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8-K - 8-K - Vishay Precision Group, Inc.vpg-20141105x8k.htm

Exhibit 99.1
For Immediate Release
VPG Reports Fiscal 2014 Third Quarter Results
Third quarter net revenues up 9.8% year-over-year and adjusted diluted earnings per share is $0.23. Cash generated from operations for the third quarter was $7.7 million and free cash flow was $5.5 million.*

MALVERN, Pa. (November 5, 2014) -- Vishay Precision Group, Inc. (NYSE: VPG), a leading producer of precision sensors and systems, based on its resistive foil technology, today announced financial results for its third quarter ended September 27, 2014.
Ziv Shoshani, VPG’s chief executive officer said, “I am pleased with our results this quarter as well as for the first nine months of the year. Organic growth continues to increase at a good pace, fueled by higher volumes. Top line growth also continues to drive increased diluted earnings per share. We also had a very good quarter for cash generated from operations and free cash flow.”
Mr. Shoshani added, “We are confident that our recently launched new products and applications should continue to contribute to our increased revenues and profitability and we also remain focused on our acquisition strategy as a key driver of long term value creation.”
Net revenues for the third quarter of 2014 were $63.4 million, representing a 9.8% increase from $57.7 million of net revenues for the comparable prior year period. Net revenues for the nine months of 2014 were $189.6 million, representing a 6.5% increase from the $178.0 million of net revenues for the comparable prior year period. Comparing sequential results, net revenues for the third quarter of 2014 decreased by $1.8 million, or 2.7%, from $65.2 million in the second quarter of 2014.
Net earnings attributable to VPG stockholders for the third quarter of 2014 were $3.1 million, or $0.22 per diluted share, compared to net earnings attributable to VPG stockholders for the third quarter of 2013 of $1.5 million, or $0.11 per diluted share. Net earnings attributable to VPG stockholders for the nine months of 2014 were $8.3 million, or $0.59 per diluted share, compared to net earnings attributable to VPG stockholders for the nine months of 2013 of $3.2 million, or $0.23 per diluted share.
Adjusted net earnings attributable to VPG stockholders for the third quarter of 2014 were $3.2 million, or $0.23 per diluted share, versus adjusted net earnings attributable to VPG stockholders of $1.2 million, or $0.09 per diluted share for the comparable prior year period. Net earnings attributable to VPG stockholders for the third quarter of 2014 include $0.2 million of KELK acquisition purchase accounting adjustments (which impacted costs of products sold), and restructuring costs, and related tax effects of $0.1 million, versus $0.9 million of KELK purchase accounting adjustments (which impacted costs of products sold) $0.1 million of restructuring costs, $0.1 million of restructuring costs, and the impact of a one-time tax benefit of $1.3 million in the third quarter of 2013.
Adjusted net earnings attributable to VPG stockholders for the nine months of 2014 were $8.7 million, or $0.62 per diluted share, versus adjusted net earnings attributable to VPG stockholders of $6.2 million, or $0.44 per diluted share for the comparable prior year period. Net earnings attributable to VPG stockholders for the nine months of 2014 include $0.5 million of KELK acquisition purchase accounting adjustments (which impacted cost of goods sold) and restructuring costs, and the related tax effects of $0.1 million, versus approximately $4.4 million

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of KELK acquisition purchase accounting adjustments (which impacted costs of products sold), $0.8 million of acquisition costs, $0.5 million of restructuring costs, and the related tax effects of $2.6 million which include the impact of a one-time tax benefit of $1.3 million.
Segments
The Foil Technology Products segment revenues were $27.3 million in the third quarter of 2014, up 21.8% from $22.4 million in the third quarter last year, and down 2.5% from $28.0 million in the second quarter of 2014. The gross margin for the segment has increased to 41.4% for the third quarter of 2014 compared to 36.7% in the third quarter last year, and up from 40.2% in the second quarter of 2014. Increased year-over-year revenues are attributable primarily to higher volume. Lower sequential revenues are attributable mainly to lower volume. The gross margin improved from the comparable prior year period primarily due to increased volume and labor efficiency. The sequential gross margin increase was due to labor efficiencies, partially offset by lower volume.
The Force Sensors segment revenues of $17.5 million in the third quarter of 2014 were up 6.7% compared to $16.4 million in the third quarter last year, and were up 2.9% from $17.0 million in the second quarter of 2014. The gross margin for the segment was 22.5% in the third quarter of 2014 versus 17.6% in the third quarter of 2013 and 21.9% in the second quarter of 2014. Increased year-over-year revenues are attributable primarily to higher volume and by the positive effect of exchange rates. The increase in sequential revenues is attributable to higher volume. The gross margin for the quarter increased from the comparable prior year period primarily due to manufacturing efficiencies and higher volume. The sequential gross margin improved due to higher volume.
The Weighing and Control Systems segment revenues were $18.6 million in the third quarter of 2014, down 1.7% from $18.9 million in the third quarter last year, and down 7.7% from $20.2 million in the second quarter of 2014. Decreased year-over-year revenues are attributable primarily to lower volume, partially offset by the positive effect of exchange rates. The sequential decrease in revenues is attributable mainly to lower volume due to seasonality in the business. The gross margin for the segment was 45.9% in the third quarter of 2014 versus 43.0% in the third quarter of 2013 (47.8% excluding the KELK acquisition purchase accounting adjustments of $0.9 million) and 48.2% in the second quarter of 2014. The year-over-year decrease in adjusted gross margin is primarily due to lower volume and product mix. The sequential decrease in adjusted gross margin is due mainly to seasonally lower volume.
Outlook
Mr. Shoshani concluded, “In light of the current market demand levels, we expect net revenues in the range of $60 million to $65 million for the fourth quarter of 2014.”
* Note: Free cash flow is defined as the amount of cash generated from operations ($7.7 million for the third quarter of 2014), in excess of our capital expenditures ($2.2 million for the third quarter of 2014) and net of proceeds, if any, for the sale of assets (none in the third quarter of 2014).
Conference Call and Webcast
A conference call will be held today (November 5) at 10:00 a.m. EST (9:00 a.m. CST). To access the conference call, interested parties may call 1-888-317-6003 or internationally 1-412-317-6061 and use passcode 2680844, 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: 2680844.

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The replay will also be available on the investor relations page of the VPG website at www.vpgsensors.com. It will be available via phone and website 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 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, changes in the current pace of economic recovery, including if such recovery stalls or does not continue as expected; difficulties or delays in completing acquisitions and integrating acquired companies, including KELK, 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; difficulties in implementing our ERP system and the associated impact on manufacturing efficiencies and customer satisfaction; 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 lower-labor-cost countries; 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, 2013. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
VPG
Wendy Wilson
Senior Director Investor Relations and Corporate Communications
919-374-5501
wendy.wilson@vpgsensors.com








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VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Statements of Operations
 
 
 
(Unaudited - In thousands, except per share amounts)
 
 
 
 
 
 
 
 
Fiscal quarter ended
 
September 27,
 
September 28,
 
2014
 
2013
Net revenues
$
63,402

 
$
57,729

Costs of products sold
39,625

 
38,486

Gross profit
23,777

 
19,243

  Gross margin
37.5
%
 
33.3
%
 
 
 
 
Selling, general, and administrative expenses
19,668

 
18,485

Acquisition costs

 
57

Restructuring costs
144

 
99

Operating income
3,965

 
602

  Operating margin
6.3
%
 
1.0
%
 
 
 
 
Other income (expense):
 
 
 
  Interest expense
(212
)
 
(276
)
  Other
(81
)
 
210

  Total other income (expense) - net
(293
)
 
(66
)
 
 
 
 
Income before taxes
3,672

 
536

 
 
 
 
Income tax expense (benefit)
523

 
(919
)
 
 
 
 
Net earnings
3,149

 
1,455

 
 
 
 
Less: net earnings (loss) attributable to noncontrolling interests
30

 
(11
)
 
 
 
 
Net earnings attributable to VPG stockholders
$
3,119

 
$
1,466

 
 
 
 
 
 
 
 
Basic earnings per share attributable to VPG stockholders
$
0.23

 
$
0.11

 
 
 
 
Diluted earnings per share attributable to VPG stockholders
$
0.22

 
$
0.11

 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic
13,757

 
13,734

 
 
 
 
Weighted average shares outstanding - diluted
13,977

 
13,944



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VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Statements of Operations
 
 
 
(Unaudited - In thousands, except per share amounts)
 
 
 
 
 
 
 
 
Nine fiscal months ended
 
September 27,
 
September 28,
 
2014
 
2013
Net revenues
$
189,605

 
$
178,027

Costs of products sold
119,084

 
117,255

Gross profit
70,521

 
60,772

  Gross margin
37.2
%
 
34.1
%
 
 
 
 
Selling, general, and administrative expenses
58,286

 
54,847

Acquisition costs

 
752

Restructuring costs
475

 
487

Operating income
11,760

 
4,686

  Operating margin
6.2
%
 
2.6
%
 
 
 
 
Other income (expense):
 
 
 
  Interest expense
(660
)
 
(771
)
  Other
(770
)
 
(1,073
)
  Total other income (expense) - net
(1,430
)
 
(1,844
)
 
 
 
 
Income before taxes
10,330

 
2,842

 
 
 
 
Income tax expense (benefit)
1,955

 
(339
)
 
 
 
 
Net earnings
8,375

 
3,181

 
 
 
 
Less: net earnings attributable to noncontrolling interests
89

 
18

 
 
 
 
Net earnings attributable to VPG stockholders
$
8,286

 
$
3,163

 
 
 
 
 
 
 
 
Basic earnings per share attributable to VPG stockholders
$
0.60

 
$
0.23

 
 
 
 
Diluted earnings per share attributable to VPG stockholders
$
0.59

 
$
0.23

 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic
13,755

 
13,504

 
 
 
 
Weighted average shares outstanding - diluted
13,968

 
13,940




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VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Balance Sheets
 
 
 
(In thousands)
 
 
 
 
 
 
 
 
September 27,
 
December 31,
 
2014
 
2013
Assets
(unaudited)
 
 
Current assets:
 
 
 
  Cash and cash equivalents
$
75,424

 
$
72,785

  Accounts receivable, net
43,078

 
40,500

  Inventories, net
53,909

 
54,973

  Deferred income taxes
2,887

 
4,784

  Prepaid expenses and other current assets
11,216

 
10,500

Total current assets
186,514

 
183,542

 
 
 
 
Property and equipment, net
47,956

 
49,323

Goodwill
18,266

 
18,880

Intangible assets, net
19,838

 
22,458

Other assets
20,074

 
17,901

     Total assets
$
292,648

 
$
292,104

 
 
 
 
Liabilities and equity
 
 
 
Current liabilities:
 
 
 
  Trade accounts payable
$
10,290

 
$
10,258

  Payroll and related expenses
14,194

 
15,016

  Other accrued expenses
14,827

 
15,814

  Income taxes
525

 
615

  Current portion of long-term debt
4,882

 
4,137

Total current liabilities
44,718

 
45,840

 
 
 
 
Long-term debt, less current portion
19,060

 
22,936

Deferred income taxes
1,003

 
1,259

Other liabilities
7,748

 
7,738

Accrued pension and other postretirement costs
10,061

 
10,780

Total liabilities
82,590

 
88,553

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Equity:
 
 
 
Common stock
1,273

 
1,271

Class B convertible common stock
103

 
103

Capital in excess of par value
189,335

 
188,424

Retained earnings
40,933

 
32,647

Accumulated other comprehensive income (loss)
(21,750
)
 
(19,027
)
Total Vishay Precision Group, Inc. stockholders' equity
209,894

 
203,418

Noncontrolling interests
164

 
133

Total equity
210,058

 
203,551

Total liabilities and equity
$
292,648

 
$
292,104

 
 
 
 


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VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Statements of Cash Flows
 
 
 
(Unaudited - In thousands)
 
 
Nine fiscal months ended
 
September 27,
 
September 28,
 
2014
 
2013
Operating activities:
 
 
 
Net earnings
$
8,375

 
$
3,181

Adjustments to reconcile net earnings to
 
 
 
    net cash provided by operating activities:
 
 
 
      Depreciation and amortization
8,734

 
9,016

      Loss (gain) on disposal of property and equipment
61

 
(27
)
      Share-based compensation expense
780

 
929

      Inventory write-offs for obsolescence
972

 
901

      Other
(625
)
 
(3,214
)
      Changes in operating assets and liabilities
(5,757
)
 
(4,636
)
Net cash provided by operating activities
12,540

 
6,150

 
 
 
 
Investing activities:
 
 
 
Capital expenditures
(5,626
)
 
(3,910
)
Proceeds from sale of property and equipment
74

 
76

Purchase of business

 
(48,919
)
Net cash used in investing activities
(5,552
)
 
(52,753
)
 
 
 
 
Financing activities:
 
 
 
Proceeds from long-term debt

 
25,000

Principal payments on long-term debt and capital lease obligations
(3,105
)
 
(2,362
)
Debt issuance costs

 
(384
)
Distributions to noncontrolling interests
(58
)
 
(64
)
Net cash (used in) provided by financing activities
(3,163
)
 
22,190

Effect of exchange rate changes on cash and cash equivalents
(1,186
)
 
(1,195
)
 
 
 
 
Increase (decrease) in cash and cash equivalents
2,639

 
(25,608
)
 
 
 
 
Cash and cash equivalents at beginning of period
72,785

 
93,881

Cash and cash equivalents at end of period
$
75,424

 
$
68,273

 
 
 
 
Supplemental disclosure of non-cash financing transactions:
 
 
 
Conversion of exchangeable notes to common stock
$

 
$
5,861

 
 
 
 


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VISHAY PRECISION GROUP, INC.
 
 
 
 
 
 
 
Reconciliation of Adjusted Earnings Per Share
 
 
 
 
 
 
(Unaudited - In thousands, except per share data)
 
 
 
 
 
 
 
Fiscal quarter ended
 
Nine fiscal months ended
 
September 27,
 
September 28,
 
September 27,
 
September 28,
 
2014
 
2013
 
2014
 
2013
Net earnings attributable to VPG stockholders
$
3,119

 
$
1,466

 
$
8,286

 
$
3,163

 
 
 
 
 
 
 
 
Reconciling items affecting operating margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisition purchase accounting adjustments
15

 
903

 
56

 
4,401

Acquisition costs

 
57

 

 
752

Restructuring costs
144

 
99

 
475

 
487

 
 
 
 
 
 
 
 
Reconciling items affecting income tax expense
 
 
 
 
 
 
 
Tax effect of purchase accounting adjustments, acquisition cost adjustments, restructuring cost adjustments, and discrete items
54

 
1,297

 
149

 
2,643

 
 
 
 
 
 
 
 
Adjusted net earnings attributable to VPG stockholders
$
3,224

 
$
1,228

 
$
8,668

 
$
6,160

 
 
 
 
 
 
 
 
Weighted average shares outstanding - diluted
13,977

 
13,944

 
13,968

 
13,940

 
 
 
 
 
 
 
 
Adjusted net earnings per diluted share
$
0.23

 
$
0.09

 
$
0.62

 
$
0.44


VISHAY PRECISION GROUP, INC.
 
 
 
 
 
 
 
Reconciliation of Consolidated Adjusted Gross Margin
 
 
 
 
 
 
(Unaudited - In thousands)
 
 
 
 
 
 
 
 
Fiscal quarter ended
 
Nine fiscal months ended
 
September 27,
 
September 28,
 
September 27,
 
September 28,
 
2014
 
2013
 
2014
 
2013
Gross profit
$
23,777

 
$
19,243

 
$
70,521

 
$
60,772

  Gross margin
37.5
%
 
33.3
%
 
37.2
%
 
34.1
%
 
 
 
 
 
 
 
 
Reconciling items affecting gross margin
 
 
 
 
 
 
 
Acquisition purchase accounting adjustments
15

 
903

 
56

 
4,401

 
 
 
 
 
 
 
 
Adjusted gross profit
$
23,792

 
$
20,146

 
$
70,577

 
$
65,173

  Adjusted gross margin
37.5
%
 
34.9
%
 
37.2
%
 
36.6
%



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