EX-99.1 2 vpg-20151103x8kxex991.htm EXHIBIT 99.1 Exhibit
Exhibit 99.1
For Immediate Release
VPG Reports Fiscal 2015 Third Quarter and Nine Month Results
Third quarter net revenues of $57.1 million, within guidance. Adjusted diluted earnings per share is $0.18. Cash generated from operations for the third quarter was $5.4 million and free cash flow was $2.9 million.*

MALVERN, Pa. (November 3, 2015) -- Vishay Precision Group, Inc. (NYSE: VPG), a leading producer of precision sensors and systems, today announced its results for its third quarter of fiscal 2015 and nine months ended September 26, 2015.
Ziv Shoshani, VPG’s chief executive officer said, “I am pleased with our quarterly results today, considering challenging global economic conditions. Adjusted diluted earnings per share was $0.18 and cash generated from operations for the third quarter was $5.4 million, with free cash flow of $2.9 million. We recorded a $4.9 million pre-tax, non-cash impairment charge in the quarter, as a result of a current review of our goodwill and indefinite-lived intangible assets. For the full year, we have repurchased 618,000 VPG shares at a cost of $8.7 million.”
Net revenues for the third quarter of 2015 were $57.1 million, representing a $6.3 million, or 9.9%, decrease from $63.4 million of net revenues for the comparable prior year period. Of the $6.3 million decrease in revenues, $4.5 million was due to the negative impact of foreign currency exchange rates. Net revenues for the nine months ended September 26, 2015 were $173.3 million, representing a $16.5 million, or 8.7% decrease from the $189.8 million of net revenues for the comparable prior year period. Of the $16.5 million decrease in revenues, $14.0 million was due to the negative impact of foreign currency exchange rates. Comparing sequential results, net revenues for the third quarter of 2015 decreased by $2.4 million, or 4.0%, from $59.5 million in the second quarter of 2015.
Net loss attributable to VPG stockholders for the third quarter of 2015 were $(1.9) million, or $(0.15) per diluted share, compared to net earnings attributable to VPG stockholders for the third quarter of 2014 of $3.2 million, or $0.23 per diluted share. Foreign currency exchange rates for the third quarter of 2015 as compared to the prior year period had a negative impact on net income of $0.7 million, or $0.05 per diluted share. Net earnings attributable to VPG stockholders for the nine months ended September 26, 2015 were $0.4 million, or $0.03 per diluted share, compared to net earnings attributable to VPG stockholders of $8.0 million, or $0.57 per diluted share for the comparable prior year period. Foreign currency exchange rates for the nine months of 2015 as compared to the prior year period had a negative impact on net income of $1.2 million, or $0.08 per diluted share.
Adjusted net earnings attributable to VPG stockholders for the third quarter of 2015 were $2.4 million, or $0.18 per diluted share, versus adjusted net earnings attributable to VPG stockholders of $3.3 million, or $0.24 per diluted share for the comparable prior year period. Net loss attributable to VPG stockholders for the third quarter of 2015 include $0.5 million of restructuring costs and $4.9 million of impairment of goodwill and indefinite-lived intangible assets, and related tax effects and discrete tax items, versus, $0.1 million of restructuring costs and related tax effects in the third quarter of 2014.
Adjusted net earnings attributable to VPG stockholders for the nine months ended September 26, 2015 were $5.1 million, or $0.37 per diluted share, versus adjusted net earnings attributable to VPG stockholders of $8.4 million, or $0.60 per diluted share for the comparable prior year period. Net earnings attributable to VPG stockholders for the nine months ended September 26,

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2015 include $0.8 million of restructuring costs and $4.9 million of impairment of goodwill and indefinite-lived intangible assets, and related tax effects and discrete tax items, versus $0.5 million of restructuring costs and related tax effects and discrete tax items in the nine months of 2014.
Non-cash Impairment Charge
As a result of our regular review of goodwill and indefinite-lived intangible assets during the quarter, we recorded a $4.9 million pre-tax, non-cash impairment charge to reduce the carrying value of the goodwill and indefinite -lived intangible assets related to our steel business. This charge is preliminary and could change in connection with our annual review.
Segments
The Foil Technology Products segment revenues were $27.0 million in the third quarter of 2015, down 1.2% from $27.3 million in the third quarter last year, and up 3.2% from $26.2 million in the second quarter of 2015. Net revenues were negatively impacted by the effects of foreign currency exchange rates by $1.8 million in the third quarter of 2015 as compared to the third quarter of 2014, and were flat as compared to the second quarter of 2015. The gross profit margin for the segment increased to 42.0% for the third quarter of 2015 compared to 40.8% in the third quarter last year, and up from 39.6% in the second quarter of 2015. The gross profit margin increased from the comparable prior year period primarily due to manufacturing efficiencies. The sequential gross profit margin increase was due primarily to volume and manufacturing efficiencies.
The Force Sensors segment revenues of $14.6 million in the third quarter of 2015 were down 16.6% compared to $17.5 million in the third quarter last year, and were down 6.8% from $15.6 million in the second quarter of 2015. Decreased year-over-year revenues are attributable primarily to lower volume of $2.2 million and $0.7 million of exchange rate effects. The decrease in sequential revenues is attributable to lower volume of $1.1 million. The gross profit margin for the segment was 21.0% in the third quarter of 2015 versus 22.8% in the third quarter of 2014 and 19.0% in the second quarter of 2015. The gross profit margin for the quarter decreased from the comparable prior year period primarily due to the effects of lower volume and the effects of foreign currency exchange rates, partially offset by cost reduction. Despite lower revenues, the sequential gross profit margin increased due to production move savings and lower fixed costs.
The Weighing and Control Systems segment revenues were $15.6 million in the third quarter of 2015, down 16.3% from $18.6 million in the third quarter last year, and down 12.1% from $17.7 million in the second quarter of 2015. Net revenues were negatively impacted by the effects of foreign currency exchange rates of $2.0 million and volume of $0.9 million in the third quarter of 2015, as compared to the third quarter of 2014. The sequential decrease is primarily attributable to $1.8 million of lower volume, mainly from our steel products. The gross profit margin for the segment was 45.4% in the third quarter of 2015 versus 45.9% in the third quarter of 2014 and 43.6% in the second quarter of 2015. The year-over-year decrease in gross profit margin is primarily due to the effects of volume and foreign currency exchange rates. Despite lower revenues, the sequential increase in gross profit margin is primarily due to favorable product mix in our process weighing business.






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Outlook
Mr. Shoshani concluded, “Assuming a similar exchange rate impact to our revenues, we expect net revenues in the range of $56 million to $61 million for the fourth quarter of 2015.”
*Editor’s Note: We define adjusted net earnings as net earnings attributable to VPG stockholders before acquisition purchase accounting adjustments, restructuring costs, impairment of goodwill and indefinite-lived intangibles and associated tax effects. Free cash flow is defined as the amount of cash generated from operations ($5.4 million for the third quarter of 2015), in excess of our capital expenditures ($2.5 million for the third quarter of 2015) and net of proceeds, if any, for the sale of assets (none in the third quarter of 2015). ** For a reconciliation of GAAP to non-GAAP financial information, refer to the quarterly financial tables.
Conference Call and Webcast
A conference call will be held today (November 3, 2015) 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 1369827, 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: 10068983. 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 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; 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;

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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, 2014. 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 26, 2015
 
September 27, 2014
Net revenues
$
57,149

 
$
63,402

Costs of products sold
35,699

 
39,732

Gross profit
21,450

 
23,670

Gross profit margin
37.5
 %
 
37.3
%
 
 
 
 
Selling, general, and administrative expenses
17,760

 
19,647

Impairment of goodwill and indefinite-lived intangibles
4,942

 

Restructuring costs
459

 
144

Operating (loss) income
(1,711
)
 
3,879

Operating margin
(3.0
)%
 
6.1
%
 
 
 
 
Other income (expense):
 
 
 
Interest expense
(158
)
 
(215
)
Other
(387
)
 
123

Other income (expense) - net
(545
)
 
(92
)
 
 
 
 
(Loss) income before taxes
(2,256
)
 
3,787

 
 
 
 
Income tax (benefit) expense
(304
)
 
523

 
 
 
 
Net (loss) earnings
(1,952
)
 
3,264

Less: net (loss) earnings attributable to noncontrolling interests
(9
)
 
30

Net (loss) earnings attributable to VPG stockholders
$
(1,943
)
 
$
3,234

 
 
 
 
Basic (loss) earnings per share attributable to VPG stockholders
$
(0.15
)
 
$
0.24

Diluted (loss) earnings per share attributable to VPG stockholders
$
(0.15
)
 
$
0.23

 
 
 
 
Weighted average shares outstanding - basic
13,347

 
13,757

Weighted average shares outstanding - diluted
13,347

 
13,977



5



VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Statements of Operations
 
 
 
(Unaudited - In thousands, except per share amounts)
 
 
 
 
 
 
 
 
Nine fiscal months ended
 
September 26, 2015
 
September 27, 2014
Net revenues
$
173,265

 
$
189,804

Costs of products sold
109,801

 
119,515

Gross profit
63,464

 
70,289

Gross profit margin
36.6
%
 
37.0
%
 
 
 
 
Selling, general, and administrative expenses
54,904

 
58,707

Impairment of goodwill and indefinite-lived intangibles
4,942

 

Restructuring costs
841

 
475

Operating income
2,777

 
11,107

Operating margin
1.6
%
 
5.9
%
 
 
 
 
Other income (expense):
 
 
 
Interest expense
(518
)
 
(671
)
Other
(1,730
)
 
(560
)
Other income (expense) - net
(2,248
)
 
(1,231
)
 
 
 
 
Income before taxes
529

 
9,876

 
 
 
 
Income tax expense
174

 
1,800

 
 
 
 
Net earnings
355

 
8,076

Less: net (loss) earnings attributable to noncontrolling interests
(38
)
 
89

Net earnings attributable to VPG stockholders
$
393

 
$
7,987

 
 
 
 
Basic earnings per share attributable to VPG stockholders
$
0.03

 
$
0.58

Diluted earnings per share attributable to VPG stockholders
$
0.03

 
$
0.57

 
 
 
 
Weighted average shares outstanding - basic
13,558

 
13,755

Weighted average shares outstanding - diluted
13,772

 
13,968




6



VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Balance Sheets
 
 
 
(In thousands)
 
 
 
 
September 26, 2015
 
December 31, 2014
 
(Unaudited)
 
 
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
63,174

 
$
79,642

Accounts receivable, net
37,230

 
37,427

Inventories:
 
 
 
Raw materials
13,435

 
14,223

Work in process
20,774

 
19,813

Finished goods
21,689

 
18,806

Inventories, net
55,898

 
52,842

 
 
 
 
Deferred income taxes
5,512

 
5,636

Prepaid expenses and other current assets
10,032

 
10,361

Total current assets
171,846

 
185,908

 
 
 
 
Property and equipment, at cost:
 
 
 
Land
1,871

 
1,893

Buildings and improvements
50,895

 
49,909

Machinery and equipment
81,519

 
78,500

Software
7,086

 
6,837

Construction in progress
2,605

 
2,928

Accumulated depreciation
(93,983
)
 
(89,374
)
Property and equipment, net
49,993

 
50,693

 
 
 
 
Goodwill
6,450

 
12,788

 
 
 
 
Intangible assets, net
13,800

 
17,381

 
 
 
 
Other assets
20,931

 
20,393

Total assets
$
263,020

 
$
287,163



7



VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Balance Sheets
 
 
 
(In thousands)
 
 
 
 
September 26, 2015
 
December 31, 2014
 
(Unaudited)
 
 
Liabilities and equity
 
 
 
Current liabilities:
 
 
 
Trade accounts payable
$
8,140

 
$
10,559

Payroll and related expenses
13,248

 
14,216

Other accrued expenses
15,665

 
16,902

Income taxes
47

 
2,133

Current portion of long-term debt
5,870

 
5,120

Total current liabilities
42,970

 
48,930

 
 
 
 
Long-term debt, less current portion
13,122

 
17,713

Deferred income taxes
469

 
638

Other liabilities
7,230

 
7,644

Accrued pension and other postretirement costs
11,899

 
12,353

Total liabilities
75,690

 
87,278

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Equity:
 
 
 
Common stock
1,276

 
1,273

Class B convertible common stock
103

 
103

Treasury stock
(8,765
)
 
(32
)
Capital in excess of par value
190,149

 
189,532

Retained earnings
35,728

 
35,335

Accumulated other comprehensive loss
(31,299
)
 
(26,560
)
Total Vishay Precision Group, Inc. stockholders' equity
187,192

 
199,651

Noncontrolling interests
138

 
234

Total equity
187,330

 
199,885

Total liabilities and equity
$
263,020

 
$
287,163






8



VISHAY PRECISION GROUP, INC.
 
 
 
Consolidated Condensed Statements of Cash Flows
 
 
 
(Unaudited - In thousands)
 
 
 
 
 
 
 
 
Nine fiscal months ended
 
September 26, 2015
 
September 27, 2014
Operating activities
 
 
 
Net earnings
$
355

 
$
8,076

Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:
 
 
 
Impairment of goodwill and indefinite-lived intangibles
4,942

 

Depreciation and amortization
8,142

 
8,726

Loss on disposal of property and equipment
14

 
61

Share-based compensation expense
796

 
780

Inventory write-offs for obsolescence
1,190

 
972

Other
1,276

 
(836
)
Net changes in operating assets and liabilities:
 
 
 
Accounts receivable, net
(1,182
)
 
(3,876
)
Inventories, net
(5,159
)
 
(78
)
Prepaid expenses and other current assets
290

 
(848
)
Trade accounts payable
(2,256
)
 
181

Other current liabilities
(3,104
)
 
(686
)
Net cash provided by operating activities
5,304

 
12,472

 
 
 
 
Investing activities
 
 
 
Capital expenditures
(7,508
)
 
(5,575
)
Proceeds from sale of property and equipment
117

 
74

Net cash used in investing activities
(7,391
)
 
(5,501
)
 
 
 
 
Financing activities
 
 
 
Principal payments on long-term debt and capital leases
(3,839
)
 
(3,105
)
Purchase of treasury stock
(8,733
)
 

Distributions to noncontrolling interests
(58
)
 
(58
)
Net cash used in financing activities
(12,630
)
 
(3,163
)
Effect of exchange rate changes on cash and cash equivalents
(1,751
)
 
(1,193
)
(Decrease) increase in cash and cash equivalents
(16,468
)
 
2,615

 
 
 
 
Cash and cash equivalents at beginning of period
79,642

 
72,809

Cash and cash equivalents at end of period
$
63,174

 
$
75,424





9



VISHAY PRECISION GROUP, INC.
 
 
 
 
 
 
 
Reconciliation of Consolidated Adjusted Gross Profit Margin
 
 
 
 
 
 
(Unaudited - In thousands)
 
 
 
 
 
 
 
 
Fiscal quarter ended
 
Nine fiscal months ended
 
September 26, 2015
 
September 27, 2014
 
September 26, 2015
 
September 27, 2014
Gross profit
$
21,450

 
$
23,670

 
$
63,464

 
$
70,289

Gross profit margin
37.5
%
 
37.3
%
 
36.6
%
 
37.0
%
 
 
 
 
 
 
 
 
Reconciling items affecting gross profit margin
 
 
 
 
 
 
 
Acquisition purchase accounting adjustments

 
15

 
26

 
56

 
 
 
 
 
 
 
 
Adjusted gross profit
$
21,450

 
$
23,685

 
$
63,490

 
$
70,345

 Adjusted gross profit margin
37.5
%
 
37.4
%
 
36.6
%
 
37.1
%




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 26, 2015
 
September 27, 2014
 
September 26, 2015
 
September 27, 2014
Net (loss) earnings attributable to VPG stockholders
$
(1,943
)
 
$
3,234

 
$
393

 
$
7,987

 
 
 
 
 
 
 
 
Reconciling items affecting operating margin
 
 
 
 
 
 
 
Acquisition purchase accounting adjustments

 
15

 
26

 
56

Impairment of goodwill and indefinite-lived intangibles
4,942

 

 
4,942

 

Restructuring costs
459

 
144

 
841

 
475

 
 
 
 
 
 
 
 
Reconciling items affecting income tax expense
 
 
 
 
 
 
 
Tax effect of adjustments for purchase accounting, restructuring costs, impairment charges and discrete tax items
1,081

 
54

 
1,137

 
149

Adjusted net earnings attributable to VPG stockholders
$
2,377

 
$
3,339

 
$
5,065

 
$
8,369

 
 
 
 
 
 
 
 
Weighted average shares outstanding - diluted
13,347

 
13,977

 
13,772

 
13,968

 
 
 
 
 
 
 
 
Adjusted net earnings per diluted share
$
0.18

 
$
0.24

 
$
0.37

 
$
0.60





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