Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 06, 2019 | Mar. 31, 2019 | |
Document and Entity Information [Abstract] | |||
Entity Central Index Key | 0000933974 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 0-25434 | ||
Entity Registrant Name | Brooks Automation, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 04-3040660 | ||
Entity Address, Address Line One | 15 Elizabeth Drive | ||
Entity Address, City or Town | Chelmsford | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01824 | ||
City Area Code | 978 | ||
Local Phone Number | 262-2400 | ||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Entity Listing, Par Value Per Share | $ 0.01 | ||
Trading Symbol | BRKS | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,545,043,570 | ||
Entity Common Stock, Shares Outstanding | 73,617,759 | ||
Current Fiscal Year End Date | --09-30 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Current assets | ||
Cash and cash equivalents | $ 301,642 | $ 197,708 |
Marketable securities | 34,124 | 46,281 |
Accounts receivable, net | 165,602 | 125,192 |
Inventories | 99,445 | 96,986 |
Prepaid expenses and other current assets | 46,332 | 31,741 |
Current assets held for sale | 66,148 | |
Total current assets | 647,145 | 564,056 |
Property, plant and equipment, net | 100,669 | 59,988 |
Long-term marketable securities | 2,845 | 7,237 |
Long-term deferred tax assets | 5,064 | 43,798 |
Goodwill | 488,602 | 255,876 |
Intangible assets, net | 251,168 | 99,956 |
Other assets | 20,506 | 5,294 |
Non-current assets held for sale | 59,052 | |
Total assets | 1,515,999 | 1,095,257 |
Current liabilities | ||
Current portion of long-term debt | 829 | 2,000 |
Accounts payable | 58,919 | 44,724 |
Deferred revenue | 29,435 | 25,884 |
Accrued warranty and retrofit costs | 7,175 | 6,340 |
Accrued compensation and benefits | 31,375 | 29,322 |
Accrued restructuring costs | 1,040 | 659 |
Accrued income taxes payable | 99,263 | 6,746 |
Accrued expenses and other current liabilities | 44,234 | 30,405 |
Current liabilities held for sale | 18,537 | |
Total current liabilities | 272,270 | 164,617 |
Long-term debt | 50,315 | 194,071 |
Long-term tax reserves | 18,274 | 1,102 |
Long-term deferred tax liabilities | 20,636 | 7,135 |
Long-term pension liabilities | 5,338 | 4,255 |
Other long-term liabilities | 10,212 | 5,547 |
Non-current liabilities held for sale | 698 | |
Total liabilities | 377,045 | 377,425 |
Commitments and contingencies (Note 23) | ||
Stockholders' Equity | ||
Preferred stock, $0.01 par value - 1,000,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, $0.01 par value - 125,000,000 shares authorized, 85,759,700 shares issued and 72,297,831 shares outstanding at September 30, 2019, 84,164,130 shares issued and 70,702,261 shares outstanding at September 30, 2018 | 857 | 841 |
Additional paid-in capital | 1,921,954 | 1,898,434 |
Accumulated other comprehensive income | 3,511 | 13,587 |
Treasury stock, at cost- 13,461,869 shares | (200,956) | (200,956) |
Accumulated deficit | (586,412) | (994,074) |
Total stockholders' equity | 1,138,954 | 717,832 |
Total liabilities and stockholders' equity | $ 1,515,999 | $ 1,095,257 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2019 | Sep. 30, 2018 |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 85,759,700 | 84,164,130 |
Common stock, shares outstanding | 72,297,831 | 70,702,261 |
Treasury Stock, Number of Shares and Restriction Disclosures [Abstract] | ||
Treasury stock, shares | 13,461,869 | 13,461,869 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
Cost of revenue | |||
Total cost of revenue | 464,588 | 385,479 | 328,612 |
Gross profit | 316,260 | 246,081 | 198,887 |
Operating expenses | |||
Research and development | 56,368 | 46,936 | 39,875 |
Selling, general and administrative | 211,960 | 167,022 | 141,549 |
Restructuring charges | 1,894 | 714 | 3,144 |
Total operating expenses | 270,222 | 214,672 | 184,568 |
Operating income | 46,038 | 31,409 | 14,319 |
Interest income | 1,449 | 1,881 | 464 |
Interest expense | (22,250) | (9,520) | (408) |
Gain on settlement of equity method investment | 1,847 | ||
Loss on extinguishment of debt | (14,339) | ||
Other expenses, net | (1,455) | (3,304) | (1,702) |
Income (loss) before income taxes | 9,443 | 20,466 | 14,520 |
Income tax (benefit) provision | (111) | (47,251) | 3,380 |
Income before equity in earnings of equity method investments | 9,554 | 67,717 | 11,140 |
Equity in earnings of equity method investments | (453) | ||
Income from continuing operations | 9,554 | 67,717 | 10,687 |
Income from discontinued operations, net of tax | 427,862 | 48,747 | 51,925 |
Net income | 437,416 | 116,464 | 62,612 |
Net loss attributable to noncontrolling interest | 111 | ||
Net income attributable to Brooks Automation, Inc. | $ 437,416 | $ 116,575 | $ 62,612 |
Basic net income per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income from continuing operations | $ 0.13 | $ 0.96 | $ 0.15 |
Income from discontinued operations, net of tax | 5.95 | 0.69 | 0.75 |
Basic net income per share | 6.08 | 1.65 | 0.90 |
Diluted net income per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income from continuing operations | 0.13 | 0.95 | 0.15 |
Income from discontinued operations, net of tax | 5.91 | 0.69 | 0.74 |
Diluted net income per share | $ 6.04 | $ 1.64 | $ 0.89 |
Weighted average shares used in computing net income per share: | |||
Basic | 71,992 | 70,489 | 69,575 |
Diluted | 72,386 | 70,937 | 70,485 |
Products | |||
Revenue | |||
Total revenue | $ 504,029 | $ 482,389 | $ 406,986 |
Cost of revenue | |||
Total cost of revenue | 302,237 | 288,323 | 249,396 |
Services | |||
Revenue | |||
Total revenue | 276,819 | 149,171 | 120,513 |
Cost of revenue | |||
Total cost of revenue | $ 162,351 | $ 97,156 | $ 79,216 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 437,416 | $ 116,464 | $ 62,612 |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation adjustments | (9,333) | (1,651) | (221) |
Unrealized gains (losses) on marketable securities, net of tax effects of ($1), $0 and $0 for fiscal years 2019, 2018 and 2017 | 104 | (111) | 2 |
Actuarial gains (loss), net of tax effects of $13, ($49) and ($74) for fiscal years 2019, 2018 and 2017 | (847) | 136 | 525 |
Pension settlement | (259) | ||
Total other comprehensive (loss) income, net of tax | (10,076) | (1,626) | 47 |
Comprehensive income | 427,340 | 114,838 | 62,659 |
Comprehensive loss attributable to noncontrolling interest | 111 | ||
Comprehensive income attributable to common stockholders | $ 427,340 | $ 114,949 | $ 62,659 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Unrealized gains (losses) on marketable securities, tax | $ (1) | $ 0 | $ 0 |
Actuarial (losses) gains | $ 13 | $ (49) | $ (74) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities | |||
Net income | $ 437,416 | $ 116,464 | $ 62,612 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 54,454 | 37,429 | 28,149 |
Gain on settlement of equity method investment | (1,847) | ||
Impairment of property, plant and equipment | 285 | ||
Stock-based compensation | 20,113 | 19,822 | 17,278 |
Amortization of premium on marketable securities and deferred financing costs | 1,121 | 710 | 252 |
Earnings of equity method investments | (6,188) | (6,788) | (9,381) |
Loss recovery on insurance claim | (1,103) | ||
Deferred income taxes | (15,161) | (45,217) | 517 |
Loss on extinguishment of debt | 14,339 | ||
Pension settlement | (259) | ||
Other losses (gains) on disposals of assets | 209 | (758) | (406) |
Gain on sale of divestiture, net of tax | (408,575) | ||
Contingent transaction fees paid stemming from divestiture | (13,388) | ||
Changes in operating assets and liabilities, net of acquisitions and divestiture: | |||
Accounts receivable | (11,445) | (28,463) | (11,178) |
Inventories | (2,933) | (24,365) | (12,792) |
Prepaid expenses and other assets | (16,009) | (3,676) | (5,829) |
Accounts payable | 4,695 | 5,457 | 7,846 |
Deferred revenue | 4,213 | 2,791 | 8,049 |
Accrued warranty and retrofit costs | 1,109 | (157) | 1,602 |
Accrued compensation and tax withholdings | (6,453) | 5,978 | 5,565 |
Accrued restructuring costs | 399 | (1,080) | (4,241) |
Accrued pension costs | (32) | ||
Proceeds from recovery on insurance claim | 1,082 | ||
Accrued expenses and other liabilities | 31,615 | (3,080) | 10,319 |
Net cash provided by operating activities | 90,898 | 73,964 | 96,224 |
Cash flows from investing activities | |||
Purchases of property, plant and equipment | (23,861) | (12,787) | (12,677) |
Purchases of technology intangibles | (240) | ||
Purchases of marketable securities | (35,225) | (69,692) | |
Sales of marketable securities | 48,903 | 1,584 | 3,590 |
Maturities of marketable securities | 2,557 | 17,482 | |
Proceeds from divestiture | 661,642 | ||
Acquisitions, net of cash acquired | (442,704) | (85,755) | (44,791) |
Purchase of other investments | (500) | (170) | |
Proceeds from sales of property, plant and equipment | 200 | 100 | |
Net cash provided by (used in) investing activities | 211,312 | (148,468) | (54,188) |
Cash flows from financing activities | |||
Proceeds from term loans, net of discount | 686,386 | 197,554 | |
Proceeds from issuance of common stock | 3,422 | 2,826 | 2,040 |
Payments of financing costs | (687) | (318) | (28) |
Principal payments on debt | (850,190) | (1,500) | |
Payments of capital leases | (1,197) | ||
Common stock dividends paid | (28,895) | (28,285) | (27,932) |
Net cash provided by (used in) financing activities | (191,161) | 170,277 | (25,920) |
Effects of exchange rate changes on cash and cash equivalents | (3,586) | 313 | 420 |
Net increase in cash, cash equivalents and restricted cash | 107,463 | 96,086 | 16,536 |
Cash, cash equivalents and restricted cash, beginning of period | 197,708 | 101,622 | 85,086 |
Cash, cash equivalents and restricted cash, end of period | 305,171 | 197,708 | 101,622 |
Supplemental disclosures: | |||
Cash paid for interest | 20,799 | 6,537 | 200 |
Cash paid for income taxes, net | $ 16,990 | $ 21,051 | 8,142 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Deferred financing costs included in accounts payable | 423 | ||
Fair value of non-cash consideration for the acquisition of Cool Lab, LLC | $ 10,348 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets | |||
Cash and cash equivalents | $ 301,642 | $ 197,708 | $ 101,622 |
Restricted cash included in prepaid expenses and other current assets | 3,529 | ||
Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ 305,171 | $ 197,708 | $ 101,622 |
Restricted cash, location | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | us-gaap:PrepaidExpenseAndOtherAssetsCurrent |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total Brooks Automation, Inc. Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Treasury Stock | Noncontrolling Interests in Subsidiaries | Total |
Beginning Balance at Sep. 30, 2016 | $ 553,690 | $ 821 | $ 1,855,703 | $ 15,166 | $ (1,117,044) | $ (200,956) | $ 553,690 | |
Beginning Balance (in shares) at Sep. 30, 2016 | 82,220,270 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under restricted stock and purchase plans, net | 1,949 | $ 12 | 1,937 | 1,949 | ||||
Shares issued under restricted stock and purchase plans, net (in shares) | 1,074,578 | |||||||
Stock-based compensation | 17,278 | 17,278 | 17,278 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.40 per share for fiscal years 2019, 2018 and 2017, respectively | (27,932) | (27,932) | (27,932) | |||||
Foreign currency translation adjustments | (221) | (221) | (221) | |||||
Changes in unrealized losses on marketable securities, net of tax effects of $1, $0, and $0 for fiscal years 2019, 2018 and 2017, respectively | 2 | 2 | 2 | |||||
Actuarial gains (loss), net of tax effects of $13, ($49) and ($74) for fiscal years 2019, 2018 and 2017 | 525 | 525 | 525 | |||||
Net income | 62,612 | 62,612 | 62,612 | |||||
Pension settlement | (259) | (259) | (259) | |||||
Ending Balance at Sep. 30, 2017 | 607,644 | $ 833 | 1,874,918 | 15,213 | (1,082,364) | (200,956) | 607,644 | |
Ending Balance (in shares) at Sep. 30, 2017 | 83,294,848 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under restricted stock and purchase plans, net | 2,826 | $ 8 | 2,818 | 2,826 | ||||
Shares issued under restricted stock and purchase plans, net (in shares) | 869,282 | |||||||
Stock-based compensation | 19,822 | 19,822 | 19,822 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.40 per share for fiscal years 2019, 2018 and 2017, respectively | (28,285) | (28,285) | (28,285) | |||||
Foreign currency translation adjustments | (1,651) | (1,651) | (1,651) | |||||
Changes in unrealized losses on marketable securities, net of tax effects of $1, $0, and $0 for fiscal years 2019, 2018 and 2017, respectively | (111) | (111) | (111) | |||||
Actuarial gains (loss), net of tax effects of $13, ($49) and ($74) for fiscal years 2019, 2018 and 2017 | 136 | 136 | 136 | |||||
Acquisition of noncontrolling interest | 876 | 876 | $ 111 | 987 | ||||
Net income | 116,575 | 116,575 | $ (111) | 116,464 | ||||
Ending Balance at Sep. 30, 2018 | 717,832 | $ 841 | 1,898,434 | 13,587 | (994,074) | (200,956) | $ 717,832 | |
Ending Balance (in shares) at Sep. 30, 2018 | 84,164,130 | 70,702,261 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under restricted stock and purchase plans, net | 3,423 | $ 16 | 3,407 | $ 3,423 | ||||
Shares issued under restricted stock and purchase plans, net (in shares) | 1,595,570 | |||||||
Stock-based compensation | 20,113 | 20,113 | 20,113 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.40 per share for fiscal years 2019, 2018 and 2017, respectively | (28,895) | (28,895) | (28,895) | |||||
Foreign currency translation adjustments | (9,333) | (9,333) | (9,333) | |||||
Changes in unrealized losses on marketable securities, net of tax effects of $1, $0, and $0 for fiscal years 2019, 2018 and 2017, respectively | 104 | 104 | 104 | |||||
Actuarial gains (loss), net of tax effects of $13, ($49) and ($74) for fiscal years 2019, 2018 and 2017 | (847) | (847) | (847) | |||||
Cumulative effect of adoption of ASC 606 | (859) | (859) | (859) | |||||
Net income | 437,416 | 437,416 | 437,416 | |||||
Ending Balance at Sep. 30, 2019 | $ 1,138,954 | $ 857 | $ 1,921,954 | $ 3,511 | $ (586,412) | $ (200,956) | $ 1,138,954 | |
Ending Balance (in shares) at Sep. 30, 2019 | 85,759,700 | 72,297,831 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Stockholders' Equity [Abstract] | |||
Dividend declared per share (in dollars per share) | $ 0.40 | $ 0.40 | $ 0.40 |
Changes in unrealized gains (losses) on marketable securities, tax | $ (1) | $ 0 | $ 0 |
Actuarial gain or loss arising in the year, tax | $ 13 | $ (49) | $ (74) |
Nature of the Business
Nature of the Business | 12 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | 1. Nature of the Business Brooks Automation, Inc. (“Brooks”, or the “Company”) is a leading provider of semiconductor manufacturing automation solutions and life science sample-based services and solutions worldwide. In the semiconductor manufacturing market, the Company has been a provider of precision robotics, integrated automation systems and services for more than 40 years. In the life sciences market, the Company applies its automation and cryogenics expertise to offer a full suite of sample-based services and products, including a full line of cold chain management solutions for handling and storing biological and chemical compound samples used in areas such as drug development, clinical research and advanced cell therapies. The Company is also a global provider of gene sequencing and gene synthesis services. The Company believes its leadership positions and its global support capability in each of these markets make it a valued business partner to the largest semiconductor capital equipment device makers, and pharmaceutical and life science research institutions in the world. The Company’s offerings are also applied to other adjacent technology and industrial markets, and the Company provides customer support services globally. Discontinued Operations In the fourth quarter of fiscal year 2018, the Company entered into a definitive agreement to sell its semiconductor cryogenics business to Edwards Vacuum LLC (a member of the Atlas Copco Group) (“Edwards”), (the “Disposition”). The Company determined that the semiconductor cryogenics business met the “held for sale” criteria and the “discontinued operations” criteria in accordance with Financial Accounting Standard Boards (“FASB”) Accounting Standards Codification (“ASC”) 205, Presentation of Financial Statements , (“FASB ASC 205”) as of September 30, 2018 (please refer to Note 3, “Discontinued Operations” for further information about the discontinued business). The Consolidated Balance Sheets and Consolidated Statements of Operations, and the notes to the Consolidated Financial Statements were restated for all periods presented to reflect the discontinuation of the semiconductor cryogenics business, in accordance with FASB ASC 205. The discussion in the notes to these Consolidated Financial Statements, unless otherwise noted, relate solely to the Company's continuing operations. On July 1, 2019, we completed the sale of the semiconductor cryogenics business for $661.5 million, which excludes $6.3 million retained by Edwards at closing as a result of the initial net working capital adjustments. Net cash proceeds from the sale were $553.1 million, after deducting estimated taxes payable and closing costs, which remains subject to adjustment for the final determination of working capital and other items. In connection with the closing the parties entered into Amendment No. 2 to the Asset Purchase Agreement. As part of this amendment, liabilities assumed by Edwards were revised to include accounts payable related to the semiconductor cryogenics business. As of September 30, 2018, the Company has revised its accounts payable balance on a continuing operations basis to exclude accounts payable related to the semiconductor cryogenics business and revised its current liabilities held for sale balance to include accounts payable related to the semiconductor cryogenics business on its Consolidated Balance Sheets. Accounts payable and total liabilities of the discontinued operation have also been revised in Note 3, “Discontinued Operations”. As of September 30, 2018 and 2017, the accounts payable balance related to the semiconductor cryogenics business was $11.1 million and $10.6 million, respectively. The Company has also revised these balances in previously reported historical periods in the event those periods are presented in any filings. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company applies the equity method of accounting to investments that provide it with the ability to exercise significant influence over the entities in which it lacks controlling financial interest and is not a primary beneficiary. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates are associated with recording accounts receivable, inventories, goodwill, intangible assets other than goodwill, long-lived assets, derivative financial instruments, deferred income taxes, warranty obligations, revenue recognized in accordance with the percentage of completion method, and stock-based compensation expense. The Company assesses the estimates on an ongoing basis and records changes in estimates in the period they occur and become known. Actual results could differ from these estimates. Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company’s current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company’s operating results. Foreign Currency Translation Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Foreign currency exchange gains (losses) generated from the settlement and remeasurement of these transactions are recognized in earnings and presented within “Other expenses, net” in the Company’s Consolidated Statements of Operations. Net foreign currency transaction and remeasurement losses totaled $1.8 million, $3.3 million and $2.3 million for the fiscal years ended September 30, 2019, 2018 and 2017, respectively. The determination of the functional currency of the Company’s subsidiaries is based on their financial and operational environment and is the local currency of all of the Company’s foreign subsidiaries. The subsidiaries’ assets and liabilities are translated into the reporting currency at period-end exchange rates, while revenue, expenses, gains and losses are translated at the average exchange rates during the period. Gains and losses from foreign currency translations are recorded in “Accumulated other comprehensive income” in the Company’s Consolidated Balance Sheets and presented as a component of comprehensive income in the Company’s Consolidated Statements of Comprehensive Income. Derivative Financial Instruments All derivatives, whether designated as a hedging relationship or not, are recorded in the Consolidated Balance Sheets at fair value. The accounting for changes in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation based on the exposure being hedged. Certain derivatives held by the Company are not designated as hedges but are used in managing exposure to changes in foreign exchange rates. A fair value hedge is a derivative instrument designated for the purpose of hedging the exposure to changes in fair value of an asset or a liability resulting from a particular risk. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are both recognized in the results of operations and presented in the same caption in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income. A cash flow hedge is a derivative instrument designated for the purpose of hedging the exposure to variability in future cash flows resulting from a particular risk. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income and recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in the results of operations. A hedge of a net investment in a foreign operation is achieved through a derivative instrument designated for the purpose of hedging the exposure of changes in value of investments in foreign subsidiaries. If the derivative is designated as a hedge of a net investment in a foreign operation, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income as a part of the foreign currency translation adjustment. Ineffective portions of net investment hedges are recognized in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the Consolidated Statements of Operations as gains or losses consistent with the classification of the underlying risk. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash deposits and cash equivalents, marketable securities, derivative instruments and accounts receivable. All of the Company’s cash, cash equivalents, marketable securities and derivative instruments are maintained by major financial institutions. The Company invests cash not used in operations in investment grade, high credit quality securities in accordance with the Company’s investment policy which provides guidelines and limits regarding investments type, concentration, credit quality and maturity terms aimed at maintaining liquidity and reducing risk of capital loss. The Company regularly monitors the creditworthiness of its customers and believes that it has adequately provided for exposure to potential credit losses. The Company’s ten largest customers accounted for approximately 28%, 34% and 35% of its consolidated revenue for the fiscal years ended September 30, 2019, 2018 and 2017, respectively. No customers accounted for more than 10% of the Company’s consolidated revenue for fiscal years 2019, 2018 and 2017. Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, marketable securities, derivative instruments, the term loan, accounts receivable, and accounts payable. Marketable securities and derivative instruments are measured at fair value based on quoted market prices or observable inputs other than quoted market prices for identical or similar assets or liabilities. The carrying amounts of cash, cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short-term nature. Cash and Cash Equivalents, and Restricted Cash Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash. At September 30, 2019 and 2018, cash equivalents were $16.2 million and $50.6 million, respectively. Cash equivalents are reported at fair value. We classify certain restricted cash balances within prepaid expenses and other current assets on the accompanying consolidated balance sheets based upon the term of the remaining restrictions. Accounts Receivable, Allowance for Doubtful Accounts and Sales Returns Trade accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts representing its best estimate of probable credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends and historical experience. The Company reviews its allowance for doubtful accounts on a quarterly basis and adjusts the balance based on the Company’s estimates of the receivables’ recoverability in the period the changes in estimates occur and become known. Accounts receivable balances are written off against the allowance for doubtful accounts when the Company determines that the balances are not recoverable. Provisions for doubtful accounts are recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. The Company determines the allowance for sales returns based on its best estimate of probable customer returns. Provisions for sales returns are recorded in "Revenue" in the Consolidated Statements of Operations. The Company does not have any off-balance-sheet credit exposure related to its customers. Inventories Inventories are stated at the lower of cost or net realizable value determined on a first-in, first-out basis and include the cost of materials, labor and manufacturing overhead. The Company reports inventories at their net realizable value and provides reserves for excess, obsolete or damaged inventory based on changes in customer demand, technology and other economic factors. Fixed Assets, Intangible Assets and Impairment of Long-lived Assets Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: Buildings 10 - 40 years Computer equipment software 3 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining terms of the respective leases. Equipment used for demonstrations to customers is included in machinery and equipment and depreciated over its estimated useful life. Repair and maintenance costs are expensed as incurred. The Company has developed software for internal use. Internal and external labor costs incurred during the application development stage of a project are capitalized. Costs incurred prior to application development and post implementation are expensed as incurred. Training and data conversion costs are expensed as incurred. As of September 30, 2019, and 2018, the Company had cumulative capitalized direct costs of $11.6 million and $5.6 million, respectively, associated with the development of software for its internal use. These capitalized costs are included within "Property, plant and equipment, net" in the accompanying Consolidated Balance Sheets. During fiscal year 2019, the Company capitalized direct costs of $5.1 million associated with the development of software for its internal use. Cost of disposed assets and the associated accumulated depreciation are derecognized upon their retirement or at the time of disposal, and the resulting gain or loss is included in the Company’s results of operations. The Company identified finite-lived intangible assets other than goodwill as a result of acquisitions. Finite-lived intangible assets are valued based on estimated future cash flows and amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. Finite-lived intangibles assets and fixed assets are tested for impairment when indicators of impairment are present. For purposes of this test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If the Company determines that indicators of potential impairment are present, it assesses the recoverability of long-lived asset group by comparing its undiscounted future cash flows to its carrying value. The future cash flow period is based on the future service life of the primary asset within the long-lived asset group. If the carrying value of the long-lived asset group exceeds its future cash flows, the Company determines fair values of the individual net assets within the long-lived asset group to assess potential impairment. If the aggregate fair values of the individual net assets of the group are less than their carrying values, an impairment loss is recognized for an amount in excess of the group’s aggregate carrying value over its fair value. The loss is allocated to the assets within the group based on their relative carrying values, with no asset reduced below its fair value. Finite-lived intangible assets are amortized over their useful lives, as follows: Patents 7 - 15 years Completed technology 3 - 15 years Customer relationships 3 - 14 years Goodwill Goodwill represents the excess of purchase price over the fair value of net tangible and identifiable intangible assets of the businesses acquired by the Company. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company has elected April 1 st Application of the goodwill impairment test requires significant judgment based on market and operational conditions at the time of the evaluation, including management’s best estimate of future business activity and the related estimates of future cash flows from the assets and the reporting units that include the associated goodwill. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair market values. Future business conditions and/or activity could differ materially from the projections made by management which could result in additional adjustments and impairment charges. The goodwill impairment test is performed at the reporting unit level. A reporting unit is either an operating segment or one level below it, which is referred to as a “component”. The level at which the impairment test is performed requires an assessment of whether the operations below an operating segment constitute a self-sustaining business, in which case testing is generally performed at this level. In accordance with ASC 350, Intangibles- Goodwill and Other The Company determines fair values of its reporting units based on an income approach in accordance with the discounted cash flow method (DCF Method). The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values. Terminal value represents a present value an investor would pay on the valuation date for the rights to the cash flows of the business for the years subsequent to the discrete cash flow projection period. The observable inputs used in the DCF Method include discount rates set above the Company’s weighted-average cost of capital. The Company derives discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and its internally developed projections of future cash flows. The Company considers the DCF Method to be the most appropriate valuation technique since it is based on management’s long-term financial projections. Due to the cyclical nature of the semiconductor equipment market, management’s projections as of the valuation date are considered more objective since market metrics of peer companies fluctuate during the cycle. In addition, the Company also compares aggregate values of its net corporate assets and reporting unit fair values to its overall market capitalization and uses certain market-based valuation techniques to test the reasonableness of the reporting unit fair values determined in accordance with the DCF Method. Deferred Financing Costs The Company records commitment fees and other costs directly associated with obtaining the term loan and line of credit financing as deferred financing costs which are presented as a reduction of Long-term debt on the Consolidated Balance Sheets. Deferred financing costs were $0.9 million and $2.9 million at September 30, 2019 and 2018, respectively. Such costs are amortized over the term of the related financing arrangement and included in “Interest expense” in the accompanying Consolidated Statements of Operations. Amortization expense related to deferred financing costs was $1.1 million and $0.5 million for fiscal years ended September 30, 2019 and 2018, respectively, and was included in interest expense in the accompanying Consolidated Statements of Operations. Please refer to Note 10, “Line of Credit” and Note 11, “Debt” for further information on this arrangement. Warranty Obligations The Company offers warranties on the sales of certain of its products and records warranty obligations for estimated future claims at the time revenue is recognized. Warranty obligations are estimated based on historical experience and management’s estimate of the level of future claims. Revenue Recognition The Company generates revenue from the following sources: ● Products, including sales of tool automation and automated cold sample management systems, atmospheric and vacuum robots, contamination control solutions, consumables, instruments, spare parts and software. ● Services, including repairs, upgrades, diagnostic support, installation, as well as biological sample services such as DNA sequencing, gene synthesis, molecular biology, bioinformatics, biological sample storage and other support services. The Company recognizes revenue for the transfer of such promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those products or services. Under ASC 606, Revenue from Contracts with Customers ● Identify the contract with a customer. Contracts are accounted for when approval and commitment has been received from both parties, the rights of each party are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration to which the Company is entitled is probable. Contracts are generally evidenced through receipt of an approved purchase order or execution of a binding arrangement. Within the Brooks Semiconductor Solutions Group segment, contracts are typically short-term with the exception of service-type warranty contracts, which generally have a stated contract term that is greater than one year. Within the Brooks Life Sciences segment, contracts are both short and long-term. Long-term contracts within this segment relate to the sale of products with attached service-type warranty contracts that generally have a stated contract term that is greater than one year. Contracts within both operating segments may contain acceptance provisions where the Company is required to obtain technical acceptance from the customer upon completion of installation services and evidence of the systems functional performance within the customer’s operating environment. The Company has concluded that acceptance criteria within its contracts can be objectively evaluated and will not impact the Company’s transfer of control assessment under ASC 606. ● Identify the performance obligations in the contract. Performance obligations include the sale of products and services. Certain customer arrangements related to the sale of automated cold sample management systems and contamination control solution products generally include more than one performance obligation and may include a combination of goods and or services, such as products with installation services or service-type warranty obligations. These contracts include multiple promises and as a result, the Company is required to evaluate each promise and determine whether the promise qualifies as a performance obligation within the contract. Contracts may contain the option to acquire additional products or services at defined prices. The Company reviews the pricing of these options to determine whether the option would exist independently of the current contract. If the pricing of contract options provides a material right to the customer that it would not receive without entering into the current contract, the Company accounts for the option as a separate performance obligation. ● Determine the transaction price. The transaction price of the Company’s contracts with its customer is generally fixed, based on the amounts to be contractually billed to the customer. Certain contracts may contain variable consideration in the form of customer allowances and rebates that consist primarily of retrospective volume based discounts and other incentive programs. Variable consideration is estimated at contract inception and included in the transaction price if it is probable that a subsequent change in the estimate would not result in a significant revenue reversal. The period between transfer of control of the performance obligations within a customer contract and timing of payment is generally within one year. As a result, the Company’s contracts typically do not include significant financing components. ● Allocate the transaction price to the performance obligations in the contract. For customer contracts that contain more than one performance obligation, the Company allocates the total transaction consideration to each performance obligation based on the relative stand-alone selling price of each performance obligation within the contract. The Company relies on either observable standalone sales or an expected cost plus margin approach to determine the standalone selling price of offerings, depending on the nature of the performance obligation. Performance obligations whose standalone selling price is estimated using an expected cost plus margin approach relate to the sale of customized automated cold sample management systems and service-type warranties within the Brooks Life Sciences segment. ● Recognize revenue when or as the Company satisfies a performance obligation . The Company satisfies its performance obligations by transferring a product or service either at a point in time or over time, when the transfer of control of the underlying performance obligation has occurred. Control is evidenced by the customer’s ability to direct the use of, and obtain substantially all the remaining benefits from the performance obligation. Revenue from third-party sales for which the Company does not meet the criteria for gross revenue recognition is recognized on a net basis. All other revenue is recognized on a gross basis. The Company excludes from the transaction price all sales taxes assessed by governmental authorities and as a result, revenue is presented net of tax. As a result of applying this five-step model under ASC 606, the Company recognizes revenues from its sale of products and services as follows: ● Products: Revenue from the sale of standard products is recognized upon their transfer of control to the customer, which is generally upon delivery. Delivery is considered complete at either the time of shipment or arrival at destination, based on the agreed upon terms within the contract. The Company’s payment terms for the sale of standard products are typically 30 to 60 days . Revenue from the sales of certain products that involve significant customization, which include primarily automated cold sample management systems is recognized over time as the asset created by the Company’s performance does not have alternative use to the Company and an enforceable right to payment for performance completed to date is present. The Company recognizes revenue as work progresses based on a percentage of actual labor hours incurred on the project to-date and total estimated labor hours expected to be incurred on the project. The selection of the method to measure progress towards completion requires judgment. The Company has concluded that using the percentage of labor hours incurred to estimated labor hours needed to complete the project most appropriately depicts the Company’s efforts towards satisfaction of the performance obligation. The Company develops profit estimates for long-term contracts based on total revenue expected to be generated from the project and total costs anticipated to be incurred in the project. These estimates are based on a number of factors, including the degree of required product customization and the work required to be able to install the product in the customer’s existing environment, as well as the Company’s historical experience, project plans and an assessment of the risks and uncertainties inherent in the contract related to implementation delays or performance issues that may or may not be within the Company’s control. The Company estimates a loss on a contract by comparing total estimated contract revenue to the total estimated contract costs and recognizes a loss during the period in which it becomes probable and can be reasonably estimated. The Company reviews profit estimates for long-term contracts during each reporting period and revises the estimate based on changes in circumstances. Revenue for certain arrangements that involve significant product customization but do not provide the customer with an enforceable right to payment for performance completed to date are recognized at a point in time, upon completion or substantial completion of the project, provided transfer of control has occurred. The project is considered substantially complete when the Company receives acceptance from the customer and remaining tasks are perfunctory or inconsequential and in control of the Company. Generally, the terms of long-term contracts provide for progress billings based on completion of milestones or other defined phases of work. In certain instances, payments collected from customers in advance of recognizing the related revenue are recorded and presented as contract liabilities within “Deferred revenue” on the Company’s Consolidated Balance Sheet. Additionally, due to certain billing constraints within contracts, the customer may retain a portion of the contract price until completion of the contract. In these contracts, revenue recognized may exceed billings, which the Company presents as a contract asset on the balance sheet, which is included within the “Prepaid expenses and other current assets” on the Company’s Consolidated Balance Sheet. ● Services: Service revenue is generally recognized ratably over time or on an output method, as the customer simultaneously receives and consumes the benefit of these services as they are performed. Revenue from short-term services, generally related to repair services or upgrades of customer-owned equipment is recognized upon completion of the repair effort and the shipment of the repaired product back to the customer. Payments related to service-type warranties may be made up front or proportionally over the contract term. Payment due or received from the customers prior to rendering the associated services are recorded as a contract liability. Research and Development Expense Research and development costs are expensed as incurred. Research and development costs consist primarily of personnel expenses related to development of new products, as well as enhancements and engineering changes to existing products and development of hardware and software components. Stock-Based Compensation Expense The Company measures stock-based compensation cost at fair value on the grant date and recognizes the expense over the service period for the awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the closing price of the Company’s common stock quoted on Nasdaq on the date of grant. For awards that vest based on service conditions, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period. For awards that vest subject to performance conditions, the Company recognizes stock-based compensation expense ratably over the performance period if it is probable that performance condition will be met and adjusted for the probability percentage of achieving the performance goals. The Company makes estimates of stock award forfeitures and the number of awards expected to vest. The Company considers many factors in developing forfeiture estimates, including award types, employee classes and historical experience. Each quarter, the Company assesses the probability of achieving the performance goals. Current estimates may differ from actual results and future changes in estimates. The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Year Ended September 30, 2019 2018 2017 Restricted stock units $ 18,276 $ 18,081 $ 16,056 Employee stock purchase plan 1,203 775 517 Total stock-based compensation expense $ 19,479 $ 18,856 $ 16,573 Valuation Assumptions for an Employee Stock Purchase Plan The fair value of shares issued under the employee stock purchase plan is estimated on the commencement date of each offering period using the Black-Scholes option-pricing model with the following weighted average assumptions for the fiscal years ended September 30, 2019, 2018 and 2017: Year Ended September 30, 2019 2018 2017 Risk-free interest rate 2.3 % 1.9 % 0.9 % Volatility 52 % 46 % 34 % Expected life 6 months 6 months 6 months Dividend yield 1.2 % 1.5 % 3.4 % The risk-free rate is based on the U.S. Treasury yield curve for notes with terms approximating the expected life of the shares granted. The expected stock price volatility is determined based on the Company’s historic stock prices over a period commensurate with the expected life of the shares granted. The expected life represents the weighted average period over which the shares are expected to be purchased. Dividend yields are projected based on the Company’s history of dividend declarations and management’s intention for future dividend declarations. Restructuring Expenses The Company records restructuring expenses associated with management-approved restructuring actions, such as consolidation of duplicate infrastructure and reduction in force, to streamline its business operations and improve profitability and competitiveness. Restructuring expenses include severance costs, contract termination costs to vacate facilities and consolidate operations, and other costs directly associated with restructuring actions. The Company records severance and other employee termination costs associated with restructuring actions when it is probable that benefits will be paid and the amounts can be reasonably estimated. The rates used in determining restructuring liabilities related to severance costs are based on existing plans, hist |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 3. Discontinued Operations On August 27, 2018, the Company entered into a definitive agreement to sell its semiconductor cryogenics business to Edwards for million retained by Edwards at closing based on the initial adjustment for net working capital. Net proceeds from the sale were approximately $553.1 million, after deducting estimated taxes payable and closing costs, which remains subject to adjustment for the final determination of working capital and other items. Net income from discontinued operations for fiscal year 2019 is inclusive of the net gain on sale of $408.6 million. The semiconductor cryogenics business consists of the CTI pump business, Polycold chiller business, the related services business and a 50% share in Ulvac Cryogenics, Inc., a joint venture based in Japan. The semiconductor cryogenics business was originally acquired by the Company in its 2005 merger with Helix Technology Corporation. The operating results of the semiconductor cryogenics business had been included in the Brooks Semiconductor Solutions Group In connection with the closing of the Disposition on July 1, 2019, the Company and Edwards entered into a transition service agreement, a supply agreement, and lease agreements. The transition service agreement outlines the information technology, people, and facility support the parties will provide to each other for a period up to 9 months after transaction closing date. The supply agreement allows the Company to purchase CTI and Polycold goods at cost from Edwards up to an aggregate amount equal to The Disposition met the "held for sale" criteria and the “discontinued operation” criteria in accordance with FASB ASC 205 as of September 30, 2018. As such, its operating results have been reported as a discontinued operation for all periods presented. The following table presents the financial results of discontinued operations (in thousands): Year Ended September 30, 2019 2018 2017 Revenue Products $ 76,227 $ 150,365 $ 126,638 Services 33,291 45,731 38,748 Total revenue 109,518 196,096 165,386 Cost of revenue Products 47,148 85,350 73,714 Services 19,016 22,834 22,400 Total cost of revenue 66,164 108,184 96,114 Gross profit 43,354 87,912 69,272 Operating expenses Research and development 6,605 7,605 6,860 Selling, general and administrative 20,889 25,017 12,536 Restructuring charges 24 2 82 Total operating expenses 27,518 32,624 19,478 Operating income 15,836 55,288 49,794 Other income, net 539,948 1,091 1,057 Income before income taxes and earnings of equity method investment 555,784 56,379 50,851 Income tax provision 134,110 14,420 8,760 Income before equity in earnings of equity method investment 421,674 41,959 42,091 Equity in earnings of equity method investment 6,188 6,788 9,834 Net income $ 427,862 $ 48,747 $ 51,925 The table above reflects revenue for the year ended September 30, 2019 in accordance with ASC 606, while results for the years ended September 30, 2018 and 2017 have not been restated and are reported in accordance with the governing revenue recognition standards applicable to those periods prior to adoption of ASC 606. Results for the year ended September 30, 2019 were not significantly impacted by the adoption of ASC 606. The Company performed its annual goodwill impairment analysis in April 2018. This analysis was updated upon announcement of the Disposition for the year ended September 30, 2018. The Company has concluded that there is no impairment indicator related to the goodwill of the Disposition group at either date the impairment analysis was performed. The Company did not include goodwill related to the semiconductor cryogenics business in its annual impairment analysis in April 2019, as the Disposition was classified as assets held for sale. The following table presents the summarized financial information for Ulvac Cryogenics, Inc., the unconsolidated subsidiaries accounted for based on the equity method (in thousands): September 30, 2018 Balance Sheets: Current assets $ 69,302 Non-current assets 21,338 Current liabilities 26,006 Non-current liabilities 8,397 Year Ended September 30, 2019 2018 2017 Statements of Operations: Total revenue $ 88,357 $ 94,652 $ 104,667 Gross profit 35,127 34,982 41,241 Operating Income 17,791 18,405 26,340 Net income 12,483 13,345 19,451 The following table presents the significant non-cash items and capital expenditures for the discontinued operations that are included in the Consolidated Statements of Cash Flows (in thousands): Year Ended September 30, 2019 2018 2017 Depreciation and amortization $ 4 $ 743 $ 919 Capital expenditures 666 302 1,049 Stock-based compensation 635 966 705 Earnings of equity method investment (6,188) (6,788) (9,834) The carrying value of the assets and liabilities of the discontinued operations on the Consolidated Balance Sheet as of September 30, 2018 was as follows (in thousands): September 30, 2018 Assets Accounts receivable, net $ 27,852 Inventories 37,953 Other current assets 343 Total current assets of discontinued operation $ 66,148 Property, plant and equipment, net $ 1,081 Goodwill 26,485 Intangibles, net 14 Equity method investment 31,472 Total long-term assets of discontinued operation $ 59,052 Liabilities Accounts payable $ 11,149 Deferred revenue 1,052 Accrued warranty and retrofit costs 2,464 Other current liabilities 3,872 Total current liabilities of discontinued operation $ 18,537 Long-term liabilities of discontinued operation $ 698 |
Acquisitions
Acquisitions | 12 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | 4. Acquisitions Acquisitions Completed in Fiscal Year 2019 Acquisition of the GENEWIZ Group On November 15, 2018, the Company acquired all the outstanding capital stock of GENEWIZ Group (“GENEWIZ”), a leading global genomics service provider headquartered in South Plainfield, New Jersey. GENEWIZ provides genomics services that enable research scientists to advance their discoveries within the pharmaceutical, academic, biotechnology, agriculture and other markets. It provides gene sequencing and synthesis services for more than 4,000 institutional customers worldwide supported by their global network of laboratories spanning the United States, China, Japan, Germany and the United Kingdom. This transaction has added a new and innovative platform which further enhances the Company’s core capabilities and added even more value to samples under the Company’s care. The total cash purchase price for the acquisition was $442.7 million, net of cash acquired, which included a working capital settlement of $0.4 million. The Company used the proceeds of the incremental term loan described in Note 11, “Debt” to pay a portion of the purchase price. On the acquisition date, the Company paid $32.3 million to escrow accounts related to the satisfaction of the seller's indemnification obligations with respect to their representations and warranties and other indemnities. The Company also retained an amount equal to $1.5 million as collateral for any adjustment shortfall based on the final merger consideration calculation. During the three months ended March 31, 2019, the final merger consideration was calculated to be $4.0 million less than the merger consideration paid at closing. To satisfy the shortfall, the Company reversed the $1.5 million liability associated with the holdback, received approval from the former shareholders to retain $0.7 million of funds the Company received on their behalf, and collected $1.8 million from the escrow accounts. The Company recorded the assets acquired and liabilities assumed related to GENEWIZ at their fair values as of the acquisition date, from a market participant’s perspective. While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value the assets acquired and liabilities assumed on the acquisition date, its estimates and assumptions are subject to refinement. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company’s results of operations. The finalization of the assignment of fair values will be completed within one year after the acquisition date. The following table presents the net purchase price and the fair values of the assets and liabilities of GENEWIZ (in thousands): Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 28,566 Inventories 4,370 Prepaid expenses and other current assets 11,635 Property, plant and equipment 36,379 Goodwill 235,160 Intangible assets 189,129 Other assets 15,998 Current portion of long-term debt (3,170) Accounts payable (6,522) Deferred revenue (67) Accrued compensation and benefits (5,145) Other current liabilities (10,073) Long-term debt (2,482) Long-term tax reserves (13,400) Long-term deferred tax liabilities (34,993) Other long-term liabilities (2,681) Total purchase price, net of cash acquired $ 442,704 The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The identifiable intangible assets include customer relationships (excess earnings method) of $125.5 million with a useful life of 14 years , completed technology (relief from royalty method) of $44.5 million with useful lives from 10 to 15 years and trademarks (relief from royalty method) of $19.1 million with a useful life of 13 years . The intangible assets acquired are amortized over the total weighted average period of 13.3 years using methods that approximate the pattern in which the economic benefits are expected to be realized. During the three months ended June 30, 2019, the Company recorded a measurement adjustment related to the revised valuation of the intangible assets which increased intangible assets by $0.6 million. The additional amortization related to this adjustment was recorded during the three months ended June 30, 2019. Goodwill of $235.2 million largely reflects the potential synergies and expansion of the Company’s core technologies and offerings in the Life Sciences business. The goodwill from this acquisition is reported within the Brooks Life Sciences segment and is not During the three months ended March 31, 2019, the Company made a measurement period adjustment in the amount of $0.7 million to prepaid expenses and other current assets and $0.7 million to accrued expenses and other current liabilities. During the three months ended September 30, 2019, the Company made a measurement period adjustment in the amount of $2.7 million which increased both accounts receivable and customer deposits for the same amount. The revenues and net income from GENEWIZ recognized in the Company’s consolidated results of operations were $126.3 million and $3.2 million, respectively, during the year ended September 30, 2019. During the year ended September 30, 2019, net income included $11.4 million related to amortization expense of acquired intangible assets. The Company incurred $6.5 million and $3.8 million, respectively, in transaction costs with respect to the GENEWIZ acquisition during the years ended September 30, 2019 and 2018. Transaction costs were recorded in "Selling, general and administrative" expenses within the accompanying unaudited Consolidated Statements of Operations. The following unaudited pro forma information reflects the Company’s consolidated results of operations as if the acquisition had taken place on October 1, 2017. The unaudited pro forma information is not necessarily indicative of the results of operations that the Company would have reported had the transaction actually occurred at the beginning of these periods nor is it necessarily indicative of future results. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, including, but not limited to, anticipated costs savings from synergies or other operational improvements (in thousands). Year Ended September 30, 2019 2018 (pro forma) Revenue $ 797,501 $ 752,061 Net income from continuing operations 10,350 2,273 The unaudited pro forma financial information presented in the table above includes adjustments for the application of the Company’s accounting policies, elimination of related party transactions, depreciation and amortization related to fair value adjustments to property, plant and equipment and intangible assets, and interest expense on acquisition related debt. To present the Company’s consolidated results of operations as if the acquisition had taken place on October 1, 2017, the unaudited pro forma earnings for the years ended September 30, 2019 and 2018 have been adjusted to include the following additional expenses related to the acquisition: $1.6 million and $12.7 million, respectively, of depreciation and amortization related to the fair value step up of property, plant, and equipment and leases, recording of intangible assets, $0 million and $53.6 million, respectively, of one-time nonrecurring compensation expenses and transaction costs related to the GENEWIZ acquisition, $2.0 million and $19.8 million, respectively, of interest expense related to financing activities. The Company identified that the pro forma calculation for the acquisition of GENEWIZ, in Note 5 of the previously issued interim consolidated financial statements included in the Company’s Quarterly reports on Form 10-Q’s for the periods ended December 31, 2018, March 31, 2019, and June 30, 2019, incorrectly included the nonrecurring compensation expenses and transaction costs in the 2019 fiscal year, rather than the 2018 fiscal year. This resulted in overstatements of 2018 pro-forma earnings and understatements of 2019 pro-forma earnings in each of the 10-Q filings for the periods ended December 31, 2018, March 31, 2019, and June 30, 2019. The misstatements had no impact on the Company’s reported results of operations. The corrections for the presentation are as follows (pro forma, unaudited, in thousands): Three Months Ended December 31, 2018 As Previously Reported Adjustment As Revised Revenue $ 196,021 $ — $ 196,021 Net (loss) income from Continuing operations (35,325) 42,120 6,795 Six Months Ended March 31, 2019 As Previously Reported Adjustment As Revised Revenue $ 394,411 $ — $ 394,411 Net (loss) income from Continuing operations (38,154) 42,240 4,086 Nine Months Ended June 30, 2019 As Previously Reported Adjustment As Revised Revenue $ 598,291 $ — $ 598,291 Net (loss) income from Continuing operations (37,233) 42,295 5,062 Three Months Ended December 31, 2017 As Previously Reported Adjustment As Revised Revenue $ 170,033 $ — $ 170,033 Net (loss) income from Continuing operations (8,714) (46,549) (55,263) Six Months Ended March 31, 2018 As Previously Reported Adjustment As Revised Revenue $ 356,947 $ — $ 356,947 Net (loss) income from Continuing operations 50,345 (46,429) 3,916 Nine Months Ended June 30, 2018 As Previously Reported Adjustment As Revised Revenue $ 561,397 $ — $ 561,397 Net (loss) income from Continuing operations 53,318 (46,374) 6,944 Acquisitions Completed in Fiscal Year 2018 Acquisition of Tec-Sem On April 6, 2018 2018 The Company used a market participant approach to record the assets acquired and liabilities assumed with the Tec-Sem acquisition as follows (in thousands): Fair Value of Assets d Liabilities Accounts receivable (approximates contractual value) $ 988 Inventories 4,297 Prepaid expenses and other current assets 4,038 Property, plant and equipment 85 Intangible assets 10,694 Goodwill 7,665 Accounts payable (1,049) Accrued liabilities (6,962) Deferred tax liabilities (1,391) Accrued pension liability (2,800) Total purchase price, net of cash acquired $ 15,565 The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The identifiable intangible assets include completed technology (excess earnings method) of $8.4 million with a useful life of 10 years , backlog (excess earnings method) of $1.6 million with a useful life of 1 year , and customer relationships (distributor method) of $0.7 million with a useful life of 9 years . The intangible assets acquired are amortized over the total weighted average period of 8.6 years using methods that approximate the pattern in which the economic benefits are expected to be realized. Goodwill of $7.7 million largely reflects the potential synergies and expansion of technical capabilities to the Company's existing contamination control solutions business. The goodwill from this acquisition is reported within the Brooks Semiconductor Solutions Group segment and is not tax deductible. As part of the acquisition, the Company assumed all the assets and liabilities of Tec-Sem’s Swiss defined plan The Company reports the results of operations for Tec-Sem in the Brooks Semiconductor Solutions Group segment. The revenues and net income from Tec-Sem included in the Company's consolidated results for fiscal year 2019 were $30.9 million and $8.1 million, respectively. The revenues and net loss from Tec-Sem included in the Company's consolidated results for fiscal year 2018 were $11.6 million and $1.2 million, respectively. During fiscal year 2019, the net income included $0.2 million related to the step-up in value of the acquired inventories and $2.7 million related to amortization expense of acquired intangible assets. During fiscal year 2018, the net loss included $0.7 million related to the step-up in value of the acquired inventories and $2.1 million related to amortization expense of acquired intangible assets. During fiscal year 2018, the Company incurred $0.9 million in transaction costs related to the Tec-Sem acquisition. The escrow at closing had a balance of $2.6 million which consisted of $1.8 million related to satisfaction of the sellers' indemnification obligations with respect to their representations and warranties and other indemnities. The remaining $0.8 million of the escrow balance is related to a performance obligation that the Company assumed at the acquisition date for the transfer of non-core wafer stocker technology to an unrelated third party. As of September 30, 2019, the escrow balance was $1.1 million related to the satisfaction of the sellers' indemnification obligations, and $0.3 million related to the delivery of the technology. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2018 and 2017 as if the acquisition of Tec-Sem occurred on October 1, 2016 because such results were immaterial. Acquisition of 4titude Limited On October 5, 2017 The Company used a market participant approach to record the assets acquired and liabilities assumed in the 4titude acquisition as follows (in thousands): Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 1,581 Inventories 2,667 Prepaid expenses and other current assets 140 Property, plant and equipment 1,555 Intangible assets 27,212 Goodwill 38,185 Accounts payable (286) Accrued liabilities (845) Deferred tax liabilities (5,090) Total purchase price, net of cash acquired $ 65,119 The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The identified intangible assets include customer relationships (excess earnings method) of $21.4 million with a useful life of 10 years , completed technology (relief from royalty method) of $5.2 million with a useful life of 13 years , backlog (excess earnings method) of $0.4 million with a useful life of 1 year and trademarks (excess earnings method) of $0.2 million with a useful life of 1 year . The intangible assets acquired are amortized over the total weighted average period of 10.4 years using methods that approximate the pattern in which the economic benefits are expected to be realized. At the acquisition date, a cash payment of $0.4 million was placed into escrow which was ascribed to the purchase price. The escrow was related to satisfaction of the sellers' indemnification obligations with respect to their representations and warranties and other indemnities. The escrow balance was $0.2 million as of September 30, 2019 and was fully released subsequently. Goodwill represents the excess of the consideration paid over the fair value of the net assets acquired and has been assigned to the Brooks Life Sciences segment not The operating results of 4titude have been reflected in the results of operations for the Brooks Life Sciences segment. During fiscal year 2019, revenue and net income from 4titude recognized in the Company’s results of operations were $16.1 million and $0.7 million, respectively. During fiscal year 2018, revenue and net loss from 4titude recognized in the Company’s results of operations were $15.9 million and $0.8 million, respectively. The net income in fiscal year 2019 included recurring charges of $3.7 million, related to amortization expense of acquired intangible assets. The net loss in fiscal year 2018 included recurring charges of $4.1 million, related to amortization expense of acquired intangible assets. The net loss in fiscal year 2018 also included non-recurring charges of $1.2 million related to the step-up in value of the acquired inventories. During fiscal year 2018, the Company incurred $1.1 million in non-recurring transaction costs with respect to the 4titude acquisition. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2018 and 2017 as if the acquisition of 4titude occurred on October 1, 2016 because such results were immaterial. Other On April 20, 2018 2002 The Company allocated the purchase price of $5.2 million based on the fair value of the assets and liabilities acquired, which included $0.3 million of accounts receivable, $2.6 million of customer relationships, $2.7 million of goodwill and $0.7 million of assumed liabilities. The Company applied the excess earnings method, a variation of the income approach to determine the fair value of the customer relationship intangible asset. The goodwill from this acquisition is reported within the Brooks Life Sciences segment and is not tax deductible. At the acquisition date, a cash payment of $0.5 million was placed into escrow which was ascribed to the purchase price. The escrow was related to satisfaction of the sellers' indemnification obligations with respect to their representations and warranties and other indemnities. The operating results of the acquisition have been reflected in the results of operations for the Brooks Life Sciences segment. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2018 and 2017 as if the acquisition of BioSpeciMan occurred on October 1, 2016 because such results were immaterial. Acquisitions Completed in Fiscal Year 2017 Acquisition of Pacific Bio-Material Management, Inc. and Novare, LLC On July 5, 2017, the Company entered into an asset purchase agreement with Pacific Bio-Material Management, Inc. (“PBMMI”) and Novare, LLC, a wholly owned subsidiary of PBMMI (collectively, the “sellers”), to acquire substantially all the assets and certain liabilities of the sellers’ business related to providing storage, transportation, management, and cold chain logistics of biological materials. The acquisition has expanded the Company’s existing capabilities with respect to sample management and integrated cold chain storage and transportation solutions within the Brooks Life Sciences segment. The Company paid to the sellers cash consideration of $34.3 million, net of cash acquired and subject to working capital adjustments. The Company used a market participant approach to record the assets acquired and liabilities assumed in the PBMMI acquisition. The amounts recorded were as follows (in thousands): Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 2,800 Prepaid expenses and other current assets 267 Property, plant and equipment 2,887 Intangible assets 8,600 Goodwill 21,434 Accounts payable (699) Accrued liabilities (673) Deferred revenue (385) Other liabilities (103) Total purchase price, net of cash acquired $ 34,128 The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The identified intangible assets include customer relationship intangible (excess-earnings method) of $8.5 million and trademarks of $0.1 million. The intangible assets acquired are amortized over the total weighted average period of 11.0 years using methods that approximate the pattern in which the economic benefits are expected to be realized. At the acquisition date, a cash payment of $3.3 million was placed into escrow which was ascribed to the purchase price. The escrow balance of $3.3 million included $2.9 million related to satisfaction of the sellers' indemnification obligations with respect to their representations and warranties and other indemnities, as well as $0.4 million payable to the former owner of Novare as a compensation for a sale of his ownership interest. This escrow arrangement is administered by the Company on behalf of the sellers. The escrow balance related to satisfaction of the sellers' indemnification obligations was reduced by its full amount as of September 30, 2019. The Novare escrow balance was reduced by its full amount as of September 30, 2018. Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired and has been assigned to the Brooks Life Sciences segment. Goodwill The operating results of PBMMI have been reflected in the results of operations for the Brooks Life Sciences segment. During fiscal year 2019, revenue and net income from PBMMI recognized in the Company’s results of operations were $11.9 million and $0.7 million, respectively. During fiscal year 2018, revenue and net income from PBMMI recognized in the Company’s results of operations were $11.5 million and $0.7 million, respectively. During fiscal year 2017, revenue and net income from PBMMI recognized in the Company’s results of operations were $3.4 million and $0.8 million, respectively. During fiscal year ended September 30, 2019, 2018 and 2017, the net income included amortization expense of $1.1 million, $1.6 million and $0.3 million, respectively, related to acquired intangible assets. During fiscal year 2018 and 2017, the Company incurred less than $0.1 million and $0.3 million in non-recurring transaction costs with respect to the PBMMI acquisition. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2017 and 2016 as if the acquisition of PBMMI occurred on October 1, 2015 because such results were immaterial. Acquisition of Cool Lab, LLC On November 28, 2016, the Company acquired 100% of the equity of Cool Lab, LLC ("Cool Lab") from BioCision, LLC ("BioCision"). The Company held a 20% equity ownership interest in BioCision prior to the acquisition. Cool Lab was established as a subsidiary of BioCision on November 28, 2016 upon the transfer of certain assets related to cell cryopreservation solutions. Cool Lab’s offerings assist in managing the temperature stability of therapeutics, biological samples, and related biomaterials in ultra-cold and cryogenic environments. The acquisition of Cool Lab has allowed the Company to extend its comprehensive sample management solutions across the cold chain of custody, which is consistent with the other offerings it brings to its life sciences customers. The aggregate purchase price of $15.2 million consisted of a cash payment of $4.8 million, a liability to the seller of $0.1 million and the settlement of certain preexisting relationships with Cool Lab and BioCision, disclosed as non-cash consideration of $10.3 million, which has been measured at fair value on the acquisition date. The Company used a market participant approach to record the assets acquired and liabilities assumed in the Cool Lab acquisition. The amounts recorded were as follows (in thousands): Fair Value of Assets d Liabilities Inventory $ 1,283 Intangible assets 6,100 Goodwill 8,527 Accrued liabilities (30) Other liabilities (686) Total purchase price $ 15,194 The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The identified intangible assets include customer relationship with a certain customer (excess-earnings method) of $3.6 million with a useful life of 3 years , completed technology (relief-from-royalty) of $1.2 million with a useful life of 8 years , and other customer relationship (excess-earnings method) of $1.3 million with a useful life of 10 years . The intangible assets acquired are amortized over the total weighted average period of 5.4 years using methods that approximate the pattern in which the economic benefits are expected to be realized, including percentage of revenue expected to be generated from sales to a certain customer over the contract term. Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired and has been assigned to the Brooks Life Sciences segment. Goodwill The Company recorded a liability of $0.7 million in the purchase price allocation that represented a pre-acquisition contingency incurred on the acquisition date. The obligation is related to a rebate that is due to a particular customer if the annual product sales volume metrics exceed threshold amounts under the provisions of the contract with this customer assumed by the Company. Fair value of such liability was determined based on a probability weighted discounted cash flow model. The carrying amount of the liability was $0.0 million and $0.8 million, respectively, at September 30, 2019 and 2018. The operating results of Cool Lab have been reflected in the results of operations for the Brooks Life Sciences segment. During fiscal year 2019, revenue and net income from Cool Lab recognized in the Company’s results of operations were $4.1 million and $0.1 million, respectively. During fiscal year 2018, revenue and net loss from Cool Lab recognized in the Company’s results of operations were $3.7 million and $0.2 million, respectively. During fiscal year 2017, revenue and net loss from Cool Lab recognized in the Company’s results of operations were $3.7 million and $0.3 million, respectively. During fiscal year ended September 30, 2019, 2018 and 2017, the net income included charges of amortization expense $1.6 million, $1.6 million and $1.2 million respectively, related to acquired intangible assets. During fiscal year ended September 30, 2017, the net loss also included charges of $0.4 million related to the step-up in value of the acquired inventories. During fiscal year 2017, the Company also incurred $0.4 million in non-recurring transaction costs with respect to the Cool Lab acquisition. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2017 and 2016 as if the acquisition of Cool Lab occurred on October 1, 2015 because such results were immaterial. Other On August 22, 2017, the Company acquired certain assets and liabilities of RURO, Inc., (“RURO”), a U.S.-based provider of sample management software solutions across multiple end markets, including academic research, government, pharmaceutical, biotech, and healthcare. The acquired FreezerPro® web-based software platform together with an exclusive license to sell and distribute RURO’s BioBankPro ® The aggregate purchase price of $5.5 million consisted of a cash payment of $5.2 million and a liability to RURO of $0.4 million. The Company allocated the purchase price of $5.5 million to the assets acquired and liabilities assumed related to the acquisition at their fair values as of the acquisition date, of which $0.1 million was ascribed to accounts receivable, $4.0 million to intangible assets, $1.6 million to goodwill assigned to the Brooks Life Sciences segment and $0.2 million to deferred revenue. Fair values of intangible assets acquired of $4.0 million consisted of customer relationship intangible assets of $3.1 million and completed technology of $0.9 million. At the closing of the acquisition, a cash payment of $0.5 million was placed into escrow which was ascribed to the purchase price. The escrow was related to satisfaction of the sellers' indemnification obligations with respect to their representations and warranties and other indemnities. The operating results of the acquisition have been reflected in the results of operations for the Brooks Life Sciences segment. The Company did not present a pro forma information summary for its consolidated results of operations for fiscal years ended September 30, 2017 and 2016 as if the acquisition occurred on October 1, 2015 because such results were immaterial. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Sep. 30, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | 5. Marketable Securities The Company invests in marketable securities that are classified as available-for-sale and recorded at fair value in the Company’s Consolidated Balance Sheets. Marketable securities reported as current assets represent investments that mature within one year from the balance sheet date. Long-term marketable securities represent investments with maturity dates greater than one year from the balance sheet date. Unrealized gains and losses are excluded from earnings and reported as a separate component of accumulated other comprehensive income until the security is sold or matures. Gains or losses realized from sales of marketable securities are computed based on the specific identification method and recognized as a component of "Other expenses, net" in the accompanying Consolidated Statements of Operations. During fiscal year 2019, the Company sold marketable securities with fair values and amortized cost of $49.4 million and $49.5 million, respectively, and recognized net losses of $0.1 million. The Company collected cash proceeds of $48.9 million from the sale of marketable securities and reclassified unrealized net holding losses of approximately $0.1 million from accumulated other comprehensive income into "Other expenses, net" in the accompanying Consolidated Statements of Operations as a result of these transactions. During fiscal year 2018 , the Company sold marketable securities with a fair value and amortized cost of $1.6 million each and recognized nominal net losses. The Company collected cash proceeds of approximately $1.6 million from the sale of marketable securities and reclassified unrealized net holding losses of $0.1 million from accumulated other comprehensive income into "Other expenses, net" in the accompanying Consolidated Statements of Operations as a result of these transactions. The following is a summary of the amortized cost and the fair value, including accrued interest receivable, as well as unrealized holding gains (losses) on the short-term and long-term marketable securities as of September 30, 2019 and 2018 (in thousands): Gross Gross Amortized Unrealized Unrealized Cost Losses Gains Fair Value September 30, 2019: U.S. Treasury securities and obligations of U.S. government agencies $ 31,863 $ (2) $ 5 $ 31,866 Bank certificates of deposits 750 — — 750 Corporate securities 4,317 — 1 4,318 Other debt securities 35 — — 35 $ 36,965 $ (2) $ 6 $ 36,969 September 30, 2018: U.S. Treasury securities and obligations of U.S. government agencies $ 30,142 $ (65) $ — $ 30,077 Bank certificates of deposits 5,148 — 1 5,149 Corporate securities 14,763 (30) — 14,733 Municipal securities 2,797 (17) — 2,780 Other debt securities 779 — — 779 $ 53,629 $ (112) $ 1 $ 53,518 The fair values of the marketable securities by contractual maturities at September 30, 2019 are presented below (in thousands). Fair Value Due in one year or less $ 34,124 Due after one year through five years — Due after five years through ten years — Due after ten years 2,845 Total marketable securities $ 36,969 Expected maturities could differ from contractual maturities because the security issuers may have the right to prepay obligations without prepayment penalties. The Company reviews the marketable securities for impairment at each reporting period to determine if any of the securities have experienced an other-than-temporary decline in fair value. The Company considers factors, such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer, the Company’s intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of its amortized cost basis. If the Company believes that an other-than-temporary decline in fair value has occurred, it writes down the investment to fair value and recognizes the credit loss in earnings and the non-credit loss in accumulated other comprehensive income. There were $12.0 million of marketable securities in an unrealized loss position as of September 30, 2019. As of September 30, 2018, aggregate fair value of the marketable securities in unrealized loss position was $43.0 million and was comprised primarily of U.S. Treasury securities, corporate securities, and municipal securities. Aggregate unrealized losses for these securities were insignificant as of September 30, 2018 and are presented in the table above. The securities in unrealized loss position as of September 30, 2019 and 2018 were not considered other-than-temporarily impaired and, as such, the Company did not recognize impairment losses during the periods then ended. The unrealized losses were attributable to changes in interest rates that impacted the value of the investments. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 6. Property, Plant and Equipment Property, plant and equipment were as follows as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Buildings, land, and land use right $ 50,583 $ 47,745 Computer equipment and software 61,603 56,982 Machinery and equipment 89,481 55,794 Furniture and fixtures 7,423 4,842 Leasehold improvements 30,612 19,433 Capital projects in progress 11,701 5,796 251,403 190,592 Less: accumulated depreciation and amortization (150,734) (130,604) Property, plant and equipment, net $ 100,669 $ 59,988 Depreciation expense was $19.3 million, $12.5 million and $10.1 million, respectively, for the fiscal years ended September 30, 2019, 2018 and 2017. The Company recorded $1.9 million of additions to property, plant and equipment for which cash payments had not yet been made as of September 30, 2019. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill represents the excess of net book value over the estimated fair value of net tangible and identifiable intangible assets of a reporting unit. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company elected April 1 st are below their carrying values, the Company performs additional impairment tests during interim periods to evaluate goodwill for impairment. In accordance with ASC 350 , The Company completed its annual goodwill impairment test as of April 1, 2019 for its five reporting units, including Automation Solutions, Contamination Control Solutions and Global Semiconductor Services within the Brooks Semiconductor Solutions Group segment, as well as Sample Management and GENEWIZ within the Brooks Life Sciences segment. Based on the test results, the Company determined that no adjustment to goodwill was necessary. The Company conducted a qualitative assessment for three reporting units within the Brooks Semiconductor Solutions Group segment and determined that it was more likely than not that their fair values were more than their carrying values. As a result of the analysis, the Company did not perform the quantitative assessment for these reporting units and did not recognize any impairment losses. The Company performed the quantitative goodwill impairment test for the two reporting units within the Brooks Life Sciences segment. The Company determined that no adjustment to goodwill was necessary for these two reporting units. The Sample Management reporting unit’s fair value significantly exceeded book value. The GENEWIZ reporting unit, which was recently acquired, had a fair value slightly above its book value. The following table sets forth the changes in the carrying amount of goodwill by reportable segment since September 30, 2017 (in thousands): Brooks Semiconductor Solutions Brooks Group Life Sciences Other Total Gross goodwill, at September 30, 2017 $ 629,278 $ 166,820 $ 26,014 $ 822,112 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2017 40,334 166,820 — 207,154 Acquisitions and adjustments 7,629 41,093 — 48,722 Gross goodwill, at September 30, 2018 636,907 207,913 26,014 870,834 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2018 47,963 207,913 — 255,876 Acquisitions and adjustments (116) 232,842 — 232,726 Gross goodwill, at September 30, 2019 636,791 440,755 26,014 1,103,560 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2019 $ 47,847 $ 440,755 $ — $ 488,602 During fiscal year 2019, the Company recorded a goodwill increase of $232.7 million primarily related to the acquisition of GENEWIZ. The components of the Company’s identifiable intangible assets as of September 30, 2019 and 2018 are as follows (in thousands): September 30, 2019 September 30, 2018 Accumulated Net Book Accumulated Net Book Cost Amortization Value Cost Amortization Value Patents $ 5,302 $ 4,628 $ 674 $ 5,302 $ 4,325 $ 977 Completed technology 88,288 38,778 49,510 44,829 28,934 15,895 Trademarks and trade names 25,340 5,807 19,533 6,298 2,953 3,345 Customer relationships 265,451 84,048 181,403 142,489 62,750 79,739 Other intangibles 231 183 48 — — — $ 384,612 $ 133,444 $ 251,168 $ 198,918 $ 98,962 $ 99,956 Amortization expense for intangible assets was $35.2 million, $24.2 million and $17.1 million, respectively, for the fiscal years ended September 30, 2019, 2018 and 2017. Estimated future amortization expense for the intangible assets as of September 30, 2019 is as follows (in thousands): Fiscal year ended September 30, 2020 $ 41,381 2021 37,494 2022 34,390 2023 31,267 2024 26,456 Thereafter 80,180 $ 251,168 |
Equity Method and Other Investm
Equity Method and Other Investments | 12 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method and Other Investments | 8. Equity Method and Other Investments The Company accounts for certain of its investments using the equity method of accounting and records its proportionate share of the investee’s earnings (losses) in its results of operations with a corresponding increase (decrease) in the carrying value of the investment. BioCision, LLC As of September 30, 2016, the Company held a 20% equity interest in BioCision, LLC, or BioCision, a privately-held company based in Larkspur, California, which was accounted for as an equity method investment. The Company held a term loan receivable from BioCision as of September 30, 2016. The term loan was provided to BioCision to support its working capital requirements. The term loan had an aggregate principal amount of $1.5 million and bore an annual interest rate of 10%. The Company also held five-year convertible debt securities with a warrant agreement to purchase BioCision’s preferred units as of September 30, 2016. The convertible debt securities and the warrant were purchased by the Company in fiscal year 2015 for a total purchase price of $5.0 million. The convertible debt securities were accruing interest at the annual rate of 9%, and all principal and accrued interest were due at maturity. The convertible debt securities and the warrant were recorded at fair value during each reporting period, and the remeasurement gains and losses were recognized as a component of "Other expenses, net" in the Company’s Consolidated Statements of Operations. On November 28, 2016, BioCision established Cool Lab as its subsidiary upon transferring certain assets related to cell cryopreservation solutions. The Company acquired a 100% equity interest of the subsidiary on that date for an aggregate purchase price of $15.2 million, consisting of a cash payment of $4.8 million, a liability to the seller of $0.1 million, and non-cash consideration of $10.3 million measured at fair value on the acquisition date. The carrying value of the equity method investment in BioCision was $1.2 million on November 28, 2016. The Company recorded a loss associated with BioCision of $0.5 million from October 1, 2016 through the acquisition date. The equity method investment in BioCision was measured at fair value of $3.1 million at the acquisition date, and as a result the Company recognized a gain of $1.8 million upon the redemption of the equity method investment in its Consolidated Statements of Operations during fiscal year ended September 30, 2017. On November 28, 2016, convertible debt, warrant and the term loan with carrying values of $5.8 million, less than $0.1 million and $1.6 million, respectively, were measured at their fair values of $5.6 million, less than $0.1 million and $1.6 million, respectively. As a result of such measurement, the Company recognized an aggregate loss of $0.2 million upon the settlement of these financial instruments in " Other expenses, net " in its Consolidated Statements of Operations during the year ended September 30, 2017. Please refer to Note 4, "Acquisitions" for further information on the acquisition transaction. |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 12 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplementary Balance Sheet Information | 9. Supplementary Balance Sheet Information The following is a summary of accounts receivable at September 30, 2019 and 2018 (in thousands): September 30, September 30, 2019 2018 Accounts receivable $ 169,317 $ 126,350 Less allowance for doubtful accounts (3,644) (1,113) Less allowance for sales returns (71) (45) Accounts receivable, net $ 165,602 $ 125,192 The allowance for doubtful accounts activity for the fiscal years ended September 30, 2019, 2018 and 2017 is as follows (in thousands): Balance at Reversals of Write- Balance at Beginning of Bad Debt offs and End of Description Period Provisions Expense Adjustments Period 2019 Allowance for doubtful accounts $ 1,113 $ 3,405 $ (693) $ (181) $ 3,644 2018 Allowance for doubtful accounts 1,381 708 (724) (252) 1,113 2017 Allowance for doubtful accounts 1,543 — (131) (31) 1,381 The allowance for sales returns activity for the fiscal years ended September 30, 2019, 2018 and 2017 is as follows (in thousands): Balance at Write- Balance at Beginning of offs and End of Description Period Provisions Adjustments Period 2019 Allowance for sales returns $ 45 $ 26 $ — $ 71 2018 Allowance for sales returns 81 (36) — 45 2017 Allowance for sales returns 101 (20) — 81 The following is a summary of inventories at September 30, 2019 and 2018 (in thousands): September 30, September 30, 2019 2018 Inventories Raw materials and purchased parts $ 67,176 $ 57,527 Work-in-process 13,684 19,547 Finished goods 18,585 19,912 Total inventories $ 99,445 $ 96,986 The activity for excess and obsolete inventory reserves is as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Balance at Inventory Balance at Beginning of Disposals and End of Description Period Provisions Adjustments Period 2019 Reserves for excess and obsolete inventory $ 14,953 $ 5,865 $ (4,520) $ 16,298 2018 Reserves for excess and obsolete inventory 17,734 4,455 (7,236) 14,953 2017 Reserves for excess and obsolete inventory 19,663 4,858 (6,787) 17,734 The activity for valuation allowance for deferred tax assets is as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Balance at Balance at Beginning of Charged to Charged to End of Description Period Provisions Other Accounts Period 2019 Valuation allowance for deferred tax assets $ 18,581 $ (3,475) $ 987 $ 16,093 2018 Valuation allowance for deferred tax assets 92,297 (72,842) (874) 18,581 2017 Valuation allowance for deferred tax assets 104,802 (10,881) (1,624) 92,297 The Company establishes reserves for estimated cost of product warranties based on historical information. Product warranty reserves are recorded at the time product revenue is recognized, and retrofit accruals are recorded at the time retrofit programs are established. The Company’s warranty obligation is affected by product failure rates, utilization levels, material usage, service delivery costs incurred in correcting a product failure and supplier warranties on parts delivered to the Company. The following is a summary of product warranty and retrofit activity on a gross basis, excluding amounts related to discontinued operations, for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Amount Balance at September 30, 2016 $ 4,159 Accruals for warranties during the year 6,683 Costs incurred during the year (5,363) Balance at September 30, 2017 5,479 Accruals for warranties during the year 5,209 Costs incurred during the year (4,348) Balance at September 30, 2018 6,340 Accruals for warranties during the year 8,688 Costs incurred during the year (7,853) Balance at September 30, 2019 $ 7,175 |
Line of Credit
Line of Credit | 12 Months Ended |
Sep. 30, 2019 | |
Line of Credit | |
Line of Credit Facility [Line Items] | |
Line of Credit | 10. Line of Credit On May 26, 2016, the Company and certain of its subsidiaries entered into a credit agreement with Wells Fargo Bank, N.A. ("Wells Fargo"). The credit agreement provided for a five-year senior secured revolving line of credit (the ‘‘line of credit") of $75.0 million. The agreement included sub-limits of up to $25.0 million for letters of credit and $7.5 million of swing loans at the time there is more than one lender under the credit agreement. On October 4, 2017, the Company entered into a $200.0 million Senior Secured Term Loan Facility (the “term loan”) with Morgan Stanley Senior Funding, Inc., JPMorgan Chase Bank, N.A. and Wells Fargo Securities, LLC (collectively, the “lenders”). Coincident with the entry into the term loan agreement, the Company amended certain terms and conditions of the credit agreement and entered into an arrangement with Wells Fargo and JPMorgan Chase Bank, N.A. Based on the amended terms of the credit agreement, the line of credit continues to provide for revolving credit financing of up to $75.0 million, subject to borrowing base availability. Borrowing base availability under the amended line of credit excludes collateral related to fixed assets and is redetermined periodically based on certain percentage of certain eligible U.S. assets, including accounts receivable and inventory. The line of credit matures on October 4, 2022 and expires no less than 90 days prior to the term loan expiration. The sub-limits for letters of credit were reduced to $7.5 million under the amended terms of the credit agreement. All outstanding borrowings under the credit agreement are guaranteed by the Company and Brooks Life Sciences, Inc. (fka BioStorage Technologies, Inc.), its wholly-owned subsidiary (“guarantor”), and subordinated to the obligations under the term loan which are secured by a first priority lien on substantially all of the assets of the Company and the Guarantor, other than accounts receivable and inventory. There were no amounts outstanding under the line of credit as of September 30, 2019 and September 30, 2018. The Company records commitment fees and other costs directly associated with obtaining line of credit financing as deferred financing costs, which are amortized over the term of the related financing arrangement. Deferred financing costs were $0.4 million and $0.5 million at September 30, 2019 and September 30, 2018, respectively. The line of credit contains certain customary representations and warranties, a financial covenant and affirmative and negative covenants as well as events of default. The Company was in compliance with the line of credit covenants as of September 30, 2019 and September 30, 2018. |
Debt
Debt | 12 Months Ended |
Sep. 30, 2019 | |
Secured Debt | |
Debt Instrument [Line Items] | |
Debt | 11. Debt Term Loans On October 4, 2017, the Company entered into a $200.0 million term loan with the lenders pursuant to the terms of a credit agreement. The term loan was issued at $197.6 million, or 98.8% of its par value, resulting in a discount of $2.4 million, or 1.2%, which represented loan origination fees paid at the closing. On November 15, 2018, the Company entered into an incremental amendment (the “First Amendment”) to the existing credit agreement. Under the First Amendment, the Company obtained an incremental term loan in an aggregate principal amount of $350.0 million. The proceeds of the incremental term loan were used to finance a portion of the purchase price for the Company’s acquisition of GENEWIZ. The incremental term loan was issued at $340.5 million, or 97.3% of its par value, resulting in a discount of $9.5 million, or 2.7%, which represented financing cost of the incremental term loan. Except as provided in the First Amendment, the incremental term loan was subject to the same terms and conditions as set forth in the existing credit agreement. On February 15, 2019, the Company entered into the second amendment to the credit agreement (the “Second Amendment”) and syndicated the incremental term loan to a group of new lenders which met the criteria of a debt extinguishment. The Company wrote off the carrying value of the incremental term loan of $340.1 million as of February 15, 2019 and recorded the syndicated incremental term loan at its present value for $349.1 million and a loss on debt extinguishment for $9.1 million. The syndicated incremental term loan was issued at $345.2 million, or 98.9% of its par value resulting in a discount of $4.0 million which represented financing costs which are presented as a reduction of the incremental term loan principal balance in the accompanying unaudited Consolidated Balance Sheets and was accreted over the life of the incremental term loan. Except as provided in the Second Amendment with respect to an increase of the applicable interest rates, the syndicated incremental term loan was subject to the same terms and conditions as the initial incremental term loan. On July 1, 2019, the Company completed the sale of its semiconductor cryogenics business and used $348.3 million of the proceeds from the Disposition to extinguish the outstanding balance of the incremental term loan. In addition, the Company used $147.0 million of the proceeds from the Disposition to extinguish a portion of the outstanding balance of the term loan. The Company recorded a loss on debt extinguishment of $5.2 million for the two term loans. The Company’s obligations under the term loan are also guaranteed by Brooks Life Sciences, Inc. (fka BioStorage Technologies, Inc.) as the guarantor, subject to the terms and conditions of the credit agreement. The Company and the guarantor granted the lenders a perfected first priority security interest in substantially all of the assets of the Company and the guarantor to secure the repayment of the term loan. The loan principal amount under the credit agreement may be increased by an aggregate amount equal to $75.0 million plus any voluntary repayments of the term loans plus any additional amount such that the secured leverage ratio of the Company is less than 3.00 to 1.00. Subject to certain conditions stated in the credit agreement, the Company may redeem the term loan at any time at its option without a significant premium or penalty, except for a repricing transaction, as defined in the credit agreement. The Company is required to redeem the term loan at the principal amount then outstanding upon occurrence of certain events, including (i) net proceeds received from the sale or other disposition of the Company’s or the guarantor’ assets, subject to certain limitations, (ii) casualty and condemnation proceeds received by the Company or the guarantor, subject to certain exceptions, (iii) net proceeds received by the Company or the guarantor from the issuance of debt or disqualified capital stock after October 4, 2017. Commencing on December 31, 2018, the Company was required to make principal payments equal to the excess cash flow amount, as defined in the credit agreement. Such prepayments are equal to 50% of the preceding year excess cash flow amount reduced by voluntary prepayments of the term loan, subject to certain limitations. The deferred financing costs are accreted over the term of the loan using the effective interest rate method and are included in “Interest expense” in the accompanying unaudited Consolidated Statements of Operations. At September 30, 2019, deferred financing costs were $0.5 million. The credit agreement contains certain customary representations and warranties, covenants and events of default. If any of the events of default occur and are not waived or cured within applicable grace periods, any unpaid amounts under the credit agreement will bear an annual interest rate at 2.00% above the rate otherwise applicable under the terms and conditions of such agreement. The credit agreement does not contain financial maintenance covenants. As of September 30, 2019, the Company was in compliance with all covenants and conditions under the credit agreement. In connection with the GENEWIZ acquisition, the Company assumed three five-year term loans for a total of $3.3 million and two one-year short term loans for a total of $3.2 million. The three five-year term loans were initiated during 2016 and mature in 2021. The principal payments are payable in eight installments equal to 12.5% of the initial principal amount of the term loans on December 14th and June 14th of each year. The three five-year term loans were secured by GENEWIZ to fund equipment procurement and new building related payments and the interest rates are equal to the LIBOR plus 3.1%. The two one-year term loans were secured by GENEWIZ to fund operations. Both of the one-year term loans were initiated in 2018 and matured in 2019. The interest rates of these two loans were 4.56% and 4.35%. There are no deferred financing costs related to either the five-year term loans or the one-year term loans. At September 30, 2019, the Company had an aggregate outstanding principal balance of $1.7 million for the three five-year term loans. Both of the During the year ended September 30, 2019, the weighted average stated interest rate paid on all outstanding debt was 5.3%. During the year ended September 30, 2019, the Company incurred aggregate interest expense of $21.9 million in connection with the borrowings, including $1.1 million of deferred financing costs amortization. As of September 30, 2019, the estimated fair value of the outstanding principal balance of the debt on the Company’s balance sheet approximates its carrying value. The fair value of the term loan was determined based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for this term loan or a similar loan instrument. The following are the future minimum principal payment obligations under all of the Company’s outstanding debt as of September 30, 2019 (in thousands): Amount Fiscal year ended September 30, 2020 $ 829 2021 826 2022 — 2023 — 2024 — Thereafter 50,000 Total outstanding principal balance 51,655 Unamortized deferred financing costs (511) 51,144 Current portion of long-term debt 829 Non-current portion of long-term debt $ 50,315 Capital Lease Obligations In connection with the GENEWIZ acquisition, the Company assumed five capital lease obligations related to leases of equipment. Three of the capital leases were initiated in 2016 and mature in 2021 and two of them were initiated in 2017 and mature in 2022. The outstanding principal balance of these obligations is included within “Other long-term liabilities” on the Company’s Consolidated Balance Sheets. See below for the future minimum principal payment obligations under these capital lease obligations as of September 30, 2019 (in thousands): Amount Fiscal year ended September 30, 2020 $ 1,176 2021 1,126 2022 358 Total outstanding principal balance $ 2,660 |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The components of the income tax provision (benefit) from continuing operations for the fiscal years are as follows (in thousands): Year Ended September 30, 2019 2018 2017 Current income tax provision (benefit): Federal $ 963 $ — $ — State 510 917 402 Foreign 15,860 7,608 7,499 Total current income tax provision 17,333 8,525 7,901 Deferred income tax provision (benefit): Federal (8,633) (48,815) (4,247) State (2,138) (5,518) (249) Foreign (6,673) (1,443) (25) Total deferred income tax provision (benefit) (17,444) (55,776) (4,521) Income tax provision (benefit) $ (111) $ (47,251) $ 3,380 The components of income (loss) from continuing operations before income taxes and equity in earnings of equity method investments for the fiscal years are as follows (in thousands): Year Ended September 30, 2019 2018 2017 Domestic $ (37,160) $ 3,122 $ (13,211) Foreign 46,603 17,344 27,731 $ 9,443 $ 20,466 $ 14,520 The differences between the income tax provision (benefit) on income (loss) from continuing operations including income from equity in earnings (losses) of equity method investments and income taxes computed using the applicable U.S. statutory federal tax rates for the fiscal years ended September 30, 2019, 2018 and 2017 are as follows (in thousands): Year Ended September 30, 2019 2018 2017 Income tax provision computed at federal statutory rate $ 1,983 $ 5,014 $ 4,923 State income taxes, net of federal benefit (630) 692 137 Foreign income taxed at different rates 550 920 (1,644) Impact of investments in subsidiaries (536) (729) (965) Change in deferred tax asset valuation allowance (2,264) (75,918) 319 Net increase (reduction) in uncertain tax positions 720 220 731 Global intangible low taxed income, net of foreign tax credits 942 — — Impact of U.S. federal tax rate change — 15,287 — Compensation (1,103) (701) 579 Tax credits (2,741) (1,633) (1,151) Merger costs 572 1,405 — Other taxes 764 70 98 Non-deductible expenses 174 176 220 Transition tax 2,836 8,027 — Deferred state rate change due to acquisition (1,360) — — Other (18) (81) 133 Income tax provision (benefit) $ (111) $ (47,251) $ 3,380 The Company has not provided deferred income taxes on the outside basis differences of its foreign subsidiaries. The Company maintains its assertion of indefinite reinvestment as of September 30, 2019. The foreign earnings are expected to be reinvested in foreign operations and acquisitions. Unremitted foreign earnings total approximately $190 million. We did not calculate estimated deferred tax liabilities related to these earnings because such calculations would not be practicable. The taxes on these earnings would primarily consist of foreign withholding taxes and minimal U.S. state income taxes. It is not practicable to estimate the tax impact of the reversal of the outside basis difference, or the repatriation of cash due to the complexity of its hypothetical calculation. The significant components of the net deferred tax assets and liabilities as of September 30, 2019 and 2018 are as follows (in thousands): September 30, 2019 2018 Accruals and reserves not currently deductible $ 14,286 $ 11,699 Federal, state and foreign tax credits 5,952 27,923 Other assets 2,487 175 Equity compensation 5,360 5,926 Net operating loss carryforwards 18,987 16,790 Deferred revenue 4,038 2,882 Inventory reserves and valuation 5,626 6,520 Deferred tax assets 56,736 71,915 Depreciation and intangible amortization (57,634) (19,476) Deferred tax liabilities (57,634) (19,476) Valuation allowance (16,093) (18,581) Net deferred tax asset (liability) $ (16,991) $ 33,858 The deferred tax assets on the balance sheet for September 30, 2019 also includes a $1.5 million deferred tax charge related to the company’s intercompany profit elimination. ASC Topic 740, Income Taxes The Company evaluates the realizability of its deferred tax assets by tax-paying component and assesses the need for a valuation allowance on an annual and quarterly basis. The Company evaluates the profitability of each tax-paying component on a historic cumulative basis and a forward-looking basis in the course of performing this analysis. The Company evaluated all positive and negative evidence in concluding it was appropriate to establish a full valuation allowance against U.S. net deferred tax assets during fiscal year 2016. The Company maintained this position throughout fiscal year 2017 and the first quarter of fiscal year 2018. After evaluating all the relevant positive and negative evidence as of March 31, 2018, the Company concluded that it was more likely than not that a substantial portion of the U.S. deferred tax assets would be realized. In the second quarter of fiscal year 2018 the Company reached a significant level of cumulative profitability in the U.S., coupled with an improved outlook of U.S. earnings. During the full fiscal year 2018, the Company reduced its U.S. valuation against its U.S. net deferred tax assets resulting in a tax benefit of $77.2 million. The remaining portion of the Company’s U.S. valuation allowance is related to the realizability of certain state tax credits and net operating loss carry-forwards. The Company continues to maintain valuation allowances against net deferred tax assets in certain foreign tax-paying components as of the end of fiscal year 2018. As of September 30, 2019, the Company has federal, state and foreign net operating loss carry-forwards of approximately $26.4 million, $21.8 million and $52.3 million, respectively. Included in the federal gross net operating loss carry-forwards are $21.7 million of losses that can be carried forward indefinitely, while the remaining losses expire at various dates through 2038. As of September 30, 2019, the Company had federal research and development tax credit carry-forwards of $1.6 million. These credit carry-forwards will expire at various dates beginning in 2037 through 2038. The Company also has $6.8 million of state credits which begin to expire in 2020, while some of these credits have an unlimited carryover period. During the fiscal year 2018, the Tax Cuts and Jobs Act (“Tax Reform”) was enacted in the U.S., making significant tax law changes affecting the Company. In accordance with international tax reform regulations, the Company recorded a toll charge in the U.S. on its previously untaxed accumulated foreign earnings. The Company recorded a tax impact of $8.0 million, net of foreign tax credits, related to the toll charge during the fiscal year ended September 30, 2018. The Company completed final calculations in accordance with Staff Accounting Bulletin No.118 during the first quarter of fiscal year 2019 and recorded a reduction in the toll charge of $1.1 million. During the third quarter of fiscal year 2019, the U.S. government issued final regulations that clarified certain rules related to the toll charge that impacted fiscal year taxpayers. As a result of this clarification, the Company recorded an increase to the toll charge of $4.1 million. After all adjustments had been recorded, the Company realized a toll charge of $11.0 million, net of foreign tax credits. The Company has performed studies to determine if there are any annual limitations on the federal net operating losses under the Section 382 of the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. As a result of these studies, the Company has determined that ownership changes have occurred primarily in connection with acquisitions when the Company has issued stock to the sellers, as well as ownership changes in the subsidiaries acquired by the Company. Certain limitations have been calculated, and the benefits of the net operating losses that will expire before utilization have not been recorded as deferred tax assets in the accompanying Consolidated Balance Sheets. Limitations on current year use of net operating loss carryovers have also been recorded in the tax provision. The Company maintains liabilities for unrecognized tax benefits. These liabilities involve judgment and estimation, and they are monitored based on the best information available. A reconciliation of the beginning and ending amount of the consolidated liability for unrecognized income tax benefits during the fiscal years ended September 30, 2019, 2018 and 2017 is as follows (in thousands): Total Balance at September 30, 2016 $ 5,427 Additions for tax positions in current year 1,869 Reduction for tax positions in prior year (3,485) Net reductions from lapses in statutes of limitations (431) Foreign exchange rate adjustment (2) Balance at September 30, 2017 3,378 Additions for tax positions in current year 874 Reduction for tax positions in prior year (656) Reductions from lapses in statutes of limitations (353) Balance at September 30, 2018 3,243 Additions for tax positions in current year 901 Additions for tax positions in prior year 13,400 Reductions from lapses in statutes of limitations (68) Reductions from settlements with taxing authorities (166) Balance at September 30, 2019 $ 17,310 All of the unrecognized tax benefits for the fiscal year ended September 30, 2019 million of unrecognized tax benefit with the acquisition of GENEWIZ. All liabilities associated with the unrecognized tax benefits recorded with the acquisition of GENEWIZ are part of an indemnification agreement with the sellers. The Company is subject to U.S. federal income tax and state, local and international income taxes in various jurisdictions. The amount of income taxes paid is subject to the Company’s interpretation of applicable tax laws in the jurisdictions in which it files. In the normal course of business, the Company is subject to income tax audits in various global jurisdictions in which it operates. The years subject to examination vary for the U.S. and international jurisdictions, with the earliest tax year being 2012. Based on the outcome of these examinations or the expiration of statutes of limitations for specific jurisdictions, it is reasonably possible that the related unrecognized tax benefits could change from those recorded in the Company’s Consolidated Balance Sheets. The Company currently anticipates that it is reasonably possible that the unrecognized tax benefits will be reduced by approximately $0.1 million in the next 12 months. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | 13. Derivative Instruments The Company has transactions and balances denominated in currencies other than the U.S. dollar. Most of these transactions or balances are denominated in Euros, British Pounds and a variety of Asian currencies. These transactions and balances, including short-term advances between the Company and its subsidiaries, subject the Company’s operations to exposure from exchange rate fluctuations. The impact of currency exchange rate movement can be positive or negative in any period. The Company mitigates the impact of potential currency transaction gains and losses on short-term intercompany advances through timely settlement of each transaction, generally within 30 days. The Company also enters into foreign exchange contracts to reduce its exposure to currency fluctuations. Under forward contract arrangements, the Company typically agrees to purchase a fixed amount of one currency in exchange for a fixed amount of another currency on specified dates with maturities of three months or less. These transactions do not qualify for hedge accounting. Net gains and losses related to these contracts are recorded as a component of "Other expenses, net" in the accompanying Consolidated Statements of Operations and are as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Fiscal Year Ended September 30, 2019 2018 2017 Realized gains (losses) on derivatives not designated as hedging instruments $ 3,656 $ (330) $ (545) The fair value of derivative instruments are as follows at September 30, 2019 and 2018 (in thousands): Fair Value of Assets Fair Value of Liabilities As of September 30, 2019 2018 2019 2018 Derivatives not designated as hedging instruments Foreign exchange contracts $ 17 $ 170 $ (340) $ (177) Total $ 17 $ 170 $ (340) $ (177) The fair values of the forward contracts described above are recorded in the Company’s accompanying Consolidated Balance Sheets as "Prepaid expenses and other current assets" and "Accrued expenses and other current liabilities". |
Postretirement Benefits
Postretirement Benefits | 12 Months Ended |
Sep. 30, 2019 | |
Compensation and Retirement Disclosure [Abstract] | |
Postretirement Benefits | 14. Postretirement Benefits Defined Benefit Pension Plans The Company has three active defined benefit pension plans (collectively, the “Plans”), including legacy Taiwan Plan, the legacy Switzerland Plan, and the newly acquired Tec-Sem Plan. The Plans cover substantially all of the Company’s employees in Switzerland and Taiwan. Retirement benefits are generally earned based on years of service and the level of compensation during active employment, but the level of benefits varies within the Plans. Eligibility is determined in accordance with local statutory requirements. The Company uses September 30th as a measurement date to determine net periodic benefit costs, benefit obligations and the value of plan assets for all plans. The following tables set forth the funded status and amounts recognized in the Company’s Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Benefit obligation at beginning of fiscal year $ 11,144 $ 3,565 Benefit obligation through acquisition — 7,852 Service cost 599 382 Interest cost 118 75 Actuarial loss 831 (165) Benefits paid (811) (685) Employee contributions 273 191 Settlements paid — — Curtailment gain — — Foreign currency translation (239) (71) Benefit obligation at end of fiscal year $ 11,915 $ 11,144 Fair value of assets at beginning of fiscal year $ 7,078 $ 2,225 Fair value of assets through acquisition — 5,052 Actual return on plan assets (179) 69 Disbursements (811) (685) Employer contributions 370 266 Employee contributions 273 191 Settlements paid — — Foreign currency translation (157) (40) Fair value of assets at end of fiscal year $ 6,574 $ 7,078 Accrued benefit obligation $ 5,341 $ 4,066 The accumulated benefit obligation of the Plans is $11.4 million and $10.6 million, respectively, at September 30, 2019 and 2018. All Plans have an accumulated benefit obligation and projected benefit obligation in excess of plans’ assets at September 30, 2019. The following table provides pension-related amounts and their classification within the accompanying Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Accrued compensation and benefits $ 366 $ 431 Long-term pension liability 4,975 3,635 $ 5,341 $ 4,066 The Company bases its determination of pension expense on a market-related valuation of assets, which reduces year-to-year volatility. This market-related valuation recognizes investment gains or losses over a five-year period from the year in which they occur. Investment gains or losses represent the difference between the expected return calculated using the market-related value of assets and the actual return on assets. Since the market-related value of assets recognizes gains or losses over a five-year period, the future value of assets will be impacted as previously deferred gains or losses are recognized. At September 30, 2019 and 2018, the Company had cumulative unrecognized net actuarial gains of $0.9 million and loss of less than $0.1 million, respectively, which are amortized into net periodic benefit cost over the average remaining service period of active Plans’ participants. The Company had cumulative unrecognized investment gains of $0.5 million at both September 30, 2019 and 2018, under the Plans which remain to be recognized in the calculation of the market-related values of assets. The components of the Company’s net pension cost for the fiscal years ended September 30, 2019, 2018 and 2017 are as follows (in thousands): Year Ended September 30, 2019 2018 2017 Service cost $ 599 $ 382 $ 268 Interest cost 118 75 22 Amortization of losses (18) 5 7 Expected return on plan assets (74) (66) (130) Net periodic pension cost $ 625 $ 396 $ 167 Settlement gain — — (259) Total pension cost (gain) $ 625 $ 396 $ (92) The following changes in Plans’ assets and benefit obligations were recognized in other comprehensive income (loss) as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Net gain $ (854) $ (191) Amortization of net loss 30 (7) Total recognized in other comprehensive income (loss) (824) (198) Total recognized in net periodic pension cost and other comprehensive income (loss) $ (198) $ 593 The settlement gain of $0.3 million realized during fiscal year ended September 30, 2017 was recorded as a reduction of accumulated other comprehensive income (loss) and the pension cost during the period then ended. Please refer to Note 15, "Stockholders’ Equity", for further information on these reclassifications and their impact on the accumulated other comprehensive income and other comprehensive income during each fiscal year. Weighted-average assumptions used to determine the projected benefit obligation for the fiscal years ended September 30, 2019, 2018 and 2017 are as follows: Year Ended September 30, 2019 2018 2017 Discount rate 0.55 % 1.04 % 0.88 % Expected return on plan assets 1.01 % 1.06 % 1.75 % Expected rate of compensation increases 1.12 % 1.19 % 1.54 % In selecting the appropriate discount rates for the Plans, the Company uses country-specific information, adjusted to reflect the duration of the particular plan. The expected return on plan assets is based on an evaluation of fixed income yield curves and equity return assumption studies applied to the Plans’ asset allocations. Plan Assets The fair value of plan assets for the two Swiss Plans and the Taiwan Plan were $6.5 million and $0.1 million, respectively, at September 30, 2019 . The assets of the Swiss Plans are invested in a collective fund with multiple employers through a Swiss insurance company, which is a customary practice for Swiss pension plans. The Company does not have any rights or an investment authority over the Plan’s assets which are invested primarily in highly rated debt securities. The assets of the Taiwan Plan are invested with a trustee selected by the Taiwan government, and the Company has no investment authority over the Plan’s assets. The allocation of the Plans’ assets at September 30, 2019 is as follows: September 30, 2019 Cash and cash equivalents 1 % Debt securities 48 Equity securities 20 Other 31 100 % The fair values of pension assets by asset category and by level at September 30, 2019 are as follows (in thousands): As of September 30, 2019 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 6,486 $ — $ 6,486 Taiwan collective trust — 88 — 88 Total $ — $ 6,574 $ — $ 6,574 The fair values of pension assets by asset category and by level at September 30, 2018 are as follows (in thousands): As of September 30, 2018 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 6,754 $ — $ 6,754 Taiwan collective trust — 324 — 324 Total $ — $ 7,078 $ — $ 7,078 Please refer to Note 22, "Fair Value Measurements" for a description of the levels of inputs used to determine fair value measurements. Benefit payments expected to be paid over the next five fiscal years and thereafter are as follows (in thousands): Fiscal year ended September 30, 2020 $ 366 2021 370 2022 373 2023 377 2024 381 Thereafter 3,474 The Company expects to contribute $0.4 million to the Plans in fiscal year 2020 to meet the minimum funding requirements of the Plans. Defined Contribution Plans The Company sponsors a defined contribution plan that meets the requirements of Section 401(k) of the Internal Revenue Code. All United States employees who meet minimum age and service requirements are eligible to participate in the plans. The plans allow employees to invest, on a pre-tax basis, a percentage of their annual salary and bonus subject to statutory limitations. The Company matches a portion of their contributions on a pre-tax basis up to a maximum amount of 4.5% of deferred pay. The expense recognized for the defined contribution plans was $4.6 million, $3.4 million and $3.0 million, respectively, for the fiscal years ended September 30, 2019, 2018 and 2017. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | 15. Stockholders’ Equity Preferred Stock Total number of shares of preferred stock authorized for issuance was 1,000,000 shares at September 30, 2019 and 2018, respectively. Preferred stock has a par value of $0.01 per share and may be issued at the discretion of the Board of Directors without stockholder approval with such designations, rights and preferences as the Board of Directors may determine. There were no shares of preferred stock issued or outstanding at September 30, 2019 or 2018, respectively. Accumulated Other Comprehensive Income The following is a summary of the components of accumulated other comprehensive income, net of tax, at September 30, 2019, 2018 and 2017 (in thousands): Unrealized Gains (Losses) Currency on Available- Pension Translation for-Sale Liability Adjustments Securities Adjustments Total Balance at September 30, 2016 $ 15,389 $ (3) $ (220) $ 15,166 Other comprehensive income (loss) before reclassifications (221) (10) 514 283 Amounts reclassified from accumulated other comprehensive income — 12 (248) (236) Balance at September 30, 2017 15,168 (1) 46 15,213 Other comprehensive income (loss) before reclassifications (1,651) (110) 124 (1,637) Amounts reclassified from accumulated other comprehensive income — (1) 12 11 Balance at September 30, 2018 13,517 (112) 182 13,587 Other comprehensive (loss) income before reclassifications (9,333) 244 (882) (9,971) Amounts reclassified from accumulated other comprehensive income — (140) 35 (105) Balance at September 30, 2019 $ 4,184 $ (8) $ (665) $ 3,511 Unrealized net holding gains (losses) on available-for-sale marketable securities are reclassified from accumulated other comprehensive income into results of operations at the time of the securities’ sale, as described in Note 5, “Marketable Securities.” Gains (losses) related to defined benefit pension plan settlements are reclassified from accumulated other comprehensive income into results of operations at the time of the settlement, as described in Note 14, “Postretirement Benefits.” Defined benefit pension plan curtailments are recognized as reclassifications from accumulated other comprehensive income and corresponding reductions in pension liabilities and net pension cost, as described in Note 14, “Postretirement Benefits.” |
Equity Incentive Plans
Equity Incentive Plans | 12 Months Ended |
Sep. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans | 16. Equity Incentive Plans The Company’s equity incentive plans are intended to attract and retain employees and provide an incentive for them to contribute to the Company’s long-term growth and achievement of its long-range performance goals. The equity incentive plans consist of plans under which employees may be granted options to purchase shares of the Company’s stock, restricted stock and other equity incentives. Restricted stock awards generally have a three-year vesting period. At September 30, 2019, a total of 1,954,021 shares were reserved and available for future grant under the equity incentive plans. 2015 Equity Incentive Plan In accordance with the 2015 Equity Incentive Plan (the “2015 Plan”), the Company may grant (i) restricted stock and other stock-based awards, (ii) nonqualified stock options, and (iii) options intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code. All employees of the Company or any affiliate of the Company, independent directors, consultants and advisors are eligible to participate in the 2015 Plan. The 2015 Plan provides for the issuance of a maximum of 5,000,000 shares of common stock in addition to the stock option and restricted stock awards granted out of the 2000 Plan that were canceled or forfeited after February 5, 2015 upon expiration of the 2000 Plan on March 31, 2015. Restricted Stock Activity The following table summarizes restricted stock unit activity for the fiscal year ended September 30, 2019: Weighted Average Grant-Date Shares Fair Value Outstanding at September 30, 2018 2,194,512 $ 17.20 Granted 792,315 30.47 Vested (1,055,018) 13.04 Forfeited (149,083) 26.11 Outstanding at September 30, 2019 1,782,726 24.63 The weighted average grant date fair value of restricted stock units granted during fiscal years 2019, 2018 and 2017 was $30.47, $33.28 and $14.43 per share, respectively. The fair value of restricted stock units vested during fiscal years 2019, 2018 and 2017 was $34.8 million, $22.0 million and $15.0 million, respectively. During fiscal years 2019, 2018 and 2017, the Company remitted $15.3 million, $7.3 million and $4.7 million, respectively, for withholding taxes on vested restricted stock units, of which $0.0 million, $0.0 million and $0.1 million, respectively, was paid by the Company. During fiscal years 2019, 2018 and 2017, the Company received $15.3 million, $7.3 million and $4.6 million, respectively, in cash proceeds from employees to satisfy their tax obligations as a result of share issuances. As of September 30, 2019, the future unrecognized stock-based compensation expense related to restricted stock units expected to vest is $20.8 million and is expected to be recognized over an estimated weighted average amortization period of 1.6 years. The Company grants restricted stock units that vest over a required service period and /or achievement of certain operating performance goals. Restricted stock units granted with performance goals may also have a required service period following the achievement of all or a portion of the goals. The following table reflects restricted stock units and stock awards granted during fiscal years ended September 30, 2019, 2018 and 2017: Time-Based Performance- Total Units Units Stock Grants Based Units Year ended September 30, 2019 792,315 330,006 38,920 423,389 Year ended September 30, 2018 535,289 213,893 36,774 284,622 Year ended September 30, 2017 1,018,570 386,713 43,519 588,338 Among the total restricted stock units granted, 134,993 and 124,124 shares, respectively, were granted to the employees who belong to the discontinued operations in the year ended September 30, 2018, and 2017. Time-Based Grants Restricted stock units granted with a required service period typically have three-year vesting schedules in which one one one Stock Grants The stock awards granted to the members of the Company’s Board of Directors include stock awards, restricted stock awards and deferred stock and restricted stock units. Stock awards granted during fiscal year 2019 were vested upon issuance. Restricted stock awards granted during fiscal year 2018 and 2017 were subject to a one-year vesting period. Certain members of the Board of Directors have elected to defer receiving their annual stock awards and related quarterly dividends until they attain a certain age or cease to provide services as the Company’s Board members. Annual deferred restricted stock units granted during fiscal year 2019 vested upon issuance. Annual deferred restricted stock units granted during fiscal years 2018 and 2017 are subject to a one-year vesting period. Performance-Based Grants Performance-based restricted stock units are earned based on the achievement of performance criteria established by the Human Resources and Compensation Committee and approved by the Board of Directors. The criteria for performance-based awards are weighted and have threshold, target and maximum performance goals. Performance-based awards granted in fiscal year 2019, 2018 and 2017 allow participants to earn 100% of restricted stock units if the Company’s performance meets its target goal for each applicable financial metric, and up to a maximum of 200% if the Company’s performance for such metrics meets the maximum or stretch goal. Performance below the minimum threshold for each financial metric results in award forfeitures. Performance goals will be measured over a three-year period for each year’s awards and at the end of the period to determine the number of units earned by recipients who continue to meet the service requirement. Around the third anniversary of each year’s awards’ grant date, the Company’s Board of Directors determines the number of units earned for participants who continue to meet the service requirements on the vest date. Employee Stock Purchase Plan The Company maintains an employee stock purchase plan that allows its employees to purchase shares of common stock at a price equal to 85% of the fair market value of the Company’s stock at the beginning or the end of the semi-annual period, whichever is lower. On February 8, 2017, the stockholders approved the 2017 Employee Stock Purchase Plan (the “2017 Plan”) to replace the 1995 Employee Stock Purchase Plan (the “1995 Plan”) which was terminated upon the expiration of the offering period ending on July 31, 2017. The 2017 Plan allows for purchases by employees of up to 1,250,000 shares of the Company’s common stock. As of September 30, 2019, 992,284 shares of common stock remain available for purchase under the 2017 Plan. During fiscal year ended September 30, 2019, the Company issued 131,042 shares under the 2017 Plan. During fiscal years 2018, the Company issued 126,674 shares under the 2017 Plan. |
Restructuring and Other Charges
Restructuring and Other Charges | 12 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Charges | 17. Restructuring and Other Charges Fiscal Year 2019 Activities During fiscal year 2019, the Company incurred restructuring charges of million primarily related to the elimination of redundancies and cost elimination within our Brooks Life Sciences segment. During fiscal year 2019, the Brooks Life Sciences segment incurred restructuring charges of $0.7 million related to the continued action to eliminated redundancies. During fiscal year 2019, the Brooks Semiconductor Solutions Group segment incurred restructuring charges of $0.6 million related to the continued action to eliminated redundancies. During the fourth quarter of fiscal year 2019, the Company initiated the first phase of an action to eliminate costs within our Brooks Life Science segment’s sample management business. During the fourth quarter of fiscal year 2019, the Brooks Life Science segment incurred costs of $0.6 million related to severance. Fiscal Year 2018 Activities During fiscal year 2018, the Company incurred restructuring charges of $0.7 million, primarily related to the planned closure of its Denmark facility and reduction in force at Tec-Sem discussed below. During the fourth quarter of fiscal year 2018, the Company initiated an action to consolidate the operations at its Denmark facility into its operations at its Manchester, UK facility to eliminate cost redundancies. The $0.3 million charge resulted from the Denmark action was related to Brooks Life Sciences segment. During the fourth quarter of fiscal year 2018, the Company also initiated a post-acquisition reduction in force plan at Tec-Sem to maximize synergies with the Company’s existing infrastructure. The $0.3 million charge resulted from the Tec-Sem action was related to the Brooks Semiconductor Solutions Group segment. Fiscal Year 2017 Activities During fiscal year 2017, the Company recorded restructuring charges of $3.1 million related to severance, including $2.5 million attributable to the Brooks Semiconductor Solutions Group segment, $0.4 million attributable to the Brooks Life Sciences segment and $0.3 million attributable to the company-wide restructuring action. The restructuring charges in the Brooks Semiconductor Solutions Group segment consisted of $1.5 million of charges related to the actions initiated during fiscal year 2017 to streamline field service operations and optimize the cost structure and improve productivity, and $1.0 million of charges related to the actions initiated prior to fiscal year 2017 primarily related to consolidate the Jena, Germany repair facility into the Chelmsford, Massachusetts repair operation. Restructuring charges of $0.3 million were related to the company-wide restructuring action initiated in fiscal year 2016 to streamline business operations, improve competitiveness and overall profitability. The following is a summary of activity related to the Company’s restructuring and other charges, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Activity - Year Ended September 30, 2019 Balance Balance September 30, September 30, 2018 Expenses Payments 2019 Total restructuring liabilities related to workforce termination benefits $ 659 $ 1,894 $ (1,513) $ 1,040 Activity - Year Ended September 30, 2018 Balance Balance September 30, September 30, 2017 Expenses Payments 2018 Total restructuring liabilities related to workforce termination benefits $ 1,708 $ 714 $ (1,763) $ 659 Activity - Year Ended September 30, 2017 Balance Balance September 30, September 30, 2016 Expenses Payments 2017 Total restructuring liabilities related to workforce termination benefits $ 5,939 $ 3,144 $ (7,375) $ 1,708 Accrued restructuring costs of $1.0 million as of September 30, 2019 are expected to be paid during fiscal year 2020. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 18. Earnings per Share The calculations of basic and diluted net income (loss) per share and basic and diluted weighted average shares outstanding are as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands, except per share data): Year Ended September 30, 2019 2018 2017 Income from continuing operations $ 9,554 $ 67,717 $ 10,687 Income from discontinued operations, net of tax 427,862 48,747 51,925 Net income 437,416 116,464 62,612 Net loss attributable to noncontrolling interest — 111 — Net income attributable to Brooks Automation, Inc. $ 437,416 $ 116,575 $ 62,612 Weighted average common shares outstanding used in computing basic earnings per share 71,992 70,489 69,575 Dilutive restricted stock units 394 448 910 Weighted average common shares outstanding used in computing diluted earnings per share 72,386 70,937 70,485 Basic net income per share attributable to Brooks Automation, Inc. common stockholders: Income from continuing operations $ 0.13 $ 0.96 $ 0.15 Income from discontinued operations, net of tax 5.95 0.69 0.75 Basic net income per share attributable to Brooks Automation, Inc. $ 6.08 $ 1.65 $ 0.90 Diluted net income per share attributable to Brooks Automation, Inc. common stockholders: Income from continuing operations $ 0.13 $ 0.95 $ 0.15 Income from discontinued operations, net of tax 5.91 0.69 0.74 Diluted net income per share attributable to Brooks Automation, Inc. common stockholders $ 6.04 $ 1.64 $ 0.89 Dividend declared per share $ 0.40 $ 0.40 $ 0.40 Restricted stock units of 9,439, 9,927 and 9,500, respectively, during fiscal year 2019, 2018 and 2017 were excluded from the computation of diluted earnings per share as their effect would be anti-dilutive based on the treasury stock method. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 19. Revenue from Contracts with Customers Disaggregated Revenue The Company disaggregates revenue from contracts with customers in a manner that depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The Company disaggregates revenue based on the transfer of control of the underlying performance obligations, the geographic location in which customer orders are placed and by reporting unit. The Company transfers control of its performance obligations at a point in time or over time, depending on the nature of the product or service being provided. Revenue from contracts with customers is attributed to geographic areas based on locations in which the customer orders are placed. The Company reports financial results for two reportable segments which consist of Brooks Semiconductor Solutions Group segment and Brooks Life Sciences segment. The Company also consists of five reporting units, including three reporting units within the Brooks Semiconductor Solutions Group reportable segment and two reporting units within the Brooks Life Sciences reportable segment. The following is a reconciliation of revenue disaggregated in a manner discussed above to segment revenue for the fiscal year ended September 30, 2019 (in thousands): Brooks Semiconductor Brooks Life Solutions Group Sciences Total Fiscal Year Ended September 30, 2019 Point in time $ 442,876 $ 97,240 $ 540,116 Over time 3,793 236,939 240,732 $ 446,669 $ 334,179 $ 780,848 The following is revenue by geographic location and reporting unit for the fiscal year ended September 30, 2019 (in thousands): Year Ended September 30, 2019 Geographic Location North America $ 327,250 Asia/Pacific/Other 312,237 United Kingdom 48,764 Rest of Europe 92,597 $ 780,848 Reporting Unit Automation Solutions $ 286,188 Contamination Control Solutions 118,318 Global Semiconductor Services 42,163 Brooks Semiconductor Solutions Group 446,669 Sample Management 207,916 GENEWIZ 126,263 Brooks Life Sciences 334,179 Total $ 780,848 Contract Balances Accounts Receivable, Net. Contract Assets. Deferred Commissions. over a 60 month period, which represents the average period of contract performance. The Company classifies deferred commissions as noncurrent as the original amortization period of this asset is greater than one year. Deferred commissions balances are included within “Other assets” on the Company’s Consolidated Balance Sheet. Deferred commissions were $0.8 million and $1.5 million at September 30, 2019 and October 1, 2018, respectively. The Company recorded $0.7 million of amortization expense related to deferred commissions for the year ended September 30, 2019. Contract Liabilities. Revenue recognized from the contract liability balance at October 1, 2018 was $23.6 million for the year ended September 30, 2019. Remaining Performance Obligations. As of September 30, 2019 Less than 1 Year Greater than 1 Year Total Remaining Performance Obligations $ 22,461 $ 5,954 $ 28,415 Cost to Obtain and Fulfill a Contract The Company capitalizes sales commissions when incurred if they are (i) incremental costs of obtaining a contract, (ii) expected to be recovered and (iii) have an expected amortization period that is greater than one year. As part of the Company’s cumulative effect adjustment, incremental costs associated with obtaining a contract were capitalized and have been classified as deferred commissions within the Company’s Consolidated Balance Sheet. These amounts primarily relate to sales commissions within the Brooks Life Sciences segment and are being amortized over a 60-month period, which represents the average period of contract performance. The Company did not capitalize any sales commissions during the fiscal year ended September 30, 2019 as the amount of sales commissions that qualified for capitalization during the reporting period was insignificant. Sales commissions incurred during the reporting period have been expensed as incurred. These costs are recorded within “Selling, general, and administration expenses”. The Company has concluded that none of its costs incurred in fulfillment of customer contracts meet the capitalization criteria. The Company will account for shipping and handling activities as fulfillment activities and recognize the associated expense when transfer of control of the product has transferred to the customer. |
Significant Customers
Significant Customers | 12 Months Ended |
Sep. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
Significant Customers | 20. Significant Customers No customers accounted for more than 10% of the Company’s consolidated revenue during the fiscal years ended September 30, 2019, 2018 and 2017. No customers accounted for more than 10% of the Company’s total receivables during the fiscal year ended September 30, 2019 and 2018. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | 21. Segment and Geographic Information Operating segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and to assess performance. The Company’s Chief Executive Officer is the Company’s chief operating decision maker. The Company operates in two reportable segments: Brooks Semiconductor Solutions Group segment and Brooks Life Sciences segment. Brooks Life Sciences consists of two operating segments aggregated into one reportable segment. The Brooks Semiconductor Solutions Group segment provides a variety of products, services and solutions that enable improved throughput and yield in controlled operating environments, as well as an extensive range of support services. The solutions include atmospheric and vacuum robots, robotic modules, tool automation systems, and contamination control of wafer carrier front opening unified pods. The support services include repair services, diagnostic support services, and installation services in support of the products, which enable customers to maximize process tool uptime and productivity. This segment also provides end-user customers with spare parts and productivity enhancement upgrades to maximize tool productivity. The Brooks Life Sciences segment provides comprehensive life cycle sample management solutions for life science and bioscience customers including complete end-to-end “cold chain of custody” solutions and sample-based laboratory services such as genomic sequencing and gene synthesis to advance scientific research and support drug development. The segment’s product offerings include automated cold sample management systems for compound and biological sample storage, equipment for sample preparation and handling, consumables, and informatics that help customers manage samples throughout their research discovery and development work flows. The segment’s service offerings include sample storage, genomic sequencing, gene synthesis, laboratory processing services, laboratory analysis, and other support services provided to a wide range of life science customers, including pharmaceutical companies, biotechnology companies, biorepositories and research institutes. The Company considers adjusted operating income, which excludes charges related to amortization of completed technology, the acquisition accounting impact on inventory contracts acquired and restructuring related charges as the primary performance metric when evaluating the business. In conjunction with the acquisition of GENEWIZ during the quarter ended December 31, 2018, the Company reassessed its segment reporting structure and determined that GENEWIZ represents a separate operating segment based on ASC 280, Segment Reporting (“ASC 280”). As permitted by ASC 280, the Company elected to aggregate the Sample Management operating segment and the GENEWIZ operating segment as a single reportable segment titled Brooks Life Sciences. The aggregation was based on similarities in long-term forecasted economic characteristics, particularly adjusted operating income, similarity in services they offer, the customers they serve, the nature of their service delivery models, and their regulatory environments. The Company believes that the aggregated presentation is more useful to investors and other financial users. Management formally assesses the long-term financial outlook of its operating segments on an annual basis as part of its strategic planning process and more frequently on an informal basis. The customer bases of the operating segments overlap, serving life science and bioscience customers in the pharmaceutical and bio-technology companies as well as academic and government institutions. Both of these operating segments provide services relating to the biological samples needed to advance non-clinical and clinical research, serving scientific and business operations functions. In a typical customer workflow, a biological sample is collected, processed and analyzed with results interpreted and used to make scientific judgements. Critical or valuable samples are then annotated and stored for many years in environments where they can be easily retrieved for additional study. These operating segments provide services across this workflow. Both of these operating segments offer services meeting the standards of Good Manufacturing Practices set forth by the U.S. Food and Drug Administration. The following is the summary of the financial information for the Company’s reportable segments for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Year Ended September 30, 2019 2019 2018 2017 Revenue: Brooks Semiconductor Solutions Group $ 446,669 $ 435,018 $ 378,790 Brooks Life Sciences 334,179 196,542 148,709 Total revenue $ 780,848 $ 631,560 $ 527,499 Operating income: Brooks Semiconductor Solutions Group $ 69,961 $ 62,511 $ 42,741 Brooks Life Sciences 20,631 3,795 3,217 Reportable segment adjusted operating income 90,592 66,306 45,958 Amortization of completed technology 10,424 4,877 3,915 Acquisition accounting impact on inventory contracts acquired 184 1,896 523 Restructuring related charges 285 — — Amortization of acquired intangible assets 24,737 19,339 13,228 Restructuring charges 1,894 714 3,144 Other unallocated corporate expenses 7,030 8,071 10,829 Total operating income 46,038 31,409 14,319 Interest income 1,449 1,881 464 Interest expense (22,250) (9,520) (408) Gain on settlement of equity method investment — — 1,847 Loss on extinguishment of debt (14,339) — — Other expenses, net (1,455) (3,304) (1,702) Income before income taxes $ 9,443 $ 20,466 $ 14,520 Brooks Semiconductor Brooks Assets: Solutions Group Life Sciences Total September 30, 2019 $ 259,641 $ 909,154 $ 1,168,795 September 30, 2018 264,452 410,581 675,033 The following is a reconciliation of the Company’s reportable segments’ segment assets to the amounts presented in the accompanying Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): September 30, September 30, 2019 2018 Segment assets $ 1,168,795 $ 675,033 Cash, cash equivalents, restricted cash, and marketable securities 342,140 251,226 Deferred tax assets 5,064 43,798 Assets held for sale — 125,200 Total assets $ 1,515,999 $ 1,095,257 Revenue from external customers is attributed to geographic areas based on locations in which customer orders are placed. Net revenue by geographic area for the fiscal years ended September 30, 2019, 2018 and 2017 are as follows (in thousands): Year Ended September 30, 2019 2018 2017 North America $ 327,250 $ 233,243 $ 174,432 Asia / Pacific/ Other 312,237 262,706 255,825 Europe: United Kingdom 48,764 51,690 37,283 Rest of Europe 92,597 83,921 59,959 $ 780,848 $ 631,560 $ 527,499 The majority of the Company’s net revenue in North America is generated in the United States which amounted to $325.3 million, $232.7 million and $172.9 million, respectively, during fiscal years ended September 30, 2019, 2018 and 2017. The geographic location of an OEM is not indicative of where the products will eventually be used. The geographic area for the orders is determined by the onward sale of an OEM system which incorporates the sub-systems and/or components. Property, plant and equipment by geographic area as of September 30, 2019 and 2018 are as follows (in thousands): September 30, 2019 2018 North America $ 72,401 $ 50,614 Asia / Pacific/ Other 15,628 492 Europe: United Kingdom 5,019 5,494 Rest of Europe 7,621 3,388 $ 100,669 $ 59,988 Property, plant and equipment located in the United States amounted to $72.3 million and $50.5 million, respectively, at September 30, 2019 and 2018. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 22. Fair Value Measurements The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following levels of inputs may be used to measure fair value: Level 1 Inputs: Level 2 Inputs: Level 3 Inputs: The Company measures certain assets, including the cost and equity method investments, at fair value on a nonrecurring basis when they are deemed to be other-than-temporarily impaired. The fair values of these investments are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparables, and discounted cash flow projections. An impairment charge is recorded when the cost of the investment exceeds its fair value and this condition is determined to be other-than-temporary. Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables summarize assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable September 30, Identical Assets Observable Inputs Inputs Description 2019 (Level 1) (Level 2) (Level 3) Assets: Cash equivalents $ 16,164 $ 6,188 $ 9,976 $ — Available-for-sale securities 36,969 — 36,969 — Foreign exchange contracts 17 — 17 — Total Assets $ 53,150 $ 6,188 $ 46,962 $ — Liabilities: Foreign exchange contracts $ 340 $ — $ 340 $ — Total Liabilities $ 340 $ — $ 340 $ — Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable September 30, Identical Assets Observable Inputs Inputs Description 2018 (Level 1) (Level 2) (Level 3) Assets: Cash equivalents $ 50,572 $ 50,572 $ — $ — Available-for-sale securities 53,518 — 53,518 — Foreign exchange contracts 170 — 170 — Total Assets $ 104,260 $ 50,572 $ 53,688 $ — Liabilities: Foreign exchange contracts $ 177 $ — $ 177 $ — Total Liabilities $ 177 $ — $ 177 $ — Cash Equivalents Cash equivalents of $6.2 million and $50.6 million, respectively, at September 30, 2019 and 2018 consist of money market funds and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. Cash equivalents of $10.0 million as of September 30, 2019 consist primarily of treasury bills and agency bonds and are classified within Level 2 of the fair value hierarchy because they are not actively traded. Available-For-Sale Securities Available-for-sale securities of $37.0 million and $53.5 million, respectively, at September 30, 2019 and 2018 consist of U.S. Treasury Securities, Municipal Securities, Bank Certificate of Deposits, U.S Corporate Securities and Other Debt Securities. The securities are valued using matrix pricing and benchmarking and classified within Level 2 of the fair value hierarchy because they are not actively traded. Matrix pricing is a mathematical technique used to value securities by relying on the securities’ relationship to other benchmark quoted prices. Foreign Exchange Contracts Foreign exchange contract assets and liabilities amounted to less than $0.1 million and $0.3 million, respectively, at September 30, 2019. Foreign exchange contract assets and liabilities amounted to $0.2 million each at September 30, 2018. Foreign exchange contract assets and liabilities are measured and reported at fair value based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for these contracts. Term Loan As of September 30, 2019, estimated fair value of the term loan outstanding principal balance approximates its carrying value. The fair value was determined based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for this term loan or a similar loan instrument. Financial Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis During fiscal year 2019 and 2018, the Company did not record any material other-than-temporary impairments on financial assets required to be measured at fair value on a nonrecurring basis. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 23. Commitments and Contingencies Operating Leases Commitments The Company leases manufacturing and office facilities and certain equipment under non-cancelable operating leases with lease expiration dates through 2029. Rent expense under the operating leases, excluding costs recorded as a component of restructuring charges, was $9.6 million, $5.3 million and $4.0 million, respectively, for the fiscal years ended September 30, 2019, 2018 and 2017. Future minimum lease commitments on non-cancelable operating leases payments as of September 30, 2019 are as follows (in thousands): Net Year Ended September 30, Payments 2020 $ 8,898 2021 5,845 2022 3,845 2023 3,166 2024 2,520 Thereafter 4,249 $ 28,523 Letters of Credit At September 30, 2019, the Company had $1.3 million of letters of credit outstanding related primarily to customer advances and other performance obligations. These arrangements guarantee the refund of advance payments received from the Company’s customers in the event that the product is not delivered or warranty obligations are not fulfilled in accordance with the contract terms. These obligations could be called by the beneficiaries at any time before the expiration date of the particular letter of credit if the Company fails to meet certain contractual requirements. None of these obligations were called during fiscal years ended September 30, 2019, and the Company currently does not anticipate any of these obligations to be called in the near future. Purchase Commitments At September 30, 2019, the Company has non-cancelable commitments of $126.5 million, including purchase orders for inventory of $76.9 million, IT-related commitments of $26.6 million, China facility commitments of $19.7 million and other commitments of $3.3 million. Contingencies The Company is subject to various legal proceedings, both asserted and unasserted, that arise in the ordinary course of business. The Company cannot predict the ultimate outcome of such legal proceedings or in certain instances provide reasonable ranges of potential losses. However, as of the date of this report, the Company believes that none of these claims will have a material adverse effect on its consolidated financial position or results of operations. In the event of unexpected subsequent developments and given the inherent unpredictability of these legal proceedings, there can be no assurance that the Company’s assessment of any claim will reflect the ultimate outcome, and an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s consolidated financial position or results of operations in particular quarterly or annual periods. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. Subsequent Events Dividend On November 1, 2019, the Company’s Board of Directors declared a cash dividend of $0.10 per share payable on December 20, 2019 to common stockholders of record as of December 6, 2019. Dividends are declared at the discretion of the Company’s Board of Directors and depend on the Company’s actual cash flow from operations, its financial condition and capital requirements, as well as any other factors the Company’s Board of Directors may consider relevant. Future dividend declarations, as well as the record and payment dates for such dividends, will be determined by the Company’s Board of Directors on a quarterly basis. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company applies the equity method of accounting to investments that provide it with the ability to exercise significant influence over the entities in which it lacks controlling financial interest and is not a primary beneficiary. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates are associated with recording accounts receivable, inventories, goodwill, intangible assets other than goodwill, long-lived assets, derivative financial instruments, deferred income taxes, warranty obligations, revenue recognized in accordance with the percentage of completion method, and stock-based compensation expense. The Company assesses the estimates on an ongoing basis and records changes in estimates in the period they occur and become known. Actual results could differ from these estimates. |
Business Combinations | Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company’s current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company’s operating results. |
Foreign Currency Translation | Foreign Currency Translation Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Foreign currency exchange gains (losses) generated from the settlement and remeasurement of these transactions are recognized in earnings and presented within “Other expenses, net” in the Company’s Consolidated Statements of Operations. Net foreign currency transaction and remeasurement losses totaled $1.8 million, $3.3 million and $2.3 million for the fiscal years ended September 30, 2019, 2018 and 2017, respectively. The determination of the functional currency of the Company’s subsidiaries is based on their financial and operational environment and is the local currency of all of the Company’s foreign subsidiaries. The subsidiaries’ assets and liabilities are translated into the reporting currency at period-end exchange rates, while revenue, expenses, gains and losses are translated at the average exchange rates during the period. Gains and losses from foreign currency translations are recorded in “Accumulated other comprehensive income” in the Company’s Consolidated Balance Sheets and presented as a component of comprehensive income in the Company’s Consolidated Statements of Comprehensive Income. |
Derivative Financial Instruments | Derivative Financial Instruments All derivatives, whether designated as a hedging relationship or not, are recorded in the Consolidated Balance Sheets at fair value. The accounting for changes in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation based on the exposure being hedged. Certain derivatives held by the Company are not designated as hedges but are used in managing exposure to changes in foreign exchange rates. A fair value hedge is a derivative instrument designated for the purpose of hedging the exposure to changes in fair value of an asset or a liability resulting from a particular risk. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are both recognized in the results of operations and presented in the same caption in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income. A cash flow hedge is a derivative instrument designated for the purpose of hedging the exposure to variability in future cash flows resulting from a particular risk. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income and recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in the results of operations. A hedge of a net investment in a foreign operation is achieved through a derivative instrument designated for the purpose of hedging the exposure of changes in value of investments in foreign subsidiaries. If the derivative is designated as a hedge of a net investment in a foreign operation, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income as a part of the foreign currency translation adjustment. Ineffective portions of net investment hedges are recognized in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the Consolidated Statements of Operations as gains or losses consistent with the classification of the underlying risk. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash deposits and cash equivalents, marketable securities, derivative instruments and accounts receivable. All of the Company’s cash, cash equivalents, marketable securities and derivative instruments are maintained by major financial institutions. The Company invests cash not used in operations in investment grade, high credit quality securities in accordance with the Company’s investment policy which provides guidelines and limits regarding investments type, concentration, credit quality and maturity terms aimed at maintaining liquidity and reducing risk of capital loss. The Company regularly monitors the creditworthiness of its customers and believes that it has adequately provided for exposure to potential credit losses. The Company’s ten largest customers accounted for approximately 28%, 34% and 35% of its consolidated revenue for the fiscal years ended September 30, 2019, 2018 and 2017, respectively. No customers accounted for more than 10% of the Company’s consolidated revenue for fiscal years 2019, 2018 and 2017. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, marketable securities, derivative instruments, the term loan, accounts receivable, and accounts payable. Marketable securities and derivative instruments are measured at fair value based on quoted market prices or observable inputs other than quoted market prices for identical or similar assets or liabilities. The carrying amounts of cash, cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short-term nature. |
Cash and Cash Equivalents, and Restricted Cash | Cash and Cash Equivalents, and Restricted Cash Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash. At September 30, 2019 and 2018, cash equivalents were $16.2 million and $50.6 million, respectively. Cash equivalents are reported at fair value. We classify certain restricted cash balances within prepaid expenses and other current assets on the accompanying consolidated balance sheets based upon the term of the remaining restrictions. |
Accounts Receivable and Allowance for Doubtful Accounts and Sales Returns | Accounts Receivable, Allowance for Doubtful Accounts and Sales Returns Trade accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts representing its best estimate of probable credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends and historical experience. The Company reviews its allowance for doubtful accounts on a quarterly basis and adjusts the balance based on the Company’s estimates of the receivables’ recoverability in the period the changes in estimates occur and become known. Accounts receivable balances are written off against the allowance for doubtful accounts when the Company determines that the balances are not recoverable. Provisions for doubtful accounts are recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. The Company determines the allowance for sales returns based on its best estimate of probable customer returns. Provisions for sales returns are recorded in "Revenue" in the Consolidated Statements of Operations. The Company does not have any off-balance-sheet credit exposure related to its customers. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value determined on a first-in, first-out basis and include the cost of materials, labor and manufacturing overhead. The Company reports inventories at their net realizable value and provides reserves for excess, obsolete or damaged inventory based on changes in customer demand, technology and other economic factors. |
Fixed Assets, Intangible Assets and Impairment of Long-lived Assets | Fixed Assets, Intangible Assets and Impairment of Long-lived Assets Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: Buildings 10 - 40 years Computer equipment software 3 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining terms of the respective leases. Equipment used for demonstrations to customers is included in machinery and equipment and depreciated over its estimated useful life. Repair and maintenance costs are expensed as incurred. The Company has developed software for internal use. Internal and external labor costs incurred during the application development stage of a project are capitalized. Costs incurred prior to application development and post implementation are expensed as incurred. Training and data conversion costs are expensed as incurred. As of September 30, 2019, and 2018, the Company had cumulative capitalized direct costs of $11.6 million and $5.6 million, respectively, associated with the development of software for its internal use. These capitalized costs are included within "Property, plant and equipment, net" in the accompanying Consolidated Balance Sheets. During fiscal year 2019, the Company capitalized direct costs of $5.1 million associated with the development of software for its internal use. Cost of disposed assets and the associated accumulated depreciation are derecognized upon their retirement or at the time of disposal, and the resulting gain or loss is included in the Company’s results of operations. The Company identified finite-lived intangible assets other than goodwill as a result of acquisitions. Finite-lived intangible assets are valued based on estimated future cash flows and amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. Finite-lived intangibles assets and fixed assets are tested for impairment when indicators of impairment are present. For purposes of this test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If the Company determines that indicators of potential impairment are present, it assesses the recoverability of long-lived asset group by comparing its undiscounted future cash flows to its carrying value. The future cash flow period is based on the future service life of the primary asset within the long-lived asset group. If the carrying value of the long-lived asset group exceeds its future cash flows, the Company determines fair values of the individual net assets within the long-lived asset group to assess potential impairment. If the aggregate fair values of the individual net assets of the group are less than their carrying values, an impairment loss is recognized for an amount in excess of the group’s aggregate carrying value over its fair value. The loss is allocated to the assets within the group based on their relative carrying values, with no asset reduced below its fair value. Finite-lived intangible assets are amortized over their useful lives, as follows: Patents 7 - 15 years Completed technology 3 - 15 years Customer relationships 3 - 14 years |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of net tangible and identifiable intangible assets of the businesses acquired by the Company. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company has elected April 1 st Application of the goodwill impairment test requires significant judgment based on market and operational conditions at the time of the evaluation, including management’s best estimate of future business activity and the related estimates of future cash flows from the assets and the reporting units that include the associated goodwill. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair market values. Future business conditions and/or activity could differ materially from the projections made by management which could result in additional adjustments and impairment charges. The goodwill impairment test is performed at the reporting unit level. A reporting unit is either an operating segment or one level below it, which is referred to as a “component”. The level at which the impairment test is performed requires an assessment of whether the operations below an operating segment constitute a self-sustaining business, in which case testing is generally performed at this level. In accordance with ASC 350, Intangibles- Goodwill and Other The Company determines fair values of its reporting units based on an income approach in accordance with the discounted cash flow method (DCF Method). The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values. Terminal value represents a present value an investor would pay on the valuation date for the rights to the cash flows of the business for the years subsequent to the discrete cash flow projection period. The observable inputs used in the DCF Method include discount rates set above the Company’s weighted-average cost of capital. The Company derives discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and its internally developed projections of future cash flows. The Company considers the DCF Method to be the most appropriate valuation technique since it is based on management’s long-term financial projections. Due to the cyclical nature of the semiconductor equipment market, management’s projections as of the valuation date are considered more objective since market metrics of peer companies fluctuate during the cycle. In addition, the Company also compares aggregate values of its net corporate assets and reporting unit fair values to its overall market capitalization and uses certain market-based valuation techniques to test the reasonableness of the reporting unit fair values determined in accordance with the DCF Method. |
Deferred Financing Costs | Deferred Financing Costs The Company records commitment fees and other costs directly associated with obtaining the term loan and line of credit financing as deferred financing costs which are presented as a reduction of Long-term debt on the Consolidated Balance Sheets. Deferred financing costs were $0.9 million and $2.9 million at September 30, 2019 and 2018, respectively. Such costs are amortized over the term of the related financing arrangement and included in “Interest expense” in the accompanying Consolidated Statements of Operations. Amortization expense related to deferred financing costs was $1.1 million and $0.5 million for fiscal years ended September 30, 2019 and 2018, respectively, and was included in interest expense in the accompanying Consolidated Statements of Operations. Please refer to Note 10, “Line of Credit” and Note 11, “Debt” for further information on this arrangement. |
Warranty Obligations | Warranty Obligations The Company offers warranties on the sales of certain of its products and records warranty obligations for estimated future claims at the time revenue is recognized. Warranty obligations are estimated based on historical experience and management’s estimate of the level of future claims. |
Revenue Recognition | Revenue Recognition The Company generates revenue from the following sources: ● Products, including sales of tool automation and automated cold sample management systems, atmospheric and vacuum robots, contamination control solutions, consumables, instruments, spare parts and software. ● Services, including repairs, upgrades, diagnostic support, installation, as well as biological sample services such as DNA sequencing, gene synthesis, molecular biology, bioinformatics, biological sample storage and other support services. The Company recognizes revenue for the transfer of such promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those products or services. Under ASC 606, Revenue from Contracts with Customers ● Identify the contract with a customer. Contracts are accounted for when approval and commitment has been received from both parties, the rights of each party are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration to which the Company is entitled is probable. Contracts are generally evidenced through receipt of an approved purchase order or execution of a binding arrangement. Within the Brooks Semiconductor Solutions Group segment, contracts are typically short-term with the exception of service-type warranty contracts, which generally have a stated contract term that is greater than one year. Within the Brooks Life Sciences segment, contracts are both short and long-term. Long-term contracts within this segment relate to the sale of products with attached service-type warranty contracts that generally have a stated contract term that is greater than one year. Contracts within both operating segments may contain acceptance provisions where the Company is required to obtain technical acceptance from the customer upon completion of installation services and evidence of the systems functional performance within the customer’s operating environment. The Company has concluded that acceptance criteria within its contracts can be objectively evaluated and will not impact the Company’s transfer of control assessment under ASC 606. ● Identify the performance obligations in the contract. Performance obligations include the sale of products and services. Certain customer arrangements related to the sale of automated cold sample management systems and contamination control solution products generally include more than one performance obligation and may include a combination of goods and or services, such as products with installation services or service-type warranty obligations. These contracts include multiple promises and as a result, the Company is required to evaluate each promise and determine whether the promise qualifies as a performance obligation within the contract. Contracts may contain the option to acquire additional products or services at defined prices. The Company reviews the pricing of these options to determine whether the option would exist independently of the current contract. If the pricing of contract options provides a material right to the customer that it would not receive without entering into the current contract, the Company accounts for the option as a separate performance obligation. ● Determine the transaction price. The transaction price of the Company’s contracts with its customer is generally fixed, based on the amounts to be contractually billed to the customer. Certain contracts may contain variable consideration in the form of customer allowances and rebates that consist primarily of retrospective volume based discounts and other incentive programs. Variable consideration is estimated at contract inception and included in the transaction price if it is probable that a subsequent change in the estimate would not result in a significant revenue reversal. The period between transfer of control of the performance obligations within a customer contract and timing of payment is generally within one year. As a result, the Company’s contracts typically do not include significant financing components. ● Allocate the transaction price to the performance obligations in the contract. For customer contracts that contain more than one performance obligation, the Company allocates the total transaction consideration to each performance obligation based on the relative stand-alone selling price of each performance obligation within the contract. The Company relies on either observable standalone sales or an expected cost plus margin approach to determine the standalone selling price of offerings, depending on the nature of the performance obligation. Performance obligations whose standalone selling price is estimated using an expected cost plus margin approach relate to the sale of customized automated cold sample management systems and service-type warranties within the Brooks Life Sciences segment. ● Recognize revenue when or as the Company satisfies a performance obligation . The Company satisfies its performance obligations by transferring a product or service either at a point in time or over time, when the transfer of control of the underlying performance obligation has occurred. Control is evidenced by the customer’s ability to direct the use of, and obtain substantially all the remaining benefits from the performance obligation. Revenue from third-party sales for which the Company does not meet the criteria for gross revenue recognition is recognized on a net basis. All other revenue is recognized on a gross basis. The Company excludes from the transaction price all sales taxes assessed by governmental authorities and as a result, revenue is presented net of tax. As a result of applying this five-step model under ASC 606, the Company recognizes revenues from its sale of products and services as follows: ● Products: Revenue from the sale of standard products is recognized upon their transfer of control to the customer, which is generally upon delivery. Delivery is considered complete at either the time of shipment or arrival at destination, based on the agreed upon terms within the contract. The Company’s payment terms for the sale of standard products are typically 30 to 60 days . Revenue from the sales of certain products that involve significant customization, which include primarily automated cold sample management systems is recognized over time as the asset created by the Company’s performance does not have alternative use to the Company and an enforceable right to payment for performance completed to date is present. The Company recognizes revenue as work progresses based on a percentage of actual labor hours incurred on the project to-date and total estimated labor hours expected to be incurred on the project. The selection of the method to measure progress towards completion requires judgment. The Company has concluded that using the percentage of labor hours incurred to estimated labor hours needed to complete the project most appropriately depicts the Company’s efforts towards satisfaction of the performance obligation. The Company develops profit estimates for long-term contracts based on total revenue expected to be generated from the project and total costs anticipated to be incurred in the project. These estimates are based on a number of factors, including the degree of required product customization and the work required to be able to install the product in the customer’s existing environment, as well as the Company’s historical experience, project plans and an assessment of the risks and uncertainties inherent in the contract related to implementation delays or performance issues that may or may not be within the Company’s control. The Company estimates a loss on a contract by comparing total estimated contract revenue to the total estimated contract costs and recognizes a loss during the period in which it becomes probable and can be reasonably estimated. The Company reviews profit estimates for long-term contracts during each reporting period and revises the estimate based on changes in circumstances. Revenue for certain arrangements that involve significant product customization but do not provide the customer with an enforceable right to payment for performance completed to date are recognized at a point in time, upon completion or substantial completion of the project, provided transfer of control has occurred. The project is considered substantially complete when the Company receives acceptance from the customer and remaining tasks are perfunctory or inconsequential and in control of the Company. Generally, the terms of long-term contracts provide for progress billings based on completion of milestones or other defined phases of work. In certain instances, payments collected from customers in advance of recognizing the related revenue are recorded and presented as contract liabilities within “Deferred revenue” on the Company’s Consolidated Balance Sheet. Additionally, due to certain billing constraints within contracts, the customer may retain a portion of the contract price until completion of the contract. In these contracts, revenue recognized may exceed billings, which the Company presents as a contract asset on the balance sheet, which is included within the “Prepaid expenses and other current assets” on the Company’s Consolidated Balance Sheet. ● Services: Service revenue is generally recognized ratably over time or on an output method, as the customer simultaneously receives and consumes the benefit of these services as they are performed. Revenue from short-term services, generally related to repair services or upgrades of customer-owned equipment is recognized upon completion of the repair effort and the shipment of the repaired product back to the customer. Payments related to service-type warranties may be made up front or proportionally over the contract term. Payment due or received from the customers prior to rendering the associated services are recorded as a contract liability. |
Research and Development Expense | Research and Development Expense Research and development costs are expensed as incurred. Research and development costs consist primarily of personnel expenses related to development of new products, as well as enhancements and engineering changes to existing products and development of hardware and software components. |
Stock-Based Compensation Expense | Stock-Based Compensation Expense The Company measures stock-based compensation cost at fair value on the grant date and recognizes the expense over the service period for the awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the closing price of the Company’s common stock quoted on Nasdaq on the date of grant. For awards that vest based on service conditions, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period. For awards that vest subject to performance conditions, the Company recognizes stock-based compensation expense ratably over the performance period if it is probable that performance condition will be met and adjusted for the probability percentage of achieving the performance goals. The Company makes estimates of stock award forfeitures and the number of awards expected to vest. The Company considers many factors in developing forfeiture estimates, including award types, employee classes and historical experience. Each quarter, the Company assesses the probability of achieving the performance goals. Current estimates may differ from actual results and future changes in estimates. The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Year Ended September 30, 2019 2018 2017 Restricted stock units $ 18,276 $ 18,081 $ 16,056 Employee stock purchase plan 1,203 775 517 Total stock-based compensation expense $ 19,479 $ 18,856 $ 16,573 |
Valuation Assumptions for an Employee Stock Purchase Plan | Valuation Assumptions for an Employee Stock Purchase Plan The fair value of shares issued under the employee stock purchase plan is estimated on the commencement date of each offering period using the Black-Scholes option-pricing model with the following weighted average assumptions for the fiscal years ended September 30, 2019, 2018 and 2017: Year Ended September 30, 2019 2018 2017 Risk-free interest rate 2.3 % 1.9 % 0.9 % Volatility 52 % 46 % 34 % Expected life 6 months 6 months 6 months Dividend yield 1.2 % 1.5 % 3.4 % The risk-free rate is based on the U.S. Treasury yield curve for notes with terms approximating the expected life of the shares granted. The expected stock price volatility is determined based on the Company’s historic stock prices over a period commensurate with the expected life of the shares granted. The expected life represents the weighted average period over which the shares are expected to be purchased. Dividend yields are projected based on the Company’s history of dividend declarations and management’s intention for future dividend declarations. |
Restructuring Expenses | Restructuring Expenses The Company records restructuring expenses associated with management-approved restructuring actions, such as consolidation of duplicate infrastructure and reduction in force, to streamline its business operations and improve profitability and competitiveness. Restructuring expenses include severance costs, contract termination costs to vacate facilities and consolidate operations, and other costs directly associated with restructuring actions. The Company records severance and other employee termination costs associated with restructuring actions when it is probable that benefits will be paid and the amounts can be reasonably estimated. The rates used in determining restructuring liabilities related to severance costs are based on existing plans, historical experience and negotiated settlements. |
Income Taxes | Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, as well as operating loss and tax credit carryforwards. The Company’s Consolidated Financial Statements contain certain deferred tax assets that were recorded as a result of operating losses, as well as other temporary differences between financial and tax accounting. A valuation allowance is established against deferred tax assets if, based upon the evaluation of positive and negative evidence and the extent to which that evidence is objectively verifiable, it is more likely than not that some or all of the deferred tax assets will not be realized. Significant management judgment is required in determining the Company’s income tax provision, the Company’s deferred tax assets and liabilities and any valuation allowance recorded against those net deferred tax assets. The Company evaluates the weight of all available evidence to determine whether it is more likely than not that some portion or all of the net deferred income tax assets will not be realized. The calculation of the Company’s tax liabilities involves consideration of uncertainties in the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon an audit or an examination conducted by taxing authorities, including resolution of related appeals or litigation processes, if any. If the Company determines that a tax position will more likely than not be sustained, the second step requires the Company to estimate and measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as the Company has to determine the probability of various possible outcomes. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors, such as changes in facts or circumstances, tax law, new audit activity and effectively settled issues. Determining whether an uncertain tax position is effectively settled requires judgment. A change in recognition or measurement may result in the recognition of a tax benefit or an additional charge to the tax provision. |
Earnings Per Share | Earnings Per Share Basic income per share is determined by dividing net income by the weighted average common shares outstanding during the period. Diluted income per share is determined by dividing net income by diluted weighted average shares outstanding during the period. Diluted weighted average shares reflect the dilutive effect, if any, of potential common shares. To the extent their effect is dilutive, employee equity awards and other commitments to be settled in common stock are included in the calculation of diluted income per share based on the treasury stock method. Potential common shares are excluded from the calculation of dilutive weighted average shares outstanding if their effect would be anti-dilutive at the balance sheet date based on a treasury stock method or due to a net loss. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) lease liability In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326) in which the guidance is effective. The Company expects to adopt the guidance during the first quarter of fiscal year 2021 and is currently evaluating the impact of this guidance on its financial position and results of operations. In March 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-14, Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans In August 2018, the FASB issued ASU 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In December 2018, the FASB issued ASU 2018-20, Leases (Topic 842): Narrow-Scope Improvements for Lessors for companies that have not early adopted. As such, this ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this ASU. In March 2019, the FASB issued ASU 2019-01, Leases (Topic 842) - Codification Improvements Accounting Changes and Error Corrections In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments In May 2019, the FASB issued ASU 2019-05, Financial Instruments - Credit Losses (Topic 326) - Targeted Transition Relief Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASC 606 which contained new accounting guidance for reporting revenue recognition. The guidance provides for the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In addition, the guidance requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The guidance also specifies the accounting for certain costs to obtain and fulfill a contract, as codified in ASC 340-40 Accounting for Other Assets and Deferred Costs The Company adopted this standard effective October 1, 2018, using the modified retrospective The impact of the cumulative effect of adopting ASC 606 effective October 1, 2018 on the Company’s Consolidated Balance Sheet is as follows: As Reported Impact of Adopting As Adopted September 30, 2018 ASC 606 October 1, 2018 Prepaid expenses and other current assets $ 31,741 $ 350 $ 32,091 Prepaid expenses and other current assets - discontinued operations 343 235 578 Other assets 5,294 1,483 6,777 Long-term deferred tax assets 43,798 403 44,201 Deferred revenue 25,884 2,850 28,734 Deferred revenue - discontinued operations 1,052 480 1,532 Accumulated deficit (994,074) (859) (994,933) Upon adoption of ASC 606, the Company recorded a cumulative effect adjustment of $0.9 million, net of a tax adjustment of $0.4 million, which resulted in an increase to the opening accumulated deficit balance on the Consolidated Balance Sheet, primarily driven by deferral of previously recognized revenue within the Brooks Life Sciences segment, offset by deferral of previously recognized commission expense within the Brooks Life Sciences segment and acceleration of revenue within the Brooks Semiconductor Solutions Group segment. A portion of the adjustment related to the acceleration of revenue within the Brooks Semiconductor Solutions Group segment resulted from the change in the revenue recognition rules. Upon the adoption of ASC 606, the Company is no longer required to defer revenue in accordance with billing constraints defined in the contract with the customer. The change impacted the Company’s semiconductor contamination control solutions revenue stream as under ASC 606, the Company recognizes revenue in an amount equivalent to the transfer of control that has occurred. (Please refer to Note 19, “Revenue from Contracts with Customers” for further information on when control is transferred). As a result, revenue previously deferred due to the contractual billing restraints that otherwise met the revenue recognition requirements was accelerated into the opening accumulated deficit balance resulting in an increase to accumulated deficit of $0.9 million as of October 1, 2018. A portion of the adjustment related to the deferral of previously recognized revenue within the Brooks Life Science segment related to fees associated with registration of biological samples. This adjustment is derived from the new requirement to recognize revenue associated with certain sample life cycle management solutions transactions over time under ASC 606, while historically these transactions have been recorded at a point in time. Registration fees for these samples were previously recognized as revenue at a point in time upon completion of the registration and are now required to be recognized ratably over the period of benefit under ASC 606. As a result, upon adopting ASC 606, the Company deferred previously recognized registration fee revenue for contracts not completed as of the effective date. The period of benefit associated with registration fees has been determined to be approximately 24 months resulting in the deferral of revenue historically recognized at a point in time over this period. This change resulted in a decrease to accumulated deficit of $3.1 million as of October 1, 2018. A portion of the adjustment is related to the deferral of previously recognized commission expense within the Brooks Life Science segment. This portion of the adjustment is derived from the new requirement to recognize the cost to obtain certain transactions over time under ASC 340-40, while historically this expense has been recognized at a point in time. The standard requires certain costs incurred to obtain a contract to be recorded as an asset when incurred and expensed as the transfer of control of the underlying performance obligations occur or over the estimated customer life, depending on the nature of the underlying contract. As a result, upon adopting ASC 606, the Company deferred previously recognized costs for contracts not completed as of the effective date. The estimated customer life has been determined to be approximately Additional changes to the Company’s accumulated deficit were made as the result of adopting ASC 606. These changes, which resulted in a cumulative decrease to accumulated deficit of $0.2 million as of October 1, 2018, were driven by the identification of additional performance obligations as well as changes in the transfer of control of certain performance obligations across both the Brooks Semiconductor Solutions Group and Brooks Life Science segments. The additional changes to the Company’s accumulated deficit included a cumulative decrease to accumulated deficit of $0.2 million from discontinued operations. As the Company has adopted ASC 606 using the modified retrospective method, the standard requires disclosure of impact from adoption of the standard to each financial statement line item in the current reporting period. The impact of adoption of ASC 606 on the Company’s Consolidated Statement of Operations and Consolidated Balance Sheet was as follows: Year Ended September 30, 2019 Without adoption of Effect of Change As Reported ASC 606 Higher/(Lower) Revenue $ 780,848 $ 781,714 $ (866) Cost of revenue 464,588 466,425 (1,837) Gross profit 316,260 315,289 971 Operating expenses 270,222 269,559 663 Operating income $ 46,038 $ 45,730 $ 308 September 30, 2019 Without adoption of Effect of Change As Reported ASC 606 Higher/(Lower) Prepaid expenses and other current assets $ 46,332 $ 42,294 $ 4,038 Other assets 20,506 19,686 820 Deferred revenue 29,435 27,390 2,045 Accumulated deficit (586,412) (589,225) 2,813 The difference between the reported results and the results without the adoption of ASC 606 was primarily driven from the elimination of revenue constraints due to billing limitations that resulted in acceleration of revenue within the Brooks Semiconductor Solutions Group segment and the deferral of fees associated with the registration of biological samples within the Brooks Life Science segment. Amortization of costs to obtain a contract capitalized through the cumulative effect adjustment described above have resulted in additional expense in the current period under ASC 606. Except as disclosed above, the adoption of ASC 606 did not have a significant impact on the Company’s Consolidated Statement of Operations for the year ended September 30, 2019 and Consolidated Balance Sheet as of September 30, 2019. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business In July 2019, the FASB issued ASU 2019-07, Codification Updates to SEC Sections This ASU is effective upon issuance and did not have a material impact on the Company’s Consolidated Financial Statements and related disclosures. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of depreciable lives of property, plant and equipment | Buildings 10 - 40 years Computer equipment software 3 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years |
Summary of amortizable lives of finite-lived intangible assets | Patents 7 - 15 years Completed technology 3 - 15 years Customer relationships 3 - 14 years |
Summary of stock-based compensation expense | Year Ended September 30, 2019 2018 2017 Restricted stock units $ 18,276 $ 18,081 $ 16,056 Employee stock purchase plan 1,203 775 517 Total stock-based compensation expense $ 19,479 $ 18,856 $ 16,573 |
Summary of valuation assumptions for an employee stock purchase plan | Year Ended September 30, 2019 2018 2017 Risk-free interest rate 2.3 % 1.9 % 0.9 % Volatility 52 % 46 % 34 % Expected life 6 months 6 months 6 months Dividend yield 1.2 % 1.5 % 3.4 % |
Schedule of cumulative effect of adoption | As Reported Impact of Adopting As Adopted September 30, 2018 ASC 606 October 1, 2018 Prepaid expenses and other current assets $ 31,741 $ 350 $ 32,091 Prepaid expenses and other current assets - discontinued operations 343 235 578 Other assets 5,294 1,483 6,777 Long-term deferred tax assets 43,798 403 44,201 Deferred revenue 25,884 2,850 28,734 Deferred revenue - discontinued operations 1,052 480 1,532 Accumulated deficit (994,074) (859) (994,933) Year Ended September 30, 2019 Without adoption of Effect of Change As Reported ASC 606 Higher/(Lower) Revenue $ 780,848 $ 781,714 $ (866) Cost of revenue 464,588 466,425 (1,837) Gross profit 316,260 315,289 971 Operating expenses 270,222 269,559 663 Operating income $ 46,038 $ 45,730 $ 308 September 30, 2019 Without adoption of Effect of Change As Reported ASC 606 Higher/(Lower) Prepaid expenses and other current assets $ 46,332 $ 42,294 $ 4,038 Other assets 20,506 19,686 820 Deferred revenue 29,435 27,390 2,045 Accumulated deficit (586,412) (589,225) 2,813 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of discontinued operations | Year Ended September 30, 2019 2018 2017 Revenue Products $ 76,227 $ 150,365 $ 126,638 Services 33,291 45,731 38,748 Total revenue 109,518 196,096 165,386 Cost of revenue Products 47,148 85,350 73,714 Services 19,016 22,834 22,400 Total cost of revenue 66,164 108,184 96,114 Gross profit 43,354 87,912 69,272 Operating expenses Research and development 6,605 7,605 6,860 Selling, general and administrative 20,889 25,017 12,536 Restructuring charges 24 2 82 Total operating expenses 27,518 32,624 19,478 Operating income 15,836 55,288 49,794 Other income, net 539,948 1,091 1,057 Income before income taxes and earnings of equity method investment 555,784 56,379 50,851 Income tax provision 134,110 14,420 8,760 Income before equity in earnings of equity method investment 421,674 41,959 42,091 Equity in earnings of equity method investment 6,188 6,788 9,834 Net income $ 427,862 $ 48,747 $ 51,925 Year Ended September 30, 2019 2018 2017 Depreciation and amortization $ 4 $ 743 $ 919 Capital expenditures 666 302 1,049 Stock-based compensation 635 966 705 Earnings of equity method investment (6,188) (6,788) (9,834) September 30, 2018 Assets Accounts receivable, net $ 27,852 Inventories 37,953 Other current assets 343 Total current assets of discontinued operation $ 66,148 Property, plant and equipment, net $ 1,081 Goodwill 26,485 Intangibles, net 14 Equity method investment 31,472 Total long-term assets of discontinued operation $ 59,052 Liabilities Accounts payable $ 11,149 Deferred revenue 1,052 Accrued warranty and retrofit costs 2,464 Other current liabilities 3,872 Total current liabilities of discontinued operation $ 18,537 Long-term liabilities of discontinued operation $ 698 |
Schedule of unconsolidated subsidiaries accounted for based on the equity method | September 30, 2018 Balance Sheets: Current assets $ 69,302 Non-current assets 21,338 Current liabilities 26,006 Non-current liabilities 8,397 Year Ended September 30, 2019 2018 2017 Statements of Operations: Total revenue $ 88,357 $ 94,652 $ 104,667 Gross profit 35,127 34,982 41,241 Operating Income 17,791 18,405 26,340 Net income 12,483 13,345 19,451 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Business Acquisition [Line Items] | |
Pro Forma Information | Year Ended September 30, 2019 2018 (pro forma) Revenue $ 797,501 $ 752,061 Net income from continuing operations 10,350 2,273 |
Summary of effects of misclassification | Three Months Ended December 31, 2018 As Previously Reported Adjustment As Revised Revenue $ 196,021 $ — $ 196,021 Net (loss) income from Continuing operations (35,325) 42,120 6,795 Six Months Ended March 31, 2019 As Previously Reported Adjustment As Revised Revenue $ 394,411 $ — $ 394,411 Net (loss) income from Continuing operations (38,154) 42,240 4,086 Nine Months Ended June 30, 2019 As Previously Reported Adjustment As Revised Revenue $ 598,291 $ — $ 598,291 Net (loss) income from Continuing operations (37,233) 42,295 5,062 Three Months Ended December 31, 2017 As Previously Reported Adjustment As Revised Revenue $ 170,033 $ — $ 170,033 Net (loss) income from Continuing operations (8,714) (46,549) (55,263) Six Months Ended March 31, 2018 As Previously Reported Adjustment As Revised Revenue $ 356,947 $ — $ 356,947 Net (loss) income from Continuing operations 50,345 (46,429) 3,916 Nine Months Ended June 30, 2018 As Previously Reported Adjustment As Revised Revenue $ 561,397 $ — $ 561,397 Net (loss) income from Continuing operations 53,318 (46,374) 6,944 |
GENEWIZ | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 28,566 Inventories 4,370 Prepaid expenses and other current assets 11,635 Property, plant and equipment 36,379 Goodwill 235,160 Intangible assets 189,129 Other assets 15,998 Current portion of long-term debt (3,170) Accounts payable (6,522) Deferred revenue (67) Accrued compensation and benefits (5,145) Other current liabilities (10,073) Long-term debt (2,482) Long-term tax reserves (13,400) Long-term deferred tax liabilities (34,993) Other long-term liabilities (2,681) Total purchase price, net of cash acquired $ 442,704 |
Tec-Sem Group AG | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets d Liabilities Accounts receivable (approximates contractual value) $ 988 Inventories 4,297 Prepaid expenses and other current assets 4,038 Property, plant and equipment 85 Intangible assets 10,694 Goodwill 7,665 Accounts payable (1,049) Accrued liabilities (6,962) Deferred tax liabilities (1,391) Accrued pension liability (2,800) Total purchase price, net of cash acquired $ 15,565 |
4titude Limited | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 1,581 Inventories 2,667 Prepaid expenses and other current assets 140 Property, plant and equipment 1,555 Intangible assets 27,212 Goodwill 38,185 Accounts payable (286) Accrued liabilities (845) Deferred tax liabilities (5,090) Total purchase price, net of cash acquired $ 65,119 |
PBMMI and Novare | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets and Liabilities Accounts receivable (approximates contractual value) $ 2,800 Prepaid expenses and other current assets 267 Property, plant and equipment 2,887 Intangible assets 8,600 Goodwill 21,434 Accounts payable (699) Accrued liabilities (673) Deferred revenue (385) Other liabilities (103) Total purchase price, net of cash acquired $ 34,128 |
Cool Lab, LLC | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets d Liabilities Inventory $ 1,283 Intangible assets 6,100 Goodwill 8,527 Accrued liabilities (30) Other liabilities (686) Total purchase price $ 15,194 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Amortized Cost and Fair Value, Including Accrued Interest Receivable and Unrealized Holding Gains (Losses) on Short-term and Long-term Marketable Securities | The following is a summary of the amortized cost and the fair value, including accrued interest receivable, as well as unrealized holding gains (losses) on the short-term and long-term marketable securities as of September 30, 2019 and 2018 (in thousands): Gross Gross Amortized Unrealized Unrealized Cost Losses Gains Fair Value September 30, 2019: U.S. Treasury securities and obligations of U.S. government agencies $ 31,863 $ (2) $ 5 $ 31,866 Bank certificates of deposits 750 — — 750 Corporate securities 4,317 — 1 4,318 Other debt securities 35 — — 35 $ 36,965 $ (2) $ 6 $ 36,969 September 30, 2018: U.S. Treasury securities and obligations of U.S. government agencies $ 30,142 $ (65) $ — $ 30,077 Bank certificates of deposits 5,148 — 1 5,149 Corporate securities 14,763 (30) — 14,733 Municipal securities 2,797 (17) — 2,780 Other debt securities 779 — — 779 $ 53,629 $ (112) $ 1 $ 53,518 |
Fair Value of Marketable Securities by Contractual Maturity | The fair values of the marketable securities by contractual maturities at September 30, 2019 are presented below (in thousands). Fair Value Due in one year or less $ 34,124 Due after one year through five years — Due after five years through ten years — Due after ten years 2,845 Total marketable securities $ 36,969 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment were as follows as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Buildings, land, and land use right $ 50,583 $ 47,745 Computer equipment and software 61,603 56,982 Machinery and equipment 89,481 55,794 Furniture and fixtures 7,423 4,842 Leasehold improvements 30,612 19,433 Capital projects in progress 11,701 5,796 251,403 190,592 Less: accumulated depreciation and amortization (150,734) (130,604) Property, plant and equipment, net $ 100,669 $ 59,988 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Goodwill by Business Segment | The following table sets forth the changes in the carrying amount of goodwill by reportable segment since September 30, 2017 (in thousands): Brooks Semiconductor Solutions Brooks Group Life Sciences Other Total Gross goodwill, at September 30, 2017 $ 629,278 $ 166,820 $ 26,014 $ 822,112 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2017 40,334 166,820 — 207,154 Acquisitions and adjustments 7,629 41,093 — 48,722 Gross goodwill, at September 30, 2018 636,907 207,913 26,014 870,834 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2018 47,963 207,913 — 255,876 Acquisitions and adjustments (116) 232,842 — 232,726 Gross goodwill, at September 30, 2019 636,791 440,755 26,014 1,103,560 Accumulated goodwill impairments (588,944) — (26,014) (614,958) Goodwill, net of accumulated impairments, at September 30, 2019 $ 47,847 $ 440,755 $ — $ 488,602 |
Components of Identifiable Intangible Assets | The components of the Company’s identifiable intangible assets as of September 30, 2019 and 2018 are as follows (in thousands): September 30, 2019 September 30, 2018 Accumulated Net Book Accumulated Net Book Cost Amortization Value Cost Amortization Value Patents $ 5,302 $ 4,628 $ 674 $ 5,302 $ 4,325 $ 977 Completed technology 88,288 38,778 49,510 44,829 28,934 15,895 Trademarks and trade names 25,340 5,807 19,533 6,298 2,953 3,345 Customer relationships 265,451 84,048 181,403 142,489 62,750 79,739 Other intangibles 231 183 48 — — — $ 384,612 $ 133,444 $ 251,168 $ 198,918 $ 98,962 $ 99,956 |
Schedule of Future Amortization Expense | Estimated future amortization expense for the intangible assets as of September 30, 2019 is as follows (in thousands): Fiscal year ended September 30, 2020 $ 41,381 2021 37,494 2022 34,390 2023 31,267 2024 26,456 Thereafter 80,180 $ 251,168 |
Supplementary Balance Sheet I_2
Supplementary Balance Sheet Information (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Accounts Receivable | The following is a summary of accounts receivable at September 30, 2019 and 2018 (in thousands): September 30, September 30, 2019 2018 Accounts receivable $ 169,317 $ 126,350 Less allowance for doubtful accounts (3,644) (1,113) Less allowance for sales returns (71) (45) Accounts receivable, net $ 165,602 $ 125,192 |
Allowance for Doubtful Accounts Activity | The allowance for doubtful accounts activity for the fiscal years ended September 30, 2019, 2018 and 2017 is as follows (in thousands): Balance at Reversals of Write- Balance at Beginning of Bad Debt offs and End of Description Period Provisions Expense Adjustments Period 2019 Allowance for doubtful accounts $ 1,113 $ 3,405 $ (693) $ (181) $ 3,644 2018 Allowance for doubtful accounts 1,381 708 (724) (252) 1,113 2017 Allowance for doubtful accounts 1,543 — (131) (31) 1,381 The allowance for sales returns activity for the fiscal years ended September 30, 2019, 2018 and 2017 is as follows (in thousands): Balance at Write- Balance at Beginning of offs and End of Description Period Provisions Adjustments Period 2019 Allowance for sales returns $ 45 $ 26 $ — $ 71 2018 Allowance for sales returns 81 (36) — 45 2017 Allowance for sales returns 101 (20) — 81 |
Summary of Inventories | The following is a summary of inventories at September 30, 2019 and 2018 (in thousands): September 30, September 30, 2019 2018 Inventories Raw materials and purchased parts $ 67,176 $ 57,527 Work-in-process 13,684 19,547 Finished goods 18,585 19,912 Total inventories $ 99,445 $ 96,986 The activity for excess and obsolete inventory reserves is as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Balance at Inventory Balance at Beginning of Disposals and End of Description Period Provisions Adjustments Period 2019 Reserves for excess and obsolete inventory $ 14,953 $ 5,865 $ (4,520) $ 16,298 2018 Reserves for excess and obsolete inventory 17,734 4,455 (7,236) 14,953 2017 Reserves for excess and obsolete inventory 19,663 4,858 (6,787) 17,734 |
Valuation Allowance for Deferred Tax Assets Activity | The activity for valuation allowance for deferred tax assets is as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Balance at Balance at Beginning of Charged to Charged to End of Description Period Provisions Other Accounts Period 2019 Valuation allowance for deferred tax assets $ 18,581 $ (3,475) $ 987 $ 16,093 2018 Valuation allowance for deferred tax assets 92,297 (72,842) (874) 18,581 2017 Valuation allowance for deferred tax assets 104,802 (10,881) (1,624) 92,297 |
Product Warranty and Retrofit Activity on Gross Basis | Amount Balance at September 30, 2016 $ 4,159 Accruals for warranties during the year 6,683 Costs incurred during the year (5,363) Balance at September 30, 2017 5,479 Accruals for warranties during the year 5,209 Costs incurred during the year (4,348) Balance at September 30, 2018 6,340 Accruals for warranties during the year 8,688 Costs incurred during the year (7,853) Balance at September 30, 2019 $ 7,175 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Future Minimum Principal Payment Obligations | The following are the future minimum principal payment obligations under all of the Company’s outstanding debt as of September 30, 2019 (in thousands): Amount Fiscal year ended September 30, 2020 $ 829 2021 826 2022 — 2023 — 2024 — Thereafter 50,000 Total outstanding principal balance 51,655 Unamortized deferred financing costs (511) 51,144 Current portion of long-term debt 829 Non-current portion of long-term debt $ 50,315 |
Schedule of Future Minimum Lease Payments for Capital Leases | Amount Fiscal year ended September 30, 2020 $ 1,176 2021 1,126 2022 358 Total outstanding principal balance $ 2,660 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income Tax Provision (Benefit) | Year Ended September 30, 2019 2018 2017 Current income tax provision (benefit): Federal $ 963 $ — $ — State 510 917 402 Foreign 15,860 7,608 7,499 Total current income tax provision 17,333 8,525 7,901 Deferred income tax provision (benefit): Federal (8,633) (48,815) (4,247) State (2,138) (5,518) (249) Foreign (6,673) (1,443) (25) Total deferred income tax provision (benefit) (17,444) (55,776) (4,521) Income tax provision (benefit) $ (111) $ (47,251) $ 3,380 |
Components of Income (Loss) Before Income Taxes and Equity in Earnings of Joint Ventures | Year Ended September 30, 2019 2018 2017 Domestic $ (37,160) $ 3,122 $ (13,211) Foreign 46,603 17,344 27,731 $ 9,443 $ 20,466 $ 14,520 |
Differences between Income Tax Provision (benefit) and Income Taxes Computed using Applicable U.S. Statutory Federal Tax Rate | Year Ended September 30, 2019 2018 2017 Income tax provision computed at federal statutory rate $ 1,983 $ 5,014 $ 4,923 State income taxes, net of federal benefit (630) 692 137 Foreign income taxed at different rates 550 920 (1,644) Impact of investments in subsidiaries (536) (729) (965) Change in deferred tax asset valuation allowance (2,264) (75,918) 319 Net increase (reduction) in uncertain tax positions 720 220 731 Global intangible low taxed income, net of foreign tax credits 942 — — Impact of U.S. federal tax rate change — 15,287 — Compensation (1,103) (701) 579 Tax credits (2,741) (1,633) (1,151) Merger costs 572 1,405 — Other taxes 764 70 98 Non-deductible expenses 174 176 220 Transition tax 2,836 8,027 — Deferred state rate change due to acquisition (1,360) — — Other (18) (81) 133 Income tax provision (benefit) $ (111) $ (47,251) $ 3,380 |
Significant Components of Net Deferred Tax Assets and Liabilities | September 30, 2019 2018 Accruals and reserves not currently deductible $ 14,286 $ 11,699 Federal, state and foreign tax credits 5,952 27,923 Other assets 2,487 175 Equity compensation 5,360 5,926 Net operating loss carryforwards 18,987 16,790 Deferred revenue 4,038 2,882 Inventory reserves and valuation 5,626 6,520 Deferred tax assets 56,736 71,915 Depreciation and intangible amortization (57,634) (19,476) Deferred tax liabilities (57,634) (19,476) Valuation allowance (16,093) (18,581) Net deferred tax asset (liability) $ (16,991) $ 33,858 |
Reconciliation of Beginning and Ending Amount of Consolidated Liability for Unrecognized Income Tax Benefits | Total Balance at September 30, 2016 $ 5,427 Additions for tax positions in current year 1,869 Reduction for tax positions in prior year (3,485) Net reductions from lapses in statutes of limitations (431) Foreign exchange rate adjustment (2) Balance at September 30, 2017 3,378 Additions for tax positions in current year 874 Reduction for tax positions in prior year (656) Reductions from lapses in statutes of limitations (353) Balance at September 30, 2018 3,243 Additions for tax positions in current year 901 Additions for tax positions in prior year 13,400 Reductions from lapses in statutes of limitations (68) Reductions from settlements with taxing authorities (166) Balance at September 30, 2019 $ 17,310 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Net Gains and Losses Realized on Derivative Instruments | Fiscal Year Ended September 30, 2019 2018 2017 Realized gains (losses) on derivatives not designated as hedging instruments $ 3,656 $ (330) $ (545) |
Schedule of Fair Value Derivative Instruments | Fair Value of Assets Fair Value of Liabilities As of September 30, 2019 2018 2019 2018 Derivatives not designated as hedging instruments Foreign exchange contracts $ 17 $ 170 $ (340) $ (177) Total $ 17 $ 170 $ (340) $ (177) |
Postretirement Benefits (Tables
Postretirement Benefits (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Compensation and Retirement Disclosure [Abstract] | |
Funded Status and Amounts Recognized in Consolidated Balance Sheet | September 30, 2019 2018 Benefit obligation at beginning of fiscal year $ 11,144 $ 3,565 Benefit obligation through acquisition — 7,852 Service cost 599 382 Interest cost 118 75 Actuarial loss 831 (165) Benefits paid (811) (685) Employee contributions 273 191 Settlements paid — — Curtailment gain — — Foreign currency translation (239) (71) Benefit obligation at end of fiscal year $ 11,915 $ 11,144 Fair value of assets at beginning of fiscal year $ 7,078 $ 2,225 Fair value of assets through acquisition — 5,052 Actual return on plan assets (179) 69 Disbursements (811) (685) Employer contributions 370 266 Employee contributions 273 191 Settlements paid — — Foreign currency translation (157) (40) Fair value of assets at end of fiscal year $ 6,574 $ 7,078 Accrued benefit obligation $ 5,341 $ 4,066 |
Pension Amounts Recorded Within Account Line Items of Consolidated Balance Sheets | The following table provides pension-related amounts and their classification within the accompanying Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Accrued compensation and benefits $ 366 $ 431 Long-term pension liability 4,975 3,635 $ 5,341 $ 4,066 |
Components of Net Pension Cost | The components of the Company’s net pension cost for the fiscal years ended September 30, 2019, 2018 and 2017 are as follows (in thousands): Year Ended September 30, 2019 2018 2017 Service cost $ 599 $ 382 $ 268 Interest cost 118 75 22 Amortization of losses (18) 5 7 Expected return on plan assets (74) (66) (130) Net periodic pension cost $ 625 $ 396 $ 167 Settlement gain — — (259) Total pension cost (gain) $ 625 $ 396 $ (92) |
Other changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss | The following changes in Plans’ assets and benefit obligations were recognized in other comprehensive income (loss) as of September 30, 2019 and 2018 (in thousands): September 30, 2019 2018 Net gain $ (854) $ (191) Amortization of net loss 30 (7) Total recognized in other comprehensive income (loss) (824) (198) Total recognized in net periodic pension cost and other comprehensive income (loss) $ (198) $ 593 |
Weighted-Average Assumptions Used to Determine Net Cost or Pension Obligation | Year Ended September 30, 2019 2018 2017 Discount rate 0.55 % 1.04 % 0.88 % Expected return on plan assets 1.01 % 1.06 % 1.75 % Expected rate of compensation increases 1.12 % 1.19 % 1.54 % |
Asset Allocation of Plan Assets | The allocation of the Plans’ assets at September 30, 2019 is as follows: September 30, 2019 Cash and cash equivalents 1 % Debt securities 48 Equity securities 20 Other 31 100 % |
Fair Value of Pension Assets by Asset Category and by Level | The fair values of pension assets by asset category and by level at September 30, 2019 are as follows (in thousands): As of September 30, 2019 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 6,486 $ — $ 6,486 Taiwan collective trust — 88 — 88 Total $ — $ 6,574 $ — $ 6,574 The fair values of pension assets by asset category and by level at September 30, 2018 are as follows (in thousands): As of September 30, 2018 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 6,754 $ — $ 6,754 Taiwan collective trust — 324 — 324 Total $ — $ 7,078 $ — $ 7,078 |
Expected Benefit Payments over the Next Ten Years | Benefit payments expected to be paid over the next five fiscal years and thereafter are as follows (in thousands): Fiscal year ended September 30, 2020 $ 366 2021 370 2022 373 2023 377 2024 381 Thereafter 3,474 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | The following is a summary of the components of accumulated other comprehensive income, net of tax, at September 30, 2019, 2018 and 2017 (in thousands): Unrealized Gains (Losses) Currency on Available- Pension Translation for-Sale Liability Adjustments Securities Adjustments Total Balance at September 30, 2016 $ 15,389 $ (3) $ (220) $ 15,166 Other comprehensive income (loss) before reclassifications (221) (10) 514 283 Amounts reclassified from accumulated other comprehensive income — 12 (248) (236) Balance at September 30, 2017 15,168 (1) 46 15,213 Other comprehensive income (loss) before reclassifications (1,651) (110) 124 (1,637) Amounts reclassified from accumulated other comprehensive income — (1) 12 11 Balance at September 30, 2018 13,517 (112) 182 13,587 Other comprehensive (loss) income before reclassifications (9,333) 244 (882) (9,971) Amounts reclassified from accumulated other comprehensive income — (140) 35 (105) Balance at September 30, 2019 $ 4,184 $ (8) $ (665) $ 3,511 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted Stock Unit Activity | Weighted Average Grant-Date Shares Fair Value Outstanding at September 30, 2018 2,194,512 $ 17.20 Granted 792,315 30.47 Vested (1,055,018) 13.04 Forfeited (149,083) 26.11 Outstanding at September 30, 2019 1,782,726 24.63 Time-Based Performance- Total Units Units Stock Grants Based Units Year ended September 30, 2019 792,315 330,006 38,920 423,389 Year ended September 30, 2018 535,289 213,893 36,774 284,622 Year ended September 30, 2017 1,018,570 386,713 43,519 588,338 |
Restructuring and Other Charg_2
Restructuring and Other Charges (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Activity Related to Restructuring Accruals | The following is a summary of activity related to the Company’s restructuring and other charges, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Activity - Year Ended September 30, 2019 Balance Balance September 30, September 30, 2018 Expenses Payments 2019 Total restructuring liabilities related to workforce termination benefits $ 659 $ 1,894 $ (1,513) $ 1,040 Activity - Year Ended September 30, 2018 Balance Balance September 30, September 30, 2017 Expenses Payments 2018 Total restructuring liabilities related to workforce termination benefits $ 1,708 $ 714 $ (1,763) $ 659 Activity - Year Ended September 30, 2017 Balance Balance September 30, September 30, 2016 Expenses Payments 2017 Total restructuring liabilities related to workforce termination benefits $ 5,939 $ 3,144 $ (7,375) $ 1,708 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Common Shares Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share | The calculations of basic and diluted net income (loss) per share and basic and diluted weighted average shares outstanding are as follows for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands, except per share data): Year Ended September 30, 2019 2018 2017 Income from continuing operations $ 9,554 $ 67,717 $ 10,687 Income from discontinued operations, net of tax 427,862 48,747 51,925 Net income 437,416 116,464 62,612 Net loss attributable to noncontrolling interest — 111 — Net income attributable to Brooks Automation, Inc. $ 437,416 $ 116,575 $ 62,612 Weighted average common shares outstanding used in computing basic earnings per share 71,992 70,489 69,575 Dilutive restricted stock units 394 448 910 Weighted average common shares outstanding used in computing diluted earnings per share 72,386 70,937 70,485 Basic net income per share attributable to Brooks Automation, Inc. common stockholders: Income from continuing operations $ 0.13 $ 0.96 $ 0.15 Income from discontinued operations, net of tax 5.95 0.69 0.75 Basic net income per share attributable to Brooks Automation, Inc. $ 6.08 $ 1.65 $ 0.90 Diluted net income per share attributable to Brooks Automation, Inc. common stockholders: Income from continuing operations $ 0.13 $ 0.95 $ 0.15 Income from discontinued operations, net of tax 5.91 0.69 0.74 Diluted net income per share attributable to Brooks Automation, Inc. common stockholders $ 6.04 $ 1.64 $ 0.89 Dividend declared per share $ 0.40 $ 0.40 $ 0.40 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregated Revenue | Brooks Semiconductor Brooks Life Solutions Group Sciences Total Fiscal Year Ended September 30, 2019 Point in time $ 442,876 $ 97,240 $ 540,116 Over time 3,793 236,939 240,732 $ 446,669 $ 334,179 $ 780,848 |
Geographic Location and Reporting Unit | Year Ended September 30, 2019 Geographic Location North America $ 327,250 Asia/Pacific/Other 312,237 United Kingdom 48,764 Rest of Europe 92,597 $ 780,848 Reporting Unit Automation Solutions $ 286,188 Contamination Control Solutions 118,318 Global Semiconductor Services 42,163 Brooks Semiconductor Solutions Group 446,669 Sample Management 207,916 GENEWIZ 126,263 Brooks Life Sciences 334,179 Total $ 780,848 |
Remaining Performance Obligations | As of September 30, 2019 Less than 1 Year Greater than 1 Year Total Remaining Performance Obligations $ 22,461 $ 5,954 $ 28,415 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Financial Information for Business Segments | The following is the summary of the financial information for the Company’s reportable segments for the fiscal years ended September 30, 2019, 2018 and 2017 (in thousands): Year Ended September 30, 2019 2019 2018 2017 Revenue: Brooks Semiconductor Solutions Group $ 446,669 $ 435,018 $ 378,790 Brooks Life Sciences 334,179 196,542 148,709 Total revenue $ 780,848 $ 631,560 $ 527,499 Operating income: Brooks Semiconductor Solutions Group $ 69,961 $ 62,511 $ 42,741 Brooks Life Sciences 20,631 3,795 3,217 Reportable segment adjusted operating income 90,592 66,306 45,958 Amortization of completed technology 10,424 4,877 3,915 Acquisition accounting impact on inventory contracts acquired 184 1,896 523 Restructuring related charges 285 — — Amortization of acquired intangible assets 24,737 19,339 13,228 Restructuring charges 1,894 714 3,144 Other unallocated corporate expenses 7,030 8,071 10,829 Total operating income 46,038 31,409 14,319 Interest income 1,449 1,881 464 Interest expense (22,250) (9,520) (408) Gain on settlement of equity method investment — — 1,847 Loss on extinguishment of debt (14,339) — — Other expenses, net (1,455) (3,304) (1,702) Income before income taxes $ 9,443 $ 20,466 $ 14,520 Brooks Semiconductor Brooks Assets: Solutions Group Life Sciences Total September 30, 2019 $ 259,641 $ 909,154 $ 1,168,795 September 30, 2018 264,452 410,581 675,033 |
Reconciliation of Reportable Segment Assets to Corresponding Consolidated Amounts | September 30, September 30, 2019 2018 Segment assets $ 1,168,795 $ 675,033 Cash, cash equivalents, restricted cash, and marketable securities 342,140 251,226 Deferred tax assets 5,064 43,798 Assets held for sale — 125,200 Total assets $ 1,515,999 $ 1,095,257 |
Net Revenues by Geographic Area | Year Ended September 30, 2019 2018 2017 North America $ 327,250 $ 233,243 $ 174,432 Asia / Pacific/ Other 312,237 262,706 255,825 Europe: United Kingdom 48,764 51,690 37,283 Rest of Europe 92,597 83,921 59,959 $ 780,848 $ 631,560 $ 527,499 |
Long-Lived Assets, Consisting of Property, Plant and Equipment by Geographic Area | September 30, 2019 2018 North America $ 72,401 $ 50,614 Asia / Pacific/ Other 15,628 492 Europe: United Kingdom 5,019 5,494 Rest of Europe 7,621 3,388 $ 100,669 $ 59,988 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables summarize assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying Consolidated Balance Sheets as of September 30, 2019 and 2018 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable September 30, Identical Assets Observable Inputs Inputs Description 2019 (Level 1) (Level 2) (Level 3) Assets: Cash equivalents $ 16,164 $ 6,188 $ 9,976 $ — Available-for-sale securities 36,969 — 36,969 — Foreign exchange contracts 17 — 17 — Total Assets $ 53,150 $ 6,188 $ 46,962 $ — Liabilities: Foreign exchange contracts $ 340 $ — $ 340 $ — Total Liabilities $ 340 $ — $ 340 $ — Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable September 30, Identical Assets Observable Inputs Inputs Description 2018 (Level 1) (Level 2) (Level 3) Assets: Cash equivalents $ 50,572 $ 50,572 $ — $ — Available-for-sale securities 53,518 — 53,518 — Foreign exchange contracts 170 — 170 — Total Assets $ 104,260 $ 50,572 $ 53,688 $ — Liabilities: Foreign exchange contracts $ 177 $ — $ 177 $ — Total Liabilities $ 177 $ — $ 177 $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Future minimum lease commitments on non-cancelable operating leases payments as of September 30, 2019 are as follows (in thousands): Net Year Ended September 30, Payments 2020 $ 8,898 2021 5,845 2022 3,845 2023 3,166 2024 2,520 Thereafter 4,249 $ 28,523 |
Basis of Presentation - Discont
Basis of Presentation - Discontinued Operations (Details) - Semiconductor Cryogenics Business - USD ($) $ in Thousands | Jul. 01, 2019 | Sep. 30, 2018 | Aug. 27, 2018 | Sep. 30, 2017 |
Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Consideration | $ 661,500 | |||
Net working capital adjustments | 6,300 | |||
Net cash proceeds from the sale | $ 553,100 | |||
Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Consideration | $ 675,000 | |||
Disposal Group, Including Discontinued Operation, Accounts Payable and Accrued Liabilities, Current [Abstract] | ||||
Accounts payable | $ 11,149 | $ 10,600 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Foreign Currency Transaction Gain (Loss), before Tax [Abstract] | |||
Foreign currency transaction and remeasurement losses | $ (1.8) | $ (3.3) | $ (2.3) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Top Ten Largest Customers | Credit Concentration Risk | Sales Revenue, Net | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage (as a percent) | 28.00% | 34.00% | 35.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Cash and Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Sep. 30, 2018 |
Cash Equivalents, at Carrying Value [Abstract] | ||
Cash equivalents | $ 16.2 | $ 50.6 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 10 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 40 years |
Computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 3 years |
Computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 7 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 3 years |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 7 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 10 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 10 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Capitalized Direct Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment, Gross [Abstract] | ||
Capitalized computer software, gross | $ 11.6 | $ 5.6 |
Capitalized computer software costs | $ 5.1 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Finite-lived Intangible Assets (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Minimum | Patents | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 7 years |
Minimum | Completed Technology | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 3 years |
Minimum | Customer Relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 3 years |
Maximum | Patents | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 15 years |
Maximum | Completed Technology | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 15 years |
Maximum | Customer Relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 14 years |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Deferred Financing Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Line of Credit Facility [Line Items] | ||
Amortization of Debt Issuance Costs | $ 1.1 | $ 0.5 |
Other Assets | ||
Line of Credit Facility [Line Items] | ||
Deferred finance costs, net | $ 0.9 | $ 2.9 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Payment Terms (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Minimum | |
Disaggregation of Revenue [Line Items] | |
Payment period | 30 days |
Maximum | |
Disaggregation of Revenue [Line Items] | |
Payment period | 60 days |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 19,479 | $ 18,856 | $ 16,573 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | 18,276 | 18,081 | 16,056 |
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 1,203 | $ 775 | $ 517 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Valuation Assumptions for an Employee Stock Purchase Plan (Details) - Employee Stock | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate (as a percent) | 2.30% | 1.90% | 0.90% |
Volatility (as a percent) | 52.00% | 46.00% | 34.00% |
Expected life | 6 months | 6 months | 6 months |
Dividend yield (as a percent) | 1.20% | 1.50% | 3.40% |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Recently Issued and Adopted Accounting Pronouncements (Details) - USD ($) $ in Millions | Oct. 01, 2019 | Sep. 30, 2019 |
Accounting Standards Update 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2016-13 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2018-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2018-13 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2018-14 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2018-15 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2018-20 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2019-01 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2019-04 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2019-05 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | false | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Accounting Standards Update 2014-09 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Oct. 1, 2018 | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | |
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected | Modified Retrospective | |
Minimum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating Lease, Right-of-Use Asset | $ 31 | |
Operating Lease, Liability | 31 | |
Maximum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating Lease, Right-of-Use Asset | 36 | |
Operating Lease, Liability | $ 36 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - ASC 606 - Cumulative Effect - Balance Sheet - Discontinued Operations (Details) - Discontinued Operations, Held-for-sale - Semiconductor Cryogenics Business - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Prepaid expenses and other current assets - discontinued operations | $ 578 | $ 343 |
Deferred revenue - discontinued operations | 1,532 | $ 1,052 |
Accounting Standards Update 2014-09 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Prepaid expenses and other current assets - discontinued operations | 235 | |
Deferred revenue - discontinued operations | $ 480 |
Summary of Significant Accou_16
Summary of Significant Accounting Policies - ASC 606 - Cumulative Effect - Balance Sheet - Continuing Operations (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Oct. 01, 2018 | Sep. 30, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid expenses and other current assets | $ 46,332 | $ 32,091 | $ 31,741 |
Other assets | 20,506 | 6,777 | 5,294 |
Long-term deferred tax assets | 5,064 | 44,201 | 43,798 |
Deferred revenue | 29,435 | 28,734 | 25,884 |
Accumulated deficit | $ (586,412) | (994,933) | $ (994,074) |
Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid expenses and other current assets | 350 | ||
Other assets | 1,483 | ||
Long-term deferred tax assets | 403 | ||
Deferred revenue | 2,850 | ||
Accumulated deficit | $ (859) |
Summary of Significant Accou_17
Summary of Significant Accounting Policies - ASC 606 - Cumulative Effect - Accumulated Deficit (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2019 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Cumulative effect adjustment, increase to the opening accumulated deficit | $ 859 | |
Registration fees benefit period | 24 months | |
Customer life period | 60 months | |
Accounting Standards Update 2014-09 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Cumulative effect adjustment, increase to the opening accumulated deficit | $ 900 | |
Cumulative effect adjustment, increase to the opening accumulated deficit, tax | 400 | |
Cumulative effect on accumulated deficit, net of tax, effect of acceleration of revenue | 900 | |
Cumulative effect on accumulated deficit, net of tax, effect of deferral of registration fee | 3,100 | |
Cumulative effect on accumulated deficit, net of tax, effect of deferral of commission expense | 1,500 | |
Cumulative effect on accumulated deficit, net of tax, effect of additional performance obligation | 200 | |
Accounting Standards Update 2014-09 | Discontinued Operations, Held-for-sale | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Cumulative effect on accumulated deficit, net of tax, effect of additional performance obligation | $ 200 |
Summary of Significant Accou_18
Summary of Significant Accounting Policies - ASC 606 - Impact - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenue | $ 780,848 | $ 631,560 | $ 527,499 |
Cost of revenue | 464,588 | 385,479 | 328,612 |
Gross profit | 316,260 | 246,081 | 198,887 |
Operating expenses | 270,222 | 214,672 | 184,568 |
Operating income | 46,038 | $ 31,409 | $ 14,319 |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenue | (866) | ||
Cost of revenue | (1,837) | ||
Gross profit | 971 | ||
Operating expenses | 663 | ||
Operating income | 308 | ||
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenue | 781,714 | ||
Cost of revenue | 466,425 | ||
Gross profit | 315,289 | ||
Operating expenses | 269,559 | ||
Operating income | $ 45,730 |
Summary of Significant Accou_19
Summary of Significant Accounting Policies - ASC 606 - Impact - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Oct. 01, 2018 | Sep. 30, 2018 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | $ 46,332 | $ 32,091 | $ 31,741 |
Other assets | 20,506 | 6,777 | 5,294 |
Deferred revenue | 29,435 | 28,734 | 25,884 |
Accumulated deficit | (586,412) | (994,933) | $ (994,074) |
Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 350 | ||
Other assets | 1,483 | ||
Deferred revenue | 2,850 | ||
Accumulated deficit | $ (859) | ||
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 42,294 | ||
Other assets | 19,686 | ||
Deferred revenue | 27,390 | ||
Accumulated deficit | (589,225) | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 4,038 | ||
Other assets | 820 | ||
Deferred revenue | 2,045 | ||
Accumulated deficit | $ 2,813 |
Discontinued Operations - Gener
Discontinued Operations - General Information (Details) - USD ($) $ in Thousands | Jul. 01, 2019 | Aug. 27, 2018 | Sep. 30, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net proceeds from the sale | $ 553,100 | $ 661,642 | |
Net gain on sale | $ 408,600 | ||
Edwards Vacuum LLC | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Transition service agreement, term, high end of range | 9 months | ||
Aggregate amount to purchase goods | $ 1,000 | ||
Supply agreement term | 1 year | ||
Lease term | 3 years | ||
Option to renew | true | ||
ULVAC Cryogenics, Inc. | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Ownership interest (as a percent) | 50.00% | ||
Discontinued Operations, Held-for-sale | Semiconductor Cryogenics Business | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration | $ 675,000 | ||
Discontinued operation, name of segment | brks:BrooksSemiconductorSolutionsGroupMembe | ||
Discontinued Operations, Disposed of by Sale | Semiconductor Cryogenics Business | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration | 661,500 | ||
Net working capital adjustments | $ 6,300 |
Discontinued Operations - Finan
Discontinued Operations - Financial Results (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||
Net income | $ 427,862 | $ 48,747 | $ 51,925 |
Discontinued Operations, Held-for-sale | Semiconductor Cryogenics Business | |||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||
Total revenue | 109,518 | 196,096 | 165,386 |
Total cost of revenue | 66,164 | 108,184 | 96,114 |
Gross profit | 43,354 | 87,912 | 69,272 |
Research and development | 6,605 | 7,605 | 6,860 |
Selling, general and administrative | 20,889 | 25,017 | 12,536 |
Restructuring charges | 24 | 2 | 82 |
Total operating expenses | 27,518 | 32,624 | 19,478 |
Operating income | 15,836 | 55,288 | 49,794 |
Other income, net | 539,948 | 1,091 | 1,057 |
Income before income taxes and earnings of equity method investment | 555,784 | 56,379 | 50,851 |
Income tax provision | 134,110 | 14,420 | 8,760 |
Income before equity in earnings of equity method investment | 421,674 | 41,959 | 42,091 |
Equity in earnings of equity method investment | 6,188 | 6,788 | 9,834 |
Net income | 427,862 | 48,747 | 51,925 |
Discontinued Operations, Held-for-sale | Semiconductor Cryogenics Business | Products | |||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||
Total revenue | 76,227 | 150,365 | 126,638 |
Total cost of revenue | 47,148 | 85,350 | 73,714 |
Discontinued Operations, Held-for-sale | Semiconductor Cryogenics Business | Services | |||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||
Total revenue | 33,291 | 45,731 | 38,748 |
Total cost of revenue | $ 19,016 | $ 22,834 | $ 22,400 |
Discontinued Operations - Uncon
Discontinued Operations - Unconsolidated Subsidiaries - Balance Sheets (Details) - ULVAC Cryogenics, Inc. $ in Thousands | Sep. 30, 2018USD ($) |
Equity Method Investment, Summarized Financial Information [Abstract] | |
Current assets | $ 69,302 |
Non-current assets | 21,338 |
Current liabilities | 26,006 |
Non-current liabilities | $ 8,397 |
Discontinued Operations - Unc_2
Discontinued Operations - Unconsolidated Subsidiaries - Statements of Operations (Details) - ULVAC Cryogenics, Inc. - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Equity Method Investment, Summarized Financial Information, Income Statement [Abstract] | |||
Total revenue | $ 88,357 | $ 94,652 | $ 104,667 |
Gross profit | 35,127 | 34,982 | 41,241 |
Operating Income | 17,791 | 18,405 | 26,340 |
Net income | $ 12,483 | $ 13,345 | $ 19,451 |
Discontinued Operations - Non-c
Discontinued Operations - Non-cash Items and Capital Expenditures (Details) - Discontinued Operations, Held-for-sale - Semiconductor Cryogenics Business - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Discontinued Operation, Alternative Cash Flow Information [Abstract] | |||
Depreciation and amortization | $ 4 | $ 743 | $ 919 |
Capital expenditures | 666 | 302 | 1,049 |
Stock-based compensation | 635 | 966 | 705 |
Earnings of equity method investment | $ (6,188) | $ (6,788) | $ (9,834) |
Discontinued Operations - Carry
Discontinued Operations - Carrying Value of Assets and Liabilities (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Disposal Group, Including Discontinued Operation, Assets [Abstract] | |||
Total current assets of discontinued operation | $ 66,148 | ||
Total long-term assets of discontinued operation | 59,052 | ||
Disposal Group, Including Discontinued Operation, Liabilities [Abstract] | |||
Total current liabilities of discontinued operation | 18,537 | ||
Long-term liabilities of discontinued operation | 698 | ||
Discontinued Operations, Held-for-sale | Semiconductor Cryogenics Business | |||
Disposal Group, Including Discontinued Operation, Assets [Abstract] | |||
Accounts receivable, net | 27,852 | ||
Inventories | 37,953 | ||
Other current assets | 343 | ||
Total current assets of discontinued operation | 66,148 | ||
Property, plant and equipment, net | 1,081 | ||
Goodwill | 26,485 | ||
Intangibles, net | 14 | ||
Equity method investment | 31,472 | ||
Total long-term assets of discontinued operation | 59,052 | ||
Disposal Group, Including Discontinued Operation, Liabilities [Abstract] | |||
Accounts payable | 11,149 | $ 10,600 | |
Deferred revenue | $ 1,532 | 1,052 | |
Accrued warranty and retrofit costs | 2,464 | ||
Other current liabilities | 3,872 | ||
Total current liabilities of discontinued operation | 18,537 | ||
Long-term liabilities of discontinued operation | $ 698 |
Acquisitions - Ownership Inform
Acquisitions - Ownership Information (Details) | Sep. 30, 2018 | Apr. 20, 2018 | Apr. 06, 2018 | Oct. 05, 2017 | Nov. 28, 2016 | Nov. 27, 2016 | Sep. 30, 2016 |
Tec-Sem Group AG | |||||||
Business Combination, Description [Abstract] | |||||||
Percentage of voting interests acquired (as a percent) | 7.00% | ||||||
BioCision, LLC | |||||||
Business Combination, Description [Abstract] | |||||||
Ownership interest (as a percent) | 20.00% | 20.00% | |||||
Tec-Sem Group AG | |||||||
Business Combination, Description [Abstract] | |||||||
Percentage of voting interests acquired (as a percent) | 93.00% | ||||||
Business Combination, Step Acquisition [Abstract] | |||||||
Equity interest in acquiree, percentage (as a percent) | 93.00% | ||||||
Total equity interest (as a percent) | 100.00% | ||||||
4titude Limited | |||||||
Business Combination, Description [Abstract] | |||||||
Percentage of voting interests acquired (as a percent) | 100.00% | ||||||
BioSpeciMan Corporation | |||||||
Business Combination, Description [Abstract] | |||||||
Percentage of voting interests acquired (as a percent) | 100.00% | ||||||
Cool Lab, LLC | |||||||
Business Combination, Description [Abstract] | |||||||
Percentage of voting interests acquired (as a percent) | 100.00% |
Acquisitions - Purchase Conside
Acquisitions - Purchase Consideration (Details) $ in Thousands | Nov. 15, 2018USD ($)customer | Apr. 20, 2018USD ($) | Apr. 06, 2018USD ($) | Oct. 05, 2017USD ($) | Aug. 22, 2017USD ($) | Jul. 05, 2017USD ($) | Nov. 28, 2016USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Business Acquisition [Line Items] | |||||||||||
Non-cash consideration transferred | $ 10,348 | ||||||||||
Net cash outflow | $ 442,704 | $ 85,755 | $ 44,791 | ||||||||
GENEWIZ | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 442,700 | ||||||||||
Change in purchase price | $ (4,000) | ||||||||||
Working capital adjustment | $ 400 | ||||||||||
GENEWIZ | Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of institutional customers | customer | 4,000 | ||||||||||
Tec-Sem Group AG | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash payment net of cash acquired and subject to working capital adjustments | $ 15,600 | ||||||||||
4titude Limited | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 65,100 | ||||||||||
Cash payment net of cash acquired and subject to working capital adjustments | 64,800 | ||||||||||
Liabilities incurred | $ 400 | ||||||||||
BioSpeciMan Corporation | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 5,200 | ||||||||||
Cash payment net of cash acquired and subject to working capital adjustments | $ 5,200 | ||||||||||
PBMMI and Novare | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 34,300 | ||||||||||
Cash payment net of cash acquired and subject to working capital adjustments | $ 34,300 | ||||||||||
Cool Lab, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 15,200 | ||||||||||
Cash payment | 4,800 | ||||||||||
Liabilities incurred | 100 | ||||||||||
Non-cash consideration transferred | 10,300 | ||||||||||
Liabilities arising from contingencies, amount recognized | 700 | $ 0 | $ 800 | ||||||||
Equity method investments, fair value disclosure | $ 3,100 | ||||||||||
RURO, Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total purchase price | $ 5,500 | ||||||||||
Cash payment | 5,200 | ||||||||||
Liabilities incurred | $ 400 |
Acquisitions - Amounts of Asset
Acquisitions - Amounts of Assets and Liabilities at Fair Value as of Acquisition Date (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Nov. 15, 2018 | Sep. 30, 2018 | Apr. 20, 2018 | Apr. 06, 2018 | Oct. 05, 2017 | Sep. 30, 2017 | Aug. 22, 2017 | Jul. 05, 2017 | Nov. 28, 2016 |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Goodwill | $ 488,602 | $ 255,876 | $ 207,154 | |||||||
GENEWIZ | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 28,566 | |||||||||
Inventories | 4,370 | |||||||||
Prepaid expenses and other current assets | 11,635 | |||||||||
Property, plant and equipment | 36,379 | |||||||||
Goodwill | 235,160 | |||||||||
Intangible assets, net | 189,129 | |||||||||
Other assets | 15,998 | |||||||||
Current portion of long-term debt | (3,170) | |||||||||
Accounts payable | (6,522) | |||||||||
Deferred revenue | (67) | |||||||||
Accrued compensation and benefits | (5,145) | |||||||||
Other current liabilities | (10,073) | |||||||||
Long-term debt | (2,482) | |||||||||
Long term tax reserves | (13,400) | |||||||||
Long-term deferred tax liabilities | (34,993) | |||||||||
Other long-term liabilities | (2,681) | |||||||||
Total purchase price | $ 442,704 | |||||||||
Tec-Sem Group AG | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 988 | |||||||||
Inventories | 4,297 | |||||||||
Prepaid expenses and other current assets | 4,038 | |||||||||
Property, plant and equipment | 85 | |||||||||
Goodwill | 7,665 | |||||||||
Intangible assets, net | 10,694 | |||||||||
Accounts payable | (1,049) | |||||||||
Accrued liabilities | (6,962) | |||||||||
Long-term deferred tax liabilities | (1,391) | |||||||||
Accrued pension liability | (2,800) | |||||||||
Total purchase price | $ 15,565 | |||||||||
4titude Limited | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 1,581 | |||||||||
Inventories | 2,667 | |||||||||
Prepaid expenses and other current assets | 140 | |||||||||
Property, plant and equipment | 1,555 | |||||||||
Goodwill | 38,185 | |||||||||
Intangible assets, net | 27,212 | |||||||||
Accounts payable | (286) | |||||||||
Accrued liabilities | (845) | |||||||||
Long-term deferred tax liabilities | (5,090) | |||||||||
Total purchase price | $ 65,119 | |||||||||
PBMMI and Novare | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 2,800 | |||||||||
Prepaid expenses and other current assets | 267 | |||||||||
Property, plant and equipment | 2,887 | |||||||||
Goodwill | 21,434 | |||||||||
Intangible assets, net | 8,600 | |||||||||
Accounts payable | (699) | |||||||||
Deferred revenue | (385) | |||||||||
Accrued liabilities | (673) | |||||||||
Other long-term liabilities | (103) | |||||||||
Total purchase price | $ 34,128 | |||||||||
Cool Lab, LLC | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Inventories | $ 1,283 | |||||||||
Goodwill | 8,527 | |||||||||
Intangible assets, net | 6,100 | |||||||||
Accrued liabilities | (30) | |||||||||
Other long-term liabilities | (686) | |||||||||
Total purchase price | $ 15,194 | |||||||||
BioSpeciMan Corporation | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 300 | |||||||||
Goodwill | 2,700 | |||||||||
Intangible assets, net | 2,600 | |||||||||
Assumed liabilities | 700 | |||||||||
Total purchase price | $ 5,200 | |||||||||
RURO, Inc. | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||||
Accounts receivable | $ 100 | |||||||||
Goodwill | 1,600 | |||||||||
Intangible assets, net | 4,000 | |||||||||
Deferred revenue | (200) | |||||||||
Total purchase price | $ 5,500 |
Acquisitions - Measurement Peri
Acquisitions - Measurement Period Adjustments (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 15, 2018 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Adjustment of accounts receivable | $ 2,700 | |||
Adjustment of customer deposits | 2,700 | |||
GENEWIZ | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Increase in intangible assets | $ 600 | |||
Decrease in goodwill | 900 | 800 | ||
Decrease in tax related liabilities | 500 | |||
Decrease in indemnification of asset | 300 | |||
Increase in asset retirement obligation | $ 100 | |||
Prepaid expenses and other current assets | $ 11,635 | |||
Adjustment to prepaid expenses and other current assets | $ 700 | |||
Adjustment to accrued expenses and other current liabilities | $ 700 | |||
Other current liabilities | $ 10,073 | |||
GENEWIZ | Accounts Receivable | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Decrease in goodwill | 1,000 | |||
GENEWIZ | Tax Related Liabilities [Member] | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Decrease in goodwill | $ 1,900 |
Acquisitions - Goodwill (Detail
Acquisitions - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||||||||
Mar. 31, 2019 | Sep. 30, 2019 | Nov. 15, 2018 | Sep. 30, 2018 | Apr. 20, 2018 | Apr. 06, 2018 | Oct. 15, 2017 | Oct. 05, 2017 | Sep. 30, 2017 | Jul. 05, 2017 | Nov. 28, 2016 | |
Goodwill | |||||||||||
Goodwill | $ 488,602 | $ 255,876 | $ 207,154 | ||||||||
Brooks Semiconductor Solutions Group | |||||||||||
Goodwill | |||||||||||
Goodwill | 47,847 | 47,963 | 40,334 | ||||||||
Brooks Life Sciences | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 440,755 | $ 207,913 | $ 166,820 | ||||||||
GENEWIZ | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 235,160 | ||||||||||
Proceeds from settlement of business acquisition working capital adjustments | $ 300 | ||||||||||
GENEWIZ | Brooks Life Sciences | |||||||||||
Goodwill | |||||||||||
Goodwill | 235,200 | ||||||||||
Goodwill deductible for tax purposes | $ 0 | ||||||||||
Tec-Sem Group AG | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 7,665 | ||||||||||
Goodwill deductible for tax purposes | 0 | ||||||||||
Tec-Sem Group AG | Brooks Semiconductor Solutions Group | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 7,700 | ||||||||||
4titude Limited | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 38,185 | ||||||||||
Goodwill deductible for tax purposes | $ 0 | ||||||||||
4titude Limited | Brooks Life Sciences | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 38,185 | ||||||||||
BioSpeciMan Corporation | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 2,700 | ||||||||||
Goodwill deductible for tax purposes | 0 | ||||||||||
BioSpeciMan Corporation | Brooks Life Sciences | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 2,700 | ||||||||||
PBMMI and Novare | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 21,434 | ||||||||||
Goodwill deductible for tax purposes | $ 21,434 | ||||||||||
Cool Lab, LLC | |||||||||||
Goodwill | |||||||||||
Goodwill | $ 8,527 | ||||||||||
Goodwill deductible for tax purposes | $ 8,527 |
Acquisitions - Intangible Asset
Acquisitions - Intangible Assets Acquired (Details) - USD ($) $ in Millions | Nov. 15, 2018 | Apr. 06, 2018 | Oct. 05, 2017 | Aug. 22, 2017 | Jul. 05, 2017 | Nov. 28, 2016 | Sep. 30, 2019 |
Customer Relationships | Minimum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 3 years | ||||||
Customer Relationships | Maximum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 14 years | ||||||
Completed Technology | Minimum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 3 years | ||||||
Completed Technology | Maximum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 15 years | ||||||
GENEWIZ | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average useful life of intangible assets | 13 years 3 months 18 days | ||||||
GENEWIZ | Customer Relationships | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 125.5 | ||||||
Useful life | 14 years | ||||||
GENEWIZ | Completed Technology | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 44.5 | ||||||
GENEWIZ | Completed Technology | Minimum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 10 years | ||||||
GENEWIZ | Completed Technology | Maximum | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Useful life | 15 years | ||||||
GENEWIZ | Trademarks | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 19.1 | ||||||
Useful life | 13 years | ||||||
Tec-Sem Group AG | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average useful life of intangible assets | 8 years 7 months 6 days | ||||||
Tec-Sem Group AG | Customer Relationships | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 0.7 | ||||||
Useful life | 9 years | ||||||
Tec-Sem Group AG | Completed Technology | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 8.4 | ||||||
Useful life | 10 years | ||||||
Tec-Sem Group AG | Order or Production Backlog | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 1.6 | ||||||
Useful life | 1 year | ||||||
4titude Limited | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average useful life of intangible assets | 10 years 4 months 24 days | ||||||
4titude Limited | Customer Relationships | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 21.4 | ||||||
Useful life | 10 years | ||||||
4titude Limited | Completed Technology | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 5.2 | ||||||
Useful life | 13 years | ||||||
4titude Limited | Order or Production Backlog | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 0.4 | ||||||
Useful life | 1 year | ||||||
4titude Limited | Trademarks | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 0.2 | ||||||
Useful life | 1 year | ||||||
PBMMI and Novare | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average useful life of intangible assets | 11 years | ||||||
PBMMI and Novare | Customer Relationships | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 8.5 | ||||||
PBMMI and Novare | Trademarks | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 0.1 | ||||||
Cool Lab, LLC | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average useful life of intangible assets | 5 years 4 months 24 days | ||||||
Cool Lab, LLC | Customer Relationships, Certain Customer | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 3.6 | ||||||
Useful life | 3 years | ||||||
Cool Lab, LLC | Other Customer Relationship | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 1.3 | ||||||
Useful life | 10 years | ||||||
Cool Lab, LLC | Completed Technology | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 1.2 | ||||||
Useful life | 8 years | ||||||
RURO, Inc. | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 4 | ||||||
RURO, Inc. | Customer Relationships | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | 3.1 | ||||||
RURO, Inc. | Completed Technology | |||||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-lived intangible assets acquired | $ 0.9 |
Acquisitions - Escrow (Details)
Acquisitions - Escrow (Details) - USD ($) $ in Millions | Nov. 15, 2018 | Mar. 31, 2019 | Sep. 30, 2019 | Apr. 20, 2018 | Apr. 06, 2018 | Oct. 05, 2017 | Aug. 22, 2017 | Jul. 05, 2017 |
GENEWIZ | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | $ 32.3 | |||||||
Escrow deposit for acquiree's employees retention obligations | 1.5 | |||||||
Reversal of liability associated with adjustment holdback | $ 1.5 | |||||||
Seller's cash | $ 0.7 | |||||||
Escrow collected | $ 1.8 | |||||||
Tec-Sem Group AG | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | $ 2.6 | |||||||
Escrow deposit for acquiree's employees retention obligations | 1.8 | |||||||
Escrow balance related to performance obligations | $ 0.8 | |||||||
Escrow deposit for indemnification obligation | $ 1.1 | |||||||
Escrow deposit for delivery of technology | 0.3 | |||||||
4titude Limited | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | 0.2 | $ 0.4 | ||||||
Escrow deposit for acquiree's employees retention obligations | $ 0.2 | $ 0.4 | ||||||
BioSpeciMan Corporation | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | $ 0.5 | |||||||
PBMMI and Novare | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | $ 3.3 | |||||||
Escrow deposit for indemnification obligation | 2.9 | |||||||
Escrow deposit for payable to former owner | $ 0.4 | |||||||
RURO, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Escrow deposit | $ 0.5 |
Acquisitions - Defined Benefit
Acquisitions - Defined Benefit Plan (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 06, 2018 | Sep. 30, 2017 |
Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] | ||||
Plan assets | $ 6,574 | $ 7,078 | $ 2,225 | |
Accrued benefit obligation | (5,341) | (4,066) | ||
Plan liability | $ 11,915 | $ 11,144 | $ 3,565 | |
Tec-Sem Group AG | ||||
Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] | ||||
Plan assets | $ 5,100 | |||
Accrued benefit obligation | 2,800 | |||
Plan liability | $ 7,900 | |||
Defined benefit plan, type | us-gaap:PensionPlansDefinedBenefitMember | |||
Defined benefit plan, sponsor location | us-gaap:ForeignPlanMember country:CH |
Acquisitions - Transaction Cost
Acquisitions - Transaction Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
GENEWIZ | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | $ 6.5 | $ 3.8 |
Tec-Sem Group AG | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | 0.9 | |
4titude Limited | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | $ 1.1 | |
PBMMI and Novare | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | 0.3 | |
PBMMI and Novare | Maximum | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | 0.1 | |
Cool Lab, LLC | ||
Business Acquisition [Line Items] | ||
Acquisition related costs | $ 0.4 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information - Tabular Disclosure - Pro Forma (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | $ 797,501 | $ 752,061 | ||||||
Net income (loss) | $ 10,350 | $ 2,273 | ||||||
GENEWIZ | ||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | $ 196,021 | $ 170,033 | $ 394,411 | $ 356,947 | $ 598,291 | $ 561,397 | ||
Net income (loss) | $ 6,795 | $ (55,263) | $ 4,086 | $ 3,916 | $ 5,062 | $ 6,944 |
Acquisitions - Pro Forma Info_2
Acquisitions - Pro Forma Information - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | $ 797,501 | $ 752,061 | ||||||
Net income (loss) | 10,350 | 2,273 | ||||||
GENEWIZ | ||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Depreciation | 1,600 | 12,700 | ||||||
One-time nonrecurring compensation and transaction costs | 0 | 53,600 | ||||||
Interest expense | 2,000 | 19,800 | ||||||
Revenue | $ 196,021 | $ 170,033 | $ 394,411 | $ 356,947 | $ 598,291 | $ 561,397 | ||
Net income (loss) | $ 6,795 | $ (55,263) | $ 4,086 | $ 3,916 | $ 5,062 | $ 6,944 | ||
Acquisition related costs | $ 6,500 | $ 3,800 |
Acquisitions - Pro Forma Info_3
Acquisitions - Pro Forma Information - Tabular Disclosure - Pro Forma Correction (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | $ 797,501 | $ 752,061 | ||||||
Net income (loss) | $ 10,350 | $ 2,273 | ||||||
GENEWIZ | ||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | $ 196,021 | $ 170,033 | $ 394,411 | $ 356,947 | $ 598,291 | $ 561,397 | ||
Net income (loss) | 6,795 | (55,263) | 4,086 | 3,916 | 5,062 | 6,944 | ||
GENEWIZ | Previously Reported | ||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Revenue | 196,021 | 170,033 | 394,411 | 356,947 | 598,291 | 561,397 | ||
Net income (loss) | (35,325) | (8,714) | (38,154) | 50,345 | (37,233) | 53,318 | ||
GENEWIZ | Misclassification Of Compensation Expenses And Transaction Costs In Different Period | Restatement Adjustment | ||||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||||
Net income (loss) | $ 42,120 | $ (46,549) | $ 42,240 | $ (46,429) | $ 42,295 | $ (46,374) |
Acquisitions - Results of Opera
Acquisitions - Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition, Pro Forma Information [Abstract] | |||
Amortization of acquired intangible assets | $ 35,200 | $ 24,200 | $ 17,100 |
Net loss attributable to noncontrolling interest | (111) | ||
GENEWIZ | |||
Business Acquisition, Pro Forma Information [Abstract] | |||
Actual revenues | 126,300 | ||
Actual net income (loss) | 3,200 | ||
Amortization of acquired intangible assets | 11,400 | ||
Tec-Sem Group AG | |||
Business Acquisition, Pro Forma Information [Abstract] | |||
Actual revenues | 30,900 | 11,600 | |
Actual net income (loss) | 8,100 | (1,200) | |
Inventory step up | 200 | 700 | |
Amortization of acquired intangible assets | 2,700 | 2,100 | |
4titude Limited | |||
Business Acquisition, Pro Forma Information [Abstract] | |||
Actual revenues | 16,100 | 15,900 | |
Actual net income (loss) | 700 | (800) | |
Inventory step up | 1,200 | ||
Amortization of acquired intangible assets | 3,700 | 4,100 | |
PBMMI and Novare | |||
Business Acquisition, Pro Forma Information [Abstract] | |||
Actual revenues | 11,900 | 11,500 | 3,400 |
Actual net income (loss) | 700 | 800 | 800 |
Amortization of acquired intangible assets | 1,100 | 1,600 | 300 |
Cool Lab, LLC | |||
Business Acquisition, Pro Forma Information [Abstract] | |||
Actual revenues | 4,100 | 3,700 | |
Actual net income (loss) | 100 | (200) | (300) |
Inventory step up | 400 | ||
Amortization of acquired intangible assets | $ 1,600 | $ 1,600 | $ 1,200 |
Marketable Securities - General
Marketable Securities - General Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |||
Marketable securities sold during period, fair value | $ 49,400 | $ 1,600 | |
Marketable securities sold during period, amortized cost basis | 49,500 | 1,600 | |
Net realized losses | 100 | ||
Sales of marketable securities | 48,903 | 1,584 | $ 3,590 |
Reclassification unrealized net holding losses | $ 100 | $ 100 |
Marketable Securities - Summary
Marketable Securities - Summary of Amortized Cost and Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 36,965 | $ 53,629 |
Gross Unrealized Losses | (2) | (112) |
Gross Unrealized Gains | 6 | 1 |
Fair Value | 36,969 | 53,518 |
U.S. Treasury securities and obligations of U.S. government agencies | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 31,863 | 30,142 |
Gross Unrealized Losses | (2) | (65) |
Gross Unrealized Gains | 5 | |
Fair Value | 31,866 | 30,077 |
Bank certificates of deposits | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 750 | 5,148 |
Gross Unrealized Gains | 1 | |
Fair Value | 750 | 5,149 |
Corporate securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 4,317 | 14,763 |
Gross Unrealized Losses | (30) | |
Gross Unrealized Gains | 1 | |
Fair Value | 4,318 | 14,733 |
Municipal securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 2,797 | |
Gross Unrealized Losses | (17) | |
Fair Value | 2,780 | |
Other debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 35 | 779 |
Fair Value | $ 35 | $ 779 |
Marketable Securities - Fair Va
Marketable Securities - Fair Value of Marketable Securities by Contractual Maturity (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less | $ 34,124 | |
Due after ten years | 2,845 | |
Fair Value | $ 36,969 | $ 53,518 |
Marketable Securities - Unreali
Marketable Securities - Unrealized Loss Position (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Abstract] | ||
Fair value of marketable securities in unrealized loss position | $ 12,000 | $ 43,000 |
Other-than-temporary Impairment Loss, Debt Securities, Available-for-sale [Abstract] | ||
Impairment losses | $ 0 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 251,403 | $ 190,592 |
Less accumulated depreciation and amortization | (150,734) | (130,604) |
Property, Plant and Equipment, Net, Total | 100,669 | 59,988 |
Buildings, land, and land use right | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 50,583 | 47,745 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 61,603 | 56,982 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 89,481 | 55,794 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,423 | 4,842 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 30,612 | 19,433 |
Capital projects in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 11,701 | $ 5,796 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Depreciation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 19.3 | $ 12.5 | $ 10.1 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Expenditures Incurred but Not Yet Paid (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Property, Plant and Equipment [Abstract] | |
Purchases of property, plant and equipment included in accounts payable | $ 1.9 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Reporting Units (Details) - segment | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill [Line Items] | |||
Number of reporting units | 5 | 5 | 5 |
Brooks Semiconductor Solutions Group | |||
Goodwill [Line Items] | |||
Number of reporting units | 3 | 3 | 3 |
Brooks Life Sciences | |||
Goodwill [Line Items] | |||
Number of reporting units | 2 | 2 | 2 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Goodwill Impairment Test (Details) - Brooks Life Sciences $ in Thousands | Apr. 01, 2019segment | Sep. 30, 2019USD ($) |
Goodwill [Line Items] | ||
Goodwill impairment | $ | $ 0 | |
Number of reporting units for which quantitative assessment was conducted | segment | 2 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Components of Goodwill by Operating Segment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Goodwill [Line Items] | |||
Gross goodwill | $ 1,103,560 | $ 870,834 | $ 822,112 |
Accumulated goodwill impairments | (614,958) | (614,958) | (614,958) |
Goodwill | 488,602 | 255,876 | 207,154 |
Brooks Semiconductor Solutions Group | |||
Goodwill [Line Items] | |||
Gross goodwill | 636,791 | 636,907 | 629,278 |
Accumulated goodwill impairments | (588,944) | (588,944) | (588,944) |
Goodwill | 47,847 | 47,963 | 40,334 |
Brooks Life Sciences | |||
Goodwill [Line Items] | |||
Gross goodwill | 440,755 | 207,913 | 166,820 |
Goodwill | 440,755 | 207,913 | 166,820 |
Other | |||
Goodwill [Line Items] | |||
Gross goodwill | 26,014 | 26,014 | 26,014 |
Accumulated goodwill impairments | $ (26,014) | $ (26,014) | $ (26,014) |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Goodwill Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Roll Forward] | ||
Goodwill, net of accumulated impairments, beginning balance | $ 255,876 | $ 207,154 |
Acquisitions and adjustments | 232,726 | 48,722 |
Goodwill, net of accumulated impairments, ending balance | 488,602 | 255,876 |
Brooks Semiconductor Solutions Group | ||
Goodwill [Roll Forward] | ||
Goodwill, net of accumulated impairments, beginning balance | 47,963 | 40,334 |
Acquisitions and adjustments | (116) | 7,629 |
Goodwill, net of accumulated impairments, ending balance | 47,847 | 47,963 |
Brooks Life Sciences | ||
Goodwill [Roll Forward] | ||
Goodwill, net of accumulated impairments, beginning balance | 207,913 | 166,820 |
Acquisitions and adjustments | 232,842 | 41,093 |
Goodwill, net of accumulated impairments, ending balance | $ 440,755 | $ 207,913 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Goodwill Acquired (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill acquired during period | $ 232.7 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets - Components of Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 384,612 | $ 198,918 |
Accumulated Amortization | 133,444 | 98,962 |
Net Book Value | 251,168 | 99,956 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 5,302 | 5,302 |
Accumulated Amortization | 4,628 | 4,325 |
Net Book Value | 674 | 977 |
Completed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 88,288 | 44,829 |
Accumulated Amortization | 38,778 | 28,934 |
Net Book Value | 49,510 | 15,895 |
Trademarks and Trade Names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 25,340 | 6,298 |
Accumulated Amortization | 5,807 | 2,953 |
Net Book Value | 19,533 | 3,345 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 265,451 | 142,489 |
Accumulated Amortization | 84,048 | 62,750 |
Net Book Value | 181,403 | $ 79,739 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 231 | |
Accumulated Amortization | 183 | |
Net Book Value | $ 48 |
Goodwill and Intangible Asset_8
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense for intangible assets | $ 35.2 | $ 24.2 | $ 17.1 |
Goodwill and Intangible Asset_9
Goodwill and Intangible Assets - Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2020 | $ 41,381 | |
2021 | 37,494 | |
2022 | 34,390 | |
2023 | 31,267 | |
2024 | 26,456 | |
Thereafter | 80,180 | |
Net Book Value | $ 251,168 | $ 99,956 |
Equity Method and Other Inves_2
Equity Method and Other Investments - General Information (Details) - USD ($) $ in Thousands | Nov. 28, 2016 | Nov. 28, 2016 | Sep. 30, 2017 | Nov. 27, 2016 | Sep. 30, 2016 |
Schedule of Equity Method Investments [Line Items] | |||||
Equity in earnings of equity method investments | $ (453) | ||||
Gain on settlement of equity method investment | 1,847 | ||||
BioCision, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest (as a percent) | 20.00% | 20.00% | |||
Equity method investment | $ 1,200 | $ 1,200 | |||
Equity in earnings of equity method investments | $ (500) | ||||
Gain on settlement of equity method investment | $ 1,800 | ||||
Cool Lab, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments, fair value disclosure | $ 3,100 |
Equity Method and Other Inves_3
Equity Method and Other Investments - Term Loan Receivable, Convertible Debt, and Warrant (Details) - USD ($) $ in Millions | Nov. 28, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2016 | Sep. 30, 2015 |
BioCision, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Loan receivable | $ 1.5 | ||||
Annual interest rate (percent) | 10.00% | ||||
Loan receivable, carrying value | $ 1.6 | ||||
Convertible debt securities and warrant, purchase price | $ 5 | ||||
Loan receivable, fair value | 1.6 | ||||
Convertible Debt Securities | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Loss on settlement of financial instruments | 0.2 | ||||
Loss on settlement of financial instruments, consolidated statements of operations | us-gaap:OtherNonoperatingIncomeExpense | us-gaap:OtherNonoperatingIncomeExpense | |||
Convertible Debt Securities | BioCision, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment maturity period | 5 years | ||||
Annual interest rate (percent) | 9.00% | ||||
Convertible debt securities, carrying value | 5.8 | ||||
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Convertible Debt Securities | BioCision, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Convertible debt securities, fair value | 5.6 | ||||
Fair Value, Measurements, Recurring | Warrants | Significant Unobservable Inputs (Level 3) | BioCision, LLC | Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Stock warrant | $ 0.1 |
Equity Method and Other Inves_4
Equity Method and Other Investments - Cool Lab Subsidiary (Details) - USD ($) $ in Thousands | Nov. 28, 2016 | Sep. 30, 2017 |
Schedule of Equity Method Investments [Line Items] | ||
Non-cash consideration transferred | $ 10,348 | |
Cool Lab, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Percentage of voting interests acquired (as a percent) | 100.00% | |
Total purchase price | $ 15,200 | |
Cash payment | 4,800 | |
Liabilities incurred | 100 | |
Non-cash consideration transferred | $ 10,300 |
Supplementary Balance Sheet I_3
Supplementary Balance Sheet Information - Summary of Account Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Oct. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||||
Accounts receivable | $ 169,317 | $ 126,350 | |||
Less allowance for doubtful accounts | (3,644) | (1,113) | |||
Accounts receivable, net | 165,602 | $ 125,200 | 125,192 | ||
Allowance for Sales Returns | |||||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||||
Less allowance for sales returns | $ (71) | $ (45) | $ (81) | $ (101) |
Supplementary Balance Sheet I_4
Supplementary Balance Sheet Information - Allowance for Doubtful Accounts Activity (Details) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Valuation Allowances and Reserves, Balance, Beginning Balance | $ 1,113 | $ 1,381 | $ 1,543 |
Provisions | 3,405 | 708 | |
Reversals of Bad Debt Expense | (693) | (724) | (131) |
Write-offs and Adjustments | (181) | (252) | (31) |
Valuation Allowances and Reserves, Balance, Ending Balance | $ 3,644 | $ 1,113 | $ 1,381 |
Supplementary Balance Sheet I_5
Supplementary Balance Sheet Information - Allowance for Sales Returns (Details) - Allowance for Sales Returns - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Valuation Allowances and Reserves, Balance, Beginning Balance | $ 45 | $ 81 | $ 101 |
Provisions | 26 | (36) | (20) |
Valuation Allowances and Reserves, Balance, Ending Balance | $ 71 | $ 45 | $ 81 |
Supplementary Balance Sheet I_6
Supplementary Balance Sheet Information - Summary of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials and purchased parts | $ 67,176 | $ 57,527 |
Work-in-process | 13,684 | 19,547 |
Finished goods | 18,585 | 19,912 |
Inventory, net | $ 99,445 | $ 96,986 |
Supplementary Balance Sheet I_7
Supplementary Balance Sheet Information - Summary of Inventory Reserves (Details) - Inventory Valuation Reserve - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Valuation Allowances and Reserves, Balance, Beginning Balance | $ 14,953 | $ 17,734 | $ 19,663 |
Provisions | 5,865 | 4,455 | 4,858 |
Inventory Disposals and Adjustments | (4,520) | (7,236) | (6,787) |
Valuation Allowances and Reserves, Balance, Ending Balance | $ 16,298 | $ 14,953 | $ 17,734 |
Supplementary Balance Sheet I_8
Supplementary Balance Sheet Information - Valuation Allowance for Deferred Tax Assets Activity (Details) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Valuation Allowances and Reserves, Balance, Beginning Balance | $ 18,581 | $ 92,297 | $ 104,802 |
Charged to Provisions | (3,475) | (72,842) | (10,881) |
Charged to Other Accounts | 987 | (874) | (1,624) |
Valuation Allowances and Reserves, Balance, Ending Balance | $ 16,093 | $ 18,581 | $ 92,297 |
Supplementary Balance Sheet I_9
Supplementary Balance Sheet Information - Product Warranty and Retrofit Activity on Gross Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | |||
Beginning Balance | $ 6,340 | $ 5,479 | $ 4,159 |
Accruals for warranties | 8,688 | 5,209 | 6,683 |
Costs incurred | (7,853) | (4,348) | (5,363) |
Ending Balance | $ 7,175 | $ 6,340 | $ 5,479 |
Line of Credit (Details)
Line of Credit (Details) - USD ($) $ in Thousands | May 26, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | Oct. 04, 2017 |
Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit, expiration date | Oct. 4, 2022 | |||
Letter of Credit | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit, expiration period | 90 days | |||
Line of Credit | Credit Agreement | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, term (in years) | 5 years | |||
Line of credit, maximum borrowing capacity | $ 75,000 | $ 75,000 | ||
Outstanding line of credit | $ 0 | $ 0 | ||
Deferred finance costs | $ 400 | $ 500 | ||
Line of Credit | Credit Agreement | Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit, maximum borrowing capacity | 25,000 | |||
Line of Credit | Credit Agreement | Swing Loan | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit, maximum borrowing capacity | $ 7,500 | 7,500 | ||
Secured Debt | Senior Secured Term Loan Facility | ||||
Line of Credit Facility [Line Items] | ||||
Face amount | $ 200,000 |
Debt - General Information (Det
Debt - General Information (Details) $ in Thousands | Jul. 01, 2019USD ($) | Feb. 15, 2019USD ($) | Sep. 30, 2019USD ($)loan | Nov. 15, 2018USD ($) | Oct. 04, 2017USD ($) | Oct. 04, 2016USD ($) |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 14,339 | |||||
Issue amount | $ 345,200 | |||||
Aggregate increase amount | $ 75,000 | |||||
Maximum secured leverage ratio | 3 | |||||
Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 5,200 | |||||
Number of term loans | loan | 2 | |||||
Senior Secured Term Loan Facility | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Debt extinguished | $ 147,000 | |||||
Face amount | $ 200,000 | |||||
Issue amount | $ 197,600 | |||||
Percentage of par (as a percent) | 98.80% | |||||
Discount | $ 2,400 | |||||
Discount percentage (as a percent) | 1.20% | |||||
Senior Secured Incremental Term Loan Facility | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Debt extinguished | $ 348,300 | 340,100 | ||||
Loss on extinguishment of debt | 9,100 | |||||
Face amount | $ 349,100 | $ 350,000 | ||||
Issue amount | $ 340,500 | |||||
Percentage of par (as a percent) | 98.90% | 97.30% | ||||
Discount | $ 4,000 | $ 9,500 | ||||
Discount percentage (as a percent) | 2.70% |
Debt - Payment Terms (Details)
Debt - Payment Terms (Details) | Oct. 04, 2017 |
Senior Secured Term Loan Facility | Secured Debt | |
Debt Instrument [Line Items] | |
Prepayment percentage (as a percent) | 50.00% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Thousands | Jul. 01, 2019 | Feb. 15, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Oct. 04, 2017 |
Debt Instrument [Line Items] | |||||
Deferred financing costs | $ 511 | ||||
Deferred financing costs amortization | 1,100 | $ 500 | |||
Senior Secured Term Loan Facility | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs | $ 500 | ||||
Weighted average interest rate (as a percent) | 5.30% | ||||
Interest expense | $ 21,900 | ||||
Deferred financing costs amortization | $ 1,100 | ||||
Interest rate above applicable rate (as a percent) | 2.00% | ||||
Debt extinguished | $ 147,000 | ||||
Senior Secured Incremental Term Loan Facility | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Debt extinguished | $ 348,300 | $ 340,100 |
Debt - Term Loans (Details)
Debt - Term Loans (Details) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019USD ($)loaninstallment | Dec. 31, 2018loan | |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ 511 | |
Outstanding principal balance | $ 51,655 | |
Secured Debt | ||
Debt Instrument [Line Items] | ||
Number of term loans | loan | 2 | |
Secured Debt | Five-year Term Loans Maturing 2021 | ||
Debt Instrument [Line Items] | ||
Number of term loans | loan | 3 | 3 |
Debt instrument, term (in years) | 5 years | |
Face amount | $ 3,300 | |
Number of installments | installment | 8 | |
Installment payment, percentage of initial principal amount (as a percent) | 12.50% | |
Deferred financing costs | $ 0 | |
Outstanding principal balance | $ 1,700 | |
Secured Debt | Five-year Term Loans Maturing 2021 | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate (as a percent) | 3.10% | |
Secured Debt | One-year Term Loans Maturing 2019 | ||
Debt Instrument [Line Items] | ||
Number of term loans | loan | 2 | 2 |
Debt instrument, term (in years) | 1 year | |
Face amount | $ 3,200 | |
Secured Debt | One-year Term Loans Maturing 2019, Loan One | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage (as a percentage) | 4.56% | |
Secured Debt | One-year Term Loans Maturing 2019, Loan Two | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage (as a percentage) | 4.35% |
Debt - Long-term Debt - Future
Debt - Long-term Debt - Future Minimum Principal Payment Obligations (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2020 | $ 829 |
2021 | 826 |
Thereafter | 50,000 |
Total outstanding principal balance | 51,655 |
Unamortized deferred financing costs | (511) |
Long-term debt | $ 51,144 |
Debt - Long-term Debt - Current
Debt - Long-term Debt - Current and Non-current (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Long-term Debt, by Current and Noncurrent [Abstract] | ||
Long-term debt | $ 51,144 | |
Current portion of long-term debt | 829 | $ 2,000 |
Non-current portion of long-term debt | $ 50,315 | $ 194,071 |
Debt - Capital Lease Obligation
Debt - Capital Lease Obligations - Future Minimum Payment Obligations (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2020 | $ 1,176 |
2021 | 1,126 |
2022 | 358 |
Total outstanding principal balance | $ 2,660 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Current income tax provision (benefit): | |||
Federal | $ 963 | ||
State | 510 | $ 917 | $ 402 |
Foreign | 15,860 | 7,608 | 7,499 |
Total current income tax provision | 17,333 | 8,525 | 7,901 |
Deferred income tax provision (benefit): | |||
Federal | (8,633) | (48,815) | (4,247) |
State | (2,138) | (5,518) | (249) |
Foreign | (6,673) | (1,443) | (25) |
Total deferred income tax provision (benefit) | (17,444) | (55,776) | (4,521) |
Income tax provision (benefit) | $ (111) | $ (47,251) | $ 3,380 |
Income Taxes - Components of _2
Income Taxes - Components of Income Before Income Taxes and Equity in Earnings of Equity Method Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Components of income (loss) before income taxes and equity in earnings of equity method investments | |||
Domestic | $ (37,160) | $ 3,122 | $ (13,211) |
Foreign | 46,603 | 17,344 | 27,731 |
Income (loss) before income taxes | $ 9,443 | $ 20,466 | $ 14,520 |
Income Taxes - Differences Betw
Income Taxes - Differences Between Income Tax Provision (Benefit) and Income Taxes Computed using Applicable U.S. Statutory Federal Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Differences between the income tax provision (benefit) and income taxes computed using the applicable U.S. statutory federal tax rate | |||
Income tax provision computed at federal statutory rate | $ 1,983 | $ 5,014 | $ 4,923 |
State income taxes, net of federal benefit | (630) | 692 | 137 |
Foreign income taxed at different rates | 550 | 920 | (1,644) |
Impact of investments in subsidiaries | (536) | (729) | (965) |
Change in deferred tax asset valuation allowance | (2,264) | (75,918) | 319 |
Net increase (reduction) in uncertain tax positions | 720 | 220 | 731 |
Global intangible low taxed income, net of foreign tax credits | 942 | ||
Impact of U.S. federal tax rate change | 15,287 | ||
Compensation | (1,103) | (701) | 579 |
Tax credits | (2,741) | (1,633) | (1,151) |
Merger costs | 572 | 1,405 | |
Other taxes | 764 | 70 | 98 |
Non-deductible expenses | 174 | 176 | 220 |
Transition tax | 2,836 | 8,027 | |
Deferred state rate change due to acquisition | (1,360) | ||
Other | (18) | (81) | 133 |
Income tax provision (benefit) | $ (111) | $ (47,251) | $ 3,380 |
Income Taxes - Unremitted Earni
Income Taxes - Unremitted Earnings of Foreign Subsidiaries (Details) $ in Millions | Sep. 30, 2019USD ($) |
Unremitted earnings of foreign subsidiaries | |
Unremitted earnings of foreign subsidiaries | $ 190 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Deferred Tax Assets, Gross [Abstract] | ||
Accruals and reserves not currently deductible | $ 14,286 | $ 11,699 |
Federal, state and foreign tax credits | 5,952 | 27,923 |
Other assets | 2,487 | 175 |
Equity compensation | 5,360 | 5,926 |
Net operating loss carryforwards | 18,987 | 16,790 |
Deferred revenue | 4,038 | 2,882 |
Inventory reserves and valuation | 5,626 | 6,520 |
Deferred tax assets | $ 56,736 | $ 71,915 |
Income Taxes - Deferred Tax Lia
Income Taxes - Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Deferred Tax Liabilities, Gross [Abstract] | ||
Depreciation and intangible amortization | $ (57,634) | $ (19,476) |
Deferred tax liabilities | $ (57,634) | $ (19,476) |
Income Taxes - Net Deferred Tax
Income Taxes - Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Deferred tax assets | $ 56,736 | $ 71,915 |
Deferred tax liabilities | (57,634) | (19,476) |
Valuation allowance | (16,093) | (18,581) |
Net deferred tax asset | $ 33,858 | |
Net deferred tax (liability) | $ (16,991) |
Income Taxes - Deferred Charges
Income Taxes - Deferred Charges Related to Intercompany Profit Elimination (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Oct. 01, 2018 | Sep. 30, 2018 |
Segment Reporting Information [Line Items] | |||
Net deferred tax asset | $ 5,064 | $ 44,201 | $ 43,798 |
Intersegment Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net deferred tax asset | $ 1,500 |
Income Taxes - Establishment of
Income Taxes - Establishment of Valuation Allowance (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Income Tax Disclosure [Abstract] | |
Decrease in valuation allowance | $ 77.2 |
Income Taxes - Net Operating Lo
Income Taxes - Net Operating Loss Carry-forwards (Details) $ in Millions | Sep. 30, 2019USD ($) |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards, indefinite | $ 21.7 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | 26.4 |
State | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | 21.8 |
Foreign | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 52.3 |
Income Taxes - Tax Credit Carry
Income Taxes - Tax Credit Carry-forwards (Details) $ in Millions | Sep. 30, 2019USD ($) |
Federal | Research and Development Tax Credit Carryforward | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 1.6 |
State | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 6.8 |
Income Taxes - Tax Reform (Deta
Income Taxes - Tax Reform (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Tax impact net of foreign tax credits | $ 2,836 | $ 8,027 | ||
Increase (Decrease) in Reduction in Toll Charge | $ 4,100 | $ (1,100) | ||
Toll charge, net of foreign tax credits | $ 11,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits - Tabular Disclosure (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning Balance | $ 3,243 | $ 3,378 | $ 5,427 |
Additions for tax positions in current year | 901 | 874 | 1,869 |
Reduction for tax positions in prior year | (656) | (3,485) | |
Additions for tax positions in prior year | 13,400 | ||
Reductions from lapses in statutes of limitations | (68) | (353) | (431) |
Reductions from settlements with taxing authorities | (166) | ||
Foreign exchange rate adjustment | (2) | ||
Ending Balance | $ 17,310 | $ 3,243 | $ 3,378 |
Income Taxes - Unrecognized T_2
Income Taxes - Unrecognized Tax Benefits - General Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Uncertainties [Abstract] | ||||
Unrecognized tax benefits | $ 17,310 | $ 3,243 | $ 3,378 | $ 5,427 |
Unrecognized tax benefits, tax benefits that if recognized would impact the effective tax rate | 17,310 | |||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense [Abstract] | ||||
Interest related to unrecognized benefits | 1,100 | $ 100 | $ 100 | |
Anticipated unrecognized tax benefit reduction during next twelve months | $ 100 |
Income Taxes - Unrecognized T_3
Income Taxes - Unrecognized Tax Benefits - Acquisitions (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Business Acquisition [Line Items] | |
Additions for tax positions in prior year | $ 13,400 |
GENEWIZ | |
Business Acquisition [Line Items] | |
Additions for tax positions in prior year | $ 13,400 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Not Designated as Hedging Instrument | Maximum | Foreign Exchange Contract | |
Derivative [Line Items] | |
Term of derivative instruments | 3 months |
Derivative Instruments - Realiz
Derivative Instruments - Realized Gains (Losses) on Derivative Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||
Realized gains (losses) on derivatives not designated as hedging instruments | $ 3,656 | $ (330) | $ (545) |
Derivative Instruments - Notion
Derivative Instruments - Notional Amounts Outstanding under Foreign Currency Contracts - Fair Value of Assets (Details) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Derivative [Line Items] | ||
Fair Value of Assets | $ 17 | $ 170 |
Foreign Exchange Contract | ||
Derivative [Line Items] | ||
Fair Value of Assets | $ 17 | $ 170 |
Derivative Instruments - Noti_2
Derivative Instruments - Notional Amounts Outstanding under Foreign Currency Contracts - Fair Value of Liabilities (Details) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Derivative [Line Items] | ||
Fair Value of Liabilities | $ (340) | $ (177) |
Foreign Exchange Contract | ||
Derivative [Line Items] | ||
Fair Value of Liabilities | $ (340) | $ (177) |
Postretirement Benefits - Numbe
Postretirement Benefits - Number of Plans (Details) | Sep. 30, 2019plan |
Compensation and Retirement Disclosure [Abstract] | |
Defined benefit pension plan, number of plans | 3 |
Postretirement Benefits - Benef
Postretirement Benefits - Benefit Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at beginning of fiscal year | $ 11,144 | $ 3,565 | |
Benefit obligation through acquisition | 7,852 | ||
Service cost | 599 | 382 | $ 268 |
Interest cost | 118 | 75 | 22 |
Actuarial loss | 831 | (165) | |
Benefits paid | (811) | (685) | |
Employee contributions | 273 | 191 | |
Foreign currency translation | (239) | (71) | |
Benefit obligation at end of fiscal year | $ 11,915 | $ 11,144 | $ 3,565 |
Postretirement Benefits - Fair
Postretirement Benefits - Fair Value of Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of assets at beginning of fiscal year | $ 7,078 | $ 2,225 |
Fair value of assets through acquisition | 5,052 | |
Actual return on plan assets | (179) | 69 |
Disbursements | (811) | (685) |
Employer contributions | 370 | 266 |
Employee contributions | 273 | 191 |
Foreign currency translation | (157) | (40) |
Fair value of assets at end of fiscal year | $ 6,574 | $ 7,078 |
Postretirement Benefits - Funde
Postretirement Benefits - Funded Status (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] | |||
Benefit obligation | $ 11,915 | $ 11,144 | $ 3,565 |
Fair value of plan assets | 6,574 | 7,078 | $ 2,225 |
Unfunded projected benefit obligation | $ (5,341) | $ (4,066) |
Postretirement Benefits - Accum
Postretirement Benefits - Accumulated Benefit Obligation (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Sep. 30, 2018 |
Compensation and Retirement Disclosure [Abstract] | ||
Accumulated benefit obligation | $ 11.4 | $ 10.6 |
Postretirement Benefits - Pensi
Postretirement Benefits - Pension Amounts Recorded Within Account Line Items of Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Defined Benefit Plan, Amounts for Asset (Liability) Recognized in Statement of Financial Position [Abstract] | ||
Accrued compensation and benefits | $ 366 | $ 431 |
Long-term pension liability | 4,975 | 3,635 |
Pension and Other Postretirement Defined Benefit Plans, Liabilities | $ 5,341 | $ 4,066 |
Postretirement Benefits - Deter
Postretirement Benefits - Determination of Pension Expense (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Investment gains or losses recognition period | 5 years | |
Cumulative unrecognized net actuarial gains (loss) | $ 0.9 | |
Cumulative unrecognized investment gains | $ 0.5 | $ 0.5 |
Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Cumulative unrecognized net actuarial gains (loss) | $ (0.1) |
Postretirement Benefits - Net P
Postretirement Benefits - Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Service cost | $ 599 | $ 382 | $ 268 |
Interest cost | 118 | 75 | 22 |
Amortization of losses | (18) | 5 | 7 |
Expected return on assets | (74) | (66) | (130) |
Net periodic pension cost | 625 | 396 | 167 |
Settlement gain | (259) | ||
Total pension cost (gain) | $ 625 | $ 396 | $ (92) |
Postretirement Benefits - Chang
Postretirement Benefits - Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan, Accumulated Other Comprehensive (Income) Loss, before Tax [Abstract] | ||
Net gain | $ (854) | $ (191) |
Amortization of net loss | 30 | (7) |
Total recognized in other comprehensive income (loss) | (824) | (198) |
Defined Benefit Plan, Amount Recognized in Net Periodic Benefit Cost (Credit) and Other Comprehensive (Income) Loss, before Tax [Abstract] | ||
Total recognized in net periodic pension cost and other comprehensive income (loss) | $ (198) | $ 593 |
Postretirement Benefits - Amoun
Postretirement Benefits - Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2017USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |
Settlement gain | $ (259) |
Postretirement Benefits - Weigh
Postretirement Benefits - Weighted-Average Assumption Used to Determine Net Cost (Details) | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate (as a percent) | 0.55% | 1.04% | 0.88% |
Expected return on plan assets (as a percent) | 1.01% | 1.06% | 1.75% |
Expected rate of compensation increases (as a percent) | 1.12% | 1.19% | 1.54% |
Postretirement Benefits - Fai_2
Postretirement Benefits - Fair Value of Plan Assets (Details) $ in Thousands | Sep. 30, 2019USD ($)plan | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit pension plan, number of plans | plan | 3 | ||
Fair value of plan assets | $ | $ 6,574 | $ 7,078 | $ 2,225 |
SWITZERLAND | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit pension plan, number of plans | plan | 2 | ||
Fair value of plan assets | $ | $ 6,486 | 6,754 | |
TAIWAN, PROVINCE OF CHINA | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit pension plan, number of plans | plan | 1 | ||
Fair value of plan assets | $ | $ 88 | $ 324 |
Postretirement Benefits - Asset
Postretirement Benefits - Asset Allocation of Plan Assets of Non-U.S. Plans (Details) | Sep. 30, 2019 |
Defined Benefit Plan, Information about Plan Assets [Abstract] | |
Percentage of Plan Assets (as a percent) | 100.00% |
Cash and cash equivalents | |
Defined Benefit Plan, Information about Plan Assets [Abstract] | |
Percentage of Plan Assets (as a percent) | 1.00% |
Debt securities | |
Defined Benefit Plan, Information about Plan Assets [Abstract] | |
Percentage of Plan Assets (as a percent) | 48.00% |
Equity securities | |
Defined Benefit Plan, Information about Plan Assets [Abstract] | |
Percentage of Plan Assets (as a percent) | 20.00% |
Other | |
Defined Benefit Plan, Information about Plan Assets [Abstract] | |
Percentage of Plan Assets (as a percent) | 31.00% |
Postretirement Benefits - Fai_3
Postretirement Benefits - Fair Value of Pension Assets by Asset Category and by Level (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 6,574 | $ 7,078 | $ 2,225 |
SWITZERLAND | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6,486 | 6,754 | |
TAIWAN, PROVINCE OF CHINA | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 88 | 324 | |
Significant Other Observable Inputs (Level 2) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6,574 | 7,078 | |
Significant Other Observable Inputs (Level 2) | SWITZERLAND | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6,486 | 6,754 | |
Significant Other Observable Inputs (Level 2) | TAIWAN, PROVINCE OF CHINA | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 88 | $ 324 |
Postretirement Benefits - Expec
Postretirement Benefits - Expected Benefit Payment Over Next Ten Years are Anticipated to be Paid (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2020 | $ 366 |
2021 | 370 |
2022 | 373 |
2023 | 377 |
2024 | 381 |
Thereafter | $ 3,474 |
Postretirement Benefits - Estim
Postretirement Benefits - Estimated Future Employer Contribution (Details) $ in Millions | Sep. 30, 2019USD ($) |
Defined Benefit Plan, Expected Future Employer Contributions [Abstract] | |
Expected contribution to the Plan to meet minimum funding targets | $ 0.4 |
Postretirement Benefits - Defin
Postretirement Benefits - Defined Contribution Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Contribution Plan [Abstract] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.50% | ||
Employer contributions | $ 4.6 | $ 3.4 | $ 3 |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock (Details) - $ / shares | Sep. 30, 2019 | Sep. 30, 2018 |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning Balance | $ 717,832 | $ 607,644 | $ 553,690 |
Ending Balance | 1,138,954 | 717,832 | 607,644 |
Accumulated Other Comprehensive Income (Loss) | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning Balance | 13,587 | 15,213 | 15,166 |
Other comprehensive (loss) income before reclassifications | (9,971) | (1,637) | 283 |
Amounts reclassified from accumulated other comprehensive income | (105) | 11 | (236) |
Ending Balance | 3,511 | 13,587 | 15,213 |
Currency Translation Adjustments | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning Balance | 13,517 | 15,168 | 15,389 |
Other comprehensive (loss) income before reclassifications | (9,333) | (1,651) | (221) |
Ending Balance | 4,184 | 13,517 | 15,168 |
Unrealized Gains (Losses) on Available-for-Sale Securities | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning Balance | (112) | (1) | (3) |
Other comprehensive (loss) income before reclassifications | 244 | (110) | (10) |
Amounts reclassified from accumulated other comprehensive income | (140) | (1) | 12 |
Ending Balance | (8) | (112) | (1) |
Pension Liability Adjustments | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning Balance | 182 | 46 | (220) |
Other comprehensive (loss) income before reclassifications | (882) | 124 | 514 |
Amounts reclassified from accumulated other comprehensive income | 35 | 12 | (248) |
Ending Balance | $ (665) | $ 182 | $ 46 |
Equity Incentive Plans - Genera
Equity Incentive Plans - General Information (Details) - 2015 Equity Incentive Plan | 12 Months Ended |
Sep. 30, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 3 years |
Shares available for grant (in shares) | 1,954,021 |
Shares authorized (in shares) | 5,000,000 |
Equity Incentive Plans - Restri
Equity Incentive Plans - Restricted Stock Unit Activity - Tabular Disclosure (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Shares | |||
Outstanding at beginning of period (in shares) | 2,194,512 | ||
Restricted stocks granted (in shares) | 792,315 | 535,289 | 1,018,570 |
Vested (in shares) | (1,055,018) | ||
Forfeited (in shares) | (149,083) | ||
Outstanding at end of period (in shares) | 1,782,726 | 2,194,512 | |
Weighted Average Grant-Date Fair Value | |||
Outstanding at beginning of period (in dollars per share) | $ 17.20 | ||
Granted (in dollars per share) | 30.47 | $ 33.28 | $ 14.43 |
Vested (in dollars per share) | 13.04 | ||
Forfeited (in dollars per share) | 26.11 | ||
Outstanding at end of period (in dollars per share) | $ 24.63 | $ 17.20 |
Equity Incentive Plans - Rest_2
Equity Incentive Plans - Restricted Stock Unit Activity - Additional Information (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in dollars per share) | $ 30.47 | $ 33.28 | $ 14.43 |
Fair value of restricted stock awards vested | $ 34.8 | $ 22 | $ 15 |
Withholding taxes remitted | 15.3 | 7.3 | 4.7 |
Withholding taxes paid | 0 | 0 | 0.1 |
Proceeds from employees to satisfy tax obligation | $ 15.3 | $ 7.3 | $ 4.6 |
Equity Incentive Plans - Rest_3
Equity Incentive Plans - Restricted Stock Unit Activity - Unrecognized Compensation Cost (Details) - Restricted Stock Units (RSUs) $ in Millions | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 20.8 |
Unrecognized compensation cost, estimated weighted average amortization period | 1 year 7 months 6 days |
Equity Incentive Plans - Rest_4
Equity Incentive Plans - Restricted Stock Units Granted - Tabular Disclosure (Details) - shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 792,315 | 535,289 | 1,018,570 |
Restricted Stock, Time Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 330,006 | 213,893 | 386,713 |
Board of Director Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 38,920 | 36,774 | 43,519 |
Restricted Stock, Performance Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 423,389 | 284,622 | 588,338 |
Equity Incentive Plans - Rest_5
Equity Incentive Plans - Restricted Stock Units Granted - Discontinued Operations (Details) - Restricted Stock Units (RSUs) - shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 792,315 | 535,289 | 1,018,570 |
Discontinued Operations, Held-for-sale | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stocks granted (in shares) | 134,993 | 124,124 |
Equity Incentive Plans - Time-B
Equity Incentive Plans - Time-Based Grants (Details) | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period (in years) | 1 year | 1 year | |
Restricted Stock, Time Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period (in years) | 3 years | ||
Share-based Compensation Award, Tranche One | Restricted Stock, Time Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage (as a percent) | 33.33% | ||
Share-based Compensation Award, Tranche Two | Restricted Stock, Time Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage (as a percent) | 33.33% | ||
Share-based Compensation Award, Tranche Three | Restricted Stock, Time Based Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage (as a percent) | 33.33% |
Equity Incentive Plans - Stock
Equity Incentive Plans - Stock Grants (Details) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 1 year | 1 year |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 1 year | 1 year |
Equity Incentive Plans - Perfor
Equity Incentive Plans - Performance-Based Grants (Details) - Restricted Stock, Performance Based Shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance-based awards granted, percentage (as a percent) | 100.00% | 100.00% | 100.00% |
Performance-based awards granted, percentage, maximum threshold met (as a percent) | 200.00% | 200.00% | 200.00% |
Performance goal measurement period (in years) | 3 years |
Equity Incentive Plans - Employ
Equity Incentive Plans - Employee Stock Purchase Plan (Details) - Employee Stock - shares | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Purchase price of common stock (as a percent) | 85.00% | |
Shares authorized (in shares) | 1,250,000 | |
Shares available for grant (in shares) | 992,284 | |
Shares issued under employee stock purchase plan (in shares) | 131,042 | 126,674 |
Restructuring and Other Charg_3
Restructuring and Other Charges - General Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 1,894 | $ 714 | $ 3,144 | ||
Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 1,894 | $ 714 | 3,144 | ||
Corporate, Non-Segment | Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 300 | ||||
Brooks Semiconductor Solutions Group | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 600 | ||||
Brooks Semiconductor Solutions Group | Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 300 | 2,500 | |||
Brooks Life Sciences | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 1,900 | ||||
Additional Restructuring Charges | $ 700 | ||||
Severance Costs | $ 600 | ||||
Brooks Life Sciences | Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 300 | 400 | |||
Actions Initiated During Fiscal Year 2017 | Brooks Semiconductor Solutions Group | Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 1,500 | ||||
Actions Initiated During Fiscal Year 2016 | Brooks Semiconductor Solutions Group | Workforce-related termination benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 1,000 |
Restructuring and Other Charg_4
Restructuring and Other Charges - Activity Related to Restructuring Accruals (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Reserve [Roll Forward] | |||
Expenses | $ 1,894 | $ 714 | $ 3,144 |
Workforce-related termination benefits | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 659 | 1,708 | 5,939 |
Expenses | 1,894 | 714 | 3,144 |
Payments | (1,513) | (1,763) | (7,375) |
Ending Balance | $ 1,040 | $ 659 | $ 1,708 |
Restructuring and Other Charg_5
Restructuring and Other Charges - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Restructuring Reserve [Abstract] | ||
Accrued restructuring costs, current | $ 1,040 | $ 659 |
Earnings per Share - Tabular Di
Earnings per Share - Tabular Disclosure (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |||
(Loss) income from continuing operations | $ 9,554 | $ 67,717 | $ 10,687 |
Income from discontinued operations, net of tax | 427,862 | 48,747 | 51,925 |
Net income | 437,416 | 116,464 | 62,612 |
Net loss attributable to noncontrolling interest | 111 | ||
Net income attributable to Brooks Automation, Inc. | $ 437,416 | $ 116,575 | $ 62,612 |
Weighted average common shares outstanding used in computing basic earnings per share (in shares) | 71,992 | 70,489 | 69,575 |
Dilutive restricted stock units | 394 | 448 | 910 |
Weighted average common shares outstanding used in computing diluted earnings per share (in shares) | 72,386 | 70,937 | 70,485 |
Basic net income per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income from continuing operations | $ 0.13 | $ 0.96 | $ 0.15 |
Income from discontinued operations, net of tax | 5.95 | 0.69 | 0.75 |
Basic net income per share attributable to Brooks Automation, Inc. (in dollars per share) | 6.08 | 1.65 | 0.90 |
Diluted net income per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income from continuing operations | 0.13 | 0.95 | 0.15 |
Income from discontinued operations, net of tax | 5.91 | 0.69 | 0.74 |
Diluted net income per share attributable to Brooks Automation, Inc. common stockholders (in dollars per share) | 6.04 | 1.64 | 0.89 |
Dividend declared per share (in dollars per share) | $ 0.40 | $ 0.40 | $ 0.40 |
Earnings per Share - Anti-dilut
Earnings per Share - Anti-dilutive Securities (Details) - shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 9,439 | 9,927 | 9,500 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Payment Terms (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Minimum | |
Disaggregation of Revenue [Line Items] | |
Payment period | 30 days |
Maximum | |
Disaggregation of Revenue [Line Items] | |
Payment period | 60 days |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Segment Information (Details) - segment | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 2 | 2 | 2 |
Number of reporting units | 5 | 5 | 5 |
Brooks Semiconductor Solutions Group | |||
Segment Reporting Information [Line Items] | |||
Number of reporting units | 3 | 3 | 3 |
Brooks Life Sciences | |||
Segment Reporting Information [Line Items] | |||
Number of reporting units | 2 | 2 | 2 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Disaggregated By Timing (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
Brooks Semiconductor Solutions Group | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 446,669 | 435,018 | 378,790 |
Brooks Life Sciences | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 334,179 | $ 196,542 | $ 148,709 |
Point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 540,116 | ||
Point in time | Brooks Semiconductor Solutions Group | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 442,876 | ||
Point in time | Brooks Life Sciences | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 97,240 | ||
Over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 240,732 | ||
Over time | Brooks Semiconductor Solutions Group | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 3,793 | ||
Over time | Brooks Life Sciences | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 236,939 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Disaggregated By Geographic Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
North America | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 327,250 | 233,243 | 174,432 |
Asia/Pacific/Other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 312,237 | 262,706 | 255,825 |
United Kingdom | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 48,764 | 51,690 | 37,283 |
Rest of Europe | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 92,597 | $ 83,921 | $ 59,959 |
Revenue from Contracts with C_7
Revenue from Contracts with Customers - Disaggregated By Reporting Unit (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
Automation Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 286,188 | ||
Reporting unit, name of segment | brks:BrooksSemiconductorSolutionsGroupMember | ||
Contamination Control Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 118,318 | ||
Reporting unit, name of segment | brks:BrooksSemiconductorSolutionsGroupMember | ||
Global Semiconductor Services | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 42,163 | ||
Reporting unit, name of segment | brks:BrooksSemiconductorSolutionsGroupMember | ||
Sample Management | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 207,916 | ||
Reporting unit, name of segment | brks:BrooksLifeSciencesMember | ||
GENEWIZ | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 126,263 | ||
Reporting unit, name of segment | brks:BrooksLifeSciencesMember | ||
Brooks Semiconductor Solutions Group | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 446,669 | 435,018 | 378,790 |
Brooks Life Sciences | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 334,179 | $ 196,542 | $ 148,709 |
Revenue from Contracts with C_8
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Oct. 01, 2018 | Sep. 30, 2018 | |
Accounts Receivable, after Allowance for Credit Loss, Current [Abstract] | |||
Accounts receivable, net | $ 165,602 | $ 125,200 | $ 125,192 |
Contract with Customer, Asset, Net, Current [Abstract] | |||
Contract assets | $ 14,000 | 12,800 | |
Capitalized Contract Cost [Abstract] | |||
Sales commission amortization period | 60 months | ||
Deferred commissions | $ 800 | 1,500 | |
Deferred commission amortization expense | 700 | ||
Contract with Customer, Liability [Abstract] | |||
Current contract liabilities | 29,435 | 28,734 | $ 25,884 |
Contract liabilities | 29,400 | $ 28,700 | |
Revenue recognized | $ 23,600 |
Revenue from Contracts with C_9
Revenue from Contracts with Customers - Contract Liability Roll Forward (Details) $ in Millions | Sep. 30, 2019USD ($) |
Change in Contract with Customer, Liability [Abstract] | |
Balance at beginning of period | $ 28.7 |
Balance at end of period | $ 29.4 |
Revenue from Contracts with _10
Revenue from Contracts with Customers - Remaining Performance Obligations (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 28,415 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 22,461 |
Unsatisfied performance obligation, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 5,954 |
Unsatisfied performance obligation, period |
Revenue from Contracts with _11
Revenue from Contracts with Customers - Costs to Obtain and Fulfill a Contract (Details) | Sep. 30, 2019 |
Capitalized Contract Cost [Abstract] | |
Sales commission amortization period | 60 months |
Segment and Geographic Inform_3
Segment and Geographic Information - General Information (Details) - segment | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||
Number of reportable segments | 2 | 2 | 2 |
Brooks Life Sciences | |||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||
Number of operating segments | 2 | 1 | 1 |
Segment and Geographic Inform_4
Segment and Geographic Information - Financial Information for Business Segments - Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 1,515,999 | $ 1,095,257 |
Reportable Segments | ||
Segment Reporting Information [Line Items] | ||
Total assets | 1,168,795 | 675,033 |
Reportable Segments | Brooks Semiconductor Solutions Group | ||
Segment Reporting Information [Line Items] | ||
Total assets | 259,641 | 264,452 |
Reportable Segments | Brooks Life Sciences | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 909,154 | $ 410,581 |
Segment and Geographic Inform_5
Segment and Geographic Information - Reconciliation of Reportable Segment Operating Income (Loss) to Corresponding Consolidated Amounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
Amortization of Intangible Assets | 35,200 | 24,200 | 17,100 |
Operating Income (Loss) | 46,038 | 31,409 | 14,319 |
Operating income | 46,038 | 31,409 | 14,319 |
Amortization of acquired intangible assets | 35,200 | 24,200 | 17,100 |
Restructuring Charges | 1,894 | 714 | 3,144 |
Interest income | 1,449 | 1,881 | 464 |
Interest expense | (22,250) | (9,520) | (408) |
Gain on settlement of equity method investment | 1,847 | ||
Loss on extinguishment of debt | (14,339) | ||
Other expenses, net | (1,455) | (3,304) | (1,702) |
Income before income taxes | 9,443 | 20,466 | 14,520 |
Brooks Semiconductor Solutions Group | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 446,669 | 435,018 | 378,790 |
Operating Income (Loss) | 69,961 | 62,511 | 42,741 |
Operating income | 69,961 | 62,511 | 42,741 |
Restructuring Charges | 600 | ||
Brooks Life Sciences | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 334,179 | 196,542 | 148,709 |
Operating Income (Loss) | 20,631 | 3,795 | 3,217 |
Operating income | 20,631 | 3,795 | 3,217 |
Restructuring Charges | 1,900 | ||
Segment Reconciling Items | |||
Segment Reporting Information [Line Items] | |||
Amortization of Intangible Assets | 24,737 | 19,339 | 13,228 |
Acquisition accounting impact on inventory contracts acquired | 184 | 1,896 | 523 |
Restructuring related charges | 285 | ||
Operating Income (Loss) | 90,592 | 66,306 | 45,958 |
Operating income | 90,592 | 66,306 | 45,958 |
Amortization of acquired intangible assets | 24,737 | 19,339 | 13,228 |
Corporate, Non-Segment | |||
Segment Reporting Information [Line Items] | |||
Other unallocated corporate expenses | 7,030 | 8,071 | 10,829 |
Completed Technology | |||
Segment Reporting Information [Line Items] | |||
Amortization of Intangible Assets | 10,424 | 4,877 | 3,915 |
Amortization of acquired intangible assets | $ 10,424 | $ 4,877 | $ 3,915 |
Segment and Geographic Inform_6
Segment and Geographic Information - Reconciliation of Reportable Segment Assets to Corresponding Consolidated Amounts (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Segment Reporting Information [Line Items] | ||
Cash, cash equivalents and marketable securities | $ 342,140 | $ 251,226 |
Deferred tax assets | 5,064 | 43,798 |
Assets | 1,515,999 | 1,095,257 |
Discontinued Operations, Held-for-sale | ||
Segment Reporting Information [Line Items] | ||
Assets held for sale | 125,200 | |
Reportable Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 1,168,795 | $ 675,033 |
Segment and Geographic Inform_7
Segment and Geographic Information - Net Revenues based upon Source of Order by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 780,848 | $ 631,560 | $ 527,499 |
North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 327,250 | 233,243 | 174,432 |
UNITED STATES | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 325,300 | 232,700 | 172,900 |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 48,764 | 51,690 | 37,283 |
Rest of Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 92,597 | $ 83,921 | $ 59,959 |
Segment and Geographic Inform_8
Segment and Geographic Information - Long-Lived Assets, Consisting of Property, Plant and Equipment by Geographic Area (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | $ 100,669 | $ 59,988 |
North America | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | 72,401 | 50,614 |
UNITED STATES | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | 72,300 | 50,500 |
Asia/Pacific/Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | 15,628 | 492 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | 5,019 | 5,494 |
Rest of Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment, net | $ 7,621 | $ 3,388 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Assets: | ||
Available-for-sale securities | $ 36,969 | $ 53,518 |
Fair Value, Measurements, Recurring | ||
Assets: | ||
Available-for-sale securities | 36,969 | 53,518 |
Foreign exchange contracts | 17 | 170 |
Total Assets | 53,150 | 104,260 |
Liabilities: | ||
Foreign exchange contracts | 340 | 177 |
Total Liabilities | 340 | 177 |
Fair Value, Measurements, Recurring | Cash equivalents | ||
Assets: | ||
Cash equivalents | 16,164 | 50,572 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Measurements, Recurring | ||
Assets: | ||
Total Assets | 6,188 | 50,572 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Measurements, Recurring | Cash equivalents | ||
Assets: | ||
Cash equivalents | 6,188 | 50,572 |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Recurring | ||
Assets: | ||
Cash equivalents | 10,000 | |
Available-for-sale securities | 36,969 | 53,518 |
Foreign exchange contracts | 17 | 170 |
Total Assets | 46,962 | 53,688 |
Liabilities: | ||
Foreign exchange contracts | 340 | 177 |
Total Liabilities | 340 | $ 177 |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Recurring | Cash equivalents | ||
Assets: | ||
Cash equivalents | $ 9,976 |
Fair Value Measurements - Cash
Fair Value Measurements - Cash Equivalents (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Cash equivalents | ||
Assets: | ||
Cash equivalents | $ 16,164 | $ 50,572 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash equivalents | ||
Assets: | ||
Cash equivalents | 6,188 | 50,572 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Cash equivalents | 6,200 | $ 50,600 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Cash equivalents | 10,000 | |
Significant Other Observable Inputs (Level 2) | Cash equivalents | ||
Assets: | ||
Cash equivalents | $ 9,976 |
Fair Value Measurements - Avail
Fair Value Measurements - Available For Sale Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Assets: | ||
Available-for-sale securities | $ 36,969 | $ 53,518 |
Fair Value, Measurements, Recurring | ||
Assets: | ||
Available-for-sale securities | 36,969 | 53,518 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Available-for-sale securities | $ 36,969 | $ 53,518 |
Fair Value Measurements - Forei
Fair Value Measurements - Foreign Exchange Contracts (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Assets: | ||
Foreign exchange contracts | $ 17 | $ 170 |
Liabilities: | ||
Foreign exchange contracts | 340 | 177 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Foreign exchange contracts | 17 | 170 |
Liabilities: | ||
Foreign exchange contracts | 340 | $ 177 |
Significant Other Observable Inputs (Level 2) | Maximum | ||
Assets: | ||
Foreign exchange contracts | $ 100 |
Commitments and Contingencies -
Commitments and Contingencies - Rent Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Leases, Rent Expense, Net [Abstract] | |||
Rental expense under operating leases | $ 9.6 | $ 5.3 | $ 4 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Lease Commitments on Non-Cancelable Operating Leases, Lease Income and Sublease Income (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Net Payments | |
2020 | $ 8,898 |
2021 | 5,845 |
2022 | 3,845 |
2023 | 3,166 |
2024 | 2,520 |
Thereafter | 4,249 |
Operating Leases, Future Minimum Payments Due, Total | $ 28,523 |
Commitments and Contingencies_3
Commitments and Contingencies - Letters of Credit (Details) $ in Millions | Sep. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding letters of credit | $ 1.3 |
Commitments and Contingencies_4
Commitments and Contingencies - Purchase Commitments (Details) $ in Millions | Sep. 30, 2019USD ($) |
Non-cancelable commitments | |
Other Commitments [Line Items] | |
Other commitment | $ 126.5 |
Non-cancellable contracts and purchase orders for inventory | |
Other Commitments [Line Items] | |
Other commitment | 76.9 |
Non-cancelable IT-related commitments | |
Other Commitments [Line Items] | |
Other commitment | 26.6 |
Non-cancelable China facility commitments | |
Other Commitments [Line Items] | |
Other commitment | 19.7 |
Non-cancelable commitments, other | |
Other Commitments [Line Items] | |
Other commitment | $ 3.3 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Subsequent Event [Line Items] | ||||
Cash dividend declared (in dollars per share) | $ 0.40 | $ 0.40 | $ 0.40 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Cash dividend declared, date | Nov. 1, 2019 | |||
Cash dividend declared (in dollars per share) | $ 0.10 | |||
Cash dividend declared, payment date | Dec. 20, 2019 | |||
Cash dividend declared, record date | Dec. 6, 2019 |