Severance, Restructuring, and Acquisition Integration Activities

Industrial Restructuring Program

Both our Industrial Connectivity and Industrial IT segments have been negatively impacted by a decline in sales volume. Global demand for industrial products has been negatively impacted by the strengthened U.S. dollar and lower energy prices. Our customers have reduced capital spending in response to these conditions, and we expect these conditions to continue to negatively impact our industrial segments’ sales volume. In response to these industrial market conditions, we began to execute a restructuring program in the fourth quarter of 2015 to reduce our cost structure. We recognized $2.6 million and $8.4 million of severance and other restructuring costs for this program during the three and nine months ended October 2, 2016, respectively. We do not expect to incur any more restructuring costs for this program. We expect the restructuring program to generate approximately $18 million of savings on an annualized basis, which we began to realize in the first quarter of 2016.

Industrial Manufacturing Footprint Program

In further response to the industrial market conditions described above, in the first quarter of 2016 we began a program to further consolidate our manufacturing footprint. The manufacturing consolidation is expected to be completed by the end of 2017. We recognized $10.0 million and $12.5 million of severance and other restructuring costs for this program during the three and nine months ended October 2, 2016, respectively. The costs were incurred by the Enterprise and Industrial Connectivity segments, as the manufacturing locations involved in the program serve both platforms. We expect to incur approximately $5 million and $15 million of additional severance and other restructuring costs for this program in 2016 and 2017, respectively. We expect the program to generate approximately $10 million of savings on an annualized basis, beginning in the second half of 2017.

Grass Valley Restructuring Program

Our Broadcast segment’s Grass Valley brand was negatively impacted by a decline in global demand of broadcast technology infrastructure products. Outside of the U.S., demand for these products was impacted by the relative price increase of products due to the strengthened U.S. dollar as well as the impact of weaker economic conditions which have resulted in lower capital spending. Within the U.S., demand for these products was impacted by deferred capital spending. We believe broadcast customers have deferred their capital spending as they navigate through a number of important industry transitions and a changing media landscape. In response to these broadcast market conditions, we began to execute a restructuring program beginning in the third quarter of 2015 to further reduce our cost structure. We recognized $0.1 million and $5.1 million of severance and other restructuring costs for this program during the three and nine months ended October 2, 2016, respectively. We expect to incur approximately $1 million of additional severance and other restructuring costs for this program in the fourth quarter of 2016. We expect the restructuring program to generate approximately $30 million of savings on an annualized basis, which we began to realize in the fourth quarter of 2015.

Productivity Improvement Program and Acquisition Integration

In 2014, we began a productivity improvement program and the integration of our acquisition of Grass Valley. The productivity improvement program focused on improving the productivity of our sales, marketing, finance, and human resources functions relative to our peers. The majority of the costs for the productivity improvement program related to the Industrial Connectivity, Enterprise, and Industrial IT segments. The restructuring and integration activities related to our acquisition of Grass Valley focused on achieving desired cost savings by consolidating existing and acquired operating facilities and other support functions. We substantially completed the productivity improvement program and the acquisition integration activities in 2015. In the three and nine months ended September 27, 2015, we recorded severance, restructuring, and integration costs of $0.1 million and $19.5 million, respectively, related to these two significant programs, as well as other cost reduction actions and the integration of our acquisitions of ProSoft, Coast, and Tripwire. In the three and nine months ended October 2, 2016, we recognized $0.1 million and $1.1 million of costs, respectively, primarily related to our 2016 acquisition of M2FX.

The following table summarizes the costs by segment of the various programs described above:



Three Months Ended October 2, 2016	Severance			Other Restructuring and Integration Costs		Total Costs

	(In thousands)
Broadcast Solutions	$	(114	)	$	288	$	174
Enterprise Connectivity Solutions	(21		)	5,594		5,573
Industrial Connectivity Solutions	184			4,562		4,746
Industrial IT Solutions	1,103			1,199		2,302
Network Security Solutions	—			—		—
Total	$	1,152		$	11,643	$	12,795
Three Months Ended September 27, 2015
Broadcast Solutions	$	11,978		$	1,744	$	13,722
Enterprise Connectivity Solutions	99			93		192
Industrial Connectivity Solutions	—			118		118
Industrial IT Solutions	—			54		54
Network Security Solutions	—			57		57
Total	$	12,077		$	2,066	$	14,143
Nine Months Ended October 2, 2016
Broadcast Solutions	$	(865	)	$	6,736	$	5,871
Enterprise Connectivity Solutions	55			7,225		7,280
Industrial Connectivity Solutions	1,961			6,021		7,982
Industrial IT Solutions	3,734			2,176		5,910
Network Security Solutions	—			29		29
Total	$	4,885		$	22,187	$	27,072
Nine Months Ended September 27, 2015
Broadcast Solutions	$	12,691		$	15,852	$	28,543
Enterprise Connectivity Solutions	171			661		832
Industrial Connectivity Solutions	967			2,087		3,054
Industrial IT Solutions	(740		)	742		2
Network Security Solutions	—			1,102		1,102
Total	$	13,089		$	20,444	$	33,533

Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended October 2, 2016, $2.9 million, $9.9 million, and $0.0 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended September 27, 2015, $3.2 million, $9.3 million, and $1.6 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

Of the total severance, restructuring, and acquisition integration costs recognized in the nine months ended October 2, 2016, $6.8 million, $19.6 million, and $0.7 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the nine months ended September 27, 2015, $6.3 million, $23.8 million, and $3.4 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

The other restructuring and integration costs primarily consisted of non-cash pension settlement charges due in part to our restructuring activities as well as equipment transfer, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs. The majority of the other cash restructuring and integration costs related to these actions were paid as incurred or are payable within the next 60 days.

Accrued Severance

The table below sets forth the activity that occurred for the programs described above with significant severance costs. The balances are included in accrued liabilities.



	Grass Valley Restructuring			Industrial Restructuring

	(In thousands)
Balance at December 31, 2015	$	12,076		$	2,947
New charges	886			2,919
Cash payments	(4,404		)	(1,967		)
Foreign currency translation	167			94
Other adjustments	(1,528		)	—
Balance at April 3, 2016	$	7,197		$	3,993
New charges	251			1,489
Cash payments	(3,356		)	(1,685		)
Foreign currency translation	(13		)	(42		)
Other adjustments	(360		)	—
Balance at July 3, 2016	$	3,719		$	3,755
New charges	148			1,287
Cash payments	(1,945		)	(743		)
Foreign currency translation	32			51
Other adjustments	(262		)	—
Balance at October 2, 2016	$	1,692		$	4,350

The other adjustments were the result of changes in estimates. We experienced higher than expected voluntary turnover, and as a result, certain approved severance actions were not taken. We expect the majority of the liabilities for these programs to be paid in the fourth quarter of 2016.