(State of other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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) | |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Title of Each Class | Trading Symbol | Name of exchange on which registered | ||
Item 2.02 | Results of Operations and Financial Condition |
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
The following exhibit is furnished with this Form 8-K: | |
Littelfuse, Inc. | |
Date: April 29, 2020 | By: /s/ Meenal A. Sethna |
Meenal A. Sethna Executive Vice President and Chief Financial Officer | |
Exhibit No. | Description | |
99.1 | ||
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. | |
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NEWS RELEASE | Littelfuse Inc. 8755 West Higgins Road, Suite 500 Chicago, Illinois 60631 p: (773) 628-1000 f: (773) 628-0802 www.littelfuse.com |
• | Net sales of $346.1 million were down 15% versus the prior year period, and down 13% organically, primarily due to electronics inventory rebalancing and production and demand impacts related to the COVID-19 pandemic |
• | Growth by segment versus the prior year period: |
• | Electronics sales decreased 19% (down 18% organically) |
• | Automotive sales decreased 8% (down 6% organically) |
• | Industrial sales increased 2% (up 2% organically) |
• | GAAP diluted EPS was $1.00; adjusted diluted EPS was $1.29 |
• | GAAP effective tax rate was 30.6% and the adjusted effective tax rate was 26.5% |
• | Cash flow from operations was $45.3 million and free cash flow was $28.7 million |
• | As of the end of the first quarter, the company had $621 million of cash and $774 million of debt |
• | The company repurchased approximately $23 million of its shares in the quarter |
• | The company borrowed $100 million from its credit facility in the quarter to preserve financial flexibility and enhance liquidity |
• | On April 3, the company amended and extended its $700 million senior unsecured revolving credit facility, providing additional flexibility and reducing costs |
• | The company’s current share repurchase authorization expires on April 30, 2020, which will be replaced with a new one million share authorization effective through April 30, 2021. The company is suspending share repurchase activity for the near-term. |
• | The company will pay a cash dividend on its common stock of $0.48 per share on June 4, 2020 to shareholders of record as of May 21, 2020. If the macro environment disruption intensifies or is sustained, the Board of Directors may consider a change in the dividend. |
• | 2020 forecasted capital expenditures have been reduced to $60 million for the year |
• | For the second quarter of 2020, the company expects net sales to be down approximately 20% sequentially, with an approximately 45% adjusted operating income fall through, reflecting the impact of COVID-19 on the supply chain and end demand environment |
• | The company is withdrawing its full year 2020 guidance issued on January 29 due to limited visibility of COVID-19 impacts |
(Unaudited) | ||||||||
(in thousands) | March 28, 2020 | December 28, 2019 | ||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 620,575 | $ | 531,139 | ||||
Short-term investments | 43 | 44 | ||||||
Trade receivables, less allowances of $37,482 and $42,043 at March 28, 2020 and December 28, 2019, respectively | 207,912 | 202,309 | ||||||
Inventories | 227,282 | 237,507 | ||||||
Prepaid income taxes and income taxes receivable | 4,253 | 4,831 | ||||||
Prepaid expenses and other current assets | 32,418 | 28,564 | ||||||
Total current assets | 1,092,483 | 1,004,394 | ||||||
Net property, plant, and equipment | 334,829 | 344,617 | ||||||
Intangible assets, net of amortization | 308,393 | 321,247 | ||||||
Goodwill | 812,763 | 820,589 | ||||||
Investments | 21,248 | 24,099 | ||||||
Deferred income taxes | 7,608 | 8,069 | ||||||
Right of use lease assets, net | 20,611 | 21,918 | ||||||
Other assets | 14,694 | 14,965 | ||||||
Total assets | $ | 2,612,629 | $ | 2,559,898 | ||||
LIABILITIES AND EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 106,796 | $ | 117,320 | ||||
Accrued liabilities | 73,512 | 84,120 | ||||||
Accrued income taxes | 17,907 | 14,122 | ||||||
Current portion of long-term debt | 10,000 | 10,000 | ||||||
Total current liabilities | 208,215 | 225,562 | ||||||
Long-term debt, less current portion | 764,195 | 669,158 | ||||||
Deferred income taxes | 49,698 | 49,763 | ||||||
Accrued post-retirement benefits | 35,904 | 38,198 | ||||||
Non-current operating lease liabilities | 15,960 | 17,166 | ||||||
Other long-term liabilities | 61,709 | 64,037 | ||||||
Total equity | 1,476,948 | 1,496,014 | ||||||
Total liabilities and equity | $ | 2,612,629 | $ | 2,559,898 | ||||
Three Months Ended | ||||||||
(in thousands, except per share data) | March 28, 2020 | March 30, 2019 | ||||||
Net sales | $ | 346,096 | $ | 405,500 | ||||
Cost of sales | 222,384 | 250,272 | ||||||
Gross profit | 123,712 | 155,228 | ||||||
Selling, general, and administrative expenses | 54,386 | 62,955 | ||||||
Research and development expenses | 14,595 | 21,409 | ||||||
Amortization of intangibles | 9,981 | 10,191 | ||||||
Total operating expenses | 78,962 | 94,555 | ||||||
Operating income | 44,750 | 60,673 | ||||||
Interest expense | 5,418 | 5,686 | ||||||
Foreign exchange loss | 2,584 | 4,243 | ||||||
Other expense, net | 1,249 | 4,305 | ||||||
Income before income taxes | 35,499 | 46,439 | ||||||
Income taxes | 10,855 | 9,450 | ||||||
Net income | $ | 24,644 | $ | 36,989 | ||||
Income per share: | ||||||||
Basic | $ | 1.01 | $ | 1.50 | ||||
Diluted | $ | 1.00 | $ | 1.48 | ||||
Weighted-average shares and equivalent shares outstanding: | ||||||||
Basic | 24,393 | 24,717 | ||||||
Diluted | 24,578 | 25,009 | ||||||
Comprehensive income | $ | 9,665 | $ | 45,062 | ||||
Three Months Ended | ||||||||
(in thousands) | March 28, 2020 | March 30, 2019 | ||||||
OPERATING ACTIVITIES | ||||||||
Net income | $ | 24,644 | $ | 36,989 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | 35,626 | 35,376 | ||||||
Changes in operating assets and liabilities: | ||||||||
Trade receivables | (9,457 | ) | (5,800 | ) | ||||
Inventories | 6,667 | (3,250 | ) | |||||
Accounts payable | (3,964 | ) | (8,499 | ) | ||||
Accrued liabilities and income taxes | (7,012 | ) | (27,170 | ) | ||||
Prepaid expenses and other assets | (1,225 | ) | 3,273 | |||||
Net cash provided by operating activities | 45,279 | 30,919 | ||||||
INVESTING ACTIVITIES | ||||||||
Acquisitions of businesses, net of cash acquired | — | (775 | ) | |||||
Purchases of property, plant, and equipment | (16,586 | ) | (14,076 | ) | ||||
Proceeds from sale of property, plant, and equipment | 50 | 607 | ||||||
Net cash used in investing activities | (16,536 | ) | (14,244 | ) | ||||
FINANCING ACTIVITIES | ||||||||
Net proceeds (payments) from credit facility | 97,500 | (5,000 | ) | |||||
Purchases of common stock | (22,927 | ) | (17,906 | ) | ||||
Cash dividends paid | (11,725 | ) | (10,625 | ) | ||||
All other cash provided by financing activities | 2,956 | 2,198 | ||||||
Net cash provided by (used in) financing activities | 65,804 | (31,333 | ) | |||||
Effect of exchange rate changes on cash and cash equivalents | (5,111 | ) | 1,539 | |||||
Increase (decrease) in cash and cash equivalents | 89,436 | (13,119 | ) | |||||
Cash and cash equivalents at beginning of period | 531,139 | 489,733 | ||||||
Cash and cash equivalents at end of period | $ | 620,575 | $ | 476,614 | ||||
First Quarter | |||||||||||
(in thousands) | 2020 | 2019 | % Growth /(Decline) | ||||||||
Net sales | |||||||||||
Electronics | $ | 214,189 | $ | 265,394 | (19.3 | )% | |||||
Automotive | 104,770 | 113,483 | (7.7 | )% | |||||||
Industrial | 27,137 | 26,623 | 1.9 | % | |||||||
Total net sales | $ | 346,096 | $ | 405,500 | (14.6 | )% | |||||
Operating income (loss) | |||||||||||
Electronics | $ | 32,272 | $ | 49,037 | (34.2 | )% | |||||
Automotive | 14,116 | 13,200 | 6.9 | % | |||||||
Industrial | 3,534 | 3,505 | 0.8 | % | |||||||
Other(a) | (5,172 | ) | (5,069 | ) | N.M. | ||||||
Total operating income | $ | 44,750 | $ | 60,673 | (26.2 | )% | |||||
Operating Margin | 12.9 | % | 15.0 | % | |||||||
Interest expense | 5,418 | 5,686 | |||||||||
Foreign exchange loss | 2,584 | 4,243 | |||||||||
Other expense, net | 1,249 | 4,305 | |||||||||
Income before income taxes | $ | 35,499 | $ | 46,439 | (23.6 | )% | |||||
First Quarter | |||||||||
(in thousands) | 2020 | 2019 | % Growth /(Decline) | ||||||
Operating Margin | |||||||||
Electronics | 15.1 | % | 18.5 | % | (3.4 | )% | |||
Automotive | 13.5 | % | 11.6 | % | 1.9 | % | |||
Industrial | 13.0 | % | 13.2 | % | (0.2 | )% | |||
Non-GAAP EPS reconciliation | ||||||||
Q1-20 | Q1-19 | |||||||
GAAP diluted EPS | $ | 1.00 | $ | 1.48 | ||||
EPS impact of Non-GAAP adjustments (below) | 0.29 | 0.48 | ||||||
Adjusted diluted EPS | $ | 1.29 | $ | 1.96 | ||||
Non-GAAP adjustments - (income)/expense | ||||||||
Q1-20 | Q1-19 | |||||||
Acquisition-related and integration costs (a) | $ | 1.2 | $ | 2.4 | ||||
Restructuring, impairment and other charges (b) | 4.0 | 2.7 | ||||||
Non-GAAP adjustments to operating income | 5.2 | 5.1 | ||||||
Other expense, net (c) | — | 5.2 | ||||||
Non-operating foreign exchange loss | 2.6 | 4.2 | ||||||
Non-GAAP adjustments to income before income taxes | 7.8 | 14.5 | ||||||
Income taxes (d) | 0.6 | 2.5 | ||||||
Non-GAAP adjustments to net income | $ | 7.2 | $ | 12.0 | ||||
Total EPS impact | $ | 0.29 | $ | 0.48 | ||||
Adjusted operating margin /Adjusted EBITDA reconciliation | ||||||||
Q1-20 | Q1-19 | |||||||
Net sales | $ | 346.1 | $ | 405.5 | ||||
GAAP operating income | $ | 44.8 | $ | 60.7 | ||||
Add back non-GAAP adjustments | 5.2 | 5.1 | ||||||
Adjusted operating income | $ | 50.0 | $ | 65.8 | ||||
Adjusted operating margin | 14.4 | % | 16.2 | % | ||||
Add back amortization | 10.0 | 10.2 | ||||||
Add back depreciation | 13.8 | 13.1 | ||||||
Adjusted EBITDA | $ | 73.8 | $ | 89.1 | ||||
Adjusted EBITDA margin | 21.3 | % | 22.0 | % | ||||
Net sales reconciliation | Q1-20 vs. Q1-19 | |||||||||||
Electronics | Automotive | Industrial | Total | |||||||||
Net sales growth | (19 | )% | (8 | )% | 2 | % | (15 | )% | ||||
Less: | ||||||||||||
FX impact | (1 | )% | (2 | )% | — | % | (2 | )% | ||||
Organic net sales growth | (18 | )% | (6 | )% | 2 | % | (13 | )% | ||||
Income tax reconciliation | ||||||||
Q1-20 | Q1-19 | |||||||
Income taxes | $ | 10.9 | $ | 9.5 | ||||
Effective rate | 30.6 | % | 20.3 | % | ||||
Non-GAAP adjustments - income taxes | 0.6 | 2.5 | ||||||
Adjusted income taxes | $ | 11.5 | $ | 12.0 | ||||
Adjusted effective rate | 26.5 | % | 19.7 | % | ||||
Free cash flow reconciliation | ||||||||
Q1-20 | Q1-19 | |||||||
Net cash provided by operating activities | $ | 45.3 | $ | 30.9 | ||||
Less: Purchases of property, plant and equipment | (16.6 | ) | (14.1 | ) | ||||
Free cash flow | $ | 28.7 | $ | 16.8 | ||||
Consolidated Total Debt (1) | As of March 28, 2020 | |||
Current-portion of long-term debt | $ | 10.0 | ||
Long-term debt, less current portion | 764.2 | |||
Consolidated Total Debt (1) | $ | 774.2 | ||
Consolidated EBITDA (as defined in the Private Placement Senior Notes) (2) | Twelve Months Ended March 28, 2020 | |||
Net Income | $ | 126.7 | ||
Interest expense | 22.0 | |||
Income taxes | 28.2 | |||
Depreciation | 53.2 | |||
Amortization | 39.8 | |||
Non-cash reductions: | ||||
Stock-based compensation expense | 18.0 | |||
Unrealized loss on investments | 4.6 | |||
Impairment charges | 2.6 | |||
Other | 3.9 | |||
Consolidated EBITDA (as defined in the Private Placement Senior Notes) (2) | $ | 299.0 | ||
Ratio of Consolidated Total Debt to Consolidated EBITDA (as defined in Private Placement Senior Notes)* | 2.6x | |||