NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1: Summary of Significant Accounting Policies
As permitted by the rules of the Securities and Exchange Commission applicable to Quarterly Reports on Form 10-Q, these notes are condensed and do not contain all disclosures required by generally accepted accounting principles (GAAP). Reference should be made to the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 for a full description of other significant accounting policies.
In the opinion of the management of Cognex Corporation (the "Company"), the accompanying consolidated unaudited financial statements contain all adjustments, consisting of normal, recurring adjustments, excess and obsolete inventory charges (Note 5), intangible asset impairment charges (Note 8), restructuring charges (Note 16) and financial statement reclassifications necessary to present fairly the Company’s financial position as of July 4, 2021, and the results of its operations for the three-month and six-month periods ended July 4, 2021 and June 28, 2020, and changes in shareholders’ equity, comprehensive income, and cash flows for the periods presented.
The results disclosed in the Consolidated Statements of Operations for the three-month and six-month periods ended July 4, 2021 are not necessarily indicative of the results to be expected for the full year.
NOTE 2: New Pronouncements
Accounting Standards Update (ASU) 2019-12, "Simplifying the Accounting for Income Taxes"
The amendments in this ASU eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. They also clarify and simplify other aspects of the accounting for income taxes. The Company adopted ASU 2019-12 on January 1, 2021. Upon adoption, ASU 2019-12 did not have a material impact on the Company's consolidated financial statements and disclosures.
Accounting Standards Update (ASU) 2020-08, "Codification Improvements to Subtopic 310-20, Receivables - Nonrefundable Fees and Other Costs"
The amendments in this ASU clarify that for each reporting period, for callable debt with multiple call dates and call prices that may change at each call date, to the extent that the amortized cost basis of an individual callable debt security exceeds the amount repayable by the issuer at the next call date, the excess is amortized to the next call date. The Company adopted ASU 2020-08 on January 1, 2021. Upon adoption, ASU 2020-08 did not have a material impact on the Company's consolidated financial statements and disclosures.
Accounting Standards Update (ASU) 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" and (ASU) 2021-01, "Reference Rate Reform (Topic 848): Scope"
The amendments in these ASUs apply to all entities that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Together, the ASUs provide optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendments in these ASUs are effective for all entities as of March 12, 2020 through December 31, 2022. Management does not expect ASU 2020-04 or ASU 2021-01 to have a material impact on the Company's consolidated financial statements and disclosures.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 3: Fair Value Measurements
Financial Assets and Liabilities that are Measured at Fair Value on a Recurring Basis
The following table summarizes the financial assets and liabilities required to be measured at fair value on a recurring basis as of July 4, 2021 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
|
|
Significant Other
Observable
Inputs (Level 2)
|
|
Unobservable Inputs (Level 3)
|
Assets:
|
|
|
|
|
|
Money market instruments
|
$
|
200
|
|
|
|
|
$
|
—
|
|
Corporate bonds
|
—
|
|
|
482,236
|
|
|
—
|
|
Treasury bills
|
—
|
|
|
130,961
|
|
|
—
|
|
Asset-backed securities
|
—
|
|
|
90,265
|
|
|
—
|
|
|
|
|
|
|
|
Agency bonds
|
—
|
|
|
18,960
|
|
|
—
|
|
Municipal bonds
|
—
|
|
|
6,997
|
|
|
—
|
|
Sovereign bonds
|
—
|
|
|
5,293
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic hedge forward contracts
|
—
|
|
|
47
|
|
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
Economic hedge forward contracts
|
—
|
|
|
585
|
|
|
—
|
|
|
|
|
|
|
|
The Company’s money market instruments are reported at fair value based upon the daily market price for identical assets in active markets, and are therefore classified as Level 1.
The Company’s debt securities and forward contracts are reported at fair value based on model-driven valuations in which all significant inputs are observable or can be derived from or corroborated by observable market data for substantially the full term of the asset or liability, and are therefore classified as Level 2. Management is responsible for estimating the fair value of these financial assets and liabilities, and in doing so, considers valuations provided by a large, third-party pricing service. For debt securities, this service maintains regular contact with market makers, brokers, dealers, and analysts to gather information on market movement, direction, trends, and other specific data. They use this information to structure yield curves for various types of debt securities and arrive at the daily valuations. The Company's forward contracts are typically traded or executed in over-the-counter markets with a high degree of pricing transparency. The market participants are generally large commercial banks.
The Company's contingent consideration liabilities are reported at fair value based upon probability-adjusted present values of the consideration expected to be paid using significant inputs that are not observable in the market, and are therefore classified as Level 3. Key assumptions used in these estimates include probability assessments with respect to the likelihood of achieving certain revenue milestones. The fair values of these contingent consideration liabilities were calculated using discount rates consistent with the level of risk of achievement, and are remeasured each reporting period.
The fair value of the contingent consideration liability related to the Company's acquisition of GVi Ventures, Inc. in 2017 was written down to zero in 2019 resulting from a lower level of revenue in the Americas' automotive industry, and the balance remains at zero as of July 4, 2021. The undiscounted potential outcomes related to future contingent consideration range from $0 to $2,500,000 based upon certain revenue levels over the next year.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Non-financial Assets that are Measured at Fair Value on a Non-recurring Basis
Non-financial assets, such as property, plant and equipment, operating lease assets, goodwill, and intangible assets, are required to be measured at fair value only when an impairment loss is recognized. The Company evaluates these long-lived assets for impairment whenever events or changes in circumstances, referred to as "triggering events," indicate the carrying value may not be recoverable. The adverse impact of the COVID-19 pandemic on our business in 2020 triggered a review of long-lived assets for potential impairment as of May 26, 2020, which resulted in operating lease asset impairment charges of $2,534,000 (refer to Notes 6 and 16) that were included in "Restructuring charges" on the Consolidated Statements of Operations, and intangible asset impairment charges of $19,571,000 (refer to Note 8) in the second quarter of 2020. These fair value measurements were based upon the present values of future cash flows using significant inputs that were not observable in the market, and were therefore classified as Level 3.
No triggering event occurred in the six-month period ended July 4, 2021 that would indicate a potential impairment of long-lived assets. However, the Company continues to monitor global economic conditions, as events or changes in circumstances could result in an impairment of long-lived assets in a future period.
NOTE 4: Cash, Cash Equivalents, and Investments
Cash, cash equivalents, and investments consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
July 4, 2021
|
|
December 31, 2020
|
Cash
|
$
|
216,837
|
|
|
$
|
266,609
|
|
|
|
|
|
Money market instruments
|
200
|
|
|
2,464
|
|
Cash and cash equivalents
|
217,037
|
|
|
269,073
|
|
Treasury bills
|
92,939
|
|
|
35,403
|
|
Corporate bonds
|
66,452
|
|
|
32,714
|
|
|
|
|
|
Asset-backed securities
|
24,756
|
|
|
25,160
|
|
Sovereign bonds
|
4,196
|
|
|
8,660
|
|
Municipal bonds
|
2,404
|
|
|
1,303
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current investments
|
190,747
|
|
|
103,240
|
|
Corporate bonds
|
415,784
|
|
|
203,428
|
|
Asset-backed securities
|
65,509
|
|
|
67,058
|
|
Treasury bills
|
38,022
|
|
|
96,458
|
|
Agency bonds
|
18,960
|
|
|
19,006
|
|
Municipal bonds
|
4,593
|
|
|
5,735
|
|
Sovereign bonds
|
1,097
|
|
|
3,440
|
|
|
|
|
|
|
|
|
|
Non-current investments
|
543,965
|
|
|
395,125
|
|
|
$
|
951,749
|
|
|
$
|
767,438
|
|
Cash equivalents are highly liquid investments with insignificant interest rate risk and maturities of ninety days or less at the time of acquisition. Cash equivalents consist primarily of government and institutional money market funds; treasury bills consist of debt securities issued by the U.S. government; corporate bonds consist of debt securities issued by both domestic and foreign companies; asset-backed securities consist of debt securities collateralized by pools of receivables or loans with credit enhancement; sovereign bonds consist of direct debt issued by foreign governments; municipal bonds consist of debt securities issued by state and local government entities; and agency bonds consist of domestic or foreign obligations of government agencies and government-sponsored enterprises that have government backing. All of the Company's securities as of July 4, 2021 and December 31, 2020 were denominated in U.S. Dollars.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Accrued interest receivable is recorded in "Prepaid expenses and other current assets" on the Consolidated Balance Sheet and amounted to $2,992,000 and $1,560,000 as of July 4, 2021 and December 31, 2020, respectively.
The following table summarizes the Company’s available-for-sale investments as of July 4, 2021 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
Current:
|
|
|
|
|
|
|
|
Treasury bills
|
$
|
92,502
|
|
|
$
|
437
|
|
|
$
|
—
|
|
|
$
|
92,939
|
|
Corporate bonds
|
66,164
|
|
|
291
|
|
|
(3)
|
|
|
66,452
|
|
Asset-backed securities
|
24,562
|
|
|
197
|
|
|
(3)
|
|
|
24,756
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sovereign bonds
|
4,189
|
|
|
7
|
|
|
—
|
|
|
4,196
|
|
Municipal bonds
|
2,401
|
|
|
3
|
|
|
—
|
|
|
2,404
|
|
|
|
|
|
|
|
|
|
Non-current:
|
|
|
|
|
|
|
|
Corporate bonds
|
414,453
|
|
|
1,874
|
|
|
(543)
|
|
|
415,784
|
|
Asset-backed securities
|
65,276
|
|
|
315
|
|
|
(82)
|
|
|
65,509
|
|
Treasury bills
|
37,677
|
|
|
345
|
|
|
—
|
|
|
38,022
|
|
Agency bonds
|
18,921
|
|
|
39
|
|
|
—
|
|
|
18,960
|
|
Municipal bonds
|
4,592
|
|
|
12
|
|
|
(11)
|
|
|
4,593
|
|
Sovereign bonds
|
1,096
|
|
|
1
|
|
|
—
|
|
|
1,097
|
|
|
$
|
731,833
|
|
|
$
|
3,521
|
|
|
$
|
(642)
|
|
|
$
|
734,712
|
|
The following table summarizes the Company’s gross unrealized losses and fair values for available-for-sale investments in an unrealized loss position as of July 4, 2021 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized Loss Position For:
|
|
|
|
Less than 12 Months
|
|
12 Months or Greater
|
|
Total
|
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
Corporate bonds
|
$
|
179,565
|
|
|
$
|
(546)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
179,565
|
|
|
$
|
(546)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset-backed securities
|
13,088
|
|
|
(85)
|
|
|
—
|
|
|
—
|
|
|
13,088
|
|
|
(85)
|
|
Municipal bonds
|
3,946
|
|
|
(11)
|
|
|
—
|
|
|
—
|
|
|
3,946
|
|
|
(11)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
196,599
|
|
|
$
|
(642)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
196,599
|
|
|
$
|
(642)
|
|
The Company's allowance for credit losses on debt securities was zero as of July 4, 2021 and December 31, 2020. There was no activity recorded in the allowance for credit losses during the three-month and six-month periods ended July 4, 2021. The Company recorded gross credit losses and gross credit recoveries totaling $0 and $85,000, respectively, for the three-month period ended June 28, 2020, and $160,000 and $85,000, respectively, for the six-month period ended June 28, 2020.
The Company recorded gross realized gains and gross realized losses on the sale of debt securities totaling $68,000 and $0, respectively, for both the three-month and six-month periods ended July 4, 2021. The Company recorded gross realized gains and gross realized losses on the sale of debt securities totaling $962,000 and $7,000, respectively, for the three-month period ended June 28, 2020, and $2,826,000 and $21,000, respectively, for the six-month period ended June 28, 2020. These gains and losses are included in "Investment income" on the Consolidated Statements of Operations. Prior to the sale of these securities, unrealized gains and losses for these debt securities, net of tax, are recorded in shareholders’ equity as accumulated other comprehensive loss.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table presents the effective maturity dates of the Company’s available-for-sale investments as of July 4, 2021 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
<1 year
|
|
1-2 Years
|
|
2-3 Years
|
|
3-4 Years
|
|
4-5 Years
|
|
5-8 Years
|
|
Total
|
Corporate bonds
|
$
|
66,452
|
|
|
$
|
161,596
|
|
|
$
|
139,870
|
|
|
$
|
77,234
|
|
|
$
|
30,143
|
|
|
$
|
6,941
|
|
|
$
|
482,236
|
|
Treasury bills
|
92,939
|
|
|
37,917
|
|
|
105
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
130,961
|
|
Asset-backed securities
|
24,756
|
|
|
30,896
|
|
|
20,090
|
|
|
9,510
|
|
|
—
|
|
|
5,013
|
|
|
90,265
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Agency bonds
|
—
|
|
|
18,960
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,960
|
|
Municipal bonds
|
2,404
|
|
|
4,593
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,997
|
|
Sovereign bonds
|
4,196
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,097
|
|
|
—
|
|
|
5,293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
190,747
|
|
|
$
|
253,962
|
|
|
$
|
160,065
|
|
|
$
|
86,744
|
|
|
$
|
31,240
|
|
|
$
|
11,954
|
|
|
$
|
734,712
|
|
NOTE 5: Inventories
Inventories consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
July 4, 2021
|
|
December 31, 2020
|
Raw materials
|
$
|
22,229
|
|
|
$
|
26,800
|
|
Work-in-process
|
3,996
|
|
|
4,780
|
|
Finished goods
|
42,278
|
|
|
29,250
|
|
|
$
|
68,503
|
|
|
$
|
60,830
|
|
The Company recorded provisions for excess and obsolete inventories of $1,111,000 and $1,816,000 for the three-month and six-month periods ended July 4, 2021, respectively, and $7,718,000 and $8,783,000 for the three-month and six-month periods ended June 28, 2020, respectively, which reduced the carrying value of the inventories to their net realizable value. Estimates in 2020 took into account the global economic conditions resulting from the COVID-19 pandemic.
NOTE 6: Leases
The Company's leases are primarily leased properties across different worldwide locations where the Company conducts its operations. All of these leases are classified as operating leases. Certain leases may contain options to extend or terminate the lease at the Company's sole discretion. There were no options to extend or terminate that were included in the determination of the lease term for the leases outstanding as of July 4, 2021. Certain leases contain leasehold improvement incentives, retirement obligations, escalating clauses, rent holidays, and variable payments tied to a consumer price index. There were no restrictions or covenants for outstanding leases as of July 4, 2021.
The total operating lease expense for the three-month and six-month periods ended July 4, 2021 was $2,021,000 and $4,023,000, respectively. The total operating lease cash payments for the three-month and six-month periods ended July 4, 2021 were $2,014,000 and $4,075,000, respectively. The total lease expense for leases with a term of twelve months or less for which the Company elected not to recognize a lease asset or lease liability for the three-month and six-month periods ended July 4, 2021 was $38,000 and $78,000, respectively.
The total operating lease expense for the three-month and six-month periods ended June 28, 2020 was $2,147,000 and $4,053,000, respectively. The total operating lease cash payments for the three-month and six-month periods ended June 28, 2020 were $2,091,000 and $3,954,000, respectively. The total lease expense for leases with a term of twelve months or less for which the Company elected not to recognize a lease asset or lease liability for the three-month and six-month periods ended June 28, 2020 was $23,000 and $62,000, respectively.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Future operating lease cash payments are as follows (in thousands):
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
Amount
|
Remainder of fiscal 2021
|
|
$
|
4,598
|
|
2022
|
|
7,302
|
|
2023
|
|
5,531
|
|
2024
|
|
2,500
|
|
2025
|
|
1,580
|
|
2026
|
|
1,018
|
|
Thereafter
|
|
3,838
|
|
|
|
$
|
26,367
|
|
The discounted present value of the future lease cash payments resulted in a lease liability of $24,250,000 and $26,230,000 as of July 4, 2021 and December 31, 2020, respectively. The Company did not have any leases that had not yet commenced but that created significant rights and obligations as of July 4, 2021 or December 31, 2020.
The weighted-average discount rate was 3.8% and 4.0% for the leases outstanding as of July 4, 2021 and December 31, 2020, respectively. The weighted-average remaining lease term was 4.8 and 5.1 years for the leases outstanding as of July 4, 2021 and December 31, 2020, respectively.
Management closed eleven leased offices in 2020, prior to the end of their lease terms, as a part of the Company's restructuring plan (refer to Note 16). The carrying value of the lease assets associated with the majority of these offices was reduced to zero as of June 28, 2020, resulting in operating lease asset impairment charges of $2,534,000 for the three-month period ended June 28, 2020 that are included in "Restructuring charges" on the Consolidated Statements of Operations. Management is currently negotiating early contract terminations for the remaining lease liability obligations associated with these abandoned offices, which obligations totaled $2,264,000 and $2,877,000 as of July 4, 2021 and December 31, 2020, respectively, and are included in "Operating lease liabilities" on the Consolidated Balance Sheets.
NOTE 7: Goodwill
The changes in the carrying value of goodwill were as follows (in thousands):
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2020
|
|
$
|
244,078
|
|
Foreign exchange rate changes
|
|
(1,172)
|
|
Balance as of July 4, 2021
|
|
$
|
242,906
|
|
The adverse impact of the COVID-19 pandemic on our business in 2020 triggered a review of long-lived assets, including goodwill, for potential impairment during the second quarter of 2020. Based on this assessment, management concluded that events and circumstances did not indicate the fair value of the reporting unit was less than its carrying value. Factors that management considered in this qualitative assessment included macroeconomic conditions, industry and market considerations, overall financial performance (both current and projected), changes in management or strategy, changes in the composition or carrying amount of net assets, and market capitalization.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 8: Intangible Assets
Amortized intangible assets consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
Distribution networks
|
$
|
38,060
|
|
|
$
|
38,060
|
|
|
$
|
—
|
|
Completed technologies
|
24,217
|
|
|
13,835
|
|
|
10,382
|
|
Customer relationships
|
10,578
|
|
|
7,520
|
|
|
3,058
|
|
Non-compete agreements
|
710
|
|
|
464
|
|
|
246
|
|
Trademarks
|
110
|
|
|
94
|
|
|
16
|
|
Balance as of July 4, 2021
|
$
|
73,675
|
|
|
$
|
59,973
|
|
|
$
|
13,702
|
|
|
|
|
|
|
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
Distribution networks
|
$
|
38,060
|
|
|
$
|
38,060
|
|
|
$
|
—
|
|
Completed technologies
|
24,217
|
|
|
12,397
|
|
|
11,820
|
|
Customer relationships
|
10,578
|
|
|
7,160
|
|
|
3,418
|
|
Non-compete agreements
|
710
|
|
|
436
|
|
|
274
|
|
Trademarks
|
110
|
|
|
67
|
|
|
43
|
|
Balance as of December 31, 2020
|
$
|
73,675
|
|
|
$
|
58,120
|
|
|
$
|
15,555
|
|
As of July 4, 2021, estimated future amortization expense related to intangible assets was as follows (in thousands):
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
Amount
|
Remainder of fiscal 2021
|
|
$
|
1,803
|
|
2022
|
|
3,286
|
|
2023
|
|
2,594
|
|
2024
|
|
2,080
|
|
2025
|
|
1,757
|
|
2026
|
|
1,452
|
|
Thereafter
|
|
730
|
|
|
|
$
|
13,702
|
|
The adverse impact of the COVID-19 pandemic on our business in 2020 triggered a review of long-lived assets, including intangible assets, for potential impairment during the second quarter of 2020. Based on this assessment, management concluded that certain of the Company's finite-lived intangible assets failed the recoverability test, and recorded impairment charges for these assets equal to the amount by which their carrying value exceeded their fair value. The Company also measured the fair value and recorded an impairment charge for its indefinite-lived intangible asset related to in-process technologies. The fair values were established, with the assistance of an outside valuation advisor, using the income approach based on a discounted cash flow model that estimated future revenue streams and expenses attributable to those revenue streams provided by management.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
This review resulted in intangible asset impairment charges totaling $19,571,000 in the second quarter of 2020, primarily related to lower projected cash flows from the technologies and customer relationships acquired from Sualab Co. Ltd. ("Sualab") as a result of the deteriorating global economic conditions from the COVID-19 pandemic. Completed technologies, in-process technologies, and customer relationships acquired from Sualab were impaired in the amounts of $10,070,000, $5,900,000, and $3,382,000, respectively. In addition, customer relationships acquired from EnShape GmbH that had a gross carrying value of $447,000 and accumulated amortization of $228,000 on the measurement date were reduced to zero, resulting in an impairment charge of $219,000. The Company did not record impairment charges related to intangible assets during the three-month or six-month periods ended July 4, 2021.
NOTE 9: Warranty Obligations
The Company records the estimated cost of fulfilling product warranties at the time of sale based upon historical costs to fulfill claims. Obligations may also be recorded subsequent to the time of sale whenever specific events or changes in circumstances impacting product quality become known that would not have been taken into account using historical data. While we engage in extensive product quality programs and processes, including actively monitoring and evaluating the quality of our component suppliers and third-party contract manufacturers, the Company’s warranty obligation is affected by product failure rates, material usage, and service delivery costs incurred in correcting a product failure. An adverse change in any of these factors may result in the need for additional warranty provisions. Warranty obligations are included in “Accrued expenses” on the Consolidated Balance Sheets.
The changes in the warranty obligation were as follows (in thousands):
|
|
|
|
|
|
Balance as of December 31, 2020
|
$
|
5,406
|
|
Provisions for warranties issued during the period
|
1,693
|
|
Fulfillment of warranty obligations
|
(1,235)
|
|
|
|
Balance as of July 4, 2021
|
$
|
5,864
|
|
NOTE 10: Derivative Instruments
The Company’s foreign currency risk management strategy is principally designed to mitigate the potential financial impact of changes in the value of transactions and balances denominated in foreign currencies resulting from changes in foreign currency exchange rates. The Company enters into economic hedges utilizing foreign currency forward contracts with maturities of up to 95 days to manage the exposure to fluctuations in foreign currency exchange rates arising primarily from foreign-denominated receivables and payables. The gains and losses on these derivatives are intended to be offset by the changes in the fair value of the assets and liabilities being hedged. These economic hedges are not designated as hedging instruments for hedge accounting treatment.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The Company had the following outstanding forward contracts (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
July 4, 2021
|
|
December 31, 2020
|
Currency
|
Notional
Value
|
|
USD
Equivalent
|
|
Notional
Value
|
|
USD
Equivalent
|
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
|
Chinese Renminbi
|
490,000
|
|
|
$
|
75,228
|
|
|
—
|
|
|
$
|
—
|
|
Euro
|
35,000
|
|
|
41,457
|
|
|
50,000
|
|
|
61,342
|
|
Korean Won
|
21,000,000
|
|
|
18,483
|
|
|
6,925,000
|
|
|
6,377
|
|
Mexican Peso
|
130,000
|
|
|
6,519
|
|
|
155,000
|
|
|
7,776
|
|
Japanese Yen
|
600,000
|
|
|
5,391
|
|
|
600,000
|
|
|
5,808
|
|
Hungarian Forint
|
1,235,000
|
|
|
4,149
|
|
|
1,330,000
|
|
|
4,494
|
|
British Pound
|
2,820
|
|
|
3,881
|
|
|
1,675
|
|
|
2,287
|
|
Taiwanese Dollar
|
42,150
|
|
|
1,511
|
|
|
38,035
|
|
|
1,362
|
|
Canadian Dollar
|
1,435
|
|
|
1,160
|
|
|
1,285
|
|
|
1,010
|
|
Singapore Dollar
|
1,550
|
|
|
1,149
|
|
|
1,465
|
|
|
1,110
|
|
|
|
|
|
|
|
|
|
Information regarding the fair value of the outstanding forward contracts was as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset Derivatives
|
|
Liability Derivatives
|
|
Balance
|
|
Fair Value
|
|
Balance
|
|
Fair Value
|
|
Sheet
Location
|
|
July 4, 2021
|
|
December 31, 2020
|
|
Sheet
Location
|
|
July 4, 2021
|
|
December 31, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
|
|
|
Economic hedge forward contracts
|
Prepaid expenses and other current assets
|
|
$
|
47
|
|
|
$
|
265
|
|
|
Accrued expenses
|
|
$
|
585
|
|
|
$
|
38
|
|
The following table presents the gross activity for all derivative assets and liabilities which were presented on a net basis on the Consolidated Balance Sheets due to the right of offset with each counterparty (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset Derivatives
|
|
Liability Derivatives
|
|
|
July 4, 2021
|
|
December 31, 2020
|
|
|
|
July 4, 2021
|
|
December 31, 2020
|
Gross amounts of recognized assets
|
|
$
|
47
|
|
|
$
|
265
|
|
|
Gross amounts of recognized liabilities
|
|
$
|
585
|
|
|
$
|
38
|
|
Gross amounts offset
|
|
—
|
|
|
—
|
|
|
Gross amounts offset
|
|
—
|
|
|
—
|
|
Net amount of assets presented
|
|
$
|
47
|
|
|
$
|
265
|
|
|
Net amount of liabilities presented
|
|
$
|
585
|
|
|
$
|
38
|
|
Information regarding the effect of derivative instruments on the consolidated financial statements was as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Location in Financial Statements
|
|
Three-months Ended
|
|
Six-months Ended
|
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
Gains (losses) recognized in current operations
|
Foreign currency gain (loss)
|
|
$
|
(746)
|
|
|
$
|
60
|
|
|
$
|
2,148
|
|
|
$
|
(8,180)
|
|
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 11: Revenue Recognition
The following table summarizes disaggregated revenue information by geographic area based upon the customer's country of domicile (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Americas
|
|
$
|
108,418
|
|
|
$
|
68,966
|
|
|
$
|
216,254
|
|
|
$
|
129,214
|
|
Europe
|
|
59,967
|
|
|
35,987
|
|
|
117,015
|
|
|
84,569
|
|
Greater China
|
|
59,706
|
|
|
31,898
|
|
|
97,944
|
|
|
58,301
|
|
Other Asia
|
|
41,067
|
|
|
32,246
|
|
|
76,972
|
|
|
64,248
|
|
|
|
$
|
269,158
|
|
|
$
|
169,097
|
|
|
$
|
508,185
|
|
|
$
|
336,332
|
|
The following table summarizes disaggregated revenue information by revenue type (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Standard products and services
|
|
$
|
234,322
|
|
|
$
|
158,807
|
|
|
$
|
456,648
|
|
|
$
|
311,662
|
|
Application-specific customer solutions
|
|
34,836
|
|
|
10,290
|
|
|
51,537
|
|
|
24,670
|
|
|
|
$
|
269,158
|
|
|
$
|
169,097
|
|
|
$
|
508,185
|
|
|
$
|
336,332
|
|
Costs to Fulfill a Contract
Costs to fulfill a contract are included in "Prepaid expenses and other current assets" on the Consolidated Balance Sheet and amounted to $25,328,000 and $6,846,000 as of July 4, 2021 and December 31, 2020, respectively.
Accounts Receivable, Contract Assets, and Contract Liabilities
Accounts receivable represent amounts billed and currently due from customers which are reported at their net estimated realizable value. The Company maintains an allowance against its accounts receivable for credit losses. Contract assets consist of unbilled revenue which arises when revenue is recognized in advance of billing for certain application-specific customer solutions contracts. Contract liabilities consist of deferred revenue and customer deposits which arise when amounts are billed to or collected from customers in advance of revenue recognition.
The following table summarizes the allowance for credit losses activity for the six-month period ended July 4, 2021 (in thousands):
|
|
|
|
|
|
Balance as of December 31, 2020
|
$
|
831
|
|
Increases to the allowance for credit losses
|
—
|
|
Write-offs, net of recoveries
|
(28)
|
|
Foreign exchange rate changes
|
—
|
|
Balance as of July 4, 2021
|
$
|
803
|
|
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table summarizes the deferred revenue and customer deposits activity for the six-month period ended July 4, 2021 (in thousands):
|
|
|
|
|
|
Balance as of December 31, 2020
|
$
|
21,274
|
|
Deferral of revenue billed in the current period, net of recognition
|
69,372
|
|
Recognition of revenue deferred in prior period
|
(14,155)
|
|
Foreign exchange rate changes
|
(46)
|
|
Balance as of July 4, 2021
|
$
|
76,445
|
|
As a practical expedient, the Company has elected not to disclose the aggregate amount of the transaction price allocated to unsatisfied performance obligations, as our contracts have an original expected duration of less than one year.
NOTE 12: Stock-Based Compensation Expense
Stock Plans
The Company’s stock-based awards that result in compensation expense consist of stock options and restricted stock units ("RSUs"). As of July 4, 2021, the Company had 15,692,000 shares available for grant under its stock plans. Stock options are granted with an exercise price equal to the market value of the Company’s common stock at the grant date and generally vest over four or five years based upon continuous service and expire ten years from the grant date. RSUs generally vest upon three years of continuous employment or incrementally over such three-year period. Participants are not entitled to dividends on RSUs.
Stock Options
The following table summarizes the Company’s stock option activity for the six-month period ended July 4, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
(in thousands)
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-
Average
Remaining
Contractual
Term (in years)
|
|
Aggregate
Intrinsic
Value
(in thousands)
|
Outstanding as of December 31, 2020
|
8,970
|
|
|
$
|
44.73
|
|
|
|
|
|
Granted
|
469
|
|
|
89.19
|
|
|
|
|
|
Exercised
|
(1,167)
|
|
|
38.51
|
|
|
|
|
|
Forfeited or expired
|
(171)
|
|
|
50.95
|
|
|
|
|
|
Outstanding as of July 4, 2021
|
8,101
|
|
|
$
|
48.07
|
|
|
6.91
|
|
$
|
298,370
|
|
Exercisable as of July 4, 2021
|
3,652
|
|
|
$
|
38.46
|
|
|
5.72
|
|
$
|
168,497
|
|
Options vested or expected to vest as of July 4, 2021 (1)
|
7,474
|
|
|
$
|
47.27
|
|
|
6.81
|
|
$
|
281,063
|
|
(1) In addition to the vested options, the Company expects a portion of the unvested options to vest at some point in the future. Options expected to vest are calculated by applying an estimated forfeiture rate to the unvested options.
The fair values of stock options granted in each period presented were estimated using the following weighted-average assumptions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Risk-free rate
|
1.5
|
%
|
|
1.6
|
%
|
|
1.3
|
%
|
|
1.6
|
%
|
Expected dividend yield
|
0.31
|
%
|
|
0.43
|
%
|
|
0.27
|
%
|
|
0.43
|
%
|
Expected volatility
|
39
|
%
|
|
37
|
%
|
|
39
|
%
|
|
37
|
%
|
Expected term (in years)
|
7.1
|
|
6.0
|
|
5.8
|
|
6.0
|
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Risk-free rate
The risk-free rate was based upon a treasury instrument whose term was consistent with the contractual term of the option.
Expected dividend yield
Generally, the current dividend yield is calculated by annualizing the cash dividend declared by the Company’s Board of Directors and dividing that result by the closing stock price on the grant date.
Expected volatility
The expected volatility was based upon a combination of historical volatility of the Company’s common stock over the contractual term of the option and implied volatility for traded options of the Company’s stock.
Expected term
The expected term was derived from the binomial lattice model from the impact of events that trigger exercises over time.
The weighted-average grant-date fair values of stock options granted during the three-month and six-month periods ended July 4, 2021 were $32.07 and $33.47, respectively, and during the three-month and six-month periods ended June 28, 2020 were $19.13 and $18.52, respectively.
The total intrinsic values of stock options exercised for the three-month and six-month periods ended July 4, 2021 were $11,621,000 and $53,948,000, respectively, and for the three-month and six-month periods ended June 28, 2020 were $39,359,000 and $53,814,000, respectively. The total fair values of stock options vested for the three-month and six-month periods ended July 4, 2021 were $1,830,000 and $37,430,000, respectively, and for the three-month and six-month periods ended June 28, 2020 were $1,287,000 and $37,951,000, respectively.
Restricted Stock Units (RSUs)
The following table summarizes the Company's RSUs activity for the six-month period ended July 4, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
(in thousands)
|
|
Weighted-Average
Grant Date Fair Value
|
Nonvested as of December 31, 2020
|
554
|
|
|
$
|
51.27
|
|
Granted
|
296
|
|
|
87.46
|
|
Vested
|
(15)
|
|
|
56.61
|
|
Forfeited or expired
|
(27)
|
|
|
54.60
|
|
Nonvested as of July 4, 2021
|
808
|
|
|
$
|
64.31
|
|
The weighted-average grant-date fair values of RSUs granted during the three-month and six-month periods ended July 4, 2021 were $75.98 and $87.46, respectively, and during the three-month and six-month periods ended June 28, 2020 were $56.97 and $51.53, respectively. There were 13,000 and 15,000 RSUs that vested during the three-month and six-month periods ended July 4, 2021, respectively. There were no RSUs that vested during the three-month and six-month periods ended June 28, 2020.
Stock-Based Compensation Expense
The Company segments its employee population into two groups: one consisting of senior management and another consisting of all other employees. The Company currently applies an estimated annual forfeiture rate of 8% to all stock-based awards for senior management and a rate of 12% for all other employees. Each year during the first quarter, the Company revises its forfeiture rate based on updated estimates of employee turnover. This resulted in a decrease to compensation expense of $255,000 in 2021 and an increase to compensation expense of $1,787,000 in 2020.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
As of July 4, 2021, total unrecognized compensation expense related to non-vested equity awards, including stock options and RSUs, was $63,625,000, which is expected to be recognized over a weighted-average period of 1.8 years.
The total stock-based compensation expense and the related income tax benefit recognized for the three-month period ended July 4, 2021 were $10,730,000 and $1,651,000, respectively, and for the six-month period ended July 4, 2021 were $22,739,000 and $3,464,000, respectively. The total stock-based compensation expense and the related income tax benefit recognized for the three-month period ended June 28, 2020 were $8,018,000 and $1,277,000, respectively, and for the six-month period ended June 28, 2020 were $22,808,000 and $3,841,000, respectively. Stock-based compensation expense recognized for the three-month and six-month periods ended June 28, 2020 included credits of $1,401,000 relating to grants cancelled as a result of the Company's workforce reduction in the second quarter of 2020. No compensation expense was capitalized as of July 4, 2021 or December 31, 2020.
The following table presents the stock-based compensation expense by caption for each period presented on the Consolidated Statements of Operations (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Cost of revenue
|
$
|
351
|
|
|
$
|
363
|
|
|
$
|
599
|
|
|
$
|
717
|
|
Research, development, and engineering
|
3,064
|
|
|
2,401
|
|
|
7,067
|
|
|
7,767
|
|
Selling, general, and administrative
|
7,315
|
|
|
5,254
|
|
|
15,073
|
|
|
14,324
|
|
|
$
|
10,730
|
|
|
$
|
8,018
|
|
|
$
|
22,739
|
|
|
$
|
22,808
|
|
NOTE 13: Stock Repurchase Program
In October 2018, the Company's Board of Directors authorized the repurchase of $200,000,000 of the Company's common stock. As of July 4, 2021, the Company repurchased 3,075,000 shares at a cost of $142,225,000 under this program, including 258,000 shares at a cost of $20,877,000 during the six-month period ended July 4, 2021, leaving a remaining balance of $57,775,000. 1,215,000 shares at a cost of $51,036,000 were repurchased during the six-month period ended June 28, 2020 under this October 2018 program. On March 12, 2020, the Company's Board of Directors authorized the repurchase of an additional $200,000,000 of the Company's common stock. Purchases under this March 2020 program will commence upon completion of the October 2018 program. The Company may repurchase shares under this program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock awards, stock price, share availability, and cash requirements. The Company is authorized to make repurchases of its common stock through open market purchases, pursuant to Rule 10b5-1 trading plans, or in privately negotiated transactions.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 14: Income Taxes
A reconciliation of the United States federal statutory corporate tax rate to the Company’s income tax expense, or effective tax rate, was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Income tax expense (benefit) at U.S. federal statutory corporate tax rate
|
21
|
%
|
|
(21)
|
%
|
|
21
|
%
|
|
21
|
%
|
State income taxes, net of federal benefit
|
2
|
%
|
|
(1)
|
%
|
|
2
|
%
|
|
1
|
%
|
Foreign tax rate differential
|
(5)
|
%
|
|
5
|
%
|
|
(5)
|
%
|
|
(5)
|
%
|
Tax credit
|
(1)
|
%
|
|
2
|
%
|
|
(1)
|
%
|
|
(2)
|
%
|
Discrete tax benefit related to stock options
|
(2)
|
%
|
|
(191)
|
%
|
|
(4)
|
%
|
|
(29)
|
%
|
Discrete tax expense related to tax return filings
|
1
|
%
|
|
141
|
%
|
|
—
|
%
|
|
17
|
%
|
Tax rate adjustment
|
—
|
%
|
|
18
|
%
|
|
—
|
%
|
|
—
|
%
|
Other
|
1
|
%
|
|
(4)
|
%
|
|
1
|
%
|
|
4
|
%
|
Income tax expense (benefit)
|
17
|
%
|
|
(51)
|
%
|
|
14
|
%
|
|
7
|
%
|
The Company recorded discrete tax benefits arising from the difference between the deduction for tax purposes and the compensation cost recognized for financial reporting purposes from stock option exercises that resulted in a favorable impact to the effective tax rate of 2% and 4% for the three-month and six-month periods ended July 4, 2021, respectively, and 191% and 29% for the three-month and six-month periods ended June 28, 2020, respectively. In addition to stock option exercises, other discrete adjustments recorded included the final true-up of the prior year's tax accrual upon filing the related tax return that resulted in an unfavorable impact to the effective tax rate of 1% for the three-month period ended July 4, 2021 and no impact for the six-month period ended July 4, 2021, and an unfavorable impact to the effective tax rate of 141% and 17% for the same periods in 2020.
Excluding the impact of these discrete items, the Company’s effective tax rate was an expense of 18% of pre-tax income for both the three-month and six-month periods ended July 4, 2021, compared to a benefit of 1% of pre-tax loss and an expense of 19% of pre-tax income for the same periods in 2020. The decrease in the effective tax rate for the six-month period, excluding the impact of discrete items, was due to a lower percentage of the Company's pre-tax income being earned and taxed in higher tax jurisdictions. There was an adjustment in the three-month period in 2020 to bring the year-to-date effective tax rate to 19%.
During the six-month period ended July 4, 2021, the Company recorded a $935,000 increase in reserves for income taxes, net of deferred tax benefit. Estimated interest and penalties included in these amounts totaled $370,000 for the six-month period ended July 4, 2021.
The Company’s reserve for income taxes, including gross interest and penalties, was $16,255,000 as of July 4, 2021, which included $15,227,000 classified as a non-current liability and $1,028,000 recorded as a reduction to non-current deferred tax assets. If the Company’s tax positions were sustained or the statutes of limitations related to certain positions expired, these reserves would be released and income tax expense would be reduced in a future period. As a result of the expiration of certain statutes of limitations, there is a potential that a portion of these reserves could be released, which would decrease income tax expense by approximately $450,000 to $500,000 over the next twelve months.
The Company has defined its major tax jurisdictions as the United States, Ireland, China, and Korea, and within the United States, Massachusetts. The statutory tax rate is 12.5% in Ireland, 25% in China, and 25% in Korea compared to the U.S. federal statutory corporate tax rate of 21%. These differences resulted in an impact to the effective tax rate of 5% for both the three-month and six-month periods ended July 4, 2021, and an impact of 5% for the same periods in 2020.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Within the United States, the tax years 2017 through 2020 remain open to examination by the Internal Revenue Service ("IRS") and various state tax authorities. The tax years 2016 through 2020 remain open to examination by various taxing authorities in other jurisdictions in which the Company operates. The Company is under audit by the IRS for the tax years 2017 and 2018. Additionally, the Company is under audit by the Commonwealth of Massachusetts for tax years 2017 and 2018. Management believes the Company is adequately reserved for these audits. The final determination of tax audits could result in favorable or unfavorable changes in our estimates.
NOTE 15: Weighted-Average Shares
Weighted-average shares were calculated as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-months Ended
|
|
Six-months Ended
|
|
July 4, 2021
|
|
June 28, 2020
|
|
July 4, 2021
|
|
June 28, 2020
|
Basic weighted-average common shares outstanding
|
176,626
|
|
|
172,283
|
|
|
176,454
|
|
|
172,345
|
|
Effect of dilutive equity awards
|
3,365
|
|
|
—
|
|
|
3,528
|
|
|
3,154
|
|
Weighted-average common and common-equivalent shares outstanding
|
179,991
|
|
|
172,283
|
|
|
179,982
|
|
|
175,499
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock options to purchase 701,000 and 591,000 shares of common stock, on a weighted-average basis, were outstanding during the three-month and six-month periods ended July 4, 2021, respectively, and 5,801,000 and 6,328,000 for the same periods in 2020, but were not included in the calculation of dilutive net income per share because they were anti-dilutive. Restricted stock units totaling 500 and 1,000 shares of common stock, on a weighted-average basis, were outstanding during the three-month and six-month periods ended July 4, 2021, respectively, and 27,000 and 14,000 for the same periods in 2020, but were not included in the calculation of dilutive net income per share because they were anti-dilutive. Additionally, because the Company recorded a cumulative net loss during the three-month period ended June 28, 2020, potential common stock equivalents of 3,120,000 were not included in the calculation of diluted net loss per share for this period.
NOTE 16: Restructuring Charges
On May 26, 2020, the Company's Board of Directors approved a restructuring plan intended to reduce the Company's operating costs, optimize its business model, and address the impact of the COVID-19 pandemic. The restructuring plan included a global workforce reduction of approximately 8% and office closures.
As of December 31, 2020, the majority of these actions were completed and no additional charges are expected to be incurred in future periods in relation to this restructuring plan. There were no restructuring charges recognized during the three-month or six-month periods ended July 4, 2021.
The following table summarizes the restructuring charges incurred in the three-month period ended June 28, 2020 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
Incurred in the Three-months Ended June 28, 2020
|
|
|
One-time termination benefits
|
|
|
$
|
10,386
|
|
|
|
Contract termination costs
|
|
|
3,995
|
|
|
|
Other associated costs
|
|
|
417
|
|
|
|
|
|
|
$
|
14,798
|
|
|
|
One-time termination benefits included severance, health insurance, and outplacement services for 181 employees who were either terminated during the second quarter of 2020, or were notified during the second quarter of 2020 that they would be terminated at a future date. For employees not required to render service beyond a minimum retention period, the one-time termination benefits were recognized in the three-month period ended June 28, 2020. Otherwise, these benefits, including retention bonuses for selected employees, were recognized over the service period, which was completed by December 31, 2020.
COGNEX CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Contract termination costs included operating lease asset impairment charges for offices closed prior to the end of the contractual lease term. These costs also included the write-off of leasehold improvements and other equipment related to these abandoned offices that had no alternative use, as well as other associated operating costs, such as utilities, that the Company is obligated to pay for the remainder of the lease term. These contract termination costs were primarily recognized in the second quarter of 2020 when the Company ceased using the property for economic benefit.
Other associated costs primarily included legal fees related to the employee termination actions, which were recognized when the services were performed.
The following table summarizes the activity for the six-month period ended July 4, 2021 in the Company’s restructuring reserve which is included in “Accrued expenses” on the Consolidated Balance Sheets (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-time Termination Benefits
|
|
Contract Termination Costs
|
|
Other Associated Costs
|
|
Total
|
Balance as of December 31, 2020
|
$
|
1,624
|
|
|
$
|
750
|
|
|
$
|
15
|
|
|
$
|
2,389
|
|
|
|
|
|
|
|
|
|
Cash payments
|
(1,117)
|
|
|
(131)
|
|
|
(15)
|
|
|
(1,263)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange rate changes
|
—
|
|
|
(3)
|
|
|
—
|
|
|
(3)
|
|
Balance as of July 4, 2021
|
$
|
507
|
|
|
$
|
616
|
|
|
$
|
—
|
|
|
$
|
1,123
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 17: Subsequent Events
On August 5, 2021, the Company’s Board of Directors declared a cash dividend of $0.060 per share. The dividend is payable on September 3, 2021 to all shareholders of record as of the close of business on August 20, 2021.