10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 29, 2014

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM             TO

Commission file number 0-20388

LITTELFUSE, INC.

(Exact name of registrant as specified in its charter)

Delaware	36-3795742
(State or other jurisdiction	(I.R.S. Employer Identification No.)
of incorporation or organization)
8755 W. Higgins Road, Suite 500
Chicago, Illinois	60631
(Address of principal executive offices)	(Zip Code)

(773) 628-1000

(Registrant’s telephone number, including area code)

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. Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [X]     Accelerated filer [  ]     Non-accelerated filer [  ]     Smaller reporting company [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

As of April 25, 2014, 22,509,669 shares of common stock, $.01 par value, of the registrant were outstanding.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.    Financial Statements.	Page
Condensed Consolidated Balance Sheets as of March 29, 2014 (unaudited) and December 28, 2013	1
Consolidated Statements of Net Income for the three months ended March 29, 2014 (unaudited) and March 30, 2013 (unaudited)	2
Consolidated Statements of Comprehensive Income for the three months ended March 29, 2014 (unaudited) and March 30, 2013 (unaudited)	3
Consolidated Statements of Cash Flows for the three months ended March 29, 2014 (unaudited) and March 30, 2013 (unaudited)	4
Notes to Condensed Consolidated Financial Statements (unaudited)	5
Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations.	13
Item 3.    Quantitative and Qualitative Disclosures About Market Risk.	18
Item 4.    Controls and Procedures.	18
PART II - OTHER INFORMATION
Item 1.    Legal Proceedings	20
Item 1A. Risk Factors	20
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3.    Defaults Upon Senior Securities	20
Item 4.    Mine Safety Disclosures	20
Item 5.    Other Information	20
Item 6.    Exhibits	21
Signatures	22

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

LITTELFUSE, INC.

Condensed Consolidated Balance Sheets

(In thousands of USD, except share amounts)

	March 29, 2014			December 28, 2013
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	319,806		$	305,192
Short-term investments		6,943			6,886
Accounts receivable, less allowances		136,077			127,887
Inventories		99,121			92,591
Deferred income taxes		10,409			10,463
Prepaid expenses and other current assets		19,665			17,080
Assets held for sale		5,500			5,500
Total current assets		597,521			565,599
Property, plant and equipment:
Land		5,993			4,382
Buildings		65,403			59,699
Equipment		357,153			354,475
		428,549			418,556
Accumulated depreciation		(270,032	)		(268,383	)
Net property, plant and equipment		158,517			150,173
Intangible assets, net of amortization:
Patents, licenses and software		26,339			25,166
Distribution network		41,582			42,685
Customer lists, trademarks and tradenames		46,090			30,506
Goodwill		199,415			186,464
Other investments		13,686			12,286
Deferred income taxes		5,287			5,092
Other assets		7,229			6,402
Total assets	$	1,095,666		$	1,024,373
Liabilities and Equity
Current liabilities:
Accounts payable	$	37,341		$	33,872
Accrued payroll		16,802			29,437
Accrued expenses		13,267			13,087
Accrued severance		196			182
Accrued income taxes		7,357			5,931
Deferred income taxes		236			229
Current portion of long-term debt		193,000			126,000
Total current liabilities		268,199			208,738
Long-term debt, less current portion		92,500			93,750
Deferred income taxes		11,693			11,585
Accrued post-retirement benefits		-			8,528
Other long-term liabilities		16,907			14,856
Total equity		706,367			686,916
Total liabilities and equity	$	1,095,666		$	1,024,373
Common shares issued and outstanding of 22,534,655 and 22,467,491, at March 29, 2014, and December 28, 2013, respectively.

See accompanying notes.

1

LITTELFUSE, INC.

Consolidated Statements of Net Income

(In thousands of USD, except per share amounts, unaudited)

	For the Three Months Ended
	March 29, 2014			March 30, 2013
Net sales	$	206,859		$	170,918
Cost of sales		128,365			106,312
Gross profit		78,494			64,606
Selling, general and administrative expenses		34,171			29,202
Research and development expenses		7,574			5,715
Amortization of intangibles		3,159			1,572
		44,904			36,489
Operating income		33,590			28,117
Interest expense		1,216			376
Impairment and equity in net loss of unconsolidated affiliate		—			10,678
Foreign exchange (gain) loss		(252	)		319
Other (income) expense, net		(1,186	)		(1,228	)
Income before income taxes		33,812			17,972
Income taxes		8,423			6,484
Net income	$	25,389		$	11,488
Net income per share (see note 8):
Basic	$	1.13		$	0.52
Diluted	$	1.12		$	0.51
Weighted average shares and equivalent shares outstanding:
Basic		22,492			22,095
Diluted		22,717			22,366
Cash dividends paid per common share	$	0.22		$	0.20

See accompanying notes.

2

LITTELFUSE, INC.

Consolidated Statements of Comprehensive Income

(In thousands of USD, unaudited)

	For the Three Months Ended
	March 29, 2014			March 30, 2013
Net income	$	25,389		$	11,488
Other comprehensive income (loss):
Pension liability adjustments, net (net of tax of $94 and $103, respectively)		(44	)		(194	)
Unrealized gain on investments		1,308			1,618
Foreign currency translation adjustments		(7,161	)		(5,250	)
Comprehensive income	$	19,492		$	7,662

See accompanying notes.

3

LITTELFUSE, INC.

Consolidated Statements of Cash Flows

(In thousands of USD, unaudited)

	For the Three Months Ended
	March 29, 2014			March 30, 2013
Operating activities:
Net income	$	25,389		$	11,488
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		7,007			6,232
Amortization of intangibles		3,159			1,572
Stock-based compensation		1,465			1,779
Non-cash inventory charge		1,409			—
Excess tax benefit on share-based compensation		(1,057	)		(467	)
Loss (gain) on sale of assets		69			(24	)
Impairment and equity in net loss of unconsolidated affiliate		—			10,678
Changes in operating assets and liabilities:
Accounts receivable		(6,503	)		(9,745	)
Inventories		(774	)		3,632
Accounts payable		3,056			2,452
Accrued expenses (including post-retirement)		(6,455	)		(4,619	)
Accrued payroll and severance		(12,762	)		(7,319	)
Accrued taxes		1,153			(640	)
Prepaid expenses and other		(3,647	)		1,026
Net cash provided by operating activities		11,509			16,045
Investing activities:
Acquisition of business, net of cash acquired		(52,000	)		—
Purchases of property, plant, and equipment		(6,423	)		(5,453	)
Purchase of short-term investments		—			(8,478	)
Proceeds from sale of assets		15			9
Net cash used in investing activities		(58,408	)		(13,922	)
FINANCING activities:
Proceeds from revolving credit facility		75,000			15,000
Payments of revolving credit facility		(8,000	)		(5,000	)
Payments of term loan		(1,250	)		—
Debt issuance costs		(108	)		—
Cash dividends paid		(4,944	)		(4,410	)
Proceeds from exercise of stock options		3,676			5,283
Excess tax benefit on share-based compensation		1,057			467
Net cash provided by financing activities		65,431			11,340
Effect of exchange rate changes on cash and cash equivalents		(3,918	)		(1,972	)
Increase in cash and cash equivalents		14,614			11,491
Cash and cash equivalents at beginning of period		305,192			235,404
Cash and cash equivalents at end of period	$	319,806		$	246,895

See accompanying notes.

4

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

1. Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Littelfuse, Inc. and its subsidiaries (the “company”) have been prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulations S-X. Accordingly, certain information and disclosures normally included in the consolidated balance sheet, statements of net income and comprehensive income and cash flows prepared in conformity with U.S. GAAP have been condensed or omitted as permitted by such rules and regulations, although the company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the period ended March 29, 2014 are not necessarily indicative of the results that may be expected for the year ending December 27, 2014. For further information, refer to the company’s consolidated financial statements and the notes thereto incorporated by reference in the company’s Annual Report on Form 10-K for the year ended December 28, 2013. The company evaluated subsequent events through the date of its financial statements when filed with the Securities and Exchange Commission (“SEC”).

2. Acquisition of Businesses

SymCom, Inc.

On January 3, 2014, the company acquired 100% of SymCom, Inc. (“SymCom”) for $52.0 million net of cash acquired. Headquartered in Rapid City, South Dakota, SymCom provides overload relays and pump controllers primarily to the industrial market. The acquisition allows the company to strengthen its position in the relay products market by adding new products and new customers within its Electrical business unit segment. SymCom is based in Rapid City, South Dakota. The company funded the acquisition with available cash.

The following table sets forth the preliminary purchase price allocation for SymCom acquisition-date net assets, in accordance with the purchase method of accounting with adjustments to record the acquired net assets at their estimated fair values. The company expects to finalize the purchase price allocation for SymCom in the third quarter of 2014 as certain areas remain to be finalized; however, the adjustments are not anticipated to be significant.

SymCom preliminary purchase price allocation (in thousands):
Cash	$	325
Current assets, net		9,704
Property, plant and equipment		11,193
Goodwill		13,375
Trademarks		17,230
Patents		1,500
Other non-current assets		20
Current liabilities		(1,022	)
	$	52,325

All SymCom goodwill and other assets and liabilities were recorded in the Electrical business unit segment and reflected in the Americas geographical area. The trademarks are being amortized over 15 to 20 years. The patents are being amortized over 16 to 17 years. The goodwill resulting from this acquisition consists largely of the company’s expected future product sales and synergies from combining SymCom’s products with the company’s existing electrical product offerings. Goodwill for the above acquisition is expected to be deductible for tax purposes.

As required by purchase accounting rules, the company recorded a $2.6 million step-up of inventory to its fair value as of the acquisition date. During the first quarter of 2014, as a portion of this inventory was sold, cost of goods sold included a $1.4 million non-cash charge for this step-up.

Pro forma financial information is not presented for the SymCom acquisition due to amounts not being materially different than actual results.

5

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

2. Acquisition of Businesses, continued

Hamlin, Inc.

On May 31, 2013, the company acquired 100% of Hamlin, Inc. (“Hamlin”) from Key Safety Systems, for $144.4 million (net of cash acquired). Hamlin is a manufacturer of sensor technology providing standard products and custom solutions for leading global manufacturers in the automotive and electronic industries. The acquisition allows the company to expand its automotive and electronics product offerings in the global sensor market in both the Automotive and Electronics business segments. Hamlin is headquartered in Lake Mills, Wisconsin and has manufacturing, engineering and sales offices in the U.S., Mexico, Europe and Asia. The company funded the acquisition with available cash raised from borrowings on the company’s new credit arrangement (See Note 6).

The following table sets forth the preliminary purchase price allocation, as of March 29, 2014, for Hamlin acquisition-date net assets, in accordance with the purchase method of accounting with adjustments to record the acquired net assets at their estimated fair values. The company expects to finalize the purchase price allocation for Hamlin in the second quarter of 2014 as certain areas remain to be finalized; however, the adjustments are not anticipated to be significant.

Hamlin preliminary purchase price allocation (in thousands):
Cash	$	15,984
Current assets, net		27,811
Property, plant and equipment		24,728
Goodwill		50,793
Distribution network		35,327
Patents and licenses		16,276
Trademarks		6,522
Non-current assets		2,452
Current liabilities		(7,309	)
Non-current liabilities		(12,217	)
	$	160,367

All Hamlin goodwill and other assets and liabilities were recorded in the Automotive and Electronics business unit segments and reflected in the Americas, Europe and Asia-Pacific geographical areas. The distribution network, trademarks and patents and licenses are all being amortized over 10 years. The goodwill resulting from this acquisition consists largely of the company’s expected future product sales and synergies from combining Hamlin’s products with the company’s existing product offerings. A portion of the goodwill for the acquisition is not expected to be deductible for tax purposes.

6

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

2. Acquisition of Businesses, continued

The following unaudited pro forma results are provided below for the company’s acquisition of Hamlin and assume that the acquisition of Hamlin had been completed as of the beginning of fiscal year 2012

	For the three months ended
	March 29, 2014		March 30, 2013
	(Unaudited)		(Unaudited)
Revenues	$	206,859	$	188,709
Net income	$	25,389	$	12,211
Net income per share:
Basic	$	1.13	$	0.56
Diluted	$	1.12	$	0.55
Weighted-average shares and equivalent shares outstanding:
Basic		22,492		22,095
Diluted		22,717		22,366

For the three months ended March 29, 2014, Hamlin added approximately $21.9 million in revenue and $0.3 million in net income to the company’s consolidated results.

3. Inventories

The components of inventories at March 29, 2014 and December 28, 2013 are as follows (in thousands):

	March 29, 2014		December 28, 2013
Raw material	$	29,691	$	28,228
Work in process		18,542		17,576
Finished goods		50,888		46,787
Total inventories	$	99,121	$	92,591

4. Other Investments

The company’s other investments represent shares of Polytronics Technology Corporation Ltd. (“Polytronics”), a Taiwanese company. The Polytronics investment was acquired as part of the Heinrich Companies acquisition in 2004. The fair value of the Polytronics investment was €9.9million (approximately $13.7 million) at March 29, 2014 and €9.0 million (approximately $12.3 million) at December 28, 2013. Included in 2014 other comprehensive income is an unrealized gain of $1.3 million, due to the increase in fair market value of the Polytronics investment. The remaining movement was due to the impact of changes in exchange rates.

5. Impairment of Investment in Unconsolidated Affiliate

During the first quarter of 2013, the company fully impaired its investment in and loan receivable from Shocking Technologies, Inc. due to the their filing for Chapter 7 bankruptcy on March 12, 2013. The impairment charge of approximately $10.7 million consisted of the remaining equity method investment of $8.7 million and a $2.0 million loan receivable, and reduces the carrying value of both the investment and loan receivable to zero at March 30, 2013.

The loss was recorded as a component of impairment and equity loss of unconsolidated affiliate in the Consolidated Statements of Net Income for the three months ended March 30, 2013.

7

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

6. Debt

The carrying amounts of debt at March 29, 2014 and December 28, 2013 are as follows (in thousands):

	March 29, 2014		December 28, 2013
Term loan	$	97,500	$	98,750
Revolving credit facility		188,000		121,000
Total debt		285,500		219,750
Less: Current maturities		193,000		126,000
Total long-term debt	$	92,500	$	93,750

On May 31, 2013, the company entered into a new credit agreement with J.P Morgan Securities LLC for up to $325.0 million which consists of an unsecured revolving credit facility of $225.0 million and an unsecured term loan of $100.0 million. The new credit agreement is for a five year period. On January 30, 2014, the company increased the unsecured revolving credit facility entered into on May 31, 2013, by $50.0 million thereby increasing the total revolver borrowing capacity from $225.0 million to $275.0 million. The company incurred debt issuance costs of $0.1 million which will be amortized over the life of the existing credit agreement. As of March 29, 2014, the company had available $86.4 million of borrowing capacity under the revolving credit agreement at an interest rate of LIBOR plus 1.250% (1.400% as of March 29, 2014).

7. Fair Value of Assets and Liabilities

In determining fair value, the company uses various valuation approaches within the fair value measurement framework. Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability. 

Applicable accounting literature establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Applicable accounting literature defines levels within the hierarchy based on the reliability of inputs as follows:

Level 1—Valuations based on unadjusted quoted prices for identical assets or liabilities in active markets;

Level 2—Valuations based on quoted prices for similar assets or liabilities or identical assets or liabilities in less active markets, such as dealer or broker markets; and

Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable, such as pricing models, discounted cash flow models and similar techniques not based on market, exchange, dealer or broker-traded transactions.

Following is a description of the valuation methodologies used for instruments measured at fair value and their classification in the valuation hierarchy.

Investment in Polytronics

The company holds an investment in the equity securities of Polytronics as described in Note 5. Equity securities listed on a national market or exchange are valued at the last sales price. Such securities are classified within Level 1 of the valuation hierarchy.

There were no changes during the quarter ended March 29, 2014 to the company’s valuation techniques used to measure asset and liability fair values on a recurring basis. As of March 29, 2014 and December 28, 2013 the company held no non-financial assets or liabilities that are required to be measured at fair value on a recurring basis.

8

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

7. Fair Value of Assets and Liabilities, continued

The following table presents assets measured at fair value by classification within the fair value hierarchy as of March 29, 2014 (in thousands):

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	13,686	$	—	$	—	$	13,686
Total		$	13,686	$	—	$	—	$	13,686

The following table presents assets measured at fair value by classification within the fair value hierarchy as of December 28, 2013 (in thousands):

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	12,286	$	—	$	—	$	12,286
Total		$	12,286	$	—	$	—	$	12,286

The company’s other financial instruments include cash and cash equivalents, short-term investments, accounts receivable, accounts payable and debt. The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and debt approximate their fair values. The company’s debt fair value approximates book value at March 29, 2014 and December 28, 2013, respectively, as the variable interest rates fluctuate along with market interest rates.

8. Earnings Per Share

In 2013, the company calculated its earnings per share using the two-class method which included an earnings allocation formula that determined earnings per share for each class of common stock according to dividends declared and undistributed earnings for the period. Previously, the company’s reported net earnings were reduced by the amount allocated to participating securities to arrive at the earnings allocated to common stock shareholders for purposes of calculating earnings per share under the two-class method. As of January, 2014, the company no longer has “participating securities” as defined under ASC 260. As such, the company now calculates its earnings per share using the treasury method. All of the previous participating securities that resulted in the company using the two-class method have become fully vested or have otherwise expired.

Under the previous two-class method calculation, the dilutive effect of participating securities was calculated using the more dilutive of the treasury stock or the two-class method. The company previously determined the two-class method to be the more dilutive. As such, the earnings allocated to common stock shareholders in the basic earnings per share calculation was adjusted for the reallocation of undistributed earnings to participating securities to arrive at the earnings allocated to common stock shareholders for calculating the diluted earnings per share.

9

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

8. Earnings Per Share, continued

The following table sets forth the computation of basic and diluted earnings per share under the treasury share method as of March 29, 2014 and the two-class method as of March 30, 2013.

	For the Three Months Ended
(in thousands except per share amounts)	March 29, 2014		March 30, 2013
			(Restated)
Net income as reported	$	25,389	$	11,488
Less: Distributed earnings available to participating securities		—		(9	)
Less: Undistributed earnings available to participating securities		—		(7	)
Numerator for basic earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,472
Add: Undistributed earnings allocated to participating securities		—		7
Less: Undistributed earnings reallocated to participating securities		—		(6	)
Numerator for diluted earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,473
Denominator for basic earnings per share —
Weighted-average shares		22,492		22,095
Effect of dilutive securities:
Common stock equivalents		225		271
Denominator for diluted earnings per share —
Adjusted for weighted-average shares & assumed conversions		22,717		22,366
Basic earnings per share	$	1.13	$	0.52
Diluted earnings per share	$	1.12	$	0.51

9. Income Taxes

The effective tax rate for the first quarter of 2014 was 24.9% compared to an effective tax rate of 36.1% in the first quarter of 2013. The effective tax rates for both the first quarter of 2014 and 2013 are lower than the U.S. statutory tax rate primarily due to the result of more income earned in low tax jurisdictions.

10. Pensions

The components of net periodic benefit cost for the three months ended March 29, 2014, compared with the three months ended March 30, 2013, were (in thousands):

	U.S. Plans						Foreign Plans
	Three Months Ended						Three Months Ended
	March 29, 2014			March 30, 2013			March 29, 2014			March 30 2013
Service cost	$	150		$	150		$	311		$	255
Interest cost		971			891			591			183
Expected return on plan assets		(1,411	)		(1,340	)		(573	)		(74	)
Amortization of net loss		137			236			48			39
Total cost of the plan		(153	)		(63	)		377			403
Expected plan participants’ contribution		—			—			—			—
Net periodic benefit cost	$	(153	)	$	(63	)	$	377		$	403

The expected rate of return assumption on domestic pension assets is 6.75% in 2014 and 2013. The expected return on foreign pension assets is 5.14% and 3.00% in 2014 and 2013, respectively.

10

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

11. Business Unit Segment Information

The company and its subsidiaries design, manufacture and sell circuit protection devices throughout the world. The company reports its operations by the following business unit segments: Electronics, Automotive, and Electrical. Each operating segment is directly responsible for sales, marketing and research and development. Manufacturing, purchasing, logistics, customer service, finance, information technology and human resources are shared functions that are allocated back to the three operating segments. The CEO allocates resources to and assesses the performance of each operating segment using information about its revenue and operating income (loss) before interest and taxes, but does not evaluate the operating segments using discrete balance sheet information.

Sales, marketing and research and development expenses are charged directly into each operating segment. All other functions are shared by the operating segments and expenses for these shared functions are allocated to the operating segments and included in the operating results reported below. The company does not report inter-segment revenue because the operating segments do not record it. The company does not allocate interest and other income, interest expense, or taxes to operating segments. Although the CEO uses operating income (loss) to evaluate the segments, operating costs included in one segment may benefit other segments. Except as discussed above, the accounting policies for segment reporting are the same as for the company as a whole.

An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, and about which separate financial information is regularly evaluated by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources. The CODM is the company’s President and Chief Executive Officer (“CEO”).

Business unit segment information for the three months ended March 29, 2014 and March 30, 2013 are summarized as follows (in thousands):

	March 29, 2014			March 30, 2013
Net sales
Electronics	$	95,722		$	79,415
Automotive		82,419			59,385
Electrical		28,718			32,118
Total net sales	$	206,859		$	170,918
Depreciation and amortization
Electronics	$	5,370		$	4,861
Automotive		3,528			1,984
Electrical		1,268			959
Total depreciation and amortization	$	10,166		$	7,804
Operating income
Electronics	$	19,068		$	12,143
Automotive		11,899			9,483
Electrical		4,032			6,491
Other(1)		(1,409	)		—
Total operating income		33,590			28,117
Interest expense		1,216			376
Impairment, loan loss and equity in net loss of unconsolidated affiliate (2)		—			10,678
Foreign exchange (gain) loss		(252	)		319
Other (income) expense, net		(1,186	)		(1,228	)
Income before income taxes	$	33,812		$	17,972

(1) “Other” consists of acquisition costs related to the SymCom acquisition. (See note 2).

(2) During the first quarter of 2013, the company recorded approximately $10.7 million related to the impairment of its investment in Shocking Technologies. (See note 5).

11

Notes to CONDENSED Consolidated Financial Statements (Unaudited)

11. Business Unit Segment Information, continued

The company’s significant net sales by country for the three months ended March 29, 2014 and March 30, 2013 are summarized as follows (in thousands):

	Net sales(a)
	March 29, 2014		March 30, 2013
United States	$	71,874	$	57,914
China		37,213		33,614
Other countries		97,772		79,390
Total	$	206,859	$	170,918

(a) Sales by country represent sales to customer or distributor locations.

The company’s significant long-lived assets by country as of March 29, 2014 and December 28, 2013 are summarized as follows (in thousands):

	Long-lived assets(b)
	March 29, 2014		December 28, 2013
United States	$	38,583	$	27,294
China		42,784		45,843
Canada		13,760		14,429
Other countries		63,390		62,607
Total	$	158,517	$	150,173

(b) Long-lived assets consists of net property, plant and equipment.

12. Accumulated Other Comprehensive Income (Loss) (AOCI)

The following table sets forth the changes in the components of AOCI by component (in thousands):

AOCI component	Balance at December 28, 2013			Other comprehensive income (loss) activity			Reclassification adjustment for expense included in net income		Balance at March 29, 2014
Pension liability adjustment(a)	$	(17,140	)	$	(131	)	$	87	$	(17,184	)
Unrealized gain on investments(b)		9,393			1,308			—		10,701
Foreign currency translation adjustment		28,164			(7,161	)		—		21,003
AOCI income (loss)	$	20,417		$	(5,984	)	$	87	$	14,520

(a) Balances are net of tax of $6,566 and $6,549 for 2014 and 2013, respectively.

(b) Balances are net of tax of $0 and $0 for 2014 and 2013, respectively.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Littelfuse Overview

Littelfuse, Inc. and its subsidiaries (the “company” or “Littelfuse”) is the worldwide leader in circuit protection offering the industry's broadest and deepest portfolio of circuit protection products and solutions. The company’s devices protect products in virtually every market that uses electrical energy, from consumer electronics to automobiles to industrial equipment. The company’s worldwide revenue in 2013 was $757.9 million and net earnings were $88.8 million. The company conducts its business through three reportable segments, which are defined by markets and consist of Electronics, Automotive, and Electrical. The company’s customer base includes original equipment manufacturers, tier one automotive suppliers and distributors.

In addition to protecting and growing its core circuit protection business, Littelfuse has been investing in power control and sensing technologies. These newer platforms combined with the company’s strong balance sheet and operating cash flow, provide opportunities for increased organic and acquisition growth. The company has set a target to grow revenue by 15% per year, 5% organically and 10% through acquisitions.

To maximize shareholder value, the company’s primary strategic goals are to:

● Grow organically faster than its markets;

● Double the pace of acquisitions;

● Sustain high-teens operating margins;

● Improve return on investment; and

● Return excess cash to shareholders.

The company serves markets that are directly impacted by global economic trends with significant exposures to the consumer electronics, automotive, industrial and mining end markets. The company’s results will be impacted positively or negatively by changes in these end markets.

Electronics Segment

The Electronics segment sells passive and semiconductor components and modules primarily into the global consumer electronics, general industrial and telecommunications markets. The core electronics markets are characterized by significant Asia competition and price erosion. As a result the company is focusing additional efforts on higher growth, less price sensitive niche markets (such as LED lighting) and higher-power industrial applications. The Hamlin acquisition expands the company’s product offering into reed switches which are used in a wide variety of electronic products and utilize the same channels as the company’s core electronics products.

Automotive Segment

The Automotive segment is comprised of passenger vehicle circuit protection, commercial vehicle products and sensors. The primary growth drivers for these businesses are increasing global demand for passenger and commercial vehicles and increasing content per vehicle for both circuit protection and sensing products. The move away from internal combustion engines to hybrid and electric drive systems that require more circuit protection is expected to be an additional growth driver. The Hamlin acquisition in 2013 significantly expanded the company’s position in automotive sensors.

Electrical Segment

The Electrical segment derives its revenues from power fuses, protection relays and custom products selling primarily into the industrial, mining, solar and oil and gas markets. Custom products sales, after several years of strong growth, have declined due to several large Canadian potash mining projects nearing completion. The company intends to expand this business by moving into new markets such as non-potash mining and oil and gas. Protection relay sales have also slowed due to the general slowdown in the global mining market.

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The following table is a summary of the company’s net sales by business unit and geography:

Net Sales by Business Unit and Geography (in thousands, unaudited)

	First Quarter
	2014		2013		% Change
Business Unit
Electronics	$	95,722	$	79,415		21	%
Automotive		82,419		59,385		39	%
Electrical		28,718		32,118		(11	%)
Total	$	206,859	$	170,918		21	%

	First Quarter
	2014		2013		% Change
Geography(a)
Americas	$	89,151	$	77,824		15	%
Europe		43,927		31,386		40	%
Asia-Pacific		73,781		61,708		20	%
Total	$	206,859	$	170,918		21	%

(a) Sales by geography represent sales to customer or distributor locations.

Results of Operations – First Quarter, 2014 compared to 2013

The following table summarizes the company’s consolidated results of operations for the periods presented. The results include incremental activity from the company’s business acquisitions as described, where applicable, in the below analysis. There was also an additional $1.4 million accounting adjustment (expense) during the first quarter of 2014 for the write-off of stepped-up inventory valuation related to the SymCom acquisition as described in note 2.

(In thousands, unaudited)	First Quarter
	2014		2013		% Change
Sales	$	206,859	$	170,918		21	%
Gross Profit		78,494		64,606		21	%
Operating expense		44,904		36,489		23	%
Operating income		33,590		28,117		19	%
Other income, net		1,438		909		58	%
Income before income taxes		33,812		17,972		88	%
Net income	$	25,389	$	11,488		121	%

Net sales increased $35.9 million or 21% to $206.9 million in the first quarter of 2014 compared to $170.9 million in the first quarter of 2013 due primarily to an incremental $26.4 million from business acquisitions and strong organic growth in automotive and electronics, partially offset by lower electrical sales. The company also experienced $1.3 million in favorable foreign currency effects in the first quarter of 2014 as compared to the first quarter of 2013. The favorable foreign currency impact primarily resulted from sales denominated in the euro, partially offset by the unfavorable impact of the Canadian dollar and the Japanese yen. Excluding incremental sales from acquisitions and currency effects, net sales increased $8.2 million or 5% year-over-year.

Electronics sales increased $16.3 million or 21% to $95.7 million in the first quarter of 2014 compared to $79.4 million in the first quarter of 2013 due primarily to strong growth for semiconductor products and an incremental $9.4 million from the addition of the Hamlin electronic sensor business. The electronics segment experienced $0.4 million in favorable currency effects in the first quarter of 2014 primarily from sales denominated in euro. Excluding incremental sales from acquisitions and currency effects, net sales increased $6.5 million or 8% year-over-year.

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Automotive sales increased $23.0 million or 39% to $82.4 million in the first quarter of 2014 compared to $59.4 million in the first quarter of 2013 due to strong organic growth for passenger car fuses, commercial vehicle products and Accel sensors and an incremental $12.5 million from the acquisition of Hamlin. The automotive segment experienced $1.2 million in favorable currency effects in the first quarter of 2014 primarily due to sales denominated in euros. Excluding incremental sales from acquisitions and currency effects, net sales increased $9.3 million or 16% year-over-year.

Electrical sales decreased $3.4 million or 11% to $28.7 million in the first quarter of 2014 compared to $32.1 million in the first quarter of 2013 as the decline in sales into the mining market more than offset growth in electrical fuses and incremental sales of $4.5 million from the SymCom acquisition. The electrical segment experienced $0.3 million in unfavorable currency effects in the first quarter of 2014 primarily from sales denominated in Canadian dollars. Excluding incremental sales from SymCom and currency effects, net sales decreased $7.6 million or 24% year-over-year.

On a geographic basis, sales in the Americas increased $11.3 million or 15% to $89.2 million in the first quarter of 2014 compared to $77.8 million in the first quarter of 2013 due to incremental sales from business acquisitions of $14.7 million offset by $0.4 million in unfavorable currency effects from sales denominated in Canadian dollars. Excluding incremental sales and currency effects, the Americas sales declined $2.9 million or 4% primarily due to a decline in sales into the mining market partially offset by increased automotive and electronics sales.

Europe sales increased $12.5 million or 40% to $43.9 million in the first quarter of 2014 compared to $31.4 million in the first quarter of 2013 mainly due to strong demand for automotive and electronic products, incremental sales of $5.6 million from Hamlin and $1.7 million in favorable currency effects. Excluding sales from acquisitions and currency effects, Europe sales increased 17% year-over-year.

Asia-Pacific sales increased $12.1 million or 20% to $73.8 million in the first quarter of 2014 compared to $61.7 million in the first quarter of 2013 due to incremental sales of $6.1 million from Hamlin and strong demand for automotive and electronic products. Excluding sales from acquisitions and currency effects (which were negligible), Asia-Pacific sales increased 10% year-over-year.

Gross profit was $78.5 million or 38% of net sales for the first quarter of 2014 compared to $64.6 million or 38% of net sales in the same quarter last year. Gross profit for 2014 includes the write-off of $1.4 million of stepped-up inventory valuation from the SymCom acquisition. Excluding the impact of the inventory write-off, gross profit was $79.9 million or 39% of net sales for the first quarter of 2014. The increase in gross profit margin compared to the prior year was primarily attributable to operating leverage on higher sales.

Total operating expense was $44.9 million or 22% of net sales for the first quarter of 2014 compared to $36.5 million or 21% of net sales for the same quarter in 2013. The increase in operating expenses primarily reflects incremental operating expenses of $5.2 million from business acquisitions.

Operating income for the first quarter of 2014 was approximately $33.6 million compared to operating income of $28.1 million for the same quarter in 2013 primarily due to higher sales partially offset by slightly higher operating expenses as described above.

Interest expense was $1.2 million in the first quarter of 2014 compared to $0.4 million in the first quarter of 2013 due to higher acquisition-related borrowing in 2014.

The company fully impaired its investment and loan receivable in Shocking Technologies during the first quarter of 2013 as described in Note 6, resulting in impairment, loan loss and equity losses from the investment in and loan to Shocking Technologies of $10.7 million.

Foreign exchange (gain) loss, reflecting net gains and losses resulting from the effect of exchange rate changes on various foreign currency transactions worldwide, was approximately $0.3 million of income for the first quarter of 2014 and $0.3 million of expense for the first quarter of 2013 and primarily reflects fluctuations in the Philippine peso against the U.S. dollar.

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Other (income) expense, net, consisting of interest income, royalties and non-operating income items was approximately $1.2 million of income for both the first quarter of 2014 and first quarter of 2013.

Income before income taxes was $33.8 million for the first quarter of 2014 compared to $18.0 million for the first quarter of 2013. Income tax expense was $8.4 million with an effective tax rate of 24.9% for the first quarter of 2014 compared to income tax expense of $6.5 million with an effective tax rate of 36.1% in the first quarter of 2013. The 2013 income tax expense was negatively impacted by the non-deductibility of the company’s impairment of its investment in Shocking Technologies. The effective tax rates for both the first quarter of 2014 and 2013 are lower than the U.S. statutory tax rate primarily due to more income earned in low tax jurisdictions.

Net income for the first quarter of 2014 was $25.4 million or $1.12 per diluted share compared to net income of $11.5 million or $0.51 per diluted share for the same quarter of 2013.

Liquidity and Capital Resources

As of March 29, 2014, $310.3 million of the $319.8 million of the company’s cash and cash equivalents was held by foreign subsidiaries. Of the $310.3 million held by foreign subsidiaries, approximately $17.0 million could be repatriated with minimal tax consequences. The company expects to maintain its foreign cash balances (other than the aforementioned $17.0 million) for local operating requirements, to provide funds for future capital expenditures and for potential acquisitions. The company does not expect to repatriate these funds to the U.S.

The company historically has financed capital expenditures through cash flows from operations. Management expects that cash flows from operations and available lines of credit will be sufficient to support both the company’s operations and its debt obligations for the foreseeable future.

Revolving Credit Facilities

On May 31, 2013, the company entered into a new credit agreement with J.P. Morgan Securities LLC for up to $325.0 million which consists of an unsecured revolving credit facility of $225.0 million and an unsecured term loan of $100.0 million. The new credit agreement is for a five year period. On January 30, 2014, the company increased the unsecured revolving credit facility entered into on May 31, 2013, by $50.0 million thereby increasing the total revolver borrowing capacity from $225.0 million to $275.0 million. At March 29, 2014, the company had available $86.4 million of borrowing capacity under the revolving credit agreement at an interest rate of LIBOR plus 1.250% (1.400% as of March 29, 2014). The credit agreement replaces the company’s previous credit agreement dated June 13, 2011 which was terminated on May 31, 2013.

This arrangement contains covenants that, among other matters, impose limitations on the incurrence of additional indebtedness, future mergers, sales of assets, payment of dividends, and changes in control, as defined in the agreement. In addition, the company is required to satisfy certain financial covenants and tests relating to, among other matters, interest coverage and leverage. At March 29, 2014, the company was in compliance with all covenants under the revolving credit facility.

The company also had $0.8 million outstanding in letters of credit at March 29, 2014. No amounts were drawn under these letters of credit at March 29, 2014.

Cash Flow 

The company started 2014 with $305.2 million of cash and cash equivalents. Net cash provided by operating activities was approximately $11.5 million for the first three months of 2014 reflecting $25.4 million in net income and $12.1 million in non-cash adjustments (primarily $10.2 million in depreciation and amortization) offset by $26.0 million in net changes to various operating assets and liabilities.

Changes in operating assets and liabilities for the first three months of 2014 (including short-term and long-term items) that impacted cash flows negatively consisted of increases in accounts receivables ($6.5 million), inventory ($0.7 million), prepaid and other assets ($3.6 million) and decreases in accrued payroll and severance ($12.8 million) and accrued expenses (including post-retirement) ($6.5 million). The increase in accounts receivables was due to increased sales in the first quarter. The decrease in accrued payroll and severance was due primarily to payouts for the 2013 management incentive plan which occurred in the first quarter. The decrease in accrued expenses was due primarily to $9.9 million in pension contributions made during the first quarter. Other changes having a positive impact on cash flows were increases in accounts payable ($3.1 million) and accrued and deferred taxes ($1.2 million).

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Net cash used in investing activities was approximately $58.4 million and included $6.4 million in capital spending, and $52.0 million for the acquisition of SymCom.

Net cash provided by financing activities was approximately $65.4 million and included $65.8 million in net proceeds from borrowing and $4.7 million from the exercise of stock options, including tax benefits, partially offset by cash dividends paid of $4.9 million. The effects of exchange rate changes decreased cash and cash equivalents by approximately $3.9 million. The net cash provided by operating activities combined with the effects of exchange rate changes less net cash used in investing and financing activities resulted in a $14.6 million increase in cash, which left the company with a cash and cash equivalents balance of $319.8 million at March 29, 2014.

The ratio of current assets to current liabilities was 2.2 at the end of the first quarter of 2014 compared to 2.7 at year-end 2013 and 3.0 at the end of the first quarter of 2013. Days sales outstanding in accounts receivable was approximately 60 days at the end of the first quarter of 2014 compared to 57 days at the end of the first quarter of 2013 and 59 days at year-end 2013. Days inventory outstanding was approximately 70 days at the end of the first quarter of 2014 compared to 70 days at the year-end 2013 and 61 days at end of the first quarter of 2013.

Outlook

Sales are expected to increase sequentially in the second quarter of 2014 due to normal seasonality and improving market conditions in the automotive and electronics segments. The mining sector is expected to remain weak at least through the remainder of this year. The company issued the following guidance for the second quarter of 2014:

● Sales are expected to be in the range of $216.0 million to $226.0 million which represents 18% year-over-year growth at the midpoint.

● Earnings for the second quarter are expected to be in the range of $1.23 to $1.37 per diluted share, excluding any special items.

Cautionary Statement Regarding Forward-Looking Statements Under the Private Securities Litigation Reform Act of 1995 (“PSLRA”).

The statements in this section and the other sections of this report that are not historical facts are intended to constitute “forward-looking statements” entitled to the safe-harbor provisions of the PSLRA. These statements may involve risks and uncertainties, including, but not limited to, risks relating to product demand and market acceptance, economic conditions, the impact of competitive products and pricing, product quality problems or product recalls, capacity and supply difficulties or constraints, coal mining exposures reserves, failure of an indemnification for environmental liability, exchange rate fluctuations, commodity price fluctuations, the effect of the company’s accounting policies, labor disputes, restructuring costs in excess of expectations, pension plan asset returns less than assumed, integration of acquisitions and other risks which may be detailed in the company’s other Securities and Exchange Commission filings. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual results and outcomes may differ materially from those indicated or implied in the forward-looking statements. This report should be read in conjunction with information provided in the financial statements appearing in the company’s Annual Report on Form 10-K for the year ended December 28, 2013. For a further discussion of the risk factors of the company, please see Item 1A. “Risk Factors” to the company’s Annual Report on Form 10-K for the year ended December 28, 2013.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk.

The company is exposed to market risk from changes in interest rates, foreign exchange rates and commodity prices.

Interest Rates

The company had $285.5 million in debt outstanding under revolving credit facilities at March 29, 2014, at variable rates. While 100% of this debt has variable interest rates, the company’s interest expense is not materially sensitive to changes in interest rate levels since debt levels and potential interest expense increases are small relative to earnings.

Foreign Exchange Rates

The majority of the company’s operations consist of manufacturing and sales activities in foreign countries. The company has manufacturing facilities in the U.S., Mexico, Canada, Denmark, China, Lithuania and the Philippines. During the first three months of 2014, sales to customers outside the U.S. were approximately 65% of total net sales. Substantially all sales in Europe are denominated in euros and substantially all sales in the Asia-Pacific region are denominated in U.S. dollars, Japanese yen, Korean won, Chinese yuan or Taiwanese dollars.

The company’s foreign exchange exposures result primarily from sale of products in foreign currencies, foreign currency denominated purchases, employee-related and other costs of running operations in foreign countries and translation of balance sheet accounts denominated in foreign currencies. The company’s most significant long exposure is to the euro, with lesser long exposures to the Canadian dollar, Japanese yen and Korean won. The company’s most significant short exposures are to the Chinese yuan, Mexican peso and Philippine peso. Changes in foreign exchange rates could affect the company’s sales, costs, balance sheet values and earnings. The company uses netting and offsetting intercompany account management techniques to reduce known foreign currency exposures where possible. From time to time, the company has utilized derivative instruments to hedge certain foreign currency exposures.

Commodity Prices

The company uses various metals in the manufacturing of its products, including copper, zinc, tin, gold and silver. Prices of these commodities can and do fluctuate significantly, which can impact the company’s earnings. The most significant of these exposures is to copper, zinc, silver and gold where at current prices and volumes, a 10% price change would affect annual pre-tax profit by approximately $1.9 million for copper, $0.8 million for zinc, $0.7 million for silver and $0.3 million for gold. From time to time, the company has utilized derivative instruments to hedge certain commodity exposures.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

With the participation of our management, including the company’s principal executive officer and principal financial officer, the company has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(c) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation and the fact that the company is in the process of remediating the material weakness which is expected to be completed by the fourth quarter of 2014, the company’s principal executive officer and principal financial officer concluded that the company’s disclosure controls and procedures were not effective as of the end of the period ended March 29, 2014.

The errors resulted from the treatment of tax deductions related to the company’s write-off of its investment in Shocking Technologies, Inc. The tax deductions were determined to be a capital loss for tax purposes, instead of an ordinary loss as the company had previously determined in consultation with a third party expert.

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Material Weakness and Related Remediation Initiatives

On February 4, 2014, the company concluded there was a material weakness in internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act as it relates to deferred tax valuation allowance accounting at March 30, 2013. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the annual or interim financial statement will not be prevented or detected on a timely basis.

The material weakness in internal control over financial reporting relates to the company’s evaluation of the income tax considerations, including deferred tax valuation allowances relating to the write-off of its investment in Shocking Technologies, Inc. during the first quarter of 2013. Management has commenced steps to remediate the material weakness associated with this misstatement and has begun the process of implementing an enhanced process to review and approve the income tax accounting treatment for any material items that are of an unusual or complex nature. In accordance with the company’s internal control over financial reporting compliance program, however, the material weakness designation cannot be remediated fully until the remediation processes have been operational for a period of time and successfully tested. Such remediation is anticipated to be completed in 2014.

Changes in Internal Control Over Financial Reporting

Except as has been described above, there has been no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the three months ended March 29, 2014, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Reference is made to Exhibits 31.1 and 31.2 for the Certification statements issued by the company’s Chief Executive Officer and Chief Financial Officer, regarding the company’s disclosure controls and procedures, and internal control over financial reporting, as of March 29, 2014.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors.

A detailed description of risks that could have a negative impact on our business, revenues and performance results can be found under the caption “Risk Factors” in our most recent Form 10-K, filed with the SEC on February 25, 2014. There have been no material changes from risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 28, 2013 in response to Item 1A to Part 1 of Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

The company’s Board of Directors authorized the repurchase of up to 1,000,000 shares of the company’s common stock under a program for the period May 1, 2014 to April 30, 2015. The company did not repurchase any shares of its common stock during the first quarter of fiscal 2014 and 1,000,000 shares may yet be purchased under the previous authorization as of March 29, 2014.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

None.

Item 5. Other Information.

None.

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Item 6. Exhibits.

Exhibit		Description
	10.1	Change of Control Agreement, effective as of February 10, 2014, between Littelfuse, Inc. and Michael P. Rutz.
	10.2	Amended and Restated Employment Agreement, effective as of January 1, 2014, between Littelfuse, Inc. and Dieter Roeder.
	10.3	Master Increasing Lender Supplement, dated as of January 30, 2014, among Littelfuse, Inc., as borrower, JPMorgan Chase Bank, N.A. as Agent, and each of the banks, financial institutions and other institutional lenders listed on the respective signature pages thereof (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 4, 2014).
	31.1	Certification of Gordon Hunter, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	31.2	Certification of Philip G. Franklin, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	32.1	Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	101.INS	XBRL Instance Document
	101.SCH	XBRL Taxonomy Extension Schema Document
	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
	101.DEF	XBRL Taxonomy Definition Linkbase Document
	101.LAB	XBRL Taxonomy Extension Label Linkbase Document
	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Quarterly Report on Form 10-Q for the quarter ended March 29, 2014, to be signed on its behalf by the undersigned thereunto duly authorized.

	Littelfuse, Inc.
Date: May 2, 2014	By:	/s/ Philip G. Franklin
		Philip G. Franklin
		Senior Vice President and Chief Financial Officer (As duly authorized officer and as the principal financial and accounting officer)

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EX-10

Exhibit 10.1

CHANGE OF CONTROL AGREEMENT

for

MICHAEL RUTZ

THIS AGREEMENT is made effective as of the 10th day of February, 2014, by and between LITTELFUSE, INC., a Delaware corporation (hereinafter referred to as the “Company”), and the executive named above (hereinafter referred to as the “Executive”);

W I T N E S S E T H:

WHEREAS, the Board of Directors of the Company (hereinafter referred to as the “Board”) has determined that it is in the best interests of the Company and its stockholders to provide the Executive with certain protections against the uncertainties usually created by a Change of Control; and

WHEREAS, the Board wishes to better enable the Executive to devote his full time, attention and energy to the business of the Company prior to and after a Change of Control, thereby benefiting the Company and its stockholders;

NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, the Company and the Executive hereby agree as follows:

CHANGE OF CONTROL BENEFITS

Section 1.     Certain Definitions.

(a)      The “Effective Date” shall mean the first date during the Change of Control Period (as defined in Subsection 1(b) hereof) on which a Change of Control (as defined in Section 2 hereof) occurs. Notwithstanding anything to the contrary contained in this Agreement, if a Change of Control occurs and if the Executive separates from service with the Company prior to the date on which the Change of Control occurs, and if it is reasonably demonstrated by the Executive that such separation from service (i) was at the direct or indirect request of a third party who theretofore had taken any steps intended to effect a Change of Control or (ii) otherwise arose in connection with or in anticipation of a Change of Control, then for all purposes of this Agreement the “Effective Date” shall mean the date immediately prior to the date of such separation from service.

(b)     The “Change of Control Period” shall mean the period commencing on the date hereof and ending on December 31, 2014.

Section 2.     Change of Control. For the purpose of this Agreement, a “Change of Control” shall mean:

(a)     The acquisition by any one person or more than one person acting as a group (within the meaning of Treasury Regulation Section 1.409A-3(i)(5)(v)(B)), other than the Company or any employee benefit plan (or related trust) sponsored or maintained by the Company or any affiliated company (as defined in Section 4), (a “Person”) of any of stock of the Company that, together with stock held by such Person, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company. For purposes of this Subsection (a), the following acquisitions shall not constitute a Change of Control: (i) the acquisition of additional stock by a Person who is considered to own more than 50% of the total fair market value or total voting power of the stock of the Company, (ii) any acquisition in which the Company does not remain outstanding thereafter and (iii) any acquisition pursuant to a transaction which complies with Subsection (c) of this Section 2. An increase in the percentage of stock owned by any one Person as a result of a transaction in which the Company acquires its stock in exchange for property will be treated as an acquisition of stock for purposes of this Subsection;

(b)     The replacement of individuals who, as of the date hereof, constitute a majority of the Board, during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the Board before the date of the appointment or election, provided that, if the Company is not the relevant corporation for which no other corporation is a majority shareholder for purposes of Treasury Regulation Section 1.409A-3(i)(5)(iv)(A)(2), this Subsection (b) shall be applied instead with respect to the members of the board of the directors of such relevant corporation for which no other corporation is a majority shareholder;

(c)     The acquisition by any one person or more than one person acting as a group (within the meaning of Treasury Regulation Section 1.409A-3(i)(5)(vi)(D)), other than the Company or any employee benefit plan (or related trust) sponsored or maintained by the Company or any affiliated company (as defined in Section 4), during the 12-month period ending on the date of the most recent acquisition by such person or persons, of ownership of stock of the Company possessing 30% or more of the total voting power of the stock of the Company. For purposes of this Subsection (c), the following acquisitions shall not constitute a Change of Control: (i) the acquisition of additional control by a person or more than one person acting as a group who are considered to effectively control the Company within the meaning of Treasury Regulation Section 1.409A-3(i)(5)(vi) and (ii) any acquisition pursuant to a transaction which complies with Subsection (a) of this Section 2; or

(d)     The acquisition by any person or more than one person acting as a group (within the meaning of Treasury Regulation Section 1.409A-3(i)(5)(vii)(C)), other than a transfer to a related person within the meaning of Treasury Regulation Section 1.409A-3(i)(5)(vii)(B), during the 12-month period ending on the date of the most recent acquisition by such person or persons, of assets from the Company that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of the Company immediately prior to such acquisition(s). For purposes of this Subsection (d), “gross fair market value” means the value of the assets of the Company, or the value of the assets being disposed of, determined without regard to any liabilities associated with such assets.

The above definition of “Change of Control” shall be interpreted by the Board, in good faith, to apply in a similar manner to transactions involving partnerships and partnership interests, and to comply with Section 409A of the Internal Revenue Code and Treasury Regulations and official guidance issued thereunder from time to time (“Section 409A”).

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Section 3.      Service Period. The Company hereby agrees to continue to retain the services of the Executive, and the Executive hereby agrees to provide services to the Company and its successors, subject to the terms and conditions of this Agreement, for the period commencing on the Effective Date and ending on the second anniversary of such date (the “Service Period”).

Section 4.     Terms of Service.

(a)     Position and Duties.

(i)      During the Service Period, (A) the Executive’s position (including status, offices, titles and reporting requirements), authority, duties and responsibilities shall be at least commensurate in all material respects with the most significant of those held, exercised and assigned at any time during the 120-day period immediately preceding the Effective Date and (B) the Executive’s services shall be performed at the location where the Executive was providing services to the Company or its affiliated companies immediately preceding the Effective Date or any office or location less than 20 miles from such location. As used in this Agreement, the term “affiliated companies” shall include any company controlled by, controlling or under common control with the Company.

(ii)     During the Service Period, and excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive agrees to devote reasonable attention and time during normal business hours to the business and affairs of the Company and, to the extent necessary to discharge the responsibilities assigned to the Executive hereunder, to use the Executive’s reasonable best efforts to perform faithfully and efficiently such responsibilities. During the Service Period it shall not be a violation of this Agreement for the Executive to (A) serve on corporate, civic or charitable boards or committees, (B) deliver lectures, fulfill speaking engagements or teach at educational institutions, and (C) manage personal investments, so long as such activities do not significantly interfere with the performance of the Executive’s responsibilities as an employee or service provider of the Company in accordance with this Agreement.

(b)     Compensation.

(i)      Base Salary. During the Service Period, the Executive shall receive an annual base salary (hereinafter referred to as the “Annual Base Salary”), which shall be paid at a monthly rate, equal to at least twelve times the highest monthly base salary paid or payable, including any base salary which has been earned but deferred, to the Executive by the Company and its affiliated companies in respect of the twelve-month period immediately preceding the month in which the Effective Date occurs. During the Service Period, the Annual Base Salary shall be reviewed no more than 12 months after the last salary increase awarded to the Executive prior to the Effective Date and thereafter at least annually. Any increase in Annual Base Salary shall not serve to limit or reduce any other obligation to the Executive under this Agreement. Annual Base Salary shall not be reduced after any such increase and the term Annual Base Salary as used in this Agreement shall refer to Annual Base Salary as so increased.

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(ii)     Annual Bonus. In addition to the Annual Base Salary, the Executive shall be awarded, for each fiscal year ending during the Service Period, an annual bonus in cash at least equal to the greater of: (i) the average of the Executive’s annual bonuses paid under the Company’s Annual Incentive Plan or any successor plan (such plan(s) hereinafter collectively referred to as the “Bonus Plan”) for the last three full fiscal years prior to the Effective Date; or (ii) the Executive’s target annual bonus under the Bonus Plan for the year in which the Effective Date occurs. Each such annual bonus shall be paid no later than the fifteenth day of the third month of the fiscal year next following the fiscal year for which such annual bonus is awarded, unless the Executive shall elect to defer the receipt of such annual bonus. Any such deferral election shall be made not later than the first day of the fiscal year for which the annual bonus is paid, and shall be made in accordance with policies adopted by the Company in compliance with Section 409A.

(iii)     Incentive, Savings and Retirement Plans. During the Service Period, the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its affiliated companies for the Executive under such plans, practices, policies and programs as in effect at any time during the 120-day period immediately preceding the Effective Date or if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

(iv)     Welfare Benefit Plans. During the Service Period, the Executive and/or the Executive’s family, as the case may be, shall be eligible for participation in and shall receive all benefits under welfare benefit plans, practices, policies and programs provided by the Company and its affiliated companies (including, without limitation, medical, prescription, dental, disability, employee life, group life, accidental death and travel accident insurance plans and programs) to the extent applicable generally to other peer executives of the Company and its affiliated companies. In the event such plans, practices, policies and programs are not reasonably able to provide the Executive with coverage or provide the Executive with benefits which are less favorable, in the aggregate, than the most favorable of such plans, practices, policies and programs in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies, then the Company shall provide individual insurance policies or reimburse the Executive, on at least a monthly basis, to cover any post-tax difference in the benefits received by the Executive.

(v)     Expenses. During the Service Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in accordance with the most favorable policies, practices and procedures of the Company and its affiliated companies in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive and to the extent that any resulting change in reimbursement or payment dates would comply with Section 409A, as in effect generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies.

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(vi)     Fringe Benefits. During the Service Period, the Executive shall be entitled to fringe benefits, including, without limitation, tax and financial planning services, payment of club dues, and, if applicable, use of an automobile and payment of related expenses, in accordance with the most favorable plans, practices, programs and policies of the Company and its affiliated companies in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive and to the extent that any resulting change in reimbursement or payment dates would comply with Section 409A, as in effect generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies.

(vii)     Office and Support Staff. During the Service Period, the Executive shall be entitled to an office or offices of a size and with furnishings and other appointments, and to exclusive personal secretarial and other assistance, at least equal to the most favorable of the foregoing provided to the Executive by the Company and its affiliated companies at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive and to the extent that any resulting change in reimbursement or payment dates would comply with Section 409A, as provided generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies.

(viii)     Vacation. During the Service Period, the Executive shall be entitled to paid vacation in accordance with the most favorable plans, policies, programs and practices of the Company and its affiliated companies as in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies.

The requirements of paragraphs 4(b)(iii) through (viii) shall not apply to the extent prohibited by applicable law or to the extent such provision would cause the applicable plan, practice, policy, or program to fail nondiscrimination or coverage tests imposed thereon by applicable law.

Section 5.     Separation from Service.

(a)     Disability. If the Company determines in good faith that the Disability of the Executive has occurred during the Service Period (pursuant to the definition of Disability set forth below), it may terminate the Executive’s service effective upon the date the Company provides written notice to the Executive. For purposes of this Agreement, “Disability” shall mean the Executive is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or, by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than 3 months under an accident and health plan covering employees of the Company.

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(b)     Cause. The Company may terminate the Executive’s service during the Service Period for Cause. For purposes of this Agreement, “Cause” shall mean:

(i)     the willful and continued failure of the Executive to perform substantially the Executive’s duties with the Company (other than any such failure resulting from incapacity due to physical or mental illness), after a written demand for substantial performance is delivered to the Executive by the Board which specifically identifies the manner in which the Board believes that the Executive has not substantially performed the Executive’s duties and such failure is not cured within sixty (60) calendar days after receipt of such written demand; or

(ii)     the willful engaging by the Executive in illegal conduct or gross misconduct which is materially and demonstrably injurious to the Company.

For purposes of this provision, any act or failure to act on the part of the Executive in violation or contravention of any order, resolution or directive of the Board shall be considered “willful” unless such order, resolution or directive is illegal or in violation of the certificate of incorporation or by-laws of the Company; provided, however, that no other act or failure to act on the part of the Executive, shall be considered “willful,” unless it is done, or omitted to be done, by the Executive in bad faith or without reasonable belief that the Executive’s action or omission was in the best interests of the Company. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or upon the instructions of the Chief Executive Officer or General Counsel of the Company or based upon the advice of outside counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the best interests of the Company. The separation from service of the Executive shall not be deemed to be for Cause unless and until there shall have been delivered to the Executive a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters of the entire membership of the Board (other than the Executive) at a meeting of the Board called and held for such purpose (after reasonable notice is provided to the Executive and the Executive is given an opportunity, together with counsel, to be heard before the Board), finding that, in the good faith opinion of the Board, the Executive is guilty of the conduct described in paragraph (i) or (ii) above, and specifying the particulars thereof in detail.

(c)     Good Reason. The Executive’s service may be terminated by the Executive for Good Reason. For purposes of this Agreement, “Good Reason” shall mean:

(i)     the Executive is not elected to, or is removed from, any elected office of the Company which the Executive held immediately prior to the Effective Date;

(ii)     the assignment to the Executive of any duties materially inconsistent in any respect with the Executive’s position, authority, duties or responsibilities as contemplated by Subsection 4(a) hereof, or any other action by the Company which results in a diminution in such position, authority, duties or responsibilities, excluding for this purpose an isolated, insubstantial and inadvertent action not taken in bad faith and which is remedied by the Company promptly after receipt of notice thereof given by the Executive;

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(iii)     any failure by the Company to comply with any of the provisions of this Agreement, other than an isolated, insubstantial and inadvertent failure not occurring in bad faith and which is remedied by the Company promptly after receipt of notice thereof given by the Executive;

(iv)     the Company’s requiring the Executive to travel on Company business to a substantially greater extent than required immediately prior to the Effective Date; or

(v)     any purported termination by the Company of the Executive’s service with the Company otherwise than as expressly permitted by this Agreement.

For purposes of this Subsection 5(c), a good faith determination of “Good Reason” made by the Executive shall be conclusive.

(d)     Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Subsection 13(b) hereof. For purposes of this Agreement, a “Notice of Termination” means a written notice which (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s service under the provision so indicated, and (iii) specifies the termination date. To qualify as “Good Reason,” the Executive must provide such notice within 90 days following the initial existence of the condition described in paragraph (c)(i) through (v) above, upon notice of which the Company shall have 30 days during which it may remedy the condition, in which case “Good Reason” shall not exist. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

(e)     Separation from Service. All references to “separation from service,” “termination of service” and words of similar import shall have the same meaning as “separation from service” as defined by Section 409A. By way of illustration, and without limiting the generality of the foregoing, the following principals shall apply:

(i)     The Executive shall not be considered to have separated from service so long as the Executive is on military leave, sick leave, or other bona fide leave of absence if the period of such leave does not exceed six months, or if longer, so long as the Executive retains a right to return to service with the Company under an applicable statute or by contract.

(ii)     Regardless of whether the Executive has formally separated from service, the Executive will be considered to have separated from service as of the date it is reasonably anticipated that no further services will be performed by the Executive for the Company, or that the level of bona fide services the Executive will perform after such date will permanently decrease to no more than 20% of the average level of bona fide services performed over the immediately preceding 36-month period. For purposes of the preceding test, during any paid leave of absence the Executive shall be considered to have been performing services at the level commensurate with the amount of compensation received, and unpaid leaves of absence shall be disregarded.

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(iii)     For purposes of determining whether the Executive has separated from service, all services provided for the Company, or for any other entity that is part of a controlled group that includes the Company as defined in Section 414(b) or (c) of the Internal Revenue Code (“Code”), shall be taken into account, whether provided as an employee or as a consultant or other independent contractor; provided that the Executive shall not be considered to have not separated from service solely by reason of service as a non-employee director of the Company or any other such entity.

Section 6.     Obligations of the Company upon Separation during the Service Period.

(a)     Good Reason; Other Than for Cause, Death or Disability. If, during the Service Period, the Company causes the Executive to separate from service other than for Cause or Disability, or the Executive shall voluntarily separate from service for Good Reason as described in Subsection 5(c), the following provisions shall apply:

(i)     The Company shall pay to the Executive the amounts set forth in Paragraphs A and B below.

A.     The sum of the following (“Accrued Obligations”):

(1)     the Executive’s Annual Base Salary through the separation from service to the extent not theretofore paid, payable on the next regularly scheduled payroll date (or such earlier date as required by law),

(2)     an amount, equal to the greatest of the Executive’s target annual bonus under the Bonus Plan for the fiscal year in which the separation from service occurs (“Target Bonus”), the Executive’s annual bonus under the Bonus Plan for the current fiscal year based on performance through date of separation, or the Executive’s average annual bonus under the Bonus Plan for the last three fiscal years ending prior to the separation from service (“Average Annual Bonus”), multiplied by a fraction, the numerator of which is the number of days in the fiscal year through the separation from service, and the denominator of which is 365, payable in a lump sum on the 30^th day following the separation from service,

(3)     any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon), paid in accordance with the Executive’s deferral elections in effect under any such deferral program, plus

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(4)     any accrued but unpaid vacation pay, paid in a lump sum on the 30th day following the separation from service (or such earlier date as required by law).

B.     The amount equal to the product of (1) two multiplied by (2) the sum of (x) the Executive’s Annual Base Salary plus (y) the greater of the Executive’s Average Annual Bonus or Target Bonus, which shall be paid in a lump sum on the 30^th day following the separation from service.

(iii)     The Company shall reimburse the Executive for the additional premium costs incurred by the Executive, in excess of the active employee rate for the Executive’s peer group, to continue group medical coverage for the Executive and/or the Executive’s family under Section 4980B of the Code and applicable state laws (“COBRA”) for the maximum period of time as permitted by law. The Executive shall submit to the Company satisfactory evidence of premium costs incurred within 30 days following the date such costs were incurred. Within 30 days following receipt of such evidence, the Company shall pay to the Executive such reimbursement, plus additional severance pay in an amount such that the net amount of such reimbursement and additional severance pay, after all applicable tax withholding, equals the difference between the full COBRA premium and the premium charged to active employees in Executive’s peer group. Following the end of COBRA coverage, the Company shall reimburse the Executive for the additional premium costs incurred by the Executive, in excess of the former employee COBRA rate for the Executive’s peer group, for the purchase of an individual insurance policy providing medical coverage to the Executive and/or the Executive’s family which is substantially similar to the coverage provided by the Company’s group medical plan. In no event shall the combined period of reimbursable coverage under COBRA and any individual insurance policy exceed two (2) years from separation from service.

(iv)     For a period of up to two (2) years after the separation from service, the Company shall provide monthly outplacement services to the Executive at reasonable levels as provided to peer executives of the Company, for the purpose of assisting the Executive to seek a new position; provided, however, that the Company shall have no further obligations to provide such outplacement services once the Executive has accepted a position with any third party.

(v)     Notwithstanding anything to the contrary set forth in any stock option plans pursuant to which the Executive has been granted any stock options or other rights to acquire securities of the Company or its Affiliates, as defined in Rule 12b-2 of the General Rules and Regulations under the Exchange Act (the “Plans”), any option or right granted to the Executive under any of the Plans shall be exercisable by the Executive until the earlier of (x) the date on which the option or right terminates in accordance with the terms of its grant, or (y) the expiration of 12 months after the separation from service.

(vi)     To the extent not theretofore paid or provided, the Company shall timely pay or provide to the Executive any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive under any plan, program, policy or practice or contract or agreement of the Company and its affiliated companies (such other amounts and benefits shall hereinafter be referred to collectively as the “Other Benefits”).

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(vii)     Notwithstanding anything to the contrary contained in any employment agreement, benefit plan or other document, in the event the Executive incurs a separation from service during the Service Period by the Executive for Good Reason or by the Company other than for Cause or Disability, on and after the separation from service the Executive shall not be bound or prejudiced by any non-competition agreement benefiting the Company or its subsidiaries.

(b)     Death. If the Executive dies during the Service Period, this Agreement shall terminate without further obligations by the Company to the Executive’s legal representatives under this Agreement, other than for payment of Accrued Obligations and the timely payment or provision of Other Benefits. Accrued Obligations shall be paid to the Executive’s estate or beneficiary, as applicable, at the time and in the form as provided in Paragraph 6(a)(i)(A) above. With respect to the provision of Other Benefits, the term “Other Benefits” as utilized in this Subsection 6(b) shall include, without limitation, and the Executive’s estate and/or beneficiaries shall be entitled to receive, benefits at least equal to the most favorable benefits provided by the Company and affiliated companies to the estates and beneficiaries of peer executives of the Company and such affiliated companies under such plans, programs, practices and policies relating to death benefits, if any, as in effect with respect to other peer executives and their beneficiaries at any time during the 120-day period immediately preceding the Effective Date.

(c)     Disability. If the Company causes the Executive to separate from service by reason of the Executive’s Disability during the Service Period as set forth in Subsection 5(a), this Agreement shall terminate without further obligations by the Company to the Executive under this Agreement, other than for payment of Accrued Obligations and the timely payment or provision of Other Benefits. Accrued Obligations shall be paid to the Executive at the time and in the form provided in Paragraph 6(a)(i)(A). With respect to the provision of Other Benefits, the term “Other Benefits” as utilized in this Subsection 6(c) shall include, and the Executive shall be entitled after the Executive’s separation from service to receive, disability and other benefits at least equal to the most favorable of those generally provided by the Company and its affiliated companies to disabled executives and/or their families in accordance with such plans, programs, practices and policies relating to disability, if any, as in effect generally with respect to other peer executives and their families at any time during the 120-day period immediately preceding the Effective Date.

(d)     Cause; Other than for Good Reason. If the Company causes the Executive to separate from service for Cause during the Service Period as described in Subsection 5(b), this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive (x) his Annual Base Salary through the separation from service, payable on the next regularly scheduled payroll date (or such earlier date as required by law), (y) the amount of any compensation previously deferred by the Executive (which shall be paid at the time and in the form it would otherwise have been paid had this Agreement not applied), and (z) Other Benefits, in each case to the extent theretofore unpaid and at the times provided in the applicable plan or agreement. If the Executive voluntarily separates from service during the Service Period, excluding a separation from service for Good Reason as described in Subsection 5(c), this Agreement shall terminate without further obligations of the Company to the Executive under this Agreement, other than for payment of Accrued Obligations and the timely payment or provision of Other Benefits. In such case, all Accrued Obligations shall be paid to the Executive at the time and in the form provided in Subsection 6(a)(i)(A) and the Company shall timely pay or provide the Other Benefits to the Executive. In no event shall the Executive be liable to the Company for any damages caused by such voluntary separation from service by the Executive nor shall the Executive be in any way restricted from providing service to any other party after such voluntary separation from service.

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Section 7.     Code Section 409A Payment Limits. To the maximum extent possible, the provisions of this Agreement shall be construed in such a manner that no amounts payable to the Executive are subject to the additional tax and interest provided in Section 409A(a)(1)(B) of the Code. If any payment (whether cash or in-kind), including but not limited to reimbursements and Other Benefits, would constitute a “deferral of compensation” under Section 409A and a payment date that complies with Section 409A(a)(2) of the Code is not otherwise provided for such benefit either in this Agreement or a Company program or policy, then such payment shall be made not later than 2 ½ months after the end of the calendar year in which the payment is no longer subject to a substantial risk of forfeiture. Any receipts or other proof of expenses (if required) shall be submitted to the Company by the Executive no later than one month after the end of the calendar year in which the payment is no longer subject to a substantial risk of forfeiture. Notwithstanding any provision in this Agreement to the contrary, if at the time of separation from service the Executive is a "specified employee" within the meaning of Section 409A, any cash or in-kind payments which constitute a "deferral of compensation" under Section 409A and which would otherwise become due under this Agreement during the first 6 months (or such longer period as required by Section 409A) after separation from service shall be delayed and all such delayed payments shall be paid in full in the 7th month after the separation from service, and all subsequent payments shall be paid in accordance with their original payment schedule. To the extent that any insurance premiums or other benefit contributions constituting a "deferral of compensation" become subject to the above delay, the Executive shall be responsible for paying such amounts directly to the insurer or other third party and shall receive reimbursement from the Company for such amounts in the 7th month as described above. The above specified employee delay shall not apply to any payments that are excepted from coverage by Section 409A, such as those payments covered by the short-term deferral exception described in Treasury Regulations Section 1.409A-1(b)(4).

Section 8.     Nonexclusivity of Rights. Nothing in this Agreement shall prevent or limit the Executive’s continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies and for which the Executive may qualify, nor, subject to Subsection 13(f) hereof, shall anything herein limit or otherwise affect such rights as the Executive may have under any contract or agreement with the Company or any of its affiliated companies. Amounts which are vested benefits or which the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any contract or agreement with the Company or any of its affiliated companies at or subsequent to his or her separation from service shall be payable in accordance with such plan, policy, practice or program or contract or agreement, except as explicitly modified by this Agreement.

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Section 9.     Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. In no event shall the Executive be obligated to seek another position or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement and such amounts shall not be reduced whether or not the Executive obtains another position. To the extent that any amount due hereunder has become subject to a bona fide dispute, payment of such amount may be delayed until no later than the end of the first taxable year of the Executive in which the Company and the Executive enter into a legally binding settlement of such dispute, the Company concedes that the amount is payable, or the Company is required to make such payment pursuant to a final and nonappealable judgment or other binding decision, as set forth in Treasury Regulation Section 1.409A-3(g), and any such payment shall include interest on such delayed amount from the original due date thereof until paid at the prime rate from time to time reported in The Wall Street Journal during said period, plus, to the fullest extent permitted by law, the amount of all legal fees and expenses which the Executive reasonably incurs as a result of any contest by the Company, the Executive or others in which the Executive is the prevailing party.

Section 10.     Confidential Information. The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its affiliated companies, and their respective businesses, which shall have been obtained by the Executive during the Executive’s service with the Company or any of its affiliated companies and which shall not be or become public knowledge (other than by acts by the Executive or representatives of the Executive in violation of this Agreement). After Executive’s separation from service with the Company, the Executive shall not, without the prior written consent of the Company or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it. In no event shall an asserted violation of the provisions of this Section 10 constitute a basis for deferring or withholding any amounts otherwise payable to the Executive under this Agreement. The provisions of this Section 10 shall survive any termination of this Agreement or the Executive’s separation of service with the Company.

Section 11.     Excise Tax on Parachute Payments. (a) Anything in this Agreement to the contrary notwithstanding and except as set forth below, in the event it shall be determined that any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any additional payments required under this Section, except as otherwise provided in this Section) (hereinafter referred to collectively as a “Payment”) would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by the Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the “Excise Tax”), then the Payments shall be reduced to the extent necessary so that no portion thereof shall be subject to the Excise Tax, but only if, by reason of such reduction, the net after-tax benefit received by the Executive shall exceed the net after-tax benefit that would be received by the Executive if no such reduction was made.

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(b)     For purposes of paragraph (a), “net after-tax benefit” shall mean (i) the total of all Payments which the Executive receives or is then entitled to receive from the Company that would constitute “excess parachute payments” within the meaning of Section 280G of the Code, less (ii) the amount of all foreign, federal, state and local income and employment taxes payable by the Executive with respect to the foregoing calculated at the maximum marginal income tax rate for each year in which such payments shall be made to the Executive (based on the rate in effect for such year as set forth in the Code as in effect at the time of the first such payment), less (iii) the amount of Excise Tax imposed with respect to the Payments described in (i) above.

(c)     If a reduction is to occur pursuant to paragraph (a), the payments and benefits under this Agreement shall be reduced in the following order: any cash severance (in reverse order of payment), then outplacement services (in reverse order), then any other amount that is a “parachute payment” within the meaning of Section 280G of the Code in such order as determined in the sole discretion of the Company and not the Executive.

Section 12.     Successors. (a) This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive’s legal representatives.

(b)     This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns.

(c)     The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, the term “Company” shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law or otherwise.

Section 13.     Miscellaneous. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, without reference to principles of conflict of laws. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives.

(b)     Each notice, request, demand, approval or other communication which may be or is required to be given under this Agreement shall be in writing and shall be deemed to have been properly given when delivered personally at the address set forth below for the intended party during normal business hours at such address, when sent by facsimile or other electronic transmission to the respective facsimile transmission numbers of the parties set forth below with telephone confirmation of receipt, or when sent by recognized overnight courier or by the United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

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If to the Company:

Littelfuse, Inc.
8755 W. Higgins Road

O'Hare Plaza, Suite 500

Chicago, IL 60631
Attention: President

Phone: (773) 628-0800

Facsimile: (773) 628-0802

If to the Executive, to the last address shown in the records of the Company.

Notices shall be given to such other addressee or address, or both, or by way of such other facsimile transmission number, as a particular party may from time to time designate by written notice to the other party hereto. Each notice, request, demand, approval or other communication which is sent in accordance with this Section shall be deemed given and received for all purposes of this Agreement as of two business days after the date of deposit thereof for mailing in a duly constituted United States post office or branch thereof, one business day after deposit with a recognized overnight courier service or upon confirmation of receipt of any facsimile transmission. Notice given to a party hereto by any other method shall only be deemed to be given and received when actually received in writing by such party.

(c)     The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

(d)     The Company may withhold from any amounts payable under this Agreement such Federal, state, local or foreign taxes as shall be required to be withheld pursuant to any applicable law or regulation.

(e)     The Executive’s or the Company’s failure to insist upon strict compliance with any provision of this Agreement or the failure to promptly assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to separate from service for Good Reason pursuant to Subsection 5(c)(i)-(v) hereof, shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.

(f)     The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment or other service of the Executive by or with the Company is “at will” and, subject to Subsection 1(a) hereof and/or any other written agreement between the Executive and the Company, prior to the Effective Date, the Executive’s employment and/or service and/or this Agreement may be terminated by either the Executive or the Company at any time prior to the Effective Date upon written notice to the other party, in which case the Executive shall have no further rights under this Agreement. From and after the Effective Date, this Agreement shall supersede any other agreement between the parties with respect to the subject matter hereof.

(g)     This Agreement may be executed in two or more counterparts, all of which taken together shall constitute one and the same agreement.

14

IN WITNESS WHEREOF, the parties hereto have executed this Change of Control Agreement on the dates set forth below.

	EXECUTIVE
Date: February 10, 2014	/s/ Michael Rutz
	MICHAEL RUTZ
	LITTELFUSE, INC.
Date: February 10, 2014	By	/s/ Gordon Hunter
		Gordon Hunter, Chief Executive Officer

15 

EX-10

Exhibit 10.2

AMENDED AND RESTATED

EMPLOYMENT AGREEMENT

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) made and entered into by and between Littelfuse Europe GmbH (the “Company”) and Dieter Roeder (the “Executive”), effective as of January 1, 2014.

In exchange and in consideration for the rights and benefits they each receive under this Agreement, the Parties, intending to be legally bound, agree as follows:

1. Position and Duties. The Executive shall continue to be employed as the Vice President and General Manager, Automotive Business Unit. The Executive will have all of the duties and responsibilities that are commensurate with such position, and such other duties, authorities and responsibilities as the Company may determine. The Executive will report to the Company’s Chief Operating Officer. Executive’s primary office shall be located in his residence in Offenbach, Germany.

2. Working Hours. The Executive’s regular weekly working hours shall amount to 40 hours for a five-day week. The time of working hours shall depend on Company practices and operational requirements, as well as the travel activities of the Executive. The Company reserves the right to demand the performance of additional work that goes beyond normal working hours. In the event of corresponding operational needs, the Executive is obligated to perform a reasonable amount of overtime exceeding the agreed working hours.

3. Compensation and Benefits. The Executive is entitled to:

a. Base Salary. An annual base salary equal to EUR 206,887. The Executive’s base salary will be paid on the last work day of each month in accordance with the Company’s normal payroll practices. The aforementioned Base Salary shall settle all work of the Executive per this Agreement including any overtime, travel time etc.

b. Bonus and Equity Plans. Awards under the Littelfuse, Inc. Annual Incentive Plan and Littelfuse, Inc. Long-Term Incentive Plan, as they may be amended from time to time and subject to U.S. law as determined by Littelfuse, Inc. in its discretion and on a basis similar to other senior executives of Littelfuse, Inc.

c. Vacation. Thirty (30) days of paid vacation per year in accordance with the Company’s vacation policy as in effect from time to time.

d. Benefits. Participation in the Company's group accident insurance and any other employee benefit plan that the Company has adopted or may adopt, maintain or contribute to for the benefit of its employees generally, subject to satisfying the applicable eligibility requirements for such other benefit plan; provided, however, that the Company may modify or terminate any employee benefit plan at any time, subject to compliance with applicable law. The Company will make a contribution on the Executive’s behalf to the statutory pension insurance scheme and the statutory social insurance scheme, as required by law. In addition, the Executive will participate in the Company's pension program in Germany, to which the Company will make an annual contribution on his behalf equal to at least five percent (5%) of his annual base salary.

1

e. Reimbursement for Business Expenses. Reimbursement, upon presentation of appropriate documentation, in accordance with the Company’s expense reimbursement policy as in effect from time to time, for all reasonable business expenses (including reasonable business travel and expenses related to the Executive’s home office, such as office supplies, phone and internet) incurred in connection with the Executive’s performance of duties.

f. Perquisites. The following perquisites, to be provided in accordance with the applicable Company or Littelfuse, Inc. policies as in effect from time to time:

i. use of a Company-paid car for business and personal use with a total value that does not exceed EUR 45,500, after VAT and the rebate from list price, provided that the value of the car may exceed such maximum if the Executive pays for the additional cost and the additional cost is not more than fifteen percent (15%) of the total value of the car;

ii. participation in an executive physical program,

iii. financial planning and tax counseling services; and

iv. use of a Company-paid cell phone and personal computer.

The Company may withhold from any and all amounts payable under this Agreement such taxes as may be required to be withheld pursuant to any applicable law or regulation. The Executive’s receipt of a benefit or other special payment (e.g., bonus payments, equity awards) shall not entitle Executive to future awards or to a future level or amount of such awards.

4. Termination of Employment. The Executive’s employment may be terminated by the Company or the Executive at any time upon three months’ prior written notice given at the end of any given calendar month or such longer period as required by law; provided, however, that the Company may request that the Executive refrain from providing services to the Company during such notice period and the Company will continue to pay his base salary during such period. Notwithstanding anything to the contrary, the Executive’s employment with the Company shall terminate at the end of the calendar month in which Executive reaches the statutory age of retirement. Upon any termination of employment, the Executive will be paid his accrued but unused vacation in accordance with applicable law.

5. Disability. If the Executive is prevented from working for the Company due to an incapacity to work, the Company shall continue to pay the Executive his base salary to the extent required by the legal provisions of the Entgeltfortzahlungsgesetz.

2

6. Change of Control. Nothing in this Agreement will affect the Executive’s rights and entitlements under any Change of Control Agreement entered into between Littelfuse, Inc. and the Executive from time to time.

7. Inventions, Confidentiality, Return of Property.

a. The regulations of the Gesetzüber Arbeitnehmererfindungen (Law Concerning Employee Inventions) in the version that was valid at the time of the claim shall apply for all employee inventions during the term of the Executive’s employment with the Company and its affiliates.

b. The Company is, at any stage of the production process, entitled to all work results produced during the term of the Executive’s employment with the Company or its affiliates which are protected by copyright. The Company may require the hand-over of work, sketches and documents at any stage of the production process. The Executive does not have a right of retention with respect to such work, sketches or documents and the exclusive right of use thereof, without any limitation in terms of time or territory, shall be transferred to the Company. The rights of use are settled with the agreed remuneration.

c. All equipment and documents handed over to the Executive, such as samples, catalogs, price lists, drawings and maps, or created by the Executive (e. g. records, notes, discussion materials) in the course of his employment with the Company or its affiliates, shall remain the property of the Company. Such materials must be returned to Company management during the term of the Executive’s employment with the Company upon the Company’s request and immediately (without request) upon the end of this Agreement. The Executive shall refrain from asserting any rights of retention or rights of set-off. Company security provisions must be observed. Written material, drawings and similar documents that are to be handled in a confidential manner must be kept under lock and key.

d. The Executive shall keep secret all company and business secrets, particularly production processes, sales channels, lists of customers, bases for calculation, company software and comparable information, both for the duration of the Executive’s employment with the Company and its affiliates and after it has ended. The duty of non-disclosure does not include knowledge that is accessible to anyone or whose dissemination is clearly not disadvantageous for the Company or an affiliate. In case of doubt, however, technical, commercial and personal transactions and relationships, of which the Executive becomes aware in connection with his employment with the Company and its affiliates, shall be treated as confidential. If the Executive is required to disclose information to third parties, an instruction must be retrieved from Company management as to whether a certain fact is to be treated as confidential or not. The duty to maintain confidentiality shall also include the matters of other companies with which the Company is affiliated economically or organizationally. If the post-contractual duty to maintain confidentiality on the part of the Executive impairs him in further career pursuits, the Executive is entitled to be released by the Company from this duty.

3

8. Miscellaneous.

a. Entire Agreement. This Agreement constitutes the entire agreement, and supersedes any and all prior agreements or understandings, between the Executive and the Company with respect to the subject matter hereof, whether written or oral, except for any Change of Control Agreement between the Executive and Littelfuse, Inc. This Agreement may be amended or modified only by a written instrument executed by the Executive and the Company.

b. Claims. All claims resulting out of the Executive’s employment relationship with the Company must be asserted in writing by either party within a period of three months of their origin and, if such claims are denied, corresponding legal action must be taken within an additional period of one month. Otherwise, such claims shall expire.

c. Overpayment. The Company may demand the reimbursement of overpaid salary or other monetary amounts under the provisions governing the restitution of unjust enrichment. The Executive shall not claim the omission of enrichment if the legally unfounded overpayment was so evident that he should have recognized the amounts as such or if the overpayment is based on circumstances attributed to the Executive.

d. Severability. To the extent that any provision of this Agreement shall be invalid or unenforceable, it shall be considered deleted herefrom and the remainder of such provision and of this Agreement shall be unaffected and shall continue in full force and effect.

e. Assignation, Pledging or Attachment. The Executive may neither assign nor pledge as collateral his claims to remuneration without the consent of the Company. If no such consent has been granted, measures of this kind shall be invalid against the Company and its affiliates and they may disregard them.

f. Counterparts. This Agreement may be executed in several counterparts, each of which will be deemed to be an original but all of which together will constitute one and the same instrument.

4

g. Governing Law. This Agreement will be governed by and construed and enforced in accordance with the law of the Federal Republic of Germany, without regard to the choice of law principles thereof.

LITTLEFUSE EUROPE GmbH

By: /s/ Hans Ulrich Schoenfelder____

Print Name: Hans Ulrich Schoenfelder

Title: Managing Director

/s/ Dieter Roeder

Dieter Roeder

April 25, 2014

5

EX-31

EXHIBIT 31.1

SECTION 302 CERTIFICATION

I, Gordon Hunter, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Littelfuse Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: May 2, 2014

/s/ GORDON HUNTER         

Gordon Hunter

Chairman, President and

Chief Executive Officer

EX-31

EXHIBIT 31.2

SECTION 302 CERTIFICATION

I, Philip G. Franklin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Littelfuse Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: May 2, 2014

/s/ PHILIP G. FRANKLIN          

Philip G. Franklin

Sr. Vice President and Chief Financial Officer

EX-32

EXHIBIT 32.1

LITTELFUSE, INC.

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of title 18, United States Code), each of the undersigned officers of Littelfuse, Inc. (“the Company”) does hereby certify that to his knowledge:

The Quarterly Report of the Company on Form 10-Q for the fiscal quarter ended March 29, 2014 (“the Report”) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ GORDON HUNTER	/s/ PHILIP G. FRANKLIN
Gordon Hunter	Philip G. Franklin
Chairman, President and	Senior Vice President and
Chief Executive Officer	Chief Financial Officer
Dated: May 2, 2014	Dated: May 2, 2014

XML

Note 10 - Pensions (Details)	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Note 10 - Pensions (Details) [Line Items]
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets	6.75%	6.75%
Foreign Pension Plan, Defined Benefit [Member]
Note 10 - Pensions (Details) [Line Items]
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets	5.14%	3.00%

XML

Note 12 - Accumulated Other Comprehensive Income (Loss) (AOCI) (Details) - Components of Accumulated Other Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014		Mar. 30, 2013
Components of Accumulated Other Comprehensive Income (Loss) [Abstract]
Pension liability adjustment(a)	$ (17,140)	[1]
Pension liability adjustment(a)	(44)	[1]	(194)
Pension liability adjustment(a)	87	[1]
Pension liability adjustment(a)	(17,184)	[1]
Unrealized gain on investments(b)	9,393	[2]
Unrealized gain on investments(b)	1,308	[2]
Unrealized gain on investments(b)	10,701	[2]
Unrealized gain on investments(b)		[2]
Foreign currency translation adjustment	28,164
Foreign currency translation adjustment	(7,161)		(5,250)
Foreign currency translation adjustment	21,003
AOCI income (loss)	20,417
AOCI income (loss)	(5,984)
AOCI income (loss)	87
AOCI income (loss)	$ 14,520

[1] Balances are net of tax of $6,566 and $6,549 for 2014 and 2013, respectively.

[2] Balances are net of tax of $0 and $0 for 2014 and 2013, respectively.

XML

Note 5 - Impairment of Investment in Unconsolidated Affiliate (Details) (Shocking [Member], USD $)	3 Months Ended
	Mar. 30, 2013
Note 5 - Impairment of Investment in Unconsolidated Affiliate (Details) [Line Items]
Other than Temporary Impairment Losses, Investments	$ 10,700,000
Investments	0
Due from Affiliates	0
Loans Receivable [Member]
Note 5 - Impairment of Investment in Unconsolidated Affiliate (Details) [Line Items]
Other than Temporary Impairment Losses, Investments	2,000,000
Equity Method Investments [Member]
Note 5 - Impairment of Investment in Unconsolidated Affiliate (Details) [Line Items]
Other than Temporary Impairment Losses, Investments	$ 8,700,000

XML

Note 10 - Pensions (Tables)

3 Months Ended

Mar. 29, 2014

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Benefit Costs [Table Text Block]

	U.S. Plans						Foreign Plans
	Three Months Ended						Three Months Ended
	March 29, 2014			March 30, 2013			March 29, 2014			March 30 2013
Service cost	$	150		$	150		$	311		$	255
Interest cost		971			891			591			183
Expected return on plan assets		(1,411	)		(1,340	)		(573	)		(74	)
Amortization of net loss		137			236			48			39
Total cost of the plan		(153	)		(63	)		377			403
Expected plan participants’ contribution		—			—			—			—
Net periodic benefit cost	$	(153	)	$	(63	)	$	377		$	403

XML

Note 11 - Business Unit Segment Information (Details) - Business Unit Segment Information (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014		Mar. 30, 2013
Net sales
Net sales	$ 206,859	[1]	$ 170,918	[1]
Depreciation and amortization
Depreciation and amortization	10,166		7,804
Operating income
Operating income	33,590		28,117
Interest expense	1,216		376
Impairment, loan loss and equity in net loss of unconsolidated affiliate (2)		[2]	10,678	[2]
Foreign exchange (gain) loss	(252)		319
Other (income) expense, net	(1,186)		(1,228)
Income before income taxes	33,812		17,972
Electronics [Member]
Net sales
Net sales	95,722		79,415
Depreciation and amortization
Depreciation and amortization	5,370		4,861
Operating income
Operating income	19,068		12,143
Automotive [Member]
Net sales
Net sales	82,419		59,385
Depreciation and amortization
Depreciation and amortization	3,528		1,984
Operating income
Operating income	11,899		9,483
Electrical [Member]
Net sales
Net sales	28,718		32,118
Depreciation and amortization
Depreciation and amortization	1,268		959
Operating income
Operating income	4,032		6,491
Other Segments [Member]
Operating income
Operating income	$ (1,409)	[3]		[3]

[1] Sales by country represent sales to customer or distributor locations.

[2] During the first quarter of 2013, the company recorded approximately $10.7 million related to the impairment of its investment in Shocking Technologies. (See note 5).

[3] "Other" consists of acquisition costs related to the SymCom acquisition. (See note 2).

XML

Note 8 - Earnings Per Share (Details) - Computation of Basic and Diluted Earnings Per Share under the Two-class Method (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
Computation of Basic and Diluted Earnings Per Share under the Two-class Method [Abstract]
Net income as reported	$ 25,389	$ 11,488
Less: Distributed earnings available to participating securities		(9)
Less: Undistributed earnings available to participating securities		(7)
Numerator for basic earnings per share —
Undistributed and distributed earnings available to common shareholders	25,389	11,472
Add: Undistributed earnings allocated to participating securities		7
Less: Undistributed earnings reallocated to participating securities		(6)
Numerator for diluted earnings per share —
Undistributed and distributed earnings available to common shareholders	$ 25,389	$ 11,473
Denominator for basic earnings per share —
Weighted-average shares (in Shares)	22,492	22,095
Effect of dilutive securities:
Common stock equivalents (in Shares)	225	271
Denominator for diluted earnings per share —
Adjusted for weighted-average shares & assumed conversions (in Shares)	22,717	22,366
Basic earnings per share (in Dollars per share)	$ 1.13	$ 0.52
Diluted earnings per share (in Dollars per share)	$ 1.12	$ 0.51

XML

Note 2 - Acquisition of Businesses

3 Months Ended

Mar. 29, 2014

Disclosure Text Block Supplement [Abstract]

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

2. Acquisition of Businesses

SymCom, Inc.

On January 3, 2014, the company acquired 100% of SymCom, Inc. (“SymCom”) for $52.0 million net of cash acquired. Headquartered in Rapid City, South Dakota, SymCom provides overload relays and pump controllers primarily to the industrial market. The acquisition allows the company to strengthen its position in the relay products market by adding new products and new customers within its Electrical business unit segment. SymCom is based in Rapid City, South Dakota. The company funded the acquisition with available cash.

The following table sets forth the preliminary purchase price allocation for SymCom acquisition-date net assets, in accordance with the purchase method of accounting with adjustments to record the acquired net assets at their estimated fair values. The company expects to finalize the purchase price allocation for SymCom in the third quarter of 2014 as certain areas remain to be finalized; however, the adjustments are not anticipated to be significant.

SymCom preliminary purchase price allocation (in thousands):
Cash	$	325
Current assets, net		9,704
Property, plant and equipment		11,193
Goodwill		13,375
Trademarks		17,230
Patents		1,500
Other non-current assets		20
Current liabilities		(1,022	)
	$	52,325

All SymCom goodwill and other assets and liabilities were recorded in the Electrical business unit segment and reflected in the Americas geographical area. The trademarks are being amortized over 15 to 20 years. The patents are being amortized over 16 to 17 years. The goodwill resulting from this acquisition consists largely of the company’s expected future product sales and synergies from combining SymCom’s products with the company’s existing electrical product offerings. Goodwill for the above acquisition is expected to be deductible for tax purposes.

As required by purchase accounting rules, the company recorded a $2.6 million step-up of inventory to its fair value as of the acquisition date. During the first quarter of 2014, as a portion of this inventory was sold, cost of goods sold included a $1.4 million non-cash charge for this step-up.

Pro forma financial information is not presented for the SymCom acquisition due to amounts not being materially different than actual results.

Hamlin, Inc.

On May 31, 2013, the company acquired 100% of Hamlin, Inc. (“Hamlin”) from Key Safety Systems, for $144.4 million (net of cash acquired). Hamlin is a manufacturer of sensor technology providing standard products and custom solutions for leading global manufacturers in the automotive and electronic industries. The acquisition allows the company to expand its automotive and electronics product offerings in the global sensor market in both the Automotive and Electronics business segments. Hamlin is headquartered in Lake Mills, Wisconsin and has manufacturing, engineering and sales offices in the U.S., Mexico, Europe and Asia. The company funded the acquisition with available cash raised from borrowings on the company’s new credit arrangement (See Note 6).

The following table sets forth the preliminary purchase price allocation, as of March 29, 2014, for Hamlin acquisition-date net assets, in accordance with the purchase method of accounting with adjustments to record the acquired net assets at their estimated fair values. The company expects to finalize the purchase price allocation for Hamlin in the second quarter of 2014 as certain areas remain to be finalized; however, the adjustments are not anticipated to be significant.

Hamlin preliminary purchase price allocation (in thousands):
Cash	$	15,984
Current assets, net		27,811
Property, plant and equipment		24,728
Goodwill		50,793
Distribution network		35,327
Patents and licenses		16,276
Trademarks		6,522
Non-current assets		2,452
Current liabilities		(7,309	)
Non-current liabilities		(12,217	)
	$	160,367

All Hamlin goodwill and other assets and liabilities were recorded in the Automotive and Electronics business unit segments and reflected in the Americas, Europe and Asia-Pacific geographical areas. The distribution network, trademarks and patents and licenses are all being amortized over 10 years. The goodwill resulting from this acquisition consists largely of the company’s expected future product sales and synergies from combining Hamlin’s products with the company’s existing product offerings. A portion of the goodwill for the acquisition is not expected to be deductible for tax purposes.

The following unaudited pro forma results are provided below for the company’s acquisition of Hamlin and assume that the acquisition of Hamlin had been completed as of the beginning of fiscal year 2012

	For the three months ended
	March 29, 2014		March 30, 2013
	(Unaudited)		(Unaudited)
Revenues	$	206,859	$	188,709
Net income	$	25,389	$	12,211
Net income per share:
Basic	$	1.13	$	0.56
Diluted	$	1.12	$	0.55
Weighted-average shares and equivalent shares outstanding:
Basic		22,492		22,095
Diluted		22,717		22,366

For the three months ended March 29, 2014, Hamlin added approximately $21.9 million in revenue and $0.3 million in net income to the company’s consolidated results.

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Note 11 - Business Unit Segment Information (Details) - Net Sales by Geographic Area (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014		Mar. 30, 2013
Note 11 - Business Unit Segment Information (Details) - Net Sales by Geographic Area [Line Items]
Net sales	$ 206,859	[1]	$ 170,918	[1]
UNITED STATES
Note 11 - Business Unit Segment Information (Details) - Net Sales by Geographic Area [Line Items]
Net sales	71,874	[1]	57,914	[1]
CHINA
Note 11 - Business Unit Segment Information (Details) - Net Sales by Geographic Area [Line Items]
Net sales	37,213	[1]	33,614	[1]
Other Countries [Member]
Note 11 - Business Unit Segment Information (Details) - Net Sales by Geographic Area [Line Items]
Net sales	$ 97,772	[1]	$ 79,390	[1]

[1] Sales by country represent sales to customer or distributor locations.

XML

Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014	Dec. 28, 2013
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Goodwill	$ 199,415	$ 186,464
SymCom, Inc. [Member] | Trademarks [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Amortizable intangible assets	17,230
SymCom, Inc. [Member] | Patents [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Amortizable intangible assets	1,500
SymCom, Inc. [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Cash	325
Current assets, net	9,704
Property, plant and equipment	11,193
Goodwill	13,375
Other non-current assets	20
Current liabilities	(1,022)
Total purchase price allocation	52,325
Hamlin, Inc. [Member] | Trademarks [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Amortizable intangible assets	6,522
Hamlin, Inc. [Member] | Distribution Rights [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Amortizable intangible assets	35,327
Hamlin, Inc. [Member] | Patents and Licenses [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Amortizable intangible assets	16,276
Hamlin, Inc. [Member]
Note 2 - Acquisition of Businesses (Details) - Final Purchase Price Allocations [Line Items]
Cash	15,984
Current assets, net	27,811
Property, plant and equipment	24,728
Goodwill	50,793
Non-current assets	2,452
Current liabilities	(7,309)
Non-current liabilities	(12,217)
Total purchase price allocation	$ 160,367

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Note 2 - Acquisition of Businesses (Details) (USD $)	3 Months Ended	0 Months Ended	3 Months Ended	1 Months Ended		3 Months Ended	0 Months Ended
	Mar. 29, 2014	Jan. 03, 2014 SymCom, Inc. [Member]	Mar. 29, 2014 SymCom, Inc. [Member]	May 31, 2013 Hamlin, Inc. [Member] Distribution Network, Trademarks and Patents [Member]	May 31, 2013 Hamlin, Inc. [Member]	Mar. 29, 2014 Hamlin, Inc. [Member]	Jan. 03, 2014 Minimum [Member] SymCom, Inc. [Member] Trademarks [Member]	Jan. 03, 2014 Minimum [Member] SymCom, Inc. [Member] Patents [Member]	Jan. 03, 2014 Maximum [Member] SymCom, Inc. [Member] Trademarks [Member]	Jan. 03, 2014 Maximum [Member] SymCom, Inc. [Member] Patents [Member]
Note 2 - Acquisition of Businesses (Details) [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired		100.00%			100.00%
Payments to Acquire Businesses, Net of Cash Acquired	$ 52,000,000	$ 52,000,000
Finite-Lived Intangible Asset, Useful Life				10 years			15 years	16 years	20 years	17 years
Business Acquisition, Inventory Step-up		2,600,000
Non-cash Charges Related to Inventory Step-up			1,400,000
Business Combination, Consideration Transferred					144,400,000
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual						21,900,000
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual						$ 300,000

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Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014		Dec. 28, 2013
Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area [Line Items]
Long-lived assets	$ 158,517	[1]	$ 150,173	[1]
UNITED STATES
Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area [Line Items]
Long-lived assets	38,583	[1]	27,294	[1]
CHINA
Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area [Line Items]
Long-lived assets	42,784	[1]	45,843	[1]
CANADA
Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area [Line Items]
Long-lived assets	13,760	[1]	14,429	[1]
Other Countries [Member]
Note 11 - Business Unit Segment Information (Details) - Long-lived Assets by Geographical Area [Line Items]
Long-lived assets	$ 63,390	[1]	$ 62,607	[1]

[1] Long-lived assets consists of net property, plant and equipment.

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Note 2 - Acquisition of Businesses (Details) - Unaudited Pro Forma Results (Hamlin, Inc. [Member], USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
Hamlin, Inc. [Member]
Note 2 - Acquisition of Businesses (Details) - Unaudited Pro Forma Results [Line Items]
Revenues	$ 206,859	$ 188,709
Net income	$ 25,389	$ 12,211
Net income per share:
Basic	$ 1.13	$ 0.56
Diluted	$ 1.12	$ 0.55
Weighted-average shares and equivalent shares outstanding:
Basic	22,492	22,095
Diluted	22,717	22,366

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Note 3 - Inventories (Details) - Components of Inventories (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014	Dec. 28, 2013
Components of Inventories [Abstract]
Raw material	$ 29,691	$ 28,228
Work in process	18,542	17,576
Finished goods	50,888	46,787
Total inventories	$ 99,121	$ 92,591

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Note 1 - Basis of Presentation

3 Months Ended

Mar. 29, 2014

Disclosure Text Block [Abstract]

Basis of Accounting [Text Block]

1. Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Littelfuse, Inc. and its subsidiaries (the “company”) have been prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulations S-X. Accordingly, certain information and disclosures normally included in the consolidated balance sheet, statements of net income and comprehensive income and cash flows prepared in conformity with U.S. GAAP have been condensed or omitted as permitted by such rules and regulations, although the company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the period ended March 29, 2014 are not necessarily indicative of the results that may be expected for the year ending December 27, 2014. For further information, refer to the company’s consolidated financial statements and the notes thereto incorporated by reference in the company’s Annual Report on Form 10-K for the year ended December 28, 2013. The company evaluated subsequent events through the date of its financial statements when filed with the Securities and Exchange Commission (“SEC”).

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Note 4 - Other Investments (Details) In Millions, unless otherwise specified	3 Months Ended
	Mar. 29, 2014 USD ($)	Mar. 29, 2014 EUR (€)	Dec. 28, 2013 USD ($)	Dec. 28, 2013 EUR (€)
Equity Method Investments and Joint Ventures [Abstract]
Marketable Securities, Equity Securities	$ 13.7	€ 9.9	$ 12.3	€ 9.0
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, before Tax	$ 1.3

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Note 10 - Pensions (Details) - Components of Net Periodic Benefit Cost (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
United States Pension Plan of US Entity, Defined Benefit [Member]
Note 10 - Pensions (Details) - Components of Net Periodic Benefit Cost [Line Items]
Service cost	$ 150	$ 150
Interest cost	971	891
Expected return on plan assets	(1,411)	(1,340)
Amortization of net loss	137	236
Total cost of the plan	(153)	(63)
Expected plan participants’ contribution	0	0
Net periodic benefit cost	(153)	(63)
Foreign Pension Plan, Defined Benefit [Member]
Note 10 - Pensions (Details) - Components of Net Periodic Benefit Cost [Line Items]
Service cost	311	255
Interest cost	591	183
Expected return on plan assets	(573)	(74)
Amortization of net loss	48	39
Total cost of the plan	377	403
Expected plan participants’ contribution	0	0
Net periodic benefit cost	$ 377	$ 403

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Condensed Consolidated Balance Sheets (current period unaudited) (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014	Dec. 28, 2013
Current assets:
Cash and cash equivalents	$ 319,806	$ 305,192
Short-term investments	6,943	6,886
Accounts receivable, less allowances	136,077	127,887
Inventories	99,121	92,591
Deferred income taxes	10,409	10,463
Prepaid expenses and other current assets	19,665	17,080
Assets held for sale	5,500	5,500
Total current assets	597,521	565,599
Property, plant and equipment:
Land	5,993	4,382
Buildings	65,403	59,699
Equipment	357,153	354,475
	428,549	418,556
Accumulated depreciation	(270,032)	(268,383)
Net property, plant and equipment	158,517	150,173
Intangible assets, net of amortization:
Patents, licenses and software	26,339	25,166
Distribution network	41,582	42,685
Customer lists, trademarks and tradenames	46,090	30,506
Goodwill	199,415	186,464
Other investments	13,686	12,286
Deferred income taxes	5,287	5,092
Other assets	7,229	6,402
Total assets	1,095,666	1,024,373
Current liabilities:
Accounts payable	37,341	33,872
Accrued payroll	16,802	29,437
Accrued expenses	13,267	13,087
Accrued severance	196	182
Accrued income taxes	7,357	5,931
Deferred income taxes	236	229
Current portion of long-term debt	193,000	126,000
Total current liabilities	268,199	208,738
Long-term debt, less current portion	92,500	93,750
Deferred income taxes	11,693	11,585
Accrued post-retirement benefits		8,528
Other long-term liabilities	16,907	14,856
Total equity	706,367	686,916
Total liabilities and equity	$ 1,095,666	$ 1,024,373

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Note 12 - Accumulated Other Comprehensive Income (Loss) (AOCI) (Details) (USD $)	Mar. 29, 2014	Mar. 30, 2013
Disclosure Text Block [Abstract]
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Tax	$ 6,566	$ 6,549
Accumulated Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Tax	$ 0	$ 0

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Consolidated Statements of Comprehensive Income (unaudited) (Parentheticals) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
Tax	$ 94	$ 103

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Note 6 - Debt (Details) - Carrying Amounts of Long-term Debt (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014	Dec. 28, 2013
Carrying Amounts of Long-term Debt [Abstract]
Term loan	$ 97,500	$ 98,750
Revolving credit facility	188,000	121,000
Total debt	285,500	219,750
Less: Current maturities	193,000	126,000
Total long-term debt	$ 92,500	$ 93,750

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Note 6 - Debt (Tables)

3 Months Ended

Mar. 29, 2014

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments [Table Text Block]

	March 29, 2014		December 28, 2013
Term loan	$	97,500	$	98,750
Revolving credit facility		188,000		121,000
Total debt		285,500		219,750
Less: Current maturities		193,000		126,000
Total long-term debt	$	92,500	$	93,750

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Note 7 - Fair Value of Assets and Liabilities (Details) - Assets Measured at Fair Value (USD $) In Thousands, unless otherwise specified	Mar. 29, 2014	Dec. 28, 2013
Note 7 - Fair Value of Assets and Liabilities (Details) - Assets Measured at Fair Value [Line Items]
Available-for-sale securities	$ 13,686	$ 12,286
Total	13,686	12,286
Fair Value, Inputs, Level 1 [Member]
Note 7 - Fair Value of Assets and Liabilities (Details) - Assets Measured at Fair Value [Line Items]
Available-for-sale securities	13,686	12,286
Total	$ 13,686	$ 12,286

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Note 8 - Earnings Per Share (Tables)

3 Months Ended

Mar. 29, 2014

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	For the Three Months Ended
(in thousands except per share amounts)	March 29, 2014		March 30, 2013
			(Restated)
Net income as reported	$	25,389	$	11,488
Less: Distributed earnings available to participating securities		—		(9	)
Less: Undistributed earnings available to participating securities		—		(7	)
Numerator for basic earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,472
Add: Undistributed earnings allocated to participating securities		—		7
Less: Undistributed earnings reallocated to participating securities		—		(6	)
Numerator for diluted earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,473
Denominator for basic earnings per share —
Weighted-average shares		22,492		22,095
Effect of dilutive securities:
Common stock equivalents		225		271
Denominator for diluted earnings per share —
Adjusted for weighted-average shares & assumed conversions		22,717		22,366
Basic earnings per share	$	1.13	$	0.52
Diluted earnings per share	$	1.12	$	0.51

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Consolidated Statements of Cash Flows (unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
Operating activities:
Net income	$ 25,389	$ 11,488
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	7,007	6,232
Amortization of intangibles	3,159	1,572
Stock-based compensation	1,465	1,779
Non-cash inventory charge	1,409
Excess tax benefit on share-based compensation	(1,057)	(467)
Loss (gain) on sale of assets	69	(24)
Impairment and equity in net loss of unconsolidated affiliate		10,678
Changes in operating assets and liabilities:
Accounts receivable	(6,503)	(9,745)
Inventories	(774)	3,632
Accounts payable	3,056	2,452
Accrued expenses (including post-retirement)	(6,455)	(4,619)
Accrued payroll and severance	(12,762)	(7,319)
Accrued taxes	1,153	(640)
Prepaid expenses and other	(3,647)	1,026
Net cash provided by operating activities	11,509	16,045
Investing activities:
Acquisition of business, net of cash acquired	(52,000)
Purchases of property, plant, and equipment	(6,423)	(5,453)
Purchase of short-term investments		(8,478)
Proceeds from sale of assets	15	9
Net cash used in investing activities	(58,408)	(13,922)
FINANCING activities:
Proceeds from revolving credit facility	75,000	15,000
Payments of revolving credit facility	(8,000)	(5,000)
Payments of term loan	(1,250)
Debt issuance costs	(108)
Cash dividends paid	(4,944)	(4,410)
Proceeds from exercise of stock options	3,676	5,283
Excess tax benefit on share-based compensation	1,057	467
Net cash provided by financing activities	65,431	11,340
Effect of exchange rate changes on cash and cash equivalents	(3,918)	(1,972)
Increase in cash and cash equivalents	14,614	11,491
Cash and cash equivalents at beginning of period	305,192	235,404
Cash and cash equivalents at end of period	$ 319,806	$ 246,895

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Condensed Consolidated Balance Sheets (current period unaudited) (Parentheticals)	Mar. 29, 2014	Dec. 28, 2013
Common sharеs issuеd	22,534,655	22,467,491
Common shares outstanding	22,534,655	22,467,491

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Note 10 - Pensions

3 Months Ended

Mar. 29, 2014

Compensation and Retirement Disclosure [Abstract]

Pension and Other Postretirement Benefits Disclosure [Text Block]

10. Pensions

The components of net periodic benefit cost for the three months ended March 29, 2014, compared with the three months ended March 30, 2013, were (in thousands):

	U.S. Plans						Foreign Plans
	Three Months Ended						Three Months Ended
	March 29, 2014			March 30, 2013			March 29, 2014			March 30 2013
Service cost	$	150		$	150		$	311		$	255
Interest cost		971			891			591			183
Expected return on plan assets		(1,411	)		(1,340	)		(573	)		(74	)
Amortization of net loss		137			236			48			39
Total cost of the plan		(153	)		(63	)		377			403
Expected plan participants’ contribution		—			—			—			—
Net periodic benefit cost	$	(153	)	$	(63	)	$	377		$	403

The expected rate of return assumption on domestic pension assets is 6.75% in 2014 and 2013. The expected return on foreign pension assets is 5.14% and 3.00% in 2014 and 2013, respectively.

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Document And Entity Information	3 Months Ended
	Mar. 29, 2014	Apr. 25, 2014
Document and Entity Information [Abstract]
Entity Registrant Name	LITTELFUSE INC /DE
Document Type	10-Q
Current Fiscal Year End Date	--12-27
Entity Common Stock, Shares Outstanding		22,509,669
Amendment Flag	false
Entity Central Index Key	0000889331
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Well-known Seasoned Issuer	Yes
Document Period End Date	Mar. 29, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q1

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Note 11 - Business Unit Segment Information

3 Months Ended

Mar. 29, 2014

Segment Reporting [Abstract]

Segment Reporting Disclosure [Text Block]

11. Business Unit Segment Information

The company and its subsidiaries design, manufacture and sell circuit protection devices throughout the world. The company reports its operations by the following business unit segments: Electronics, Automotive, and Electrical. Each operating segment is directly responsible for sales, marketing and research and development. Manufacturing, purchasing, logistics, customer service, finance, information technology and human resources are shared functions that are allocated back to the three operating segments. The CEO allocates resources to and assesses the performance of each operating segment using information about its revenue and operating income (loss) before interest and taxes, but does not evaluate the operating segments using discrete balance sheet information.

Sales, marketing and research and development expenses are charged directly into each operating segment. All other functions are shared by the operating segments and expenses for these shared functions are allocated to the operating segments and included in the operating results reported below. The company does not report inter-segment revenue because the operating segments do not record it. The company does not allocate interest and other income, interest expense, or taxes to operating segments. Although the CEO uses operating income (loss) to evaluate the segments, operating costs included in one segment may benefit other segments. Except as discussed above, the accounting policies for segment reporting are the same as for the company as a whole.

An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, and about which separate financial information is regularly evaluated by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources. The CODM is the company’s President and Chief Executive Officer (“CEO”).

Business unit segment information for the three months ended March 29, 2014 and March 30, 2013 are summarized as follows (in thousands):

	March 29, 2014			March 30, 2013
Net sales
Electronics	$	95,722		$	79,415
Automotive		82,419			59,385
Electrical		28,718			32,118
Total net sales	$	206,859		$	170,918
Depreciation and amortization
Electronics	$	5,370		$	4,861
Automotive		3,528			1,984
Electrical		1,268			959
Total depreciation and amortization	$	10,166		$	7,804
Operating income
Electronics	$	19,068		$	12,143
Automotive		11,899			9,483
Electrical		4,032			6,491
Other(1)		(1,409	)		—
Total operating income		33,590			28,117
Interest expense		1,216			376
Impairment, loan loss and equity in net loss of unconsolidated affiliate (2)		—			10,678
Foreign exchange (gain) loss		(252	)		319
Other (income) expense, net		(1,186	)		(1,228	)
Income before income taxes	$	33,812		$	17,972

(1) “Other” consists of acquisition costs related to the SymCom acquisition. (See note 2).

(2) During the first quarter of 2013, the company recorded approximately $10.7 million related to the impairment of its investment in Shocking Technologies. (See note 5).

The company’s significant net sales by country for the three months ended March 29, 2014 and March 30, 2013 are summarized as follows (in thousands):

	Net sales(a)
	March 29, 2014		March 30, 2013
United States	$	71,874	$	57,914
China		37,213		33,614
Other countries		97,772		79,390
Total	$	206,859	$	170,918

(a) Sales by country represent sales to customer or distributor locations.

The company’s significant long-lived assets by country as of March 29, 2014 and December 28, 2013 are summarized as follows (in thousands):

	Long-lived assets(b)
	March 29, 2014		December 28, 2013
United States	$	38,583	$	27,294
China		42,784		45,843
Canada		13,760		14,429
Other countries		63,390		62,607
Total	$	158,517	$	150,173

(b) Long-lived assets consists of net property, plant and equipment.

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Consolidated Statements of Net Income (unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 29, 2014		Mar. 30, 2013
Net sales	$ 206,859	[1]	$ 170,918	[1]
Cost of sales	128,365		106,312
Gross profit	78,494		64,606
Selling, general and administrative expenses	34,171		29,202
Research and development expenses	7,574		5,715
Amortization of intangibles	3,159		1,572
	44,904		36,489
Operating income	33,590		28,117
Interest expense	1,216		376
Impairment and equity in net loss of unconsolidated affiliate		[2]	10,678	[2]
Foreign exchange (gain) loss	(252)		319
Other (income) expense, net	(1,186)		(1,228)
Income before income taxes	33,812		17,972
Income taxes	8,423		6,484
Net income	$ 25,389		$ 11,488
Net income per share (see note 8):
Basic (in Dollars per share)	$ 1.13		$ 0.52
Diluted (in Dollars per share)	$ 1.12		$ 0.51
Weighted average shares and equivalent shares outstanding:
Basic (in Shares)	22,492		22,095
Diluted (in Shares)	22,717		22,366
Cash dividends paid per common share (in Dollars per share)	$ 0.22		$ 0.20

[1] Sales by country represent sales to customer or distributor locations.

[2] During the first quarter of 2013, the company recorded approximately $10.7 million related to the impairment of its investment in Shocking Technologies. (See note 5).

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Note 5 - Impairment of Investment in Unconsolidated Affiliate

3 Months Ended

Mar. 29, 2014

Disclosure Text Block Supplement [Abstract]

Asset Impairment Charges [Text Block]

5. Impairment of Investment in Unconsolidated Affiliate

During the first quarter of 2013, the company fully impaired its investment in and loan receivable from Shocking Technologies, Inc. due to the their filing for Chapter 7 bankruptcy on March 12, 2013. The impairment charge of approximately $10.7 million consisted of the remaining equity method investment of $8.7 million and a $2.0 million loan receivable, and reduces the carrying value of both the investment and loan receivable to zero at March 30, 2013.

The loss was recorded as a component of impairment and equity loss of unconsolidated affiliate in the Consolidated Statements of Net Income for the three months ended March 30, 2013.

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Note 4 - Other Investments

3 Months Ended

Mar. 29, 2014

Equity Method Investments and Joint Ventures [Abstract]

Equity Method Investments and Joint Ventures Disclosure [Text Block]

4. Other Investments

The company’s other investments represent shares of Polytronics Technology Corporation Ltd. (“Polytronics”), a Taiwanese company. The Polytronics investment was acquired as part of the Heinrich Companies acquisition in 2004. The fair value of the Polytronics investment was €9.9million (approximately $13.7 million) at March 29, 2014 and €9.0 million (approximately $12.3 million) at December 28, 2013. Included in 2014 other comprehensive income is an unrealized gain of $1.3 million, due to the increase in fair market value of the Polytronics investment. The remaining movement was due to the impact of changes in exchange rates.

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Note 7 - Fair Value of Assets and Liabilities (Tables)

3 Months Ended

Mar. 29, 2014

Fair Value Disclosures [Abstract]

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	13,686	$	—	$	—	$	13,686
Total		$	13,686	$	—	$	—	$	13,686

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	12,286	$	—	$	—	$	12,286
Total		$	12,286	$	—	$	—	$	12,286

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Note 12 - Accumulated Other Comprehensive Income (Loss) (AOCI)

3 Months Ended

Mar. 29, 2014

Disclosure Text Block [Abstract]

Comprehensive Income (Loss) Note [Text Block]

12. Accumulated Other Comprehensive Income (Loss) (AOCI)

The following table sets forth the changes in the components of AOCI by component (in thousands):

AOCI component	Balance at December 28, 2013			Other comprehensive income (loss) activity			Reclassification adjustment for expense included in net income		Balance at March 29, 2014
Pension liability adjustment(a)	$	(17,140	)	$	(131	)	$	87	$	(17,184	)
Unrealized gain on investments(b)		9,393			1,308			—		10,701
Foreign currency translation adjustment		28,164			(7,161	)		—		21,003
AOCI income (loss)	$	20,417		$	(5,984	)	$	87	$	14,520

(a) Balances are net of tax of $6,566 and $6,549 for 2014 and 2013, respectively.

(b) Balances are net of tax of $0 and $0 for 2014 and 2013, respectively.

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Note 8 - Earnings Per Share

3 Months Ended

Mar. 29, 2014

Earnings Per Share [Abstract]

Earnings Per Share [Text Block]

8. Earnings Per Share

In 2013, the company calculated its earnings per share using the two-class method which included an earnings allocation formula that determined earnings per share for each class of common stock according to dividends declared and undistributed earnings for the period. Previously, the company’s reported net earnings were reduced by the amount allocated to participating securities to arrive at the earnings allocated to common stock shareholders for purposes of calculating earnings per share under the two-class method. As of January, 2014, the company no longer has “participating securities” as defined under ASC 260. As such, the company now calculates its earnings per share using the treasury method. All of the previous participating securities that resulted in the company using the two-class method have become fully vested or have otherwise expired.

Under the previous two-class method calculation, the dilutive effect of participating securities was calculated using the more dilutive of the treasury stock or the two-class method. The company previously determined the two-class method to be the more dilutive. As such, the earnings allocated to common stock shareholders in the basic earnings per share calculation was adjusted for the reallocation of undistributed earnings to participating securities to arrive at the earnings allocated to common stock shareholders for calculating the diluted earnings per share.

The following table sets forth the computation of basic and diluted earnings per share under the treasury share method as of March 29, 2014 and the two-class method as of March 30, 2013.

	For the Three Months Ended
(in thousands except per share amounts)	March 29, 2014		March 30, 2013
			(Restated)
Net income as reported	$	25,389	$	11,488
Less: Distributed earnings available to participating securities		—		(9	)
Less: Undistributed earnings available to participating securities		—		(7	)
Numerator for basic earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,472
Add: Undistributed earnings allocated to participating securities		—		7
Less: Undistributed earnings reallocated to participating securities		—		(6	)
Numerator for diluted earnings per share —
Undistributed and distributed earnings available to common shareholders	$	25,389	$	11,473
Denominator for basic earnings per share —
Weighted-average shares		22,492		22,095
Effect of dilutive securities:
Common stock equivalents		225		271
Denominator for diluted earnings per share —
Adjusted for weighted-average shares & assumed conversions		22,717		22,366
Basic earnings per share	$	1.13	$	0.52
Diluted earnings per share	$	1.12	$	0.51

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Note 6 - Debt

3 Months Ended

Mar. 29, 2014

Debt Disclosure [Abstract]

Debt Disclosure [Text Block]

6. Debt

The carrying amounts of debt at March 29, 2014 and December 28, 2013 are as follows (in thousands):

	March 29, 2014		December 28, 2013
Term loan	$	97,500	$	98,750
Revolving credit facility		188,000		121,000
Total debt		285,500		219,750
Less: Current maturities		193,000		126,000
Total long-term debt	$	92,500	$	93,750

On May 31, 2013, the company entered into a new credit agreement with J.P Morgan Securities LLC for up to $325.0 million which consists of an unsecured revolving credit facility of $225.0 million and an unsecured term loan of $100.0 million. The new credit agreement is for a five year period. On January 30, 2014, the company increased the unsecured revolving credit facility entered into on May 31, 2013, by $50.0 million thereby increasing the total revolver borrowing capacity from $225.0 million to $275.0 million. The company incurred debt issuance costs of $0.1 million which will be amortized over the life of the existing credit agreement. As of March 29, 2014, the company had available $86.4 million of borrowing capacity under the revolving credit agreement at an interest rate of LIBOR plus 1.250% (1.400% as of March 29, 2014).

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Note 7 - Fair Value of Assets and Liabilities

3 Months Ended

Mar. 29, 2014

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]

7. Fair Value of Assets and Liabilities

In determining fair value, the company uses various valuation approaches within the fair value measurement framework. Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability. 

Applicable accounting literature establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Applicable accounting literature defines levels within the hierarchy based on the reliability of inputs as follows:

Level 1—Valuations based on unadjusted quoted prices for identical assets or liabilities in active markets;

Level 2—Valuations based on quoted prices for similar assets or liabilities or identical assets or liabilities in less active markets, such as dealer or broker markets; and

Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable, such as pricing models, discounted cash flow models and similar techniques not based on market, exchange, dealer or broker-traded transactions.

Following is a description of the valuation methodologies used for instruments measured at fair value and their classification in the valuation hierarchy.

Investment in Polytronics

The company holds an investment in the equity securities of Polytronics as described in Note 5. Equity securities listed on a national market or exchange are valued at the last sales price. Such securities are classified within Level 1 of the valuation hierarchy.

There were no changes during the quarter ended March 29, 2014 to the company’s valuation techniques used to measure asset and liability fair values on a recurring basis. As of March 29, 2014 and December 28, 2013 the company held no non-financial assets or liabilities that are required to be measured at fair value on a recurring basis.

The following table presents assets measured at fair value by classification within the fair value hierarchy as of March 29, 2014 (in thousands):

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	13,686	$	—	$	—	$	13,686
Total		$	13,686	$	—	$	—	$	13,686

The following table presents assets measured at fair value by classification within the fair value hierarchy as of December 28, 2013 (in thousands):

	Fair Value Measurements Using
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment in Polytronics		$	12,286	$	—	$	—	$	12,286
Total		$	12,286	$	—	$	—	$	12,286

The company’s other financial instruments include cash and cash equivalents, short-term investments, accounts receivable, accounts payable and debt. The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and debt approximate their fair values. The company’s debt fair value approximates book value at March 29, 2014 and December 28, 2013, respectively, as the variable interest rates fluctuate along with market interest rates.

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Note 9 - Income Taxes

3 Months Ended

Mar. 29, 2014

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

9. Income Taxes

The effective tax rate for the first quarter of 2014 was 24.9% compared to an effective tax rate of 36.1% in the first quarter of 2013. The effective tax rates for both the first quarter of 2014 and 2013 are lower than the U.S. statutory tax rate primarily due to the result of more income earned in low tax jurisdictions.

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Note 6 - Debt (Details) (USD $)			3 Months Ended	1 Months Ended
	Mar. 29, 2014	Dec. 28, 2013	Mar. 29, 2014 J.P. Morgan Securities LLC [Member] Base Rate [Member] Unsecured Revolving Credit Facility [Member]	Jan. 30, 2014 J.P. Morgan Securities LLC [Member] Unsecured Revolving Credit Facility [Member]	Mar. 29, 2014 J.P. Morgan Securities LLC [Member] Unsecured Revolving Credit Facility [Member]	Jan. 29, 2014 J.P. Morgan Securities LLC [Member] Unsecured Revolving Credit Facility [Member]	May 31, 2013 J.P. Morgan Securities LLC [Member] Unsecured Revolving Credit Facility [Member]	May 31, 2013 J.P. Morgan Securities LLC [Member]
Note 6 - Debt (Details) [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity				$ 275,000,000		$ 225,000,000	$ 225,000,000	$ 325,000,000
Loans Payable to Bank	97,500,000	98,750,000						100,000,000
Line of Credit Facility, Increase in Maximum Borrowing Capacity				50,000,000
Debt Issuance Cost				100,000
Line of Credit Facility, Remaining Borrowing Capacity					$ 86,400,000
Debt Instrument, Basis Spread on Variable Rate			1.25%
Line of Credit Facility, Interest Rate at Period End					1.40%

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Note 3 - Inventories (Tables)

3 Months Ended

Mar. 29, 2014

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

	March 29, 2014		December 28, 2013
Raw material	$	29,691	$	28,228
Work in process		18,542		17,576
Finished goods		50,888		46,787
Total inventories	$	99,121	$	92,591

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Note 11 - Business Unit Segment Information (Tables)

3 Months Ended

Mar. 29, 2014

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	March 29, 2014			March 30, 2013
Net sales
Electronics	$	95,722		$	79,415
Automotive		82,419			59,385
Electrical		28,718			32,118
Total net sales	$	206,859		$	170,918
Depreciation and amortization
Electronics	$	5,370		$	4,861
Automotive		3,528			1,984
Electrical		1,268			959
Total depreciation and amortization	$	10,166		$	7,804
Operating income
Electronics	$	19,068		$	12,143
Automotive		11,899			9,483
Electrical		4,032			6,491
Other(1)		(1,409	)		—
Total operating income		33,590			28,117
Interest expense		1,216			376
Impairment, loan loss and equity in net loss of unconsolidated affiliate (2)		—			10,678
Foreign exchange (gain) loss		(252	)		319
Other (income) expense, net		(1,186	)		(1,228	)
Income before income taxes	$	33,812		$	17,972

Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]

	Net sales(a)
	March 29, 2014		March 30, 2013
United States	$	71,874	$	57,914
China		37,213		33,614
Other countries		97,772		79,390
Total	$	206,859	$	170,918

Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country [Table Text Block]

	Long-lived assets(b)
	March 29, 2014		December 28, 2013
United States	$	38,583	$	27,294
China		42,784		45,843
Canada		13,760		14,429
Other countries		63,390		62,607
Total	$	158,517	$	150,173

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Note 11 - Business Unit Segment Information (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013 Shocking [Member]
Note 11 - Business Unit Segment Information (Details) [Line Items]
Number of Operating Segments	3
Asset Impairment Charges		$ 10.7

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Consolidated Statements of Comprehensive Income (unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 29, 2014		Mar. 30, 2013
Net income	$ 25,389		$ 11,488
Other comprehensive income (loss):
Pension liability adjustments, net (net of tax of $94 and $103, respectively)	(44)	[1]	(194)
Unrealized gain on investments	1,308		1,618
Foreign currency translation adjustments	(7,161)		(5,250)
Comprehensive income	$ 19,492		$ 7,662

[1] Balances are net of tax of $6,566 and $6,549 for 2014 and 2013, respectively.

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Note 3 - Inventories

3 Months Ended

Mar. 29, 2014

Inventory Disclosure [Abstract]

Inventory Disclosure [Text Block]

3. Inventories

The components of inventories at March 29, 2014 and December 28, 2013 are as follows (in thousands):

	March 29, 2014		December 28, 2013
Raw material	$	29,691	$	28,228
Work in process		18,542		17,576
Finished goods		50,888		46,787
Total inventories	$	99,121	$	92,591

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Note 12 - Accumulated Other Comprehensive Income (Loss) (AOCI) (Tables)

3 Months Ended

Mar. 29, 2014

Disclosure Text Block [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

AOCI component	Balance at December 28, 2013			Other comprehensive income (loss) activity			Reclassification adjustment for expense included in net income		Balance at March 29, 2014
Pension liability adjustment(a)	$	(17,140	)	$	(131	)	$	87	$	(17,184	)
Unrealized gain on investments(b)		9,393			1,308			—		10,701
Foreign currency translation adjustment		28,164			(7,161	)		—		21,003
AOCI income (loss)	$	20,417		$	(5,984	)	$	87	$	14,520

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Note 9 - Income Taxes (Details)	3 Months Ended
	Mar. 29, 2014	Mar. 30, 2013
Income Tax Disclosure [Abstract]
Effective Income Tax Rate Reconciliation, Percent	24.90%	36.10%

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Note 2 - Acquisition of Businesses (Tables)

3 Months Ended

Mar. 29, 2014

Note 2 - Acquisition of Businesses (Tables) [Line Items]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

SymCom preliminary purchase price allocation (in thousands):
Cash	$	325
Current assets, net		9,704
Property, plant and equipment		11,193
Goodwill		13,375
Trademarks		17,230
Patents		1,500
Other non-current assets		20
Current liabilities		(1,022	)
	$	52,325

Hamlin preliminary purchase price allocation (in thousands):
Cash	$	15,984
Current assets, net		27,811
Property, plant and equipment		24,728
Goodwill		50,793
Distribution network		35,327
Patents and licenses		16,276
Trademarks		6,522
Non-current assets		2,452
Current liabilities		(7,309	)
Non-current liabilities		(12,217	)
	$	160,367

Hamlin, Inc. [Member]

Note 2 - Acquisition of Businesses (Tables) [Line Items]

Business Acquisition, Pro Forma Information [Table Text Block]

	For the three months ended
	March 29, 2014		March 30, 2013
	(Unaudited)		(Unaudited)
Revenues	$	206,859	$	188,709
Net income	$	25,389	$	12,211
Net income per share:
Basic	$	1.13	$	0.56
Diluted	$	1.12	$	0.55
Weighted-average shares and equivalent shares outstanding:
Basic		22,492		22,095
Diluted		22,717		22,366