UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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(Mark One) |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended April 2, 2005 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from _______ to _______ |
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Commission File Number 1-7416 |
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VISHAY INTERTECHNOLOGY, INC. |
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(Exact name of registrant as specified in its charter) |
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Delaware |
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38-1686453 |
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(State or Other Jurisdiction of Incorporation) |
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(I.R.S. Employer Identification Number) |
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63 Lincoln Highway |
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610-644-1300 |
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(Address of Principal Executive Offices) |
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(Registrant’s Area Code and Telephone Number) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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Yes x |
No o |
Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act)
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Yes x |
No o |
As of May 4, 2005 registrant had 151,440,186 shares of its common stock and 14,679,440 shares of its Class B common stock outstanding.
This page intentionally left blank.
2
VISHAY INTERTECHNOLOGY, INC.
FORM 10-Q
APRIL 2, 2005
CONTENTS
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Page |
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PART I. |
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Item 1. |
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Consolidated Condensed Balance Sheets – April 2, 2005 |
4 |
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6 |
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7 |
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Notes to Consolidated Condensed Financial Statements |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. |
27 |
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Item 4. |
28 |
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PART II. |
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Item 1. |
29 |
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Item 2. |
29 |
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Item 3. |
29 |
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Item 4. |
30 |
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Item 5. |
30 |
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Item 6. |
30 |
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31 |
3
PART I - FINANCIAL INFORMATION
VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Balance Sheets
(In thousands)
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April 2, |
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December 31, |
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(Unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
623,422 |
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$ |
632,700 |
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Accounts receivable, net |
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357,779 |
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351,710 |
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Inventories: |
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Finished goods |
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155,836 |
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155,195 |
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Work in process |
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152,844 |
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150,738 |
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Raw materials |
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207,169 |
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212,040 |
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Deferred income taxes |
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43,097 |
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43,786 |
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Prepaid expenses and other current assets |
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129,845 |
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136,251 |
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Total current assets |
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1,669,992 |
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1,682,420 |
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Property and equipment, at cost: |
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Land |
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95,790 |
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97,398 |
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Buildings and improvements |
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424,805 |
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428,829 |
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Machinery and equipment |
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1,660,568 |
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1,668,225 |
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Construction in progress |
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76,930 |
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75,974 |
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Allowance for depreciation |
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(1,120,131 |
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(1,098,611 |
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1,137,962 |
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1,171,815 |
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Goodwill |
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1,425,621 |
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1,435,121 |
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Other intangible assets, net |
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123,935 |
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127,797 |
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Other assets |
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216,960 |
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221,437 |
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Total assets |
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$ |
4,574,470 |
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$ |
4,638,590 |
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Continues on following page.
4
VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Balance Sheets (continued)
(In thousands)
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April 2, |
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December 31, |
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(Unaudited) |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Notes payable to banks |
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$ |
22,069 |
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$ |
3,727 |
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Trade accounts payable |
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122,184 |
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131,243 |
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Payroll and related expenses |
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120,663 |
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131,128 |
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Other accrued expenses |
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198,340 |
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221,958 |
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Income taxes |
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31,299 |
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29,631 |
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Current portion of long-term debt |
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42 |
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51 |
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Total current liabilities |
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494,597 |
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517,738 |
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Long-term debt less current portion |
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767,795 |
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752,145 |
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Deferred income taxes |
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11,256 |
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14,017 |
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Deferred grant income |
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16,765 |
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18,723 |
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Other liabilities |
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224,230 |
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235,923 |
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Accrued pension and other postretirement costs |
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225,320 |
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232,142 |
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Minority interest |
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96,936 |
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94,567 |
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Stockholders’ equity: |
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Common stock |
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15,143 |
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15,142 |
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Class B common stock |
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1,468 |
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1,468 |
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Capital in excess of par value |
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2,028,594 |
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2,028,253 |
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Retained earnings |
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600,604 |
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594,892 |
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Unearned compensation |
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(119 |
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(152 |
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Accumulated other comprehensive income |
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91,881 |
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133,732 |
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Total stockholders’ equity |
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2,737,571 |
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2,773,335 |
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Total liabilities and stockholders’ equity |
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$ |
4,574,470 |
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$ |
4,638,590 |
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See accompanying notes.
5
VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Statements of Operations
(Unaudited - In thousands, except earnings per share)
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Fiscal quarter ended |
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April 2, |
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April 3, |
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Net sales |
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$ |
553,677 |
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$ |
640,921 |
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Cost of products sold |
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435,270 |
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481,210 |
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Loss on purchase commitments |
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2,277 |
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— |
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Gross profit |
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116,130 |
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159,711 |
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Selling, general, and administrative expenses |
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96,340 |
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97,329 |
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Restructuring and severance costs |
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5,027 |
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301 |
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Operating income |
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14,763 |
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62,081 |
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Other income (expense): |
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Interest expense |
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(8,053 |
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(8,875 |
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Other |
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4,342 |
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990 |
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(3,711 |
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(7,885 |
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Earnings before taxes and minority interest |
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11,052 |
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54,196 |
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Income taxes |
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2,688 |
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15,424 |
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Minority interest |
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2,652 |
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2,806 |
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Net earnings |
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$ |
5,712 |
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$ |
35,966 |
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Basic earnings per share |
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$ |
0.03 |
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$ |
0.22 |
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Diluted earnings per share |
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$ |
0.03 |
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$ |
0.20 |
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Weighted average shares outstanding - basic |
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166,107 |
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160,438 |
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Weighted average shares outstanding - diluted |
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167,153 |
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201,324 |
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See accompanying notes.
6
VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Statements of Cash Flows
(Unaudited - In thousands)
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Three fiscal months ended |
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April 2, |
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April 3, |
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Operating activities |
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Net earnings |
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$ |
5,712 |
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$ |
35,966 |
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Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: |
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Depreciation and amortization |
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49,378 |
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48,934 |
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(Gain) loss on disposal of property and equipment |
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(24 |
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34 |
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Minority interest in net earnings of consolidated subsidiaries |
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2,652 |
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2,806 |
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Accretion of interest on convertible debentures |
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988 |
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1,713 |
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Purchase commitment liability |
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(9,625 |
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(10,700 |
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Inventory write-offs for obsolescence |
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6,849 |
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7,499 |
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Deferred grant income |
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(1,943 |
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(2,428 |
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Other |
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(4,314 |
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16,864 |
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Changes in operating assets and liabilities |
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(51,879 |
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(49,388 |
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Net cash (used in) provided by operating activities |
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(2,206 |
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51,300 |
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Investing activities |
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Purchase of property and equipment |
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(29,659 |
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(15,056 |
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Proceeds from sale of property and equipment |
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1,227 |
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357 |
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Purchase of businesses, net of cash acquired |
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(5,109 |
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Net cash used in investing activities |
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(28,432 |
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(19,808 |
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Financing activities |
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Principal payments on long-term debt |
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