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Shareholders' Equity
12 Months Ended
Dec. 31, 2020
Shareholders' Equity  
Shareholders' Equity

19.   Shareholders’ Equity

Share Repurchase Program

In May 2019, the Company’s Board of Directors approved a share repurchase program which authorizes the purchase of our common stock up to $300.0 million from time to time, in amounts, at prices, and at such times as management deems appropriate, subject to market conditions, legal requirements and other considerations. The Company purchased a total of 2,711,952 shares at an aggregate cost of $123.2 million for the year ended December 31, 2020. The Company purchased a total of 3,323,104 shares at an aggregate cost of $142.3 million for the year ended December 31, 2019. The remaining authorization as of December 31, 2020 is $34.5 million and the Plan expires on May 13, 2021. Any additional purchases will be funded from cash on hand, future cash flows from operations and available borrowings under the revolving credit facility.

Cash Dividends on Common Stock

Dividends are declared by the Company’s Board of Directors in accordance with the Company’s dividend policy. Under the policy, the Company will target a $0.16 per share cash dividend per annum to the Company’s shareholders payable in equal quarterly installments.

Subsequent dividend declarations and the establishment of record and payment dates for such future dividend payments, if any, are subject to the Board of Directors’ continuing determination that the dividend policy is in the best interests of the Company’s shareholders. The dividend policy may be suspended or cancelled at the discretion of the Board of Directors at any time.

Accumulated Other Comprehensive Income (Loss)

The following is a summary of the components of accumulated other comprehensive income (loss), net of tax (in millions):

Accumulated

Foreign

Pension

Other

Currency

Liability

Comprehensive

    

Translation

    

Adjustment

    

Income (Loss)

Balance at December 31, 2017

$

72.2

(45.2)

27.0

Other comprehensive income

 

(25.3)

11.9

(13.4)

Realized loss on reclassification

 

3.4

3.4

Balance at December 31, 2018

 

46.9

(29.9)

17.0

Other comprehensive income (loss)

 

(19.5)

(25.1)

(44.6)

Realized loss on reclassification

 

2.1

2.1

Balance at December 31, 2019

27.4

$

(52.9)

$

(25.5)

Other comprehensive income

 

22.0

2.3

24.3

Realized loss on reclassification

 

4.9

4.9

Balance at December 31, 2020

$

49.4

$

(45.7)

$

3.7

Stock Compensation Plans

On March 9, 2010, the Company’s Board of Directors unanimously approved and adopted the Bruker Corporation 2010 Incentive Compensation Plan (the “2010 Plan”), and on May 14, 2010, the 2010 Plan was approved by the Company’s stockholders. The 2010 Plan provided for the issuance of up to 8,000,000 shares of the Company’s common stock. The 2010 Plan allowed a committee of the Board of Directors determined to be the Compensation Committee, to grant incentive stock options, non-qualified stock options and restricted stock awards. The Compensation Committee had the authority to determine which employees would receive the awards, the amount of the awards and other terms and conditions of any awards. Awards granted under the 2010 Plan typically were made subject to a vesting period of three to five years. As of December 31, 2020, 5,545,090 options and 570,011 restricted stock awards have been granted under the 2010 Plan. At December 31, 2020, 893,045 options were outstanding under the 2010 Plan

In May 2016, the Bruker Corporation 2016 Incentive Compensation Plan (the “2016 Plan”) was approved by the Company’s stockholders. With the approval of the 2016 Plan, no further grants will be made under the 2010 Plan. The 2016 Plan provides for the issuance of up to 9,500,000 shares of the Company’s common stock and permits the grant of awards of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, unrestricted stock, restricted stock units, performance shares and performance units, as well as cash-based awards. The 2016 Plan is administered by the Compensation Committee. The Compensation Committee has the authority to determine which employees will receive awards, the amount of any awards, and other terms and conditions of such awards. Stock option awards granted under the 2016 Plan typically vest over a period of one to four years. As of December 31, 2020, 1,406,191 options and 1,882,358 restricted stock units have been granted under the 2016 Plan. At December 31, 2020, 963,131 options and 805,052 restricted stock units were outstanding under the 2016 Plan.

Members of the Company’s Board of Directors receive an annual award of restricted stock units which vest over a one-year service period. Stock options to purchase the Company’s common stock are periodically awarded to executive officers and other employees of the Company subject to a vesting period of three to four years. Restricted shares of the Company’s common stock were periodically awarded to executive officers, directors and certain key employees of the Company, subject to service restrictions, which vested ratably over periods of one to four years. The restricted shares of common stock may not be sold or transferred during the restriction period. Restricted stock units of the Company’s common stock are periodically awarded to executive officers, directors and certain employees of the Company which vest ratably over service periods of one to four years.

Stock-based Compensation

The following presents the impact of stock-based compensation expense on our consolidated statements of income (in millions):

2020

2019

2018

Stock options

    

$

1.8

    

$

2.7

    

$

4.2

Restricted stock awards

 

 

0.3

 

0.8

Restricted stock units

 

11.5

 

8.9

 

6.3

Total stock-based compensation

$

13.3

$

11.9

$

11.3

2020

2019

2018

Costs of product revenue

    

$

2.0

    

$

1.8

    

$

1.7

Selling, general and administrative

 

9.3

 

8.3

 

7.9

Research and development

 

2.0

 

1.8

 

1.7

Total stock-based compensation

$

13.3

$

11.9

$

11.3

In addition to the awards above, the Company recorded stock-based compensation of $2.6 million in year ended December 31, 2020, a benefit of $2.3 million in the year ended December 31, 2019 and additional expense of $0.5 million in the year ended December 31, 2018 related to the 2018 acquisition of Mestrelab Research, S.L.

At December 31, 2020, the Company had $24.9 million of unrecognized pre-tax stock-based compensation expense related to employee and director unvested stock options and restricted stock units that is expected to be recognized over a weighted average remaining service period of 2.6 years.

Stock Option Awards

Stock option activity is as follows:

    

    

    

Weighted -

    

Average

Weighted-

Remaining

Aggregate

Number of

Average Price

Contractual

Intrinsic Value

Options

Per Share

Term (in Years)

(in millions) (a)

Outstanding at December 31, 2019

 

1,988,696

$

23.43

 

4.9

$

54.8

Granted

 

125,794

45.54

Exercised

 

(241,915)

20.29

Forfeited/Expired

 

(16,399)

20.98

Outstanding at December 31, 2020

 

1,856,176

$

25.32

4.2

$

53.5

Exercisable at December 31, 2020

 

1,546,061

$

22.14

3.9

$

49.5

Exercisable and expected to vest at December 31, 2020 (b)

 

1,818,104

$

24.95

4.2

$

53.1

(a)Represents the number of vested options at December 31, 2020, plus the number of unvested options at December 31, 2020 that are ultimately expected to vest based on our estimated forfeiture rate.
(b)The aggregate intrinsic value is calculated as the positive difference between the exercise price of the underlying options and the quoted price of our common stock on December 31, 2020.

The total intrinsic value of options exercised was $6.1 million, $15.2 million and $8.0 million for the years ended December 31, 2020, 2019 and 2018, respectively.

Unvested Restricted Stock Units

Unvested restricted stock unit activity is presented below:

Weighted-

Average Grant

Shares

Date Fair

Subject to

    

Value

    

Restriction

Per Share

Outstanding at December 31, 2019

 

865,101

$

34.73

Granted

336,341

43.96

Vested

 

(336,728)

32.00

Forfeited

(59,662)

35.99

Outstanding at December 31, 2020

 

805,052

$

39.63

The total fair value of restricted stock vested was $15.0 million, $7.9 million and $6.9 million for the years ended December 31, 2020, 2019 and 2018, respectively.