8-K
Vishay Precision Group, Inc. (VPG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
| Date of Report (Date of Earliest Event Reported): | November 3, 2020 |
|---|
Vishay Precision Group, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 1-34679 | 27-0986328 | |||
|---|---|---|---|---|---|
| (State or Other Jurisdiction of | (Commission File Number) | (I.R.S. Employer Identification | |||
| Incorporation or Organization) | Number) | 3 Great Valley Parkway, Suite 150 | |||
| --- | --- | ||||
| Malvern, PA | 19355 | ||||
| (Address of Principal Executive Offices) | (Zip Code) |
(484) 321-5300
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K 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 |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | |||
|---|---|---|---|---|---|
| Common stock, $0.10 par value | VPG | New York Stock Exchange | Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | ||
| --- | --- | ||||
| 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 Conditions.
On November 3, 2020, Vishay Precision Group, Inc. issued a press release announcing results for the third quarter of fiscal 2020. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and shall not be deemed to be “filed” for any purpose.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release, dated November 3, 2020. |
SIGNATURES
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 hereunto duly authorized.
| Vishay Precision Group, Inc. | ||
|---|---|---|
| Date: November 3, 2020 | By: | /s/ William M. Clancy |
| Name: William M. Clancy | ||
| Title: Executive Vice President and Chief | ||
| Financial Officer |
Document
Exhibit 99.1
For Immediate Release
VPG Reports Fiscal 2020 Third Quarter Results
MALVERN, Pa. (November 3, 2020) - Vishay Precision Group, Inc. (NYSE: VPG), a leading producer of precision sensors and sensor-based systems, today announced its results for its fiscal 2020 third quarter ended September 26, 2020.
Third Quarter Highlights:
•Revenues of $67.5 million increased 0.2% from a year ago.
•Gross profit margin, on both an as-reported and adjusted* basis, was 40.5% as compared to 38.3% reported a year ago.
•Operating margin was 12.0% as compared to 9.2% reported a year ago.
•Adjusted operating margin* was 11.7%, as compared to 10.0% reported a year ago.
•Diluted earnings per share of $0.41 as compared to $0.33 reported a year ago.
•Adjusted diluted earnings per share* of $0.40, as compared to $0.37 reported a year ago.
•Cash from operating activities was $6.1 million with adjusted free cash flow* of $1.4 million.
Ziv Shoshani, Chief Executive Officer of VPG, commented, "Our third-quarter sales reflected sequential growth across all three of our reporting segments and was driven by ongoing strength in our advanced sensors products. Our Force Sensors operation in India, which had been impacted by COVID-related constraints, is now operating at full capacity. Orders in the third quarter grew sequentially driven primarily by strength in our consumer-related markets, and the partial recovery in some of our other end-markets which continue to face headwinds from the pandemic.
Mr. Shoshani said: "I am pleased with our financial performance for the third quarter, as we achieved solid margins, grew our earnings per share and continued to generate strong cash from operations. This performance reflects both the short-term cost controls we have in place as well as the cost-savings initiatives we have implemented across the business over the past few years."
Third Quarter and Nine Month Financial Trends:
The Company's third fiscal quarter 2020 net earnings attributable to VPG stockholders were $5.6 million, or $0.41 per diluted share, compared to $4.5 million, or $0.33 per diluted share, in the third fiscal quarter of 2019. Foreign currency exchange rates for the third quarter of 2020 increased net income by $0.2 million, or $0.01 per diluted share, relative to the prior year period.
In the nine fiscal months ended September 26, 2020 net earnings attributable to VPG stockholders were $10.7 million, or $0.78 per diluted share, compared to $18.3 million, or $1.35 per diluted share, in the nine fiscal months ended September 28, 2019. Foreign currency exchange rates for the nine fiscal months ended September 26, 2020 decreased net income by $0.5 million, or $0.04 per diluted share, relative to the prior year period.
The third fiscal quarter 2020 adjusted net earnings* attributable to VPG stockholders were $5.5 million, or $0.40 per diluted share, compared to $5.0 million, or $0.37 per diluted share in the third fiscal quarter of 2019.
In the nine fiscal months ended September 26, 2020 adjusted net earnings* attributable to VPG stockholders were $12.0 million, or $0.88 per diluted share, compared to $19.4 million, or $1.43 per diluted share in the nine fiscal months ended September 28, 2019.
Segments
Foil Technology Products segment revenues increased 2.5% to $32.9 million in the third fiscal quarter of 2020, up from $32.1 million in the third fiscal quarter of 2019; sequentially, revenue increased 3.5% compared to $31.8 million in the second quarter of 2020. The year-over-year and sequential increases in
revenues were primarily attributable to an increase in our advanced sensors product line primarily in our consumer-related markets and an increase in our Pacific Instruments product line in the avionics, military and space market, which partially offset a decrease in precision resistor sales in the test and measurement market.
Gross profit margin for the Foil Technology Products segment was 41.1% (or, 41.6% adjusted to exclude the impact of COVID-19) for the third fiscal quarter of 2020, an increase compared to 37.3% in the third fiscal quarter of 2019, and a decrease compared to 41.8% (or, 41.7% adjusted to exclude the impact of COVID-19) in the second fiscal quarter of 2020. The year-over-year increase in adjusted gross profit margin was primarily due to manufacturing efficiencies and cost controls. Sequentially, adjusted gross profit margin was comparable to the second quarter.
Force Sensors segment revenues decreased 14.5% to $13.9 million in the third fiscal quarter of 2020, compared to $16.2 million in the third fiscal quarter of 2019, reflecting the impact of the COVID-19 pandemic on our India facility. Sequentially, revenue increased 55.5% compared to $8.9 million in the second quarter of 2020 as a result of COVID-19 mitigation restrictions being lifted as of July 1, 2020 by the Indian government and the subsequent ramping up of production without limitations at our India operations during the third quarter of 2020. The sequential revenue increase reflected higher sales in the industrial weighing and our other markets.
Gross profit margin for the Force Sensors segment was 30.5% (or, 31.2% adjusted to exclude the impact of COVID-19) for the third fiscal quarter of 2020, which was an increase compared to 30.4% in the third fiscal quarter of 2019, and 11.6% (or, 19.6% adjusted to exclude the impact of COVID-19) in the second fiscal quarter of 2020. The year-over-year increase in adjusted gross profit margin was primarily due to cost controls and a positive impact of foreign exchange, partially offset by lower volume due to the COVID-19 impacts mentioned above and a reduction in export grants. Sequentially, adjusted gross profit margin increased primarily due to higher volume.
Weighing and Control Systems segment revenues increased 8.8% year-over-year to $20.8 million in the third fiscal quarter of 2020, up from $19.1 million in the third fiscal quarter of 2019. Sequentially, revenue increased 12.5% from $18.4 million in the second fiscal quarter of 2020. The year-over-year increase in revenues was primarily attributable to the additional revenues of Dynamic Systems Inc. ("DSI") acquired in November 2019, which was partially offset by lower volume of our onboard weighing products for the transportation market and lower KELK steel-related sales. The sequential increase in revenue was primarily attributable to the DSI product line and an increase in sales of our onboard weighing products for the transportation market, which was partially offset by lower KELK steel-related sales.
The third fiscal quarter 2020 gross profit margin for the Weighing and Control Systems segment was 46.2% (or, 44.9% adjusted to exclude the purchasing accounting adjustments related to the DSI acquisition and the impact of COVID-19), compared to 46.6% from the third fiscal quarter of 2019, and 47.6% (or, 47.3% adjusted to exclude the purchase accounting adjustments related to the DSI acquisition and the impact of COVID-19) in the second fiscal quarter of 2020. The year-over-year decrease in adjusted gross profit margin was mostly due to unfavorable product mix, partially offset by higher volume. The sequential decrease in adjusted gross profit margin was due to unfavorable product mix and a reduction in inventory, partially offset by higher volume.
Impacts From the Global COVID-19 Pandemic:
As the COVID-19 pandemic began to unfold around the world, the Company took measures to protect its employees and customers. Those measures included suspending business travel, enabling certain employees to work from home, implementing workplace distancing, and adjusting work shifts to minimize employees’ contact with other employees. While the majority of the Company’s operations were able to operate despite the impacts from the COVID-19 pandemic, the Company’s Force Sensors manufacturing facility in India had operated at partial capacity as a result of government-mandated restrictions. In the third quarter of 2020, these restrictions reduced Force Sensors revenue by approximately $2.5 million and Force Sensors operating income by approximately $1.0 million due to the
lower volume. For the first nine months of 2020, these restrictions impacted Force Sensors revenue in aggregate by approximately $10 million from pre-COVID runrate levels and reduced its operating income by approximately $4 million due to the lower revenue. The Company received approval from the Indian government to operate its facility without limitation on July 1, 2020, and as of the end of the third quarter the facility was operating at full capacity.
As of November 3, 2020, all of the Company’s facilities are operating without limitations with the Company implementing COVID-19 best practices with respect to working conditions and enabling some employees to work remotely where possible. Nonetheless, given the impacts to date and the ongoing uncertainty concerning the magnitude of the impact and duration of the COVID-19 pandemic, the ongoing economic disruption may continue to adversely affect the Company’s business and financial results.
Near-Term Outlook
“Despite the ongoing uncertainties and economic impacts of the global pandemic, we expect net revenues to grow sequentially and be in the range of $69 million to $75 million for the fourth fiscal quarter of 2020, at constant third fiscal quarter 2020 exchange rates,” concluded Mr. Shoshani.
*Use of Non-GAAP Financial Information
We define “adjusted gross profit margin" as gross profit margin before purchase accounting adjustments related to the DSI acquisition and the impacts of COVID-19 costs. We define "adjusted operating margin" as operating margin before purchase accounting adjustments, COVID-19 costs, restructuring costs, and executive severance costs. We define "adjusted net earnings” and "adjusted net earnings per share" as net earnings attributable to VPG stockholders before purchase accounting adjustments, COVID-19 costs, restructuring costs, executive severance costs, and associated tax effects. "Adjusted free cash flow" for the third fiscal quarter of 2020 is defined as the amount of cash generated from operating activities ($6.1 million), in excess of our capital expenditures ($4.8 million), net of proceeds, if any, from the sale of assets ($0.1 million). Management believes that these non-GAAP measures are useful to investors because each presents what management views as our core operating performance for the relevant period. The adjustments to the applicable GAAP measures relate to occurrences or events that are outside of our core operations, and management believes that the use of these non-GAAP measures provides a consistent basis to evaluate our operating profitability and performance trends across comparable periods. These reconciling items are indicated on the accompanying reconciliation schedules and are more fully described in VPG’s financial statements presented in our Annual Report on Form 10-K and its Quarterly Reports on Forms 10-Q.
Conference Call and Webcast
A conference call will be held today (November 3) at 10:00 a.m. ET (9:00 a.m. CT). To access the conference call, interested parties may call 1-888-317-6003 or internationally 1-412-317-6061 and use passcode 4268514, or log on to the investor relations page of the VPG website at www.vpgsensors.com.
A replay will be available approximately one hour after the completion of the call by calling toll-free 1-877-344-7529 or internationally 1-412-317-0088 and by using the passcode 10148294. The replay will also be available on the investor relations page of the VPG website at www.vpgsensors.com for a limited time.
About VPG
Vishay Precision Group, Inc. (VPG) is an internationally recognized designer, manufacturer and marketer of: components based on its resistive foil technology; sensors; and sensor-based measurement systems specializing in the growing markets of stress, force, weight, pressure, and current measurements. VPG is a market leader of foil technology products, providing ongoing technology innovations in precision foil resistors and foil strain gages, which are the foundation of the company's force sensors products and its’ weighing and control systems. The product portfolio consists of a variety of well-established brand names
recognized for precision and quality in the marketplace. To learn more, visit VPG at www.vpgsensors.com.
Forward-Looking Statements
From time to time, information provided by us, including but not limited to statements in this report, or other statements made by or on our behalf, may contain "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of risks, uncertainties, and contingencies, many of which are beyond our control, which may cause actual results, performance, or achievements to differ materially from those anticipated.
Such statements are based on current expectations only, and are subject to certain risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, expected, estimated, or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions; difficulties or delays in identifying, negotiating and completing acquisitions and integrating acquired companies (including DSI); the inability to realize anticipated synergies and expansion possibilities; difficulties in new product development; changes in competition and technology in the markets that we serve and the mix of our products required to address these changes; changes in foreign currency exchange rates; political, economic, health (including the COVID-19 pandemic) and military instability in the countries in which we operate; difficulties in implementing our cost reduction strategies, such as underutilization of production facilities, labor unrest or legal challenges to our lay-off or termination plans, operation of redundant facilities due to difficulties in transferring production to achieve efficiencies; significant developments from the recent and potential changes in tariffs and trade regulation; our efforts and efforts by governmental authorities to mitigate the COVID-19 pandemic, such as travel bans, shelter-in-place orders and business closures and the related impact on resource allocations, manufacturing and supply chains; the Company’s status as a “critical”, “essential” or “life-sustaining” business in light of COVID-19 business closure laws, orders and guidance being challenged by a governmental body or other applicable authority; the Company’s ability to execute its business continuity, operational and budget plans in light of the COVID-19 pandemic; and other factors affecting our operations, markets, products, services, and prices that are set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and Quarterly Report on Form 10-Q for the fiscal quarter ended March 28, 2020. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Contact:
Steve Cantor
Vishay Precision Group, Inc.
781-222-3516
steve.cantor@vpgsensors.com
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Consolidated Condensed Statements of Operations | ||||||||||||||||||||
| (Unaudited - In thousands, except per share amounts) | ||||||||||||||||||||
| Fiscal quarter ended | ||||||||||||||||||||
| September 26, 2020 | September 28, 2019 | |||||||||||||||||||
| Net revenues | $ | 67,525 | $ | 67,421 | ||||||||||||||||
| Costs of products sold | 40,176 | 41,631 | ||||||||||||||||||
| Gross profit | 27,349 | 25,790 | ||||||||||||||||||
| Gross profit margin | 40.5 | % | 38.3 | % | ||||||||||||||||
| Selling, general, and administrative expenses | 19,144 | 19,057 | ||||||||||||||||||
| Executive severance costs | — | — | ||||||||||||||||||
| Restructuring costs | 84 | 547 | ||||||||||||||||||
| Operating income | 8,121 | 6,186 | ||||||||||||||||||
| Operating margin | 12.0 | % | 9.2 | % | ||||||||||||||||
| Other income (expense): | ||||||||||||||||||||
| Interest expense | (309) | (324) | ||||||||||||||||||
| Other | (39) | 547 | ||||||||||||||||||
| Other income (expense) | (348) | 223 | ||||||||||||||||||
| Income before taxes | 7,773 | 6,409 | ||||||||||||||||||
| Income tax expense | 2,109 | 1,879 | ||||||||||||||||||
| Net earnings | 5,664 | 4,530 | ||||||||||||||||||
| Less: net earnings attributable to noncontrolling interests | 66 | 21 | ||||||||||||||||||
| Net earnings attributable to VPG stockholders | $ | 5,598 | $ | 4,509 | ||||||||||||||||
| Basic earnings per share attributable to VPG stockholders | $ | 0.41 | $ | 0.33 | ||||||||||||||||
| Diluted earnings per share attributable to VPG stockholders | $ | 0.41 | $ | 0.33 | ||||||||||||||||
| Weighted average shares outstanding - basic | 13,575 | 13,523 | ||||||||||||||||||
| Weighted average shares outstanding - diluted | 13,637 | 13,607 | ||||||||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||||||||||
| Consolidated Condensed Statements of Operations | ||||||||||||||||||||
| (Unaudited - In thousands, except per share amounts) | ||||||||||||||||||||
| Nine fiscal months ended | ||||||||||||||||||||
| September 26, 2020 | September 28, 2019 | |||||||||||||||||||
| Net revenues | $ | 194,367 | $ | 214,816 | ||||||||||||||||
| Costs of products sold | 118,843 | 127,366 | ||||||||||||||||||
| Gross profit | 75,524 | 87,450 | ||||||||||||||||||
| Gross profit margin | 38.9 | % | 40.7 | % | ||||||||||||||||
| Selling, general, and administrative expenses | 58,075 | 59,401 | ||||||||||||||||||
| Executive severance costs | — | 611 | ||||||||||||||||||
| Restructuring costs | 713 | 547 | ||||||||||||||||||
| Operating income | 16,736 | 26,891 | ||||||||||||||||||
| Operating margin | 8.6 | % | 12.5 | % | ||||||||||||||||
| Other income (expense): | ||||||||||||||||||||
| Interest expense | (1,037) | (1,071) | ||||||||||||||||||
| Other | (629) | (385) | ||||||||||||||||||
| Other income (expense) | (1,666) | (1,456) | ||||||||||||||||||
| Income before taxes | 15,070 | 25,435 | ||||||||||||||||||
| Income tax expense | 4,367 | 6,999 | ||||||||||||||||||
| Net earnings | 10,703 | 18,436 | ||||||||||||||||||
| Less: net earnings attributable to noncontrolling interests | 34 | 119 | ||||||||||||||||||
| Net earnings attributable to VPG stockholders | $ | 10,669 | $ | 18,317 | ||||||||||||||||
| Basic earnings per share attributable to VPG stockholders | $ | 0.79 | $ | 1.36 | ||||||||||||||||
| Diluted earnings per share attributable to VPG stockholders | $ | 0.78 | $ | 1.35 | ||||||||||||||||
| Weighted average shares outstanding - basic | 13,562 | 13,512 | ||||||||||||||||||
| Weighted average shares outstanding - diluted | 13,611 | 13,588 | ||||||||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | ||||||||||||||||
| Consolidated Condensed Balance Sheets | ||||||||||||||||||||
| (In thousands) | ||||||||||||||||||||
| September 26, 2020 | December 31, 2019 | |||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| Assets | ||||||||||||||||||||
| Current assets: | ||||||||||||||||||||
| Cash and cash equivalents | $ | 89,795 | $ | 86,910 | ||||||||||||||||
| Accounts receivable, net | 44,966 | 43,198 | ||||||||||||||||||
| Inventories: | ||||||||||||||||||||
| Raw materials | 22,770 | 21,701 | ||||||||||||||||||
| Work in process | 24,627 | 23,128 | ||||||||||||||||||
| Finished goods | 19,062 | 22,066 | ||||||||||||||||||
| Inventories, net | 66,459 | 66,895 | ||||||||||||||||||
| Prepaid expenses and other current assets | 15,613 | 15,558 | ||||||||||||||||||
| Total current assets | 216,833 | 212,561 | ||||||||||||||||||
| Property and equipment, at cost: | ||||||||||||||||||||
| Land | 4,217 | 4,243 | ||||||||||||||||||
| Buildings and improvements | 64,586 | 52,708 | ||||||||||||||||||
| Machinery and equipment | 113,519 | 111,492 | ||||||||||||||||||
| Software | 9,718 | 9,384 | ||||||||||||||||||
| Construction in progress | 2,261 | 2,485 | ||||||||||||||||||
| Accumulated depreciation | (125,583) | (119,042) | ||||||||||||||||||
| Property and equipment, net | 68,718 | 61,270 | ||||||||||||||||||
| Goodwill | 34,724 | 35,018 | ||||||||||||||||||
| Intangible assets, net | 32,170 | 34,198 | ||||||||||||||||||
| Operating lease right-of-use assets | 21,846 | 8,691 | ||||||||||||||||||
| Other assets | 18,415 | 18,675 | ||||||||||||||||||
| Total assets | $ | 392,706 | $ | 370,413 | ||||||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | ||||||||||||||||
| Consolidated Condensed Balance Sheets | ||||||||||||||||||||
| (In thousands) | ||||||||||||||||||||
| September 26, 2020 | December 31, 2019 | |||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| Liabilities and equity | ||||||||||||||||||||
| Current liabilities: | ||||||||||||||||||||
| Trade accounts payable | $ | 9,108 | $ | 8,869 | ||||||||||||||||
| Payroll and related expenses | 15,945 | 16,312 | ||||||||||||||||||
| Other accrued expenses | 16,482 | 16,126 | ||||||||||||||||||
| Income taxes | 1,153 | 261 | ||||||||||||||||||
| Current portion of operating lease liabilities | 4,179 | 2,827 | ||||||||||||||||||
| Current portion of long-term debt | 52 | 44,516 | ||||||||||||||||||
| Total current liabilities | 46,919 | 88,911 | ||||||||||||||||||
| Long-term debt, less current portion | 40,604 | 17 | ||||||||||||||||||
| Deferred income taxes | 3,477 | 3,478 | ||||||||||||||||||
| Operating lease liabilities | 18,385 | 5,811 | ||||||||||||||||||
| Other liabilities | 14,894 | 14,775 | ||||||||||||||||||
| Accrued pension and other postretirement costs | 15,883 | 15,669 | ||||||||||||||||||
| Total liabilities | 140,162 | 128,661 | ||||||||||||||||||
| Commitments and contingencies | ||||||||||||||||||||
| Equity: | ||||||||||||||||||||
| Common stock | 1,317 | 1,312 | ||||||||||||||||||
| Class B convertible common stock | 103 | 103 | ||||||||||||||||||
| Treasury stock | (8,765) | (8,765) | ||||||||||||||||||
| Capital in excess of par value | 197,514 | 197,125 | ||||||||||||||||||
| Retained earnings | 99,957 | 89,288 | ||||||||||||||||||
| Accumulated other comprehensive loss | (37,742) | (37,703) | ||||||||||||||||||
| Total Vishay Precision Group, Inc. stockholders' equity | 252,384 | 241,360 | ||||||||||||||||||
| Noncontrolling interests | 160 | 392 | ||||||||||||||||||
| Total equity | 252,544 | 241,752 | ||||||||||||||||||
| Total liabilities and equity | $ | 392,706 | $ | 370,413 | ||||||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | ||||||||||||||||
| Consolidated Condensed Statements of Cash Flows | ||||||||||||||||||||
| (Unaudited - In thousands) | ||||||||||||||||||||
| Nine Fiscal Months Ended | ||||||||||||||||||||
| September 26, 2020 | September 28, 2019 | |||||||||||||||||||
| Operating activities | ||||||||||||||||||||
| Net earnings | $ | 10,703 | $ | 18,436 | ||||||||||||||||
| Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||||||||||||||||||
| Depreciation and amortization | 9,334 | 8,639 | ||||||||||||||||||
| Loss from extinguishment of debt | 30 | — | ||||||||||||||||||
| Gain on sale of property and equipment | (140) | (100) | ||||||||||||||||||
| Reclassification of foreign currency translation adjustment related to disposal of subsidiary | — | (827) | ||||||||||||||||||
| Share-based compensation expense | 1,137 | 1,592 | ||||||||||||||||||
| Inventory write-offs for obsolescence | 1,873 | 1,937 | ||||||||||||||||||
| Deferred income taxes | 127 | 605 | ||||||||||||||||||
| Other | 364 | (2) | ||||||||||||||||||
| Net changes in operating assets and liabilities: | ||||||||||||||||||||
| Accounts receivable, net | (1,541) | 8,348 | ||||||||||||||||||
| Inventories, net | (1,214) | (4,138) | ||||||||||||||||||
| Prepaid expenses and other current assets | (75) | (5,788) | ||||||||||||||||||
| Trade accounts payable | 605 | (1,353) | ||||||||||||||||||
| Other current liabilities | 1,631 | (2,727) | ||||||||||||||||||
| Net cash provided by operating activities | 22,834 | 24,622 | ||||||||||||||||||
| Investing activities | ||||||||||||||||||||
| Capital expenditures | (15,815) | (8,621) | ||||||||||||||||||
| Proceeds from sale of property and equipment | 423 | 265 | ||||||||||||||||||
| Adjustment to purchase price of a business | 156 | — | ||||||||||||||||||
| Net cash used in investing activities | (15,236) | (8,356) | ||||||||||||||||||
| Financing activities | ||||||||||||||||||||
| Principal payments on long-term debt | (3,459) | (3,461) | ||||||||||||||||||
| Debt issuance costs | (402) | — | ||||||||||||||||||
| Purchase of noncontrolling interest | (253) | — | ||||||||||||||||||
| Contributions from (distributions to) noncontrolling interests | 35 | (45) | ||||||||||||||||||
| Payments of employee taxes on certain share-based arrangements | (813) | (854) | ||||||||||||||||||
| Net cash used in financing activities | (4,892) | (4,360) | ||||||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | 179 | (766) | ||||||||||||||||||
| Increase in cash and cash equivalents | 2,885 | 11,140 | ||||||||||||||||||
| Cash and cash equivalents at beginning of period | 86,910 | 90,159 | ||||||||||||||||||
| Cash and cash equivalents at end of period | $ | 89,795 | $ | 101,299 | ||||||||||||||||
| Supplemental disclosure of investing transactions: | ||||||||||||||||||||
| Capital expenditures purchased | $ | (15,395) | $ | (7,383) | ||||||||||||||||
| Capital expenditures accrued but not yet paid | $ | 762 | $ | 613 | ||||||||||||||||
| Supplemental disclosure of financing transactions: | ||||||||||||||||||||
| Non-cash extinguishment of long-term debt facility (see Note 7) | $ | (7,020) | $ | — | ||||||||||||||||
| Non-cash refinancing of revolving facility (see Note 7) | $ | 7,020 | $ | — | ||||||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of Consolidated Adjusted Gross Profit, Operating Income, Net Earnings Attributable to VPG Stockholders and Diluted Earnings Per Share | ||||||||||||||||||||
| (Unaudited - In thousands) | ||||||||||||||||||||
| Gross Profit | Operating Income | Net Earnings Attributable to VPG Stockholders | Diluted Earnings Per share | |||||||||||||||||
| Three months ended | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | ||||||||||||
| As reported - GAAP | $ | 27,349 | $ | 25,790 | $ | 8,121 | $ | 6,186 | $ | 5,598 | $ | 4,509 | $ | 0.41 | $ | 0.33 | ||||
| As reported - GAAP Margins | 40.5 | % | 38.3 | % | 12.0 | % | 9.2 | % | ||||||||||||
| Acquisition purchase accounting adjustments | 4 | — | 4 | — | 4 | — | — | — | ||||||||||||
| COVID-19 impact | (22) | (320) | (320) | (0.03) | ||||||||||||||||
| Executive Severance costs | — | — | — | — | — | |||||||||||||||
| Restructuring costs | — | 84 | 547 | 84 | 547 | 0.01 | 0.04 | |||||||||||||
| Less: Tax effect of reconciling items and discrete tax items | — | — | (84) | 80 | (0.01) | — | ||||||||||||||
| As Adjusted - Non GAAP | $ | 27,331 | $ | 25,790 | $ | 7,889 | $ | 6,733 | $ | 5,450 | $ | 4,976 | $ | 0.40 | $ | 0.37 | ||||
| As Adjusted - Non GAAP Margins | 40.5 | % | 38.3 | % | 11.7 | % | 10.0 | % | ||||||||||||
| Gross Profit | Operating Income | Net Earnings Attributable to VPG Stockholders | Diluted Earnings Per share | |||||||||||||||||
| Nine fiscal months ended | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | September 26, 2020 | September 28, 2019 | ||||||||||||
| As reported - GAAP | $ | 75,524 | $ | 87,450 | $ | 16,736 | $ | 26,891 | $ | 10,669 | $ | 18,317 | $ | 0.78 | $ | 1.35 | ||||
| As reported - GAAP Margins | 38.9 | % | 40.7 | % | 8.6 | % | 12.5 | % | ||||||||||||
| Acquisition purchase accounting adjustments | 560 | — | 560 | — | 560 | — | 0.04 | — | ||||||||||||
| COVID-19 impact | 536 | 123 | 123 | 0.01 | ||||||||||||||||
| Executive Severance costs | — | — | 611 | 611 | — | 0.04 | ||||||||||||||
| Restructuring costs | — | — | 713 | 547 | 713 | 547 | 0.05 | 0.04 | ||||||||||||
| Less: Tax effect of reconciling items and discrete tax items | — | — | — | — | 59 | 80 | — | — | ||||||||||||
| As Adjusted - Non GAAP | $ | 76,620 | $ | 87,450 | $ | 18,132 | $ | 28,049 | $ | 12,006 | $ | 19,395 | 0.88 | $ | 1.43 | |||||
| As Adjusted - Non GAAP Margins | 39.4 | % | 40.7 | % | 9.3 | % | 13.1 | % | ||||||||||||
| VISHAY PRECISION GROUP, INC. | ||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||||
| Reconciliation of Adjusted Gross Profit by segment | ||||||||||||||||||||
| (Unaudited - In thousands) | ||||||||||||||||||||
| Fiscal quarter ended | ||||||||||||||||||||
| September 26, 2020 | September 28, 2019 | June 27, 2020 | ||||||||||||||||||
| Foil Technology Products | ||||||||||||||||||||
| As reported - GAAP | $ | 13,515 | $ | 11,970 | $ | 13,286 | ||||||||||||||
| As reported - GAAP Margins | 41.1 | % | 37.3 | % | 41.8 | % | ||||||||||||||
| COVID-19 impact | 159 | — | (39) | |||||||||||||||||
| As Adjusted - Non GAAP | $ | 13,674 | $ | 11,970 | $ | 13,247 | ||||||||||||||
| As Adjusted - Non GAAP Margins | 41.6 | % | 37.3 | % | 41.7 | % | ||||||||||||||
| Force Sensors | ||||||||||||||||||||
| As reported - GAAP | $ | 4,235 | $ | 4,932 | $ | 1,038 | ||||||||||||||
| As reported - GAAP Margins | 30.5 | % | 30.4 | % | 11.6 | % | ||||||||||||||
| COVID-19 impact | 94 | — | 706 | |||||||||||||||||
| As Adjusted - Non GAAP | $ | 4,329 | $ | 4,932 | $ | 1,744 | ||||||||||||||
| As Adjusted - Non GAAP Margins | 31.2 | % | 30.4 | % | 19.6 | % | ||||||||||||||
| Weighing and Control Systems | ||||||||||||||||||||
| As reported - GAAP | $ | 9,599 | $ | 8,888 | $ | 8,786 | ||||||||||||||
| As reported - GAAP Margins | 46.2 | % | 46.6 | % | 47.6 | % | ||||||||||||||
| Acquisition purchase accounting adjustments | 4 | — | 41 | |||||||||||||||||
| COVID-19 impact | (275) | — | (109) | |||||||||||||||||
| As Adjusted - Non GAAP | $ | 9,328 | $ | 8,888 | $ | 8,718 | ||||||||||||||
| As Adjusted - Non GAAP Margins | 44.9 | % | 46.6 | % | 47.3 | % |
11