INTEGER HOLDINGS CORP, 10-K filed on 2/27/2013
Annual Report
Document and Entity Information (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Feb. 27, 2013
Jun. 29, 2012
Document and Entity Information [Abstract]
 
 
 
Entity Registrant Name
GREATBATCH, INC. 
 
 
Entity Central Index Key
0001114483 
 
 
Document Type
10-K 
 
 
Document Period End Date
Dec. 28, 2012 
 
 
Amendment Flag
false 
 
 
Document Fiscal Year Focus
2012 
 
 
Document Fiscal Period Focus
FY 
 
 
Current Fiscal Year End Date
--12-28 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
Entity Voluntary Filers
No 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Filer Category
Accelerated Filer 
 
 
Entity Public Float
 
 
$ 527,900,000 
Entity Common Stock, Shares Outstanding
 
23,755,208 
 
Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Current assets:
 
 
Cash and cash equivalents
$ 20,284 
$ 36,508 
Accounts receivable, net of allowance for doubtful accounts
120,923 
101,946 
Inventories
106,612 
109,913 
Refundable income taxes
1,292 
Deferred income taxes
7,678 
7,828 
Prepaid expenses and other current assets
12,636 
7,469 
Total current assets
268,133 
264,956 
Property, plant and equipment, net
150,893 
145,806 
Amortizing intangible assets, net
87,345 
100,258 
Indefinite-lived intangible assets
20,828 
20,288 
Goodwill
349,035 
338,653 
Deferred income taxes
2,534 
2,450 
Other assets
11,107 
8,936 
Total assets
889,875 
881,347 
Current liabilities:
 
 
Accounts payable
45,274 
40,665 
Income taxes payable
94 
Deferred Tax Liabilities, Net, Current
874 
845 
Accrued expenses
45,515 
52,539 
Total current liabilities
91,757 
94,049 
Long-term debt
225,414 
235,950 
Deferred income taxes
82,462 
75,203 
Other long-term liabilities
9,382 
8,862 
Total liabilities
409,015 
414,064 
Stockholders' equity:
 
 
Preferred stock
Common stock
24 
23 
Additional paid-in capital
320,618 
307,196 
Treasury stock, at cost
(452)
(1,387)
Retained earnings
147,723 
152,522 
Accumulated other comprehensive income (loss)
12,947 
8,929 
Total stockholders' equity
480,860 
467,283 
Total liabilities and stockholders' equity
$ 889,875 
$ 881,347 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Current assets:
 
 
Allowance for doubtful accounts
$ 2,400,000 
$ 1,900,000 
Stockholders' equity:
 
 
Preferred stock, par value
$ 0.001 
$ 0.001 
Preferred stock, shares authorized
100,000,000 
100,000,000 
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value
$ 0.001 
$ 0.001 
Common stock, shares authorized
100,000,000 
100,000,000 
Common stock, shares issued
23,731,570 
23,466,128 
Common stock, shares outstanding
23,711,838 
23,406,023 
Treasury stock, shares
19,732 
60,105 
Consolidated Statements of Operations and Comprehensive Income (Loss) (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Condensed Consolidated Statements of Operations and Comprehensive Income [Abstract]
 
 
 
Sales
$ 646,177 
$ 568,822 
$ 533,425 
Cost of sales
444,528 
388,469 
359,844 
Gross profit
201,649 
180,353 
173,581 
Operating expenses:
 
 
 
Selling, general and administrative expenses
80,992 
72,548 
64,510 
Research, development and engineering costs, net
52,490 
45,513 
45,019 
Electrochem litigation gain
(9,500)
Impairment of Intangible Assets, Finite-lived
Other operating (income) expense, net
42,346 
593 
4,558 
Total operating expenses
175,828 
118,654 
104,587 
Operating income (loss)
25,821 
61,699 
68,994 
Interest expense
18,055 
16,928 
18,519 
Interest income
(1)
(21)
(10)
(Gain) loss on cost and equity method investments, net
106 
(4,232)
150 
Other (income) expense
931 
632 
1,010 
Income before provision for income taxes
6,730 
48,392 
49,325 
Provision for income taxes
11,529 
15,270 
16,187 
Net income (loss)
(4,799)
33,122 
33,138 
Earnings per share:
 
 
 
Basic
$ (0.20)
$ 1.42 
$ 1.44 
Diluted
$ (0.20)
$ 1.40 
$ 1.40 
Weighted average shares outstanding:
 
 
 
Basic
23,584 
23,258 
23,070 
Diluted
23,584 
23,636 
23,802 
Comprehensive income (loss):
 
 
 
Net income (loss)
(4,799)
33,122 
33,138 
Foreign currency translation gain (loss)
1,905 
(704)
7,896 
Net change in cash flow hedges, net
428 
(271)
1,027 
Defined benefit plan liability adjustment, net of tax
1,685 
(566)
(601)
Total other comprehensive income (loss)
4,018 
(1,541)
8,322 
Comprehensive income (loss)
$ (781)
$ 31,581 
$ 41,460 
Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Cash flows from operating activities:
 
 
 
Net income (loss)
$ (4,799)
$ 33,122 
$ 33,138 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
46,368 
36,306 
35,767 
Debt related amortization included in interest expense
12,557 
11,389 
10,680 
Stock-based compensation
10,904 
12,082 
6,884 
(Gain) loss on cost and equity method investments, net
106 
(4,232)
150 
Electrochem litigation gain
(9,500)
Electrochem litigation settlement payment
(25,000)
Other non-cash (gains) losses
10,788 
(676)
743 
Deferred income taxes
5,733 
8,776 
15,419 
Changes in operating assets and liabilities, net of acquisitions:
 
 
 
Accounts receivable
(18,834)
(13,477)
10,922 
Inventories
(7,481)
(2,139)
7,406 
Prepaid expenses and other current assets
1,253 
(590)
2,111 
Accounts payable
5,757 
4,236 
(7,568)
Accrued expenses
1,459 
3,678 
(1,472)
Income taxes payable
1,020 
1,446 
(2,795)
Net cash provided by (used in) operating activities
64,831 
89,921 
76,885 
Cash flows from investing activities:
 
 
 
Acquisition of property, plant and equipment
(41,069)
(22,489)
(16,140)
Proceeds from sale of property, plant and equipment
396 
212 
2,537 
Net proceeds from sale (purchase) of cost and equity method investments, net
(1,887)
10,315 
Acquisitions, net of cash acquired
(17,224)
(66,493)
Other investing activities
(3)
(1,934)
(321)
Net cash provided by (used in) investing activities
(59,787)
(80,389)
(13,924)
Cash flows from financing activities:
 
 
 
Principal payments of long-term debt
(32,000)
(40,000)
(78,450)
Proceeds from issuance of long-term debt
10,000 
45,000 
Issuance of common stock
1,263 
2,401 
659 
Payment of debt issuance costs
(2,213)
Other financing activities
(717)
(1,500)
(1,030)
Net cash provided by (used in) financing activities
(21,454)
3,688 
(78,821)
Effect of foreign currency exchange rates on cash and cash equivalents
186 
405 
879 
Net increase (decrease) in cash and cash equivalents
(16,224)
13,625 
(14,981)
Cash and cash equivalents, beginning of period
36,508 
22,883 
37,864 
Cash and cash equivalents, end of period
$ 20,284 
$ 36,508 
$ 22,883 
Consolidated Statement of Stockholders' Equity (USD $)
In Thousands
Total
Common Stock
Additional Paid-In Capital
Treasury Stock
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Balance at Jan. 01, 2010
$ 379,724 
$ 23 
$ 291,926 
$ (635)
$ 86,262 
$ 2,148 
Balance, shares at Jan. 01, 2010
 
23,190 
 
(33)
 
 
Stock-based compensation
6,884 
 
6,884 
 
 
 
Net shares issued under stock incentive plans
(655)
179 
(834)
 
 
Net shares issued under stock incentive plans, shares
 
129 
 
(30)
 
 
Income tax liability from stock options, restricted stock and restricted stock units
(584)
 
(584)
 
 
 
Shares contrbuted to 401(k)
 
 
Shares contributed to 401(k), shares
 
 
 
 
Net income (loss)
33,138 
 
 
 
33,138 
 
Total other comprehensive income (loss)
8,322 
 
 
 
 
8,322 
Balance at Dec. 31, 2010
426,829 
23 
298,405 
(1,469)
119,400 
10,470 
Balance, shares at Dec. 31, 2010
 
23,319 
 
(63)
 
 
Stock-based compensation
7,037 
 
7,037 
 
 
 
Net shares issued under stock incentive plans
1,973 
1,891 
82 
 
 
Net shares issued under stock incentive plans, shares
 
147 
 
 
 
Income tax liability from stock options, restricted stock and restricted stock units
(137)
 
(137)
 
 
 
Shares contrbuted to 401(k)
 
 
Shares contributed to 401(k), shares
 
 
 
 
Net income (loss)
33,122 
 
 
 
33,122 
 
Total other comprehensive income (loss)
(1,541)
 
 
 
 
(1,541)
Balance at Dec. 30, 2011
467,283 
23 
307,196 
(1,387)
152,522 
8,929 
Balance, shares at Dec. 30, 2011
 
23,466 
 
(60)
 
 
Stock-based compensation
9,019 
 
9,019 
 
 
 
Net shares issued under stock incentive plans
687 
663 
24 
 
 
Net shares issued under stock incentive plans, shares
 
103 
 
 
 
Income tax liability from stock options, restricted stock and restricted stock units
(141)
 
(141)
 
 
 
Shares contrbuted to 401(k)
4,793 
3,881 
911 
 
 
Shares contributed to 401(k), shares
 
163 
 
39 
 
 
Net income (loss)
(4,799)
 
 
 
(4,799)
 
Total other comprehensive income (loss)
4,018 
 
 
 
 
4,018 
Balance at Dec. 28, 2012
$ 480,860 
$ 24 
$ 320,618 
$ (452)
$ 147,723 
$ 12,947 
Balance, shares at Dec. 28, 2012
 
23,732 
 
(20)
 
 
Summary of Significant Accounting Policies
Significant Accounting Policies [Text Block]

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation – The consolidated financial statements include the accounts of Greatbatch, Inc. and its wholly owned subsidiary Greatbatch Ltd. (collectively, the “Company” or “Greatbatch”). All intercompany balances and transactions have been eliminated in consolidation.

 

Nature of Operations The Company operates its business in two reportable segments – Implantable Medical and Electrochem Solutions (“Electrochem”). The Company's customers include large multi-national original equipment manufacturers (“OEMs”). The Implantable Medical segment is comprised of our Greatbatch Medical and QiG Group brands and designs and manufactures medical devices and components for the cardiac, neuromodulation, vascular and orthopaedic markets. The Implantable Medical segment offers complete medical devices including design, development, manufacturing, regulatory submission and supporting worldwide distribution, which is facilitated through the QiG Group and leverages the component technology of Greatbatch Medical. The devices designed and developed by the QiG Group are manufactured by Greatbatch Medical. The Implantable Medical segment also offers value-added assembly and design engineering services for its component products.

 

Electrochem designs, manufactures and distributes primary and rechargeable batteries, and battery packs for demanding applications in the portable medical, energy, environmental monitoring and security markets among others.

 

Fiscal Year End – The Company utilizes a fifty-two, fifty-three week fiscal year ending on the Friday nearest December 31st. Fiscal years 2012, 2011 and 2010 ended on December 28, 2012, December 30, 2011 and December 31, 2010, respectively. Fiscal years 2012, 2011 and 2010 all contained fifty-two weeks.

 

Fair Value Measurements – Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the “exit price”) in an orderly transaction between market participants at the measurement date. Accounting Standards Codification (“ASC”) establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows:

 

Level 1 — Valuation is based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 1 valuations do not entail a significant degree of judgment.

 

Level 2 — Valuation is determined from quoted prices for similar assets or liabilities in active markets, quoted prices for identical instruments in markets that are not active or by model-based techniques in which all significant inputs are observable in the market.

 

Level 3 — Valuation is based on unobservable inputs that are significant to the overall fair value measurement. The degree of judgment in determining fair value is greatest for Level 3 valuations.

 

The availability of observable inputs can vary and is affected by a wide variety of factors, including, the type of asset/liability, whether the asset/liability is established in the marketplace, and other characteristics particular to the valuation. To the extent that a valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, assumptions are required to reflect those that market participants would use in pricing the asset or liability at the measurement date. Note 18 “Fair Value Measurements” contains additional information on assets and liabilities recorded at fair value in the consolidated financial statements.

 

Cash and Cash Equivalents – Cash and cash equivalents consist of cash and highly liquid, short-term investments with maturities at the time of purchase of three months or less. The carrying amount of cash and cash equivalents approximated their fair value as of December 28, 2012 and December 30, 2011 based upon the short-term nature of these instruments.

 

Concentration of Credit Risk – Financial instruments that potentially subject the Company to concentration of credit risk consist principally of accounts receivable. A significant portion of the Company's sales are to four customers, all in the medical device industry, and, as such, the Company is directly affected by the condition of those customers and that industry. However, the credit risk associated with trade receivables is partially mitigated due to the stability of those customers. The Company performs on-going credit evaluations of its customers. Note 19 “Business Segment, Geographic and Concentration Risk Information” contains information on sales and accounts receivable for these customers. The Company maintains cash deposits with major banks, which from time to time may exceed insured limits. The Company performs on-going credit evaluations of its banks.

 

Allowance for Doubtful Accounts The Company provides credit, in the normal course of business, to its customers in the form of trade receivables. Credit is extended based on evaluation of a customer's financial condition and collateral is not required. The Company maintains an allowance for those customer receivables that it does not expect to collect. The Company accrues its estimated losses from uncollectable accounts receivable to the allowance based upon recent historical experience, the length of time the receivable has been outstanding and other specific information as it becomes available. Provisions to the allowance for doubtful accounts are charged to current operating expenses. Actual losses are charged against this allowance when incurred. The carrying amount of trade receivables approximated their fair value as of December 28, 2012 based upon the short-term nature of these assets.

 

Inventories – Inventories are stated at the lower of cost, determined using the first-in first-out method, or market. Write-downs for excess, obsolete or expired inventory are based primarily on how long the inventory has been held as well as our estimates of forecasted net sales of that product. A significant change in the timing or level of demand for our products may result in recording additional write-downs for excess, obsolete or expired inventory in the future. Note 4Inventories” contains additional information on the Company's inventory.

 

Property, Plant and Equipment (“PP&E”) PP&E is carried at cost less accumulated depreciation. Depreciation is computed by the straight-line method over the estimated useful lives of the assets, as follows: buildings and building improvements 7-40 years; machinery and equipment 3-8 years; office equipment 3-10 years; and leasehold improvements over the remaining lives of the improvements or the lease term, if less. The cost of repairs and maintenance are expensed as incurred; renewals and betterments are capitalized. Upon retirement or sale of an asset, its cost and related accumulated depreciation or amortization is removed from the accounts and any gain or loss is recorded in operating income or expense. Note 6Property, Plant and Equipment, Net” contains additional information on the Company's PP&E.

 

Business Combinations – The Company records its business combinations under the acquisition method of accounting. Under the acquisition method of accounting, the Company allocates the purchase price of each acquisition to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective fair values at the date of acquisition. The fair value of identifiable intangible assets is based upon detailed valuations that use various assumptions made by management. Any excess of the purchase price over the fair value of net tangible and identifiable intangible assets acquired is allocated to goodwill. All direct acquisition-related costs are expensed as incurred.

 

In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments it expects to make as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through Other Operating Expenses, Net. Increases or decreases in the fair value of the contingent consideration liability can result from changes in discount periods and rates, as well as changes in the timing, amount of, or the likelihood of achieving the applicable contingent consideration. See Note 18 “Fair Value Measurements” for additional information. Note 2Acquisitions” contains additional information on the Company's acquisitions.

 

Amortizing Intangible AssetsAmortizing intangible assets consists primarily of purchased technology, patents and customer lists. The Company amortizes its definite-lived intangible assets over their estimated useful lives utilizing an accelerated or straight-line method of amortization, which approximates the projected distribution of cash flows used to fair value those intangible assets at the time of acquisition. When the straight-line method of amortization is utilized, the estimated useful life of the intangible asset is shortened to assure that recognition of amortization expense corresponds with the distribution of expected cash flows. The amortization period for the Company's amortizing intangible assets are as follows: purchased technology and patents 5-15 years; customer lists 7-20 years and other intangible assets 1-10 years. Note 7Intangible Assets” contains additional information on the Company's amortizing intangible assets.

 

 

Impairment of Long-Lived Assets – The Company assesses the impairment of definite-lived long-lived assets or asset groups when events or changes in circumstances indicate that the carrying value may not be recoverable. Factors that are considered in deciding when to perform an impairment review include: A significant decrease in the market price of the asset or asset group; A significant change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition; A significant change in legal factors or in the business climate that could affect the value of a long-lived asset (asset group), including an action or assessment by a regulator; An accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction; A current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; or a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The term more likely than not refers to a level of likelihood that is more than 50 percent.

 

Potential recoverability is measured by comparing the carrying amount of the asset or asset group to its related total future undiscounted cash flows. If the carrying value is not recoverable, the asset or asset group is considered to be impaired. Impairment is measured by comparing the asset or asset group's carrying amount to its fair value. When it is determined that useful lives of assets are shorter than originally estimated, and no impairment is present, the rate of depreciation is accelerated in order to fully depreciate the assets over their new shorter useful lives.

 

Goodwill and other indefinite lived intangible assets recorded are not amortized but are periodically tested for impairment. The Company assesses goodwill for impairment by comparing the fair value of its reporting units to their carrying amounts on the last day of each fiscal year, or more frequently if certain events occur as described above. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the implied fair value of the goodwill within the reporting unit is less than its carrying value. Fair values for reporting units are determined based on discounted cash flows and market multiples. Other indefinite lived intangible assets are assessed for impairment on the last day of each fiscal year, or more frequently if certain events occur as described above, by comparing the fair value of the intangible asset to its carrying value. The fair value is determined by using the income approach. Note 7Intangible Assets” contains additional information on the Company's long-lived intangible assets.

 

Other Long-Term Assets – Other long-term assets includes deferred financing fees incurred in connection with the Company's issuance of its convertible subordinated notes and revolving line of credit. These fees are amortized to Interest Expense using the effective interest method over the period from the date of issuance to the put option date (if applicable) or the maturity date, whichever is earlier. The amortization of deferred fees is included in Debt Related Amortization Included in Interest Expense in the Consolidated Statements of Cash Flows. Note 9Debt” contains additional information on the Company's deferred financing fees.

 

Other long-term assets also include investments in equity securities of entities that are not publicly traded and which do not have readily determinable fair values. We account for investments in these entities under the cost or equity method depending on the type of ownership interest, as well as the Company's ability to exercise influence over these entities. Equity method investments are initially recorded at cost, and are subsequently adjusted to reflect the Company's share of earnings or losses of the investee. Cost method investments are recorded at cost. Each reporting period, management evaluates these cost and equity method investments to determine if there are any events or circumstances that are likely to have a significant effect on the fair value of the investment. Examples of such impairment indicators include, but are not limited to: a recent sale or offering of similar shares of the investment at a price below the Company's cost basis; a significant deterioration in earnings performance; a significant change in the regulatory, economic or technological environment of the investee; or a significant doubt about an investee's ability to continue as a going concern. If an impairment indicator is identified, management will estimate the fair value of the investment and compare it to its carrying value. The estimation of fair value considers all available financial information related to the investee, including, but not limited to, valuations based on recent third-party equity investments in the investee. If the fair value of the investment is less than its carrying value, the investment is impaired and a determination as to whether the impairment is other-than-temporary is made. Impairment is deemed to be other-than-temporary unless the Company has the ability and intent to hold the investment for a period sufficient for a market recovery up to the carrying value of the investment. Further, evidence must indicate that the carrying value of the investment is recoverable within a reasonable period. For other-than-temporary impairments, an impairment loss is recognized equal to the difference between the investment's carrying value and its fair value. The Company has determined that these investments are not considered variable interest entities. The Company's exposure related to these entities is limited to its recorded investment. These investments are in start-up research and development companies whose fair value is highly subjective in nature and subject to future fluctuations, which could be significant.

 

Income TaxesThe consolidated financial statements of the Company have been prepared using the asset and liability approach in accounting for income taxes, which requires the recognition of deferred income taxes for the expected future tax consequences of net operating losses, credits, and temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities.  A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the asset will not be realized.

 

The Company accounts for uncertain tax positions using a more likely than not recognition threshold. The evaluation of uncertain tax positions is based on factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, new audit activity and changes in facts or circumstances related to a tax position. These tax positions are evaluated on a quarterly basis. The Company recognizes interest expense related to uncertain tax positions as Provision for Income Taxes. Penalties, if incurred, are recognized as a component of Selling, General and Administrative Expenses (“SG&A”).

 

The Company and its subsidiary file a consolidated U.S. federal income tax return. State tax returns are filed on a combined or separate basis depending on the applicable laws in the jurisdictions where tax returns are filed. The Company also files foreign tax returns on a separate company basis in the countries in which it operates. See Note 14 “Income Taxes” for additional information.

 

Convertible Subordinated Notes (“CSN”) – For convertible debt instruments that may be settled in cash upon conversion, the Company accounts for the liability and equity components of those instruments in a manner that will reflect the entity's nonconvertible debt borrowing rate when interest cost is recognized in subsequent periods.

 

Upon issuance, the Company determined the carrying amount of the liability component of CSN by measuring the fair value of a similar liability that does not have the associated conversion option. The carrying amount of the conversion option was then determined by deducting the fair value of the liability component from the initial proceeds received from the issuance of CSN.

 

The carrying amount of the conversion option was recorded in Additional Paid-In Capital with an offset to Long-Term Debt and is being amortized using the effective interest method over the period from the date of issuance to the maturity date. Deferred financing fees incurred in connection with the issuance of CSN, were allocated proportionally to the proceeds of the liability and equity components. The deferred financing fees allocated to the debt component are being amortized using the effective interest method over the period from the date of issuance to the maturity date. The deferred financing fees allocated to the equity component were recorded as an offset to Additional Paid-In Capital. The amortization of discount and deferred fees related to the Company's convertible debt instruments is included in Depreciation and Amortization in the Consolidated Statements of Cash Flows. See Note 9 “Debt” for additional information.

 

Derivative Financial Instruments The Company recognizes all derivative financial instruments in its consolidated financial statements at fair value. Changes in the fair value of derivative instruments are recorded in earnings unless hedge accounting criteria are met. The Company designates its interest rate swaps (See Note 9 “Debt”) and foreign currency contracts (See Note 15 “Commitments and Contingencies”) entered into as cash flow hedges. The effective portion of the changes in fair value of these cash flow hedges is recorded each period, net of tax, in Accumulated Other Comprehensive Income until the related hedged transaction occurs. Any ineffective portion of the changes in fair value of these cash flow hedges is recorded in earnings. In the event the hedged cash flow for forecasted transactions does not occur, or it becomes probable that they will not occur, the Company would reclassify the amount of any gain or loss on the related cash flow hedge to income (expense) at that time. Cash flows related to these derivative financial instruments are included in cash flows from operating activities.

 

Revenue RecognitionThe Company recognizes revenue when it is realized or realizable and earned. This occurs when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, the buyer is obligated to pay us (i.e., not contingent on a future event), the risk of loss is transferred, there is no obligation of future performance, collectability is reasonably assured and the amount of future returns can reasonably be estimated. With regards to the Company's customers (including distributors), those criteria are met at the time of shipment when title passes. The Company includes shipping and handling fees billed to customers in Sales. Shipping and handling costs associated with inbound and outbound freight are recorded in Cost of Sales. In certain instances the Company obtains component parts for sub-assemblies from its customers that are included in the final product sold back to the same customer. These amounts are excluded from Sales and Cost of Sales recognized by the Company. The cost of these customer supplied component parts amounted to $32.6 million, $27.9 million and $29.9 million in 2012, 2011 and 2010, respectively.

 

Product Warranties – The Company allows customers to return defective or damaged products for credit, replacement, or exchange. The Company warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. The Company accrues its estimated exposure to warranty claims, through Cost of Sales, based upon recent historical experience and other specific information as it becomes available. Note 15Commitments and Contingencies” contains additional information on the Company's product warranties.

 

Research, Development and Engineering Costs, Net (“RD&E”) RD&E costs are expensed as incurred. The primary costs are salary and benefits for personnel, material costs used in development projects and subcontracting costs. Cost reimbursements for engineering services from customers for whom the Company designs products are recorded as an offset to engineering costs upon achieving development milestones specified in the contracts. These reimbursements do not cover the complete cost of the development projects. Additionally, the technology developed under these cost reimbursement projects is owned by the Company and is utilized for future products developed for other customers.

 

In-process research and development (“IPR&D”) represents research projects acquired in a business combination which are expected to generate cash flows but have not yet reached technological feasibility. The primary basis for determining the technological feasibility of these projects is whether or not regulatory approval has been obtained. The Company classifies IPR&D acquired in a business combination as an indefinite-lived intangible asset until the completion or abandonment of the associated projects. Upon completion, the Company would determine the useful life of the IPR&D and begin amortizing the assets to reflect their use over their remaining lives. Upon permanent abandonment, the remaining carrying amount of the associated IPR&D would be written-off. The Company tests the IPR&D acquired for impairment at least annually, and more frequently if events or changes in circumstances indicate that the assets may be impaired. The impairment test consists of a comparison of the fair value of the intangible assets with their carrying amount. If the carrying amount exceeds its fair value, the Company would record an impairment loss in an amount equal to the excess.

 

Note 12Research, Development and Engineering Costs, Netand Note 7 “Intangible Assets” contains additional information on the Company's RD&E activities.

 

Stock-Based Compensation The Company records compensation costs related to stock-based awards granted to employees based upon their estimated fair value on the grant date. Compensation cost for service-based awards is recognized ratably over the applicable vesting period. Compensation cost for nonmarket-based performance awards is reassessed each period and recognized based upon the probability that the performance targets will be achieved. Compensation cost for market-based performance awards is expensed ratably over the applicable vesting period and is recognized each period whether the performance metrics are achieved or not.

 

The Company utilizes the Black-Scholes option pricing model to estimate the fair value of stock options granted. For service-based and nonmarket-based performance restricted stock and restricted stock unit awards, the fair market value of the award is determined based upon the closing value of the Company's stock price on the grant date. For market-based performance restricted stock unit awards, the fair market value of the award is determined utilizing a Monte Carlo simulation model, which projects the value of the Company's stock under numerous scenarios and determines the value of the award based upon the present value of those projected outcomes.

 

The amount of stock-based compensation expense recognized is based on the portion of the awards that are ultimately expected to vest. The Company estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The total expense recognized over the vesting period will only be for those awards that ultimately vest, excluding market and nonmarket performance award considerations. Note 11Stock-Based Compensation” contains additional information on the Company's stock-based compensation.

 

Foreign Currency TranslationThe Company translates all assets and liabilities of its foreign subsidiaries, where the U.S. dollar is not the functional currency, at the period-end exchange rate and translates income and expenses at the average exchange rates in effect during the period. The net effect of this translation is recorded in the consolidated financial statements as Accumulated Other Comprehensive Income. Translation adjustments are not adjusted for income taxes as they relate to permanent investments in the Company's foreign subsidiaries.

 

Net foreign currency transaction gains and losses are included in Other Expense, Net and amounted to a loss of $0.3 million for 2012, $0.1 million for 2011 and $0.9 million for 2010.

 

Defined Benefit PlansThe Company recognizes in its balance sheet as an asset or liability the overfunded or underfunded status of its defined benefit plans provided to its employees located in Mexico, Switzerland and France. This asset or liability is measured as the difference between the fair value of plan assets and the benefit obligation of those plans. For these plans, the benefit obligation is the projected benefit obligation, which is calculated based on actuarial computations of current and future benefits for employees. Actuarial gains or losses and prior service costs or credits that arise during the period, but are not included as components of net periodic benefit expense, are recognized as a component of Accumulated Other Comprehensive Income. Defined benefit expenses are charged to Cost of Sales, SG&A and RD&E expenses as applicable. Note 10Defined Benefit Plans” contains additional information on these costs.

 

Earnings (Loss) Per Share (“EPS”) Basic EPS is calculated by dividing Net Income (Loss) by the weighted average number of shares outstanding during the period. Diluted EPS is calculated by adjusting the weighted average number of shares outstanding for potential common shares, which consist of stock options, unvested restricted stock and restricted stock units and contingently convertible instruments.

 

Holders of the Company's CSN may convert them into shares of the Company's common stock under certain circumstances – See Note 9 “Debt.” The Company includes the effect of the conversion of these convertible notes in the calculation of diluted EPS using the if-converted method or the treasury method for instruments that may be settled in cash at the Company's election and which the Company has the ability and intent to settle them in cash, as long as the effect is dilutive. For computation of EPS under conversion conditions, the number of diluted shares outstanding increases by the amount of shares that are potentially convertible during that period. Also, Net Income (Loss) is adjusted for the calculation to add back interest expense on the convertible notes as well as unamortized discount and deferred financing fee amortization recorded during the period. Note 16Earnings (Loss) Per Share” contains additional information on the computation of the Company's EPS.

 

 

 

Comprehensive Income (Loss) – The Company's comprehensive income (loss) as reported in the Consolidated Statements of Operations and Comprehensive Income (Loss) includes net income (loss), foreign currency translation adjustments, the net change in cash flow hedges, and defined benefit plan liability adjustments. The Consolidated Statements of Operations and Comprehensive Income (Loss) and Note 17Accumulated Other Comprehensive Income” contains additional information on the computation of the Company's comprehensive income (loss).

 

Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of sales and expenses during the reporting period. Actual results could differ materially from those estimates.

 

Recently Issued Accounting Pronouncements – In the normal course of business, Management evaluates all new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”), Securities and Exchange Commission (“SEC”), Emerging Issues Task Force (“EITF”), American Institute of Certified Public Accountants (“AICPA”) or other authoritative accounting bodies to determine the potential impact they may have on the Company's Consolidated Financial Statements. Based upon this review, except as noted below, Management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company's Consolidated Financial Statements.

 

On February 5, 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU adds new disclosure requirements either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income (“AOCI”) based on its source and the income statement line items affected by the reclassification. This ASU gives companies the flexibility to present the information either in the notes or parenthetically on the face of the financial statements provided that all of the required information is presented in a single location. This ASU is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only changes the disclosures surrounding AOCI.

 

In July 2012, the FASB issued ASU No. 2012-02, Intangibles—Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment. This ASU simplifies the guidance for testing the decline in the realizable value (impairment) of indefinite-lived intangible assets other than goodwill. The amendments allow an organization the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. An organization electing to perform a qualitative assessment is no longer required to calculate the fair value of an indefinite-lived intangible asset unless the organization determines, based on a qualitative assessment, that it is “more likely than not” that the asset is impaired. The amendments in this ASU are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only impacts the timing of when the Company is required to perform the two-step impairment tests of its indefinite-lived intangible assets other than goodwill.

 

In December 2011, the FASB issued ASU No. 2011-11 Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities.” This ASU requires companies to provide information about trading in financial instruments and related derivatives in expanded disclosures, creates new disclosure requirements about the nature of an entity's rights of offset and related arrangements associated with its financial instruments and derivative instruments. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods therein, with retrospective application required. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only changes the disclosures surrounding the Company's offsetting assets and liabilities.

Acquisitions
ACQUISITIONS

2. ACQUISITIONS

NeuroNexus Technologies, Inc.

On February 16, 2012, the Company purchased all of the outstanding common stock of NeuroNexus Technologies, Inc. (“NeuroNexus”) headquartered in Ann Arbor, MI. NeuroNexus is an active implantable medical device design firm specializing in developing and commercializing neural interface technology, components and systems for neuroscience and clinical markets. NeuroNexus has an extensive intellectual property portfolio, core technologies and capabilities to support the development and manufacturing of neural interface devices across a wide range of applications including neuromodulation, sensing, optical stimulation and targeted drug delivery.

 

This transaction was accounted for under the acquisition method of accounting. Accordingly, the operating results of NeuroNexus have been included in the Company's Implantable Medical segment from the date of acquisition. For 2012, NeuroNexus added approximately $2.5 million to the Company's revenue and decreased the Company's net loss by $0.2 million. The purchase price of NeuroNexus consisted of cash payments of $11.7 million and potential future payments of up to an additional $2 million. These future payments are contingent upon the achievement of certain financial and development-based milestones and had an estimated fair value of $1.5 million as of the acquisition date.

 

The cost of the acquisition was preliminarily allocated to the assets acquired and liabilities assumed from NeuroNexus based on their fair values as of the close of the acquisition, with the amount exceeding the fair value of the net assets acquired being recorded as goodwill. The value assigned to certain assets and liabilities are preliminary and are subject to adjustment as additional information is obtained, including, but not limited to, the finalization of pre-acquisition tax positions. The valuation is expected to be finalized during the first quarter of 2013. When the valuation is finalized, any changes to the preliminary valuation of assets acquired or liabilities assumed may result in material adjustments to the fair value of the intangible assets acquired, as well as goodwill.

 The following table summarizes the preliminary allocation of the NeuroNexus purchase price to the assets acquired and liabilities assumed as of the acquisition date (in thousands):
        
  Assets acquired    
   Current assets $ 618 
   Property, plant and equipment   35 
   Amortizing intangible assets   2,927 
   Indefinite-lived intangible assets   540 
   Goodwill   8,875 
   Other assets   1,576 
  Total assets acquired   14,571 
  Liabilities assumed    
   Current liabilities   420 
   Deferred income taxes   940 
  Total liabilities assumed   1,360 
    $ 13,211 

The preliminary fair values of the assets acquired were determined using one of three valuation approaches: market, income and cost. The selection of a particular method for a given asset depended on the reliability of available data and the nature of the asset, among other considerations.

 

The market approach estimates the value for a subject asset based on available market pricing for comparable assets. The income approach estimates the value for a subject asset based on the present value of cash flows projected to be generated by the asset. The projected cash flows were discounted at a required rate of return that reflects the relative risk of the asset and the time value of money. The projected cash flows for each asset considered multiple factors from the perspective of a marketplace participant including revenue projections from existing customers, attrition trends, product life-cycle assumptions, marginal tax rates and expected profit margins giving consideration to historical and expected margins. The cost approach estimates the value for a subject asset based on the cost to replace the asset and reflects the estimated reproduction or replacement cost for the asset, less an allowance for loss in value due to depreciation or obsolescence, with specific consideration given to economic obsolescence if indicated. These fair value measurement approaches are based on significant unobservable inputs, including management estimates and assumptions.

 

Current assets and liabilities - The fair value of current assets and liabilities was assumed to approximate their carrying value as of the acquisition date due to the short-term nature of these assets and liabilities.

Intangible assets - The purchase price was preliminarily allocated to specific intangible assets as follows (dollars in thousands):

      Weighted   Weighted
    Fair Average Estimated Average
    Value  Amortization Useful Discount
    Assigned Period (Years) Life (Years) Rate
 Amortizing Intangible Assets         
 Technology and patents $ 1,058 6 10 14%
 Customer lists   1,869 7 15 13%
     2,927 7 13 13%
           
 Indefinite-lived Intangible Assets         
 In-process research and development   540 N/A 12 26%
           

The weighted average amortization period is less than the estimated useful life due to the Company using an accelerated amortization method, which approximates the projected cash flows used to determine the fair value of those intangible assets.

 

Technology and patents - Technology and patents consists of technical processes, patented and unpatented technology, manufacturing know-how, trade secrets and the understanding with respect to products or processes that have been developed by NeuroNexus and that will be leveraged in current and future products. The fair value of technology and patents acquired was determined utilizing the relief from royalty method, a form of the income approach, with royalty rates that ranged from 2% to 6%. The estimated useful life of the technology and patents is based upon management's estimate of the product life cycle associated with technology and patents before they will be replaced by new technologies.

 

Customer lists Customer lists represent the estimated fair value of non-contractual customer relationships NeuroNexus has as of the acquisition date. The primary customers of NeuroNexus include numerous scientists and researchers from various geographic locations around the world. These relationships were valued separately from goodwill at the amount which an independent third party would be willing to pay for these relationships. The fair value of customer lists was determined using the multi-period excess-earnings method, a form of the income approach. The estimated useful life of the existing customer was based upon historical customer attrition as well as management's understanding of the industry and product life cycles.

 

IPR&DIPR&D represents research projects which are expected to generate cash flows but have not yet reached technological feasibility. The Company used the income approach to determine the fair value of the IPR&D acquired. In arriving at the value of the IPR&D, management considered, among other factors: the projects' stage of completion; the complexity of the work to be completed as of the acquisition date; the projected costs to complete the projects; the contribution of other acquired assets; and the estimated useful life of the technology. The Company applied a market-participant risk-adjusted discount rate to arrive at a present value as of the date of acquisition. The value assigned to IPR&D related to the development of micro-electrodes for deep brain mapping and electrocorticography, and is expected to be commercialized by 2014. For purposes of valuing the IPR&D, the Company estimated total costs to complete the projects to be approximately $1.5 million. If the projects are not successful or completed in a timely manner, the Company may not realize the financial benefits expected for these projects.

 

Goodwill - The excess of the purchase price over the fair value of net tangible and intangible assets acquired and liabilities assumed was allocated to goodwill. Various factors contributed to the establishment of goodwill, including: the value of NeuroNexus's highly trained assembled work force and management team; the incremental value that NeuroNexus's technology will bring to the Company's neuromodulation platform currently in development; and the expected revenue growth over time that is attributable to increased market penetration from future products and customers. The goodwill acquired in connection with the NeuroNexus acquisition was allocated to the Implantable Medical business segment and is not deductible for tax purposes.

Micro Power Electronics, Inc.

On December 15, 2011, Electrochem acquired all of the outstanding common and preferred stock of Micro Power Electronics, Inc. (“Micro Power”) headquartered in Beaverton, OR. Micro Power is a leading supplier of custom battery solutions, serving the portable medical, military and handheld automatic identification and data collection markets. The aggregate purchase price consisted of the amount paid to Micro Power shareholders ($57.6 million), payments to Micro Power's creditors at closing ($6.6 million) and certain Micro Power transaction-related expenses ($7.6 million). The Company financed this acquisition with cash on hand and borrowed $45 million under its revolving credit facility. As of December 30, 2011, the Company had accrued $5.7 million of Micro Power transaction-related expenses, which were paid during 2012. During 2012, the Company completed the valuation and made adjustments to the Micro Power opening balance sheet based upon the receipt of information that was needed in order to complete the valuation of certain assets and liabilities. As a result, the Company reduced the fair value recorded for the Micro Power amortizing intangible assets acquired by $0.4 million and increased the amount of goodwill recorded by $0.4 million. The impact of these adjustments, individually and in the aggregate, was not considered material and therefore has not been reflected as a retrospective adjustment of the historical financial statements.

 

This transaction was accounted for under the acquisition method of accounting. Accordingly, the operating results of Micro Power have been included in the Company's Electrochem segment from the date of acquisition and the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their fair values as of the close of the acquisition, with the amount exceeding the fair value of net assets acquired being recorded as goodwill. For 2011, the Micro Power acquisition added approximately $2.5 million to revenue and was neutral to net income.

 The following table summarizes the allocation of the Micro Power purchase price to the assets acquired and liabilities assumed as of the acquisition date (in thousands):
        
  Assets acquired    
   Current assets $ 25,620 
   Property, plant and equipment   1,650 
   Amortizing intangible assets   28,914 
   Goodwill   31,891 
   Other assets   94 
  Total assets acquired   88,169 
  Liabilities assumed    
   Current liabilities   13,679 
   Long-term liabilities   2,688 
  Total liabilities assumed   16,367 
    $ 71,802 

Current assets and liabilities - The fair value of current assets (excluding inventory) and current liabilities was assumed to approximate their carrying value as of the acquisition date due to the short-term nature of these assets and liabilities. The fair value of in-process and finished goods inventory acquired was estimated by applying a version of the market approach called the comparable sales method. This approach estimates the fair value of the assets by calculating the potential revenue generated from selling the inventory and subtracting from it the costs related to the completion and sale of that inventory and a reasonable profit allowance. Based upon this methodology, the Company recorded the inventory acquired at fair value resulting in an increase in inventory of $0.7 million.

 

Intangible assets – The purchase price was allocated to specific intangible assets as follows (dollars in thousands):

      Weighted   Weighted
    Fair Average Estimated Average
    Value  Amortization Useful Discount
 Amortizing Intangible Assets  Assigned Period (Years) Life (Years) Rate
 Technology and patents $ 8,051 4 10 14%
 Customer lists   19,569 5 14 12%
 Noncompete agreement   915 4 8 14%
 Trademarks and tradenames   379 2 2 13%
   $ 28,914 4 13 13%

The weighted average amortization period is less than the estimated useful life due to the Company using an accelerated amortization method, which approximates the projected cash flows used to determine the fair value those intangible assets.

 

 

Technology and patents - Technology and patents consists of technical processes, patented and unpatented technology, manufacturing know-how, trade secrets and the understanding with respect to products or processes that have been developed by Micro Power and that will be leveraged in current and future products. The fair value of technology and patents acquired was determined utilizing the relief from royalty method, a form of the income approach, with royalty rates that ranged from 2% to 4%. The estimated useful life of the technology and patents was based upon management's estimate of the product life cycle associated with technology and patents before they will be replaced by new technologies.

 

Customer lists Customer lists represent the estimated fair value of both the contractual and non-contractual customer relationships Micro Power has as of the acquisition date. These relationships were valued separately from goodwill at the amount which an independent third party would be willing to pay for these relationships. The fair value of customer lists was determined using the multi-period excess-earnings method, a form of the income approach. The estimated useful life of the existing customer was based upon historical customer attrition as well as management's understanding of the industry and product life cycles.

 

Trademarks and tradenames – Trademarks and tradenames represent the estimated fair value of corporate and product names acquired from Micro Power. These tradenames were valued separately from goodwill at the amount which an independent third party would be willing to pay for use of these names. The fair value of the trademarks and tradenames was determined by utilizing the relief from royalty method, a form of the income approach, with a 0.5% royalty rate.

 

Goodwill - The excess of the purchase price over the fair value of net tangible and intangible assets acquired was allocated to goodwill. Various factors contributed to the establishment of goodwill, including: the value of Micro Power's highly trained assembled work force and management team; the expected revenue growth over time that is attributable to increased market penetration from future products and customers; and the incremental value to the Company's Electrochem business from expanding and diversifying its revenues. The goodwill acquired in connection with the Micro Power acquisition was allocated to the Electrochem business segment and is not deductible for tax purposes.

Pro Forma Results (Unaudited) - The following unaudited pro forma information presents the consolidated results of operations of the Company, NeuroNexus and Micro Power as if those acquisitions occurred as of the beginning of fiscal years 2011 (NeuroNexus) and 2010 (Micro Power) (in thousands, except per share amounts):

    Year Ended
    December 28, December 30,
    2012 2011
         
 Sales$ 646,617 $ 636,502
 Net (loss) income   (4,973)   32,306
 Earnings (loss) per share:     
  Basic$(0.21) $1.39
  Diluted$(0.21) $1.37

The unaudited pro forma information presents the combined operating results of Greatbatch, NeuroNexus and Micro Power, with the results prior to the acquisition date adjusted to include the pro forma impact of the amortization of acquired intangible assets, the adjustment to interest expense reflecting the amount borrowed in connection with the acquisitions at Greatbatch's interest rate, and the impact of income taxes on the pro forma adjustments utilizing the applicable statutory tax rate. The unaudited pro forma consolidated basic and diluted earnings (loss) per share calculations are based on the consolidated basic and diluted weighted average shares of Greatbatch. The unaudited pro forma results are presented for illustrative purposes only and do not reflect the realization of potential cost savings, and any related integration costs. Certain costs savings may result from the acquisition; however, there can be no assurance that these cost savings will be achieved. These pro forma results do not purport to be indicative of the results that would have been obtained, or to be a projection of results that may be obtained in the future.

Supplemental Cash Flow Information
SUPPLEMENTAL CASH FLOW INFORMATION

3. SUPPLEMENTAL CASH FLOW INFORMATION

    Year Ended
    December 28, December 30, December 31,
   (in thousands)2012 2011 2010
 Noncash investing and financing activities:
  Common stock contributed to 401(k) Plan$ 4,793 $ - $ -
  Property, plant and equipment purchases        
   included in accounts payable 2,522   4,455   2,614
 Cash paid during the year for:        
  Interest  6,230   6,148   8,498
  Income taxes  4,909   5,259   3,826
 Acquisition of noncash assets   14,396   87,766   350
 Liabilities assumed  1,244   16,483   -
Inventories
INVENTORIES

4. INVENTORIES

 Inventories are comprised of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Raw materials$ 58,204 $ 49,773
 Work-in-process  30,022   36,603
 Finished goods 18,386  23,537
 Total$ 106,612 $ 109,913
Assets Held For Sale
Assets Held For Sale

5. ASSETS HELD FOR SALE

 Assets held for sale, which are included in Prepaid Expenses and Other Current Assets, is comprised of the following (in thousands):
        At
    Disposal Business December 28, December 30,
 Asset Group Segment 2012 2011
 Inventory  Wireless sensing Electrochem $ 288 $ -
 Technology Wireless sensing Electrochem   655   -
 Inventory  Swiss orthopaedic product line Implantable Medical   2,552   -
 PP&E Swiss orthopaedic product line Implantable Medical   1,471   -
 Technology Swiss orthopaedic product line Implantable Medical   476   -
        $ 5,442 $ -

During 2012, the Company transferred inventory and technology related to Electrochem's wireless sensing product line to held for sale. These assets are expected to be sold within the next year.

 

In connection with the sale of certain non-core Swiss orthopaedic product lines to an independent third party in the first quarter of 2013, during 2012, the Company transferred certain inventory, PP&E and technology to held for sale. Additionally, as the disposal group was considered a business, $2.9 million of goodwill was allocated to the disposal group in the first quarter of 2013 when the transaction closed. In connection with the transfer of these orthopaedic product lines to held for sale, the Company recognized a $3.6 million loss in Other Operating Expenses, Net in 2012 based upon the sales price to the third party. As this disposal group did not have cash flows that were clearly distinguishable, both operationally and for financial reporting purposes, from the rest of the Company, they were not considered discontinued operations in accordance with ASC 205. See Note 13 “Other Operating Expenses, Net.”

Property, Plant and Equipment
Property, Plant and Equipment Disclosure [Text Block]

6. PROPERTY, PLANT AND EQUIPMENT, NET

 Property, plant and equipment are comprised of the following (in thousands):
       
  At
   December 28, December 30,
  2012 2011
 Manufacturing machinery and equipment$ 150,344 $ 149,136
 Buildings and building improvements  87,357   75,229
 Information technology hardware and software  29,823   33,881
 Leasehold improvements  20,520   17,426
 Furniture and fixtures  13,414   11,282
 Land and land improvements  12,499   11,075
 Construction work in process  15,441   13,302
 Other  676   993
    330,074   312,324
 Accumulated depreciation (179,181)  (166,518)
 Total$ 150,893 $ 145,806

 Depreciation expense for property, plant and equipment was as follows (in thousands):
            
   Year Ended 
   December 28, December 30, December 31, 
   2012 2011 2010 
 Depreciation expense$ 31,575 $ 25,672 $ 26,104 

Construction work in process at December 28, 2012 and December 30, 2011 primarily relates to the transfer of the Company's orthopaedic operations performed at the Orvin and Corgemont, Switzerland facilities to existing facilities located in Fort Wayne, IN and Tijuana, Mexico; the expansion of the Company's manufacturing infrastructure in order to support its medical device strategy; and the relocation of the Company's global headquarters to Frisco, Texas. See Note 13 “Other Operating Expenses, Net” for a description of the Company's significant capital investment projects.

Intangible Assets
INTANGIBLE ASSETS

7. INTANGIBLE ASSETS

 Amortizing intangible assets, net are comprised of the following (in thousands):
              
 AtDecember 28, 2012 Gross Carrying Amount  Accumulated Amortization  Foreign Currency Translation  Net Carrying Amount
 Purchased technology and patents$ 95,576 $ (61,659) $ 1,932 $ 35,849
 Customer lists  68,257   (18,929)   1,270   50,598
 Other  4,434   (4,341)   805   898
 Total amortizing intangible assets$ 168,267 $ (84,929) $ 4,007 $ 87,345
              
 AtDecember 30, 2011           
 Purchased technology and patents$ 97,324 $ (54,054) $ 842 $ 44,112
 Customer lists  66,388   (14,009)   1,807   54,186
 Other  5,174   (4,019)   805   1,960
 Total amortizing intangible assets$ 168,886 $ (72,082) $ 3,454 $ 100,258

 Aggregate intangible asset amortization expense is comprised of the following (in thousands):
            
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Cost of sales $ 7,489 $ 6,163 $ 5,897
 SG&A   6,227   3,926   3,765
 RD&E   545   367   -
 Total intangible asset amortization expense $ 14,261 $ 10,456 $ 9,662

 Estimated future intangible asset amortization expense based upon the current carrying value is as follows (in thousands):
  Estimated
  Amortization
  Expense
 2013$ 13,189
 2014  13,424
 2015  12,373
 2016  10,078
 2017  8,956
 Thereafter  29,325
 Total estimated amortization expense$ 87,345

During 2011, the Company made various asset purchases of technology and patents totaling $6.3 million, which is being amortized over a weighted average period of approximately 11 years. In connection with these purchases, the Company recorded a $3.0 million contingent liability, which will only be paid if certain sales targets for products that utilize that technology are achieved. This contingent liability is currently classified in Other Long-Term Liabilities.

 The change in indefinite-lived assets during 2012 is as follows (in thousands):
           
    Trademarks and Tradenames  IPR&D  Total
 AtDecember 30, 2011$ 20,288 $ - $ 20,288
 Indefinite-lived assets acquired  -   540   540
 AtDecember 28, 2012$ 20,288 $ 540 $ 20,828

 The change in goodwill during 2012 is as follows (in thousands):
           
    Implantable Medical  Electrochem  Total
 AtDecember 30, 2011$ 297,232 $ 41,421 $ 338,653
 Goodwill acquired  8,875   413   9,288
 Foreign currency translation  1,094  0   1,094
 AtDecember 28, 2012$ 307,201 $ 41,834 $ 349,035

As of December 28, 2012, no accumulated impairment loss has been recognized for the goodwill allocated to the Company's Implantable Medical or Electrochem segments.

Accrued Expenses
Accounts Payable and Accrued Liabilities Disclosure [Text Block]

8. ACCRUED EXPENSES

 Accrued expenses are comprised of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Salaries and benefits$ 12,704 $ 13,618
 Profit sharing and bonuses  12,488   19,971
 Warranty  2,626   2,013
 Swiss orthopaedic consolidation severance  9,567   -
 Micro Power purchase price payable  -   5,690
 Other  8,130   11,247
 Total$ 45,515 $ 52,539
Debt
DEBT

9. DEBT

 Long-term debt is comprised of the following (in thousands):
   At
    December 28,  December 30,
    2012  2011
 Revolving line of credit$ 33,000 $ 55,000
 2.25% convertible subordinated notes  197,782   197,782
 Unamortized discount  (5,368)   (16,832)
  Total long-term debt$ 225,414 $ 235,950

Revolving Line of Credit The Company has a revolving credit facility (the “Credit Facility”), which provides a $400 million secured revolving credit facility, and can be increased by $200 million upon the Company's request and approval by a majority of the lenders. The Credit Facility also contains a $15 million letter of credit subfacility and a $15 million swingline subfacility. The Credit Facility has a maturity date of June 24, 2016; provided, however, if CSN are not repaid in full, modified or refinanced before March 1, 2013, the maturity date of the Credit Facility is March 1, 2013. On February 20, 2013, the Company redeemed all outstanding CSN, which was funded with availability under the Credit Facility.

 

The Credit Facility is secured by the Company's non-realty assets including cash, accounts receivable and inventories. Interest rates under the Credit Facility are, at the Company's option either at: (i) the prime rate plus the applicable margin, which ranges between 0.0% and 1.0%, based on the Company's total leverage ratio or (ii) the applicable LIBOR rate plus the applicable margin, which ranges between 1.5% and 3.0%, based on the Company's total leverage ratio. Loans under the swingline subfacility will bear interest at the prime rate plus the applicable margin, which ranges between 0.0% and 1.0%, based on the Company's total leverage ratio. The Company is also required to pay a commitment fee which, varies between 0.175% and 0.25% depending on the Company's total leverage ratio.

 

The Credit Facility contains limitations on the incurrence of indebtedness, liens and licensing of intellectual property, investments and certain payments. The Credit Facility permits the Company to engage in the following activities up to an aggregate amount of $250 million: 1) engage in permitted acquisitions in the aggregate not to exceed $250 million; 2) make other investments in the aggregate not to exceed $60 million; 3) make stock repurchases not to exceed $60 million in the aggregate; and 4) retire up to $198 million of CSN. At any time that the total leverage ratio of the Company for the two most recently ended fiscal quarters is less than 2.75 to 1.0, the Company may make an election to reset each of the amounts specified above. Additionally, these limitations can be waived upon the Company's request and approval of a majority of the lenders. As of December 28, 2012, the Company had available to it 100% of the above limits as the Company reset these limits during 2012, except for the aggregate limit and other investments limit which are now $248 million and $58 million, respectively.

 

The Credit Facility requires the Company to maintain a rolling four quarter ratio of adjusted EBITDA to interest expense of at least 3.0 to 1.0, and a total leverage ratio of not greater than 4.0 to 1.0. The calculation of adjusted EBITDA and total leverage ratio excludes non-cash charges, extraordinary, unusual, or non-recurring expenses or losses, non-cash stock-based compensation, and non-recurring expenses or charges incurred in connection with permitted acquisitions. As of December 28, 2012, the Company was in compliance with all covenants.

 

The Credit Facility contains customary events of default. Upon the occurrence and during the continuance of an event of default, a majority of the lenders may declare the outstanding advances and all other obligations under the Credit Facility immediately due and payable.

 

The weighted average interest rate on borrowings under the Credit Facility as of December 28, 2012, was 2.07%. As of December 28, 2012, the Company had $367 million of borrowing capacity available under the Credit Facility. This amount may vary from period to period based upon the debt levels of the Company as well as the level of EBITDA, which impacts the covenant calculations as described above.

Interest Rate Swaps From time to time, the Company enters into interest rate swap agreements in order to hedge against potential changes in cash flows on the outstanding debt on the Credit Facility. The receive variable leg of the interest rate swaps and the variable rate paid on the debt have the same rate of interest, excluding the credit spread, and resets and pays interest on the same date. In 2008, the Company entered into three receive floating-pay fixed interest rate swaps indexed to the six-month LIBOR rate, in order to hedge against potential changes in cash flows on the Company's outstanding debt, which was also indexed to the six-month LIBOR rate. As of December 28, 2012, none of these interest rate swaps remain outstanding. During 2012, the Company entered into a three-year $150 million interest rate swap, which amortizes $50 million per year and will be effective in February 2013. For the outstanding debt being hedged, the Company intends to continue electing the one-month LIBOR as the benchmark interest rate. Information regarding the Company's outstanding interest rate swap as of December 28, 2012 is as follows (dollars in thousands):

             Current Fair  
          Pay Receive  Value Balance
  Type of Notional Start End Fixed Floating December 28, Sheet
Instrument Hedge Amount Date Date Rate Rate 2012 Location
Interest rate swap Cash flow $150,000 Feb-13 Feb-16 0.573% $N/A $(638) Other Long-Term Liabilities

The estimated fair value of the interest rate swap agreement represents the amount the Company expects to receive (pay) to terminate the contract. The Company accounts for its interest rate swaps as cash flow hedges. No portion of the change in fair value of the Company's interest rate swaps during 2012, 2011 or 2010 was considered ineffective. The amount recorded as Interest Expense in 2012, 2011 and 2010 related to the Company's interest rate swaps was $0.0 million, $0.4 million and $1.7 million, respectively.

Convertible Subordinated Notes – In March 2007, the Company completed a private placement of $197.8 million of convertible subordinated notes (“CSN”) at a 5% discount. CSN bear interest at 2.25% per annum, payable semi-annually, are due on June 15, 2013. The Company redeemed all outstanding CSN on February 20, 2013, which was funded with availability under the Credit Facility. As such, CSN is classified as long-term in the December 28, 2012 Consolidated Balance Sheet in accordance with ASC 470.

 

The holders of CSN were able to convert the notes into shares of the Company's common stock at a conversion price of $34.70 per share, which was equivalent to a conversion ratio of 28.8219 shares per $1,000 of principal. The conversion price and the conversion ratio adjusted automatically upon certain changes to the Company's capitalization. The fair value of CSN as of December 28, 2012 was approximately $197.8 million and is based on recent sales prices.

 

The effective interest rate of CSN, which takes into consideration the amortization of the discount and deferred fees related to the issuance of these notes, is 8.5%. The discount on CSN was being amortized to the call date utilizing the effective interest method. As of December 28, 2012, the carrying amount of the discount related to the CSN conversion option was $4.6 million. As of December 28, 2012, the if-converted value of the CSN notes does not exceed their principal amount as the Company's closing stock price of $22.89 per share did not exceed the conversion price of CSN.

 The contractual interest and discount amortization for CSN were as follows (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Contractual interest$ 4,450 $ 4,450 $ 4,450
 Discount amortization  11,464   10,320   9,657

CSN were convertible at the option of the holders at such time as: (i) the closing price of the Company's common stock exceeds 150% of the conversion price of the notes for 20 out of 30 consecutive trading days; (ii) the trading price per $1,000 of principal is less than 98% of the product of the closing sale price of common stock for each day during any five consecutive trading day period and the conversion rate per $1,000 of principal; (iii) CSN have been called for redemption; (iv) the Company distributes to all holders of common stock rights or warrants entitling them to purchase additional shares of common stock at less than the average closing price of common stock for the ten trading days immediately preceding the announcement of the distribution; (v) the Company distributes to all holders of common stock any form of dividend which has a per share value exceeding 5% of the price of the common stock on the day prior to such date of distribution; (vi) the Company effects a consolidation, merger, share exchange or sale of assets pursuant to which its common stock is converted to cash or other property; (vii) the occurrence of the period beginning 60 days prior to but excluding June 15, 2013; and (viii) certain fundamental changes, as defined in the indenture governing the notes, occur or are approved by the Board of Directors.

 

Conversions in connection with corporate transactions that constitute a fundamental change required the Company to pay a premium make-whole amount, based upon a predetermined table as set forth in the indenture agreement, whereby the conversion ratio on the notes would be increased by up to 6.3 shares per $1,000 of principal. The premium make-whole amount would have been paid in shares of common stock upon any such conversion, subject to the net share settlement feature of the notes described below.

 

CSN contained a net share settlement feature that required the Company to pay cash for each $1,000 of principal to be converted. Any amounts in excess of $1,000 would be settled in shares of the Company's common stock, or at the Company's option, cash. The Company had a one-time irrevocable election to pay the holders in shares of its common stock, which it did not exercise.

 

CSN were redeemable by the Company at any time on or after June 20, 2012, or at the option of a holder upon the occurrence of certain fundamental changes, as defined in the indenture, affecting the Company. CSN were subordinated in right of payment to all of our senior indebtedness and effectively subordinated to all debts and other liabilities of the Company's subsidiaries.

 Deferred Financing Fees - The change in deferred financing fees is as follows (in thousands):
      
 AtDecember 31, 2010$2,005 
  Financing costs deferred 2,213 
  Write-off during the period (51) 
  Amortization during the period (1,018) 
 AtDecember 30, 2011 3,149 
  Amortization during the period (1,093) 
 AtDecember 28, 2012$2,056 
Defined Benefit Plans
DEFINED BENEFIT PLANS

10. DEFINED BENEFIT PLANS

 

Savings Plan – The Company sponsors a defined contribution 401(k) plan, which covers substantially all of its U.S. based employees. The plan provides for the deferral of employee compensation under Section 401(k) and a discretionary Company match. In 2012, 2011, and 2010, this match was 35% per dollar of participant deferral, up to 6% of the total compensation for each participant. Net costs related to this defined contribution plan were $2.0 million in 2012, $1.6 million in 2011, and $1.5 million in 2010.

 

In addition to the above, under the terms of the 401(k) plan document there is an annual discretionary defined contribution of up to 4% of each employee's eligible compensation based upon the achievement of certain performance targets. This amount is contributed to the 401(k) plan in the form of Company stock. Compensation cost recognized related to the defined contribution plan was $1.9 million and $5.1 million in 2012 and 2011, respectively. No discretionary contribution was made for fiscal year 2010 as the Company did not achieve the applicable performance targets for that year. As of December 28, 2012, the 401(k) Plan held 653,455 shares of Company stock.

 

Education Assistance Program – The Company reimburses tuition, textbooks and laboratory fees for college or other job related programs for all of its U.S. based employees. The Company also reimburses college tuition for the dependent children of certain full-time U.S. based employees hired prior to 2012, which vests on a straight-line basis over ten years, up to the applicable local state university tuition rate. For certain employees and executives, the dependent children benefit is not limited. Minimum academic achievement is required in order to receive reimbursement under both programs. Aggregate expenses under the programs were $2.2 million, $1.5 million and $1.3 million in 2012, 2011 and 2010, respectively.

 

 

Defined Benefit Plans – The Company is required to provide its employees located in Switzerland, Mexico, and France certain statutorily mandated defined benefits. Under these plans, benefits accrue to employees based upon years of service, position, age and compensation. The defined benefit pension plan provided to the Company's employees located in Switzerland is a funded contributory plan while the plans that provide benefits to the Company's employees located in Mexico and France are unfunded and noncontributory. The liability and corresponding expense related to these benefit plans is based on actuarial computations of current and future benefits for employees.

 

During 2012, the Company transferred most major functions performed at its facilities in Switzerland into other existing facilities. As a result, the Company curtailed its defined benefit plan provided to employees at those Swiss facilities during 2012. The Company has estimated that a net curtailment gain will be recognized as a result of this curtailment. In accordance with ASC 715, this gain will be recognized as the related employees are terminated. Additionally, as nearly all of the Swiss pension liability is expected to be paid off in the next year, the Company moved all Swiss pension plan assets into cash accounts during 2012. Swiss Plan assets are expected to be sufficient to cover plan liabilities.

 

Information relating to the funding position of the Company's defined benefit plans as of the plans measurement date of December 28, 2012 and December 30, 2011 were as follows (in thousands):

   Year Ended
   December 28, December 30,
   2012 2011
 Change in projected benefit obligation:     
 Projected benefit obligation at beginning of year$17,053 $15,961
 Service cost 1,115  1,127
 Interest cost 409  483
 Prior service cost and plan amendments 0  (457)
 Plan participants' contribution 976  999
 Actuarial loss 958  393
 Benefits paid 229  (1,396)
 Settlements/curtailments (4,934)   -
 Foreign currency translation 409  (57)
 Projected benefit obligation at end of year 16,215  17,053
        
 Change in fair value of plan assets:     
 Fair value of plan assets at beginning of year 11,484  11,314
 Employer contributions 1,050  1,041
 Plan participants' contributions 976  999
 Actual gain (loss) on plan assets 644  (443)
 Benefits paid 229  (1,380)
 Settlements (2,424)   -
 Foreign currency translation 310  (47)
 Fair value of plan assets at end of year 12,269  11,484
 Projected benefit obligation in excess of plan     
  assets at end of year$3,946 $5,569
 Defined benefit liability classified as other current liabilities$23 $21
 Defined benefit liability classified as long-term liabilities$3,923 $5,548
 Accumulated benefit obligation at end of year$14,606 $14,962

 Amounts recognized in Accumulated Other Comprehensive Income are as follows (in thousands):
        
   Year Ended
    December 28,  December 30,
    2012  2011
 Net loss occurring during the year$740 $1,306
 Amortization of losses (3,064)  (59)
 Prior service cost 342  (459)
 Amortization of prior service cost (10)  (137)
 Foreign currency translation 294  (5)
 Pre-tax adjustment (1,698)  646
 Taxes 13  (80)
 Net (gain) loss$(1,685) $566

The amortization of amounts in Accumulated Other Comprehensive Income expected to be recognized as components of net periodic benefit expense during 2013 are as follows (in thousands):

 Amortization of net prior service credit$31
 Amortization of net loss 7

 Net pension cost is comprised of the following (in thousands):
       
  Year Ended
   December 28,  December 30,
   2012  2011
 Service cost$1,115 $1,127
 Interest cost 409  483
 Expected return on assets (425)  (470)
 Recognized net actuarial loss 222  200
 Net pension cost$1,321 $1,340
       

 The weighted-average rates used in the actuarial valuations were as follows:
           
  Projected Benefit Obligation Net Pension Cost
  December 28, December 30,      
  2012 2011 2012 2011 2010
 Discount rate2.1% 2.5% 2.5% 2.9% 3.0%
 Salary growth2.4% 2.3% 2.3% 2.5% 2.5%
 Expected rate of return on assets0.0% 3.5% 3.5% 3.8% 4.0%

The discount rate used is based on the yields of Switzerland AA bonds with a duration matching the duration of the liabilities plus approximately 50 basis points to reflect the risk of investing in corporate bonds. The expected rate of return on plan assets reflects earnings expectations on existing plan assets, which as a result of the Swiss pension plan curtailment, were all in cash as of the end of the current plan year.

Plan assets were comprised of the following (in thousands):
     Fair Value Measurements Using
  December 28,  Quoted Prices in Active Markets for Identical Assets  Significant Other Observable Inputs  Significant Unobservable Inputs
  2012  (Level 1)  (Level 2)  (Level 3)
Cash$ 12,269 $ 12,269 $ - $ -
 Total$ 12,269 $ 12,269 $ - $ -

     Fair Value Measurements Using
  December 30,  Quoted Prices in Active Markets for Identical Assets  Significant Other Observable Inputs  Significant Unobservable Inputs
  2011  (Level 1)  (Level 2)  (Level 3)
Cash$ 179 $ 179 $ - $ -
Equity securities:           
 U.S. companies  1,019   1,019   -   -
 International companies  2,155   2,155   -   -
 Emerging markets  415   415   -   -
Fixed income:           
 Government & government agencies  4,057   4,057   -   -
 Corporate  1,860   1,860   -   -
Real-estate  1,064   -   1,064   -
Other  735   735   -   -
 Total$ 11,484 $ 10,420 $ 1,064 $ -

The fair value of Level 1 plan assets are obtained by reference to the last quoted price of the identical security on the active market which it trades. The fair value of Level 2 plan assets are obtained from quoted market prices in inactive markets or valuation models with observable market data inputs to estimate fair value. These observable market data inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data.

 Estimated benefit payments over the next ten years are as follows (in thousands):
         
  2013 $8,813   
  2014  272   
  2015  289   
  2016  307   
  2017  364   
  2018-2022  1,738   
Stock-Based Compensation
STOCK-BASED COMPENSATION

11. STOCK-BASED COMPENSATION

 The components and classification of stock-based compensation expense were as follows (in thousands):
  Year Ended 
  December 28, December 30, December 31, 
  2012 2011 2010 
 Stock options$ 2,786 $ 2,511 $ 2,617 
 Restricted stock and units  6,233   4,526   4,267 
 401(k) stock contribution  1,885   5,045   - 
 Total stock-based compensation expense$ 10,904 $ 12,082 $ 6,884 
           
 Cost of sales$ 2,620 $ 4,184 $ 509 
 Selling, general and administrative  7,684   6,630   5,982 
 Research, development and engineering  600   1,268   393 
 Total stock-based compensation expense$ 10,904 $ 12,082 $ 6,884 

During 2010, the Company recorded $0.7 million of stock-based compensation expense related to the accelerated vesting of equity awards issued to the Company's former Senior Vice President - Orthopaedics, who died during the year.

Summary of Plans

The Company's 1998 Stock Option Plan, 2002 Restricted Stock Plan and Non-Employee Directors Plan have been frozen to any new award issuances. Stock option and restricted stock awards remain outstanding under these plans.

 

The Company's 2005 Stock Incentive Plan (“2005 Plan”), as amended, authorizes the issuance of up to 2,450,000 shares of equity incentive awards including nonqualified and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights subject to the terms of the 2005 Plan. The 2005 Plan limits the amount of restricted stock, restricted stock units and stock bonuses that may be awarded in the aggregate to 850,000 shares of the 2,450,000 shares authorized by the 2005 Plan.

 

The Company's 2009 Stock Incentive Plan (“2009 Plan”) authorizes the issuance of up to 1,350,000 shares of equity incentive awards including nonqualified and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights subject to the terms of the 2009 Plan. The 2009 Plan limits the amount of restricted stock, restricted stock units and stock bonuses that may be awarded in the aggregate to 200,000 shares of the 1,350,000 shares authorized.

 

The Company's 2011 Stock Incentive Plan (“2011 Plan”) authorizes the issuance of up to 1,000,000 shares of equity incentive awards including nonqualified and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights, subject to the terms of the 2011 Plan. The 2011 Plan does not limit the amount of restricted stock, restricted stock units or stock bonuses that may be awarded.

 

As of December 28, 2012, there were 508,233, 789,262 and 59,426 shares available for future grants under the 2011 Plan, 2009 Plan and 2005 Plan, respectively. Due to plan sub-limits, of the shares available for grant, only 731 shares and 54,307 shares may be awarded under the 2009 Plan and the 2005 Plan, respectively, in the form of restricted stock, restricted stock units or stock bonuses.

Stock Options

Stock options granted generally vest over a three or four year period, expire 10 years from the date of grant, and are granted at exercise prices equal to or greater than the fair value of the Company's common stock on the date of grant. Performance-based stock options only vest if certain performance metrics are achieved. The performance metrics generally cover a three-year performance period beginning in the year of grant and include the achievement of revenue, adjusted operating earnings and adjusted operating cash flow targets. In 2010, the Company began issuing all performance stock-based awards in the form of restricted stock units.

 

The Company utilizes the Black-Scholes option pricing model to determine the fair value of stock options. Management is required to make certain assumptions with respect to selected model inputs. Expected volatility is based on the historical volatility of the Company's stock over the most recent period commensurate with the estimated expected life of the stock options. The expected life of stock options, which represents the period of time that the stock options are expected to be outstanding, is based on historical data. The expected dividend yield is based on the Company's history and expectation of future dividend payouts. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for a period commensurate with the estimated expected life. If factors change and result in different assumptions, the stock option expense that the Company records for future grants may differ significantly from what the Company recorded in the current period. Stock-based compensation expense is only recorded for those awards that are expected to vest. Pre-vesting forfeiture estimates for determining appropriate stock-based compensation expense are estimated at the time of grant based on historical experience. Revisions are made to those estimates in subsequent periods if actual forfeitures differ from estimated forfeitures.

 The weighted-average fair value and assumptions used are as follows:
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Weighted average grant date fair value$ 8.20 $ 9.37 $ 8.24
 Risk-free interest rate 0.83%  2.02%  2.62%
 Expected volatility 40%  40%  40%
 Expected life (in years)  5.3   5.3   5.4
 Expected dividend yield 0%  0%  0%
 Annual prevesting forfeiture rate 9%  9%  9%

 The following table summarizes time-vested stock option activity:
      Number of Time-Vested Stock Options  Weighted Average Exercise Price  Weighted Average Remaining Contractual Life (In Years)  Aggregate Intrinsic Value (In Millions)
 Outstanding at January 1, 2010  1,362,123 $ 23.94      
  Granted  243,155   20.57      
  Exercised  (34,196)   19.26      
  Forfeited or expired  (107,526)   24.43      
 Outstanding at December 31, 2010  1,463,556   23.46      
  Granted  306,449   23.98      
  Exercised  (84,237)   21.41      
  Forfeited or expired  (126,997)   26.47      
 Outstanding at December 30, 2011  1,558,771   23.42      
  Granted  395,978   22.19      
  Exercised  (52,683)   20.77      
  Forfeited or expired  (126,219)   24.21      
 Outstanding at December 28, 2012  1,775,847 $ 23.17   6.0 $ 2.2
 Expected to vest at December 28, 2012  1,725,786 $ 23.22   6.0 $ 2.1
 Exercisable at December 28, 2012  1,458,885 $ 23.32   5.4 $ 1.9

 The following table summarizes performance-vested stock option activity:
      Number of Performance-Vested Stock Options  Weighted Average Exercise Price  Weighted Average Remaining Contractual Life (In Years)  Aggregate Intrinsic Value (In Millions)
 Outstanding at January 1, 2010  1,001,984 $ 24.48      
  Forfeited or expired  (257,461)   26.81      
 Outstanding at December 31, 2010  744,523   23.68      
  Exercised  (26,478)   22.53      
  Forfeited or expired  (239,681)   22.29      
 Outstanding at December 30, 2011  478,364   24.44      
  Exercised (7,657)   22.04      
  Forfeited or expired  (185,782)   26.35      
 Outstanding at December 28, 2012  284,925 $ 23.26  4.3 $0.1
 Expected to vest at December 28, 2012  284,925 $ 23.26  4.3 $0.1
 Exercisable at December 28, 2012  284,925 $ 23.26  4.3 $0.1

Intrinsic value is calculated for in-the-money options (exercise price less than market price) outstanding and/or exercisable as the difference between the market price of the Company's common shares as of December 28, 2012 ($22.89) and the weighted average exercise price of the underlying stock options, multiplied by the number of options outstanding and/or exercisable. As of December 28, 2012, $2.3 million of unrecognized compensation cost related to non-vested stock options is expected to be recognized over a weighted-average period of approximately 2 years. Shares are distributed from the Company's authorized but unissued reserve upon the exercise of stock options or treasury stock if available. The Company does not intend to purchase treasury shares to fund the future exercises of stock options.

 

Proceeds from the exercise of stock options are credited to common stock at par value and the excess is credited to additional paid-in capital. A portion of the options outstanding qualify as incentive stock options (“ISO”) for income tax purposes. As such, a tax benefit is not recorded at the time the compensation cost related to the stock options is recorded for book purposes due to the fact that an ISO does not ordinarily result in a tax benefit unless there is a disqualifying disposition. Stock option grants of non-qualified stock options result in the creation of a deferred tax asset, which is a temporary difference, until the time that the option is exercised.

 

 

 

 

 

 

The following table provides certain information relating to the exercise of stock options (in thousands):

  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Intrinsic value$ 148 $ 501 $ 112
 Cash received  1,263   2,401   659
 Tax expense realized (132)  (146)  (41)

Restricted Stock and Restricted Stock Units

Time-vested restricted stock and restricted stock unit awards granted typically vest in equal annual installments over a four year period. The fair value of time-based as well as nonmarket-based performance restricted stock and restricted stock unit awards is equal to the fair value of the Company's stock on the date of grant. The following table summarizes time-vested restricted stock and unit activity:

      Time-Vested Activity  Weighted Average Fair Value
 Nonvested atJanuary 1, 2010  160,998 $ 24.82
  Granted  124,747   21.11
  Vested  (147,434)   23.05
  Forfeited   (14,925)   23.45
 Nonvested atDecember 31, 2010  123,386   22.57
  Granted  31,625   23.49
  Vested  (80,825)   22.80
  Forfeited   (4,244)   22.98
 Nonvested atDecember 30, 2011  69,942   22.69
  Granted  92,265   23.49
  Vested  (74,901)   22.83
  Forfeited   (7,037)   22.56
 Nonvested atDecember 28, 2012  80,269 $ 23.48

Performance-vested restricted stock granted prior to 2010 vests upon the achievement of certain annual diluted EPS targets by the Company, or the seventh anniversary date of the award.

 

The performance-based restricted stock units granted only vest if certain market-based performance metrics are achieved. The amount of shares that ultimately vest range from 0 shares to 781,446 shares based upon the total shareholder return of the Company relative to the Company's compensation peer group over a three year performance period beginning in the year of grant. The fair value of the restricted stock units was determined by utilizing a Monte Carlo simulation model, which projects the value of Greatbatch stock versus the peer group under numerous scenarios and determines the value of the award based upon the present value of these projected outcomes. The following table summarizes performance-vested restricted stock and stock unit activity related to the Company's plans:

      Performance-Vested Activity  Weighted Average Fair Value
 Nonvested atJanuary 1, 2010  24,000 $ 23.07
  Granted  289,654   14.43
  Vested  (21,558)   15.12
  Forfeited   (8,299)   14.56
 Nonvested atDecember 31, 2010  283,797   15.10
  Granted  279,415   18.21
  Vested  (6,600)   17.94
  Forfeited   (26,869)   15.85
 Nonvested atDecember 30, 2011  529,743   16.68
  Granted  332,918   15.30
  Vested  (15,500)   24.64
  Forfeited   (64,715)   15.72
 Nonvested atDecember 28, 2012  782,446 $ 16.02

The realized tax benefit (expense) from the vesting of restricted stock and restricted stock units was ($0.02 million), $0.008 million and $0.01 million for 2012, 2011 and 2010, respectively. As of December 28, 2012, there was $6.2 million of total unrecognized compensation cost related to the restricted stock and restricted stock unit awards. That cost is expected to be recognized over a weighted-average period of approximately 2 years. The fair value of shares vested in 2012, 2011 and 2010 was $1.5 million, $1.9 million and $4.1 million, respectively.

Research, Development and Engineering Costs
Research, Development, and Computer Software Disclosure [Text Block]

12. RESEARCH, DEVELOPMENT AND ENGINEERING COSTS, NET

 Research, Development and Engineering Costs, Net are comprised of the following (in thousands):
            
   Year Ended 
   December 28, December 30, December 31, 
   2012 2011 2010 
 Research and development costs$ 24,071 $ 19,014 $ 17,378 
 Engineering costs  38,777   35,472   34,208 
 Less: cost reimbursements (10,358)  (8,973)  (6,567) 
 Total research, development and         
  engineering costs, net$ 52,490 $ 45,513 $ 45,019 
Other Operating (Income) Expense, Net
OTHER OPERATING (INCOME) EXPENSE NET

13. OTHER OPERATING EXPENSES, NET

 Other Operating Expenses, Net is comprised of the following (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Orthopaedic facility optimization$ 32,482 $ 425 $ 225
 Medical device facility optimization  1,525   -   -
 ERP system upgrade  5,041   -   -
 2007 & 2008 facility shutdowns and consolidations  -   -   1,348
 Integration costs  1,460   -   42
 Asset dispositions, severance and other 1,838  168   2,943
  $ 42,346 $ 593 $ 4,558

Orthopaedic facility optimization. In 2010, the Company began updating its Indianapolis, IN facility to streamline operations, consolidate two buildings, increase capacity, further expand capabilities and reduce dependence on outside suppliers. This initiative was completed in 2011.

       

In 2011, the Company began construction on an orthopaedic manufacturing facility in Fort Wayne, IN and transferred manufacturing operations being performed at its Columbia City, IN location into this new facility. This initiative was completed in 2012.

 

During 2012, the Company transferred most major functions performed at its facilities in Orvin and Corgemont, Switzerland into existing facilities in Fort Wayne, IN and Tijuana, Mexico. In connection with this consolidation, in 2012, the Company entered into an agreement to sell certain non-core Swiss orthopaedic product lines to an independent third party including inventory, PP&E and technology on hand related to these product lines. This transaction closed in the first quarter of 2013. See Note 5 “Assets Held for Sale.”

 

The total capital investment expected to be incurred for these initiatives is between $25 million and $35 million, of which $20.9 million has been expended to date. Total expense expected to be incurred for these initiatives is between $30 million and $36 million, of which $33.1 million has been incurred to date. All expenses have been and will be recorded within the Implantable Medical segment and are expected to include the following:

 

  • Severance and retention - $9 million - $11 million;
  • Accelerated depreciation and asset write-offs - $13 million - $15 million;
  • Other - $8 million - $10 million.

 

All expenses are cash expenditures, except accelerated depreciation and asset write-offs.

 The change in accrued liabilities related to the Orthopaedic facility optimizations is as follows (in thousands):
               
   Severance and Retention Accelerated Depreciation/Asset Write-offs Other Total 
 AtDecember 30, 2011$ - $ - $ - $ - 
 Restructuring charges  10,049   14,759   7,674   32,482 
 Write-offs  -   (14,759)   -   (14,759) 
 Cash payments  (482)   -   (7,674)   (8,156) 
 AtDecember 28, 2012$ 9,567 $ - $ - $ 9,567 

Medical device facility optimization. Near the end of 2011, the Company initiated plans to upgrade and expand its manufacturing infrastructure in order to support its medical device strategy. This includes the transfer of certain product lines to create additional capacity for the manufacture of medical devices, expansion of two existing facilities, as well as the purchase of equipment to enable the production of medical devices. These initiatives are expected to be completed over the next two to three years. Total capital investment under these initiatives is expected to be between $15 million to $20 million of which approximately $9.9 million has been expended to date. Total expenses expected to be incurred on these projects is between $2 million to $3 million of which $1.5 million has been incurred to date. All expenses have been and will be recorded within the Implantable Medical segment and are expected to include the following:

 

  • Production inefficiencies, moving and revalidation: $0.5 million - $1 million;
  • Personnel: $1 million - $1.5 million; and
  • Other: $1.0 million.

 The change in accrued liabilities related to the medical device facility optimization is as follows (in thousands):
               
   Production Inefficiencies, Moving and Revalidation Personnel Other Total 
 AtDecember 30, 2011$ - $ - $ - $ - 
 Restructuring charges  652   630   243   1,525 
 Cash payments  (652)   (630)   (243)   (1,525) 
 AtDecember 28, 2012$ - $ - $ - $ - 

ERP system upgrade. In 2011, the Company initiated plans to upgrade its existing global ERP system. This initiative is expected to be completed over the next year. Total capital investment under this initiative is expected to be between $4 million to $5 million of which approximately $3.0 million has been expended to date. Total expenses expected to be incurred on this initiative is between $5 million to $7 million of which $5.0 million has been incurred to date. All expenses are cash expenditures, except accelerated depreciation and asset write-offs. Expenses related to this initiative are recorded within the corporate cost center and include the following:

 

  • Training and consulting costs: $3 million - $4.5 million; and
  • Accelerated depreciation and asset write-offs: $2 million – $2.5 million.

 

 The change in accrued liabilities related to the ERP system upgrade is as follows (in thousands):
            
   Training & Consulting Costs Accelerated Depreciation/ Asset Write-offs Total 
 AtDecember 30, 2011$ - $ - $ - 
 Charges  2,875   2,166   5,041 
 Write-offs  -   (2,166)   (2,166) 
 Cash payments  (2,706)   -   (2,706) 
 AtDecember 28, 2012$ 169 $ - $ 169 

2007 & 2008 facility shutdowns and consolidations. From 2007 to 2010, the Company completed the following facility shutdowns and consolidation initiatives:

 

  • Consolidated its Electrochem manufacturing facilities in Canton, MA, Teterboro, NJ and Suzhou, China, into a newly constructed facility in Raynham, MA;

  • Consolidated its corporate offices in Clarence, NY into its technology center also in Clarence, NY;
  • Reorganized and consolidated various general and administrative and research and development functions throughout the organization in order to optimize those resources;
  • Consolidated its Orchard Park, NY (Electrochem manufacturing), Exton, PA (Orthopaedic corporate office) and Saignelegier, Switzerland (Orthopaedic manufacturing) facilities into existing facilities that had excess capacity; and
  • Consolidated its manufacturing operations in Blaine, MN into its Plymouth, MN facility.

 

The total expenses incurred for these facility shutdowns and consolidations was $17.3 million and included the following:

 

  • Severance and retention - $4.4 million;
  • Production inefficiencies, moving and revalidation - $5.2 million;
  • Accelerated depreciation and asset write-offs - $5.3 million;
  • Personnel - $0.7 million; and
  • Other - $1.7 million.

 

All categories of costs are considered to be cash expenditures, except accelerated depreciation and asset write-offs. For 2010, costs relating to these initiatives of $0.3 million and $1.0 million were included in the Implantable Medical and Electrochem business segments, respectively.

 

As a result of these consolidation initiatives, one Implantable Medical and one Electrochem facility were sold in 2010, which resulted in net cash proceeds of $2.4 million. For 2010, write-downs of $1.0 million were recorded relating to these facilities and were included in Other Operating Expenses, Net.

 

Integration costs. During 2012, the Company incurred costs related to the integration of Micro Power and NeuroNexus. These expenses were primarily for retention bonuses, travel cost in connection with integration efforts, training and severance, which will not be required or incurred after the integrations are completed. During 2010, the Company incurred costs related to the integration of the companies acquired in 2007 and 2008.

 

Asset dispositions, severance and other. During 2012, 2011 and 2010, the Company recorded write-downs in connection with various asset disposals, net of insurance proceeds received, if any. Additionally, during 2012 the Company incurred $1.2 million of costs related to the relocation of its global headquarters to Frisco, Texas. During 2011, the Company incurred $0.6 million of due diligence related costs in connection with its purchase of Micro Power. During 2010, we realigned resources within Implantable Medical, which included the elimination of certain positions globally. Severance charges associated with this realignment were $2.3 million.

Income Taxes
INCOME TAXES

14. INCOME TAXES

 

The U.S. and international components of income before provision for income taxes were as follows (in thousands):

  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 U.S.$ 36,057 $ 43,610 $ 46,217
 International (29,327)   4,782   3,108
  $ 6,730 $ 48,392 $ 49,325

 The provision for income taxes was comprised of the following (in thousands):
           
   Year Ended
   December 28, December 30, December 31,
   2012 2011 2010
 Current:        
  Federal$ 4,747 $ 5,150 $(671)
  State  381  (40)   179
  International  668   1,384   1,260
     5,796   6,494   768
 Deferred:        
  Federal  6,615   8,028   15,409
  State  175   599   300
  International (1,057)   149  (290)
     5,733   8,776   15,419
   $ 11,529 $ 15,270 $ 16,187

 The provision for income taxes differs from the U.S. statutory rate due to the following: 
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Statutory rate 35.0%  35.0%  35.0%
 Change in tax rate - loss of Swiss tax holiday 25.6   -   - 
 Federal tax credits -   (3.7)   (2.6) 
 Foreign rate differential 50.7   0.3   (0.8) 
 Uncertain tax positions (10.1)   (1.3)   (1.3) 
 State taxes, net of federal benefit 4.9   0.3   (0.3) 
 Valuation allowance 67.6   0.1   1.7 
 Other (2.4)   0.9   1.1 
 Effective tax rate 171.3%  31.6%  32.8%

 Deferred tax assets (liabilities) consist of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Tax credits$ 6,884 $ 7,362
 Net operating loss carryforwards  14,637   11,106
 Inventories  3,911   4,441
 Accrued expenses  4,129   2,961
 Stock-based compensation  8,502   6,378
 Other  465   1,052
 Gross deferred tax assets  38,528   33,300
 Less valuation allowance (12,768)  (7,775)
 Net deferred tax assets  25,760   25,525
 Property, plant and equipment (2,648)  (2,572)
 Intangible assets (59,774)  (54,874)
 Convertible subordinated notes (36,462)  (33,849)
 Gross deferred tax liabilities (98,884)  (91,295)
 Net deferred tax liability$(73,124) $(65,770)
       
 Presented as follows:     
 Current deferred tax asset$ 7,678 $ 7,828
 Current deferred tax liability (874)  (845)
 Noncurrent deferred tax asset  2,534   2,450
 Noncurrent deferred tax liability (82,462)  (75,203)
  $(73,124) $(65,770)

As of December 28, 2012, the Company has the following carryforwards available:

   Tax  AmountBegin to
 Jurisdiction Attribute  (in millions)Expire
 U.S. Net Operating Loss $11.2(1)2025
 International Net Operating Loss  38.1(1)2013
 State Net Operating Loss  29.5(1)Various
 U.S. and State R&D Tax Credit  1.7(1)Various
 State Investment Tax Credit  5.4Various

  • The utilization of certain net operating losses and credits is subject to an annual limitation under Internal Revenue Code Section 382.

 

Certain federal tax credits reported on filed income tax returns included uncertain tax positions taken in prior years. Due to the application of the accounting for uncertain tax positions, the actual tax attributes are larger than the tax credits for which a deferred tax asset is recognized for financial statement purposes.

 

In assessing the realizability of deferred tax assets, management considers, within each taxing jurisdiction, whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the consideration of the weight of both positive and negative evidence, management has determined that a portion of the deferred tax assets as of December 28, 2012 and December 30, 2011 related to certain state investment tax credits and net operating losses will not be realized.

 

The Company files annual income tax returns in the U.S., various state and local jurisdictions, and in various foreign jurisdictions. A number of years may elapse before an uncertain tax position, for which the Company has unrecognized tax benefits, is examined and finally settled. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, the Company believes that its unrecognized tax benefits reflect the most probable outcome. The Company adjusts these unrecognized tax benefits, as well as the related interest, in light of changing facts and circumstances. The resolution of a matter could be recognized as an adjustment to the Provision for Income Taxes and the effective tax rate in the period of resolution.

 Below is a summary of changes to the unrecognized tax benefit (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Balance, beginning of year$ 1,580 $ 2,756 $ 3,418
 Additions based upon tax positions related to the current year  -   300   300
 Additions recorded as part of business combinations  -   260   -
 Additions related to prior period tax positions, net  210   -   222
 Reductions relating to settlements with tax authorities (522)   -   -
 Reductions as a result of a lapse of applicable        
 statute of limitations (298)  (1,736)  (1,184)
 Balance, end of year$ 970 $ 1,580 $ 2,756

The tax years that remain open and subject to tax audits varies depending on the tax jurisdiction. An audit of the consolidated federal 2009 and 2010 tax returns were completed during 2012. It is reasonably possible that a reduction of approximately $0.1 million of the balance of unrecognized tax benefits may occur within the next 12 months as a result of the lapse of the statute of limitations and potential audit settlements. As of December 28, 2012, approximately $0.8 million of unrecognized tax benefits would favorably impact the effective tax rate (net of federal impact on state issues), if recognized.

 

The American Taxpayer Relief Act of 2012 (the “Act”) was signed into law on January 2, 2013. The Act retroactively restored several expired business tax provisions, including the Section 41 research and experimentation credit that had expired on December 31, 2011. Under the American Taxpayer Relief Act of 2012, the section 41 research tax credit is extended for two years retroactively from January 1, 2012 through December 31, 2013. As the Act was signed into law on January 2, 2013, Greatbatch will record a benefit for the section 41 research tax credits earned in 2012 as a discrete item in the first quarter of fiscal 2013 and credits earned in 2013 will be recognized through the fiscal 2013 effective rate.

Commitments And Contingencies
COMMITMENTS AND CONTINGENCIES

15. COMMITMENTS AND CONTINGENCIES

 

Litigation On December 21, 2012, Electrochem and several other unaffiliated parties were named as defendants in a personal injury and wrongful death action filed in the 113th Judicial District Court of Harris County, Texas. The complaint seeks damages alleging marketing defects and failure to warn, negligence and gross negligence relating to a product Electrochem manufactured and sold to a customer, one of the other named defendants, which, in turn, incorporated the Electrochem product into its own product which it sold to its customer, another named defendant.  The cost of defense in this matter is the responsibility of Electrochem's customer.  Electrochem also has product liability insurance coverage.  Electrochem has meritorious defenses and intends to vigorously defend the matter.  Given the early stages of this action, the amount of loss or range of possible loss cannot be reasonably estimated at this time.

 

As previously reported, in 2002, a former Electrochem customer, Input/Output, Inc., now known as ION Geophysical Corporation (“Input/Output”), commenced an action against the Company. After trial in September 2009, a jury found in favor of Input/Output on fraud, unfair trade practices and breach of contract claims. The final judgment in the matter included an award of prejudgment interest bringing the total judgment to approximately $33 million. During 2009, the Company accrued $34.5 million in connection with the Electrochem Litigation. The Company's post-trial motion for a new trial was denied, and the Company appealed the judgment to the Louisiana Court of Appeal. In December 2010, the Company entered into a settlement agreement with Input/Output. Under terms of this agreement, Input/Output released the Company of any liability in connection with the jury verdict and in return for that release, the Company paid Input/Output $25 million. In the fourth quarter of 2010, the Company recognized a gain for the remaining $9.5 million of the previous accrual which was recognized within the Electrochem segment.

 

The Company is a party to various other legal actions arising in the normal course of business. While the Company does not expect that the ultimate resolution of any of these pending actions will have a material effect on its consolidated results of operations, financial position, or cash flows, litigation is subject to inherent uncertainties. However, litigation is subject to inherent uncertainties and there can be no assurance that any pending legal action, which the Company currently believes to be immaterial, does not become material in the future.

 

License agreements The Company is a party to various license agreements for technology that is utilized in certain of its products. The most significant of these agreements are the licenses for basic technology used in the production of wet tantalum capacitors, filtered feedthroughs and MRI compatible lead systems. Expenses related to license agreements were $3.1 million, $2.8 million and $2.5 million, for 2012, 2011 and 2010, respectively, and are included in Cost of Sales.

Product Warranties The Company generally warrants that its products will meet customer specifications and will be free from defects in materials and workmanship.

 The change in product warranty liability was comprised of the following (in thousands):
        
  Year Ended 
  December 28, December 30, 
  2012 2011 
 Beginning balance$2,013 $2,313 
 Warranty reserves acquired  -  210 
 Additions to warranty reserve 1,681  375 
 Warranty claims paid (1,068)  (887) 
 Foreign currency effect  -  2 
 Ending balance$2,626 $2,013 

Operating Leases The Company is a party to various operating lease agreements for buildings, equipment and software. The Company primarily leases buildings, which accounts for the majority of the future lease payments. Lease expense includes the effect of escalation clauses and leasehold improvement incentives which are accounted for ratably over the lease term.

 Operating lease expense was as follows (in thousands):
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Operating lease expense$4,024 $2,704 $3,114

 Minimum future estimated annual operating lease expense are as follows (in thousands):
     
 2013$4,601 
 2014 4,368 
 2015 3,766 
 2016 3,176 
 2017 1,203 
 Thereafter 1,930 
 Total estimated operating lease expense$19,044 

Self-Insured Medical Plan The Company self-funds the medical insurance coverage provided to its U.S. based employees. For 2012, the risk to the Company was limited through the use of stop loss insurance, which had an annual maximum aggregate loss of $13.5 million with a maximum benefit of $1.0 million. For 2013, the Company has specific stop loss coverage per associate for claims in the year exceeding $225 thousand per associate with no annual maximum aggregate stop loss coverage. As of December 28, 2012 and December 30, 2011, the Company had $1.4 million and $1.6 million accrued related to the self-insurance of its medical plan, respectively. This accrual is recorded in Accrued Expenses in the Consolidated Balance Sheet, and is primarily based upon claim history.

 

Purchase Commitments – Contractual obligations for purchase of goods or services are defined as agreements that are enforceable and legally binding on the Company and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. The Company's purchase orders are normally based on its current manufacturing needs and are fulfilled by its vendors within short time horizons. The Company enters into blanket orders with vendors that have preferred pricing and terms, however these orders are normally cancelable by us without penalty. As of December 28, 2012, the total contractual obligation related to such expenditures is approximately $24.7 million and will primarily be financed by existing cash and cash equivalents, cash generated from operations, or the Credit Facility. The Company also enters into contracts for outsourced services; however, the obligations under these contracts were not significant and the contracts generally contain clauses allowing for cancellation without significant penalty.

Foreign Currency Contracts The Company has entered into forward contracts to purchase Mexican pesos in order to hedge the risk of peso-denominated payments associated with the operations at its Tijuana, Mexico facility.

 The impact to the Company's results of operations from these forward contracts was as follows (in thousands):
  Year Ended 
  December 28, December 30, December 31, 
  2012 2011 2010 
 Reduction in Cost of Sales$79 $556 $483 
 Ineffective portion of change in fair value 0  0  0 

 Information regarding the Company's outstanding foreign currency contracts as of December 28, 2012 is as follows (dollars in thousands):
      Aggregate           
   Type of  Notional Start End   Fair Balance Sheet
 Instrument Hedge  Amount Date Date $/Peso Value Location
 FX Contract Cash flow  6,000 Jan-13 Dec-13 0.0727  222 Current Assets
 FX Contract Cash flow  6,000 Jan-13 Dec-13 0.0693  535 Current Assets
              $757  

Workers' Compensation Trust The Company was a member of a group self-insurance trust that provided workers' compensation benefits to employees of the Company in Western New York (the “Trust”). Under the Trust agreement, each participating organization has joint and several liability for Trust obligations if the assets of the Trust are not sufficient to cover those obligations. During 2011, the Company was notified by the Trust of its intentions to cease operations at the end of 2011 and was assessed $0.6 million as an estimate of its pro-rata share of future costs related to the Trust. This amount was accrued and paid in 2011. Based on actual experience, the Company could receive a refund or be assessed additional contributions for workers' compensation claims. In 2012, the Company utilized traditional insurance to provide workers' compensation benefits.

Earnings Per Share
EARNINGS PER SHARE (EPS)

16. EARNINGS (LOSS) PER SHARE

 The following table illustrates the calculation of Basic and Diluted EPS (in thousands, except per share amounts):
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Numerator for basic EPS:        
  Net income (loss)$(4,799) $33,122 $33,138
 Effect of dilutive securities:        
  Interest expense and deferred financing         
   fees on convertible notes, net of tax  -   -   241
 Numerator for diluted EPS$(4,799) $ 33,122 $ 33,379
 Denominator for basic EPS:        
  Weighted average shares outstanding  23,584   23,258   23,070
 Effect of dilutive securities:        
  Convertible notes  -   -   347
  Stock options, restricted stock and restricted stock units  -   378   385
 Denominator for diluted EPS  23,584   23,636   23,802
 Basic EPS$(0.20) $1.42 $1.44
 Diluted EPS$(0.20) $1.40 $1.40

 The diluted weighted average share calculations do not include the following securities, which are not dilutive to the EPS calculations or the performance criteria have not been met:
         
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Time-vested stock options, restricted stock and      
  restricted stock units 2,142,000 909,000 1,061,000
 Performance-vested stock options and restricted     
  stock units 781,000 649,000 609,000

For all periods presented, no shares related to CSN were included in the diluted EPS calculations as the average share price of the Company's common stock for those periods did not exceed CSN's conversion price per share.

Accumulated Other Comprehensive Income
ACCUMULATED OTHER COMPREHENSIVE INCOME

17. ACCUMULATED OTHER COMPREHENSIVE INCOME

 Accumulated Other Comprehensive Income is comprised of the following (in thousands):
                   
   Defined Benefit Plan Liability  Cash Flow Hedges  Foreign Currency Translation Adjustment  Total Pre-Tax Amount  Tax  Net-of-Tax Amount
AtDecember 30, 2011$ (2,660) $ (538) $ 11,526 $ 8,328 $ 601 $ 8,929
Unrealized gain on cash flow hedges  -   737   -   737   (258)   479
Realized gain on cash flow hedges  -   (79)   -   (79)   28   (51)
Net defined benefit plan                  
 liability adjustments  1,698   -   -   1,698   (13)   1,685
Foreign currency translation gain  -   -   1,905   1,905   -   1,905
AtDecember 28, 2012$ (962) $ 120 $ 13,431 $ 12,589 $ 358 $ 12,947
Fair Value Measurements
FAIR VALUE MEASUREMENTS

18. FAIR VALUE MEASUREMENTS

 

Assets and Liabilities Measured at Fair Value on a Recurring Basis

 

Fair value measurement standards apply to certain financial assets and liabilities that are measured at fair value on a recurring basis (each reporting period). For the Company, these financial assets and liabilities include its derivative instruments and accrued contingent consideration. The Company does not have any nonfinancial assets or liabilities that are measured at fair value on a recurring basis.

 

Foreign currency contracts - The fair value of foreign currency contracts are determined through the use of cash flow models that utilize observable market data inputs to estimate fair value. These observable market data inputs include foreign exchange rate and credit spread curves. In addition to the above, the Company received fair value estimates from the foreign currency contract counterparty to verify the reasonableness of the Company's estimates. The Company's foreign currency contracts are categorized in Level 2 of the fair value hierarchy. The fair value of the Company's foreign currency contracts will be realized as Cost of Sales as the inventory, which the contracts are hedging the cash flows to produce, is sold, of which approximately $0.8 million is expected to be realized within the next twelve months.

 

Interest rate swap - The fair value of the Company's interest rate swap outstanding at December 28, 2012 was determined through the use of a cash flow model that utilizes observable market data inputs. These observable market data inputs include LIBOR, swap rates, and credit spread curves. In addition to the above, the Company received a fair value estimate from the interest rate swap counterparty to verify the reasonableness of the Company's estimate. This fair value calculation was categorized in Level 2 of the fair value hierarchy.

 

Accrued contingent consideration The fair value of accrued contingent consideration recorded by the Company represents the estimated fair value of the contingent consideration the Company expects to pay to the former shareholders of NeuroNexus based upon the achievement of certain financial and development-based milestones. The fair value of the contingent consideration liability was estimated by discounting to present value, contingent payments expected to be made. The Company used risk-adjusted discount rates to derive the fair value of the expected obligations as of the acquisition date, which the Company believes are representative of market participant assumptions. Changes in accrued contingent consideration were as follows (in thousands):

 AtDecember 30, 2011$ -
 Contingent consideration liability recorded  1,500
 Fair value adjustments  30
 AtDecember 28, 2012$1,530

 The recurring Level 3 fair value measurements of the Company's contingent consideration liability include the following significant unobservable inputs (dollars in thousands):
 Contingent Consideration Liability Fair Value at December 28, 2012 Valuation Technique Unobservable Inputs
 Financial milestones $870 Discounted cash flow Discount rate 12%
        Projected year of payment2014
          
 Development milestones$660 Discounted cash flow Discount rate 20%
        Projected year of payment2015

 The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands):
              
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 28, Assets Inputs Inputs
Description 2012 (Level 1) (Level 2) (Level 3)
Assets            
Foreign currency contracts (Note 15) $757 $ - $757 $ -
              
Liabilities            
Accrued contingent consideration $ 1,530 $ - $ - $ 1,530
Interest rate swap   638   -   638   -
              
              
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 30, Assets Inputs Inputs
Description 2011 (Level 1) (Level 2) (Level 3)
Liabilities            
Foreign currency contracts $ 538 $ - $ 538 $ -
              

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

 

Fair value standards also apply to certain assets and liabilities that are measured at fair value on a nonrecurring basis. A summary of the valuation methodologies for assets and liabilities measured on a nonrecurring basis is as follows:

 

Cost and equity method investments - The Company holds investments in equity and other securities that are accounted for as either cost or equity method investments, which are classified as Other Assets. The total carrying value of these investments is reviewed quarterly for changes in circumstance or the occurrence of events that suggest the Company's investment may not be recoverable. The fair value of cost or equity method investments is not adjusted if there are no identified events or changes in circumstances that may have a material effect on the fair value of the investments. Gains and losses realized on cost and equity method investments are recorded in Other Expense, Net, unless separately stated. The aggregate recorded amount of cost and equity method investments at December 28, 2012 and December 30, 2011 was $9.1 million and $5.7 million, respectively.

 

During 2012, 2011 and 2010, the Company recognized impairment charges related to its cost and equity method investments of $0.1 million, $0.3 million and $0.2 million, respectively. The fair value of these investments was determined by reference to recent sales data of similar shares to independent parties in an inactive market. This fair value calculation was categorized in Level 2 of the fair value hierarchy. On January 5, 2011, the Company sold its cost method investment in IntElect Medical, Inc. (“IntElect”) in conjunction with Boston Scientific's acquisition of IntElect. This transaction resulted in a pre-tax gain of $4.5 million in the first quarter of 2011 and an additional $0.4 million during the third quarter of 2012. Cost and equity method investment impairment charges, gains and losses are included in (Gain) Loss on Cost and Equity Method Investments, Net in the Consolidated Statement of Operations.

 

Long-lived assets The Company reviews the carrying amount of its long-lived assets to be held and used for potential impairment whenever certain indicators are present as described in Note 1 “Summary of Significant Accounting Policies. In connection with the sale of certain non-core Swiss orthopaedic product lines, during 2012, the Company transferred long-lived assets to held for sale. Refer to Note 5 “Assets Held for Sale” for further discussion. The fair value of this asset group was determined based upon the sales price for the long-lived assets and was categorized in Level 2 of the fair value hierarchy.

 The following table provides information regarding assets and liabilities recorded at fair value on a nonrecurring basis (in thousands):
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 28, Assets Inputs Inputs
Description 2012 (Level 1) (Level 2) (Level 3)
Assets            
Assets Held for Sale - Swiss orthopaedic           
 disposal group (Note 5) $ 4,499 $ - $ 4,499 $ -
Cost method investment   86   -   86   -

Fair Value of Other Financial Instruments

 

Convertible subordinated notes - The fair value of the Company's convertible subordinated notes disclosed in Note 9 “Debt” was determined based upon recent third-party transactions for the Company's notes in an inactive market. The Company's convertible subordinated notes are valued for disclosure purposes utilizing Level 2 measurements of the fair value hierarchy.

 

Pension plan assets – The fair value of the Company's pension plan assets disclosed in Note 10Defined Benefit Plans” are determined based upon quoted market prices in active markets, quoted market prices in inactive markets or multidimensional relational models with observable market data inputs to estimate fair value. These observable market data inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data. The Company's pension plan assets are categorized in Level 1 or Level 2 of the fair value hierarchy.

Business Segment, Geographic and Concentration Risk Information
BUSINESS SEGMENT, GEOGRAPHIC AND CONCENTRATION RISK INFORMATION

19. BUSINESS SEGMENT, GEOGRAPHIC AND CONCENTRATION RISK INFORMATION

 

The Company operates its business in two reportable segments – Implantable Medical and Electrochem. The Implantable Medical segment is comprised of the Greatbatch Medical and QiG Group brands and designs and manufactures medical devices and components for the cardiac, neuromodulation, vascular and orthopaedic markets. The Implantable Medical segment offers complete medical devices including design, development, manufacturing, regulatory submission and supporting worldwide distribution, which is facilitated through the QiG Group and leverages the component technology of Greatbatch Medical. The devices designed and developed by the QiG Group are manufactured by Greatbatch Medical. The Implantable Medical segment also offers value-added assembly and design engineering services for its component products.

 

Electrochem designs, manufactures and distributes customized primary (non-rechargeable) and secondary (rechargeable) batteries, and battery packs for demanding applications in the portable medical, energy, environmental monitoring and security markets among others. Portable medical product line sales were primarily obtained through the Micro Power acquisition.

 

The Company defines segment income from operations as sales less cost of sales including amortization and expenses attributable to segment-specific selling, general, administrative, research, development, engineering and other operating activities. Segment income also includes a portion of non-segment specific selling, general, and administrative expenses based on allocations appropriate to the expense categories. The remaining unallocated operating and other expenses are primarily administrative corporate headquarter expenses and capital costs that are not allocated to reportable segments. Transactions between the two segments are not significant.

An analysis and reconciliation of the Company's business segment, product line and geographic information to the respective information in the Consolidated Financial Statements follows. Sales by geographic area are presented by allocating sales from external customers based on where the products are shipped to (in thousands):

    Year Ended
    December 28, December 30, December 31,
 Sales:2012 2011 2010
 Implantable Medical        
  Cardiac/Neuromodulation$ 309,124 $ 303,690 $ 303,521
  Vascular   51,980   45,098   38,000
  Orthopaedic  122,061   140,277   118,748
   Total Implantable Medical  483,165   489,065   460,269
 Electrochem        
  Portable Medical  81,659   9,609   8,432
  Energy/Environmental  67,046   58,934   54,668
  Other  14,307   11,214   10,056
   Total Electrochem  163,012   79,757   73,156
   Total sales$ 646,177 $ 568,822 $ 533,425

    Year Ended
     December 28,  December 30,  December 31,
   2012  2011  2010
 Segment income from operations:        
  Implantable Medical$ 24,908 $ 62,461 $ 62,477
  Electrochem  21,631   14,965  22,195
 Total segment income from operations  46,539   77,426   84,672
 Unallocated operating expenses (20,718)  (15,727)  (15,678)
 Operating income as reported  25,821   61,699   68,994
 Unallocated other expense (19,091)  (13,307)  (19,669)
 Income before provision for income taxes as reported$ 6,730 $ 48,392 $ 49,325

    Year Ended
    December 28, December 30, December 31,
  2012 2011 2010
 Depreciation and Amortization:        
  Implantable Medical$ 32,928 $ 28,571 $ 28,117
  Electrochem  7,522   2,965  2,660
 Total depreciation and amortization included        
  in segment income from operations  40,450   31,536   30,777
 Unallocated depreciation and amortization  18,475   16,159   15,670
 Total depreciation and amortization$ 58,925 $ 47,695 $ 46,447

    Year Ended
     December 28,  December 30,  December 31,
   2012  2011  2010
 Expenditures for tangible long-lived assets,        
  excluding acquisitions:        
  Implantable Medical$ 32,130 $ 22,509 $ 15,088
  Electrochem  4,327   1,072  763
 Total reportable segments  36,457   23,581   15,851
 Unallocated long-lived tangible assets  4,709   741   1,120
 Total expenditures$ 41,166 $ 24,322 $ 16,971

    At
    December 28, December 30,
  2012 2011
 Identifiable assets:     
  Implantable Medical$ 670,135 $ 653,628
  Electrochem  167,505   161,904
 Total reportable segments  837,640   815,532
 Unallocated assets  52,235   65,815
 Total assets$ 889,875 $ 881,347

    Year Ended
    December 28, December 30, December 31,
  2012 2011 2010
 Sales by geographic area:
  United States$ 330,537 $ 256,987 $ 243,827
 Non-Domestic locations:        
  Puerto Rico  105,731   94,059   88,369
  Belgium  58,043   62,978   58,014
  United Kingdom & Ireland  43,938   54,029   56,903
  Rest of world  107,928   100,769   86,312
   Total sales$ 646,177 $ 568,822 $ 533,425

  At
  December 28, December 30,
 Long-lived tangible assets:2012 2011
 United States$ 123,104 $ 113,693
 Rest of world  27,789   32,113
 Total$ 150,893 $ 145,806

 A significant portion of the Company’s sales and accounts receivable were to four customers as follows:
             
    Sales Accounts Receivable
    Year Ended At
    December 28, December 30, December 31, December 28, December 30,
  2012 2011 2010 2012 2011
 Customer A19% 19% 21% 7% 7%
 Customer B16% 19% 19% 21% 23%
 Customer C11% 13% 12% 6% 6%
 Customer D6% 8% 10% 6% 6%
    52% 59% 62% 40% 42%
Quarterly Sales and Earnings Data - Unaudited
QuarterlyFinancialInformationTextBlock

20. QUARTERLY SALES AND EARNINGS DATA - UNAUDITED

  4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
  (in thousands, except per share data)
 2012           
 Sales$ 159,186 $ 161,340 $ 166,548 $ 159,103
 Gross profit  51,874   50,954   51,933   46,888
 Net income (loss) (5,556)  (7,561)   3,851   4,467
 EPS - basic (0.23)  (0.32)   0.16   0.19
 EPS - diluted (0.23)  (0.32)   0.16   0.19
             
 2011           
 Sales$ 141,746 $ 131,718 $ 146,524 $ 148,834
 Gross profit  44,672   41,907   46,604   47,170
 Net income  5,639  6,989   8,550   11,944
 EPS - basic  0.24  0.30   0.37   0.51
 EPS - diluted  0.24  0.30   0.36   0.51

Net income in the third and fourth quarters of 2012 was impacted by charges incurred in connection with the consolidation of the Company's Swiss orthopaedic facilities. See Note 13 “Other Operating Expenses, Net.”

 

Net income in the 2011 first quarter includes the impact of the gain on sale of a cost method investment. See Note 18 “Fair Value Measurements.

Valuation and Qualifying Accounts
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]
Schedule II - Valuation and Qualifying Accounts 
      Col. C - Additions      
    Col. B     Charged to     Col. E 
    Balance at  Charged to  Other  Col. D  Balance at 
Col. A  Beginning  Costs &  Accounts -   Deductions -  End 
Description  of Period  Expenses  Describe  Describe  of Period 
December 28, 2012                
Allowance for                
 doubtful accounts $ 1,930 $ 484 $ 71(3)(4) $ (113)(2)(4) $ 2,372 
Valuation allowance                
 for deferred income                
 tax assets $ 7,775 $ 5,145(1) $ 124(4) $ (276)(5) $ 12,768 
                  
December 30, 2011                
Allowance for                
 doubtful accounts $ 1,830 $ 288 $ 170(3)(4) $ (358)(2) $ 1,930 
Valuation allowance                
 for deferred income                
 tax assets $ 6,482 $ 702(1) $ 591(3)(4) $ - $ 7,775 
                  
December 31, 2010                
Allowance for                
 doubtful accounts $ 2,452 $(64) $ 35(4) $ (593)(2) $ 1,830 
Valuation allowance                
 for deferred income                
 tax assets $ 5,656 $ 761(1) $ 65(4) $ - $ 6,482 

  • Valuation allowance recorded in the provision for income taxes for certain net operating losses and tax credits. The expense recorded in 2012 primarily relates to net operating losses incurred by our Switzerland operations.
  • Accounts written off, net of collections on accounts receivable previously written off.
  • Balances recorded as a part of our 2012 acquisition of NeuroNexus Technologies, Inc. and 2011 acquisition of Micro Power Electronics, Inc.
  • Includes foreign currency translation effect.
  • Primarily relates to return to provision adjustments for prior years.

 

Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 28, 2012
Basis of Presentation [Abstract]
 
Fair Value Measurement, Policy [Policy Text Block]
Cash and Cash Equivalents, Policy [Policy Text Block]
Concentration Risk, Credit Risk, Policy [Policy Text Block]
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy
Allowance for Doubtful Accounts – The Company provides credit, in the normal course of business, to its customers in the form of trade receivables. Credit is extended based on evaluation of a customer’s financial condition and collateral is not required. The Company maintains an allowance for those customer receivables that it does not expect to collect. The Company accrues its estimated losses from uncollectable accounts receivable to the allowance based upon recent historical experience, the length of time the receivable has been outstanding and other specific information as it becomes available. Provisions to the allowance for doubtful accounts are charged to current operating expenses. Actual losses are charged against this allowance when incurred. The carrying amount of trade receivables approximated their fair value as of December 28, 2012 based upon the short-term nature of these assets. 
Inventory, Policy [Policy Text Block]
Property, Plant and Equipment, Policy [Policy Text Block]
Business Combinations Policy [Policy Text Block]
Intangible Assets, Finite-Lived, Policy [Policy Text Block]
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]
Debt, Policy [Policy Text Block]
Cost And Equity Method Investments Policy [Policy Text Block]
Income Tax, Policy [Policy Text Block]
Convertible Debt [Policy Text Block]
Derivatives, Policy [Policy Text Block]
Revenue Recognition, Policy [Policy Text Block]
Standard Product Warranty, Policy [Policy Text Block]
Research and Development Expense, Policy [Policy Text Block]
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]
Foreign Currency Transactions and Translations Policy [Policy Text Block]
Pension and Other Postretirement Plans, Policy [Policy Text Block]
Earnings Per Share, Policy [Policy Text Block]
Comprehensive Income, Policy [Policy Text Block]
Use of Estimates, Policy [Policy Text Block]
New Accounting Pronouncements, Policy [Policy Text Block]

Fair Value Measurements – Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the “exit price”) in an orderly transaction between market participants at the measurement date. Accounting Standards Codification (“ASC”) establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows:

 

Level 1 — Valuation is based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 1 valuations do not entail a significant degree of judgment.

 

Level 2 — Valuation is determined from quoted prices for similar assets or liabilities in active markets, quoted prices for identical instruments in markets that are not active or by model-based techniques in which all significant inputs are observable in the market.

 

Level 3 — Valuation is based on unobservable inputs that are significant to the overall fair value measurement. The degree of judgment in determining fair value is greatest for Level 3 valuations.

 

The availability of observable inputs can vary and is affected by a wide variety of factors, including, the type of asset/liability, whether the asset/liability is established in the marketplace, and other characteristics particular to the valuation. To the extent that a valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, assumptions are required to reflect those that market participants would use in pricing the asset or liability at the measurement date. Note 18 “Fair Value Measurements” contains additional information on assets and liabilities recorded at fair value in the consolidated financial statements.

Cash and Cash Equivalents – Cash and cash equivalents consist of cash and highly liquid, short-term investments with maturities at the time of purchase of three months or less. The carrying amount of cash and cash equivalents approximated their fair value as of December 28, 2012 and December 30, 2011 based upon the short-term nature of these instruments.

Concentration of Credit Risk – Financial instruments that potentially subject the Company to concentration of credit risk consist principally of accounts receivable. A significant portion of the Company's sales are to four customers, all in the medical device industry, and, as such, the Company is directly affected by the condition of those customers and that industry. However, the credit risk associated with trade receivables is partially mitigated due to the stability of those customers. The Company performs on-going credit evaluations of its customers. Note 19 “Business Segment, Geographic and Concentration Risk Information” contains information on sales and accounts receivable for these customers. The Company maintains cash deposits with major banks, which from time to time may exceed insured limits. The Company performs on-going credit evaluations of its banks.

Inventories – Inventories are stated at the lower of cost, determined using the first-in first-out method, or market. Write-downs for excess, obsolete or expired inventory are based primarily on how long the inventory has been held as well as our estimates of forecasted net sales of that product. A significant change in the timing or level of demand for our products may result in recording additional write-downs for excess, obsolete or expired inventory in the future. Note 4Inventories” contains additional information on the Company's inventory.

Property, Plant and Equipment (“PP&E”) PP&E is carried at cost less accumulated depreciation. Depreciation is computed by the straight-line method over the estimated useful lives of the assets, as follows: buildings and building improvements 7-40 years; machinery and equipment 3-8 years; office equipment 3-10 years; and leasehold improvements over the remaining lives of the improvements or the lease term, if less. The cost of repairs and maintenance are expensed as incurred; renewals and betterments are capitalized. Upon retirement or sale of an asset, its cost and related accumulated depreciation or amortization is removed from the accounts and any gain or loss is recorded in operating income or expense. Note 6Property, Plant and Equipment, Net” contains additional information on the Company's PP&E.

Business Combinations – The Company records its business combinations under the acquisition method of accounting. Under the acquisition method of accounting, the Company allocates the purchase price of each acquisition to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective fair values at the date of acquisition. The fair value of identifiable intangible assets is based upon detailed valuations that use various assumptions made by management. Any excess of the purchase price over the fair value of net tangible and identifiable intangible assets acquired is allocated to goodwill. All direct acquisition-related costs are expensed as incurred.

 

In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments it expects to make as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through Other Operating Expenses, Net. Increases or decreases in the fair value of the contingent consideration liability can result from changes in discount periods and rates, as well as changes in the timing, amount of, or the likelihood of achieving the applicable contingent consideration. See Note 18 “Fair Value Measurements” for additional information. Note 2Acquisitions” contains additional information on the Company's acquisitions.

Amortizing Intangible AssetsAmortizing intangible assets consists primarily of purchased technology, patents and customer lists. The Company amortizes its definite-lived intangible assets over their estimated useful lives utilizing an accelerated or straight-line method of amortization, which approximates the projected distribution of cash flows used to fair value those intangible assets at the time of acquisition. When the straight-line method of amortization is utilized, the estimated useful life of the intangible asset is shortened to assure that recognition of amortization expense corresponds with the distribution of expected cash flows. The amortization period for the Company's amortizing intangible assets are as follows: purchased technology and patents 5-15 years; customer lists 7-20 years and other intangible assets 1-10 years. Note 7Intangible Assets” contains additional information on the Company's amortizing intangible assets.

Impairment of Long-Lived Assets – The Company assesses the impairment of definite-lived long-lived assets or asset groups when events or changes in circumstances indicate that the carrying value may not be recoverable. Factors that are considered in deciding when to perform an impairment review include: A significant decrease in the market price of the asset or asset group; A significant change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition; A significant change in legal factors or in the business climate that could affect the value of a long-lived asset (asset group), including an action or assessment by a regulator; An accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction; A current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; or a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The term more likely than not refers to a level of likelihood that is more than 50 percent.

 

Potential recoverability is measured by comparing the carrying amount of the asset or asset group to its related total future undiscounted cash flows. If the carrying value is not recoverable, the asset or asset group is considered to be impaired. Impairment is measured by comparing the asset or asset group's carrying amount to its fair value. When it is determined that useful lives of assets are shorter than originally estimated, and no impairment is present, the rate of depreciation is accelerated in order to fully depreciate the assets over their new shorter useful lives.

Goodwill and other indefinite lived intangible assets recorded are not amortized but are periodically tested for impairment. The Company assesses goodwill for impairment by comparing the fair value of its reporting units to their carrying amounts on the last day of each fiscal year, or more frequently if certain events occur as described above. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the implied fair value of the goodwill within the reporting unit is less than its carrying value. Fair values for reporting units are determined based on discounted cash flows and market multiples. Other indefinite lived intangible assets are assessed for impairment on the last day of each fiscal year, or more frequently if certain events occur as described above, by comparing the fair value of the intangible asset to its carrying value. The fair value is determined by using the income approach. Note 7Intangible Assets” contains additional information on the Company's long-lived intangible assets.

Other Long-Term Assets – Other long-term assets includes deferred financing fees incurred in connection with the Company's issuance of its convertible subordinated notes and revolving line of credit. These fees are amortized to Interest Expense using the effective interest method over the period from the date of issuance to the put option date (if applicable) or the maturity date, whichever is earlier. The amortization of deferred fees is included in Debt Related Amortization Included in Interest Expense in the Consolidated Statements of Cash Flows. Note 9Debt” contains additional information on the Company's deferred financing fees.

Other long-term assets also include investments in equity securities of entities that are not publicly traded and which do not have readily determinable fair values. We account for investments in these entities under the cost or equity method depending on the type of ownership interest, as well as the Company's ability to exercise influence over these entities. Equity method investments are initially recorded at cost, and are subsequently adjusted to reflect the Company's share of earnings or losses of the investee. Cost method investments are recorded at cost. Each reporting period, management evaluates these cost and equity method investments to determine if there are any events or circumstances that are likely to have a significant effect on the fair value of the investment. Examples of such impairment indicators include, but are not limited to: a recent sale or offering of similar shares of the investment at a price below the Company's cost basis; a significant deterioration in earnings performance; a significant change in the regulatory, economic or technological environment of the investee; or a significant doubt about an investee's ability to continue as a going concern. If an impairment indicator is identified, management will estimate the fair value of the investment and compare it to its carrying value. The estimation of fair value considers all available financial information related to the investee, including, but not limited to, valuations based on recent third-party equity investments in the investee. If the fair value of the investment is less than its carrying value, the investment is impaired and a determination as to whether the impairment is other-than-temporary is made. Impairment is deemed to be other-than-temporary unless the Company has the ability and intent to hold the investment for a period sufficient for a market recovery up to the carrying value of the investment. Further, evidence must indicate that the carrying value of the investment is recoverable within a reasonable period. For other-than-temporary impairments, an impairment loss is recognized equal to the difference between the investment's carrying value and its fair value. The Company has determined that these investments are not considered variable interest entities. The Company's exposure related to these entities is limited to its recorded investment. These investments are in start-up research and development companies whose fair value is highly subjective in nature and subject to future fluctuations, which could be significant.

Income TaxesThe consolidated financial statements of the Company have been prepared using the asset and liability approach in accounting for income taxes, which requires the recognition of deferred income taxes for the expected future tax consequences of net operating losses, credits, and temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities.  A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the asset will not be realized.

 

The Company accounts for uncertain tax positions using a more likely than not recognition threshold. The evaluation of uncertain tax positions is based on factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, new audit activity and changes in facts or circumstances related to a tax position. These tax positions are evaluated on a quarterly basis. The Company recognizes interest expense related to uncertain tax positions as Provision for Income Taxes. Penalties, if incurred, are recognized as a component of Selling, General and Administrative Expenses (“SG&A”).

 

The Company and its subsidiary file a consolidated U.S. federal income tax return. State tax returns are filed on a combined or separate basis depending on the applicable laws in the jurisdictions where tax returns are filed. The Company also files foreign tax returns on a separate company basis in the countries in which it operates. See Note 14 “Income Taxes” for additional information.

 

Convertible Subordinated Notes (“CSN”) – For convertible debt instruments that may be settled in cash upon conversion, the Company accounts for the liability and equity components of those instruments in a manner that will reflect the entity's nonconvertible debt borrowing rate when interest cost is recognized in subsequent periods.

 

Upon issuance, the Company determined the carrying amount of the liability component of CSN by measuring the fair value of a similar liability that does not have the associated conversion option. The carrying amount of the conversion option was then determined by deducting the fair value of the liability component from the initial proceeds received from the issuance of CSN.

 

The carrying amount of the conversion option was recorded in Additional Paid-In Capital with an offset to Long-Term Debt and is being amortized using the effective interest method over the period from the date of issuance to the maturity date. Deferred financing fees incurred in connection with the issuance of CSN, were allocated proportionally to the proceeds of the liability and equity components. The deferred financing fees allocated to the debt component are being amortized using the effective interest method over the period from the date of issuance to the maturity date. The deferred financing fees allocated to the equity component were recorded as an offset to Additional Paid-In Capital. The amortization of discount and deferred fees related to the Company's convertible debt instruments is included in Depreciation and Amortization in the Consolidated Statements of Cash Flows. See Note 9 “Debt” for additional information.

Derivative Financial Instruments The Company recognizes all derivative financial instruments in its consolidated financial statements at fair value. Changes in the fair value of derivative instruments are recorded in earnings unless hedge accounting criteria are met. The Company designates its interest rate swaps (See Note 9 “Debt”) and foreign currency contracts (See Note 15 “Commitments and Contingencies”) entered into as cash flow hedges. The effective portion of the changes in fair value of these cash flow hedges is recorded each period, net of tax, in Accumulated Other Comprehensive Income until the related hedged transaction occurs. Any ineffective portion of the changes in fair value of these cash flow hedges is recorded in earnings. In the event the hedged cash flow for forecasted transactions does not occur, or it becomes probable that they will not occur, the Company would reclassify the amount of any gain or loss on the related cash flow hedge to income (expense) at that time. Cash flows related to these derivative financial instruments are included in cash flows from operating activities.

Revenue RecognitionThe Company recognizes revenue when it is realized or realizable and earned. This occurs when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, the buyer is obligated to pay us (i.e., not contingent on a future event), the risk of loss is transferred, there is no obligation of future performance, collectability is reasonably assured and the amount of future returns can reasonably be estimated. With regards to the Company's customers (including distributors), those criteria are met at the time of shipment when title passes. The Company includes shipping and handling fees billed to customers in Sales. Shipping and handling costs associated with inbound and outbound freight are recorded in Cost of Sales. In certain instances the Company obtains component parts for sub-assemblies from its customers that are included in the final product sold back to the same customer. These amounts are excluded from Sales and Cost of Sales recognized by the Company. The cost of these customer supplied component parts amounted to $32.6 million, $27.9 million and $29.9 million in 2012, 2011 and 2010, respectively.

 

Product Warranties – The Company allows customers to return defective or damaged products for credit, replacement, or exchange. The Company warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. The Company accrues its estimated exposure to warranty claims, through Cost of Sales, based upon recent historical experience and other specific information as it becomes available. Note 15Commitments and Contingencies” contains additional information on the Company's product warranties.

Research, Development and Engineering Costs, Net (“RD&E”) RD&E costs are expensed as incurred. The primary costs are salary and benefits for personnel, material costs used in development projects and subcontracting costs. Cost reimbursements for engineering services from customers for whom the Company designs products are recorded as an offset to engineering costs upon achieving development milestones specified in the contracts. These reimbursements do not cover the complete cost of the development projects. Additionally, the technology developed under these cost reimbursement projects is owned by the Company and is utilized for future products developed for other customers.

 

In-process research and development (“IPR&D”) represents research projects acquired in a business combination which are expected to generate cash flows but have not yet reached technological feasibility. The primary basis for determining the technological feasibility of these projects is whether or not regulatory approval has been obtained. The Company classifies IPR&D acquired in a business combination as an indefinite-lived intangible asset until the completion or abandonment of the associated projects. Upon completion, the Company would determine the useful life of the IPR&D and begin amortizing the assets to reflect their use over their remaining lives. Upon permanent abandonment, the remaining carrying amount of the associated IPR&D would be written-off. The Company tests the IPR&D acquired for impairment at least annually, and more frequently if events or changes in circumstances indicate that the assets may be impaired. The impairment test consists of a comparison of the fair value of the intangible assets with their carrying amount. If the carrying amount exceeds its fair value, the Company would record an impairment loss in an amount equal to the excess.

 

Note 12Research, Development and Engineering Costs, Netand Note 7 “Intangible Assets” contains additional information on the Company's RD&E activities.

Stock-Based Compensation The Company records compensation costs related to stock-based awards granted to employees based upon their estimated fair value on the grant date. Compensation cost for service-based awards is recognized ratably over the applicable vesting period. Compensation cost for nonmarket-based performance awards is reassessed each period and recognized based upon the probability that the performance targets will be achieved. Compensation cost for market-based performance awards is expensed ratably over the applicable vesting period and is recognized each period whether the performance metrics are achieved or not.

 

The Company utilizes the Black-Scholes option pricing model to estimate the fair value of stock options granted. For service-based and nonmarket-based performance restricted stock and restricted stock unit awards, the fair market value of the award is determined based upon the closing value of the Company's stock price on the grant date. For market-based performance restricted stock unit awards, the fair market value of the award is determined utilizing a Monte Carlo simulation model, which projects the value of the Company's stock under numerous scenarios and determines the value of the award based upon the present value of those projected outcomes.

 

The amount of stock-based compensation expense recognized is based on the portion of the awards that are ultimately expected to vest. The Company estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The total expense recognized over the vesting period will only be for those awards that ultimately vest, excluding market and nonmarket performance award considerations. Note 11Stock-Based Compensation” contains additional information on the Company's stock-based compensation.

 

Foreign Currency TranslationThe Company translates all assets and liabilities of its foreign subsidiaries, where the U.S. dollar is not the functional currency, at the period-end exchange rate and translates income and expenses at the average exchange rates in effect during the period. The net effect of this translation is recorded in the consolidated financial statements as Accumulated Other Comprehensive Income. Translation adjustments are not adjusted for income taxes as they relate to permanent investments in the Company's foreign subsidiaries.

 

Net foreign currency transaction gains and losses are included in Other Expense, Net and amounted to a loss of $0.3 million for 2012, $0.1 million for 2011 and $0.9 million for 2010.

Defined Benefit PlansThe Company recognizes in its balance sheet as an asset or liability the overfunded or underfunded status of its defined benefit plans provided to its employees located in Mexico, Switzerland and France. This asset or liability is measured as the difference between the fair value of plan assets and the benefit obligation of those plans. For these plans, the benefit obligation is the projected benefit obligation, which is calculated based on actuarial computations of current and future benefits for employees. Actuarial gains or losses and prior service costs or credits that arise during the period, but are not included as components of net periodic benefit expense, are recognized as a component of Accumulated Other Comprehensive Income. Defined benefit expenses are charged to Cost of Sales, SG&A and RD&E expenses as applicable. Note 10Defined Benefit Plans” contains additional information on these costs.

Earnings (Loss) Per Share (“EPS”) Basic EPS is calculated by dividing Net Income (Loss) by the weighted average number of shares outstanding during the period. Diluted EPS is calculated by adjusting the weighted average number of shares outstanding for potential common shares, which consist of stock options, unvested restricted stock and restricted stock units and contingently convertible instruments.

 

Holders of the Company's CSN may convert them into shares of the Company's common stock under certain circumstances – See Note 9 “Debt.” The Company includes the effect of the conversion of these convertible notes in the calculation of diluted EPS using the if-converted method or the treasury method for instruments that may be settled in cash at the Company's election and which the Company has the ability and intent to settle them in cash, as long as the effect is dilutive. For computation of EPS under conversion conditions, the number of diluted shares outstanding increases by the amount of shares that are potentially convertible during that period. Also, Net Income (Loss) is adjusted for the calculation to add back interest expense on the convertible notes as well as unamortized discount and deferred financing fee amortization recorded during the period. Note 16Earnings (Loss) Per Share” contains additional information on the computation of the Company's EPS.

 

Comprehensive Income (Loss) – The Company's comprehensive income (loss) as reported in the Consolidated Statements of Operations and Comprehensive Income (Loss) includes net income (loss), foreign currency translation adjustments, the net change in cash flow hedges, and defined benefit plan liability adjustments. The Consolidated Statements of Operations and Comprehensive Income (Loss) and Note 17Accumulated Other Comprehensive Income” contains additional information on the computation of the Company's comprehensive income (loss).

Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of sales and expenses during the reporting period. Actual results could differ materially from those estimates.

Recently Issued Accounting Pronouncements – In the normal course of business, Management evaluates all new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”), Securities and Exchange Commission (“SEC”), Emerging Issues Task Force (“EITF”), American Institute of Certified Public Accountants (“AICPA”) or other authoritative accounting bodies to determine the potential impact they may have on the Company's Consolidated Financial Statements. Based upon this review, except as noted below, Management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company's Consolidated Financial Statements.

 

On February 5, 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU adds new disclosure requirements either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income (“AOCI”) based on its source and the income statement line items affected by the reclassification. This ASU gives companies the flexibility to present the information either in the notes or parenthetically on the face of the financial statements provided that all of the required information is presented in a single location. This ASU is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only changes the disclosures surrounding AOCI.

 

In July 2012, the FASB issued ASU No. 2012-02, Intangibles—Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment. This ASU simplifies the guidance for testing the decline in the realizable value (impairment) of indefinite-lived intangible assets other than goodwill. The amendments allow an organization the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. An organization electing to perform a qualitative assessment is no longer required to calculate the fair value of an indefinite-lived intangible asset unless the organization determines, based on a qualitative assessment, that it is “more likely than not” that the asset is impaired. The amendments in this ASU are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only impacts the timing of when the Company is required to perform the two-step impairment tests of its indefinite-lived intangible assets other than goodwill.

 

In December 2011, the FASB issued ASU No. 2011-11 Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities.” This ASU requires companies to provide information about trading in financial instruments and related derivatives in expanded disclosures, creates new disclosure requirements about the nature of an entity's rights of offset and related arrangements associated with its financial instruments and derivative instruments. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods therein, with retrospective application required. When adopted, this ASU will not have a material impact on the Company's Consolidated Financial Statements as it only changes the disclosures surrounding the Company's offsetting assets and liabilities.

Acquistions (Tables)
 The following table summarizes the preliminary allocation of the NeuroNexus purchase price to the assets acquired and liabilities assumed as of the acquisition date (in thousands):
        
  Assets acquired    
   Current assets $ 618 
   Property, plant and equipment   35 
   Amortizing intangible assets   2,927 
   Indefinite-lived intangible assets   540 
   Goodwill   8,875 
   Other assets   1,576 
  Total assets acquired   14,571 
  Liabilities assumed    
   Current liabilities   420 
   Deferred income taxes   940 
  Total liabilities assumed   1,360 
    $ 13,211 

 The following table summarizes the allocation of the Micro Power purchase price to the assets acquired and liabilities assumed as of the acquisition date (in thousands):
        
  Assets acquired    
   Current assets $ 25,620 
   Property, plant and equipment   1,650 
   Amortizing intangible assets   28,914 
   Goodwill   31,891 
   Other assets   94 
  Total assets acquired   88,169 
  Liabilities assumed    
   Current liabilities   13,679 
   Long-term liabilities   2,688 
  Total liabilities assumed   16,367 
    $ 71,802 
      Weighted   Weighted
    Fair Average Estimated Average
    Value  Amortization Useful Discount
    Assigned Period (Years) Life (Years) Rate
 Amortizing Intangible Assets         
 Technology and patents $ 1,058 6 10 14%
 Customer lists   1,869 7 15 13%
     2,927 7 13 13%
           

      Weighted   Weighted
    Fair Average Estimated Average
    Value  Amortization Useful Discount
 Amortizing Intangible Assets  Assigned Period (Years) Life (Years) Rate
 Technology and patents $ 8,051 4 10 14%
 Customer lists   19,569 5 14 12%
 Noncompete agreement   915 4 8 14%
 Trademarks and tradenames   379 2 2 13%
   $ 28,914 4 13 13%

 Indefinite-lived Intangible Assets         
 In-process research and development   540 N/A 12 26%
           
    Year Ended
    December 28, December 30,
    2012 2011
         
 Sales$ 646,617 $ 636,502
 Net (loss) income   (4,973)   32,306
 Earnings (loss) per share:     
  Basic$(0.21) $1.39
  Diluted$(0.21) $1.37
Supplemental Cash Flow Information (Tables)
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]
    Year Ended
    December 28, December 30, December 31,
   (in thousands)2012 2011 2010
 Noncash investing and financing activities:
  Common stock contributed to 401(k) Plan$ 4,793 $ - $ -
  Property, plant and equipment purchases        
   included in accounts payable 2,522   4,455   2,614
 Cash paid during the year for:        
  Interest  6,230   6,148   8,498
  Income taxes  4,909   5,259   3,826
 Acquisition of noncash assets   14,396   87,766   350
 Liabilities assumed  1,244   16,483   -
Inventories (Tables)
Schedule of Inventory, Current [Table Text Block]
 Inventories are comprised of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Raw materials$ 58,204 $ 49,773
 Work-in-process  30,022   36,603
 Finished goods 18,386  23,537
 Total$ 106,612 $ 109,913
Assets Held For Sale (Tables)
Disclosure Of Long Lived Assets Held For Sale [TextBlock]
 Assets held for sale, which are included in Prepaid Expenses and Other Current Assets, is comprised of the following (in thousands):
        At
    Disposal Business December 28, December 30,
 Asset Group Segment 2012 2011
 Inventory  Wireless sensing Electrochem $ 288 $ -
 Technology Wireless sensing Electrochem   655   -
 Inventory  Swiss orthopaedic product line Implantable Medical   2,552   -
 PP&E Swiss orthopaedic product line Implantable Medical   1,471   -
 Technology Swiss orthopaedic product line Implantable Medical   476   -
        $ 5,442 $ -
Property, Plant and Equipment (Tables)
 Property, plant and equipment are comprised of the following (in thousands):
       
  At
   December 28, December 30,
  2012 2011
 Manufacturing machinery and equipment$ 150,344 $ 149,136
 Buildings and building improvements  87,357   75,229
 Information technology hardware and software  29,823   33,881
 Leasehold improvements  20,520   17,426
 Furniture and fixtures  13,414   11,282
 Land and land improvements  12,499   11,075
 Construction work in process  15,441   13,302
 Other  676   993
    330,074   312,324
 Accumulated depreciation (179,181)  (166,518)
 Total$ 150,893 $ 145,806
 Depreciation expense for property, plant and equipment was as follows (in thousands):
            
   Year Ended 
   December 28, December 30, December 31, 
   2012 2011 2010 
 Depreciation expense$ 31,575 $ 25,672 $ 26,104 
Intangible Assets (Tables)
 Amortizing intangible assets, net are comprised of the following (in thousands):
              
 AtDecember 28, 2012 Gross Carrying Amount  Accumulated Amortization  Foreign Currency Translation  Net Carrying Amount
 Purchased technology and patents$ 95,576 $ (61,659) $ 1,932 $ 35,849
 Customer lists  68,257   (18,929)   1,270   50,598
 Other  4,434   (4,341)   805   898
 Total amortizing intangible assets$ 168,267 $ (84,929) $ 4,007 $ 87,345
              
 AtDecember 30, 2011           
 Purchased technology and patents$ 97,324 $ (54,054) $ 842 $ 44,112
 Customer lists  66,388   (14,009)   1,807   54,186
 Other  5,174   (4,019)   805   1,960
 Total amortizing intangible assets$ 168,886 $ (72,082) $ 3,454 $ 100,258
 Aggregate intangible asset amortization expense is comprised of the following (in thousands):
            
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Cost of sales $ 7,489 $ 6,163 $ 5,897
 SG&A   6,227   3,926   3,765
 RD&E   545   367   -
 Total intangible asset amortization expense $ 14,261 $ 10,456 $ 9,662
 Estimated future intangible asset amortization expense based upon the current carrying value is as follows (in thousands):
  Estimated
  Amortization
  Expense
 2013$ 13,189
 2014  13,424
 2015  12,373
 2016  10,078
 2017  8,956
 Thereafter  29,325
 Total estimated amortization expense$ 87,345
 The change in indefinite-lived assets during 2012 is as follows (in thousands):
           
    Trademarks and Tradenames  IPR&D  Total
 AtDecember 30, 2011$ 20,288 $ - $ 20,288
 Indefinite-lived assets acquired  -   540   540
 AtDecember 28, 2012$ 20,288 $ 540 $ 20,828
 The change in goodwill during 2012 is as follows (in thousands):
           
    Implantable Medical  Electrochem  Total
 AtDecember 30, 2011$ 297,232 $ 41,421 $ 338,653
 Goodwill acquired  8,875   413   9,288
 Foreign currency translation  1,094  0   1,094
 AtDecember 28, 2012$ 307,201 $ 41,834 $ 349,035
Accrued Expenses (Tables)
Schedule of Accrued Liabilities [Table Text Block]
 Accrued expenses are comprised of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Salaries and benefits$ 12,704 $ 13,618
 Profit sharing and bonuses  12,488   19,971
 Warranty  2,626   2,013
 Swiss orthopaedic consolidation severance  9,567   -
 Micro Power purchase price payable  -   5,690
 Other  8,130   11,247
 Total$ 45,515 $ 52,539
Debt (Tables)
 Long-term debt is comprised of the following (in thousands):
   At
    December 28,  December 30,
    2012  2011
 Revolving line of credit$ 33,000 $ 55,000
 2.25% convertible subordinated notes  197,782   197,782
 Unamortized discount  (5,368)   (16,832)
  Total long-term debt$ 225,414 $ 235,950
             Current Fair  
          Pay Receive  Value Balance
  Type of Notional Start End Fixed Floating December 28, Sheet
Instrument Hedge Amount Date Date Rate Rate 2012 Location
Interest rate swap Cash flow $150,000 Feb-13 Feb-16 0.573% $N/A $(638) Other Long-Term Liabilities
 The contractual interest and discount amortization for CSN were as follows (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Contractual interest$ 4,450 $ 4,450 $ 4,450
 Discount amortization  11,464   10,320   9,657
 Deferred Financing Fees - The change in deferred financing fees is as follows (in thousands):
      
 AtDecember 31, 2010$2,005 
  Financing costs deferred 2,213 
  Write-off during the period (51) 
  Amortization during the period (1,018) 
 AtDecember 30, 2011 3,149 
  Amortization during the period (1,093) 
 AtDecember 28, 2012$2,056 
Defined Benefit Plans (Tables)
   Year Ended
   December 28, December 30,
   2012 2011
 Change in projected benefit obligation:     
 Projected benefit obligation at beginning of year$17,053 $15,961
 Service cost 1,115  1,127
 Interest cost 409  483
 Prior service cost and plan amendments 0  (457)
 Plan participants' contribution 976  999
 Actuarial loss 958  393
 Benefits paid 229  (1,396)
 Settlements/curtailments (4,934)   -
 Foreign currency translation 409  (57)
 Projected benefit obligation at end of year 16,215  17,053
        
 Change in fair value of plan assets:     
 Fair value of plan assets at beginning of year 11,484  11,314
 Employer contributions 1,050  1,041
 Plan participants' contributions 976  999
 Actual gain (loss) on plan assets 644  (443)
 Benefits paid 229  (1,380)
 Settlements (2,424)   -
 Foreign currency translation 310  (47)
 Fair value of plan assets at end of year 12,269  11,484
 Projected benefit obligation in excess of plan     
  assets at end of year$3,946 $5,569
 Defined benefit liability classified as other current liabilities$23 $21
 Defined benefit liability classified as long-term liabilities$3,923 $5,548
 Accumulated benefit obligation at end of year$14,606 $14,962
 Amounts recognized in Accumulated Other Comprehensive Income are as follows (in thousands):
        
   Year Ended
    December 28,  December 30,
    2012  2011
 Net loss occurring during the year$740 $1,306
 Amortization of losses (3,064)  (59)
 Prior service cost 342  (459)
 Amortization of prior service cost (10)  (137)
 Foreign currency translation 294  (5)
 Pre-tax adjustment (1,698)  646
 Taxes 13  (80)
 Net (gain) loss$(1,685) $566
 Amortization of net prior service credit$31
 Amortization of net loss 7
 Net pension cost is comprised of the following (in thousands):
       
  Year Ended
   December 28,  December 30,
   2012  2011
 Service cost$1,115 $1,127
 Interest cost 409  483
 Expected return on assets (425)  (470)
 Recognized net actuarial loss 222  200
 Net pension cost$1,321 $1,340
       
 The weighted-average rates used in the actuarial valuations were as follows:
           
  Projected Benefit Obligation Net Pension Cost
  December 28, December 30,      
  2012 2011 2012 2011 2010
 Discount rate2.1% 2.5% 2.5% 2.9% 3.0%
 Salary growth2.4% 2.3% 2.3% 2.5% 2.5%
 Expected rate of return on assets0.0% 3.5% 3.5% 3.8% 4.0%
Plan assets were comprised of the following (in thousands):
     Fair Value Measurements Using
  December 28,  Quoted Prices in Active Markets for Identical Assets  Significant Other Observable Inputs  Significant Unobservable Inputs
  2012  (Level 1)  (Level 2)  (Level 3)
Cash$ 12,269 $ 12,269 $ - $ -
 Total$ 12,269 $ 12,269 $ - $ -

     Fair Value Measurements Using
  December 30,  Quoted Prices in Active Markets for Identical Assets  Significant Other Observable Inputs  Significant Unobservable Inputs
  2011  (Level 1)  (Level 2)  (Level 3)
Cash$ 179 $ 179 $ - $ -
Equity securities:           
 U.S. companies  1,019   1,019   -   -
 International companies  2,155   2,155   -   -
 Emerging markets  415   415   -   -
Fixed income:           
 Government & government agencies  4,057   4,057   -   -
 Corporate  1,860   1,860   -   -
Real-estate  1,064   -   1,064   -
Other  735   735   -   -
 Total$ 11,484 $ 10,420 $ 1,064 $ -
 Estimated benefit payments over the next ten years are as follows (in thousands):
         
  2013 $8,813   
  2014  272   
  2015  289   
  2016  307   
  2017  364   
  2018-2022  1,738   
Stock-Based Compensation (Tables)
 The components and classification of stock-based compensation expense were as follows (in thousands):
  Year Ended 
  December 28, December 30, December 31, 
  2012 2011 2010 
 Stock options$ 2,786 $ 2,511 $ 2,617 
 Restricted stock and units  6,233   4,526   4,267 
 401(k) stock contribution  1,885   5,045   - 
 Total stock-based compensation expense$ 10,904 $ 12,082 $ 6,884 
           
 Cost of sales$ 2,620 $ 4,184 $ 509 
 Selling, general and administrative  7,684   6,630   5,982 
 Research, development and engineering  600   1,268   393 
 Total stock-based compensation expense$ 10,904 $ 12,082 $ 6,884 
 The weighted-average fair value and assumptions used are as follows:
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Weighted average grant date fair value$ 8.20 $ 9.37 $ 8.24
 Risk-free interest rate 0.83%  2.02%  2.62%
 Expected volatility 40%  40%  40%
 Expected life (in years)  5.3   5.3   5.4
 Expected dividend yield 0%  0%  0%
 Annual prevesting forfeiture rate 9%  9%  9%
 The following table summarizes time-vested stock option activity:
      Number of Time-Vested Stock Options  Weighted Average Exercise Price  Weighted Average Remaining Contractual Life (In Years)  Aggregate Intrinsic Value (In Millions)
 Outstanding at January 1, 2010  1,362,123 $ 23.94      
  Granted  243,155   20.57      
  Exercised  (34,196)   19.26      
  Forfeited or expired  (107,526)   24.43      
 Outstanding at December 31, 2010  1,463,556   23.46      
  Granted  306,449   23.98      
  Exercised  (84,237)   21.41      
  Forfeited or expired  (126,997)   26.47      
 Outstanding at December 30, 2011  1,558,771   23.42      
  Granted  395,978   22.19      
  Exercised  (52,683)   20.77      
  Forfeited or expired  (126,219)   24.21      
 Outstanding at December 28, 2012  1,775,847 $ 23.17   6.0 $ 2.2
 Expected to vest at December 28, 2012  1,725,786 $ 23.22   6.0 $ 2.1
 Exercisable at December 28, 2012  1,458,885 $ 23.32   5.4 $ 1.9

 The following table summarizes performance-vested stock option activity:
      Number of Performance-Vested Stock Options  Weighted Average Exercise Price  Weighted Average Remaining Contractual Life (In Years)  Aggregate Intrinsic Value (In Millions)
 Outstanding at January 1, 2010  1,001,984 $ 24.48      
  Forfeited or expired  (257,461)   26.81      
 Outstanding at December 31, 2010  744,523   23.68      
  Exercised  (26,478)   22.53      
  Forfeited or expired  (239,681)   22.29      
 Outstanding at December 30, 2011  478,364   24.44      
  Exercised (7,657)   22.04      
  Forfeited or expired  (185,782)   26.35      
 Outstanding at December 28, 2012  284,925 $ 23.26  4.3 $0.1
 Expected to vest at December 28, 2012  284,925 $ 23.26  4.3 $0.1
 Exercisable at December 28, 2012  284,925 $ 23.26  4.3 $0.1
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Intrinsic value$ 148 $ 501 $ 112
 Cash received  1,263   2,401   659
 Tax expense realized (132)  (146)  (41)

      Time-Vested Activity  Weighted Average Fair Value
 Nonvested atJanuary 1, 2010  160,998 $ 24.82
  Granted  124,747   21.11
  Vested  (147,434)   23.05
  Forfeited   (14,925)   23.45
 Nonvested atDecember 31, 2010  123,386   22.57
  Granted  31,625   23.49
  Vested  (80,825)   22.80
  Forfeited   (4,244)   22.98
 Nonvested atDecember 30, 2011  69,942   22.69
  Granted  92,265   23.49
  Vested  (74,901)   22.83
  Forfeited   (7,037)   22.56
 Nonvested atDecember 28, 2012  80,269 $ 23.48

      Performance-Vested Activity  Weighted Average Fair Value
 Nonvested atJanuary 1, 2010  24,000 $ 23.07
  Granted  289,654   14.43
  Vested  (21,558)   15.12
  Forfeited   (8,299)   14.56
 Nonvested atDecember 31, 2010  283,797   15.10
  Granted  279,415   18.21
  Vested  (6,600)   17.94
  Forfeited   (26,869)   15.85
 Nonvested atDecember 30, 2011  529,743   16.68
  Granted  332,918   15.30
  Vested  (15,500)   24.64
  Forfeited   (64,715)   15.72
 Nonvested atDecember 28, 2012  782,446 $ 16.02
Research, Development and Engineering Costs (Tables)
Schedule Of Research And Development Expense Details [Table Text Block]
 Research, Development and Engineering Costs, Net are comprised of the following (in thousands):
            
   Year Ended 
   December 28, December 30, December 31, 
   2012 2011 2010 
 Research and development costs$ 24,071 $ 19,014 $ 17,378 
 Engineering costs  38,777   35,472   34,208 
 Less: cost reimbursements (10,358)  (8,973)  (6,567) 
 Total research, development and         
  engineering costs, net$ 52,490 $ 45,513 $ 45,019 
Other Operating (Income) Expense (Tables)
 Other Operating Expenses, Net is comprised of the following (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Orthopaedic facility optimization$ 32,482 $ 425 $ 225
 Medical device facility optimization  1,525   -   -
 ERP system upgrade  5,041   -   -
 2007 & 2008 facility shutdowns and consolidations  -   -   1,348
 Integration costs  1,460   -   42
 Asset dispositions, severance and other 1,838  168   2,943
  $ 42,346 $ 593 $ 4,558
 The change in accrued liabilities related to the Orthopaedic facility optimizations is as follows (in thousands):
               
   Severance and Retention Accelerated Depreciation/Asset Write-offs Other Total 
 AtDecember 30, 2011$ - $ - $ - $ - 
 Restructuring charges  10,049   14,759   7,674   32,482 
 Write-offs  -   (14,759)   -   (14,759) 
 Cash payments  (482)   -   (7,674)   (8,156) 
 AtDecember 28, 2012$ 9,567 $ - $ - $ 9,567 

 The change in accrued liabilities related to the medical device facility optimization is as follows (in thousands):
               
   Production Inefficiencies, Moving and Revalidation Personnel Other Total 
 AtDecember 30, 2011$ - $ - $ - $ - 
 Restructuring charges  652   630   243   1,525 
 Cash payments  (652)   (630)   (243)   (1,525) 
 AtDecember 28, 2012$ - $ - $ - $ - 

 The change in accrued liabilities related to the ERP system upgrade is as follows (in thousands):
            
   Training & Consulting Costs Accelerated Depreciation/ Asset Write-offs Total 
 AtDecember 30, 2011$ - $ - $ - 
 Charges  2,875   2,166   5,041 
 Write-offs  -   (2,166)   (2,166) 
 Cash payments  (2,706)   -   (2,706) 
 AtDecember 28, 2012$ 169 $ - $ 169 
Income Taxes (Tables)
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 U.S.$ 36,057 $ 43,610 $ 46,217
 International (29,327)   4,782   3,108
  $ 6,730 $ 48,392 $ 49,325
 The provision for income taxes was comprised of the following (in thousands):
           
   Year Ended
   December 28, December 30, December 31,
   2012 2011 2010
 Current:        
  Federal$ 4,747 $ 5,150 $(671)
  State  381  (40)   179
  International  668   1,384   1,260
     5,796   6,494   768
 Deferred:        
  Federal  6,615   8,028   15,409
  State  175   599   300
  International (1,057)   149  (290)
     5,733   8,776   15,419
   $ 11,529 $ 15,270 $ 16,187
 The provision for income taxes differs from the U.S. statutory rate due to the following: 
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Statutory rate 35.0%  35.0%  35.0%
 Change in tax rate - loss of Swiss tax holiday 25.6   -   - 
 Federal tax credits -   (3.7)   (2.6) 
 Foreign rate differential 50.7   0.3   (0.8) 
 Uncertain tax positions (10.1)   (1.3)   (1.3) 
 State taxes, net of federal benefit 4.9   0.3   (0.3) 
 Valuation allowance 67.6   0.1   1.7 
 Other (2.4)   0.9   1.1 
 Effective tax rate 171.3%  31.6%  32.8%
 Deferred tax assets (liabilities) consist of the following (in thousands):
       
  At
  December 28, December 30,
  2012 2011
 Tax credits$ 6,884 $ 7,362
 Net operating loss carryforwards  14,637   11,106
 Inventories  3,911   4,441
 Accrued expenses  4,129   2,961
 Stock-based compensation  8,502   6,378
 Other  465   1,052
 Gross deferred tax assets  38,528   33,300
 Less valuation allowance (12,768)  (7,775)
 Net deferred tax assets  25,760   25,525
 Property, plant and equipment (2,648)  (2,572)
 Intangible assets (59,774)  (54,874)
 Convertible subordinated notes (36,462)  (33,849)
 Gross deferred tax liabilities (98,884)  (91,295)
 Net deferred tax liability$(73,124) $(65,770)
       
 Presented as follows:     
 Current deferred tax asset$ 7,678 $ 7,828
 Current deferred tax liability (874)  (845)
 Noncurrent deferred tax asset  2,534   2,450
 Noncurrent deferred tax liability (82,462)  (75,203)
  $(73,124) $(65,770)
   Tax  AmountBegin to
 Jurisdiction Attribute  (in millions)Expire
 U.S. Net Operating Loss $11.2(1)2025
 International Net Operating Loss  38.1(1)2013
 State Net Operating Loss  29.5(1)Various
 U.S. and State R&D Tax Credit  1.7(1)Various
 State Investment Tax Credit  5.4Various
 Below is a summary of changes to the unrecognized tax benefit (in thousands):
          
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Balance, beginning of year$ 1,580 $ 2,756 $ 3,418
 Additions based upon tax positions related to the current year  -   300   300
 Additions recorded as part of business combinations  -   260   -
 Additions related to prior period tax positions, net  210   -   222
 Reductions relating to settlements with tax authorities (522)   -   -
 Reductions as a result of a lapse of applicable        
 statute of limitations (298)  (1,736)  (1,184)
 Balance, end of year$ 970 $ 1,580 $ 2,756
Commitments and Contingencies (Tables)
 The change in product warranty liability was comprised of the following (in thousands):
        
  Year Ended 
  December 28, December 30, 
  2012 2011 
 Beginning balance$2,013 $2,313 
 Warranty reserves acquired  -  210 
 Additions to warranty reserve 1,681  375 
 Warranty claims paid (1,068)  (887) 
 Foreign currency effect  -  2 
 Ending balance$2,626 $2,013 
 Operating lease expense was as follows (in thousands):
  Year Ended
  December 28, December 30, December 31,
  2012 2011 2010
 Operating lease expense$4,024 $2,704 $3,114
 Minimum future estimated annual operating lease expense are as follows (in thousands):
     
 2013$4,601 
 2014 4,368 
 2015 3,766 
 2016 3,176 
 2017 1,203 
 Thereafter 1,930 
 Total estimated operating lease expense$19,044 
 The impact to the Company's results of operations from these forward contracts was as follows (in thousands):
  Year Ended 
  December 28, December 30, December 31, 
  2012 2011 2010 
 Reduction in Cost of Sales$79 $556 $483 
 Ineffective portion of change in fair value 0  0  0 
 Information regarding the Company's outstanding foreign currency contracts as of December 28, 2012 is as follows (dollars in thousands):
      Aggregate           
   Type of  Notional Start End   Fair Balance Sheet
 Instrument Hedge  Amount Date Date $/Peso Value Location
 FX Contract Cash flow  6,000 Jan-13 Dec-13 0.0727  222 Current Assets
 FX Contract Cash flow  6,000 Jan-13 Dec-13 0.0693  535 Current Assets
              $757  
Earnings Per Share (Tables)
 The following table illustrates the calculation of Basic and Diluted EPS (in thousands, except per share amounts):
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Numerator for basic EPS:        
  Net income (loss)$(4,799) $33,122 $33,138
 Effect of dilutive securities:        
  Interest expense and deferred financing         
   fees on convertible notes, net of tax  -   -   241
 Numerator for diluted EPS$(4,799) $ 33,122 $ 33,379
 Denominator for basic EPS:        
  Weighted average shares outstanding  23,584   23,258   23,070
 Effect of dilutive securities:        
  Convertible notes  -   -   347
  Stock options, restricted stock and restricted stock units  -   378   385
 Denominator for diluted EPS  23,584   23,636   23,802
 Basic EPS$(0.20) $1.42 $1.44
 Diluted EPS$(0.20) $1.40 $1.40
 The diluted weighted average share calculations do not include the following securities, which are not dilutive to the EPS calculations or the performance criteria have not been met:
         
    Year Ended
    December 28, December 30, December 31,
    2012 2011 2010
 Time-vested stock options, restricted stock and      
  restricted stock units 2,142,000 909,000 1,061,000
 Performance-vested stock options and restricted     
  stock units 781,000 649,000 609,000
Comprehensive Income (Tables)
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]
 Accumulated Other Comprehensive Income is comprised of the following (in thousands):
                   
   Defined Benefit Plan Liability  Cash Flow Hedges  Foreign Currency Translation Adjustment  Total Pre-Tax Amount  Tax  Net-of-Tax Amount
AtDecember 30, 2011$ (2,660) $ (538) $ 11,526 $ 8,328 $ 601 $ 8,929
Unrealized gain on cash flow hedges  -   737   -   737   (258)   479
Realized gain on cash flow hedges  -   (79)   -   (79)   28   (51)
Net defined benefit plan                  
 liability adjustments  1,698   -   -   1,698   (13)   1,685
Foreign currency translation gain  -   -   1,905   1,905   -   1,905
AtDecember 28, 2012$ (962) $ 120 $ 13,431 $ 12,589 $ 358 $ 12,947
Fair Value (Tables)
 AtDecember 30, 2011$ -
 Contingent consideration liability recorded  1,500
 Fair value adjustments  30
 AtDecember 28, 2012$1,530
 The recurring Level 3 fair value measurements of the Company's contingent consideration liability include the following significant unobservable inputs (dollars in thousands):
 Contingent Consideration Liability Fair Value at December 28, 2012 Valuation Technique Unobservable Inputs
 Financial milestones $870 Discounted cash flow Discount rate 12%
        Projected year of payment2014
          
 Development milestones$660 Discounted cash flow Discount rate 20%
        Projected year of payment2015
 The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands):
              
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 28, Assets Inputs Inputs
Description 2012 (Level 1) (Level 2) (Level 3)
Assets            
Foreign currency contracts (Note 15) $757 $ - $757 $ -
              
Liabilities            
Accrued contingent consideration $ 1,530 $ - $ - $ 1,530
Interest rate swap   638   -   638   -
              
              
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 30, Assets Inputs Inputs
Description 2011 (Level 1) (Level 2) (Level 3)
Liabilities            
Foreign currency contracts $ 538 $ - $ 538 $ -
              
 The following table provides information regarding assets and liabilities recorded at fair value on a nonrecurring basis (in thousands):
   Fair Value Measurements Using
      Quoted      
      Prices in Significant   
      Active Markets Other Significant
   At for Identical Observable Unobservable
   December 28, Assets Inputs Inputs
Description 2012 (Level 1) (Level 2) (Level 3)
Assets            
Assets Held for Sale - Swiss orthopaedic           
 disposal group (Note 5) $ 4,499 $ - $ 4,499 $ -
Cost method investment   86   -   86   -

Business Segment (Tables)
    Year Ended
    December 28, December 30, December 31,
 Sales:2012 2011 2010
 Implantable Medical        
  Cardiac/Neuromodulation$ 309,124 $ 303,690 $ 303,521
  Vascular   51,980   45,098   38,000
  Orthopaedic  122,061   140,277   118,748
   Total Implantable Medical  483,165   489,065   460,269
 Electrochem        
  Portable Medical  81,659   9,609   8,432
  Energy/Environmental  67,046   58,934   54,668
  Other  14,307   11,214   10,056
   Total Electrochem  163,012   79,757   73,156
   Total sales$ 646,177 $ 568,822 $ 533,425
    Year Ended
     December 28,  December 30,  December 31,
   2012  2011  2010
 Segment income from operations:        
  Implantable Medical$ 24,908 $ 62,461 $ 62,477
  Electrochem  21,631   14,965  22,195
 Total segment income from operations  46,539   77,426   84,672
 Unallocated operating expenses (20,718)  (15,727)  (15,678)
 Operating income as reported  25,821   61,699   68,994
 Unallocated other expense (19,091)  (13,307)  (19,669)
 Income before provision for income taxes as reported$ 6,730 $ 48,392 $ 49,325
    Year Ended
    December 28, December 30, December 31,
  2012 2011 2010
 Depreciation and Amortization:        
  Implantable Medical$ 32,928 $ 28,571 $ 28,117
  Electrochem  7,522   2,965  2,660
 Total depreciation and amortization included        
  in segment income from operations  40,450   31,536   30,777
 Unallocated depreciation and amortization  18,475   16,159   15,670
 Total depreciation and amortization$ 58,925 $ 47,695 $ 46,447
    Year Ended
     December 28,  December 30,  December 31,
   2012  2011  2010
 Expenditures for tangible long-lived assets,        
  excluding acquisitions:        
  Implantable Medical$ 32,130 $ 22,509 $ 15,088
  Electrochem  4,327   1,072  763
 Total reportable segments  36,457   23,581   15,851
 Unallocated long-lived tangible assets  4,709   741   1,120
 Total expenditures$ 41,166 $ 24,322 $ 16,971
    At
    December 28, December 30,
  2012 2011
 Identifiable assets:     
  Implantable Medical$ 670,135 $ 653,628
  Electrochem  167,505   161,904
 Total reportable segments  837,640   815,532
 Unallocated assets  52,235   65,815
 Total assets$ 889,875 $ 881,347
    Year Ended
    December 28, December 30, December 31,
  2012 2011 2010
 Sales by geographic area:
  United States$ 330,537 $ 256,987 $ 243,827
 Non-Domestic locations:        
  Puerto Rico  105,731   94,059   88,369
  Belgium  58,043   62,978   58,014
  United Kingdom & Ireland  43,938   54,029   56,903
  Rest of world  107,928   100,769   86,312
   Total sales$ 646,177 $ 568,822 $ 533,425

  At
  December 28, December 30,
 Long-lived tangible assets:2012 2011
 United States$ 123,104 $ 113,693
 Rest of world  27,789   32,113
 Total$ 150,893 $ 145,806
 A significant portion of the Company’s sales and accounts receivable were to four customers as follows:
             
    Sales Accounts Receivable
    Year Ended At
    December 28, December 30, December 31, December 28, December 30,
  2012 2011 2010 2012 2011
 Customer A19% 19% 21% 7% 7%
 Customer B16% 19% 19% 21% 23%
 Customer C11% 13% 12% 6% 6%
 Customer D6% 8% 10% 6% 6%
    52% 59% 62% 40% 42%
Quarterly Sales and Earnings Data - Unaudited (Tables)
Schedule of Quarterly Financial Information [Table Text Block]
  4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
  (in thousands, except per share data)
 2012           
 Sales$ 159,186 $ 161,340 $ 166,548 $ 159,103
 Gross profit  51,874   50,954   51,933   46,888
 Net income (loss) (5,556)  (7,561)   3,851   4,467
 EPS - basic (0.23)  (0.32)   0.16   0.19
 EPS - diluted (0.23)  (0.32)   0.16   0.19
             
 2011           
 Sales$ 141,746 $ 131,718 $ 146,524 $ 148,834
 Gross profit  44,672   41,907   46,604   47,170
 Net income  5,639  6,989   8,550   11,944
 EPS - basic  0.24  0.30   0.37   0.51
 EPS - diluted  0.24  0.30   0.36   0.51
Basis of Presentation (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Segment
Dec. 30, 2011
Dec. 31, 2010
Basis of Presentation [Abstract]
 
 
 
Number of Reportable Segments
 
 
Weeks In Reporting Period
Fifty-two 
Fifty-two 
Fifty-two 
Schedule of Assets Useful Life [Line Items]
 
 
 
Customer Supplied Components Excluded From Revenue
$ 32.6 
$ 27.9 
$ 29.9 
Foreign Currency Transaction Gain (Loss), Realized
$ (0.3)
$ (0.1)
$ (0.9)
PatentedTechnologyMember |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
5 years 
 
 
PatentedTechnologyMember |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
15 years 
 
 
Customer Lists [Member] |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
7 years 
 
 
Customer Lists [Member] |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
20 years 
 
 
Other Intangible Assets [Member] |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
1 year 
 
 
Other Intangible Assets [Member] |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
10 years 
 
 
Building and Building Improvements [Member] |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
7 years 
 
 
Building and Building Improvements [Member] |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
40 years 
 
 
Machinery and Equipment [Member] |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
3 years 
 
 
Machinery and Equipment [Member] |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
8 years 
 
 
Office Equipment [Member] |
Minimum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
3 years 
 
 
Office Equipment [Member] |
Maximum [Member]
 
 
 
Schedule of Assets Useful Life [Line Items]
 
 
 
Property, Plant and Equipment, Useful Life
10 years 
 
 
Acquisitions (Narrative) (Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Business Acquisition [Line Items]
 
 
Purchase Price Payable
$ 0 
$ 5,690,000 
Neuro Nexus Technologies Inc [Member]
 
 
Business Acquisition [Line Items]
 
 
Total revenue included from the acquired entity
2,500,000 
 
Total net income included from the acquired entity
(200,000)
 
Business Acquisition, Cost of Acquired Entity, Cash Paid
11,700,000 
 
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High
2,000,000 
 
Business Acquisition, Contingent Consideration, at Fair Value
1,500,000 
 
Business Acquisition, Purchase Price Allocation, Assets Acquired
14,571,000 
 
Business Acquisition, Purchase Price Allocation, Liabilities Assumed
1,360,000 
 
Neuro Nexus Technologies Inc [Member] |
Patented Technology [Member]
 
 
Business Acquisition [Line Items]
 
 
Acquired Finite Lived Intangible Asset Minimum Royalty Rate Assumed
2.00% 
 
Acquired Finite Lived Intangible Asset Maximum Royalty Rate Assumed
6.00% 
 
Neuro Nexus Technologies Inc [Member] |
In Process Research And Development [Member]
 
 
Business Acquisition [Line Items]
 
 
Estimated CostTo Complete In Process Research And Development Programs Acquired
1,500,000 
 
Micro Power Electronics Inc [Member]
 
 
Business Acquisition [Line Items]
 
 
Total revenue included from the acquired entity
 
2,500,000 
Total net income included from the acquired entity
 
Business Acquisition, Cost of Acquired Entity, Cash Paid
 
57,600,000 
BusinessAcquisitionCostOfAcquiredEntityTransactionCosts
 
7,600,000 
Debt Paid For Acquiree
 
6,600,000 
Amount Borrowed To Fund Acquisition
 
45,000,000 
Purchase Price Payable
 
5,700,000 
Business Acquisition, Purchase Price Allocation, Assets Acquired
 
88,169,000 
Business Acquisition, Purchase Price Allocation, Liabilities Assumed
 
16,367,000 
Adjustment To Purchase Price Allocation Amortizing Intangible Assets
400,000 
 
Adjustment To Purchase Price Allocation Goodwill
$ 400,000 
 
Micro Power Electronics Inc [Member] |
Patented Technology [Member]
 
 
Business Acquisition [Line Items]
 
 
Acquired Finite Lived Intangible Asset Minimum Royalty Rate Assumed
 
2.00% 
Acquired Finite Lived Intangible Asset Maximum Royalty Rate Assumed
 
4.00% 
Micro Power Electronics Inc [Member] |
Trade Names Member [Member]
 
 
Business Acquisition [Line Items]
 
 
Acquired Finite Lived Intangible Asset Maximum Royalty Rate Assumed
 
0.50% 
Acquisitions (Details 1) (USD $)
Dec. 28, 2012
Neuro Nexus Technologies Inc [Member]
Dec. 30, 2011
Micro Power Electronics Inc [Member]
Business Acquisition [Line Items]
 
 
Current assets
$ 618,000 
$ 25,620,000 
Property, plant and equiptment
35,000 
1,650,000 
Amortizing intangible assets
2,927,000 
28,914,000 
Indefinite-lived intangible assets
540,000 
 
Goodwill
8,875,000 
31,891,000 
Other assets
1,576,000 
94,000 
Total assets acquired
14,571,000 
88,169,000 
Current liabilities
420,000 
13,679,000 
Deferred income taxes
940,000 
 
Long-term liabilities
 
2,688,000 
Total liabilities assumed
1,360,000 
16,367,000 
Net assets acquired
13,211,000 
71,802,000 
Inventory Stepup
 
$ 700,000 
Acquisitions (Details 2) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Neuro Nexus Technologies Inc [Member]
Dec. 30, 2011
Micro Power Electronics Inc [Member]
Dec. 28, 2012
Patented Technology [Member]
Neuro Nexus Technologies Inc [Member]
Dec. 30, 2011
Patented Technology [Member]
Micro Power Electronics Inc [Member]
Dec. 28, 2012
Customer Lists [Member]
Neuro Nexus Technologies Inc [Member]
Dec. 30, 2011
Customer Lists [Member]
Micro Power Electronics Inc [Member]
Dec. 30, 2011
Trade Names Member [Member]
Micro Power Electronics Inc [Member]
Dec. 30, 2011
Noncompete Agreements [Member]
Micro Power Electronics Inc [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
 
 
 
Amortizing intangible assets
$ 2,927 
$ 28,914 
$ 1,058 
$ 8,051 
$ 1,869 
$ 19,569 
$ 379 
$ 915 
Weighted Average Amortization Period (Years)
7 years 
4 years 
6 years 
4 years 
7 years 
5 years 
2 years 
4 years 
Weighted Average Useful Life (Years)
13 years 
13 years 
10 years 
10 years 
15 years 
14 years 
2 years 
8 years 
Weighted Average Discount Rate
13.00% 
13.00% 
14.00% 
14.00% 
13.00% 
12.00% 
13.00% 
14.00% 
Minimum royalty rate assumed in valuation
 
 
2.00% 
2.00% 
 
 
 
 
Maximum royalty rate assumed in valuation
 
 
6.00% 
4.00% 
 
 
0.50% 
 
Acquisition (Acquired Indefinite-lived Intangible Assets) (Details) (In Process Research And Development [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
In Process Research And Development [Member]
 
Acquired Indefinite-lived Intangible Assets [Line Items]
 
Indefinite-lived intangible assets
$ 540 
Weighted Average Useful Life (Years)
12 years 
Weighted Average Discount Rate
26.00% 
Acquisitions (Pro Forma Information) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Business Acquisition, Pro Forma Information [Abstract]
 
 
Sales
$ 646,617 
$ 636,502 
Net income
$ (4,973)
$ 32,306 
Basic earnings per share
$ (0.21)
$ 1.39 
Diluted earnings per share
$ (0.21)
$ 1.37 
Supplemental Cash Flow Information (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
 
 
 
Stock Issued During Period, Value, Employee Benefit Plan
$ 4,793 
$ 0 
$ 0 
Property, plant and equipment purchases included in accounts payable
2,522 
4,455 
2,614 
Unsettled purchase of treasury stock
Interest Paid
6,230 
6,148 
8,498 
Income Taxes Paid
4,909 
5,259 
3,826 
Acquisition of noncash assts
14,396 
87,766 
350 
Liabilities Assumed
$ 1,244 
$ 16,483 
$ 0 
Inventories (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Inventory Disclosure [Abstract]
 
 
Inventory Raw Materials
$ 58,204 
$ 49,773 
Inventory, Work in Process
30,022 
36,603 
Inventory, Finished Goods
18,386 
23,537 
Inventories
$ 106,612 
$ 109,913 
Assets Held For Sale (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
$ 5,442 
$ 0 
Inventory [Member] |
Wireless Sensing [Member] |
Electrochem [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
288 
Inventory [Member] |
Swiss Orthopaedic Product Line [Member] |
Implantable Medical [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
2,552 
Property Plant Equipment [Member] |
Swiss Orthopaedic Product Line [Member] |
Implantable Medical [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
1,471 
Purchased Technology And Patents [Member] |
Wireless Sensing [Member] |
Electrochem [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
655 
Purchased Technology And Patents [Member] |
Swiss Orthopaedic Product Line [Member] |
Implantable Medical [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
476 
Goodwill [Member] |
Swiss Orthopaedic Product Line [Member] |
Implantable Medical [Member]
 
 
Assets Held For Sale Detail [Line Items]
 
 
Assets Held For Sale Current
$ 2,900 
 
Assets Held For Sale (Narrative) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2010
Assets Held For Sale Current [Abstract]
 
Impairment Of Long Lived Assets To Be Disposed Of
$ 1.0 
Property, Plant and Equipment (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
$ 330,074 
$ 312,324 
Accumulated depreciation
(179,181)
(166,518)
Total
150,893 
145,806 
Machinery and Equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
150,344 
149,136 
Building and Building Improvements [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
87,357 
75,229 
Computer Equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
29,823 
33,881 
Leasehold Improvements [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
20,520 
17,426 
Furniture and Fixtures [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
13,414 
11,282 
Land and Land Improvements [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
12,499 
11,075 
Construction in Progress [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
15,441 
13,302 
Other Capitalized Property Plant and Equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, Plant and Equipment, Gross
$ 676 
$ 993 
Property, Plant and Equipment (Depreciation Expense) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Property, Plant and Equipment [Abstract]
 
 
 
Depreciation
$ 31,575 
$ 25,672 
$ 26,104 
Intangible Assets (Narrative) (Details) (USD $)
12 Months Ended
Dec. 30, 2011
Dec. 28, 2012
Finite-Lived Intangible Assets [Line Items]
 
 
Contingent Liability From Intangible Asset Purchase
$ 3,000,000 
 
Weighted Average Amortization Period Purchased Assets
11 years 
 
Goodwill, Impaired, Accumulated Impairment Loss
 
Purchased Technology And Patents [Member]
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Purchase of technology and patents
$ 6,300,000 
 
Intangible Assets (Amortizing Intangible Assets) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Finite-Lived Intangible Assets [Line Items]
 
 
Gross Carrying Amount
$ 168,267 
$ 168,886 
Accumulated Amortization
(84,929)
(72,082)
Foreign Currency Translation
4,007 
3,454 
Net Carrying Amount
87,345 
100,258 
Purchased Technology And Patents [Member]
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross Carrying Amount
95,576 
97,324 
Accumulated Amortization
(61,659)
(54,054)
Foreign Currency Translation
1,932 
842 
Net Carrying Amount
35,849 
44,112 
Customer Lists [Member]
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross Carrying Amount
68,257 
66,388 
Accumulated Amortization
(18,929)
(14,009)
Foreign Currency Translation
1,270 
1,807 
Net Carrying Amount
50,598 
54,186 
Other Intangible Assets [Member]
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross Carrying Amount
4,434 
5,174 
Accumulated Amortization
(4,341)
(4,019)
Foreign Currency Translation
805 
805 
Net Carrying Amount
$ 898 
$ 1,960 
Intangible Assets (Amortization Expense by categories) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Amortization Expense
$ 14,261 
$ 10,456 
$ 9,662 
Cost of Sales [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Amortization Expense
7,489 
6,163 
5,897 
Selling General And Administrative Expense [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Amortization Expense
6,227 
3,926 
3,765 
Research and Development Expense [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Amortization Expense
$ 545 
$ 367 
$ 0 
Intangible Assets (Future Amortization Expense) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Goodwill and Intangible Assets Disclosure [Abstract]
 
2013
$ 13,189 
2014
13,424 
2015
12,373 
2016
10,078 
2017
8,956 
Thereafter
29,325 
Net Carrying Amount
$ 87,345 
Intangible Assets (Change in Indefinite-lived Assets ) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Indefinite-lived Intangible Assets [Roll Forward]
 
Indefinite-lived intangible assets, beginning
$ 20,288 
Indefinite-lived assets acquired
540 
Indefinite-lived intangible assets, ending
20,828 
Goodwill [Roll Forward]
 
Goodwill, beginning
338,653 
Goodwill, Acquired During Period
9,288 
Goodwill, Translation Adjustments
1,094 
Goodwill, ending
349,035 
Goodwill, Impaired, Accumulated Impairment Loss
Implantable Medical [Member]
 
Goodwill [Roll Forward]
 
Goodwill, beginning
297,232 
Goodwill, Acquired During Period
8,875 
Goodwill, Translation Adjustments
1,094 
Goodwill, ending
307,201 
Electrochem [Member]
 
Goodwill [Roll Forward]
 
Goodwill, beginning
41,421 
Goodwill, Acquired During Period
413 
Goodwill, Translation Adjustments
Goodwill, ending
41,834 
Trademarks And Tradenames [Member]
 
Indefinite-lived Intangible Assets [Roll Forward]
 
Indefinite-lived intangible assets, beginning
20,288 
Indefinite-lived assets acquired
Indefinite-lived intangible assets, ending
20,288 
In Process Research And Development [Member]
 
Indefinite-lived Intangible Assets [Roll Forward]
 
Indefinite-lived intangible assets, beginning
Indefinite-lived assets acquired
540 
Indefinite-lived intangible assets, ending
$ 540 
Accrued Expenses (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Accounts Payable and Accrued Liabilities [Abstract]
 
 
Salaries and benefits
$ 12,704 
$ 13,618 
Profit sharing and bonuses
12,488 
19,971 
Warranty
2,626 
2,013 
Swiss Orthopaedic Consolidation Accrued Severance
9,567 
Micro Power Purchase Price Payable
5,690 
Other
8,130 
11,247 
Accrued expenses current
$ 45,515 
$ 52,539 
Debt (Narratives) (Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Line of Credit Facility [Abstract]
 
 
 
Line of Credit Facility, Maximum Borrowing Capacity
$ 400,000,000 
 
 
Line Of Credit Facility Borrowing Capacity Increase
200,000,000 
 
 
Letter of Credit Subfacility Maximum Borrowing Capacity
15,000,000 
 
 
Swingline Subfacility Maximum Borrowing Capacity
15,000,000 
 
 
Line of Credit Facility, Expiration Date
Jun. 24, 2016 
 
 
Accelerated Line Of Credit Facility Expiration Date
Mar. 01, 2013 
 
 
Line of Credit Facility, Covenant Terms
The Credit Facility requires the Company to maintain a rolling four quarter ratio of adjusted EBITDA to interest expense of at least 3.0 to 1.0, and a total leverage ratio of not greater than 4.0 to 1.0. The calculation of adjusted EBITDA and total leverage ratio excludes non-cash charges, extraordinary, unusual, or non-recurring expenses or losses, non-cash stock-based compensation, and non-recurring expenses or charges incurred in connection with permitted acquisitions. 
 
 
Line Of Credit Aggregate Restricted Activities Limit
250,000,000 
 
 
Line Of Credit Maximum Permitted Acquisitions
250,000,000 
 
 
Line Of Credit Maximum Other Investment Purchases
60,000,000 
 
 
Line Of Credit Maximum Stock Repurchases
60,000,000 
 
 
Line Of Credit Maximum Convertible Debt Retirement
198,000,000 
 
 
Leverage Ratio Required To Reset Credit Facility Restrictions
2.75 to 1.0 
 
 
Credit Facility Restriction Available
100.00% 
 
 
Line Of Credit Aggregate Restricted Activities Limit Remaining
248,000,000 
 
 
Line Of Credit Maximum Other Investment Purchases Remaining
58,000,000 
 
 
EBITDA Covenant Restriction
3.0 to 1.0 
 
 
Total Leverage Covenant Restriction
4.0 to 1.0 
 
 
Line of Credit Facility, Covenant Compliance
As of December 28, 2012, the Company was in compliance with all covenants. 
 
 
Line of Credit Facility, Interest Rate at Period End
2.07% 
 
 
Line of Credit Facility, Remaining Borrowing Capacity
367,000,000 
 
 
Debt Instrument [Line Items]
 
 
 
Interest expense
18,055,000 
16,928,000 
18,519,000 
Convertible Subordinated Debt [Member]
 
 
 
Line of Credit Facility [Abstract]
 
 
 
Date Convertible Notes Repaid
Feb. 20, 2013 
 
 
Minimum [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Line Of Credit Facility Commitment Fee Percentage
0.175% 
 
 
Minimum [Member] |
Credit Facility
 
 
 
Debt Instrument [Line Items]
 
 
 
Interest Margin Above Prime
0.00% 
 
 
Interest Margin Above LIBOR
1.50% 
 
 
Minimum [Member] |
Bridge Loan [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Interest Margin Above Prime
0.00% 
 
 
Maximum [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Line Of Credit Facility Commitment Fee Percentage
0.25% 
 
 
Maximum [Member] |
Credit Facility
 
 
 
Debt Instrument [Line Items]
 
 
 
Interest Margin Above Prime
1.00% 
 
 
Interest Margin Above LIBOR
3.00% 
 
 
Maximum [Member] |
Bridge Loan [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Interest Margin Above Prime
1.00% 
 
 
Interest Rate Swap [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Interest expense
400,000 
1,700,000 
Interest rate swap amortize per year
$ 50,000,000 
 
 
Derivative Amortization Effective Date
2013-02 
 
 
Debt (Narratives 2) (Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 28, 2012
Convertible Subordinated Debt [Member]
Debt Instrument [Line Items]
 
 
 
Debt Instrument, Issuance Date
 
 
Mar. 01, 2007 
Convertible Subordinated Debt
$ 197,782,000 
$ 197,782,000 
$ 197,800,000 
Debt Discount Percentage at Issuance
 
 
5.00% 
Debt Instrument, Interest Rate, Stated Percentage
 
 
2.25% 
Debt Instrument, Frequency of Periodic Payment
 
 
Semi-annually 
Debt Instrument, Maturity Date
 
 
Jun. 15, 2013 
Date Convertible Notes Repaid
 
 
Feb. 20, 2013 
Debt Instrument, Convertible, Conversion Price
 
 
$ 34.70 
Debt Instrument, Convertible, Conversion Ratio
 
 
28.8219 
Debt Instrument, Face Amount
 
 
1,000 
Convertible Subordinated Notes Fair Value
 
 
197,800,000 
Debt Instrument, Interest Rate, Effective Percentage
 
 
8.50% 
Debt Instrument, Convertible, Carrying Amount of Equity Component
 
 
$ 4,600,000 
Closing Stock Price
 
 
$ 22.89 
Events When Debt Can Be Converted
 
 
CSN were convertible at the option of the holders at such time as: (i) the closing price of the Company’s common stock exceeds 150% of the conversion price of the notes for 20 out of 30 consecutive trading days; (ii) the trading price per $1,000 of principal is less than 98% of the product of the closing sale price of common stock for each day during any five consecutive trading day period and the conversion rate per $1,000 of principal; (iii) CSN have been called for redemption; (iv) the Company distributes to all holders of common stock rights or warrants entitling them to purchase additional shares of common stock at less than the average closing price of common stock for the ten trading days immediately preceding the announcement of the distribution; (v) the Company distributes to all holders of common stock any form of dividend which has a per share value exceeding 5% of the price of the common stock on the day prior to such date of distribution; (vi) the Company effects a consolidation, merger, share exchange or sale of assets pursuant to which its common stock is converted to cash or other property; (vii) the occurrence of the period beginning 60 days prior to but excluding June 15, 2013; and (viii) certain fundamental changes, as defined in the indenture governing the notes, occur or are approved by the Board of Directors 
Premium Make Whole Amount
 
 
6.3 
Debt Instrument, Call Date, Earliest
 
 
Jun. 20, 2012 
Debt (Oustanding Interest Rate Swap) (Details) (Interest Rate Swap [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Interest Rate Swap [Member]
 
Derivative [Line Items]
 
Type of Hedge
Cash flow Interest rate swap 
Notional Amount
$ 150,000 
Derivative Start Date
Feb-13 
Derivative End Date
Feb-16 
Derivative, Fixed Interest Rate
0.573% 
Fair Value
$ (638)
Balance Sheet Location
Other Long-Term Liabilities 
Debt (Long-term debt components) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Debt Disclosure [Abstract]
 
 
Line of Credit Facility, Amount Outstanding
$ 33,000 
$ 55,000 
Convertible Subordinated Debt
197,782 
197,782 
Debt Instrument, Unamortized Discount
(5,368)
(16,832)
Long-term debt
$ 225,414 
$ 235,950 
Debt (contractual interest and discount amortization) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Interest Costs Incurred [Abstract]
 
 
 
Contractual interest
$ 4,450 
$ 4,450 
$ 4,450 
Discount amortization
$ 11,464 
$ 10,320 
$ 9,657 
Debt (Deferred Financing Fees) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Deferred Finance Costs [Roll Forward]
 
 
Deferred Finance Costs, Net, Beginning Balance
$ 3,149 
$ 2,005 
Financing Costs Deferred
 
2,213 
Financing Costs Written Off
 
(51)
Amortization Of Financing Costs
(1,093)
(1,018)
Deferred Finance Costs, Net, Ending Balance
$ 2,056 
$ 3,149 
Defined Benefit Plans (Narrative) (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Defined Contribution Plan Cash [Member]
 
 
 
Defined Contribution And Benefit Plan Disclosure [Line Items]
 
 
 
Defined Contribution Plan, Employer Matching Contribution, Percent
35.00% 
 
 
Defined Contribution Plan, Maximum Annual Contribution Per Employee, Percent
6.00% 
 
 
Defined Contribution Plan, Cost Recognized
$ 2.0 
$ 1.6 
$ 1.5 
Defined Contribution Plan Stock [Member]
 
 
 
Defined Contribution And Benefit Plan Disclosure [Line Items]
 
 
 
Defined Contribution Plan, Employer Discretionary Contribution Amount
1.9 
5.1 
Defined Contribution Pension [Member]
 
 
 
Defined Contribution And Benefit Plan Disclosure [Line Items]
 
 
 
Defined Contribution Plan, Employer Matching Contribution, Percent
4.00% 
 
 
Shares Held In Employee Stock Plan
653,455 
 
 
Education Assistance Program [Member]
 
 
 
Defined Contribution And Benefit Plan Disclosure [Line Items]
 
 
 
Defined Contribution Plan, Cost Recognized
$ 2.2 
$ 1.5 
$ 1.3 
Defined Benefit Plans (Change in projected benefit obligation) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
 
 
Defined Benefit Plan, Benefit Obligation Beginning
$ 17,053 
$ 15,961 
Service cost
1,115 
1,127 
Interest cost
409 
483 
Prior service cost and plan amendments
(457)
Plan participants' contribution
976 
999 
Actuarial (gain) loss
958 
393 
Benefits paid
229 
(1,396)
Settlements
(4,934)
Foreign currency translation
409 
(57)
Defined Benefit Plan, Benefit Obligation Ending
$ 16,215 
$ 17,053 
Defined Benefit Plans (Change in fair value of plan assets) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
 
 
Fair value of plan assets at beginning of year
$ 11,484 
$ 11,314 
Employer contributions
1,050 
1,041 
Plan participants' contribution
976 
999 
Actual loss on plan assets
644 
(443)
Benefits paid
229 
(1,380)
Settlements
(2,424)
Foreign currency translation
310 
(47)
Fair value of plan assets at end of year
12,269 
11,484 
Projected benefit obligation in excess of plan assets at end of the year
3,946 
5,569 
Pension liability classified as other current liabilities
23 
21 
Pension liability classified as long-term liabilities
3,923 
5,548 
Accumulated benefit obligation at end of year
$ 14,606 
$ 14,962 
Defined Benefit Plans (Amount recognized in Accumulated Other Comprehensive Income) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract]
 
 
Net loss occurring during the year
$ 740 
$ 1,306 
Amortization of losses
(3,064)
(59)
Prior service cost
342 
(459)
Amortization of prior service cost
(10)
(137)
Foreign currency translation
294 
(5)
Pre-tax adjustment
(1,698)
646 
Taxes
13 
(80)
Net loss
$ (1,685)
$ 566 
Defined Benefit Plans (Amortization to ber recognized in Accumulated Other Comprehensive Income) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract]
 
Amortization of net prior service credit
$ 31 
Amortization of net loss
$ 7 
Defined Benefit Plans (Net Pension Costs) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
 
 
Service cost
$ 1,115 
$ 1,127 
Interest cost
409 
483 
Expected Return on Plan Assets
(425)
(470)
Recognized net actuarial loss
222 
200 
Defined Benefit Plan, Net Periodic Benefit Cost
$ 1,321 
$ 1,340 
Defined Benefit Plans (Acturial valuations) (Details)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]
 
 
 
Discount rate
2.10% 
2.50% 
 
Salary growth
2.40% 
2.30% 
 
Expected rate of return on assets
0.00% 
3.50% 
 
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
 
 
 
Discount rate
2.50% 
2.90% 
3.00% 
Salary growth
2.30% 
2.50% 
2.50% 
Expected rate of return on assets
3.50% 
3.80% 
4.00% 
Defined Benefit Plans (Plan assets components) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
$ 12,269 
$ 11,484 
$ 11,314 
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
12,269 
10,420 
 
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1,064 
 
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Cash And Cash Equivalents [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
12,269 
179 
 
Cash And Cash Equivalents [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
12,269 
179 
 
Cash And Cash Equivalents [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Cash And Cash Equivalents [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Equity Securities, US Companies [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,019 
 
Equity Securities, US Companies [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,019 
 
Equity Securities, US Companies [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Equity Securities, US Companies [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Equity Securities, International Companies [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
2,155 
 
Equity Securities, International Companies [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
2,155 
 
Equity Securities, International Companies [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Equity Securities, International Companies [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Equity Securities, Emerging Markets [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
415 
 
Equity Securities, Emerging Markets [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
415 
 
Equity Securities, Emerging Markets [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Equity Securities, Emerging Markets [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Foreign Government Debt Securities [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
4,057 
 
Foreign Government Debt Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
4,057 
 
Foreign Government Debt Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Foreign Government Debt Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Corporate Debt Securities [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,860 
 
Corporate Debt Securities [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,860 
 
Corporate Debt Securities [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Corporate Debt Securities [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Real Estate [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,064 
 
Real Estate [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Real Estate [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
1,064 
 
Real Estate [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Other Investments in Plan Assets [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
735 
 
Other Investments in Plan Assets [Member] |
Fair Value, Inputs, Level 1 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
735 
 
Other Investments in Plan Assets [Member] |
Fair Value, Inputs, Level 2 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
 
Other Investments in Plan Assets [Member] |
Fair Value, Inputs, Level 3 [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
$ 0 
 
Stock-Based Compensation (Narratives) (Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Incremental Compensation Cost
 
 
$ 700,000 
Stock Options [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Closing Stock Price
$ 22.9 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Stock Options
2,300,000 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition
2 years 
 
 
Stock Options [Member] |
Minimum [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Stock Options [Member] |
Maximum [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
4 years 
 
 
Maximum Term Of Share Based Award
10 years 
 
 
Restricted Stock and Restricted Stock Units [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition
2 years 
 
 
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense
(20,000)
8,000 
10,000 
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Share-based Awards Other than Options
6,200,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Total Fair Value
$ 1,500,000 
$ 1,900,000 
$ 4,100,000 
Restricted Stock and Restricted Stock Units [Member] |
Minimum [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
3 years 
 
 
Potential Performance Based Restricted Stock Units To Be Issued Based On Shareholder Return
 
 
Restricted Stock and Restricted Stock Units [Member] |
Maximum [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period
4 years 
 
 
Potential Performance Based Restricted Stock Units To Be Issued Based On Shareholder Return
781,446 
 
 
Two Thousand Five Plan [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
2,450,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
59,426 
 
 
Two Thousand Five Plan [Member] |
Restricted Stock and Restricted Stock Units [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
850,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
54,307 
 
 
Two Thousand Nine Plan [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
1,350,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
789,262 
 
 
Two Thousand Nine Plan [Member] |
Restricted Stock and Restricted Stock Units [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
200,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
731 
 
 
Two Thousand Eleven Plan [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
1,000,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
508,233 
 
 
Stock-Based Compensation (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
$ 10,904 
$ 12,082 
$ 6,884 
Employee Stock Option Member
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
2,786 
2,511 
2,617 
Restricted Stock And Unit Awards [Member]
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
6,233 
4,526 
4,267 
401K Stock Plan [Member]
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
1,885 
5,045 
Cost of Sales [Member]
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
2,620 
4,184 
509 
Selling General And Administrative Expense [Member]
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
7,684 
6,630 
5,982 
Research and Development Expense [Member]
 
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
Stock-based compensation
$ 600 
$ 1,268 
$ 393 
Stock-Based Compensation (weighted-average fair value and assumptions) (Details 1)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
 
 
 
Weighted Average Grant Date Fair Value
$ 8.20 
$ 9.37 
$ 8.24 
Risk Free Interest Rate
0.83% 
2.00% 
2.62% 
Expected Volatility Rate
40.00% 
40.00% 
40.00% 
Expected Term (in years)
5 years 4 months 
5 years 4 months 
5 years 5 months 
Expected Dividend Rate
0.00% 
0.00% 
0.00% 
Annual prevesting forfeiture rate
9.00% 
9.00% 
9.00% 
Stock-Based Compensation (time-vested stock option activity) (Details 2) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Stock Options Time Based [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Stock Options Outstanding, Beginning
1,558,771 
1,463,556 
1,362,123 
Option Grants in Period, Gross
395,978 
306,449 
243,155 
Option Exercises in Period
(52,683)
(84,237)
(34,196)
Option Forfeitures and Expirations in Period
(126,219)
(126,997)
(107,526)
Stock Options Outstanding, Ending
1,775,847 
1,558,771 
1,463,556 
Options Expected to Vest, Number
1,725,786 
 
 
Options Exercisable, Number
1,458,885 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
 
 
 
Options Outstanding, Weighted Average Exercise Price, Beginning
$ 23.42 
$ 23.46 
$ 23.94 
Option Grants in Period, Weighted Average Exercise Price
$ 22.19 
$ 23.98 
$ 20.57 
Option Exercises in Period, Weighted Average Exercise Price
$ 20.77 
$ 21.41 
$ 19.26 
Option Forfeitures and Expirations in Period, Weighted Average Exercise Price
$ 24.21 
$ 26.47 
$ 24.43 
Options Outstanding, Weighted Average Exercise Price, Ending
$ 23.17 
$ 23.42 
$ 23.46 
Options Expected to Vest, Weighted Average Exercise Price
$ 23.22 
 
 
Options Exercisable, Weighted Average Exercise Price
$ 23.32 
 
 
Options Outstanding, Weighted Average Remaining Contractual Term
6 years 
 
 
Options Expected to Vest, Weighted Average Remaining Contractual Term
6 years 
 
 
Options Exercisable, Weighted Average Remaining Contractual Term
5 years 5 months 
 
 
Options Outstanding, Intrinsic Value
$ 2.2 
 
 
Options Expected to Vest, Intrinsic Value
2.1 
 
 
Options Exercisable, Intrinsic Value
1.9 
 
 
Stock Options Performance Based [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Stock Options Outstanding, Beginning
478,364 
744,523 
1,001,984 
Option Grants in Period, Gross
Option Exercises in Period
(7,657)
(26,478)
Option Forfeitures and Expirations in Period
(185,782)
(239,681)
(257,461)
Stock Options Outstanding, Ending
284,925 
478,364 
744,523 
Options Expected to Vest, Number
284,925 
 
 
Options Exercisable, Number
284,925 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
 
 
 
Options Outstanding, Weighted Average Exercise Price, Beginning
$ 24.44 
$ 23.68 
$ 24.48 
Option Grants in Period, Weighted Average Exercise Price
$ 0 
$ 0 
$ 0 
Option Exercises in Period, Weighted Average Exercise Price
$ 22.04 
$ 22.53 
$ 0 
Option Forfeitures and Expirations in Period, Weighted Average Exercise Price
$ 26.35 
$ 22.29 
$ 26.81 
Options Outstanding, Weighted Average Exercise Price, Ending
$ 23.26 
$ 24.44 
$ 23.68 
Options Expected to Vest, Weighted Average Exercise Price
$ 23.26 
 
 
Options Exercisable, Weighted Average Exercise Price
$ 23.26 
 
 
Options Outstanding, Weighted Average Remaining Contractual Term
4 years 4 months 
 
 
Options Expected to Vest, Weighted Average Remaining Contractual Term
4 years 4 months 
 
 
Options Exercisable, Weighted Average Remaining Contractual Term
4 years 4 months 
 
 
Options Outstanding, Intrinsic Value
0.1 
 
 
Options Expected to Vest, Intrinsic Value
0.1 
 
 
Options Exercisable, Intrinsic Value
$ 0.1 
 
 
Stock-Based Compensation (Exercise of stock option) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
 
 
 
Intrinsic value
$ 148 
$ 501 
$ 112 
Cash received
1,263 
2,401 
659 
Tax (expense) benefit realized
$ (132)
$ (146)
$ (41)
Stock-Based Compensation (Restricted Stock and Restricted Stock Units)(Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Restricted Stock And Restricted Stock Units Time Based [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Nonvested Restricted Stock Units and Awards, Beginning
69,942 
123,386 
160,998 
Restricted Stock Units and Awards Granted
92,265 
31,625 
124,747 
Restricted Stock Units and Awards Vested
(74,901)
(80,825)
(147,434)
Restricted Stock Units and Awards Forfeited
(7,037)
(4,244)
(14,925)
Nonvested Restricted Stock Units and Awards, Ending
80,269 
69,942 
123,386 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
 
Restricted Stock Units and Awards, Weighted Average Grant Date Fair Value, Beginning
$ 22.69 
$ 22.57 
$ 24.82 
Restricted Stock Units and Awards Granted, Weighted Average Fair Value
$ 23.49 
$ 23.49 
$ 21.11 
Restricted Stock Units and Awards Vested, Weighted Average Fair Value
$ 22.83 
$ 22.80 
$ 23.05 
Restricted Stock Units and Awards Forfeited, Weighted Average Fair Value
$ 22.56 
$ 22.98 
$ 23.45 
Restricted Stock Units and Awards, Weighted Average Grant Date Fair Value, Ending
$ 23.48 
$ 22.69 
$ 22.57 
Restricted Stock And Restricted Stock Units Performance Based [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Nonvested Restricted Stock Units and Awards, Beginning
529,743 
283,797 
24,000 
Restricted Stock Units and Awards Granted
332,918 
279,415 
289,654 
Restricted Stock Units and Awards Vested
(15,500)
(6,600)
(21,558)
Restricted Stock Units and Awards Forfeited
(64,715)
(26,869)
(8,299)
Nonvested Restricted Stock Units and Awards, Ending
782,446 
529,743 
283,797 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
 
Restricted Stock Units and Awards, Weighted Average Grant Date Fair Value, Beginning
$ 16.68 
$ 15.10 
$ 23.07 
Restricted Stock Units and Awards Granted, Weighted Average Fair Value
$ 15.30 
$ 18.21 
$ 14.43 
Restricted Stock Units and Awards Vested, Weighted Average Fair Value
$ 24.64 
$ 17.94 
$ 15.12 
Restricted Stock Units and Awards Forfeited, Weighted Average Fair Value
$ 15.72 
$ 15.85 
$ 14.56 
Restricted Stock Units and Awards, Weighted Average Grant Date Fair Value, Ending
$ 16.02 
$ 16.68 
$ 15.10 
Research, Development and Engineering Costs (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Research and development expense [Line Items]
 
 
 
Research Development And Engineering Costs Net
$ 52,490 
$ 45,513 
$ 45,019 
Research and Development Costs [Member]
 
 
 
Research and development expense [Line Items]
 
 
 
Research Development And Engineering Costs Net
24,071 
19,014 
17,378 
Engineering Costs [Member]
 
 
 
Research and development expense [Line Items]
 
 
 
Research Development And Engineering Costs Net
38,777 
35,472 
34,208 
Customer Cost Reimbursements [Member]
 
 
 
Research and development expense [Line Items]
 
 
 
Research Development And Engineering Costs Net
$ (10,358)
$ (8,973)
$ (6,567)
Other Operating Expense Net (Narrative) (Details) (USD $)
12 Months Ended
Dec. 31, 2010
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Implantable Medical [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Severance And Retention [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Other Restructuring [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Severance And Retention [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Personnel [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Minimum [Member]
Other Restructuring [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Severance And Retention [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Personnel [Member]
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
Maximum [Member]
Other Restructuring [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Personnel [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Other Restructuring [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Minimum [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Minimum [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Minimum [Member]
Personnel [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Maximum [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Maximum [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Maximum [Member]
Personnel [Member]
Dec. 28, 2012
Medical Device Facility Optimization [Member]
Maximum [Member]
Other Restructuring [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Training And Consulting Costs [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Minimum [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Minimum [Member]
Training And Consulting Costs [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Minimum [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Maximum [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Maximum [Member]
Training And Consulting Costs [Member]
Dec. 28, 2012
ERP System Upgrade [Member]
Maximum [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 31, 2010
Two Thousand Seven Eight Consolidations [Member]
Implantable Medical [Member]
Dec. 31, 2010
Two Thousand Seven Eight Consolidations [Member]
Electrochem [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Severance And Retention [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Production Inefficiencies, Moving And Revalidation [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Accelerated Depreciation And Asset Write Offs [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Personnel [Member]
Dec. 28, 2012
Two Thousand Seven Eight Consolidations [Member]
Maximum [Member]
Other Restructuring [Member]
Dec. 28, 2012
Corporate Headquarters Relocation [Member]
Dec. 30, 2011
Micro Power Electronics Inc [Member]
Dec. 31, 2010
Implantable Medical Realignment [Member]
Severance And Retention [Member]
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring And Related Activities Expected Capital Expenditures
 
 
 
 
 
 
$ 25,000,000 
 
 
 
 
 
$ 35,000,000 
 
 
 
 
 
 
 
 
 
$ 15,000,000 
 
 
$ 20,000,000 
 
 
 
 
 
 
$ 4,000,000 
 
 
$ 5,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring And Related Activities Capital Expenditures Incurred To Date
 
 
 
 
 
 
 
 
 
 
 
 
20,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
9,900,000 
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring and Related Cost, Expected Cost
 
 
 
 
 
 
30,000,000 
9,000,000 
   
13,000,000 
   
8,000,000 
36,000,000 
11,000,000 
   
15,000,000 
   
10,000,000 
 
 
 
 
2,000,000 
500,000 
1,000,000 
3,000,000 
1,000,000 
1,500,000 
1,000,000 
 
 
 
5,000,000 
3,000,000 
2,000,000 
7,000,000 
4,500,000 
2,500,000 
 
 
 
 
 
 
 
 
 
 
 
Restructuring and Related Cost, Cost Incurred to Date
 
 
 
 
 
 
 
 
 
 
 
 
33,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
1,500,000 
 
 
 
 
 
 
 
 
 
5,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 
32,482,000 
 
10,049,000 
14,759,000 
7,674,000 
 
 
 
 
 
 
 
 
 
 
 
 
1,525,000 
652,000 
630,000 
243,000 
 
 
 
 
 
 
 
5,041,000 
2,875,000 
2,166,000 
 
 
 
 
 
 
300,000 
1,000,000 
17,300,000 
4,400,000 
5,200,000 
5,300,000 
700,000 
1,700,000 
 
 
2,300,000 
Net cash proceeds from sale of buildings
2,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Write down
1,000,000 
 
3,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Relocation costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,200,000 
 
 
Acquisition related cost with purchase of Micro Power
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 600,000 
 
Other Operating Expense Net (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
$ 42,346 
$ 593 
$ 4,558 
Orthopaedic facility optimization [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
32,482 
425 
225 
Medical device facility optimization [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
1,525 
ERP system upgrade [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
5,041 
2007, 2008 facility shutdowns and consolidations [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
1,348 
Integration costs [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
1,460 
42 
Asset dispositions severance and other [Member]
 
 
 
Other Operating Income Expense Detail [Line Items]
 
 
 
Other operating (income) expense, net
$ 1,838 
$ 168 
$ 2,943 
Other Operating Expense Net Changes in Accrued Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Orthopaedic Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
$ 0 
Restructuring charges
32,482 
Write-offs
(14,759)
Cash payments
(8,156)
Restructuring Reserve, Ending Balance
9,567 
Medical Device Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
1,525 
Cash payments
(1,525)
Restructuring Reserve, Ending Balance
ERP System Upgrade [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
5,041 
Write-offs
(2,166)
Cash payments
(2,706)
Restructuring Reserve, Ending Balance
169 
Severance And Retention [Member] |
Orthopaedic Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
10,049 
Write-offs
Cash payments
(482)
Restructuring Reserve, Ending Balance
9,567 
Production Inefficiencies, Moving And Revalidation [Member] |
Medical Device Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
652 
Cash payments
(652)
Restructuring Reserve, Ending Balance
Training And Consulting Costs [Member] |
ERP System Upgrade [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
2,875 
Write-offs
Cash payments
(2,706)
Restructuring Reserve, Ending Balance
169 
Accelerated Depreciation And Asset Write Offs [Member] |
Orthopaedic Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
14,759 
Write-offs
(14,759)
Cash payments
Restructuring Reserve, Ending Balance
Accelerated Depreciation And Asset Write Offs [Member] |
ERP System Upgrade [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
2,166 
Write-offs
(2,166)
Cash payments
Restructuring Reserve, Ending Balance
Personnel [Member] |
Medical Device Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
630 
Cash payments
(630)
Restructuring Reserve, Ending Balance
Other Restructuring [Member] |
Orthopaedic Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
7,674 
Write-offs
Cash payments
(7,674)
Restructuring Reserve, Ending Balance
Other Restructuring [Member] |
Medical Device Facility Optimization [Member]
 
Restructuring Reserve [Roll Forward]
 
Restructuring Reserve, Beginning Balance
Restructuring charges
243 
Cash payments
(243)
Restructuring Reserve, Ending Balance
$ 0 
Income Taxes (Narratives) (Details) (USD $)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Income Tax Disclosure [Abstract]
 
 
 
Effective Income Tax Rate, Continuing Operations
171.30% 
31.60% 
32.80% 
Unrecognized Tax Benefits, Decreases Resulting from Settlements with Taxing Authorities
$ (522,000)
$ 0 
$ 0 
Unrecognized tax benefit
800,000 
 
 
Reasonably possible reduction within next 12 months
$ 100,000 
 
 
Income Taxes (Income Before Income Tax Domestic And Foreign) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Income Tax Disclosure [Line Items]
 
 
 
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest
$ 6,730 
$ 48,392 
$ 49,325 
UNITED STATES [Member]
 
 
 
Income Tax Disclosure [Line Items]
 
 
 
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest
36,057 
43,610 
46,217 
International [Member]
 
 
 
Income Tax Disclosure [Line Items]
 
 
 
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest
$ (29,327)
$ 4,782 
$ 3,108 
Income Taxes (Provision Benefit of Income Taxes) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Current:
 
 
 
Federal
$ 4,747 
$ 5,150 
$ (671)
State
381 
(40)
179 
International
668 
1,384 
1,260 
Total
5,796 
6,494 
768 
Deferred:
 
 
 
Federal
6,615 
8,028 
15,409 
State
175 
599 
300 
International
(1,057)
149 
(290)
Total
5,733 
8,776 
15,419 
Provision for income taxes
$ 11,529 
$ 15,270 
$ 16,187 
Income Taxes (Effect Tax Rate Reconciliation) (Details)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]
 
 
 
Statutory rate
35.00% 
35.00% 
35.00% 
Loss of Swiss tax holiday
25.60% 
0.00% 
0.00% 
Federal tax credits
0.00% 
(3.70%)
(2.60%)
Foreign rate differential
50.70% 
0.30% 
(0.80%)
Uncertain tax positions
(10.10%)
(1.30%)
(1.30%)
State taxes, net of federal benefit
4.90% 
0.30% 
(0.30%)
Valuation allowance
67.60% 
0.10% 
1.70% 
Other
(2.40%)
0.90% 
1.10% 
Effective tax rate
171.30% 
31.60% 
32.80% 
Income Taxes (Deferred Tax Assets and Liabilities) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Components of Deferred Tax Assets and Liabilities [Abstract]
 
 
Tax credits
$ 6,884 
$ 7,362 
Net operating loss carryforwards
14,637 
11,106 
Inventory
3,911 
4,441 
Accrued expenses
4,129 
2,961 
Stock-based compensation
8,502 
6,378 
Other
465 
1,052 
Gross deferred tax assets
38,528 
33,300 
Less valuation allowance
(12,768)
(7,775)
Net deferred tax assets
25,760 
25,525 
Property, plant and equipment
(2,648)
(2,572)
Intangible assets
(59,774)
(54,874)
Convertible subordinated notes
(36,462)
(33,849)
Gross deferred tax liabilities
(98,884)
(91,295)
Net deferred tax liability
$ (73,124)
$ (65,770)
Income Taxes (Deferred Tax Assets and Liabilities Current Noncurrent) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Components of Deferred Tax Assets and Liabilities [Abstract]
 
 
Current deferred tax asset
$ 7,678 
$ 7,828 
Current deferred tax liability
(874)
(845)
Noncurrent deferred tax asset
2,534 
2,450 
Noncurrent deferred tax liability
(82,462)
(75,203)
Net deferred tax liability
$ (73,124)
$ (65,770)
Income Taxes (Income Tax Carry Forward) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 28, 2012
US [Member]
 
Operating Loss Carryforwards [Line Items]
 
Operating Loss Carryforwards
$ 11.2 1
Operating Loss Carryforwards, Expiration Dates
2025 
International [Member]
 
Operating Loss Carryforwards [Line Items]
 
Operating Loss Carryforwards
38.1 1
Operating Loss Carryforwards, Expiration Dates
2013 
State [Member]
 
Operating Loss Carryforwards [Line Items]
 
Operating Loss Carryforwards
29.5 1
Research Tax Credit Carryforward [Member] |
US and State [Member]
 
Operating Loss Carryforwards [Line Items]
 
Tax Credit Carryforward, Amount
1.7 1
Investment Tax Credit Carryforward [Member] |
State [Member]
 
Operating Loss Carryforwards [Line Items]
 
Tax Credit Carryforward, Amount
$ 5.4 
Income Taxes (Unrecognized Tax Benefits) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
Balance, beginning of year
$ 1,580 
$ 2,756 
$ 3,418 
Additions based upon tax positions related to the current year
300 
300 
Additions recorded as part of business combinations
260 
Additions (reductions) related to prior period tax positions
210 
222 
Reductions relating to settlements with tax authorities
(522)
Reductions as a result of a lapse of applicable statute of limitations
(298)
(1,736)
(1,184)
Balance, end of year
$ 970 
$ 1,580 
$ 2,756 
Commitments and Contingencies (Narratives) (Details) (USD $)
12 Months Ended 12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Jan. 3, 2014
Dec. 28, 2012
Electrochem Litigation One [Member]
Dec. 28, 2012
Electrochem Litigation Two [Member]
Dec. 31, 2010
Electrochem Litigation Two [Member]
Jan. 1, 2010
Electrochem Litigation Two [Member]
Loss Contingencies [Line Items]
 
 
 
 
 
 
 
 
Loss Contingency, Lawsuit Filing Date
 
 
 
 
December 21, 2012 
2002 
 
 
Loss Contingency, Name of Plaintiff
 
 
 
 
 
ION Geophysical Corporation 
 
 
Loss Contingency, Damages Awarded, Value
 
 
 
 
 
 
 
$ 33,000,000 
Loss Contingency Accrual, Carrying Value, Provision
 
 
 
 
 
 
 
34,500,000 
Payments for Legal Settlements
25,000,000 
 
 
 
25,000,000 
 
Gain (Loss) Related to Litigation Settlement
9,500,000 
 
 
 
9,500,000 
 
LossContingencyOpinionOfCounsel
 
 
 
 
Given the early stages of this action, the amount of loss or range of possible loss cannot be reasonably estimated at this time. 
 
 
 
Direct Operating Costs [Abstract]
 
 
 
 
 
 
 
 
Direct Operating Cost, Royalty Expense
3,100,000 
2,800,000 
2,500,000 
 
 
 
 
 
Standard Product Warranty Disclosure [Abstract]
 
 
 
 
 
 
 
 
Standard Product Warranty Description
Product Warranties – The Company generally warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. 
 
 
 
 
 
 
 
Maximum Aggregate Loss Under Medical Plan Stop Loss Insurance
13,500,000 
 
 
 
 
 
 
 
Maximum Benefit Under Medical Plan Stop Loss Insurance
1,000,000 
 
 
 
 
 
 
 
Accrued Self Insured Medical Plan Liability
1,400,000 
1,600,000 
 
 
 
 
 
 
Significant Purchase Commitment Description
Purchase Commitments – Contractual obligations for purchase of goods or services are defined as agreements that are enforceable and legally binding on the Company and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. The Company’s purchase orders are normally based on its current manufacturing needs and are fulfilled by its vendors within short time horizons. The Company enters into blanket orders with vendors that have preferred pricing and terms, however these orders are normally cancelable by us without penalty. As of December 28, 2012, the total contractual obligation related to such expenditures is approximately $24.7 million and will primarily be financed by existing cash and cash equivalents, cash generated from operations, or the Credit Facility. The Company also enters into contracts for outsourced services; however, the obligations under these contracts were not significant and the contracts generally contain clauses allowing for cancellation without significant penalty. 
 
 
 
 
 
 
 
Purchase Obligation
24,700,000 
 
 
 
 
 
 
 
Workers Compensation Trust Assessment
 
600,000 
 
 
 
 
 
 
Maximum Loss Per Associate Under Stop Loss Insurance
 
 
 
$ 225,000 
 
 
 
 
Commitments and Contingencies (Change in product warranty liability) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Movement in Standard Product Warranty Accrual [Roll Forward]
 
 
Standard Product Warranty Accrual, Beginning Balance
$ 2,013 
$ 2,313 
Standard Product Warranty Accrual, Warranties Issued
1,681 
375 
Standard Product Warranty Accrual, Payments
(1,068)
(887)
Standard Product Warranty Accrual, Additions from Business Acquisition
210 
Standard Product Warranty Accrual, Currency Translation, Increase (Decrease)
Standard Product Warranty Accrual, Ending Balance
$ 2,626 
$ 2,013 
Commitments and Contingencies (Operating Lease Expenses) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Operating Leases, Rent Expense, Net [Abstract]
 
 
 
Operating Leases, Rent Expense, Net
$ 4,024 
$ 2,704 
$ 3,114 
Commitments and Contingencies (Minimum future estimated annual operating lease expense) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Operating Leases, Future Minimum Payments Due [Abstract]
 
Operating Leases, Future Minimum Payments Due, Current
$ 4,601 
Operating Leases, Future Minimum Payments, Due in Two Years
4,368 
Operating Leases, Future Minimum Payments, Due in Three Years
3,766 
Operating Leases, Future Minimum Payments, Due in Four Years
3,176 
Operating Leases, Future Minimum Payments, Due in Five Years
1,203 
Operating Leases, Future Minimum Payments, Due Thereafter
1,930 
Total estimated operating lease expense
$ 19,044 
Commitments and Contingencies (Foreign currency contracts) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Derivative [Line Items]
 
 
 
Fair Value
$ 757 
 
 
Foreign Currency Cash Flow Hedges [Abstract]
 
 
 
(Increase) reduction in cost of sales
79 
556 
483 
Ineffective portion of change in fair value
FX Contract 1 [Member]
 
 
 
Derivative [Line Items]
 
 
 
Derivative, Type of Instrument
FX Contract 
 
 
Derivative, Hedge Designation
Cash flow 
 
 
Notional Amount of Foreign Currency Cash Flow Hedge Derivatives
6,000 
 
 
Start Date
Jan. 01, 2013 
 
 
End Date
Dec. 31, 2013 
 
 
$/Peso
0.0727 
 
 
Fair Value
222 
 
 
Balance Sheet Location
Current Assets 
 
 
FX Contract 2 [Member]
 
 
 
Derivative [Line Items]
 
 
 
Derivative, Type of Instrument
FX Contract 
 
 
Derivative, Hedge Designation
Cash flow 
 
 
Notional Amount of Foreign Currency Cash Flow Hedge Derivatives
6,000 
 
 
Start Date
Jan. 01, 2013 
 
 
End Date
Dec. 31, 2013 
 
 
$/Peso
0.0693 
 
 
Fair Value
$ 535 
 
 
Balance Sheet Location
Current Assets 
 
 
Earnings Per Share (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 28, 2012
Sep. 28, 2012
Jun. 29, 2012
Mar. 30, 2012
Dec. 30, 2011
Sep. 30, 2011
Jul. 1, 2011
Apr. 1, 2011
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Net Income (Loss) Available to Common Stockholders, Diluted [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$ (5,556)
$ (7,561)
$ 3,851 
$ 4,467 
$ 5,639 
$ 6,989 
$ 8,550 
$ 11,944 
$ (4,799)
$ 33,122 
$ 33,138 
Interest on Convertible Debt, Net of Tax
 
 
 
 
 
 
 
 
241 
Net Income (Loss) Available to Common Stockholders, Diluted
 
 
 
 
 
 
 
 
$ (4,799)
$ 33,122 
$ 33,379 
Weighted Average Number of Shares Outstanding Reconciliation [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Basic
 
 
 
 
 
 
 
 
23,584 
23,258 
23,070 
Effect of dilutive securities convertible subordinated notes
 
 
 
 
 
 
 
 
347 
Effect of dilutive securities stock optons, restricted stock and restricted stock units
 
 
 
 
 
 
 
 
378 
385 
Denominator for diluted EPS
 
 
 
 
 
 
 
 
23,584 
23,636 
23,802 
Basic EPS
$ (0.23)
$ (0.32)
$ 0.16 
$ 0.19 
$ 0.24 
$ 0.30 
$ 0.37 
$ 0.51 
$ (0.20)
$ 1.42 
$ 1.44 
Diluted EPS
$ (0.23)
$ (0.32)
$ 0.16 
$ 0.19 
$ 0.24 
$ 0.30 
$ 0.36 
$ 0.51 
$ (0.20)
$ 1.40 
$ 1.40 
Earnings Per Share (Antidilutive Securities) (Details)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Anitdilutive Securities Excluded From Earnings Per Share [Abstract]
 
 
 
Time Vested Antidilutive Securities Excluded From Computation of earnings per share amount
2,142,000 
909,000 
1,061,000 
Performance Vested Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount
781,000 
649,000 
609,000 
Convertible Note Shares Included In Diluted Share Calculation
Comprehensive Income (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Other Comprehensive Income Defined Benefit Plans Adjustment Before Tax Period Increase Decrease Abstract
 
 
 
Defined Benefit Plan Liability, Beginning
$ (2,660)
 
 
Net defined benefit plan liability adjustments
1,698 
(646)
 
Defined Benefit Plan Liability, Ending
(962)
(2,660)
 
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, before Tax [Abstract]
 
 
 
Cash Flow Hedges, Beginning
(538)
 
 
Unrealized gain (loss) on cash flow hedges
737 
 
 
Realized gain (loss) on cash flow hedges
(79)
 
 
Cash Flow Hedges, End
120 
(538)
 
Other Comprehensive Income Foreign Currency Transaction And Translation Adjustment Before Tax Period Increase Decrease Abstract
 
 
 
Foreign Currency Translation Adjustment, Beginning
11,526 
 
 
Net foreign currency translation gain (loss)
1,905 
 
 
Foreign Currency Translation Adjustment, End
13,431 
11,526 
 
Other Comprehensive Income Loss Before Tax Period Increase Decrease Abstract
 
 
 
Total Pre-Tax Amount, Beginning
8,328 
 
 
Unrealized gain (loss) on cash flow hedges
737 
 
 
Realized gain (loss) on cash flow hedges
(79)
 
 
Net defined benefit plan liability adjustments
1,698 
(646)
 
Net foreign currency translation gain (loss)
1,905 
 
 
Total Pre-Tax Amount, End
12,589 
8,328 
 
Other Comprehensive Income (Loss), Tax [Abstract]
 
 
 
Tax, Beginning
601 
 
 
Unrealized gain (loss) on cash flow hedges
(258)
 
 
Realized gain (loss) on cash flow hedges
28 
 
 
Net defined benefit plan liability adjustments
(13)
80 
 
Net foreign currency translation gain (loss)
 
 
Tax, End
358 
601 
 
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease Abstract
 
 
 
Net-of-Tax Amount, Beginning
8,929 
 
 
Unrealized gain (loss) on cash flow hedges, net of tax
479 
 
 
Realized gain (loss) on cash flow hedges, net of tax
(51)
 
 
Net defined benefit plan liability adjustments
1,685 
(566)
 
Foreign currency translation gain (loss)
1,905 
(704)
7,896 
Net-of-Tax Amount, End
$ 12,947 
$ 8,929 
 
Fair Value Measurement (Narratives) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 28, 2012
Int Elect [Member]
Dec. 30, 2011
Int Elect [Member]
Dec. 28, 2012
Fair Value, Inputs, Level 2 [Member]
Dec. 30, 2011
Fair Value, Inputs, Level 2 [Member]
Dec. 31, 2010
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
 
 
 
 
 
 
Foreign Currency Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months
$ 0.8 
 
 
 
 
 
Fair Value Inputs, Assets, Quantitative Information [Line Items]
 
 
 
 
 
 
Cost And Equity Method Investments Aggregate Carrying Amount
9.1 
 
 
 
 
 
Cost And Equity Method Investments Other Than Temporary Impairment
 
 
 
0.1 
0.3 
0.2 
Cost-method Investments, Realized Gains
 
$ 0.4 
$ 4.5 
 
 
 
Fair Value Measurement (Accrued Contingent Consideration) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Contingent Consideration Liability [Roll Forward]
 
Accrued Contingent Consideration, Beginning Balance
$ 0 
Contingent Consideration Recognized In Period
1,500 
Change in Amount of Contingent Consideration Liability
30 
Accrued Contingent Consideration, Ending Balance
$ 1,530 
Fair Value Measurement (Contingent Consideration Liability) (Details) (Fair Value, Inputs, Level 3 [Member] Discounted Cash Flow [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Financial Milestones [Member]
Dec. 28, 2012
Development Milestones [Member]
Fair Value Assumptions [Line Items]
 
 
Accrued Contingent Consideration
$ 870 
$ 660 
Risk-adjusted discount rate for contingent consideration
12.00% 
20.00% 
Contingent Consideration Liability Projected Year Of Payment
2014 
2015 
Fair Value Measurements, Valuation Techniques
Discounted cash flow 
Discounted cash flow 
Fair Value Measurement (Assets and Liabilities Recorded at Fair Value on a Recurring Basis) (Details) (USD $)
Dec. 28, 2012
Dec. 30, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Accrued Contingent Consideration
$ 1,530,000 
$ 0 
Cost And Equity Method Investments Aggregate Carrying Amount
9,100,000 
5,700,000 
Fair Value, Measurements, Recurring [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Foreign Currency Contract, Asset, Fair Value Disclosure
757,000 
 
Foreign Currency Contract Liability Fair Value Disclosure
538,000 
Accrued Contingent Consideration
1,530,000 
 
Interest rate swap
638,000 
 
Fair Value, Inputs, Level 1 [Member] |
Fair Value, Measurements, Recurring [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Foreign Currency Contract, Asset, Fair Value Disclosure
 
Foreign Currency Contract Liability Fair Value Disclosure
Accrued Contingent Consideration
 
Interest rate swap
 
Fair Value, Inputs, Level 2 [Member] |
Fair Value, Measurements, Recurring [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Foreign Currency Contract, Asset, Fair Value Disclosure
757,000 
 
Foreign Currency Contract Liability Fair Value Disclosure
538,000 
Accrued Contingent Consideration
 
Interest rate swap
638,000 
 
Fair Value, Inputs, Level 3 [Member] |
Fair Value, Measurements, Recurring [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Foreign Currency Contract, Asset, Fair Value Disclosure
 
Foreign Currency Contract Liability Fair Value Disclosure
Accrued Contingent Consideration
1,530,000 
 
Interest rate swap
$ 0 
 
Fair Value Measurements (Assets and Liabilities Measured on Non-recurring Basis) (Details) (Fair Value, Measurements, Nonrecurring [Member], USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Fair value of property plant and equipment
    
$ 0 
Cost method investment
86 
Assets Held-for-sale, Long Lived, Fair Value Disclosure
4,499 
 
Fair Value, Inputs, Level 1 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Fair value of property plant and equipment
   
Cost method investment
Assets Held-for-sale, Long Lived, Fair Value Disclosure
 
Fair Value, Inputs, Level 2 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Fair value of property plant and equipment
   
Cost method investment
86 
Assets Held-for-sale, Long Lived, Fair Value Disclosure
4,499 
 
Fair Value, Inputs, Level 3 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Fair value of property plant and equipment
   
Cost method investment
Assets Held-for-sale, Long Lived, Fair Value Disclosure
$ 0 
 
Business Segment, Geographic And Concentration Risk Information (Sales by Product Lines) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 28, 2012
Sep. 28, 2012
Jun. 29, 2012
Mar. 30, 2012
Dec. 30, 2011
Sep. 30, 2011
Jul. 1, 2011
Apr. 1, 2011
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
$ 159,186 
$ 161,340 
$ 166,548 
$ 159,103 
$ 141,746 
$ 131,718 
$ 146,524 
$ 148,834 
$ 646,177 
$ 568,822 
$ 533,425 
Implantable Medical [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
483,165 
489,065 
460,269 
Implantable Medical [Member] |
Cardiac Neuromodulation [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
309,124 
303,690 
303,521 
Implantable Medical [Member] |
Vascular [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
51,980 
45,098 
38,000 
Implantable Medical [Member] |
Orthopaedic [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
122,061 
140,277 
118,748 
Electrochem [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
163,012 
79,757 
73,156 
Electrochem [Member] |
Portable Medical [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
81,659 
9,609 
8,432 
Electrochem [Member] |
Energy Environmental [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
67,046 
58,934 
54,668 
Electrochem [Member] |
Other Electrochem [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
$ 14,307 
$ 11,214 
$ 10,056 
Business Segment, Geographic And Concentration Risk Information (Reconciliation of Segment Information) (Details1) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Segment Reporting Information [Line Items]
 
 
 
Operating income as reported
$ 25,821 
$ 61,699 
$ 68,994 
Depreciation And Amortization Including Noncash Debt Amortization
58,925 
47,695 
46,447 
Segment Reporting Information, Expenditures for Additions to Long-Lived Assets
41,166 
24,322 
16,971 
Total assets
889,875 
881,347 
 
Unallocated Other Expense
(19,091)
(13,307)
(19,669)
Income before provision for income taxes
6,730 
48,392 
49,325 
Implantable Medical [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Operating income as reported
24,908 
62,461 
62,477 
Depreciation And Amortization Including Noncash Debt Amortization
32,928 
28,571 
28,117 
Segment Reporting Information, Expenditures for Additions to Long-Lived Assets
32,130 
22,509 
15,088 
Total assets
670,135 
653,628 
 
Electrochem [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Operating income as reported
21,631 
14,965 
22,195 
Depreciation And Amortization Including Noncash Debt Amortization
7,522 
2,965 
2,660 
Segment Reporting Information, Expenditures for Additions to Long-Lived Assets
4,327 
1,072 
763 
Total assets
167,505 
161,904 
 
Operating Segments [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Operating income as reported
46,539 
77,426 
84,672 
Depreciation And Amortization Including Noncash Debt Amortization
40,450 
31,536 
30,777 
Segment Reporting Information, Expenditures for Additions to Long-Lived Assets
36,457 
23,581 
15,851 
Total assets
837,640 
815,532 
 
Unallocated Amount to Segment [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Operating income as reported
(20,718)
(15,727)
(15,678)
Depreciation And Amortization Including Noncash Debt Amortization
18,475 
16,159 
15,670 
Segment Reporting Information, Expenditures for Additions to Long-Lived Assets
4,709 
741 
1,120 
Total assets
$ 52,235 
$ 65,815 
 
Business Segment, Geographic And Concentration Risk Information (Sales by Geographic Information) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 28, 2012
Sep. 28, 2012
Jun. 29, 2012
Mar. 30, 2012
Dec. 30, 2011
Sep. 30, 2011
Jul. 1, 2011
Apr. 1, 2011
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
$ 159,186 
$ 161,340 
$ 166,548 
$ 159,103 
$ 141,746 
$ 131,718 
$ 146,524 
$ 148,834 
$ 646,177 
$ 568,822 
$ 533,425 
UNITED STATES [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
330,537 
256,987 
243,827 
PUERTO RICO [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
105,731 
94,059 
88,369 
BELGIUM [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
58,043 
62,978 
58,014 
United Kingdom & Ireland [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
43,938 
54,029 
56,903 
Rest Of World [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Sales Revenue, Net
 
 
 
 
 
 
 
 
$ 107,928 
$ 100,769 
$ 86,312 
Business Segment, Geographic And Concentration Risk Information (Long lived Tangible Assets by Region) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 28, 2012
Dec. 30, 2011
Segment Reporting, Asset Reconciling Item [Line Items]
 
 
Property, plant and equipment, net
$ 150,893 
$ 145,806 
United States [Member]
 
 
Segment Reporting, Asset Reconciling Item [Line Items]
 
 
Property, plant and equipment, net
123,104 
113,693 
Rest Of World [Member]
 
 
Segment Reporting, Asset Reconciling Item [Line Items]
 
 
Property, plant and equipment, net
$ 27,789 
$ 32,113 
Business Segment, Geographic And Concentration Risk Information (Significant Customers) (Details)
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Revenue, Major Customer [Line Items]
 
 
 
Entity-Wide Revenue, Major Customer, Percentage
52.00% 
59.00% 
62.00% 
Entity Wide Accounts Recivable Major Customer Percentage
40.00% 
42.00% 
 
Customer A [Member]
 
 
 
Revenue, Major Customer [Line Items]
 
 
 
Entity-Wide Revenue, Major Customer, Percentage
19.00% 
19.00% 
21.00% 
Entity Wide Accounts Recivable Major Customer Percentage
7.00% 
7.00% 
 
Customer B [Member]
 
 
 
Revenue, Major Customer [Line Items]
 
 
 
Entity-Wide Revenue, Major Customer, Percentage
16.00% 
19.00% 
19.00% 
Entity Wide Accounts Recivable Major Customer Percentage
21.00% 
23.00% 
 
Customer C [Member]
 
 
 
Revenue, Major Customer [Line Items]
 
 
 
Entity-Wide Revenue, Major Customer, Percentage
11.00% 
13.00% 
12.00% 
Entity Wide Accounts Recivable Major Customer Percentage
6.00% 
6.00% 
 
Customer D [Member]
 
 
 
Revenue, Major Customer [Line Items]
 
 
 
Entity-Wide Revenue, Major Customer, Percentage
6.00% 
8.00% 
10.00% 
Entity Wide Accounts Recivable Major Customer Percentage
6.00% 
6.00% 
 
Quarterly Sales and Earnings Data - Unaudited (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 28, 2012
Sep. 28, 2012
Jun. 29, 2012
Mar. 30, 2012
Dec. 30, 2011
Sep. 30, 2011
Jul. 1, 2011
Apr. 1, 2011
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Sales
$ 159,186 
$ 161,340 
$ 166,548 
$ 159,103 
$ 141,746 
$ 131,718 
$ 146,524 
$ 148,834 
$ 646,177 
$ 568,822 
$ 533,425 
Gross Profit
51,874 
50,954 
51,933 
46,888 
44,672 
41,907 
46,604 
47,170 
201,649 
180,353 
173,581 
Net income
$ (5,556)
$ (7,561)
$ 3,851 
$ 4,467 
$ 5,639 
$ 6,989 
$ 8,550 
$ 11,944 
$ (4,799)
$ 33,122 
$ 33,138 
EPS - Basic
$ (0.23)
$ (0.32)
$ 0.16 
$ 0.19 
$ 0.24 
$ 0.30 
$ 0.37 
$ 0.51 
$ (0.20)
$ 1.42 
$ 1.44 
EPS - Diluted
$ (0.23)
$ (0.32)
$ 0.16 
$ 0.19 
$ 0.24 
$ 0.30 
$ 0.36 
$ 0.51 
$ (0.20)
$ 1.40 
$ 1.40 
Valuation and Qualifying Accounts (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 28, 2012
Dec. 30, 2011
Dec. 31, 2010
Allowance for Doubtful Accounts [Member]
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance at Beginning of Period
$ 1,930 
$ 1,830 
$ 2,452 
Charged to Cost and Expenses
484 
288 
(64)
Charged to Other Accounts
71 
170 
35 
Deductions
(113)
(358)
(593)
Balance at End of Period
2,372 
1,930 
1,830 
Valuation Allowance of Deferred Tax Assets [Member]
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance at Beginning of Period
7,775 
6,482 
5,656 
Charged to Cost and Expenses
5,145 
702 
761 
Charged to Other Accounts
124 
591 
65 
Deductions
(276)
Balance at End of Period
$ 12,768 
$ 7,775 
$ 6,482