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8-K - CURRENT REPORT - Vishay Precision Group, Inc.vishay_8k.htm

Vishay Precision Group Reports Second Quarter 2011 Results
  • Net revenues increased 17.4% to $62.1 million, compared to the prior year quarter
  • Book-to-bill ratio for the second quarter was 1.02
  • Net earnings were $3.0 million, or $0.22 per diluted share
MALVERN, PA, August 3, 2011 (BUSINESS WIRE) -- Vishay Precision Group, Inc. (NYSE: VPG) ("VPG" or the “Company”), a leading producer of sensors based on resistive foil technology and sensor-based systems, today announced results for the second fiscal quarter ended July 2, 2011. VPG was spun-off from Vishay Intertechnology (NYSE: VSH) as an independent publicly traded company and began trading on the New York Stock Exchange in July 2010.
 
Net revenues for the second fiscal quarter of 2011 were $62.1 million, representing a 17.4% increase,over the $52.9 million of net revenues for the comparable prior year period. Net earnings for the second fiscal quarter of 2011 were $3.0 million or $0.22 per diluted share, versus net earnings of $4.0 million, or $0.30 per diluted share for the comparable prior year period (see Notes below). The change in net earnings largely reflects an increase in selling, general and administrative expenses associated with operating as an independent, publicly traded company with global operations.
 
Net revenues for the six fiscal months ended July 2, 2011 were $121.7 million, representing a 20.3% increase over the $101.1 million of net revenues for the comparable prior year period. Net earnings for the six fiscal months ended July 2, 2011 were $6.3 million, or $0.46 per diluted share, versus net earnings of $5.8 million, or $0.44 per diluted share for the comparable prior year period (see Notes below).
 
Commenting on the results, Ziv Shoshani, Chief Executive Officer of VPG, said, “The events during the second quarter were all diminished by the loss of Dr. Felix Zandman. He was the inventor of the foil technology products that are the foundation of VPG today. The VPG spin off from Vishay Intertechnology was the fulfillment of his vision to increase shareholder value for both companies and to grow VPG as a stand-alone company. Marc Zandman, our Chairman of the Board, and I are dedicated to carry on Dr. Zandman’s vision for Vishay Precision Group.”
 
Mr. Shoshani continued, "Our second quarter revenues were near the high end of our guidance, as overall business conditions continued to improve for both of our reportable segments. Our Foil Technology Products (FTP) segment revenues increased to $29.0 million in the second quarter, coming partially from advances in the precision instruments and test equipment markets. The FTP gross margin was 46.0% for the second quarter. The Weighing Modules and Control Systems (WMCS) segment revenues increased to $33.1 million, coming in part, from improving process weighing and force measurement sales. The gross margin for the segment was 26.4% for the second quarter.”
 
Our business continued to grow in the second quarter, with both reporting segments providing increased revenues across most of our markets. We are also beginning to see the effects of our design-in initiatives as more of our products are being adopted by our customers. The book-to-bill ratio for our second quarter of 1.02 confirms a stable demand for our products.
 
Outlook
 
We continue to see a sustainable business environment across our product portfolio and across all geographic regions. We are also enjoying significantly better sales than one year ago, an improvement which mainly came from scales manufacturing, process weighing, and onboard weighing markets. However, we expect that shipment of our products in the third quarter will be seasonally lower. Europe currently represents approximately 45% of our total revenues and we typically experience a slowdown in that region during the third quarter. We believe the anticipated business for our two segments will result in overall revenues for the third quarter in the range of $57 million to $61 million.
 
Mr. Shoshani concluded, “Our two key initiatives for 2011 are expected to enhance our organic growth by expanding our FTP segment’s product portfolio and lowering our cost base for our WMCS segment in 2012 and beyond. The first shipments of the new FTP product have already been completed as customers begin to place their initial orders. Revenues for the new product are expected to slowly ramp up over the next 3 to 4 quarters. The second project is the construction of a major offshore manufacturing facility, which will support the WMCS segment by providing a low-cost manufacturing base for transducer products. The construction is expected to be completed by the end of the year, with production beginning next year. We believe these two projects will help us achieve our long-term operational goals.”
 

 

Notes
 
Earnings per Share: Until July 6, 2010, the operations comprising VPG's business were wholly owned by various subsidiaries of Vishay Intertechnology, Inc. As of the date of the spin-off, VPG issued 13.3 million shares of capital stock. This share amount is being utilized for the calculation of basic earnings per common share for periods presented prior to July 6, 2010 as no common stock of the Company existed prior to July 6, 2010. For periods prior to July 6, 2010, the same number of shares is being used for diluted earnings per common share as for basic earnings per common share as no common stock of the Company existed prior to July 6, 2010 and no dilutive securities of the Company were outstanding for any prior period.
 
Financial Presentation: The results of operations and earnings for the quarter and six fiscal months ended July 3, 2010 were derived in whole or in part from the historical consolidated financial statements of Vishay Intertechnology. Such results may not be indicative of the actual operating results that would have been realized had the Company operated as an independent, publicly traded company.
 
Conference Call and Webcast
 
A conference call and simultaneous audio webcast is scheduled for Wednesday, August 3, 2011 at 10:00 a.m. (ET). To access the conference call, interested parties may call toll-free 877-317-6789 or internationally +1-412-317-6789 and enter conference number: 1000-2177, or log on to the IR page of the VPG website at http://ir.vishaypg.com for listen-only mode.
 
A replay will be available approximately one hour after the completion of the call by calling toll-free 877-344-7529 or internationally +1-412-317-0088 and using the conference number: 1000-2177. The replay will also be available on the IR page of the VPG website at http://ir.vishaypg.com. It will be available via phone and website for a limited time.
 
About Vishay Precision Group
 
Vishay Precision Group produces sensors based on resistive foil technology, and sensor-based systems. VPG provides vertically integrated products and solutions for multiple growing markets in the areas of stress, force, weight, pressure and current measurements. As a spin-off from Vishay Intertechnology, the Company has a decades-long track record of innovation in foil precision resistors, current sensors,and strain gages, which has served as a foundation for its more recent expansion into strain gage instrumentation, load cells and transducers, weighing modules, and complete systems for process control and on-board weighing. Vishay Precision Group may be found on the internet at http://www.vishaypg.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, 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 in integrating acquired companies, the inability to realize anticipated synergies and expansion possibilities, unexpected costs or difficulties related to our July 2010 spinoff and other unanticipated conditions adversely affecting the operation of these companies; 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 cost reduction strategies such as labor unrest or legal challenges to our lay-off or termination plans, underutilization of production facilities in lower-labor-cost countries, 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 year ended December 31, 2010 filed with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statements,whether as a result of new information, future events, or otherwise.
 

 
 
 
VISHAY PRECISION GROUP, INC.
Combined and Consolidated Condensed Summary of Operations
(Unaudited - In thousands, except per share data)
 
        Fiscal quarter ended    
    July 2,       July 3,    
    2011   2010    
Net revenues   $      62,133     $      52,914          
Costs of products sold     40,043       32,932      
Gross profit     22,090       19,982      
       Gross margin     35.6 %     37.8 %    
                     
Selling, general, and administrative expenses     17,083       13,831      
Operating income     5,007       6,151      
       Operating margin     8.1 %     11.6 %    
                     
Other income (expense):                    
       Interest expense     (77 )     (109 )    
       Other     (146 )     44      
       Total other income (expense) - net     (223 )     (65 )    
                     
Income before taxes     4,784       6,086      
                     
Income tax expense     1,759       2,019      
                     
Net earnings     3,025       4,067      
                     
Less: net earnings attributable to noncontrolling interests     42       32      
                     
Net earnings attributable to VPG stockholders/parent   $ 2,983     $ 4,035      
                     
Basic earnings per share attributable to VPG stockholders/parent   $ 0.22     $ 0.30     (Note 1)
                     
Diluted earnings per share attributable to VPG stockholders/parent   $ 0.22     $ 0.30     (Note 1)
                     
Weighted average shares outstanding - basic     13,341       13,332     (Note 1)
                     
Weighted average shares outstanding - diluted     13,820       13,332     (Note 1)

Note 1 - Earnings per Share
Until July 6, 2010, the operations comprising VPG's business were wholly owned by various subsidiaries of Vishay Intertechnology. As of the date of the spin-off, VPG issued 13.3 million shares of capital stock. This share amount is being utilized for the calculation of basic earnings per common share for periods presented prior to July 6, 2010 as no common stock of the Company existed prior to July 6, 2010. For periods prior to July 6, 2010, the same number of shares is being used for diluted earnings per common share as for basic earnings per common share as no common stock of the Company existed prior to July 6, 2010 and no dilutive securities of the Company were outstanding for any prior period.
 

 

VISHAY PRECISION GROUP, INC.
Combined and Consolidated Condensed Summary of Operations
(Unaudited - In thousands, except per share data)
 
    Six fiscal months ended        
    July 2,   July 3,    
       2011      2010    
Net revenues   $       121,658     $       101,089      
Costs of products sold     78,558       64,059      
Gross profit     43,100       37,030      
       Gross margin     35.4 %     36.6 %    
                     
Selling, general, and administrative expenses     33,416       27,038      
Operating income     9,684       9,992      
       Operating margin     8.0 %     9.9 %    
                     
Other income (expense):                    
       Interest expense     (157 )     (316 )    
       Other     134       40      
       Total other income (expense) - net     (23 )     (276 )    
                     
Income before taxes     9,661       9,716      
                     
Income tax expense     3,272       3,846      
                     
Net earnings     6,389       5,870      
                     
Less: net earnings attributable to noncontrolling interests     113       59      
                     
Net earnings attributable to VPG stockholders/parent   $ 6,276     $ 5,811      
 
                     
Basic earnings per share attributable to VPG stockholders/parent   $ 0.47     $ 0.44     (Note 1)
                     
Diluted earnings per share attributable to VPG stockholders/parent   $ 0.46     $ 0.44     (Note 1)
 
 
Weighted average shares outstanding - basic     13,340       13,332     (Note 1)
                     
Weighted average shares outstanding - diluted     13,815       13,332     (Note 1)

Note 1 - Earnings per Share
Until July 6, 2010, the operations comprising VPG's business were wholly owned by various subsidiaries of Vishay Intertechnology. As of the date of the spin-off, VPG issued 13.3 million shares of capital stock. This share amount is being utilized for the calculation of basic earnings per common share for periods presented prior to July 6, 2010 as no common stock of the Company existed prior to July 6, 2010. For periods prior to July 6, 2010, the same number of shares is being used for diluted earnings per common share as for basic earnings per common share as no common stock of the Company existed prior to July 6, 2010 and no dilutive securities of the Company were outstanding for any prior period.
 

 

VISHAY PRECISION GROUP, INC.
Combined and Consolidated Condensed Balance Sheets
(Unaudited - In thousands)
 
    July 2,   December 31,
       2011      2010
Assets                
Current assets:                
       Cash and cash equivalents   $ 79,943     $ 82,245  
       Accounts receivable, net     38,710       33,988  
       Net inventories     49,176       48,337  
       Deferred income taxes     4,154       4,022  
       Prepaid expenses and other current assets     8,657       5,540  
Total current assets     180,640       174,132  
 
Property and equipment, net     48,235       46,747  
Intangible assets, net     13,257       14,500  
Other assets     13,490       13,334  
              Total assets   $         255,622     $         248,713  
 
 
Liabilities and equity                
Current liabilities:                
       Notes payable to banks   $ 735     $ 85  
       Trade accounts payable     12,522       11,537  
       Payroll and related expenses     11,155       12,554  
       Other accrued expenses     7,434       8,680  
       Income taxes     2,601       4,847  
       Current portion of long-term debt     178       -  
Total current liabilities     34,625       37,703  
 
Long-term debt     11,495       11,692  
Deferred income taxes     4,210       4,212  
Other liabilities     7,780       7,468  
Accrued pension and other postretirement costs     10,778       10,708  
Total liabilities     68,888       71,783  
 
Commitments and contingencies                
 
Equity:                
Common stock     1,231       1,231  
Class B convertible common stock     103       103  
Capital in excess of par value     180,585       180,142  
Retained earnings     12,170       5,894  
Accumulated other comprehensive income (loss)     (7,598 )     (10,585 )
Total Vishay Precison Group, Inc. stockholders' equity     186,491       176,785  
Noncontrolling interests     243       145  
Total equity     186,734       176,930  
              Total liabilities and equity   $ 255,622     $ 248,713  
                 

 

VISHAY PRECISION GROUP, INC.
Combined and Consolidated Condensed Statements of Cash Flows
(Unaudited - In thousands)
 
    Six fiscal months ended
    July 2,   July 3,
       2011      2010
Operating activities                
Net earnings   $ 6,389     $ 5,870  
Adjustments to reconcile net earnings to                
       net cash provided by operating activities:                
              Depreciation and amortization
    5,612       5,989  
              Loss (gain) on disposal of property and equipment
    28       (7 )
              Share-based compensation expense
    476       72  
              Inventory write-offs for obsolescence
    965       676  
              Other
    (3,181 )     3,175  
              Changes in operating assets and liabilities
           (10,020 )            (6,384 )
Net cash provided by operating activities     269       9,391  
                 
Investing activities                
Purchase of property and equipment     (5,098 )     (3,884 )
Proceeds from sale of property and equipment     134       128  
Net cash used in investing activities     (4,964 )     (3,756 )
                 
Financing activities                
Principal payments on long-term debt and capital lease obligations     (45 )     (129 )
Net changes in short-term borrowings     652       521  
Distributions to noncontrolling interests     (15 )     (16 )
Transactions with Vishay Intertechnology     -       4,695  
Net cash provided by financing activities     592       5,071  
 
Effect of exchange rate changes on cash and cash equivalents     1,801       (2,919 )
                 
(Decrease) increase in cash and cash equivalents     (2,302 )     7,787  
Cash and cash equivalents at beginning of period     82,245       63,192  
Cash and cash equivalents at end of period   $ 79,943     $ 70,979  
                 
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SOURCE: Vishay Precision Group, Inc.
 
Vishay Precision Group, Inc.
Michael Sheaffer
Investor Relations
484-321-5327
Investors@VishayPG.com