ACQUISITIONS AND PRO FORMA RESULTS (Tables)
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12 Months Ended |
Dec. 31, 2016 |
Business Combinations [Abstract] |
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Schedule of Recognized Identified Assets Acquired and Liabilities Assumed |
The following summarizes the allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Inventory | $ | 2,688 |
| | Property, plant, and equipment | 1,453 |
| | Intangible assets: |
| Life: | Ankle product family | 3,210 |
| 11 years | Toe product family | 460 |
| 10 years | Total assets acquired | 7,811 |
| | Deferred tax liability | 700 |
| | Net assets acquired | $ | 7,111 |
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The following summarizes the allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Inventory | $ | 1,143 |
| | Property, plant and equipment | 669 |
| | Other current assets | 11 |
| | Intangible assets: |
| Wtd. Avg. Life: | Supplier Contracts | 4,981 |
| 2 - 13 Years | Goodwill | 9,665 |
| | Total assets acquired | 16,469 |
| | Accrued expenses and other liabilities acquired | 802 |
| | Deferred tax liability | 1,564 |
| | Net assets acquired | $ | 14,103 |
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The following summarizes the allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Cash | $ | 1,241 |
| | Accounts receivable, net | 9,011 |
| | Inventory | 23,223 |
| | Property, plant, and equipment | 2,027 |
| | Income tax receivable | 5,135 |
| | Other current assets | 2,670 |
| | Intangible assets: |
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| Wtd. Avg. Life: | Developed technology | 167,400 |
| 14 - 16 Years | Contractual relationships | 51,345 |
| 11 - 14 Years | Leasehold interest | 69 |
| | Goodwill | 147,704 |
| | Total assets acquired | 409,825 |
| | Accrued expenses and other liabilities | 9,732 |
| | Deferred tax liabilities | 87,908 |
| | Net assets acquired | $ | 312,185 |
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Schedule of Assets Acquired and Liabilities Assumed |
The following summarizes the final allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Inventory deposit | $ | 4,000 |
| | Property, plant, and equipment | 438 |
| | Intangible assets: |
| Wtd. Avg. Life: | Technology product rights | 239,800 |
| 3 - 20 Years | Other | 400 |
| | Deferred tax assets - long term | 12 |
| | Goodwill | 105,331 |
| | Total assets acquired | 349,981 |
| | Contingent supply liability | 5,891 |
| | Other | 731 |
| | Deferred tax liabilities - long term | 87,464 |
| | Net assets acquired | $ | 255,895 |
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The following summarizes the final allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Inventory | $ | 4,800 |
| | Property, plant, and equipment | 1,246 |
| | Intangible assets: |
| Wtd. Avg. Life: | Technology product rights | 20,590 |
| 8 - 14 Years | In-process research and development | 190 |
| Indefinite | Goodwill | 732 |
| | Net assets acquired | $ | 27,558 |
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The following summarizes the final allocation of the purchase price as of December 31, 2016 based on the fair value of the assets acquired and liabilities assumed: | | | | | | | Purchase Price Allocation | | | (Dollars in thousands) | | Cash | $ | 2,195 |
| | Inventory | 3,155 |
| | Prepaid expenses | 620 |
| | Property, plant, and equipment | 3,675 |
| | Other current assets | 5,025 |
| | Intangible assets: |
| Wtd. Avg. Life: | Trade name | 11,990 |
| 20 years | Technology | 4,580 |
| 15 - 16 Years | Customer relationships | 18,130 |
| 12 - 16 Years | Goodwill | 16,607 |
| | Total assets acquired | 65,977 |
| | Accounts payable and other liabilities | 5,910 |
| | Net assets acquired | $ | 60,067 |
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Schedule of Business Acquisitions by Acquisition, Contingent Consideration |
A reconciliation of the opening balances to the closing balances of these Level 3 measurements is as follows (in thousands): | | | | | | |
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| Location in Statement of Operations | Balance as of January 1, 2016 | $ | 21,831 |
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| Loss from decrease in fair value of contingent consideration liability | 205 |
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| Selling, general and administrative | Fair value at December 31, 2016 | $ | 22,036 |
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Pro Forma Financial Information, Summary of Results of Operations |
| | | | | | | | | | | | Year Ended December 31, | | 2016 | 2015 | 2014 | | (As reported) | (Pro forma) | (Pro forma) | | (In thousands except per share amounts) | Total revenue from continuing operations | $ | 992,075 |
| $ | 940,089 |
| $ | 921,998 |
| Net income from continuing operations | $ | 74,564 |
| $ | 10,749 |
| $ | 40,721 |
| Net income from continuing operations per share: | | | | Basic | $ | 1.00 |
| $ | 0.14 |
| $ | 0.56 |
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Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis |
A reconciliation of the opening balance to the closing balance of these Level 3 measurement is as follows (in thousands): | | | | | | | | | | | | | Supply Agreement Liability - Current | Supply Agreement Liability - Long-term | Above Market Supply Agreement Liability | Location in Statement of Operations | Balance as of January 1, 2016 | $ | 1,991 |
| $ | 161 |
| $ | 931 |
| | Payments | (2,000 | ) | — |
| (47 | ) | | Transfer | 161 |
| (161 | ) | — |
| | Loss from increase in fair value | 14 |
| — |
| 1,083 |
| Selling, general and administrative | Other | — |
| — |
| 681 |
| Goodwill | Balance as of December 31, 2016 | $ | 166 |
| $ | — |
| $ | 2,648 |
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