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8-K

Littelfuse Inc /De (LFUS)

8-K 2021-02-03 For: 2021-02-03
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20579

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: February 3, 2021

(Date of earliest event reported)

LITTELFUSE, INC.

(Exact name of registrant as specified in its charter)

Delaware 0-20388 36-3795742
(State of other jurisdiction <br>of incorporation) (Commission <br>File Number) (IRS Employer <br>Identification No.)

8755 W. Higgins Road, Suite 500, Chicago, IL 60631

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (773) 628-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of exchange on which registered
Common Stock, par value $0.01 per share LFUS NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

The information contained within Item 2.02 of this Form 8-K and the Exhibits attached hereto shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

On February 3, 2021, Littelfuse, Inc. (the “Company”) issued a press release announcing the results of its operations for the quarter and full year ended December 26, 2020. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference to this Item 2.02 as if fully set forth herein.

The press release attached to this Form 8-K includes forward-looking statements that are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include but are not limited to comments with respect to the objectives and strategies, financial condition, results of operations and business of the Company. These forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward-looking statements will not be achieved. The Company cautions you not to place undue reliance on these forward-looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements.

A copy of the press release is also posted on the Company’s website.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
--- ---
The following exhibit is furnished with this Form 8-K:
99.1 Press Release, dated February 3, 2021

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Littelfuse, Inc.
Date: February 3, 2021 By: /s/ Meenal A. Sethna
Meenal A. Sethna<br>Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No. Description
99.1 Press release, dated February 3, 2021
101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

Document

Exhibit 99.1

NEWS RELEASE Littelfuse Inc.<br><br>8755 West Higgins Road, Suite 500<br><br>Chicago, Illinois 60631<br><br>p: (773) 628-1000 f: (773) 628-0802<br><br>www.littelfuse.com

LITTELFUSE REPORTS FOURTH QUARTER AND FULL YEAR RESULTS FOR 2020

Company delivers solid performance amidst global pandemic

CHICAGO, February 3, 2021 - Littelfuse, Inc. (NASDAQ: LFUS), a global manufacturer of leading technologies in circuit protection, power control and sensing, today reported financial results for the fourth quarter and full year ended December 26, 2020:

Fourth Quarter 2020 Results

•Net sales of $400.7 million were up 18% versus the prior year period, and up 16% organically, led by higher than expected demand across a number of automotive, electronics and industrial end markets

•Segment performance versus the prior year period:

◦Electronics sales grew 17% (up 16% organically)

◦Automotive sales grew 22% (up 18% organically)

◦Industrial sales grew 13% (up 5% organically)

•GAAP diluted EPS was $2.39; adjusted diluted EPS was $2.23, which benefited from a lower effective tax rate versus the forecasted rate equating to approximately $0.14 in EPS

•GAAP effective tax rate was 14.4% and the adjusted effective tax rate was 15.3%

•On January 28, the company completed the acquisition of Hartland Controls, a manufacturer and leading supplier of electrical components used primarily in HVAC and other industrial applications, with annualized sales of approximately $70 million

Full Year 2020 Results

•Net sales of $1.45 billion were down 4% in total and organically versus the prior year

•Segment performance versus the prior year:

◦Electronics sales decreased 2% in total and organically

◦Automotive sales decreased 8% (down 9% organically)

◦Industrial sales decreased 2% (down 5% organically)

•GAAP diluted EPS was $5.29; adjusted diluted EPS was $6.40

•GAAP effective tax rate was 19.4% and the adjusted effective tax rate was 18.3%

•Cash flow from operations was $258.0 million and free cash flow was $201.8 million, representing a 155% conversion from net income

-more-

Page 2

“We finished the year with our fourth quarter well ahead of expectations, with double-digit sales growth across all of our segments,” said Dave Heinzmann, Littelfuse President and Chief Executive Officer. “While 2020 was a challenging year, we continued to meet our customer commitments while advancing our strategic growth initiatives. Building on this momentum, we are seeing a strong start to 2021, which positions us for long-term growth and improved profitability.”

First Quarter of 2021*

For the first quarter, the company expects net sales in the range of $418 to $432 million, adjusted diluted EPS in the range of $1.76 to $1.92 and an adjusted effective tax rate of approximately 21%.

*Littelfuse provides guidance on a non-GAAP (adjusted) basis. GAAP items excluded from guidance may include the after-tax impact of items including acquisition and integration costs, restructuring, impairment and other charges, certain purchase accounting adjustments, non-operating foreign exchange adjustments and significant and unusual items. These items are uncertain, depend on various factors, and could be material to results computed in accordance with GAAP. Littelfuse is not able to forecast the excluded items in order to provide the most directly comparable GAAP financial measure without unreasonable efforts.

Conference Call and Webcast Information

Littelfuse will host a conference call today, Wednesday, February 3, 2021, at 9:00 a.m. Central Time to discuss the results. The call will be broadcast live and available for replay at Littelfuse.com.

Virtual Investor and Analyst Event

Littelfuse will host a virtual investor and analyst event on February 23, 2021, at 9:00 a.m. Central Time. Interested parties can register for the event here or via the registration link on the investor relations page of the company’s website, Littelfuse.com. Presentation materials will be posted, and archived webcast made available after the event.

About Littelfuse

Littelfuse (NASDAQ: LFUS) is a global manufacturer of leading technologies in circuit protection, power control and sensing. Serving over 100,000 end customers, our products are found in automotive and commercial vehicles, industrial applications, data and telecommunications, medical devices, consumer electronics, and appliances. Our 11,000 worldwide associates partner with customers to design, manufacture and deliver innovative, high-quality solutions, for a safer, greener and increasingly connected world - everywhere, every day. Learn more at Littelfuse.com.

-more-

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“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

The statements in this press release that are not historical facts are intended to constitute "forward-looking statements" entitled to the safe-harbor provisions of the Private Securities Litigation Reform Act. These statements may involve risks and uncertainties, including, but not limited to, risks and uncertainties relating to general economic conditions; the severity and duration of the COVID-19 pandemic and the measures taken in response thereto and the effects of those items on the company’s business; product demand and market acceptance; the impact of competitive products and pricing; product quality problems or product recalls; capacity and supply difficulties or constraints; coal mining exposures reserves; failure of an indemnification for environmental liability; exchange rate fluctuations; commodity price fluctuations; the effect of Littelfuse, Inc.'s ("Littelfuse" or the "Company") accounting policies; labor disputes; restructuring costs in excess of expectations; pension plan asset returns less than assumed; integration of acquisitions; uncertainties related to political or regulatory changes; and other risks which may be detailed in the company's Securities and Exchange Commission filings. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual results and outcomes may differ materially from those indicated or implied in the forward-looking statements. This release should be read in conjunction with information provided in the financial statements appearing in the company's Annual Report on Form 10-K for the year ended December 28, 2019. Further discussion of the risk factors of the company can be found under the caption "Risk Factors" in the company's Annual Report on Form 10-K for the year ended December 28, 2019, under the caption "Risk Factors" in its Quarterly Report on Form 10-Q for the quarter ended September 26, 2020, and in other filings and submissions with the SEC, each of which are available free of charge on the company’s investor relations website at investor.littelfuse.com and on the SEC’s website at www.sec.gov. These forward-looking statements are made as of the date hereof. The company does not undertake any obligation to update, amend or clarify these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the availability of new information.

Non-GAAP Financial Measures

The information included in this press release includes the non-GAAP financial measures of organic net sales growth (decline), adjusted operating income, adjusted operating margin, adjusted EBITDA, adjusted EBITDA margin, adjusted diluted earnings per share, adjusted income taxes, adjusted effective tax rate, free cash flow, consolidated total gross debt, consolidated EBITDA (as defined in the private placement senior notes), and ratio of consolidated total gross debt to consolidated EBITDA. Many of these non-GAAP financial measures exclude the effect of certain expenses and income not related directly to the underlying performance of our fundamental business operations.

A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is set forth in the attached schedules.

The company believes that organic net sales growth (decline), adjusted operating income, adjusted operating margin, adjusted EBITDA, adjusted EBITDA margin, adjusted diluted earnings per share, adjusted income taxes, and adjusted effective tax rate provide useful information to investors regarding its operational performance because they enhance an investor’s overall understanding of our core financial performance and facilitate comparisons to historical results of operations, by excluding items that are not related directly to the underlying performance of our fundamental business operations or were not part of our business operations during a comparable period. The company believes that free cash flow is a useful measure of its ability to generate cash. The company believes that consolidated total gross debt, consolidated EBITDA, and ratio of consolidated total gross debt to consolidated EBITDA are useful measures of its credit position. The company believes that all of these non-GAAP financial measures are commonly used by financial analysts and others in the industries in which we operate, and thus further provide useful information to investors. Management additionally uses these measures when assessing the performance of the business and for business planning purposes. Note that our definitions of these non-GAAP financial measures may differ from those terms as defined or used by other companies.

CONTACT: Trisha Tuntland

Head of Investor Relations

(773) 628-2163

LFUS-F

Page 4

LITTELFUSE, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands) December 26, 2020 December 28, 2019
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 687,525 $ 531,139
Short-term investments 54 44
Trade receivables, less allowances of $45,237 and $42,043, respectively 232,760 202,309
Inventories 258,002 237,507
Prepaid income taxes and income taxes receivable 3,029 4,831
Prepaid expenses and other current assets 35,939 28,564
Total current assets 1,217,309 1,004,394
Net property, plant, and equipment 344,178 344,617
Intangible assets, net of amortization 291,887 321,247
Goodwill 816,812 820,589
Investments 30,547 24,099
Deferred income taxes 11,224 8,069
Right of use assets, net 17,615 21,918
Other assets 18,021 14,965
Total assets $ 2,747,593 $ 2,559,898
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 145,984 $ 117,320
Accrued liabilities 110,478 84,120
Accrued income taxes 19,186 14,122
Current portion of long-term debt 10,000
Total current liabilities 275,648 225,562
Long-term debt, less current portion 687,034 669,158
Deferred income taxes 50,134 49,763
Accrued post-retirement benefits 45,802 38,198
Non-current operating lease liabilities 12,950 17,166
Other long-term liabilities 67,252 64,037
Total equity 1,608,773 1,496,014
Total liabilities and equity $ 2,747,593 $ 2,559,898

Page 5

LITTELFUSE, INC.

CONSOLIDATED STATEMENTS OF NET INCOME

(Unaudited)

Three Months Ended Fiscal Year Ended
(in thousands, except per share data) December 26, 2020 December 28, 2019 December 26, 2020 December 28, 2019
Net sales $ 400,696 $ 338,523 $ 1,445,695 $ 1,503,873
Cost of sales 262,613 224,788 944,523 957,578
Gross profit 138,083 113,735 501,172 546,295
Selling, general, and administrative expenses 50,179 51,554 204,507 220,448
Research and development expenses 11,951 17,828 52,538 79,997
Amortization of intangibles 10,127 9,958 40,039 40,026
Restructuring, impairment, and other charges 812 2,078 41,716 13,033
Total operating expenses 73,069 81,418 338,800 353,504
Operating income 65,014 32,317 162,372 192,791
Interest expense 4,816 5,432 21,077 22,266
Foreign exchange (gain) loss (5,275) (412) (14,875) 5,224
Other (income) expense, net (3,440) 2,823 (5,083) (583)
Income before income taxes 68,913 24,474 161,253 165,884
Income taxes 9,936 1,820 31,267 26,802
Net income $ 58,977 $ 22,654 $ 129,986 $ 139,082
Income per share:
Basic $ 2.41 $ 0.93 $ 5.33 $ 5.66
Diluted $ 2.39 $ 0.92 $ 5.29 $ 5.60
Weighted-average shares and equivalent shares outstanding:
Basic 24,423 24,366 24,371 24,576
Diluted 24,726 24,598 24,592 24,818
Comprehensive income 75,058 28,439 145,652 130,183

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LITTELFUSE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended
(in thousands) December 26, 2020 December 28, 2019
(Unaudited)
OPERATING ACTIVITIES
Net income $ 129,986 $ 139,082
Adjustments to reconcile net income to net cash provided by operating activities, net: 123,685 121,898
Changes in operating assets and liabilities:
Trade receivables (25,588) 28,497
Inventories (12,425) 22,094
Accounts payable 28,820 (22,574)
Accrued liabilities 6,765 (54,242)
Prepaid expenses and other assets 6,788 10,573
Net cash provided by operating activities 258,031 245,328
INVESTING ACTIVITIES
Acquisitions of businesses, net of cash acquired (775)
Purchases of property, plant, and equipment (56,191) (61,895)
All other cash provided by investing activities 4,758 6,213
Net cash used in investing activities (51,433) (56,457)
FINANCING ACTIVITIES
Net payments of credit facility and senior notes (15,000) (10,000)
Cash dividends paid (46,839) (44,689)
Purchases of common stock (22,927) (99,387)
All other cash provided by financing activities 16,958 7,800
Net cash used in financing activities (67,808) (146,276)
Effect of exchange rate changes on cash and cash equivalents 17,596 (1,189)
Increase in cash and cash equivalents 156,386 41,406
Cash and cash equivalents at beginning of year 531,139 489,733
Cash and cash equivalents at end of year $ 687,525 $ 531,139

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LITTELFUSE, INC.

NET SALES AND OPERATING INCOME BY SEGMENT

(Unaudited)

Fourth Quarter Year-to-Date
(in thousands) 2020 2019 %<br>Growth /(Decline) 2020 2019 %<br>Growth /(Decline)
Net sales
Electronics $ 244,953 $ 208,881 17.3 % $ 937,762 $ 961,080 (2.4) %
Automotive 124,271 101,719 22.2 % 395,764 428,533 (7.6) %
Industrial 31,472 27,923 12.7 % 112,169 114,260 (1.8) %
Total net sales $ 400,696 $ 338,523 18.4 % $ 1,445,695 $ 1,503,873 (3.9) %
Operating income (loss)
Electronics $ 41,912 $ 18,361 128.3 % $ 152,695 $ 145,594 4.9 %
Automotive 21,013 11,732 79.1 % 41,655 46,719 (10.8) %
Industrial 3,587 6,249 (42.6) % 11,996 22,407 (46.5) %
Other(a) (1,498) (4,025) N.M. (43,974) (21,929) N.M.
Total operating income 65,014 32,317 101.2 % 162,372 192,791 (15.8) %
Operating Margin 16.2 % 9.5 % 11.2 % 12.8 %
Interest expense 4,816 5,432 21,077 22,266
Foreign exchange (gain) loss (5,275) (412) (14,875) 5,224
Other (income) expense, net (3,440) 2,823 (5,083) (583)
Income before income taxes $ 68,913 $ 24,474 181.6 % $ 161,253 $ 165,884 (2.8) %

(a) "other" typically includes non-GAAP adjustments such as acquisition-related and integration costs and restructuring, impairment and other charges. (See Supplemental Financial Information for details.)

N.M. - Not meaningful

Fourth Quarter Year-to-Date
(in thousands) 2020 2019 %<br>Growth /(Decline) 2020 2019 %<br>Growth /(Decline)
Operating Margin
Electronics 17.1 % 8.8 % 8.3 % 16.3 % 15.1 % 1.2 %
Automotive 16.9 % 11.5 % 5.4 % 10.5 % 10.9 % (0.4) %
Industrial 11.4 % 22.4 % (11.0) % 10.7 % 19.6 % (8.9) %

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LITTELFUSE, INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(In millions of USD except per share amounts unaudited)

Non-GAAP EPS reconciliation
Q4-20 Q4-19 YTD-20 YTD-19
GAAP diluted EPS $ 2.39 $ 0.92 $ 5.29 $ 5.60
EPS impact of Non-GAAP adjustments (below) (0.16) 0.25 1.11 1.22
Adjusted diluted EPS $ 2.23 $ 1.17 $ 6.40 $ 6.82
Non-GAAP adjustments - (income)/expense
--- --- --- --- --- --- --- --- ---
Q4-20 Q4-19 YTD-20 YTD-19
Acquisition-related and integration costs (a) $ 0.7 $ 2.0 $ 2.3 $ 8.9
Restructuring, impairment and other charges (d) 0.8 2.0 41.7 13.0
Non-GAAP adjustments to operating income 1.5 4.0 44.0 21.9
Other expense, net (b) 4.2 2.1 10.0
Non-operating foreign exchange (gain) loss (5.3) (0.4) (14.9) 5.2
Non-GAAP adjustments to income before income taxes (3.8) 7.8 31.2 37.1
Income taxes (c) 2.0 3.9 7.1
Non-GAAP adjustments to net income $ (3.8) $ 5.8 $ 27.3 $ 30.0
Total EPS impact $ (0.16) $ 0.25 $ 1.11 $ 1.22
Adjusted operating margin /Adjusted EBITDA reconciliation
--- --- --- --- --- --- --- --- --- --- --- --- ---
Q4-20 Q4-19 YTD-20 YTD-19
Net sales $ 400.7 $ 338.5 $ 1,445.7 $ 1,503.9
GAAP operating income $ 65.0 $ 32.3 $ 162.4 $ 192.8
Add back non-GAAP adjustments 1.5 4.0 44.0 21.9
Adjusted operating income $ 66.5 $ 36.3 $ 206.4 $ 214.7
Adjusted operating margin 16.6 % 10.7 % 14.3 % 14.3 %
Add back amortization 10.1 9.9 40.0 40.0
Add back depreciation 14.2 13.5 56.1 52.5
Adjusted EBITDA $ 90.8 $ 59.7 $ 302.5 $ 307.2
Adjusted EBITDA margin 22.7 % 17.6 % 20.9 % 20.4 %
Net sales reconciliation Q4-20 vs. Q4-19
--- --- --- --- --- --- --- --- ---
Electronics Automotive Industrial Total
Net sales growth 17 % 22 % 13 % 18 %
Less:
Transfer a product line between segments (1) % % 7 % %
FX impact 2 % 4 % 1 % 2 %
Organic net sales growth 16 % 18 % 5 % 16 %

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Net sales reconciliation YTD-20 vs. YTD-19
Electronics Automotive Industrial Total
Net sales decline (2) % (8) % (2) % (4) %
Less:
Transfer a product line between segments % 3 % %
FX impact % 1 % % %
Organic net sales decline (2) % (9) % (5) % (4) %
Income tax reconciliation
--- --- --- --- --- --- --- --- --- --- --- --- ---
Q4-20 Q4-19 YTD-20 YTD-19
Income taxes $ 9.9 $ 1.8 $ 31.3 $ 26.8
Effective rate 14.4 % 7.4 % 19.4 % 16.2 %
Non-GAAP adjustments - income taxes 2.0 3.9 7.1
Adjusted income taxes $ 9.9 $ 3.8 $ 35.2 $ 33.9
Adjusted effective rate 15.3 % 11.9 % 18.3 % 16.7 %
Free cash flow reconciliation
Q4-20 Q4-19 YTD-20 YTD-19
Net cash provided by operating activities $ 93.7 $ 84.4 $ 258.0 $ 245.3
Less: Purchases of property, plant and equipment (14.6) (23.5) (56.2) (61.9)
Free cash flow $ 79.1 $ 60.9 $ 201.8 $ 183.4
Consolidated Total Debt As of December 26, 2020
--- --- ---
Consolidated total gross debt $ 691.1
Unamortized debt issuance costs (4.1)
Consolidated Total Debt $ 687.0
Consolidated EBITDA (as defined in the Private Placement Senior Notes) (1) Twelve Months Ended<br>December 26, 2020
Net Income $ 130.0
Interest expense 21.1
Income taxes 31.3
Depreciation 56.1
Amortization 40.0
Non-cash reductions:
Stock-based compensation expense 18.1
Unrealized gain on investments (4.7)
Impairment charges 36.1
Other (21.0)
Consolidated EBITDA (as defined in the Private Placement Senior Notes) (1) $ 307.0
Ratio of Consolidated total gross debt to Consolidated EBITDA (as defined in Private Placement Senior Notes)* 2.3x

* Our Private Placement Senior Notes, with maturities ranging from 2022 to 2030, contain a financial ratio covenant providing that if, as of the last day of each fiscal quarter, the ratio of Consolidated total gross debt at such time to Consolidated EBITDA for the then most recently concluded period of four consecutive fiscal quarters of the Company exceeds 3.50:1.00, an Event of Default (as defined in the Private Placement Senior Notes) is triggered

Note: Totals will not always foot due to rounding.

(a) reflected in selling, general and administrative expenses ("SG&A").

Page 10

(b) 2020 year-to-date amount included a $1.8 million increase in coal mining reserves, a $0.2 million charge for an asset retirement obligation related to the disposal of a business in 2019, and $0.1 million of impairment charges on certain other investments. 2019 quarter-to-date amount included $4.2 million of impairment charges related to certain other investments. 2019 year-to-date primarily consisted of $7.3 million of impairment charges related to certain other investments and a $2.6 million loss on the disposal of a business.

(c) reflected the tax impact associated with the non-GAAP adjustments. The three and twelve months ended December 28, 2019 reflected a $3.3 million reversal for previously unrecognized tax benefits as the statute of limitations expired.

(d) for fiscal year ended December 26, 2020, the Company began presenting restructuring, impairment and other charges as a separate caption in the Consolidated Statements of Net Income. Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements.