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Assets
9 Months Ended
Sep. 30, 2017
Assets  
Assets

 

Note 4 - Assets

 

Investments

 

Short-term investments are generally classified as available-for-sale and reported at fair value, with unrealized gains and losses, net of tax, presented as a separate component of stockholders’ equity under the caption “Accumulated other comprehensive income” in the Consolidated Balance Sheets. These securities may include U.S. treasuries, government agency securities, corporate debt, and commercial paper, all with maturities of greater than three months when acquired. All realized gains and losses and unrealized losses resulting from declines in fair value that are other than temporary are included in “Other, net” in the Consolidated Statements of Operations.

 

Fair value is the price that would be received for an asset or the amount paid to transfer a liability in an orderly transaction between market participants. Veeco classifies certain assets based on the following fair value hierarchy:

 

Level 1: Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

 

Level 2: Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; and

 

Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

 

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Veeco has evaluated the estimated fair value of financial instruments using available market information and valuations as provided by third-party sources. The use of different market assumptions and/or estimation methodologies could have a significant effect on the estimated fair value amounts.

 

The following table presents the portion of Veeco’s assets that were measured at fair value on a recurring basis at September 30, 2017 and December 31, 2016:

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

(in thousands)

 

September 30, 2017

 

 

 

 

 

 

 

 

 

Cash equivalents

 

 

 

 

 

 

 

 

 

Corporate debt

 

$

 

$

1,500

 

$

 

$

1,500

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

 

$

1,500

 

$

 

$

1,500

 

Short-term investments

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

58,806

 

$

 

$

 

$

58,806

 

Corporate debt

 

 

10,911

 

 

10,911

 

Commercial paper

 

 

16,136

 

 

16,136

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

58,806

 

$

27,047

 

$

 

$

85,853

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

Cash equivalents

 

 

 

 

 

 

 

 

 

Corporate debt

 

$

 

$

1,501

 

$

 

$

1,501

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

 

$

1,501

 

$

 

$

1,501

 

Short-term investments

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

40,008

 

$

 

$

 

$

40,008

 

Government agency securities

 

 

10,012

 

 

10,012

 

Corporate debt

 

 

13,773

 

 

13,773

 

Commercial paper

 

 

2,994

 

 

2,994

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

40,008

 

$

26,779

 

$

 

$

66,787

 

 

There were no transfers between fair value measurement levels during the three and nine months ended September 30, 2017.

 

At September 30, 2017 and December 31, 2016, the amortized cost and fair value of available-for-sale securities consist of:

 

 

 

 

 

Gross

 

Gross

 

 

 

 

 

Amortized

 

Unrealized

 

Unrealized

 

Estimated

 

 

 

Cost

 

Gains

 

Losses

 

Fair Value

 

 

 

(in thousands)

 

September 30, 2017

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

58,816

 

$

3

 

$

(13

)

$

58,806

 

Corporate debt

 

10,912

 

1

 

(2

)

10,911

 

Commercial paper

 

16,135

 

1

 

 

16,136

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

85,863

 

$

5

 

$

(15

)

$

85,853

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

40,013

 

$

 

$

(5

)

$

40,008

 

Government agency securities

 

10,020

 

 

(8

)

10,012

 

Corporate debt

 

13,780

 

 

(7

)

13,773

 

Commercial paper

 

2,994

 

 

 

2,994

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

66,807

 

$

 

$

(20

)

$

66,787

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale securities in a loss position at September 30, 2017 and December 31, 2016 consist of:

 

 

 

September 30, 2017

 

December 31, 2016

 

 

 

 

 

Gross

 

 

 

Gross

 

 

 

Estimated

 

Unrealized

 

Estimated

 

Unrealized

 

 

 

Fair Value

 

Losses

 

Fair Value

 

Losses

 

 

 

(in thousands)

 

U.S. treasuries

 

$

41,864

 

$

(13

)

$

20,002

 

$

(5

)

Government agency securities

 

 

 

10,012

 

(8

)

Corporate debt

 

7,909

 

(2

)

13,774

 

(7

)

 

 

 

 

 

 

 

 

 

 

Total

 

$

49,773

 

$

(15

)

$

43,788

 

$

(20

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2017 and December 31, 2016, there were no short-term investments that had been in a continuous loss position for more than 12 months.

 

The available-for-sale securities at September 30, 2017 all contractually mature in one year or less. Actual maturities may differ from contractual maturities. Veeco may sell these securities prior to maturity based on the needs of the business. In addition, borrowers may have the right to call or prepay obligations prior to scheduled maturities.

 

There were minimal realized gains for the three and nine months ended September 30, 2017 and no realized gains for the three and nine months ended September 30, 2016. The cost of securities liquidated is based on specific identification.

 

Accounts receivable

 

Accounts receivable is presented net of an allowance for doubtful accounts of $0.3 million at September 30, 2017 and December 31, 2016.

 

Inventories

 

Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. Inventories at September 30, 2017 and December 31, 2016 consist of the following:

 

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016

 

 

 

(in thousands)

 

Materials

 

$

59,767

 

$

46,457

 

Work-in-process

 

37,884

 

25,250

 

Finished goods

 

16,030

 

5,356

 

 

 

 

 

 

 

Total

 

$

113,681

 

$

77,063

 

 

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

Prepaid expenses and other current assets primarily consist of supplier deposits, prepaid value-added tax, lease deposits, prepaid insurance, and prepaid licenses. Veeco had deposits with its suppliers of $6.7 million and $7.8 million at September 30, 2017 and December 31, 2016, respectively. Additionally, included within prepaid expenses and other current assets at September 30, 2017 was a non-trade receivable of approximately $12.8 million.

 

Property, plant, and equipment

 

Property, plant, and equipment at September 30, 2017 and December 31, 2016 consist of the following:

 

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016

 

 

 

(in thousands)

 

Land

 

$

5,669

 

$

5,669

 

Building and improvements

 

50,367

 

50,814

 

Machinery and equipment(1)

 

126,631

 

99,370

 

Leasehold improvements

 

10,471

 

3,652

 

 

 

 

 

 

 

Gross property, plant and equipment

 

193,138

 

159,505

 

Less: accumulated depreciation and amortization

 

108,735

 

98,859

 

 

 

 

 

 

 

Net property, plant, and equipment

 

$

84,403

 

$

60,646

 

 

 

 

 

 

 

 

 

 

 

(1)

Machinery and equipment also includes software, furniture and fixtures

 

For the three and nine months ended September 30, 2017, depreciation expense was $4.2 million and $10.6 million, respectively, and $3.5 million and $10.2 million for the comparable 2016 periods.

 

Goodwill

 

Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. The following table presents the changes in goodwill balances for the nine months ended September 30, 2017:

 

 

 

Gross carrying

 

Accumulated

 

 

 

 

 

amount

 

impairment

 

Net amount

 

 

 

(in thousands)

 

Balance at December 31, 2016

 

$

238,108

 

$

123,200

 

$

114,908

 

Acquisition

 

193,621

 

 

193,621

 

 

 

 

 

 

 

 

 

Balance at September 30, 2017

 

$

431,729

 

$

123,200

 

$

308,529

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangible assets

 

Intangible assets consist of purchased technology, customer-related intangible assets, in-process research and development, trademarks (both long-lived and indefinite-lived), patents, backlog, and licenses and are initially recorded at fair value. Long-lived intangibles are amortized over their estimated useful lives in a method reflecting the pattern in which the economic benefits are consumed or amortized on a straight-line basis if such pattern cannot be reliably determined.

 

The components of purchased intangible assets were as follows:

 

 

 

 

 

September 30, 2017

 

December 31, 2016

 

 

 

Weighted

 

 

 

Accumulated

 

 

 

 

 

Accumulated

 

 

 

 

 

Average Remaining

 

Gross

 

Amortization

 

 

 

Gross

 

Amortization

 

 

 

 

 

Amortization

 

Carrying

 

and

 

Net

 

Carrying

 

and

 

Net

 

 

 

Period

 

Amount

 

Impairment

 

Amount

 

Amount

 

Impairment

 

Amount

 

 

 

(in years)

 

(in thousands)

 

Technology

 

7.5

 

$

307,588

 

$

125,154

 

$

182,434

 

$

149,198

 

$

113,904

 

$

35,294

 

Customer relationships

 

11.6

 

164,595

 

35,653

 

128,942

 

47,885

 

28,659

 

19,226

 

In-process R&D

 

 

43,340

 

 

43,340

 

 

 

 

Trademarks and tradenames

 

6.6

 

28,010

 

3,272

 

24,738

 

2,590

 

1,948

 

642

 

Indefinite-lived trademark

 

 

2,900

 

 

2,900

 

2,900

 

 

2,900

 

Other

 

0.5

 

3,686

 

2,444

 

1,242

 

2,026

 

1,710

 

316

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

9.0

 

$

550,119

 

$

166,523

 

$

383,596

 

$

204,599

 

$

146,221

 

$

58,378

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other intangible assets primarily consist of patents, backlog, and licenses.

 

Other assets

 

Veeco has an ownership interest of less than 20% in a non-marketable investment, Kateeva, Inc. (“Kateeva”). Veeco does not exert significant influence over Kateeva and therefore the investment is carried at cost. There was no change to the $21.0 million carrying value of the investment during the nine months ended September 30, 2017. The investment is included in “Other assets” on the Consolidated Balance Sheets. The investment is subject to a periodic impairment review; as there are no open-market valuations, the impairment analysis requires judgment. The analysis includes assessments of Kateeva’s financial condition, the business outlook for its products and technology, its projected results and cash flow, business valuation indications from recent rounds of financing, the likelihood of obtaining subsequent rounds of financing, and the impact of equity preferences held by Veeco relative to other investors. Fair value of the investment is not estimated unless there are identified events or changes in circumstances that could have a significant adverse effect on the fair value of the investment. No such events or circumstances are present.

 

Also included within Other assets at September 30, 2017 are deferred compensation plan assets of approximately $3.3 million representing the cash surrender value of life insurance policies held by the Company related to an executive non-qualified deferred compensation plan that was assumed from Ultratech that allows qualifying executives to defer cash compensation. The related plan liability of approximately $4.5 million is included in “Other liabilities” on the Consolidated Balance Sheet.