | |||
Amortization period for intangible assets acquired | 10 years | |||
Consideration Transferred: | ||||
Cash paid | $ 55.8 | |||
Contingent consideration | 4.4 | |||
Working capital adjustment | 3.6 | |||
Total consideration transferred | 56.6 | |||
Allocation of Consideration Transferred: | ||||
Inventories | 22.5 | |||
Accounts receivable | 2.2 | |||
Other current and non-current assets | 0.8 | |||
Property, plant and equipment | 2.1 | |||
Operating lease assets | 1 | |||
Goodwill | 7 | |||
Liabilities assumed | (13.9) | |||
Total consideration allocated | 56.6 | |||
Rave | Customer relationships | ||||
Allocation of Consideration Transferred: | ||||
Intangible assets | 15.5 | |||
Rave | Technology | ||||
Allocation of Consideration Transferred: | ||||
Intangible assets | 17.9 | |||
Rave | Trade names | ||||
Allocation of Consideration Transferred: | ||||
Intangible assets | $ 1.5 |
Acquisitions - Additional infor
Acquisitions - Additional information (Details) - USD ($) $ in Millions | Apr. 02, 2029 | Apr. 02, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Acquisitions | ||||
Cash Consideration | $ 71.9 | $ 37.6 | ||
2019 Acquisitions | ||||
Acquisitions | ||||
Consideration | $ 52.2 | 18.6 | ||
Maximum additional consideration | $ 5 | |||
Cash Consideration | 16.4 | |||
Arxspan, LLC | ||||
Acquisitions | ||||
Consideration | 16.6 | |||
Cash Consideration | 14.4 | |||
Ampegon PPT GmbH | ||||
Acquisitions | ||||
Consideration | 2 | |||
Cash Consideration | $ 2 |
Acquisitions - Anasys (Details)
Acquisitions - Anasys (Details) - USD ($) $ in Millions | Apr. 08, 2019 | Apr. 02, 2019 | Apr. 08, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Acquisitions | ||||||
Purchase price | $ 71.9 | $ 37.6 | ||||
Allocation of Consideration Transferred: | ||||||
Goodwill | $ 284.7 | $ 275.7 | ||||
Anasys Instruments Corp | ||||||
Acquisitions | ||||||
Ownership percentage acquired | 100.00% | |||||
Purchase price | $ 27 | |||||
Maximum additional consideration | 9.6 | |||||
Contingent consideration | $ 5.3 | 5.3 | ||||
Amortization period for intangible assets acquired | 8 years | |||||
Consideration Transferred: | ||||||
Cash paid | 27 | |||||
Contingent consideration | $ 5.3 | 5.3 | ||||
Total consideration transferred | 32.3 | |||||
Allocation of Consideration Transferred: | ||||||
Inventories | 2.8 | |||||
Accounts receivable | 0.8 | |||||
Other current and non-current assets | 1.1 | |||||
Goodwill | 16.6 | |||||
Deferred taxes, net | (3.2) | |||||
Liabilities assumed | (3.5) | |||||
Total consideration allocated | 32.3 | |||||
Amortization period for intangible assets acquired | 8 years | |||||
Anasys Instruments Corp | Customer relationships | ||||||
Allocation of Consideration Transferred: | ||||||
Intangible assets | 8 | |||||
Anasys Instruments Corp | Technology | ||||||
Allocation of Consideration Transferred: | ||||||
Intangible assets | 7.3 | |||||
Anasys Instruments Corp | Backlog | ||||||
Acquisitions | ||||||
Amortization period for intangible assets acquired | 1 year | |||||
Allocation of Consideration Transferred: | ||||||
Intangible assets | 1.8 | |||||
Amortization period for intangible assets acquired | 1 year | |||||
Anasys Instruments Corp | Trade names | ||||||
Allocation of Consideration Transferred: | ||||||
Intangible assets | $ 0.6 |
Stock-Based Compensation - Plan
Stock-Based Compensation - Plan Information (Details) - shares | May 14, 2010 | Jun. 30, 2019 |
2010 Plan | ||
Stock-Based Compensation | ||
Common stock authorized for issuance (in shares) | 8,000,000 | 0 |
2010 Plan | Minimum | ||
Stock-Based Compensation | ||
Vesting period | 3 years | |
2010 Plan | Maximum | ||
Stock-Based Compensation | ||
Vesting period | 5 years | |
2016 Plan | ||
Stock-Based Compensation | ||
Common stock authorized for issuance (in shares) | 9,500,000 | |
2016 Plan | Minimum | ||
Stock-Based Compensation | ||
Vesting period | 1 year | |
2016 Plan | Maximum | ||
Stock-Based Compensation | ||
Vesting period | 4 years |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock-Based Compensation | ||||
Total stock-based compensation | $ 2.6 | $ 2.4 | $ 5.3 | $ 4.9 |
Cost of revenue | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 0.4 | 0.3 | 0.8 | 0.7 |
Selling, general and administrative | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 1.8 | 1.8 | 3.7 | 3.5 |
Research and development | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 0.4 | 0.3 | 0.8 | 0.7 |
Mestrelab Research, S.L | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 0.4 | 0.8 | ||
Stock options | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 0.7 | 1 | 1.4 | 2 |
Restricted stock awards | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | 0.1 | 0.2 | 0.2 | 0.4 |
Restricted stock units | ||||
Stock-Based Compensation | ||||
Total stock-based compensation | $ 1.8 | $ 1.2 | $ 3.7 | $ 2.5 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - Stock options $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($) | |
Stock options, Shares Subject to Options | ||
Outstanding at the beginning of the period (in shares) | shares | 2,593,310 | |
Exercised (in shares) | shares | (312,783) | |
Forfeited /Expired (in shares) | shares | (19,165) | |
Outstanding at the end of the period (in shares) | shares | 2,261,362 | |
Exercisable at the end of the period (in shares) | shares | 1,520,617 | |
Exercisable and expected to vest at the end of the period (in shares) | shares | 2,199,732 | |
Stock options, Weighted Average Option Price | ||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 21.41 | |
Exercised (in dollars per share) | $ / shares | 18.67 | |
Forfeited (in dollars per share) | $ / shares | 21.88 | |
Outstanding at the end of the period (in dollars per share) | $ / shares | 21.79 | |
Exercisable at the end of the period (in dollars per share) | $ / shares | 20.13 | |
Exercisable and expected to vest at the end of the period (in dollars per share) | $ / shares | $ 21.69 | |
Stock options, additional information | ||
Weighted Average Remaining Contractual Term, Outstanding | 5 years 1 month 6 days | |
Weighted Average Remaining Contractual Term, Exercisable | 4 years 8 months 12 days | |
Weighted Average Remaining Contractual Term, Exercisable and expected to vest | 5 years 1 month 6 days | |
Aggregate Intrinsic Value, Outstanding | $ | $ 63.7 | |
Aggregate Intrinsic Value, Exercisable | $ | 45.3 | |
Aggregate Intrinsic Value, Exercisable and expected to vest | $ | $ 62.2 | |
Fair value of the Company's common stock price (in dollars per share) | $ / shares | $ 49.95 | |
Intrinsic value of options exercised | $ | $ 6.9 | $ 5.3 |
Restricted stock award | shares | 0 | |
Total fair value of shares vested | $ | $ 0.2 | |
Minimum | ||
Stock-Based Compensation | ||
Vesting period | 3 years | |
Maximum | ||
Stock-Based Compensation | ||
Vesting period | 4 years |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Award and RSU Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Restricted stock awards | ||
Restricted stock, Shares Subject to Restriction | ||
Outstanding at the beginning of the period (in shares) | 806,249 | |
Granted (in shares) | 43,282 | |
Vested (in shares) | (39,282) | |
Forfeited (in shares) | (24,303) | |
Outstanding at the end of the period (in shares) | 785,946 | |
Restricted stock, Weighted Average Grant Date Fair Value | ||
Outstanding at the beginning of the period (in dollars per share) | $ 29.88 | |
Granted (in dollars per share) | 30.95 | |
Vested (in dollars per share) | 34.81 | |
Forfeited (in dollars per share) | 29.43 | |
Outstanding at the end of the period (in dollars per share) | $ 29.71 | |
Additional share-based compensation disclosures | ||
Unrecognized pre-tax stock-based compensation expense | $ 0.1 | |
Weighted average remaining service period | 1 month 6 days | |
Restricted stock units | ||
Additional share-based compensation disclosures | ||
Total fair value of shares vested | $ 1.4 | $ 1.1 |
Unrecognized pre-tax stock-based compensation expense | $ 15.7 | |
Weighted average remaining service period | 2 years 7 months 6 days |
Stock-Based Compensation - Unre
Stock-Based Compensation - Unrecognized Compensation Expense (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Stock options | |
Stock-Based Compensation | |
Expected pre-tax stock-based compensation expense | $ 2.8 |
Weighted average remaining service period | 1 year 10 months 24 days |
Restricted stock awards | |
Stock-Based Compensation | |
Expected pre-tax stock-based compensation expense | $ 0.1 |
Weighted average remaining service period | 1 month 6 days |
Restricted stock units | |
Stock-Based Compensation | |
Expected pre-tax stock-based compensation expense | $ 15.7 |
Weighted average remaining service period | 2 years 7 months 6 days |
Earnings Per Share - Computatio
Earnings Per Share - Computation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share | ||||
Redemption value adjustment of the redeemable noncontrolling interest | $ 0 | $ 0 | $ 0 | $ 0 |
Net income attributable to Bruker Corporation, as reported -basic | $ 36.5 | $ 31.2 | $ 67.3 | $ 58.2 |
Weighted average shares outstanding: | ||||
Weighted average shares outstanding-basic | 156.1 | 156.1 | 156.4 | 156 |
Effect of dilutive securities: | ||||
Stock options and restricted stock awards and units (in shares) | 1.5 | 0.9 | 1.3 | 1 |
Weighted average shares outstanding-diluted | 157.6 | 157 | 157.7 | 157 |
Net income per common share attributable to Bruker Corporation shareholders: | ||||
Basic (in dollars per share) | $ 0.23 | $ 0.20 | $ 0.43 | $ 0.37 |
Diluted (in dollars per share) | $ 0.23 | $ 0.20 | $ 0.43 | $ 0.37 |
Earnings Per Share - Anti-dilut
Earnings Per Share - Anti-dilutive Stock Options (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock options | ||||
Anti-dilutive securities | ||||
Number of shares excluded from the computation of diluted earnings per share | 0.1 | 0.2 | 0.1 | 0.2 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Hierarchy (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Significant Other Observable Inputs (Level 2) | ||
Liabilities: | ||
Fair value of long-term fixed interest rate debt | $ 213 | $ 228.8 |
Recurring basis | ||
Assets: | ||
Foreign exchange contracts | 0.6 | 0.2 |
Embedded derivatives in purchase and delivery contracts | 0.3 | 0.4 |
Total assets recorded at fair value | 0.9 | 0.6 |
Liabilities: | ||
Contingent consideration | 16.2 | 15.1 |
Hybrid instrument liability | 13.7 | 12.9 |
Foreign exchange contracts | 0.8 | 2.8 |
Embedded derivatives in purchase and delivery contracts | 0.7 | 0.9 |
Fixed price commodity contracts | 0.2 | 0.5 |
Total liabilities recorded at fair value | 31.6 | 32.2 |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Foreign exchange contracts | 0.6 | 0.2 |
Embedded derivatives in purchase and delivery contracts | 0.3 | 0.4 |
Total assets recorded at fair value | 0.9 | 0.6 |
Liabilities: | ||
Foreign exchange contracts | 0.8 | 2.8 |
Embedded derivatives in purchase and delivery contracts | 0.7 | 0.9 |
Fixed price commodity contracts | 0.2 | 0.5 |
Total liabilities recorded at fair value | 1.7 | 4.2 |
Recurring basis | Significant Unobservable Inputs (Level 3) | ||
Liabilities: | ||
Contingent consideration | 16.2 | 15.1 |
Hybrid instrument liability | 13.7 | 12.9 |
Total liabilities recorded at fair value | $ 29.9 | $ 28 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Changes in Level 3 Liabilities (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Mestrelab Research, S.L | |
Fair value of financial instruments | |
Remaining ownership percentage under options that can be exercised after 2022 | 49.00% |
Contingent consideration | |
Changes in contingent consideration liabilities | |
Balance at the beginning of the period | $ 15.1 |
Current period additions | 4.4 |
Current period adjustments | 1.9 |
Current period settlements | (5.1) |
Foreign currency effect | (0.1) |
Balance at the end of the period | 16.2 |
Hybrid instrument | |
Changes in contingent consideration liabilities | |
Balance at the beginning of the period | 12.9 |
Current period adjustments | 0.8 |
Balance at the end of the period | $ 13.7 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Restricted Cash | ||||
Cash and cash equivalents, including restricted cash | $ 286.5 | $ 326.3 | $ 262.5 | $ 328.9 |
ASU 2016-18 - Restricted Cash | ||||
Restricted Cash | ||||
Cash and cash equivalents, including restricted cash | $ 4 | $ 3.9 | $ 3.8 | $ 3.9 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Inventories | ||
Raw materials | $ 195 | $ 164.5 |
Work-in-process | 221.4 | 182.4 |
Finished goods | 105.6 | 94.8 |
Demonstration units | 72.6 | 67.9 |
Inventories | 594.6 | 509.6 |
Inventory-in-transit | $ 35.9 | $ 38.3 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill | |
Balance at the beginning of the period | $ 275.7 |
Current period additions | 9.3 |
Current period adjustments | 0.7 |
Foreign currency effect | (1) |
Balance at the end of the period | $ 284.7 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | $ 447.9 | $ 447.9 | $ 403.1 | ||
Accumulated Amortization, intangible assets subject to amortization | (201.6) | (201.6) | (184.4) | ||
Net Carrying Amount, intangible assets subject to amortization | 246.3 | 246.3 | 218.7 | ||
Amortization expense related to intangible assets subject to amortization | 9.9 | $ 7.8 | 20 | $ 14.6 | |
Technology | |||||
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | 295.5 | 295.5 | 272.6 | ||
Accumulated Amortization, intangible assets subject to amortization | (169.4) | (169.4) | (160.5) | ||
Net Carrying Amount, intangible assets subject to amortization | 126.1 | 126.1 | 112.1 | ||
Customer relationships | |||||
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | 131.7 | 131.7 | 112 | ||
Accumulated Amortization, intangible assets subject to amortization | (23.2) | (23.2) | (18.1) | ||
Net Carrying Amount, intangible assets subject to amortization | 108.5 | 108.5 | 93.9 | ||
Non compete contracts | |||||
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | 1.8 | 1.8 | 1.8 | ||
Accumulated Amortization, intangible assets subject to amortization | (1.8) | (1.8) | (1.8) | ||
Trade names | |||||
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | 13.4 | 13.4 | 11.6 | ||
Accumulated Amortization, intangible assets subject to amortization | (2.1) | (2.1) | (1.6) | ||
Net Carrying Amount, intangible assets subject to amortization | 11.3 | 11.3 | 10 | ||
Other | |||||
Intangible assets | |||||
Gross Carrying Amount, intangible assets subject to amortization | 5.5 | 5.5 | 5.1 | ||
Accumulated Amortization, intangible assets subject to amortization | (5.1) | (5.1) | (2.4) | ||
Net Carrying Amount, intangible assets subject to amortization | $ 0.4 | $ 0.4 | $ 2.7 |
Debt - Components (Details)
Debt - Components (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Debt | ||
Total debt | $ 494.2 | $ 341.1 |
Current portion of long-term debt | (0.3) | (18.5) |
Total long-term debt, less current portion | 493.9 | 322.6 |
US Dollar revolving loan under the 2015 Credit Agreement | ||
Debt | ||
Total debt | 285.9 | 111.6 |
US Dollar notes under the Note Purchase Agreement | ||
Debt | ||
Debt, before unamortized debt issuance costs | 205 | 220 |
Unamortized debt issuance costs | (0.5) | (0.5) |
Other revolving loans | ||
Debt | ||
Total debt | 2.7 | 2.9 |
Capital lease obligations and other loans | ||
Debt | ||
Total debt | $ 1.1 | $ 7.1 |
Debt - Credit Agreements (Detai
Debt - Credit Agreements (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Revolving lines of credit | |
Maximum commitment | $ 766.6 |
US Dollar revolving loan under the 2015 Credit Agreement | |
Revolving lines of credit | |
Maximum commitment | $ 500 |
Maximum leverage ratio allowed | 3.5 |
Minimum interest coverage ratio required | 2.5 |
US Dollar revolving loan under the 2015 Credit Agreement | Minimum | |
Revolving lines of credit | |
Facility fee (as a percent) | 0.10% |
US Dollar revolving loan under the 2015 Credit Agreement | Maximum | |
Revolving lines of credit | |
Facility fee (as a percent) | 0.20% |
US Dollar revolving loan under the 2015 Credit Agreement | Greatest of prime rate, federal funds rate plus spread and adjusted LIBOR plus spread | Minimum | |
Revolving lines of credit | |
Interest rate added to base rate (as a percent) | 0.00% |
US Dollar revolving loan under the 2015 Credit Agreement | Greatest of prime rate, federal funds rate plus spread and adjusted LIBOR plus spread | Maximum | |
Revolving lines of credit | |
Interest rate added to base rate (as a percent) | 0.30% |
US Dollar revolving loan under the 2015 Credit Agreement | Prime rate | |
Revolving lines of credit | |
Variable interest rate base | prime rate |
US Dollar revolving loan under the 2015 Credit Agreement | Federal Funds | |
Revolving lines of credit | |
Variable interest rate base | federal funds rate |
Interest rate added to base rate (as a percent) | 0.50% |
US Dollar revolving loan under the 2015 Credit Agreement | Adjusted LIBOR | |
Revolving lines of credit | |
Variable interest rate base | adjusted LIBOR |
Interest rate added to base rate (as a percent) | 1.00% |
US Dollar revolving loan under the 2015 Credit Agreement | LIBOR | |
Revolving lines of credit | |
Variable interest rate base | LIBOR |
US Dollar revolving loan under the 2015 Credit Agreement | LIBOR | Minimum | |
Revolving lines of credit | |
Interest rate added to base rate (as a percent) | 0.90% |
US Dollar revolving loan under the 2015 Credit Agreement | LIBOR | Maximum | |
Revolving lines of credit | |
Interest rate added to base rate (as a percent) | 1.30% |
Debt - Revolving Loan Arrangeme
Debt - Revolving Loan Arrangements (Details) $ in Millions | Jun. 30, 2019USD ($) |
Revolving lines of credit | |
Total Amount Committed by Lenders | $ 766.6 |
Outstanding Borrowings | 285.9 |
Outstanding Letters of Credit | 134.6 |
Total Amount Available | $ 346.1 |
US Dollar revolving loan under the 2015 Credit Agreement | |
Revolving lines of credit | |
Weighted Average Interest Rate (as a percent) | 2.50% |
Total Amount Committed by Lenders | $ 500 |
Outstanding Borrowings | 285.9 |
Outstanding Letters of Credit | 1.1 |
Total Amount Available | 213 |
Hain revolving line of credit | |
Revolving lines of credit | |
Total Amount Committed by Lenders | 4 |
Total Amount Available | 4 |
Alicona revolving line of credit | |
Revolving lines of credit | |
Total Amount Committed by Lenders | 5.3 |
Total Amount Available | 5.3 |
Other revolving loans | |
Revolving lines of credit | |
Total Amount Committed by Lenders | 257.3 |
Outstanding Letters of Credit | 133.5 |
Total Amount Available | $ 123.8 |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - USD ($) $ in Millions | Jan. 18, 2019 | Jan. 18, 2017 | Jun. 30, 2019 | Jan. 31, 2012 |
Debt | ||||
Principal repayment of Senior Notes | $ 15 | |||
US Dollar notes under the Note Purchase Agreement | ||||
Debt | ||||
Senior notes | $ 240 | |||
Additional aggregate principal amount that may be issued | $ 600 | |||
Minimum percentage of original aggregate principal that may be prepaid | 10.00% | |||
Prepayment price as percentage of principal amount | 100.00% | |||
Prepayment price as percentage of principal amount, in the event of a change in control | 100.00% | |||
Maximum leverage ratio allowed | 3.50 | |||
Period for interest coverage ratio | 1 year | |||
Minimum interest coverage ratio required | 2.50 | |||
Priority debt as a percentage of consolidated net worth | 25.00% | |||
US Dollar notes under the Note Purchase Agreement | Minimum | ||||
Debt | ||||
Written notice period to holders of the Notes | 30 days | |||
US Dollar notes under the Note Purchase Agreement | Maximum | ||||
Debt | ||||
Written notice period to holders of the Notes | 60 days | |||
3.16% Series 2012A Senior Notes, Tranche A, due January 18, 2017 | ||||
Debt | ||||
Senior notes | $ 20 | |||
Interest rate, stated percentage | 3.16% | |||
Principal repayment of Senior Notes | $ 20 | |||
3.74% Series 2012A Senior Notes, Tranche B, due January 18, 2019 | ||||
Debt | ||||
Senior notes | $ 15 | |||
Interest rate, stated percentage | 3.74% | |||
Principal repayment of Senior Notes | $ 15 | |||
4.31% Series 2012A Senior Notes, Tranche C, due January 18, 2022 | ||||
Debt | ||||
Senior notes | $ 105 | |||
Interest rate, stated percentage | 4.31% | |||
4.46% Series 2012A Senior Notes, Tranche D, due January 18, 2024 | ||||
Debt | ||||
Senior notes | $ 100 | |||
Interest rate, stated percentage | 4.46% |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Risk Management (Details) € in Millions, ¥ in Millions, £ in Millions, SFr in Millions, $ in Millions, $ in Millions, $ in Millions | Jun. 30, 2019SGD ($) | Jun. 30, 2019GBP (£) | Jun. 30, 2019CHF (SFr) | Jun. 30, 2019CNY (¥) | Jun. 30, 2019EUR (€) | Jun. 30, 2019TWD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2018SGD ($) | Dec. 31, 2018GBP (£) | Dec. 31, 2018CHF (SFr) | Dec. 31, 2018CNY (¥) | Dec. 31, 2018EUR (€) | Dec. 31, 2018USD ($) |
Embedded derivative in purchase and delivery contracts | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional amount of derivative sale contracts | $ 89.4 | $ 113.5 | |||||||||||
Notional amount of derivative purchase contracts | 5.9 | 6 | |||||||||||
Fixed price commodity contracts | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | 7.3 | 6.8 | |||||||||||
Not designated as hedging instruments | Foreign exchange contracts | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | 104.2 | 102.4 | |||||||||||
Fair Value of Assets | 0.6 | 0.2 | |||||||||||
Fair Value of Liabilities | 0.8 | 2.8 | |||||||||||
Not designated as hedging instruments | US Dollar:EUR | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | € 31.9 | 36.2 | € 25.4 | 31.1 | |||||||||
Fair Value of Assets | 0.1 | ||||||||||||
Fair Value of Liabilities | 2.1 | ||||||||||||
Not designated as hedging instruments | EUR:GBP | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | £ 13.9 | 18.2 | £ 15.4 | 20 | |||||||||
Fair Value of Liabilities | 0.5 | 0.4 | |||||||||||
Not designated as hedging instruments | EUR:US Dollar | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | 8.5 | ||||||||||||
Notional Amount in U.S. Dollars | 8.6 | ||||||||||||
Fair Value of Liabilities | 0.1 | ||||||||||||
Not designated as hedging instruments | YEN:CHF | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | SFr 11.3 | 11.6 | SFr 10.4 | 10.8 | |||||||||
Fair Value of Liabilities | 0.1 | 0.2 | |||||||||||
Not designated as hedging instruments | US Dollar:CHF | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | SFr 14 | 14 | SFr 11.1 | 11.3 | |||||||||
Fair Value of Assets | 0.4 | ||||||||||||
Not designated as hedging instruments | CHF:USD | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | 2.1 | ||||||||||||
Notional Amount in U.S. Dollars | 2.1 | ||||||||||||
Not designated as hedging instruments | GBP:EUR | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | € 6.5 | 7.5 | € 6.9 | 8 | |||||||||
Fair Value of Assets | 0.1 | 0.1 | |||||||||||
Not designated as hedging instruments | USD:TWD | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | $ 153.4 | 5 | |||||||||||
Fair Value of Liabilities | 0.1 | ||||||||||||
Not designated as hedging instruments | USD:CNY | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | ¥ 23.5 | 3.5 | ¥ 41.1 | 5.9 | |||||||||
Fair Value of Assets | 0.1 | ||||||||||||
Fair Value of Liabilities | 0.1 | ||||||||||||
Not designated as hedging instruments | USD:SGD | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | $ 4.3 | 3.2 | $ 4.3 | 3.1 | |||||||||
Not designated as hedging instruments | CAD:USD | |||||||||||||
Derivative instruments and hedging activities | |||||||||||||
Notional Amount | 5 | 1.5 | |||||||||||
Notional Amount in U.S. Dollars | $ 5 | $ 1.5 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Fair Values (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Foreign exchange contracts | Other current assets | ||
Derivative instruments and hedging activities | ||
Derivative assets | $ 0.6 | $ 0.2 |
Foreign exchange contracts | Other current liabilities | ||
Derivative instruments and hedging activities | ||
Derivative liabilities | 0.8 | 2.8 |
Embedded derivative in purchase and delivery contracts | Other current assets | ||
Derivative instruments and hedging activities | ||
Derivative assets | 0.2 | 0.2 |
Embedded derivative in purchase and delivery contracts | Other long-term assets | ||
Derivative instruments and hedging activities | ||
Derivative assets | 0.1 | 0.2 |
Embedded derivative in purchase and delivery contracts | Other current liabilities | ||
Derivative instruments and hedging activities | ||
Derivative liabilities | 0.7 | 0.9 |
Fixed price commodity contracts | Other current liabilities | ||
Derivative instruments and hedging activities | ||
Derivative liabilities | $ 0.2 | $ 0.5 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Gains and Losses (Details) - Not designated as hedging instruments - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative instruments and hedging activities | ||||
Impact on net income of unrealized gains and losses resulting from changes in fair value of derivative instruments | $ 0.6 | $ (2.9) | $ 2.7 | $ (7.7) |
Foreign exchange contracts | ||||
Derivative instruments and hedging activities | ||||
Impact on net income of unrealized gains and losses resulting from changes in fair value of derivative instruments | 0.6 | (3.8) | 2.3 | (8.1) |
Embedded derivative in purchase and delivery contracts | ||||
Derivative instruments and hedging activities | ||||
Impact on net income of unrealized gains and losses resulting from changes in fair value of derivative instruments | (0.2) | 1.2 | 0.1 | 1.3 |
Fixed price commodity contracts | ||||
Derivative instruments and hedging activities | ||||
Impact on net income of unrealized gains and losses resulting from changes in fair value of derivative instruments | $ 0.2 | $ (0.3) | $ 0.3 | $ (0.9) |
Provision for Income Taxes (Det
Provision for Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Provision for Income Taxes | |||||
Income tax expense (benefit) | $ 10.6 | $ 11.8 | $ 18.3 | $ 20.2 | |
Effective tax rates (as a percent) | 22.30% | 27.30% | 21.30% | 25.50% | |
Unrecognized tax benefits, excluding penalties and interest | $ 6.6 | $ 6.6 | $ 6.6 | ||
Accrued interest and penalties related to uncertain tax positions | 0.3 | 0.3 | $ 0.2 | ||
Penalties and interest (benefit) expense relating to unrecognized tax benefits | $ 0.1 | $ 0 | $ 0.1 | $ 0 | |
Statutory tax rate (as a percent) | 21.00% | ||||
Germany and Switzerland | |||||
Provision for Income Taxes | |||||
Change in tax rates (as a percent) | 3.30% | ||||
Germany | |||||
Provision for Income Taxes | |||||
Statutory tax rate (as a percent) | 30.00% | ||||
Switzerland | |||||
Provision for Income Taxes | |||||
Statutory tax rate (as a percent) | 20.00% |
Commitments and Contingencies -
Commitments and Contingencies - Litigation and Related Contingencies (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Governmental Investigations | ||
Litigation and Related Contingencies | ||
Accruals for potential contingencies | $ 0 | $ 0 |
Korea | Maximum | ||
Litigation and Related Contingencies | ||
Fine amount to be imposed | 20,000 | |
Legal | ||
Litigation and Related Contingencies | ||
Accruals for potential contingencies | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Guarantees (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Letters of Credit and Guarantees | ||
Bank guarantees primarily for customer advances | $ 134.6 | |
Revolving Loans | ||
Letters of Credit and Guarantees | ||
Bank guarantees primarily for customer advances | $ 134.6 | $ 138.3 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Millions | Jan. 01, 2019 | Jun. 30, 2019 | Jun. 30, 2019 |
Leases and Lease cost | |||
Practical expedients | true | ||
Components of lease cost | |||
Amortization of right-of-use assets | $ 0.1 | $ 0.1 | |
Total finance lease cost | 0.1 | 0.1 | |
Operating lease cost | 6.1 | 12.7 | |
Short term lease cost | 0.6 | 1.1 | |
Variable lease cost | 1.2 | 1.7 | |
Sublease income | (0.3) | (0.6) | |
Total lease cost | $ 7.7 | $ 15 | |
ASU 2016-02 | |||
Leases and Lease cost | |||
Lease assets | $ 75.5 | ||
Lease liabilities | $ 77.9 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) $ in Millions | Jun. 30, 2019USD ($) |
Operating Leases | |
Operating lease assets, net | $ 74.5 |
Other current liabilities | $ 21.5 |
Other current liabilities (Balance sheet location) | Us-gaap:OtherLiabilitiesCurrent |
Operating lease liability - long term | $ 55.4 |
Finance Leases | |
Property, plant and equipment, net | $ 1.2 |
Property, plant and equipment, net (Balance sheet location) | Us-gaap:PropertyPlantAndEquipmentNet |
Current portion of long-term debt | $ 0.3 |
Current portion of long-term debt (Balance sheet location) | Us-gaap:LongTermDebtAndCapitalLeaseObligationsCurrent |
Long-term debt | $ 0.7 |
Long-term debt (Balance sheet location) | Us-gaap:LongTermDebtAndCapitalLeaseObligations |
Weighted average remaining lease term | |
Operating leases | 5 years 3 months 18 days |
Finance leases | 3 years 6 months |
Weighted average discount rate | |
Operating leases | 2.50% |
Finance leases | 1.60% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Supplemental cash flow information related to leases | |
Operating cash flows from operating leases | $ 12.2 |
Financing cash flows from finance leases | 0.1 |
Right-of-use assets obtained in exchange for lease liabilities | |
Operating leases | 14.1 |
Finance leases | $ 0.5 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Operating leases | ||
2019 (excluding the six months ended June 30, 2019) | $ 12.2 | |
2019 | $ 25.3 | |
2020 | 20.2 | 19.1 |
2021 | 14.7 | 13.7 |
2022 | 9.7 | 9.3 |
2023 | 7.8 | 7.3 |
Thereafter | 17.2 | 18.4 |
Total | 81.8 | 93.1 |
Less: Imputed interest | (4.9) | |
Total lease liabilities | 76.9 | |
Finance leases | ||
2019 (excluding the six months ended June 30, 2019) | 0.2 | |
2020 | 0.4 | 0.1 |
2021 | 0.2 | 0.1 |
2022 | 0.2 | |
2023 | 0.1 | |
Total | 1.1 | $ 0.2 |
Imputed interest | (0.1) | |
Total lease liabilities | $ 1 |
Leases - Minimum Lease Commitme
Leases - Minimum Lease Commitments Under Prior Guidance (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Operating leases | ||
2019 | $ 25.3 | |
2020 | $ 20.2 | 19.1 |
2021 | 14.7 | 13.7 |
2022 | 9.7 | 9.3 |
2023 | 7.8 | 7.3 |
Thereafter | 17.2 | 18.4 |
Total | 81.8 | 93.1 |
Minimum commitments for finance leases under prior lease guidance | ||
2020 | 0.4 | 0.1 |
2021 | 0.2 | 0.1 |
2022 | 0.2 | |
2023 | 0.1 | |
Total | $ 1.1 | $ 0.2 |
Shareholders' Equity - Share Re
Shareholders' Equity - Share Repurchase and Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 22, 2016 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Aug. 02, 2019 |
Shareholders' Equity | ||||||
Aggregate cost of common stock repurchased during the period | $ 0.1 | |||||
Remaining authorization amount for repurchase of common stock | $ 200 | |||||
Dividend declared per common share (in dollars per share) | $ 0.04 | $ 0.04 | $ 0.04 | $ 0.08 | $ 0.08 | |
Target dividend per annum (in dollars per share) | $ 0.16 | |||||
May 2017 Repurchase Program | ||||||
Shareholders' Equity | ||||||
Common stock repurchased during the period (in shares) | 0 | 0 | ||||
May 2019 Repurchase Program | ||||||
Shareholders' Equity | ||||||
Amount approved for repurchase of common stock | $ 300 | $ 300 | ||||
Common stock repurchased during the period (in shares) | 2,300,635 | 2,300,635 | ||||
Aggregate cost of common stock repurchased during the period | $ 100 | $ 100 |
Shareholders' Equity - Comprehe
Shareholders' Equity - Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Summary of comprehensive income (loss) | ||||
Consolidated net income | $ 37 | $ 31.5 | $ 67.7 | $ 58.9 |
Foreign currency translation adjustments | 12.7 | (39.4) | (2.4) | (14.6) |
Pension liability adjustments, net of tax | (0.2) | 2.5 | 0.6 | 2.1 |
Net comprehensive income (loss) | 49.5 | (5.4) | 65.9 | 46.4 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | 0.9 | (0.2) | 0.8 | 0.4 |
Less: Comprehensive income (loss) attributable to redeemable noncontrolling interest | (0.6) | |||
Comprehensive income (loss) attributable to Bruker Corporation | $ 48.6 | $ (5.2) | $ 65.7 | $ 46 |
Shareholders' Equity - Accumula
Shareholders' Equity - Accumulated Other Comprehensive Income (Loss) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Summary of the components of accumulated other comprehensive income, net of tax | |
Balance at beginning of period | $ 905.1 |
Balance at end of period | 870.1 |
Accumulated Other Comprehensive Income (Loss) | |
Summary of the components of accumulated other comprehensive income, net of tax | |
Balance at beginning of period | 17 |
Other comprehensive income (loss) before reclassifications | (2.4) |
Amounts reclassified from other comprehensive income (loss), net of tax of $0.1 million | 0.8 |
Net current period other comprehensive income (loss) | (1.6) |
Balance at end of period | 15.4 |
Amount from reclassification, tax | 0.1 |
Foreign Currency Translation | |
Summary of the components of accumulated other comprehensive income, net of tax | |
Balance at beginning of period | 46.9 |
Other comprehensive income (loss) before reclassifications | (2.2) |
Net current period other comprehensive income (loss) | (2.2) |
Balance at end of period | 44.7 |
Pension Liability Adjustment | |
Summary of the components of accumulated other comprehensive income, net of tax | |
Balance at beginning of period | (29.9) |
Other comprehensive income (loss) before reclassifications | (0.2) |
Amounts reclassified from other comprehensive income (loss), net of tax of $0.1 million | 0.8 |
Net current period other comprehensive income (loss) | 0.6 |
Balance at end of period | $ (29.3) |
Other Charges, Net - Components
Other Charges, Net - Components (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Other Charges, Net | ||||
Information technology transformation costs | $ 1.1 | $ 0.9 | $ 2 | $ 2.4 |
Restructuring charges | 0.8 | 0.6 | 1.9 | 3.9 |
Acquisition-related charges | 1.2 | 0.1 | 5 | 1.1 |
Other | 0.8 | 0.6 | 1.3 | 2.6 |
Other charges, net | $ 3.9 | $ 2.2 | $ 10.2 | $ 10 |
Other Charges, Net - Restructur
Other Charges, Net - Restructuring Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Restructuring charges | ||||
Restructuring expenses | $ 1.4 | $ 0.7 | $ 5.4 | $ 4.2 |
Cost of revenue | ||||
Restructuring charges | ||||
Restructuring expenses | 0.6 | 0.1 | 3.5 | 0.3 |
Other charges, net | ||||
Restructuring charges | ||||
Restructuring expenses | $ 0.8 | $ 0.6 | $ 1.9 | $ 3.9 |
Other Charges, Net - Restruct_2
Other Charges, Net - Restructuring Reserves (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Changes in the restructuring reserves | ||||
Balance at the beginning of the period | $ 7.3 | |||
Restructuring charges | $ 1.4 | $ 0.7 | 5.4 | $ 4.2 |
Cash payments | (3.3) | |||
Other, non-cash adjustments and foreign currency effect | (2.4) | |||
Balance at the end of the period | 7 | 7 | ||
Severance | ||||
Changes in the restructuring reserves | ||||
Balance at the beginning of the period | 2 | |||
Restructuring charges | 3.6 | |||
Cash payments | (2.4) | |||
Balance at the end of the period | 3.2 | 3.2 | ||
Exit Costs | ||||
Changes in the restructuring reserves | ||||
Balance at the beginning of the period | 1.4 | |||
Restructuring charges | 1.5 | |||
Cash payments | (0.9) | |||
Other, non-cash adjustments and foreign currency effect | (1.9) | |||
Balance at the end of the period | 0.1 | 0.1 | ||
Provisions for Excess Inventory | ||||
Changes in the restructuring reserves | ||||
Balance at the beginning of the period | 3.9 | |||
Restructuring charges | 0.3 | |||
Other, non-cash adjustments and foreign currency effect | (0.5) | |||
Balance at the end of the period | $ 3.7 | $ 3.7 |
Interest and Other Income (Ex_3
Interest and Other Income (Expense), Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Interest and Other Income (Expense), Net | ||||
Interest expense, net | $ (3.7) | $ (2.6) | $ (6.8) | $ (6) |
Exchange (losses) gains on foreign currency transactions | (1.5) | (1.5) | (1.4) | (1) |
Pension components | (0.6) | (1.3) | (1.2) | (1.3) |
Other | (0.1) | (0.1) | 0.5 | |
Interest and other income (expense), net | $ (5.9) | $ (5.5) | $ (9.4) | $ (7.8) |
Business Segment Information (D
Business Segment Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)segment | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Business segment information | |||||
Number of reportable segments | segment | 2 | ||||
Revenue | $ 490.2 | $ 443.7 | $ 951.6 | $ 875.4 | |
Operating Income (loss) | 53.5 | 48.8 | 95.4 | 86.9 | |
Assets | 2,349.7 | 2,349.7 | $ 2,128.6 | ||
Eliminations | |||||
Business segment information | |||||
Revenue | (4.1) | (1.4) | (7.3) | (2.3) | |
Corporate, eliminations and other | |||||
Business segment information | |||||
Operating Income (loss) | (0.3) | (0.1) | (0.1) | 0.1 | |
Assets | (3.6) | (3.6) | (5.2) | ||
BSI | Operating segments | |||||
Business segment information | |||||
Revenue | 442.4 | 402.4 | 859.2 | 789.4 | |
Operating Income (loss) | 50.7 | 47.2 | 89.3 | 82.9 | |
Assets | 2,296.6 | 2,296.6 | 2,100.6 | ||
BEST | Operating segments | |||||
Business segment information | |||||
Revenue | 51.9 | 42.7 | 99.7 | 88.3 | |
Operating Income (loss) | 3.1 | $ 1.7 | 6.2 | $ 3.9 | |
Assets | $ 56.7 | $ 56.7 | $ 33.2 |