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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Cognex Corporation | NASDAQ:CGNX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.43 | 0.99% | 43.79 | 37.17 | 44.80 | 44.83 | 43.53 | 44.38 | 1,411,680 | 05:00:00 |
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[ X ]
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Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended July 2, 2017 or
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[ ]
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Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from __________ to __________
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(Exact name of registrant as specified in its charter)
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Massachusetts
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04-2713778
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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(Address, including zip code, and telephone number, including area code, of principal executive offices)
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Yes
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X
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No
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Yes
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X
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No
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Large accelerated filer
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X
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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Emerging growth company
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Yes
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No
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X
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PART I
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FINANCIAL INFORMATION
|
|
|
|
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Financial Statements (interim periods unaudited)
|
||
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||
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||
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||
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||
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||
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|
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Three-months Ended
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Six-months Ended
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||||||||||||
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July 2, 2017
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|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||||||
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(unaudited)
|
|
(unaudited)
|
||||||||||||
Revenue
|
$
|
172,904
|
|
|
$
|
147,274
|
|
|
$
|
307,846
|
|
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$
|
243,479
|
|
Cost of revenue
|
37,471
|
|
|
35,213
|
|
|
65,696
|
|
|
56,181
|
|
||||
Gross margin
|
135,433
|
|
|
112,061
|
|
|
242,150
|
|
|
187,298
|
|
||||
Research, development, and engineering expenses
|
23,377
|
|
|
19,671
|
|
|
46,147
|
|
|
40,226
|
|
||||
Selling, general, and administrative expenses
|
52,518
|
|
|
42,715
|
|
|
99,039
|
|
|
81,053
|
|
||||
Operating income
|
59,538
|
|
|
49,675
|
|
|
96,964
|
|
|
66,019
|
|
||||
Foreign currency gain (loss)
|
(184
|
)
|
|
330
|
|
|
(447
|
)
|
|
230
|
|
||||
Investment income
|
2,138
|
|
|
1,447
|
|
|
4,150
|
|
|
2,584
|
|
||||
Other income (expense)
|
(169
|
)
|
|
222
|
|
|
101
|
|
|
429
|
|
||||
Income from continuing operations before income tax expense
|
61,323
|
|
|
51,674
|
|
|
100,768
|
|
|
69,262
|
|
||||
Income tax expense (benefit) on continuing operations
|
5,251
|
|
|
8,660
|
|
|
(959
|
)
|
|
11,363
|
|
||||
Net income from continuing operations
|
56,072
|
|
|
43,014
|
|
|
101,727
|
|
|
57,899
|
|
||||
Net income (loss) from discontinued operations (Note 14)
|
—
|
|
|
(255
|
)
|
|
—
|
|
|
(255
|
)
|
||||
Net income
|
$
|
56,072
|
|
|
$
|
42,759
|
|
|
$
|
101,727
|
|
|
$
|
57,644
|
|
|
|
|
|
|
|
|
|
||||||||
Basic earnings per weighted-average common and common-equivalent share:
|
|||||||||||||||
Net income from continuing operations
|
$
|
0.65
|
|
|
$
|
0.51
|
|
|
$
|
1.18
|
|
|
$
|
0.68
|
|
Net income (loss) from discontinued operations
|
$
|
—
|
|
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income
|
$
|
0.65
|
|
|
$
|
0.50
|
|
|
$
|
1.18
|
|
|
$
|
0.68
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted earnings per weighted-average common and common-equivalent share:
|
|||||||||||||||
Net income from continuing operations
|
$
|
0.63
|
|
|
$
|
0.50
|
|
|
$
|
1.14
|
|
|
$
|
0.67
|
|
Net income (loss) from discontinued operations
|
$
|
—
|
|
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
(0.01
|
)
|
Net income
|
$
|
0.63
|
|
|
$
|
0.49
|
|
|
$
|
1.14
|
|
|
$
|
0.66
|
|
|
|
|
|
|
|
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|
||||||||
Weighted-average common and common-equivalent shares outstanding:
|
|||||||||||||||
Basic
|
86,639
|
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|
85,107
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|
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86,480
|
|
|
85,024
|
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||||
Diluted
|
89,614
|
|
|
86,806
|
|
|
89,452
|
|
|
86,713
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||||
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||||||||
Cash dividends per common share
|
$
|
0.085
|
|
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$
|
0.075
|
|
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$
|
0.160
|
|
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$
|
0.145
|
|
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Three-months Ended
|
|
Six-months Ended
|
||||||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||||||
|
(unaudited)
|
|
(unaudited)
|
||||||||||||
Net income
|
$
|
56,072
|
|
|
$
|
42,759
|
|
|
$
|
101,727
|
|
|
$
|
57,644
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
||||||||
Cash flow hedges:
|
|
|
|
|
|
|
|
||||||||
Net unrealized gain (loss), net of tax of $7 and ($15) in the three-month periods and net of tax of $3 and ($97) in the six-month periods, respectively
|
59
|
|
|
(302
|
)
|
|
(12
|
)
|
|
(879
|
)
|
||||
Reclassification of net realized (gain) loss into current operations
|
(9
|
)
|
|
190
|
|
|
35
|
|
|
186
|
|
||||
Net change related to cash flow hedges
|
50
|
|
|
(112
|
)
|
|
23
|
|
|
(693
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Available-for-sale investments:
|
|
|
|
|
|
|
|
||||||||
Net unrealized gain (loss), net of tax of $58 and $243 in the three-month periods and net of tax of $150 and $510 in the six-month periods, respectively
|
307
|
|
|
1,351
|
|
|
818
|
|
|
2,632
|
|
||||
Reclassification of net realized (gain) loss into current operations
|
(42
|
)
|
|
(141
|
)
|
|
(107
|
)
|
|
(128
|
)
|
||||
Net change related to available-for-sale investments
|
265
|
|
|
1,210
|
|
|
711
|
|
|
2,504
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments, net of tax of $0 and ($155) in the three-month periods and net of tax of $0 and $174 in the six-month periods, respectively
|
10,263
|
|
|
(2,546
|
)
|
|
12,744
|
|
|
2,614
|
|
||||
Net change related to foreign currency translation adjustments
|
10,263
|
|
|
(2,546
|
)
|
|
12,744
|
|
|
2,614
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income (loss), net of tax
|
10,578
|
|
|
(1,448
|
)
|
|
13,478
|
|
|
4,425
|
|
||||
Total comprehensive income
|
$
|
66,650
|
|
|
$
|
41,311
|
|
|
$
|
115,205
|
|
|
$
|
62,069
|
|
|
July 2, 2017
|
|
December 31, 2016
|
||||
|
(unaudited)
|
|
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
68,266
|
|
|
$
|
79,641
|
|
Short-term investments
|
342,402
|
|
|
341,194
|
|
||
Accounts receivable, less reserves of $1,061 and $873 in 2017 and 2016, respectively
|
78,593
|
|
|
55,438
|
|
||
Unbilled revenue
|
5,939
|
|
|
2,217
|
|
||
Inventories
|
36,491
|
|
|
26,984
|
|
||
Prepaid expenses and other current assets
|
50,157
|
|
|
20,870
|
|
||
Total current assets
|
581,848
|
|
|
526,344
|
|
||
Long-term investments
|
354,658
|
|
|
324,335
|
|
||
Property, plant, and equipment, net
|
61,196
|
|
|
53,992
|
|
||
Goodwill
|
115,089
|
|
|
95,280
|
|
||
Intangible assets, net
|
15,226
|
|
|
8,312
|
|
||
Deferred income taxes
|
29,681
|
|
|
28,022
|
|
||
Other assets
|
3,300
|
|
|
2,319
|
|
||
Total assets
|
$
|
1,160,998
|
|
|
$
|
1,038,604
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
22,815
|
|
|
$
|
9,830
|
|
Accrued expenses
|
42,621
|
|
|
42,539
|
|
||
Accrued income taxes
|
4,957
|
|
|
5,193
|
|
||
Deferred revenue and customer deposits
|
18,011
|
|
|
8,211
|
|
||
Total current liabilities
|
88,404
|
|
|
65,773
|
|
||
Deferred income taxes
|
5,215
|
|
|
—
|
|
||
Reserve for income taxes
|
6,122
|
|
|
5,361
|
|
||
Other non-current liabilities
|
9,281
|
|
|
4,871
|
|
||
Total liabilities
|
109,022
|
|
|
76,005
|
|
||
|
|
|
|
||||
Shareholders’ equity:
|
|
|
|
||||
Common stock, $.002 par value – Authorized: 200,000 shares in 2017 and 2016, respectively, issued and outstanding: 86,572 and 85,939 shares in 2017 and 2016, respectively
|
173
|
|
|
172
|
|
||
Additional paid-in capital
|
425,406
|
|
|
375,030
|
|
||
Retained earnings
|
669,347
|
|
|
643,825
|
|
||
Accumulated other comprehensive loss, net of tax
|
(42,950
|
)
|
|
(56,428
|
)
|
||
Total shareholders’ equity
|
1,051,976
|
|
|
962,599
|
|
||
|
$
|
1,160,998
|
|
|
$
|
1,038,604
|
|
|
Six-months Ended
|
||||||
|
July 2, 2017
|
|
July 3, 2016
|
||||
|
(unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
101,727
|
|
|
$
|
57,644
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
(Gain) loss on sale of discontinued business
|
—
|
|
|
255
|
|
||
Stock-based compensation expense
|
15,329
|
|
|
11,261
|
|
||
Depreciation of property, plant, and equipment
|
6,288
|
|
|
5,577
|
|
||
Amortization of intangible assets
|
1,740
|
|
|
1,862
|
|
||
Amortization of discounts or premiums on investments
|
171
|
|
|
204
|
|
||
Realized (gain) loss on sale of investments
|
(107
|
)
|
|
(128
|
)
|
||
Revaluation of contingent consideration
|
(151
|
)
|
|
(463
|
)
|
||
Change in deferred income taxes
|
2,998
|
|
|
(2,943
|
)
|
||
Change in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(18,841
|
)
|
|
(17,737
|
)
|
||
Unbilled revenue
|
(3,315
|
)
|
|
(25,507
|
)
|
||
Inventories
|
(7,711
|
)
|
|
11,964
|
|
||
Prepaid expenses and other current assets
|
(27,717
|
)
|
|
(7,449
|
)
|
||
Accounts payable
|
11,814
|
|
|
6,224
|
|
||
Accrued expenses
|
(157
|
)
|
|
1,762
|
|
||
Accrued income taxes
|
(566
|
)
|
|
2,245
|
|
||
Deferred revenue and customer deposits
|
9,110
|
|
|
3,998
|
|
||
Other
|
8
|
|
|
542
|
|
||
Net cash provided by operating activities
|
90,620
|
|
|
49,311
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(304,611
|
)
|
|
(455,915
|
)
|
||
Maturities and sales of investments
|
279,654
|
|
|
427,196
|
|
||
Purchases of property, plant, and equipment
|
(12,172
|
)
|
|
(5,347
|
)
|
||
Cash paid for acquisition of businesses, net of cash acquired
|
(25,519
|
)
|
|
—
|
|
||
Cash paid related to discontinued business
|
(291
|
)
|
|
(113
|
)
|
||
Net cash provided by (used in) investing activities
|
(62,939
|
)
|
|
(34,179
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Issuance of common stock under stock plans
|
35,050
|
|
|
8,700
|
|
||
Repurchase of common stock
|
(62,343
|
)
|
|
(8,718
|
)
|
||
Payment of dividends
|
(13,864
|
)
|
|
(12,335
|
)
|
||
Payment of contingent consideration
|
—
|
|
|
(337
|
)
|
||
Net cash provided by (used in) financing activities
|
(41,157
|
)
|
|
(12,690
|
)
|
||
Effect of foreign exchange rate changes on cash and cash equivalents
|
2,101
|
|
|
512
|
|
||
Net change in cash and cash equivalents
|
(11,375
|
)
|
|
2,954
|
|
||
Cash and cash equivalents at beginning of period
|
79,641
|
|
|
51,975
|
|
||
Cash and cash equivalents at end of period
|
$
|
68,266
|
|
|
$
|
54,929
|
|
|
Common Stock
|
|
Additional
Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Total
Shareholders’
Equity
|
|||||||||||||
|
Shares
|
|
Par Value
|
|
|
|
|
|||||||||||||||
Balance as of December 31, 2016
|
85,939
|
|
|
$
|
172
|
|
|
$
|
375,030
|
|
|
$
|
643,825
|
|
|
$
|
(56,428
|
)
|
|
$
|
962,599
|
|
Issuance of common stock under stock plans
|
1,365
|
|
|
3
|
|
|
35,047
|
|
|
—
|
|
|
—
|
|
|
35,050
|
|
|||||
Repurchase of common stock
|
(732
|
)
|
|
(2
|
)
|
|
—
|
|
|
(62,341
|
)
|
|
—
|
|
|
(62,343
|
)
|
|||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
15,329
|
|
|
—
|
|
|
—
|
|
|
15,329
|
|
|||||
Payment of dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,864
|
)
|
|
—
|
|
|
(13,864
|
)
|
|||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
101,727
|
|
|
—
|
|
|
101,727
|
|
|||||
Net unrealized gain (loss) on cash flow hedges, net of tax of $3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12
|
)
|
|
(12
|
)
|
|||||
Reclassification of net realized (gain) loss on cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35
|
|
|
35
|
|
|||||
Net unrealized gain (loss) on available-for-sale investments, net of tax of $150
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
818
|
|
|
818
|
|
|||||
Reclassification of net realized (gain) loss on the sale of available-for-sale investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(107
|
)
|
|
(107
|
)
|
|||||
Foreign currency translation adjustment, net of tax of $0
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,744
|
|
|
12,744
|
|
|||||
Balance as of July 2, 2017 (unaudited)
|
86,572
|
|
|
$
|
173
|
|
|
$
|
425,406
|
|
|
$
|
669,347
|
|
|
$
|
(42,950
|
)
|
|
$
|
1,051,976
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
|
|
Significant Other
Observable
Inputs (Level 2)
|
|
Unobservable Inputs (Level 3) |
||||||
Assets:
|
|
|
|
|
|
||||||
Money market instruments
|
$
|
3,554
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Corporate bonds
|
—
|
|
|
325,159
|
|
|
—
|
|
|||
Treasury bills
|
—
|
|
|
152,563
|
|
|
—
|
|
|||
Asset-backed securities
|
—
|
|
|
87,260
|
|
|
—
|
|
|||
Euro liquidity fund
|
—
|
|
|
79,256
|
|
|
—
|
|
|||
Sovereign bonds
|
—
|
|
|
30,933
|
|
|
—
|
|
|||
Agency bonds
|
—
|
|
|
13,412
|
|
|
—
|
|
|||
Municipal bonds
|
—
|
|
|
8,477
|
|
|
—
|
|
|||
Cash flow hedge forward contracts
|
—
|
|
|
71
|
|
|
—
|
|
|||
Economic hedge forward contracts
|
—
|
|
|
45
|
|
|
—
|
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Economic hedge forward contracts
|
—
|
|
|
4
|
|
|
—
|
|
|||
Contingent consideration liabilities
|
—
|
|
|
—
|
|
|
3,959
|
|
Balance as of December 31, 2016
|
$
|
4,173
|
|
Payment of EnShape contingent consideration
|
(1,401
|
)
|
|
Fair value adjustment to Manatee contingent consideration
|
(275
|
)
|
|
Fair value adjustment to Chiaro contingent consideration
|
124
|
|
|
Contingent consideration resulting from GVi acquisition
|
1,299
|
|
|
Foreign exchange rate changes
|
39
|
|
|
Balance as of July 2, 2017
|
$
|
3,959
|
|
|
July 2, 2017
|
|
December 31, 2016
|
||||
Cash
|
$
|
64,712
|
|
|
$
|
77,307
|
|
Money market instruments
|
3,554
|
|
|
2,334
|
|
||
Cash and cash equivalents
|
68,266
|
|
|
79,641
|
|
||
Treasury bills
|
97,018
|
|
|
67,175
|
|
||
Corporate bonds
|
86,000
|
|
|
141,188
|
|
||
Euro liquidity fund
|
79,256
|
|
|
46,499
|
|
||
Asset-backed securities
|
42,449
|
|
|
69,614
|
|
||
Sovereign bonds
|
24,454
|
|
|
7,298
|
|
||
Agency bonds
|
7,610
|
|
|
2,903
|
|
||
Municipal bonds
|
5,615
|
|
|
6,517
|
|
||
Short-term investments
|
342,402
|
|
|
341,194
|
|
||
Corporate bonds
|
239,159
|
|
|
169,952
|
|
||
Treasury bills
|
55,545
|
|
|
92,280
|
|
||
Asset-backed securities
|
44,811
|
|
|
26,946
|
|
||
Sovereign bonds
|
6,479
|
|
|
23,585
|
|
||
Agency bonds
|
5,802
|
|
|
10,339
|
|
||
Municipal bonds
|
2,862
|
|
|
1,233
|
|
||
Long-term investments
|
354,658
|
|
|
324,335
|
|
||
|
$
|
765,326
|
|
|
$
|
745,170
|
|
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Fair Value
|
||||||||
Short-term:
|
|
|
|
|
|
|
|
||||||||
Treasury bills
|
$
|
97,218
|
|
|
$
|
—
|
|
|
$
|
(200
|
)
|
|
$
|
97,018
|
|
Corporate bonds
|
85,918
|
|
|
85
|
|
|
(3
|
)
|
|
86,000
|
|
||||
Euro liquidity fund
|
78,824
|
|
|
432
|
|
|
—
|
|
|
79,256
|
|
||||
Asset-backed securities
|
42,467
|
|
|
2
|
|
|
(20
|
)
|
|
42,449
|
|
||||
Sovereign bonds
|
24,495
|
|
|
4
|
|
|
(45
|
)
|
|
24,454
|
|
||||
Agency bonds
|
7,600
|
|
|
10
|
|
|
—
|
|
|
7,610
|
|
||||
Municipal bonds
|
5,615
|
|
|
—
|
|
|
—
|
|
|
5,615
|
|
||||
Long-term:
|
|
|
|
|
|
|
|
|
|||||||
Corporate bonds
|
238,417
|
|
|
929
|
|
|
(187
|
)
|
|
239,159
|
|
||||
Treasury bills
|
55,671
|
|
|
—
|
|
|
(126
|
)
|
|
55,545
|
|
||||
Asset-backed securities
|
44,733
|
|
|
95
|
|
|
(17
|
)
|
|
44,811
|
|
||||
Sovereign bonds
|
6,519
|
|
|
1
|
|
|
(41
|
)
|
|
6,479
|
|
||||
Agency bonds
|
5,787
|
|
|
16
|
|
|
(1
|
)
|
|
5,802
|
|
||||
Municipal bonds
|
2,860
|
|
|
2
|
|
|
—
|
|
|
2,862
|
|
||||
|
$
|
696,124
|
|
|
$
|
1,576
|
|
|
$
|
(640
|
)
|
|
$
|
697,060
|
|
|
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
|
||||||||||||
Treasury bills
|
$
|
143,666
|
|
|
$
|
(306
|
)
|
|
$
|
8,897
|
|
|
$
|
(20
|
)
|
|
$
|
152,563
|
|
|
$
|
(326
|
)
|
Corporate bonds
|
62,295
|
|
|
(190
|
)
|
|
—
|
|
|
—
|
|
|
62,295
|
|
|
(190
|
)
|
||||||
Asset-backed securities
|
52,141
|
|
|
(37
|
)
|
|
—
|
|
|
—
|
|
|
52,141
|
|
|
(37
|
)
|
||||||
Sovereign bonds
|
24,737
|
|
|
(84
|
)
|
|
3,001
|
|
|
(2
|
)
|
|
27,738
|
|
|
(86
|
)
|
||||||
Agency bonds
|
3,076
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
3,076
|
|
|
(1
|
)
|
||||||
|
$
|
285,915
|
|
|
$
|
(618
|
)
|
|
$
|
11,898
|
|
|
$
|
(22
|
)
|
|
$
|
297,813
|
|
|
$
|
(640
|
)
|
|
<1 year
|
|
1-2 Years
|
|
2-3 Years
|
|
3-4 Years
|
|
4-5 Years
|
|
5-7 Years
|
|
Total
|
||||||||||||||
Corporate bonds
|
$
|
86,000
|
|
|
$
|
112,337
|
|
|
$
|
86,773
|
|
|
$
|
7,602
|
|
|
$
|
32,447
|
|
|
$
|
—
|
|
|
$
|
325,159
|
|
Treasury bills
|
97,018
|
|
|
55,545
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
152,563
|
|
|||||||
Asset-backed securities
|
42,449
|
|
|
21,856
|
|
|
20,100
|
|
|
—
|
|
|
—
|
|
|
2,855
|
|
|
87,260
|
|
|||||||
Euro liquidity fund
|
79,256
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79,256
|
|
|||||||
Sovereign bonds
|
24,454
|
|
|
3,819
|
|
|
2,660
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,933
|
|
|||||||
Agency bonds
|
7,610
|
|
|
2,726
|
|
|
3,076
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,412
|
|
|||||||
Municipal bonds
|
5,615
|
|
|
2,862
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,477
|
|
|||||||
|
$
|
342,402
|
|
|
$
|
199,145
|
|
|
$
|
112,609
|
|
|
$
|
7,602
|
|
|
$
|
32,447
|
|
|
$
|
2,855
|
|
|
$
|
697,060
|
|
|
July 2, 2017
|
|
December 31, 2016
|
||||
Raw materials
|
$
|
23,197
|
|
|
$
|
18,224
|
|
Work-in-process
|
6,970
|
|
|
2,760
|
|
||
Finished goods
|
6,324
|
|
|
6,000
|
|
||
|
$
|
36,491
|
|
|
$
|
26,984
|
|
|
|
Amount
|
||
Balance as of December 31, 2016
|
|
$
|
95,280
|
|
Acquisition of ViDi Systems S.A.
|
|
18,333
|
|
|
Acquisition of GVi Ventures, Inc.
|
|
1,476
|
|
|
Balance as of July 2, 2017
|
|
$
|
115,089
|
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
||||||
Distribution networks
|
$
|
38,060
|
|
|
$
|
38,060
|
|
|
$
|
—
|
|
Completed technologies
|
13,687
|
|
|
2,961
|
|
|
10,726
|
|
|||
Customer relationships
|
9,205
|
|
|
5,044
|
|
|
4,161
|
|
|||
Non-compete agreements
|
370
|
|
|
31
|
|
|
339
|
|
|||
Balance as of July 2, 2017
|
$
|
61,322
|
|
|
$
|
46,096
|
|
|
$
|
15,226
|
|
|
|
|
|
|
|
||||||
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
||||||
Distribution networks
|
$
|
38,060
|
|
|
$
|
37,422
|
|
|
$
|
638
|
|
Completed technologies
|
8,003
|
|
|
2,098
|
|
|
5,905
|
|
|||
Customer relationships
|
6,605
|
|
|
4,836
|
|
|
1,769
|
|
|||
Balance as of December 31, 2016
|
$
|
52,668
|
|
|
$
|
44,356
|
|
|
$
|
8,312
|
|
Year Ended December 31,
|
|
Amount
|
||
Remainder of fiscal 2017
|
|
$
|
1,598
|
|
2018
|
|
3,196
|
|
|
2019
|
|
2,821
|
|
|
2020
|
|
2,305
|
|
|
2021
|
|
2,097
|
|
|
2022
|
|
1,691
|
|
|
Thereafter
|
|
1,518
|
|
|
|
|
$
|
15,226
|
|
Balance as of December 31, 2016
|
$
|
4,335
|
|
Provisions for warranties issued during the period
|
1,456
|
|
|
Fulfillment of warranty obligations
|
(1,249
|
)
|
|
Foreign exchange rate changes
|
395
|
|
|
Balance as of July 2, 2017
|
$
|
4,937
|
|
|
July 2, 2017
|
|
December 31, 2016
|
||||||||||
Currency
|
Notional
Value |
|
USD
Equivalent |
|
Notional
Value |
|
USD
Equivalent |
||||||
Derivatives Designated as Hedging Instruments:
|
|
|
|
|
|
|
|
||||||
Japanese Yen
|
62,500
|
|
|
$
|
627
|
|
|
342,500
|
|
|
$
|
2,960
|
|
Hungarian Forint
|
—
|
|
|
—
|
|
|
39,000
|
|
|
130
|
|
||
Singapore Dollar
|
—
|
|
|
—
|
|
|
150
|
|
|
97
|
|
||
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
|
|||||||||
Japanese Yen
|
665,000
|
|
|
$
|
5,954
|
|
|
650,000
|
|
|
$
|
5,554
|
|
British Pound
|
1,690
|
|
|
2,197
|
|
|
1,350
|
|
|
1,658
|
|
||
Korean Won
|
2,100,000
|
|
|
1,839
|
|
|
1,750,000
|
|
|
1,450
|
|
||
Hungarian Forint
|
445,000
|
|
|
1,648
|
|
|
425,000
|
|
|
1,448
|
|
||
Singapore Dollar
|
2,025
|
|
|
1,473
|
|
|
1,350
|
|
|
929
|
|
||
Taiwanese Dollar
|
29,100
|
|
|
959
|
|
|
26,000
|
|
|
802
|
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||||||
|
Balance
|
|
Fair Value
|
|
Balance
|
|
Fair Value
|
||||||||||||
|
Sheet
Location |
|
July 2, 2017
|
|
December 31, 2016
|
|
Sheet
Location |
|
July 2, 2017
|
|
December 31, 2016
|
||||||||
Derivatives Designated as Hedging Instruments:
|
|
|
|
|
|
|
|||||||||||||
Cash flow hedge forward contracts
|
Prepaid expenses and other current assets
|
|
$
|
71
|
|
|
$
|
43
|
|
|
Accrued
expenses
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
|
|
|
|||||||||||||
Economic hedge forward contracts
|
Prepaid expenses and other current assets
|
|
$
|
45
|
|
|
$
|
1
|
|
|
Accrued expenses
|
|
$
|
4
|
|
|
$
|
11
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||||||
|
|
July 2, 2017
|
|
December 31, 2016
|
|
|
|
July 2, 2017
|
|
December 31, 2016
|
||||||||
Gross amounts of recognized assets
|
|
$
|
116
|
|
|
$
|
117
|
|
|
Gross amounts of recognized liabilities
|
|
$
|
4
|
|
|
$
|
11
|
|
Gross amounts offset
|
|
—
|
|
|
(73
|
)
|
|
Gross amounts offset
|
|
—
|
|
|
—
|
|
||||
Net amount of assets presented
|
|
$
|
116
|
|
|
$
|
44
|
|
|
Net amount of liabilities presented
|
|
$
|
4
|
|
|
$
|
11
|
|
Balance as of December 31, 2016
|
|
$
|
37
|
|
Net unrealized loss on cash flow hedges
|
|
(12
|
)
|
|
Reclassification of net realized loss on cash flow hedges into current operations
|
|
35
|
|
|
Balance as of July 2, 2017
|
|
$
|
60
|
|
|
Shares
(in thousands)
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-
Average
Remaining
Contractual
Term (in years)
|
|
Aggregate
Intrinsic
Value
(in thousands)
|
|||||
Outstanding as of December 31, 2016
|
6,433
|
|
|
$
|
32.16
|
|
|
|
|
|
||
Granted
|
1,937
|
|
|
77.36
|
|
|
|
|
|
|||
Exercised
|
(1,365
|
)
|
|
25.68
|
|
|
|
|
|
|||
Forfeited or expired
|
(64
|
)
|
|
43.11
|
|
|
|
|
|
|||
Outstanding as of July 2, 2017
|
6,941
|
|
|
$
|
45.95
|
|
|
7.91
|
|
$
|
270,790
|
|
Exercisable as of July 2, 2017
|
2,015
|
|
|
$
|
27.39
|
|
|
5.85
|
|
$
|
115,900
|
|
Options vested or expected to vest as of July 2, 2017 (1)
|
6,033
|
|
|
$
|
44.28
|
|
|
7.74
|
|
$
|
245,371
|
|
|
Three-months Ended
|
|
Six-months Ended
|
||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||
Risk-free rate
|
2.4
|
%
|
|
1.7
|
%
|
|
2.4
|
%
|
|
1.7
|
%
|
Expected dividend yield
|
0.39
|
%
|
|
0.84
|
%
|
|
0.39
|
%
|
|
0.84
|
%
|
Expected volatility
|
41
|
%
|
|
41
|
%
|
|
41
|
%
|
|
41
|
%
|
Expected term (in years)
|
5.2
|
|
|
5.4
|
|
|
5.3
|
|
|
5.5
|
|
|
Shares (in thousands)
|
|
Weighted-Average Grant Fair Value
|
|
Aggregate Intrinsic Value (in thousands)(1)
|
|||||
Nonvested as of December 31, 2016
|
20
|
|
|
$
|
34.05
|
|
|
|
||
Granted
|
—
|
|
|
—
|
|
|
|
|||
Vested
|
(10
|
)
|
|
34.05
|
|
|
825
|
|
||
Forfeited or expired
|
—
|
|
|
—
|
|
|
|
|||
Nonvested as of July 2, 2017
|
10
|
|
|
$
|
34.05
|
|
|
$
|
849
|
|
|
Three-months Ended
|
|
Six-months Ended
|
||||||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||||||
Cost of revenue
|
$
|
454
|
|
|
$
|
229
|
|
|
$
|
884
|
|
|
$
|
522
|
|
Research, development, and engineering
|
2,715
|
|
|
1,397
|
|
|
5,325
|
|
|
3,576
|
|
||||
Selling, general, and administrative
|
4,677
|
|
|
2,831
|
|
|
9,120
|
|
|
7,163
|
|
||||
|
$
|
7,846
|
|
|
$
|
4,457
|
|
|
$
|
15,329
|
|
|
$
|
11,261
|
|
|
Three-months Ended
|
|
Six-months Ended
|
||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||
Income tax provision at federal statutory corporate tax rate
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
State income taxes, net of federal benefit
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
Foreign tax rate differential
|
(18
|
)%
|
|
(18
|
)%
|
|
(18
|
)%
|
|
(18
|
)%
|
Tax credit
|
(1
|
)%
|
|
(1
|
)%
|
|
(1
|
)%
|
|
(1
|
)%
|
Discrete tax benefit related to stock option exercises
|
(9
|
)%
|
|
(1
|
)%
|
|
(19
|
)%
|
|
(2
|
)%
|
Other
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
Income tax provision on continuing operations
|
9
|
%
|
|
17
|
%
|
|
(1
|
)%
|
|
16
|
%
|
|
Three-months Ended
|
|
Six-months Ended
|
||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||
Basic weighted-average common shares outstanding
|
86,639
|
|
|
85,107
|
|
|
86,480
|
|
|
85,024
|
|
Effect of dilutive stock options
|
2,975
|
|
|
1,699
|
|
|
2,972
|
|
|
1,689
|
|
Weighted-average common and common-equivalent shares outstanding
|
89,614
|
|
|
86,806
|
|
|
89,452
|
|
|
86,713
|
|
|
Three-months Ended
|
|
Six-months Ended
|
||||||||||||
|
July 2, 2017
|
|
July 3, 2016
|
|
July 2, 2017
|
|
July 3, 2016
|
||||||||
Operating income from discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Gain (loss) on sale of discontinued operations
|
—
|
|
|
(404
|
)
|
|
—
|
|
|
(404
|
)
|
||||
Income (loss) from discontinued operations before income tax expense (benefit)
|
—
|
|
|
(404
|
)
|
|
—
|
|
|
(404
|
)
|
||||
Income tax expense (benefit) on discontinued operations
|
—
|
|
|
(149
|
)
|
|
—
|
|
|
(149
|
)
|
||||
Net income (loss) from discontinued operations
|
$
|
—
|
|
|
$
|
(255
|
)
|
|
$
|
—
|
|
|
$
|
(255
|
)
|
Cash
|
$
|
146
|
|
Accounts receivable
|
425
|
|
|
Prepaid expenses
|
129
|
|
|
Property, plant, and equipment
|
40
|
|
|
Accounts payable
|
(98
|
)
|
|
Accrued expenses
|
(716
|
)
|
|
Deferred income tax liability
|
(388
|
)
|
|
Non-compete agreement
|
370
|
|
|
Completed technologies
|
4,774
|
|
|
Goodwill
|
18,333
|
|
|
Purchase price
|
$
|
23,015
|
|
Accounts receivable
|
$
|
423
|
|
Inventories
|
120
|
|
|
Prepaid expenses and other current assets
|
1
|
|
|
Accounts payable
|
(152
|
)
|
|
Accrued expenses
|
(10
|
)
|
|
Completed technologies
|
910
|
|
|
Customer relationships
|
2,600
|
|
|
Goodwill
|
1,476
|
|
|
Purchase price
|
$
|
5,368
|
|
|
Three-month period
|
|
Six-month period
|
|||
RD&E expense in 2016
|
$
|
19,671
|
|
|
40,226
|
|
Personnel-related costs
|
2,121
|
|
|
3,719
|
|
|
Stock-based compensation expense
|
1,304
|
|
|
1,760
|
|
|
Other
|
281
|
|
|
442
|
|
|
RD&E expenses in 2017
|
$
|
23,377
|
|
|
46,147
|
|
|
Three-month period
|
|
Six-month period
|
||||
SG&A expenses in 2016
|
$
|
42,715
|
|
|
$
|
81,053
|
|
Personnel-related costs
|
3,444
|
|
|
6,069
|
|
||
Incentive compensation plans
|
1,714
|
|
|
4,049
|
|
||
Travel expenses
|
1,132
|
|
|
2,194
|
|
||
Stock-based compensation expense
|
1,845
|
|
|
1,989
|
|
||
ERP expenses
|
1,114
|
|
|
1,554
|
|
||
Other
|
554
|
|
|
2,131
|
|
||
SG&A expenses in 2017
|
$
|
52,518
|
|
|
$
|
99,039
|
|
|
Total
Number
of Shares
Purchased
|
|
Average
Price Paid
per Share
|
|
Total Number of
Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs (1)
|
|
Approximate
Dollar Value
of Shares that
May Yet Be
Purchased
Under the
Plans or
Programs
|
||||||
April 3 - April 30, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
138,848,000
|
|
May 1 - May 28, 2017
|
165,000
|
|
|
90.46
|
|
|
165,000
|
|
|
123,922,000
|
|
||
May 29 - July 2, 2017
|
187,000
|
|
|
92.78
|
|
|
187,000
|
|
|
106,572,000
|
|
||
Total
|
352,000
|
|
|
$
|
91.69
|
|
|
352,000
|
|
|
$
|
106,572,000
|
|
Exhibit Number
|
|
|
|
31.1
|
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934*
|
31.2
|
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934*
|
32.1
|
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
|
32.2
|
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
|
101
|
|
|
xBRL (Extensible Business Reporting Language)
|
|
|
The following materials from Cognex Corporation’s Quarterly Report on Form 10-Q for the period ended July 2, 2017, formatted in xBRL: (i) Consolidated Statements of Operations for the three-month and six-month periods ended July 2, 2017 and July 3, 2016; (ii) Consolidated Statements of Comprehensive Income for the three-month and six-month periods ended July 2, 2017 and July 3, 2016; (iii) Consolidated Balance Sheets as of July 2, 2017 and December 31, 2016; (iv) Consolidated Statements of Cash Flows for the six-month periods ended July 2, 2017 and July 3, 2016; (v) Consolidated Statement of Shareholders’ Equity for the six-month period ended July 2, 2017; and (vi) Notes to Consolidated Financial Statements.
|
|
*
|
|
|
Filed herewith
|
**
|
|
|
Furnished herewith
|
Date:
|
July 31, 2017
|
|
COGNEX CORPORATION
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Robert J. Willett
|
|
|
|
|
Robert J. Willett
|
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
(principal executive officer)
|
|
|
|
|
|
|
|
|
By:
|
/s/ John J. Curran
|
|
|
|
|
John J. Curran
|
|
|
|
|
Senior Vice President of Finance
|
|
|
|
|
and Chief Financial Officer
|
|
|
|
|
(principal financial and accounting officer)
|
1 Year Cognex Chart |
1 Month Cognex Chart |
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