UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.20549D.C. 20549

FORM 10-K

(Mark One)

Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 20182021

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 0-31164

Preformed Line Products Company

(Exact name of registrant as specified in its charter)

Ohio

34‑067689534-0676895

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification No.)

660 Beta Drive

Mayfield Village, Ohio

44143

(Address of Principal Executive Office)

(Zip Code)

(440) (440) 461‑5200

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares, $2 par value per share

PLPC

NASDAQ

Securities registered pursuant to Section 12(g) of the Act: (None)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No

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 No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “accelerated filer,” “large accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller Reporting Company

Emerging Growth Company

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

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

Smaller Reporting Company

Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Auditor Name: Ernst and Young LLP Auditor Firm ID: 0042

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

The aggregate market value of voting and non-voting common shares held by non-affiliates of the registrant as of June 30, 20182021 was $219,388,500$169,834,006 based on the closing price of such common shares, as reported on the NASDAQ National Market System. As of March 4, 2019,1, 2022, there were 5,062,3244,909,855 common shares of the Company ($2 par value) outstanding.

DOCUMENTS INCORPORATED BY REFERENCE


Portions of the Definitive Proxy Statement for the Annual Meeting of Shareholders to be held May 7, 201910, 2022 are incorporated by reference into Part III, Items 10, 11, 12, 13 and 14.


Table of Contents

Page

Part I.

Item 1.

Business

5

Item 1A.

Risk Factors

1210

Item 1B.

Unresolved Staff Comments

1513

Item 2.

Properties

1514

Item 3.

Legal Proceedings

1514

Item 4.

Mine Safety Disclosures

1614

Item 4A.

Information about our Executive Officers of the Registrant

1614

Part II.

Item 5.

Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities

1716

Item 6.

Selected Financial Data

1917

Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

2018

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

3427

Item 8.

Financial Statements and Supplementary Data

3528

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

6758

Item 9A.

Controls and Procedures

6758

Item 9B.

Other Information

6960

Item 9C.

Disclosure Regarding Foreign Jurisdictions that Require Inspections

60

Part III.

Item 10.

Directors, Executive Officers and Corporate Governance

6960

Item 11.

Executive Compensation

6960

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

6960

Item 13.

Certain Relationships, Related Transactions, and Director Independence

6960

Item 14.

Principal Accounting Fees and Services

6960

Part IV.

Item 15.

Exhibits and Financial Statement Schedules

6961


2


Forward-Looking Statements

This Form 10-K and other documents filed with the Securities and Exchange Commission (“SEC”) contain forward-looking statements regarding Preformed Line Products Company’s (the “Company”) and the Company’s management’s beliefs and expectations. As a general matter, forward-looking statements are those focused upon future plans, objectives or performance (as opposed to historical items) and include statements of anticipated events or trends and expectations and beliefs relating to matters not historical in nature. Such forward-looking statements are subject to uncertainties and factors relating to the Company’s operations and business environment, all of which are difficult to predict and many of which are beyond the Company’s control. Such uncertainties and factors could cause the Company’s actual results to differ materially from those matters expressed in or implied by such forward-looking statements.

The following factors, among others, could affect the Company’s future performance and cause the Company’s actual results to differ materially from those expressed or implied by forward-looking statements made in this report:

The overall demand for cable anchoring and control hardware for electrical transmission and distribution lines on a worldwide basis, which has a slow growth rate in mature markets such as the United States (“U.S”), Canada, Australia and Western Europe and may grow slowly or experience prolonged delay in developing regions despite expanding power needs;

The potential impact of the global economic conditionconditions on the Company’s ongoing profitability and future growth opportunities in the Company’s core markets in the U.S. and other foreign countries, wherewhich may experience continued or further instability due to political and economic conditions, social unrest, acts of war, military conflict, international hostilities or the perception that hostilities may be imminent, terrorism, changes in diplomatic and trade relationships and public health concerns (including viral outbreaks such as COVID-19). The COVID-19 pandemic has significantly impacted worldwide economic conditions and has and could continue to have an adverse effect on the Company’s operations and businesses as government authorities could continue to impose mandatory closures, work-from-home orders and social distancing protocols along with other unknown potential restrictions. The duration and scope of the COVID-19 pandemic cannot be predicted, and therefore, any anticipated negative financial situation is expectedimpact to the Company’s operating results cannot be similar going forward;

reasonably estimated;

The ability of the Company’s customers to raise funds needed to build the facilitiesinfrastructure projects their customers require;

Technological developments that affect longer-term trends for communication lines, such as wireless communication;

The decreasing demand for product supporting copper-based infrastructure due to the introduction of products using new technologies or adoption of new industry standards;

The Company’s success at continuing to develop proprietary technology and maintaining high quality products and customer service to meet or exceed new industry performance standards and individual customer expectations;

The Company’s success in strengthening and retaining relationships with the Company’s customers, growing sales at targeted accounts and expanding geographically;

The extent to which the Company is successful at expanding the Company’s product line or production facilities into new areas or implementing efficiency measures at existing facilities;

The effects of fluctuation in currency exchange rates upon the Company’s foreign subsidiaries’ operations and reported results from international operations, together with non-currency risks of investing in and conducting significant operations in foreign countries, including those relating to political, social, economic and regulatory factors;

The Company’s ability to identify, complete, obtain funding for and integrate acquisitions for profitable growth;

The potential impact of consolidation, deregulation and bankruptcy among the Company’s suppliers, competitors and customers and of any legal or regulatory claims;

The relative degree of competitive and customer price pressure on the Company’s products;

The cost, availability and quality of raw materials required for the manufacture of products and any tariffs that may be associated with the purchase of these products;

products. The Company’s supply chain could continue to be disrupted by the COVID-19 pandemic which could have a material, adverse effect on the ability to secure raw materials and supplies;

Strikes, labor disruptions and other fluctuations in labor costs;

3


Changes in significant government regulations affecting environmental compliances or other litigation matters;

Security breaches or other disruptions to the Company’s information technology structure;

The telecommunication market’s continued deployment of Fiber-to-the-Premises; and

The effects of the potential enactment of the U.S. Build Back Better Plan which could potentially increase the U.S. federal corporate income tax rate on U.S. income and, also, reduce tax credits from foreign sourced income; and

Those factors described under the heading “Risk Factors” on page 12.

10.

In light of these risks and uncertainties, the Company cautions you not to place undue reliance on these forward-looking statements. Any forward-looking statements that the Company makes in this report speaks only as of the date of such statement, and the Company undertakes no obligation to update any forward-looking statement or to publicly announce the results of any revision to any of those statements to reflect future events or developments. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should only be viewed as historical data.


Part I

4


Part I

Item 1. Business

Background

Preformed Line Products Company andtogether with its subsidiaries (the “Company”) is an international designer and manufacturer of products and systems employed in the construction and maintenance of overhead, ground-mounted and underground networks for the energy, telecommunication, cable operators, information (data communication) and other similar industries. The Company’s primary products support, protect, connect, terminate and secure cables and wires. The Company also provides solar hardware systems and mounting hardware for a variety of solar power applications. The Company’s goal is to continue to achieve profitable growth as a leader in the research, innovation, development, manufacture and marketing of technically advanced products and services related to energy, communications and cable systems and to take advantage of this leadership position to sell additional quality products in familiar markets.

The Company serves a worldwide market through strategically located domestic and international manufacturing facilities. Each of the Company’s domestic and international manufacturing facilities have obtained an International Organization of Standardization (“ISO”) 9001:2015 Certified Management System Certificate. The ISO 9001:2015 certified management system is a globally recognized certified quality standard for manufacturing and assists the Company in marketing its products throughout the world. The Company’s customers include public and private energy utilities and communication companies, cable operators, financial institutions, governmental agencies, contractors and subcontractors, distributors and value-added resellers. The Company is not dependent on a single customer or small group of customers. No single customer accounts for more than 10% of the Company's consolidated revenues.

The Company’s products include:

Energy Products

Communications Products

Special Industries Products

Energy Products are used in the energy, communications, cable and special industries (i.e., metal building, tower and antenna industries, the agriculture and arborist industries, and marine systems industry) to support, protect, terminate and secure both power conductor and fiber communication cables and to control cable dynamics (e.g., vibration). Formed wire products are based on the principle of forming a variety of stiff wire materials into a helical (spiral) shape. Advantages of using the Company’s helical formed wire products are that they are economical, dependable and easy to use. The Company introduced formed wire products to the power industry over 70 years ago and such products enjoy an almost universal acceptance in the Company’s markets. Related hardware products include hardware for supporting and protecting transmission conductors, spacers, spacer-dampers, stockbridge dampers, corona suppression devices and various compression fittings for dead-end applications. Energy products were approximately 66%61%, 69%66% and 67% of the Company’s revenues in 2018, 20172021, 2020 and 2016,2019, respectively.

Communications Products, including splice cases,protective closures, are used to protect fixed line communication networks, such as copperfiber optic cable or fiber opticcopper cable, from moisture, environmental hazards and other potential contaminants. The protective closures also support Fiber-to-the-Premises ("FTTP") applications by carrying fiber optic technology into homes and businesses. In addition to closures, the Company supplies the communication industry with formed wire products to hold, support, protect and terminate the copper wires and cables and the fiber optic cables used by that industry to transfer voice, video or data signals. Communications products were approximately 21%30%, 22%24% and 21%22% of the Company’s revenues in 2018, 20172021, 2020 and 2016,2019, respectively.

Special Industries Products include data communication cabinets, hardware assemblies, pole line hardware, resale products, underground connectors, solar hardware systems, guy markers, tree guards, fiber optic cable markers, pedestal markers and urethane products. They are used by energy, renewable energy, communications, cable and special industries (i.e., metal building, tower and antenna industries, the agriculture and arborist industries, and marine systems industry) for various applications and are defined as products that complement the Company’s core line offerings. Special industries products were approximately 13%9%, 9%10% and 12%11% of the Company’s revenues in 2018, 20172021, 2020 and 2016,2019, respectively.

Corporate History

The Company was incorporated in Ohio in 1947 to manufacture and sell helically shaped “armor rods” which are sets of stiff helically shaped wires applied on an electrical conductor at the point where they are suspended or held. Thomas F. Peterson, the Company’s founder, developed and patented a unique method to manufacture and apply these armor rods to protect electrical conductors on overhead power lines.  Over the years, Mr. Peterson and the Company developed, tested, patented, manufactured and marketed a variety of helically shaped products for use by the electrical and telephone industries.  Although all of Mr. Peterson’s patents have now expired, those patents served as the nucleus for licensing the Company’s formed wire products abroad.


The success of the Company’s formed wire products in the U.S. led to expansion abroad.  The first international license agreement was established in the mid-1950s in Canada.  In the late 1950s, the Company’s products were being sold through joint ventures and licensees in Canada, England, Germany, Spain and Australia.  Additionally, the Company began export operations and promoted products into other selected offshore markets.  The Company continued its expansion program, bought out most of the original licensees, and, by the mid-1990s, had complete ownership of operations in Australia, Brazil, Canada, Great Britain, South Africa and Spain.  By 2002, it also had complete ownership of operations in Mexico and China.  The Company’s international subsidiaries have the necessary infrastructure (i.e., manufacturing, engineering, marketing and general management) to support local business activities.  Each is staffed with local personnel to ensure that the Company is well versed in local business practices, cultural constraints, technical requirements and the intricacies of local client relationships.

In 1968, the Company expanded into the underground telecommunications field by its acquisition of the Smith Company located in California.  The Smith Company had a patented line of buried closures and pressurized splice cases.  These closures and splice cases protect copper cable openings from environmental damage and degradation.  The Company continued to build on expertise acquired through the acquisition of the Smith Company and in 1995 introduced the highly successful COYOTE® Closure line of products.  Since 1995, 14 domestic and three international patents have been granted to the Company on the COYOTE Closure.  The earliest COYOTE Closure patent was filed April 1995 and expired in April 2015.

In 2007, the Company acquired 83.74% of Belos SA (Belos), located in Bielsko-Biala, Poland.  Belos is a manufacturer and supplier of fittings for various voltage power networks. This acquisition complemented the Company’s existing line of energy products.  From 2008 to 2010, the Company acquired the remaining outstanding shares of Belos.

In 2009, the Company acquired the Dulmison business from Tyco Electronics Group S.A. (Tyco Electronics), which included both the acquisition of equity of certain Tyco Electronics entities and the acquisition of assets from other Tyco Electronics entities.  Dulmison was a leader in the supply and manufacturer of electrical transmission and distribution products.  Dulmison designed, manufactured and marketed pole line hardware and vibration control products for the global electrical utility industry.  Dulmison had operations in Australia, Thailand, Indonesia, Malaysia, Mexico and the United States.  The Dulmison business has been fully integrated into the Company’s core businesses.

In 2010, the Company acquired Electropar Limited (Electropar), a New Zealand corporation.  Electropar designs, manufactures and markets pole line and substation hardware for the global electrical utility industry.  Electropar is based in New Zealand with a subsidiary operation in Australia. The acquisition has strengthened the Company’s position in the power distribution, transmission and substation hardware markets and expanded the Company’s presence in the Asia-Pacific region.

In 2014, the Company acquired Helix Uniformed Limited (Helix), located in Montreal, Quebec, Canada.  Helix designs, manufacturers and markets helical products and spacer dampers for the electrical utility industry.  The acquisition has diversified the Company’s business in Canada, extended its customers access in Canadian markets, expanded its manufacturing footprint and enhanced its engineering capabilities.

The Company’s World headquarters is located at 660 Beta Drive, Mayfield Village, Ohio, U.S.A. 44143.

Business

The demand for the Company’s products comes primarily from new, maintenance and repair construction for the energy (including solar), telecommunication, data communication and special industries.  The Company’s customers use many of the Company’s products, including formed wire products, to revitalize the aging outside plant infrastructure.  Many of the Company’s products are used on a proactive basis by the Company’s customers to reduce and prevent lost revenue.  A single malfunctioning line could cause the loss of thousands of dollars per hour for a power or communication customer.  A malfunctioning fiber cable could also result in substantial revenue loss to the Company’s customers.  Repair construction by the Company’s customers generally occurs in the case of emergencies or natural disasters, such as hurricanes, tornados, earthquakes, floods or ice storms.  Under these circumstances, the Company quickly provides the repair products to customers.

The Company has adapted the formed wire products’ helical technology for use in a wide variety of fiber optic cable applications that have special requirements.  The Company’s formed wire products are uniquely qualified for these applications due to the gentle gripping over a greater length of the fiber cable.  This is an advantage over traditional pole line hardware clamps that compress the cable to the point of possible fatigue and optical signal deterioration.


The Company’s protective closures and splice cases are used to protect cable from moisture, environmental hazards and other potential contaminants. The Company’s splice cases are easily re-enterable closures that allow utility maintenance workers access to the cables located inside the closure to repair or add communications services.  Over the years, the Company has made many significant improvements in splice cases that have greatly increased its versatility and application in the market place.  The Company also designs and markets custom splice cases to satisfy specific customer requirements.  This has allowed the Company to remain a strong partner with several primary customers and has earned the Company the reputation as a responsive and reliable supplier.

Fiber optic cable was first deployed in the outside plant environment in the early 1980s.  Through fiber optic technologies, a much greater amount of both voice and data communication can be transmitted reliably.  In addition, this technology solved the cable congestion problem that the large count copper cable was causing in underground, buried and aerial applications.  The Company developed and adapted copper closures for use in the emerging fiber optic world.  In the late 1980s, the Company developed a series of splice cases designed specifically for fiber optic application.  In the mid-1990s, the Company developed its plastic COYOTE® Closure and has since expanded the product line to address Fiber-to-the-Premise (FTTP) applications.  The COYOTE Closure is an example of the Company developing a new line of proprietary products to meet the changing needs of its customers.

The Company also designs and manufactures data communication cabinets and enclosures for data communication networks, offering a comprehensive line of fiber optic cross-connect systems.  The product line enables reliable, high-speed transmission of data over customers’ local area networks.

In 2007, the Company expanded into the renewable energy sector.  It provides a comprehensive line of mounting hardware for a variety of solar power applications including residential roof mounting, commercial roofing systems, utility scale ground-mount, top of pole mounting and customized solutions.

Markets

The Company markets its products to the energy, telecommunication, cable, data communication and special industries.  While rapid changes in technology have blurred the distinctions between telephone, cable, and data communication, the energy industry is clearly distinct.  The Company’s role in the energy industry is to supply formed wire products and related hardware used with the electrical conductors, cables and wires that transfer power from the generating facility to the ultimate user of that power.  Formed wire products are used to support, protect, terminate and secure both power conductor and communication cables and to control cable dynamics.

Electric Utilities - Transmission. The electric transmission grid is the interconnected network of high voltage aluminum conductors used to transport large blocks of electric power from generating facilities to distribution networks.  Currently, there are three major power grids in the U.S.:  the Eastern Interconnect, the Western Interconnect and the Texas Interconnect.  Virtually all electrical energy utilities are connected with at least one other utility by one of these major grids.  The Company believes that transmission grids have been neglected throughout much of the U.S.  With demand for power now exceeding supply in some areas, the need for the movement of bulk power from the energy-rich areas to the energy-deficient areas means that new transmission lines will likely be built and many existing lines will likely be refurbished.  Connecting renewable energy sources to the grid should also continue to attract new investment to fund transmission infrastructure projects in the future.  The Company believes that this may generate opportunities for the Company’s products in this market over at least the next several years.  In addition, increased construction of international transmission grids is occurring in many regions of the world.  However, consolidations in the markets that the Company services with increased global competition, as well as stagnant economic conditions, limited government funding and lower energy prices, may also have an adverse impact on the Company’s sales.

Electric Utilities - Distribution.  The distribution market includes those utilities that distribute power from a substation where voltage is reduced to levels appropriate for the consumer.  Unlike the transmission market, distribution is still handled primarily by local electric utilities. These utilities are motivated to reduce cost in order to maintain and enhance their profitability. The Company believes that its growth in the distribution market will be achieved primarily as a result of incremental gains in market share driven by emphasizing the Company’s quality products and service over price.  Internationally, particularly in the developing regions, there is increasing political pressure to extend the availability of electricity to additional populations.  Through its global network of factories and sales offices, the Company is prepared to take advantage of this new growth in construction.


Renewable Energy.  The renewable energy market includes residential consumers, commercial businesses, off-grid operators, and utility companies that have an interest in alternative energy sources.  Environmental concerns along with federal, state and local utility incentives have fueled demand for renewable energy systems including solar, wind and biofuel.  While low prices of traditional energy sources have slowed or stalled demand in some areas, the industry continues to grow as advancements in technology lead to greater efficiencies which drive down overall system costs.  The Company currently provides hardware solutions and system design for solar power applications.  The Company markets and sells these products and services to end-users, distributors, installers and integrators.

Communication and Cable. Major developments, including growing competition between the cable and communications industries and increasing overall demand for high-speed communication services, have led to a changing regulatory and competitive environment in many markets throughout the world.  The deployment of new access networks and improvements to existing networks for advanced applications continues to gain momentum.

Cable operators, local communication operators and power utilities are building, rebuilding or upgrading signal delivery networks in developed countries.  These networks are designed to deliver video and voice transmissions and provide Internet connectivity to individual residences and businesses.  Operators deploy a variety of network technologies and architectures to carry broadband and narrowband signals.  These architectures are constructed of electronic hardware connected via coaxial cables, copper wires or optical fibers.  The Company manufactures closures that these industries use to securely connect and protect these vital networks.

As critical components of the outdoor infrastructure, closures provide protection against weather and vandalism, and permit technicians who maintain and manage the system ready access to the devices.  Cable operators and local telephone network operators place great reliance on manufacturers of protective closures because any material damage to the signal delivery networks is likely to disrupt communication services.  In addition to closures, the Company supplies the communication and cable industry with its formed wire products to hold, support, protect and terminate the copper wires and cables and the fiber optic cables used by that industry to transfer voice, video or data signals.

The industry has developed technological methods to increase the usage of copper-based products through high-speed digital subscriber lines (DSLs).  The popularity of these services, the regulatory environment and the increasingly fierce competition between communications and cable operators has driven the move toward building out the “last mile” in fiber optic networks. FTTP technology supports the next wave in broadband innovation by carrying fiber optic technology into homes and businesses.  The Company has been actively developing products that address this market.

Data Communication.  The data communication market is driven by the continual demand for increased bandwidth.  Growing Internet Service Providers (ISPs), construction in Wide Area Networks (WANs) and demand for products in the workplace are all key elements to the increased demand for the racking and cabinet products offered by the Company.  The Company’s products are sold to a number of categories of customers including, (i) ISPs, (ii) large companies and organizations which have their own local area network for data communication, and (iii) distributors of structured cabling systems and components for use in the above markets.

Special Industries.  The Company’s formed wire products are also used in other industries which require a method of securing or terminating cables, including the metal building, tower and antenna industries, the agriculture and arborist industries, and various applications within the marine systems industry.  Products other than formed wire products are also marketed to other industries.  For example, the Company’s urethane capabilities allow it to market products to the light rail industry.  The Company continues to explore new and innovative uses of its manufacturing capabilities; however, these markets remain a small portion of overall consolidated sales.  

International Operations

The international operations of the Company are essentially the same as its domestic (PLP-USA)("PLP-USA") business. The Company manufactures similar types of products in its international plants as are sold domestically, sells to similar types of customers and faces similar types of competition (and in some cases, the same competitors). Sources of supply of raw materials are not significantly different internationally. See Note M in the Notes to Consolidated Financial Statements for information and financial data relating to the Company’s international operations that represent reportable segments.

While a number of the Company’s international plants are in developed countries, the Company believes it has strong market opportunities in developing countries where the need for the transmission and distribution of electrical power is significant, although the pace of this development may remain slow.  In addition, as the need arises, the Company is prepared to acquire or establish new manufacturing facilities abroad.5



Sales and Marketing

Domestically and internationally, the Company markets its products through a direct sales force and manufacturing representatives. The direct sales force is employed by the Company and works with manufacturers’ representatives, as well as key direct accounts and distributors who also buy and resell the Company’s products. The manufacturer’s representatives are independent organizations that represent the Company as well as other complimentary product lines. These organizations are paid a commission based on the sales amount they generate.

Research and Development

The Company is committed to providing technical leadership through scientific research and product development in order to continue to expand the Company’s position as a supplier to the communications and power industries. Research is conducted on a continuous basis using internal experience in conjunction with outside professional expertise to develop state-of-the-art materials for several of the Company’s products. These products capitalize on cost-efficiency while offering exacting mechanical performance that meets or exceeds industry standards. The Company’s research and development activities have resulted in numerous patents being issued to the Company (see “Patents and Trademarks” below).

Early in its history, the Company recognized the need to understand the performance of its products and the needs of its customers. To that end, the Company developed a 29,00038,000 square foot Research and Engineering Center located at its corporate headquarters in Mayfield Village, Ohio.  In 2013, the Company expanded its Research and Engineering Center by an additional 8,000 square feet. Using the Research and Engineering Center, engineers and technicians simulate a wide range of external conditions encountered by the Company’s products to ensure quality, durability and performance. The work performed in the Research and Engineering Center includes advanced studies and experimentation with various forms of vibration and environmental changes.  This work has contributed significantly to the collective knowledge base of the industries the Company serves and is the subject matter of many papers and seminars presented to these industries.

The Company believes that its Research and Engineering Center is one of the most sophisticated in the world in its specialized field. The Research and Engineering Center also has an advanced prototyping technology machine on-site to develop models of new designs where intricate part details are studied prior to the construction of expensive production tooling. Today, the Company’s reputation for vibration testing, tensile testing, fiber optic cable testing, environmental testing, field vibration monitoring and third-party contract testing is a competitive advantage. In addition to testing, the work performed at the Company’s Research and Development Center continues to fuel product development efforts. For example, the Company estimates that approximately 14.8%17.9% of 20182021 revenues were attributed to products developed by the Company in the past five years. In addition, the Company’s position in the industry is further reinforced by its long-standing leadership role in many key international technical organizations which are charged with the responsibility of establishing industry-wide specifications and performance criteria, including IEEE (Institute of Electrical and Electronics Engineers), CIGRE (Counsiel Internationale des Grands Reseaux Electriques a Haute Tension), and IEC (International Electromechanical Commission). Research and development costs are expensed as incurred. Research and development costs for new products were $2.4$3.3 million in 2018, $2.12021, $2.8 million in 20172020 and $2.7$3.0 million in 2016.2019.

Patents and Trademarks

The Company applies for patents in the U.S. and other countries, as appropriate, to protect its significant patentable developments. As of December 31, 2018,2021, the Company had in force 4049 U.S. patents and 109131 international patents in 21 countries and had 1337 pending U.S. patent applications and 3447 pending international applications. While such domestic and international patents expire from time to time, the Company continues to apply for and obtain patent protection on a regular basis. Patents held by the Company in the aggregate are of material importance in the operation of the Company’s business. The Company, however, does not believe that any single patent, or group of related patents, is essential to the Company’s business as a whole or to any of its businesses. Additionally, the Company owns and uses a substantial body of proprietary information and numerous trademarks. The Company relies on nondisclosure agreements to protect trade secrets and other proprietary data and technology. As of December 31, 2018,2021, the Company had obtained U.S. registration on 3732 trademarks and one4 trademark application remained pending. International registrations amounted to 242240 registrations in 3635 countries, with two25 pending international registrations.

U.S. patents are issued for terms of 20 years beginning with the date of filing of the patent application. Patents issued by international countries generally expire 20 years after filing. U.S. and international patents are not renewable after expiration of their initial term. U.S. and international trademarks are generally perpetual, renewable in 10-year increments upon a showing of continued use. To the knowledge of management, the Company is not subject to any significant allegation or charges of infringement of intellectual property rights by any organization.


In the normal course of business, the Company occasionally makes and receives inquiries with regard to possible patent and trademark infringement. The extent of such inquiries from third parties has been limited generally to verbal remarks or letters to Company representatives. The Company believes that it is unlikely that the outcome of these inquiries will have a material adverse effect on the Company’s financial position.

Competition6


Competition

All of the markets that the Company serves are highly competitive. In each market, the principal methods of competition are price, performance, and service. The Company believes, however, that several factors (described below) provide the Company with a competitive advantage.

The Company has a strong and stable workforce. This consistent and continuous knowledge base has afforded the Company the ability to provide superior service to the Company’s customers and representatives.

The Company’s Research and Engineering Center in Mayfield Village, Ohio and the engineering departments at the Company’s subsidiary operations around the world maintain a strong technical support function to develop unique solutions to customer problems.

The Company is vertically integrated both in manufacturing and distribution and is continually upgrading equipment and processes.

The Company is sensitive to the marketplace and provides an extra measure of service in cases of emergency, storm damage and other rushsupply delivery situations. This high level of customer service and customer responsiveness is a hallmark of the Company.

The Company’s 26 30sales and manufacturing locations ensure close support and proximity to customers worldwide.

Domestically, there are several competitors for formed wire products. Although it has other competitors in many of the countries where it has plants, the Company has leveraged its expertise and is very strong in the global market. The Company believes that it is the world’s largest manufacturer of formed wire products for energy and communications markets. However, the Company’s formed wire products compete against other pole line hardware products manufactured by other companies.

The Company’s primary domestic competitor for pressurized copper closures is Corning.  Based on its experience in the industry, the Company believes it maintains a strong market share position.

The fiber optic closure market is one of the most competitive product areas for the Company, with the Company competing against, among others, CommScope Electronics and Corning Cable Systems.Corning. There are a number of primary competitors and several smaller niche competitors that compete at all levels in the marketplace. The Company believes that it is one of four leading suppliers of fiber optic closures.

Sources and Availability of Raw Materials

The principal raw materials used by the Company are galvanized wire, stainless steel, aluminum covered steel wire, aluminum rod, plastic resins, glass-filled plastic compounds, neoprene rubbers and aluminum castings. The Company also uses certain other materials such as fasteners, packaging materials and fiber communications cable.devices. The Company believes that it has adequate sources of supply for the raw materials used in its manufacturing processes and it regularly attempts to develop and maintain sources of supply in order to extend availability and encourage competitive pricing of these products.

Most plastic resins are purchased under contracts to stabilize costs and improve delivery performance and are available from a number of reliable suppliers. Wire and aluminum rods are purchased in standard stock diameters and coils under contracts from a number of reliable suppliers. Contracts have firm prices except for fluctuations of base metals and petroleum prices, which result in surcharges when global demand is greater than the available supply.

The Company also relies on certain other manufacturers to supply products that complement the Company’s product lines, such as ferrous castings, fiber optic cable and connectors and various metal racks. The Company believes there are multiple sources of supply for these products.


The Company relies on sole source manufacturers for certain raw materials used in production. The current state of economic uncertainty presents a risk that existing suppliers could go out of business.business or be unable to meet customer demand. However, there are other potential sources available for these materials, and the Company believes that it could relocate the tooling and processes to other manufacturers if necessary.

Raw material costs trended upincreased throughout 2018.2021, partially as a result of supply chain constraints. The Company expects stable prices on metals and plastics to continue to increase throughout 2019.  2022. Throughout 2021, the Company experienced significant raw material and transportation cost inflation that negatively affected its earnings. To offset these increased costs, the Company implemented several price increases in the U.S. and internationally in 2021. Due to the large volume in the Company's backlog, tailwinds from these increases are expected in 2022, however, continued cost inflation in these areas may require further price adjustments in future periods to maintain profit margin. Any price increases could have a negative effect on demand.

7


Backlog Orders

The Company’s order backlog is incredibly strong and was approximately $92.9$242.9 million at the end of 20182021 and $93.8$115.1 million at the end of 2017.2020. All customer orders entered are firm at the time of entry. Substantially all orders areof the backlog existing at December 31, 2021 is expected to be shipped within a two to four-week period unless the customer requests an alternative date.customers in 2022.

Seasonality

The Company markets products that are used by utility maintenance and construction crews worldwide. The products are marketed through distributors and directly to end users, who maintain stock to ensure adequate supply for their customers or construction crews. As a result, the Company does not have a wide variation in sales from quarter to quarter.

Environmental, Social and Governance Matters

The Company is subject to extensive and changing federal, state, and local environmental laws, including laws and regulations that (i) relate to air and water quality, (ii) impose limitations on the discharge of pollutants into the environment, (iii) establish standards for the treatment, storage and disposal of toxic and hazardous waste, and (iv) require proper storage, handling, packaging, labeling, and transporting of products and components classified as hazardous materials. Stringent fines and penalties may be imposed for noncompliance with these environmental laws. In addition, environmental laws could impose liability for costs associated with investigating and remediating contamination at the Company’s facilities or at third-party facilities at which the Company has arranged for the disposal treatment of hazardous materials.

The Company believes it is in compliance in all material respects, with all applicable environmental laws and the Company is not aware of any noncompliance or obligation to investigate or remediate contamination that could reasonably be expected to result in a material liability. The Company does not expect to make any material capital expenditures during 20192022 for environmental control facilities. The environmental laws continue to be amended and revised to impose stricter obligations, and compliance with future additional environmental requirements could necessitate capital outlays. However, the Company does not believe that these expenditures will ultimately result in a material adverse effect on its financial position or results of operations. The Company cannot predict the precise effect such future requirements, if enacted, would have on the Company. The Company believes that such regulations would be enacted over time and would affect the industry as a whole.

EmployeesClimate change may impact the Company’s business by increasing operating costs due to damage to its facilities and distribution systems and disruptions to its manufacturing processes due to the increased frequency and severity of storms, floods, fires, fog, mist, freezing conditions, sea-level rise and other climate-related events. As discussed above, climate change-related regulatory activity and developments may adversely affect the Company’s business and financial results by requiring the Company to reduce its emissions, make capital investments to modernize certain aspects of its operations, purchase carbon offsets, or otherwise pay for its emissions. The Company seeks to address these potential risks in its business continuity planning; however, such events could make it difficult for the Company to deliver products and services to its customers and cause it to incur substantial expense.

The Company is committed to supporting environmental, social and governance ("ESG") initiatives and to its efforts to being a responsible and sustainable contributor to the environment, its employees, and the communities in which it operates. The Company is committed to reducing harmful air emissions, improving gas, electric and water usage efficiency while implementing alternative energy sources. The Company’s locations are also focused on efforts to reduce its waste, water and energy consumption through the implementation of such programs as pollution prevention, recycling waste materials in both manufacturing and office facilities, reducing solid waste disposal, reducing harmful air emissions, and implementing alternative energy sources. An example of this commitment is through solar power installations at some of the Company’s locations around the globe which are currently generating 1.4 megawatts of power. The Company has also installed more efficient LED lighting at many of its operations to further reduce energy usage. Some locations have also achieved the ISO-14001: Environmental Management Systems Certification. The Company has adopted several policies, including the Code of Conduct, which stresses the importance of adhering to the laws and contributing to society.

In addition to monitoring and managing compliance with environmental regulations, the Company is also committed to sustainability and environmental protection initiatives. For example, the Company is committed to protecting wildlife by working with utility companies to design and manufacture wildlife protection products that aid in reducing wildlife mortalities from interaction with electric power distribution lines, structures, and equipment. Its Wildlife Protection line of products includes the BIRD-FLIGHT™ Diverter, RAPTOR PROTECTOR™ Platform and a Squirrel Deterrent System. The Company is also committed to partnering with its customers to develop innovative products, technologies, and services that meet their needs while mitigating risk to the environment and natural resources.

8


Additionally, the Company's product offerings further enhance global climate sustainability by bolstering grid reliability and efficiency, strengthening resilience to climate events, enabling transitions to renewable energy and upgrading aging infrastructure. The Company also quickly provides repair products to customers in the event of emergencies or natural disasters such as hurricanes, tornadoes, earthquakes, floods or ice storms.

The Company has always supported numerous charitable organizations and promotes community involvement. It makes donations to various organizations and encourages employees to do the same by offering matching donations. The Company shares its successes with the communities in which it operates at both a corporate and local level. Donations and investments in enhancing the lives of the people within the communities it impacts are an integral part of who the Company is and how it intends to represent its values.

Human Capital

At December 31, 2018,2021, the Company had 2,6502,927 employees, the overwhelming majority of which are full-time employees. Approximately 27%28% of the Company’s employees are located in the U.S.

The Company views its employees and culture as keys to its success and believes that its employees are its greatest asset. The Company aims to attract and retain employees who will be empowered to have the freedom to make decisions and take actions in the best interest of the Company, while being recognized and accountable for those decisions and actions. The Company focuses on innovation, inclusion and diversity, safety and engagement to develop the best talent.

The Company’s goal is to create a work environment that enables employees to perform in an environment where they feel respected and valued. As a global company with employees in over 20 countries, the Company values its broad diversity of cultures, ethnicities, races, languages, religions, sexual and gender orientations and is committed to cultivating a diverse, open and inclusive work environment. Workplace satisfaction is a key to attracting and retaining employees. The Company has built a culture where integrity and honesty guide the decision-making process, while promoting a culture of learning and talent development through tuition reimbursement, training, wellness programs, flexible benefits, and competitive compensation.

The Company has always had safety as a core value and promotes a health and safety culture that engages and empowers its employees to take responsibility for the health and safety of themselves and their co-workers. Further, throughout the COVID-19 pandemic, the Company has been successful with proactive measures to protect the health and safety of its employees and to maintain business continuity. The Company has established several safety protocols in its production and office areas, including, but not limited to, schedule rotations, face coverings, barriers, physical distance requirements, enhanced cleaning procedures, body temperature monitoring, vaccination clinics and employer-sponsored COVID-19 testing. The Company continues to assess all challenges related to COVID-19 and regularly updates its employees.

For more information on the risks related to the Company’s human capital resources, see Item 1A – Risk Factors.

Available Information

The Company maintains an Internet site at http://www.preformed.com, on which the Company makes available, free of charge, the annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports, as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the SEC. The Company’s SEC reports can be accessed through the investor relations section of its Internet site. The information found on the Company’s Internet site is not part of this or any other report that is filed or furnished to the SEC.

The public may read and copy any materials the Company files with or furnishes to the SEC at the SEC’s Public Reference Room at 100 F. Street, NE., Washington, DC 20549. Information on the operation of the Public Reference Room is available by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site that contains reports, proxy and information statements, and other information filed with the SEC by electronic filers. The SEC’s Internet site is http://www.sec.gov. The Company also has a link from its Internet site to the SEC’s Internet site. This link can be found on the investor relations page of the Company’s Internet site.


9


Item 1A. RiskRisk Factors

The Company’s business, operating results, financial condition and cash flows may be affected by a number of factors including, but not limited to those discussed below. Any of these factors could cause the Company’s actual results to vary material from recent results of future anticipated results.

Industry and Economic Risks

Due to the Company’s dependency on the energy and telecommunication industries, the Company is susceptible to negative trends relating to those industries that could adversely affect the Company’s operating results.

The Company’s sales to the energy and telecommunication industries represent a substantial portion of the Company’s historical sales. The concentration of revenue in such industries is expected to continue into the foreseeable future. Demand for products to these industries depends primarily on capital spending by customers for constructing, rebuilding, maintaining or upgrading their systems. The amount of capital spending and, therefore, the Company’s sales and profitability are affected by a variety of factors, including general economic conditions, access by customers to financing, government regulation, demand for energy and cable services, energy prices and technological factors. As a result, some customers may significantly reduce or delay their spending or may not continue as going concerns, which could have a material adverse effect on the Company’s business, operating results and financial condition. In addition, the Company may incur exit-related costs and impairments of goodwill, definite and indefinite-lived intangible assets and property, fixtures and equipment as the Company makes corresponding changes to its business to reflect these changes and uncertainties in the Company’s industries and customer demand, and these costs and impairments could have a significant negative impact on the Company’s operating results for the period in which they are incurred. Consolidation presents an additional risk to the Company in that merged customers will rely on relationships with a source other than the Company. Consolidation may also increase the pressure on suppliers, such as the Company, to sell product at lower prices.

The intense competition in the Company’s markets, particularly telecommunication, may lead to a reduction in sales and earnings.

The markets in which the Company operates are highly competitive. The level of intensity of competition may increase in the foreseeable future due to anticipated growth in the telecommunication and data communication industries. The Company’s competitors in the telecommunication and data communication markets are larger companies with significant influence over the distribution network. The Company may not be able to compete successfully against its competitors, many of which may have access to greater financial resources than the Company. In addition, the pace of technological development in the telecommunication market is rapid and these advances (i.e., wireless, fiber optic network infrastructure, etc.) may adversely affect the Company’s ability to compete in this market.

Competitors’ introduction of products embodying new technologies or the emergence of new industry standards can render existing products or products under development obsolete or unmarketable and result in lost sales.

The energy and telecommunication industries are characterized by rapid technological change. Satellite, wireless and other communication technologies currently being deployed may represent a threat to copper, coaxial and fiber optic-based systems by reducing the need for wire-line networks. Future advances or further development of these or other new technologies may have a material adverse effect on the Company’s business, operating results and financial condition as a result of lost sales.

Price increases or decreased or delayed availability of raw materials could result in lower earnings.

The Company’s cost of sales may be materially adversely affected by increases in the market prices of the raw materials used in the Company’s manufacturing processes. During 2021, the Company implemented several price increases in the U.S. and internationally to mitigate rising material costs. This may have impacted or could continue to impact the Company's demand for its products. The Company may not be able to pass on further price increases in raw materials to the Company’s customers through increases in product prices. As a result, the Company’s operating results could be adversely affected. In addition, any decrease or delay in the availability of these materials or interruptions generally in the global supply chain could slow production and delivery to the Company’s customers. The impact of the COVID-19 pandemic and recent inflation, which is expected to continue, has disrupted and may continue to disrupt the global supply chain and could have a material, adverse effect on the ability to secure raw materials and supplies.

The Company’s international operations subject the Company to additional business risks that may have a material adverse effect on the Company’s business, operating results and financial condition.

International sales account for a substantial portion of the Company’s net sales (50%, 57% and 60% in 2021, 2020 and 2019, respectively). Due to its international sales, the Company is subject to the risks of conducting business internationally, including unexpected changes in, or impositions of, legislative or regulatory requirements, which could materially adversely affect U.S. dollar sales or operating expenses, tariffs and other barriers and restrictions, potentially longer payment cycles, greater difficulty in accounts

10


receivable collection, reduced or limited protection of intellectual property rights, potentially adverse taxes and the burdens of complying with a variety of international laws and communications standards. The Company is subject to foreign currency volatility, which could materially impact the Company’s operating results, including the impact of hyper-inflationary conditions in certain economies, particularly where exchange controls limit or eliminate the Company’s ability to convert from local currency. The Company is also subject to general geopolitical risks, such as political and economic instability, social unrest, acts of war, military conflict, international hostilities or the perception that hostilities may be imminent, terrorism and changes in diplomatic and trade relationships, including any retaliatory measures, sanctions or tariffs imposed in response to any acts of war or military conflicts in connection with its international operations. Any such disruption could cause delays in the production and distribution of the Company’s products and the loss of sales and customers. Moreover, these types of events could negatively impact consumer spending or the economy in the impacted regions or depending upon the severity, globally. These risks of conducting business internationally may have a material adverse effect on the Company’s business, operating results and financial condition.

Additionally, in 2016, the United Kingdom held a referendum in which voters approved an exit from the European Union (“Brexit”). Continued uncertainty relating to Brexit could adversely impact the Company. The United Kingdom formally exited the European Union on January 31, 2020 and had a transition period that ended on December 31, 2020. Since January 1, 2021, the European Union – United Kingdom Trade and Cooperative Agreement has provisionally been in effect and entered into force on May 21, 2021. Due to the lack of comparable precedent, the ultimate effect of Brexit and the trade and cooperative agreement are difficult to predict and could continue to have a further adverse impact on global economic conditions, the stability of global financial markets and global market liquidity, including effects on the discontinuation, reform or replacement of LIBOR as a reference interest rate included under the Company’s credit facility. Any of these factors could depress economic activity or lead to long-term volatility in the currency markets which could adversely impact the Company’s business, financial condition and results of operations.

The Company's financial results could be adversely affected by the change in interest rates.

Any period of interest rate increases may adversely affect the Company’s profitability. As of December 31, 2021, 38% of the Company's indebtedness bears interest at rates that float with the market. A higher level of floating rate debt would increase the exposure to changes in interest rates. Additionally, the interest rates on some of the Company’s debt is tied to LIBOR. The use of LIBOR is expected to be phased out by June 2023. The uncertainty regarding the transition from LIBOR to another reference rate or rates could have adverse impacts on the Company’s available debt that currently uses LIBOR as a reference rate, and ultimately, adversely affect our financial condition and results of operations.

The COVID-19 pandemic may continue to have a material adverse effect on the Company’s business, operating results and financial condition.

The Company is subject to public health concerns, including viral outbreaks such as the COVID-19 pandemic. Worldwide economic conditions have been significantly impacted by COVID-19 and the effects could continue to have an adverse effect on the Company’s operations and businesses as government authorities could continue to impose mandatory closures, work-from-home orders and social distancing protocols along with other unknown potential restrictions. COVID-19 has disrupted and could continue to disrupt the global supply chain, which could have a material, adverse effect on the Company’s ability to secure raw materials and supplies and could result in increased costs and the loss of sales and customers. The impact of COVID-19 could potentially exacerbate all the risks discussed and lead to the creation of new risks, any of which could have a material adverse effect on the Company’s business, operating results and financial condition. The duration and scope of the COVID-19 pandemic cannot be predicted, and therefore, any anticipated negative financial impact to the Company’s operating results cannot be reasonably estimated.

Business and Operations Risks

The Company’s business will suffer if the Company fails to develop and successfully introduce new and enhanced products that meet the changing needs of the Company’s customers.

The Company’s ability to anticipate changes in technology and industry standards and to successfully develop and introduce new products on a timely basis is a significant factor in the Company’s ability to grow and remain competitive. New product development often requires long-term forecasting of market trends, development and implementation of new designs and processes and a substantial capital commitment. The trend toward consolidation of the energy, telecommunication and data communication industries may require the Company to quickly adapt to rapidly changing market conditions and customer requirements. Any failure by the Company to anticipate or respond in a cost-effective and timely manner to technological developments or changes in industry standards or customer requirements, or any significant delays in product development or introduction or any failure of new products to be widely accepted by the Company’s customers, could have a material adverse effect on the Company’s business, operating results and financial condition as a result of reduced net sales.

The intense competition in the Company’s markets, particularly telecommunication, may lead to a reduction in sales and earnings.11


The markets in which the Company operates are highly competitive.  The level of intensity of competition may increase in the foreseeable future due to anticipated growth in the telecommunication and data communication industries.  The Company’s competitors in the telecommunication and data communication markets are larger companies with significant influence over the distribution network.  The Company may not be able to compete successfully against its competitors, many of which may have access to greater financial resources than the Company.  In addition, the pace of technological development in the telecommunication market is rapid and these advances (i.e., wireless, fiber optic network infrastructure, etc.) may adversely affect the Company’s ability to compete in this market.

Competitors’ introduction of products embodying new technologies or the emergence of new industry standards can render existing products or products under development obsolete or unmarketable and result in lost sales.

The energy and telecommunication industries are characterized by rapid technological change.   Satellite, wireless and other communication technologies currently being deployed may represent a threat to copper, coaxial and fiber optic-based systems by reducing the need for wire-line networks.  Future advances or further development of these or other new technologies may have a material adverse effect on the Company’s business, operating results and financial condition as a result of lost sales.

Price increases or decreased availability of raw materials could result in lower earnings.

The Company’s cost of sales may be materially adversely affected by increases in the market prices of the raw materials used in the Company’s manufacturing processes.  The Company may not be able to pass on price increases in raw materials to the Company’s customers through increases in product prices.  As a result, the Company’s operating results could be adversely affected.  In addition, any decrease or delay in the availability of these materials could slow production and delivery to the Company’s customers.  


The Company’s international operations subject the Company to additional business risks that may have a material adverse effect on the Company’s business, operating results and financial condition.

International sales account for a substantial portion of the Company’s net sales (60%, 61% and 60% in 2018, 2017 and 2016) and the Company expects these sales could increase as a percentage of net sales in the future.  Due to its international sales, the Company is subject to the risks of conducting business internationally, including unexpected changes in, or impositions of, legislative or regulatory requirements, which could materially adversely affect U.S. dollar sales or operating expenses, tariffs and other barriers and restrictions, potentially longer payment cycles, greater difficulty in accounts receivable collection, reduced or limited protection of intellectual property rights, potentially adverse taxes and the burdens of complying with a variety of international laws and communications standards.  The Company is subject to foreign currency volatility which could materially impact the Company’s result, including the impact of hyper-inflationary conditions in certain economies, particularly where exchange controls limit or eliminate the Company’s ability to convert from local currency.  The Company is also subject to general geopolitical risks, such as political and economic instability, social unrest, terrorism and changes in diplomatic and trade relationships, in connection with its international operations.  Additionally. uncertainty relating to the United Kingdom’s vote to leave the European Union (“Brexit”) could adversely impact the Company.  These risks of conducting business internationally may have a material adverse effect on the Company’s business, operating results and financial condition.

The Company may not be able to successfully integrate businesses that it may acquire in the future or complete acquisitions on satisfactory terms, which could have a material adverse effect on the Company’s business, operating results and financial condition.

A portion of the Company’s growth in sales and earnings has been generated from acquisitions. The Company expects to continue a strategy of identifying and acquiring businesses with complementary products. In connection with this growth strategy, the Company faces certain risks and uncertainties relating to acquisitions.  The factors affecting this exposure are in addition to the risks faced in the Company’s day-to-day operations.  Acquisitions involve a number of special risks,operations, including the risks pertaining to integrating acquired businesses, realizing the benefits of acquired technology, and utilizing new personnel.personnel and operating in new jurisdictions. In addition, the Company may incur debt to finance future acquisitions, and the Company may issue securities in connection with future acquisitions that may dilute the holdings of current and future shareholders. Covenant restrictions relating to additional indebtedness could restrict the Company’s ability to pay dividends, fund capital expenditures, consummate additional acquisitions and significantly increase the Company’s interest expense. Any failure to successfully complete acquisitions or to successfully integrate such strategic acquisitions could have a material adverse effect on the Company’s business, operating results and financial condition.

The Company may have interruptions in or lose business due to the uncertainty of the global economy, specifically related to the lack of available funding for the Company’s customers.

The demand for the Company’s products is significantly affected by the amount of discretionary business and consumer spending, each of which is impacted by the continued uncertainty of the global economy. The Company’s operations could be adversely affected by global economic conditions such as recession, political or social unrest, economic instability, acts of war, military conflict, international hostilities or the perception that hostilities may be imminent, terrorism and changes in developing countries,diplomatic and trade relationships, including any retaliatory measures, sanctions or tariffs imposed in response to any acts of war or military conflicts, public health concerns or otherwise. The liquidity and financial position of the Company’s customers could also impact their ability to pay in full and/or on a timely basis. This lack of funding could have a negative impact on the Company’s operating results ofand financial condition.

The Company employs information technology systems to support its business, and any material breach, interruption or failure may adversely impact the Company’s business.

The Company employs information technology systems to support its business. Security breaches and other disruptions to the Company’s information technology infrastructure could interfere with the Company’s operations, and financial condition. compromise information belonging to the Company and its customers, suppliers and employees, exposing the Company to liability which could adversely impact the Company’s business and reputation. In the ordinary course of business, the Company relies on information technology networks and systems, some of which are managed by third parties, to process, transmit and store electronic information, and to manage or support a variety of business processes and activities. Additionally, the Company collects and stores certain data, including proprietary business information, and may have access to confidential or personal information in certain of its businesses that is subject to privacy and security laws, regulations and customer-imposed controls. Despite the Company’s cybersecurity measures and oversight of such matters by the Board of Directors, which are continuously reviewed and upgraded, the Company’s information technology networks and infrastructure and protected data may still be vulnerable to damage, disruptions or shutdowns due to attack by hackers or breaches, employee error or malfeasance, power outages, computer viruses, telecommunication or utility failures, systems failures, service providers including cloud services, natural disasters or other catastrophic events. It is possible for such vulnerabilities to remain undetected for an extended period, up to and including several years. Any such events could result in legal claims or proceedings, liability or penalties under privacy laws, disruption in operations, and damage to the Company’s reputation, which could adversely affect the Company’s business.

Legal, Tax and Regulatory Risks

The Company may be adversely impacted by laws, regulation, and litigation.

The Company is subject to various laws and regulation. For example, extensive environmental regulations related to air and water quality, the discharge of pollutants, climate change, the handling of toxic waste and the handling and transport of products and components classified as hazardous impact its daily operations. The introduction of new laws or regulations, or changes in existing laws or regulations, could increase the costs of doing business. It is difficult to predict what impact, if any, changes in federal policy, including environmental and tax policies will have on our industry, the economy as a whole, consumer confidence and spending. As a result, the nature, timing and impact on our business of potential changes to the current legal and regulatory frameworks are uncertain. At any given time, wethe Company may also be subject to litigation or claims related to ourits products, suppliers, customers, employees, shareholders, distributors, sales representatives, intellectual property or acquisitions, among other things, the disposition of which may have an adverse effect upon ourthe Company’s business, financial condition, or results of operation. The outcome of litigation is difficult to assess or quantify. Lawsuits can result in the payment of substantial damages by defendants. If we arethe Company is required to pay substantial damages and expenses as a result of these or other types of lawsuits, ourthe Company’s business and results of operations would be adversely affected. Regardless of whether any claims against usthe Company are valid or whether we areit is liable, claims may be expensive to defend,

12


may cause reputational harm (particularly where any claims relate to significant harm to persons and property) and may divert time and money away from ourthe Company’s operations. Insurance may not be available at all or in sufficient amounts to cover any liabilities with respect to these or other matters. A judgment or other liability in excess of ourthe Company’s insurance coverage or financial statement accruals for any claims could adversely affect ourthe Company’s business and the results of our operations.operating results.


The Company may not be able to successfully manage its intellectual property and may be subject to infringement claims.

The Company relies on a combination of contractual rights and patent, trademark, copyright and trade secret laws to establish and protect its proprietary technology. Third parties may challenge, invalidate, circumvent, infringe or misappropriate the Company’s intellectual property, or such intellectual property may not be sufficient to permit the Company to take advantage of current market trends or otherwise to provide competitive advantages, which could result in costly redesign efforts, discontinuance of certain product offerings or other competitive harm. Others, including its competitors may independently develop similar technology, duplicate or design around the Company’s intellectual property, and in such cases, it could not assert its intellectual property rights against such parties. The Company may also be subject to costly litigation in the event its technology infringes upon or otherwise violate a third party’s proprietary rights. Any claim from third parties may result in a limitation on its ability to use the intellectual property subject to these claims.claims or the requirement to pay a licensing fee or royalty. The Company may be forced to litigate to enforce or determine the scope and enforceability of its intellectual property rights, trade secrets and know-how, which is expensive, could cause a diversion of resources and may not prove successful, especially in countries where such rights are more difficult to enforce. The loss of intellectual property protection or the inability to obtain third party intellectual property could harm its business and ability to compete.

Tax matters, including changes in tax rates, disagreements with taxing authorities and imposition of new taxes could impact the Company’s operating results of operations and financial condition.

The Company is subject to income taxes in the U.S. (federal and state) and numerous foreign jurisdictions. Tax laws, regulations, and administrative practices in various jurisdictions may be subject to significant change, with or without notice, due to economic, political, and other conditions, and significant judgment is required in evaluating and estimating the provision and accruals for these taxes. There are many transactions that occur during the ordinary course of business for which the ultimate tax determination is uncertain. The Company’s effective tax rates could be affected by numerous factors, including but not limited to, intercompany transactions, the relative amount of its foreign earnings, including earnings being lower than anticipated in jurisdictions where the Company has lower statutory rates and higher than anticipated in jurisdictions where the Company has higher statutory rates, losses incurred in jurisdictions for which the Company is not able to realize the related tax benefit, changes in foreign currency exchange rates, changes in its deferred tax assets and liabilities and any related valuation, and changes in the relevant tax, accounting, and other laws, regulations, administrative practices, principles, and interpretations. In addition, many countries are actively pursuing changes to their tax laws applicable to corporate multinationals such as the recently enactedproposed U.S. tax reform legislation commonly referred to asBuild Back Better Plan, which potentially could raise the U.S. Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Finally,corporate tax rate. Additionally, due to the COVID-19 pandemic, foreign governments may enactfacilitated economic stimulus by enacting new tax laws in responselegislation throughout 2021. Foreign governments will continue to the Tax Act that could result in furthercontemplate future changes to global taxation andtax law to assist in economic recovery. These future changes could materially affect the Company’s financial position and results of operations.

Risk Factors Related to Human Capital

The 2017 Tax Act significantly changed the taxation of U.S. based, multinational corporations. Our compliance with the Tax Act requires the use of estimates in our financial statements and exercise of significant judgment in accounting for its provisions. The implementation of the Tax Act requires interpretations and implementing regulations by the U.S. Treasury Department and Internal Revenue Service, as well as state tax authorities. The legislation could be subject to potential amendments and technical corrections, any of which could materially lessen or increase certain adverse impacts of the legislation. As regulations and guidance evolve with respect to the Tax Act, and as we gather information and perform more analysis, our results may differ from previous estimates and may materially affect our financial position.

The Company employs information technology systems to support its business,depends on maintaining a skilled workforce and any material breach, interruption or failure may adverselyin the workforce could negatively impact the Company’s business.operating results and financial condition.

The Company’s ability to sustain and grow its business requires a commitment to hire, retain and develop a highly skilled and diverse management team and workforce. Failure to ensure that the Company has the depth and breadth of personnel with the necessary skill set and experience, the loss of key employees or interruptions in the Company's workforce, including unionization efforts and changes in labor relations, could impede the Company’s ability to deliver its growth objectives and execute its strategy. Additionally, the health of the Company's employees is critical and protection of its employees is the Company's top priority.

The Company employs information technology systemscontinues to support its business. Security breachesdevelop and other disruptions to the Company’s information technology infrastructure could interfere with the Company’s operations,invest in human capital through continuing education, work-related certifications, and compromise information belonging to the Companytalent and its customers, suppliers and employees, exposing the Company to liability which could adverselyperformance management systems. These efforts directly impact the Company’s businessability to deliver its growth objectives and reputation. In the ordinary course of business, the Company relies on information technology networks and systems, some of which are managed by third parties, to process, transmit and store electronic information, and to manage or support a variety of business processes and activities. Additionally, the Company collects and stores certain data, including proprietary business information, and may have access to confidential or personal information in certain ofexecute its businesses that is subject to privacy and security laws, regulations and customer-imposed controls.  Despite the Company’s cybersecurity measures and oversight of such matters by the Board of Directors, which are continuously reviewed and upgraded, the Company’s information technology networks and infrastructure may still be vulnerable to damage, disruptions or shutdowns due to attack by hackers or breaches, employee error or malfeasance, power outages, computer viruses, telecommunication or utility failures, systems failures, service providers including cloud services, natural disasters or other catastrophic events. It is possible for such vulnerabilities to remain undetected for an extended period, up to and including several years.  Any such events could result in legal claims or proceedings, liability or penalties under privacy laws, disruption in operations, and damage to the Company’s reputation, which could adversely affect the Company’s business.strategy.


Item 1B. UnresolvedUnresolved Staff Comments

The Company does not have any unresolved staff comments.

13


Item 2. Properties

The Company currently owns or leases 2640 facilities, which together contain approximately 2.12.6 million square feet of manufacturing, warehouse, research and development, sales and office space worldwide. Most of the Company’s international facilities contain space for offices, research and engineering (R&E), warehousing and manufacturing with manufacturing using a majority of the space. The following table provides information regarding the Company’s principal facilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Approximate

 

 

 

 

 

 

 

 

 

 

Total Approximate

 

 

 

 

Number of Facilities

 

 

 

 

 

 

 

 

 

 

Square Feet

 

 

Type of Facilities

 

 

 

 

 

Square Feet

 

Segment

 

Location

 

Manufacturing

 

 

Warehouse

 

 

R&E

 

 

Office

 

 

Owned

 

 

Leased

 

 

Location

 

Manufacturing

 

Warehouse

 

R&E

 

Office

 

Owned

 

Leased

 

United States

 

United States

 

 

2

 

 

 

2

 

 

 

1

 

 

 

3

 

 

 

704,900

 

 

 

 

 

 

United States

 

2

 

2

 

1

 

3

 

704,900

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas

 

Brazil

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

167,600

 

 

 

 

 

 

Brazil

 

1

 

1

 

1

 

1

 

167,600

 

 

 

 

Argentina

 

 

1

 

 

 

1

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

26,400

 

 

Argentina

 

1

 

1

 

 

 

1

 

 

 

26,400

 

 

Canada

 

 

2

 

 

 

2

 

 

 

1

 

 

 

2

 

 

 

124,400

 

 

 

 

 

 

Canada

 

2

 

2

 

1

 

2

 

124,400

 

 

 

 

Mexico

 

 

1

 

 

 

1

 

 

 

 

 

 

 

2

 

 

 

113,000

 

 

 

1,100

 

 

Mexico

 

1

 

1

 

 

 

2

 

113,000

 

1,100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asia-Pac

 

Australia

 

 

1

 

 

 

1

 

 

 

1

 

 

 

4

 

 

 

122,900

 

 

 

78,300

 

 

Australia

 

1

 

1

 

1

 

4

 

122,900

 

79,200

 

 

China

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

132,100

 

 

 

 

 

 

China

 

1

 

1

 

1

 

1

 

132,100

 

 

 

 

Indonesia

 

 

2

 

 

 

1

 

 

 

 

 

 

 

2

 

 

 

60,100

 

 

 

20,300

 

 

Indonesia

 

2

 

1

 

 

 

2

 

197,900

 

 

 

 

Malaysia

 

 

1

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,600

 

 

Malaysia

 

1

 

1

 

 

 

 

 

 

 

18,600

 

 

Thailand

 

 

1

 

 

 

3

 

 

 

 

 

 

 

1

 

 

 

80,000

 

 

 

49,500

 

 

Thailand

 

1

 

3

 

 

 

1

 

80,000

 

49,500

 

 

New Zealand

 

 

1

 

 

 

2

 

 

 

1

 

 

 

2

 

 

 

 

 

 

 

39,600

 

 

New Zealand

 

1

 

2

 

1

 

2

 

34,200

 

6,200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EMEA

 

Great Britain

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

89,400

 

 

 

 

 

 

Great Britain

 

1

 

1

 

1

 

1

 

90,400

 

 

 

 

South Africa

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

68,800

 

 

 

 

 

 

Austria

 

1

 

 

 

 

 

1

 

 

 

14,100

 

 

Spain

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

63,300

 

 

 

10,800

 

 

Czech Republic

 

2

 

1

 

1

 

1

 

 

 

66,700

 

 

Poland

 

 

1

 

 

 

1

 

 

 

1

 

 

 

1

 

 

 

175,000

 

 

 

 

 

 

South Africa

 

1

 

1

 

1

 

1

 

68,800

 

 

 

 

Spain

 

1

 

1

 

1

 

1

 

63,300

 

10,800

 

 

Poland

 

1

 

1

 

1

 

1

 

175,000

 

 

 

The Company can be party to a variety of pendingInformation regarding the Company’s current legal proceedings and claims arisingis presented in the normal course of business, including, but not limited to, litigation relating to employment, workers’ compensation, product liability, environmental and intellectual property. The Company has liability insurance to cover many of these claims.  

Although the outcomes of these matters are not predictable with certainty, the Company records a liability when it is both probable that a liability has been incurred and the amountNote B of the loss can be reasonably estimated. In the event the Company determines that a loss is not probable, but is reasonably possible, and the likelihood to develop what the Company believes to be a reasonable range of potential loss exists, the Company will include disclosure related to such matters.  To the extent that there is a reasonable possibility the losses could exceed amounts already accrued, the Company will adjust the accrual in the period in which the determination is made, disclose an estimate of the additional loss or range of loss and if the amount of such adjustment cannot be reasonably estimated, disclose that an estimate cannot be made.

The Company and its subsidiaries Helix Uniformed Ltd. (“Helix”) and Preformed Line Products (Canada) Limited (“PLPC Canada”), were each named, jointly and severally, with each of SNC-Lavalin ATP, Inc. (“SNC ATP”), HD Supply Canada Inc., by its trade names HD Supply Power Solutions and HD Supply Utilities (“HD Supply”), and Anixter Power Solutions Canada Inc. (the corporate successor to HD Supply, “Anixter” and, together with the Company, PLPC Canada, Helix, SNC ATP and HD Supply, the “Defendants”) in a complaint filed by Altalink, L.P. (the “Plaintiff”) in the Court of Queen’s Bench of Alberta in Alberta, Canada in November 2016 (the “Complaint”).


The Complaint states that Plaintiff engaged SNC ATP to design, engineer, procure and construct numerous power distribution and transmission facilities in Alberta (the “Projects”) and that through SNC ATP and HD Supply (now Anixter), spacer dampers manufactured by Helix were procured and installed in the Projects.  The Complaint alleges that the spacer dampers have and may continue to become loose, open and detach from the conductors, resulting in damage and potential injury and a failure to perform the intended function of providing spacing and dampingNotes to the Project.  The Plaintiffs were initially seeking an estimated $56.0 million Canadian dollars in damages jointly and severally from the Defendants, representing the costs of monitoring and replacing the spacer dampers and remediating property damage, due to alleged defects in the design and construction of, and supply of materials for, the Projects by SNC ATP and HD Supply/Anixter and in the design of the spacer dampers by Helix.  The Plaintiffs reduced their demand for damages to $29.4 million Canadian dollars on June 1, 2018.  Consolidated Financial Statements.

The Company believes the claims against it are without merit and intends to vigorously defend against such claims. The Company is unable to predict the outcome of this case and cannot reasonably estimate a potential range of loss.  However, if the matter is to be determined in a manner adverse to the Company, it could have a material effect on the Company’s financial results.

The Company is not a party to any other pending legal proceedings that the Company believes would, individually or in the aggregate, have a material adverse effect on its financial condition, results of operations or cash flows.

Item 4. Mine Safety Disclosures

Not applicable

Item 4A. Information about our Executive Officers of the RegistrantOfficers

Each executive officer is elected by the Board of Directors, serves at its pleasure and holds office until a successor is appointed, or until the earliest of death, resignation or removal.

Name

Age

Position

Robert G. Ruhlman

6265

Chairman, President and Chief Executive Officer

Dennis F. McKennaWilliam H. Haag

5258

Chief Operating OfficerVice President - Asia-Pacific Region

William H. HaagJohn M. Hofstetter

5557

Executive Vice President - Asia Pacific RegionU.S. Operations

John M. HofstetterAndrew S. Klaus

5456

Chief Financial Officer

Dennis F. McKenna

55

Chief Operating Officer

John J. Olenik

51

Vice President - SalesResearch and Global Communications MarketsEngineering

Tim O'Shaughnessy

4851

Vice President - Human Resources

J. Ryan Ruhlman

3538

Vice President - Marketing and Business Development

David C. Sunkle

60

Vice President - Research and Engineering and Manufacturing

Caroline S. Vaccariello

5255

General Counsel and Corporate Secretary

Michael A. Weisbarth

54

Vice President - Finance and Treasurer

14


The following sets forth the name and recent business experience for each person who is an executive officer of the Company at March 1, 2019:4, 2022:

Robert G. Ruhlman was elected Chairman in July 2004. Mr. Ruhlman has served as Chief Executive Officer since July 2000 and as President since 1995 (positions he continues to hold). Mr. Ruhlman is the father of J. Ryan Ruhlman, Vice-President – Marketing and Business Development and a Director of the Company, and of Maegan A. R. Cross, also a Director of the Company.

William H. Haag was elected Vice President - Asia-Pacific Region in January 2018. Prior to that, Mr. Haag served as the Company’s Vice President - International Operations since April 1999.

John M. Hofstetter was elected Executive Vice President - U.S. Operations in October 2020. Prior to that, Mr. Hofstetter served as Vice President – Sales and Global Communications Markets and Business Development in April 2012.

Andrew S. Klaus was elected Chief Financial Officer in April 2020. Previous to his employment with the Company, Mr. Klaus served as the Chief Accounting Officer and VP Corporate Controller at Vertiv Holdings Co. since 2017. Mr. Klaus served as the Chief Financial Officer of Consolidated Precisions Products Corporation from 2013 to 2017 and Vice President, Corporate Controller for JMC Steel Group (now known as Zekelman Industries, Inc.) from 2007 to 2013.

Dennis F. McKenna was elected Chief Operating Officer in January 2019. Prior to that, Mr. McKenna served as Executive Vice President Global Business Development since January 2015 where he expanded his role to include worldwide marketing and business development strategies. Prior to that, he was elected Vice President—President - Marketing and Global Business Development in April 2004.

William H. HaagJohn J. Olenik was elected Vice President – Asia Pacific Region- Research and Engineering in January 2018.2020. Prior to that, Mr. Haag served asOlenik was the Company’s Vice President—International OperationsDirector of Engineering since April 1999.2013 where he was promoted from his prior role as Engineering Manager of Power Product Development. Mr. Olenik has been with the Company since 1997.

John M. Hofstetter was elected Vice President – Sales and Global Communications Markets and Business Development in April 2012.  

Tim O’Shaughnessy was elected Vice President - Human Resources in January 2019. Prior to that, Mr. O’Shaughnessy served as the Company’s Director of Human Resources since 2017 where he was promoted from his previous role of International Human Resource Manager which he began in 2013. Mr. O’Shaughnessy previously held various roles within the Finance organization since joining the Company in 2005.


J. Ryan Ruhlman was elected to the Company’s Board of Directors in July 2015 and as Vice President - Marketing and Business Development in December 2015, which expanded his role to include new acquisition and market opportunities. Prior to that, he was promoted to Director Marketing and Business Development in January 2015 including responsibilities for Special Industries, Distribution and Transmission Markets, as well as Marketing Communications. Mr. Ruhlman is the son of Robert G. Ruhlman, the Chief Executive Officer and Chairman of the Company, and the brother of Maegan A. R. Cross, a Director of the Company.

David C. Sunkle was elected Vice President-Research and Engineering in January 2007.  In addition, Mr. Sunkle has taken on the role of Vice President – Manufacturing since July 2008.

Caroline S. Vaccariello was elected General Counsel and Corporate Secretary in January 2007.

Michael A. Weisbarth was elected Vice President - Finance and Treasurer in May 2017.  Prior to that, Mr. Weisbarth served as the Company’s Controller and Treasurer since September 2014.  Previous to his employment with the Company, Mr. Weisbarth served as the Controller from April 2013 to April 2014 and as the Vice President, Finance/Controller from April 2008 to April 2013 of AssuraMed, Inc., a division of Cardinal, Inc.

15


Part II

Item 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities

The Company’s common shares are traded on NASDAQ under the trading symbol “PLPC”. As of March 4, 2019,1, 2022, the Company had approximately 1,9002,900 shareholders of record. The following table sets forth for the periods indicated (i) the high and low closing sale prices per share of the Company’s common shares as reported by the NASDAQ and (ii) the amount per share of cash dividends paid by the Company.

 

Year ended December 31

 

 

Year ended December 31

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

Quarter

 

High

 

 

Low

 

 

Dividend

 

 

High

 

 

Low

 

 

Dividend

 

 

High

 

 

Low

 

 

Dividend

 

 

High

 

 

Low

 

 

Dividend

 

First

 

$

84.40

 

 

$

59.95

 

 

$

0.20

 

 

$

57.87

 

 

$

45.06

 

 

$

0.20

 

 

79.00

 

64.29

 

$

0.20

 

$

60.76

 

$

36.41

 

$

0.20

 

Second

 

 

92.00

 

 

 

61.90

 

 

 

0.20

 

 

 

54.19

 

 

 

45.22

 

 

 

0.20

 

 

81.30

 

65.45

 

0.20

 

55.00

 

38.43

 

0.20

 

Third

 

 

90.54

 

 

 

70.28

 

 

 

0.20

 

 

 

68.64

 

 

 

46.00

 

 

 

0.20

 

 

75.76

 

64.50

 

0.20

 

60.45

 

47.25

 

0.20

 

Fourth

 

 

74.50

 

 

 

50.13

 

 

 

0.20

 

 

 

84.97

 

 

 

68.53

 

 

 

0.20

 

 

71.47

 

57.15

 

0.20

 

67.59

 

48.77

 

0.20

 

While the Company expects to continue to pay dividends of a comparable amount in the near term, the declaration and payment of future dividends will be made at the discretion of the Company’s Board of Directors in light of the current needs of the Company. Therefore, there can be no assurance that the Company will continue to make such dividend payments in the future.

There were no equity compensation plans not approved by security holders during the year ended December 31, 2021. The approved transactions for the year ended December 31, 2021 are as follows.

 

 

(a)

 

 

(b)

 

 

(c)

 

 

 

Number of
securities to be
issued upon
exercise of
outstanding
options, warrants
and rights

 

 

Weighted-average
exercise price of
outstanding
options, warrants
and rights

 

 

Number of securities
remaining available
for future issuance
under equity
compensation plans
(excluding securities
reflected in column a)

 

Plan Category

 

(1)

 

 

(1)

 

 

(2)

 

Equity compensation plans approved by security
   holders

 

 

239,504

 

 

$

56.84

 

 

 

612,717

 

 

 

Number of

securities to be

issued upon

exercise of

outstanding

options, warrants

and rights

 

 

Weighted-average

exercise price of

outstanding

options, warrants

and rights

 

 

Number of securities

remaining available

for future issuance

under equity

compensation plans

(excluding securities

reflected in column a)

 

Plan Category

 

(1)

 

 

(1)

 

 

(2)

 

Equity compensation plans approved by security

   holders

 

 

262,422

 

 

$

56.39

 

 

 

844,998

 

Equity compensation plans not approved by

   security holders

 

0

 

 

$

0.00

 

 

0

 

Total

 

 

262,422

 

 

 

 

 

 

 

844,998

 

(1)
Of these shares, 192,554 were issued in the form of restricted stock units, which have no exercise price. Accordingly, such shares were not included in the weighted average exercise price. For further detail, refer to Note H, “Share-Based Compensation.”

(1)

Of these shares, 230,922 were issued in the form of restricted stock units, which have no exercise price. Accordingly, such shares were not included in the weighted average exercise price.

(2)
The Company’s Long-Term Incentive Plan of 2008 was replaced in May 2016 by the 2016 Incentive Plan. Up to 900,000 of the 1,000,000 shares initially authorized may be issued in the form of restricted shares or units under the new plan. See Note H in the Notes to Consolidated Financial Statements for information relating to the Company’s 2016 Incentive Plan.

(2)

The Company’s Long-Term Incentive Plan of 2008 was replaced in May 2016 by the 2016 Incentive Plan.  Up to 900,000 of the 1,000,000 shares initially authorized may be issued in the form of restricted shares or units under the new plan.  See Note H in the Notes to Consolidated Financial Statements for information relating to the Company’s 2016 Incentive Plan.  

16



Performance Graph

Set forth below is a line graph comparing the cumulative total return of a hypothetical investment in the Company’s common shares with the cumulative total return of hypothetical investments in the NASDAQ Composite Index and the Peer Group Index based on the respective market price of each investment at December 31, 2013, December 31, 2014, December 31, 2015, December 31, 2016, December 31, 2017, December 31, 2018, December 31, 2019, December 31, 2020, and December 31, 2018,2021, assuming in each case an initial investment of $100 on December 31, 2013,2016, and reinvestment of dividends.

img33737178_0.jpg 

 

2013

 

 

2014

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

2020

 

 

2021

 

PREFORMED LINE PRODUCTS CO

 

 

100.00

 

 

 

75.72

 

 

 

59.53

 

 

 

83.70

 

 

 

103.78

 

 

 

80.18

 

 

100.00

 

123.98

 

95.79

 

108.08

 

124.43

 

119.02

 

NASDAQ MARKET INDEX

 

 

100.00

 

 

 

114.62

 

 

 

122.81

 

 

 

133.19

 

 

 

172.11

 

 

 

165.84

 

 

100.00

 

129.64

 

125.96

 

172.17

 

249.51

 

304.85

 

PEER GROUP INDEX

 

 

100.00

 

 

 

99.53

 

 

 

95.06

 

 

 

116.90

 

 

 

133.61

 

 

 

109.39

 

 

100.00

 

116.69

 

92.92

 

123.45

 

166.33

 

188.14

 


Purchases of Equity Securities

On December 13, 2017,July 28, 2021, the Board of Directors authorized a plan to repurchase up to an additional 228,138191,163 of Preformed Line Products Company common shares, resulting in a total of 250,000 shares available for repurchase with no expiration date. The following table includesThere were no repurchases under this plan for the three months ended December 31, 2018:2021. There were 242,930 shares remaining to be purchased as of December 31, 2021.

Period (2018)

 

Total

Number of

Shares

Purchased

 

 

Average

Price Paid

per Share

 

 

Total Number of

Shares Purchased as

Part of Publicly

Announced Plans or

Programs

 

 

Maximum Number

of Shares that may

yet be Purchased

under the Plans or

Programs

 

October

 

 

0

 

 

$

0.00

 

 

 

51,548

 

 

 

198,452

 

November

 

 

0

 

 

$

0.00

 

 

 

51,548

 

 

 

198,452

 

December

 

 

770

 

 

$

49.78

 

 

 

52,318

 

 

 

197,682

 

Total

 

 

770

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Item 6. Selected Financial Data

 

 

2018

 

 

2017

 

 

2016

 

 

2015

 

 

2014

 

 

 

(Thousands of dollars, except per share data)

 

Net Sales and Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

420,878

 

 

$

378,212

 

 

$

336,634

 

 

$

354,666

 

 

$

388,185

 

Operating income

 

 

32,934

 

 

 

26,108

 

 

 

21,479

 

 

 

12,349

 

 

 

21,238

 

Income before income taxes

 

 

32,588

 

 

 

25,806

 

 

 

20,953

 

 

 

11,706

 

 

 

21,410

 

Net income

 

 

26,581

 

 

 

12,654

 

 

 

15,255

 

 

 

6,675

 

 

 

12,861

 

Per Share Amounts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income - basic

 

$

5.28

 

 

$

2.48

 

 

$

2.95

 

 

$

1.25

 

 

$

2.39

 

Net income - diluted

 

 

5.21

 

 

 

2.47

 

 

 

2.95

 

 

 

1.24

 

 

 

2.39

 

Dividends declared

 

 

0.80

 

 

 

0.80

 

 

 

0.80

 

 

 

0.80

 

 

 

0.80

 

Shareholders' equity

 

 

49.56

 

 

 

47.35

 

 

 

43.68

 

 

 

41.94

 

 

 

45.01

 

Other Financial Information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

$

214,263

 

 

$

207,130

 

 

$

189,107

 

 

$

188,497

 

 

$

200,663

 

Total assets

 

 

358,797

 

 

 

359,785

 

 

 

340,937

 

 

 

324,573

 

 

 

353,967

 

Current liabilities

 

 

69,487

 

 

 

62,833

 

 

 

55,455

 

 

 

51,891

 

 

 

55,327

 

Long-term debt (including current portion)

 

 

26,408

 

 

 

36,046

 

 

 

44,391

 

 

 

31,864

 

 

 

31,865

 

Capital leases

 

 

110

 

 

 

169

 

 

 

236

 

 

 

268

 

 

 

173

 

Shareholders' equity

 

 

249,370

 

 

 

238,537

 

 

 

223,543

 

 

 

218,984

 

 

 

242,925

 

[Reserved]


17


Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is intended to help the readers of our financial statements better understand our results of operations, financial condition and present business environment. The MD&A is provided as a supplement to, and should be read in conjunction with, our audited consolidated financial statements and related notes included elsewhere in this report.

The MD&A is organized as follows:

Overview

Overview

Recent Developments

Market Overview

Market Overview

Preface

Preface

Results of Operations

Results of Operations

Working Capital, Liquidity and Capital Resources

Working Capital, Liquidity and Capital Resources

Critical Accounting Policies and Estimates

Critical Accounting Policies and Estimates

Recently Adopted Accounting Pronouncements

Recently

New Accounting Standards to be Adopted Accounting Pronouncements

New Accounting Standards to be Adopted

OVERVIEW

Preformed Line Products Company (the “Company”, “PLPC”, “we”, “us”, or “our”) was incorporated in Ohio in 1947. We are an international designer and manufacturer of products and systems employed in the construction and maintenance of overhead and underground networks for the energy, telecommunication, cable operators, information (data communication), and other similar industries. Our primary products support, protect, connect, terminate, and secure cables and wires. We also provide solar hardware systems, mounting hardware for a variety of solar power applications, and fiber optic and copper splice closures. PLPC is respected around the world for quality, dependability and market-leading customer service. Our goal is to continue to achieve profitable growth as a leader in the research, innovation, development, manufacture, and marketing of technically advanced products and services related to energy, communications and cable systems and to take advantage of this leadership position to sell additional quality products in familiar markets. We have 2630 sales and manufacturing operations in 1822 different countries.

We report our segments in four geographic regions: PLP-USA (including corporate), The Americas (includes operations in North and South America, withoutexcluding PLP-USA), EMEA (Europe, Middle East & Africa) and Asia-Pacific, in accordance with accounting standards codified in Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 280, “Segment Reporting”. Each segment distributes a full range of our primary products. Our PLP-USA segment is comprised of our U.S. operations manufacturing our traditional products primarily supporting our domestic energy, telecommunications and solar products. Our other three segments, The Americas, EMEA and Asia-Pacific, support our energy, telecommunications, data communication and solar products in each respective geographical region.

The segment managers responsible for each region report directly to the Company’s Chief Executive Officer, who is the chief operating decision maker, and are accountable for the financial results and performance of their entire segment for which they are responsible. The business components within each segment are managed to maximize the results of the entire operating segment and the Company rather than the results of any individual business component of the segment.

We evaluate segment performance and allocate resources based on several factors primarily based on sales and net income.

RECENT DEVELOPMENTS

On February 28, 2019, the Company acquired SubCon Electrical Fittings GmbH (“SubCon”), headquartered in Dornbirn, Austria with manufacturing operations in Brno, Czech Republic. The acquisition is not considered material as assets acquired are less than 5% of our total consolidated assets.  The acquisition of SubCon will strengthen our position in the global substation market and will expand our operational presence in Europe.


MARKET OVERVIEW

Our business continues to be highly concentrated in the energy and communications markets. During the past several years, industry consolidation continued as distributor and service provider integrations occurred in our major markets. The fluctuation of foreign currencies coupled with the varying degrees of recovery throughout the global economyThere has led toalso been a challenging environment to sustain consistent sales levels over the past few years.  Prior to 2018, there had been ahistorical lack of commitment by developed countries to upgrade and strengthen their electrical grids and communication networks despite the growing need. Low oil prices,More recently, increasing commodity prices, transportation costs, and changes in governmental leadership in certain markets have affected construction projects worldwide which suggestsforeign currency fluctuations coupled with the varying degrees of recovery from the COVID-19 pandemic throughout the global economy has led to a challenging operating environment. While these factors are likely to continue to provide inherent uncertainty going forward.forward, the COVID-19 pandemic and other large scale environmental events have placed a renewed focus on key infrastructure priorities around the world, including bolstering grid reliability, strengthening grid resilience to climate events, upgrading aging infrastructure, enhancing communication networks and transitioning to renewable energy. Our focused portfolio is well-positioned to respond to these priorities.

18


In 2018,2021, sales in the energy market continued to increaseremain strong while sales in the communications market increased due to the number and scale of transmission projects in North America while there was a continued decline in solar projects in the region.and globally. We believe that our leadership position in these and other markets and the market and ability to deliver reliable products quickly will enableposition us to take advantage of prospects for continued growth as transmission grids are enhanced and extended. As communication networks continue to be upgraded and expanded, our product offering positions us well to participate in the expansion.

Our international business is moremostly concentrated in the energy and communications markets, which is where we experienced our most significant top line growth in 2018.2021. Historically, our international sales were primarily related to the medium voltage distribution segment of the energy market but have grown through acquisition and new product development to include a significant contribution from the transmission and telecommunications markets. We believe that we are well positioned to supply the needs of the world’s diverse energy market requirements as a result of our strategically located operations and array of product designs and technologies. 

As economic conditions evolve, we believe our efforts internationally will lead toexpect growth in our communications business from opportunities where deployment of fixed line and wireless telecommunications services and broadband penetration rates remain low as a percentage of the total population.

PREFACEWe believe that we are well positioned to supply the needs of the world’s diverse energy and communication markets as a result of our focused portfolio, strategic operational footprint and product designs and technologies.

PREFACE

The following discussion describes our results of operations for the years ended December 31, 2021 and 2020. Our consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP)("GAAP"). Our discussions of the financial results include non-GAAP measures (e.g., foreign currency impact) to provide additional information concerning our financial results and provide information that we believe is useful to the readers of our financial statements in the assessment of our performance and operating trends.

While the ongoing COVID-19 pandemic has not had a material effect on our overall results, it has continued to create challenges for us in countries that have significant outbreak mitigation strategies, namely, countries in our Asia-Pacific business segment, which led to temporary project postponements and continued to impact results in this segment. We are continuing to actively monitor the impact of COVID-19 on current and future periods and actively manage costs and our liquidity position to provide additional flexibility while still supporting our customers and their specific needs. We cannot predict the duration or scope of the COVID-19 pandemic or the magnitude of its impact on our business and results of operations. In addition, the impact of COVID-19 could potentially exacerbate other risks discussed, any of which could have a material adverse effect on the Company. We continue to assess all challenges related to COVID-19 and plan accordingly.

Overall customer demand remained strong and contributed to record net sales revenue of $517.4 million for the year ended December 31, 2021. However, we also experienced significant commodity and transportation cost inflation that negatively affected our earnings. To mitigate the ongoing inflationary pressures, we implemented several price increases in the U.S. and internationally in 2021. Due to the large volume in our order backlog, we expect tailwinds from these increases into 2022, however, continued cost inflation in these areas may require further price adjustments going forward to maintain profit margin, and any price increases may have a negative effect on demand.

Our financial statements are subject to fluctuations in the exchange rates of foreign currencies in relation to the U.S. dollar. As foreignForeign currencies weaken against the U.S. dollar, our sales and costs decrease as the foreign currency-denominated financial statements translate into fewer U.S. dollars.  In total, foreign currencies weakenedstrengthened against the U.S. dollar in 20182021 as opposed weakening in contrast to the currencies strengthening in 2017.2020. The fluctuations of foreign currencies during the year ended December 31, 20182021 had an unfavorablea favorable impact on net sales of $5.7$9.3 million as compared toand an unfavorable impact of $16.9 million during the year ended December 31, 2020. The effect of currency translation had a favorable impact on net income in the year ended December 31, 2021 of $5.2$0.4 million and an unfavorable impact of $1.3 million in 2017.the year ended December 31, 2020. On a reportable segment basis, the unfavorable and favorable impact of foreign currency translation on net sales and net income for the years ended December 31, 20182021 and 2017,2020, respectively, was as follows:

 

Foreign Currency Translation Impact

 

 

Foreign Currency Translation Impact

 

 

Net Sales

 

 

Net Income (Loss)

 

 

Net Sales

 

 

Net Income (Loss)

 

(Thousands of dollars)

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

The Americas

 

$

(8,173

)

 

$

1,688

 

 

$

(311

)

 

$

67

 

 

$

(893

)

 

$

(15,523

)

 

$

59

 

$

(1,391

)

EMEA

 

 

2,443

 

 

 

1,651

 

 

 

157

 

 

 

69

 

 

5,295

 

(777

)

 

335

 

(26

)

Asia-Pacific

 

 

75

 

 

 

1,897

 

 

 

(22

)

 

 

21

 

 

 

4,864

 

 

 

(563

)

 

 

20

 

 

 

73

 

Total

 

$

(5,655

)

 

$

5,236

 

 

$

(176

)

 

$

157

 

 

$

9,266

 

 

$

(16,863

)

 

$

414

 

 

$

(1,344

)


The effect of currency translation had an unfavorable impact on net income in the year ended December 31, 2018 of $.2 million and a favorable impact on net income in 2017 of $.2 million.  There was an incremental $.3 million in lossesLoss on foreign currency translation on operating income for the year ended December 31, 2018.2021 was $0.7 million. There was awere transaction losslosses of $0.3 million that were combined with losses on forward currency contracts of $0.7 million in the year ended

19


December 31, 2021 and $1.5 million of transaction losses in the year ended December 31, 2018 as compared to a transaction gain for the year ended December 31, 20172020 which were partially mitigated by forward currency contract gains of $.3$0.4 million as summarized in the following table:

 

Foreign Currency Translation Impact

 

 

Foreign Currency Translation Impact

 

 

Year Ended December 31

 

 

Year Ended December 31

 

(Thousands of dollars)

 

2018

 

 

2017

 

 

2021

 

 

2020

 

Operating income

 

$

32,934

 

 

$

26,108

 

 

$

47,549

 

$

40,207

 

Translation loss

 

 

295

 

 

 

0

 

 

733

 

0

 

Transaction loss (gain)

 

 

1,528

 

 

 

(348

)

Transaction loss

 

308

 

1,455

 

Net loss (gain) on forward currency contracts

 

 

690

 

 

 

(415

)

Operating income excluding currency impact

 

$

34,757

 

 

$

25,760

 

 

$

49,280

 

 

$

41,247

 

Despite the continued changeschallenges in the current global economy, we believe our business fundamentalsportfolio and our financial position are sound and strategically well-positioned. We remain focused on assessing our global market opportunities and overall manufacturing capacity in conjunction with the requirements of local manufacturing in the markets that we serve. If necessary, we will utilize our global manufacturing network to manage costs, while driving sales and delivering value to our customers. We have continued to invest in theour business to expand our market footprint, improve efficiency, develop new products, increase our capacity and become an even stronger supplier to our current and new customers. WeOur liquidity remains strong and we currently have a bank debt to equity ratio of 14.2% and18.8%. We can borrow needed funds at a competitive interest rate under our credit facility. Debt decreased $1.5A consolidated increase in debt of $3.6 million as of December 31, 2018, driving2021 was partially a result of current year funding needs for the decreasepurchase of a new corporate aircraft to replace the former aircraft which was substantially offset by decreases in our bank debt to equity ratio, compared to 15.5% at December 31, 2017.levels globally, most notably in variable debt instruments. See Note E "Debt and Credit Arrangements" in the Notes to Consolidated Financial Statements for more information related to our debt position.

The following table sets forth a summary of the Company’s consolidated income statementsStatements of Consolidated Income and the percentage of net sales for the years ended December 31, 20182021 and 2017.2020. The Company’s past operating results are not necessarily indicative of future operating results.

 

Year Ended December 31

 

 

Year Ended December 31

 

(Thousands of dollars)

 

2018

 

 

 

2017

 

 

 

Change

 

 

2021

 

 

2020

 

 

Change

 

Net sales

 

$

420,878

 

 

 

100.0

 

%

 

$

378,212

 

 

 

100.0

 

%

 

$

42,666

 

 

$

517,417

 

100.0

 

%

 

$

466,449

 

100.0

 

%

 

$

50,968

 

Cost of products sold

 

 

288,647

 

 

 

68.6

 

 

 

 

259,584

 

 

 

68.6

 

 

 

 

29,063

 

 

 

351,175

 

 

67.9

 

 

312,436

 

 

67.0

 

 

38,739

 

GROSS PROFIT

 

 

132,231

 

 

 

31.4

 

 

 

 

118,628

 

 

 

31.4

 

 

 

 

13,603

 

 

166,242

 

32.1

 

154,013

 

33.0

 

12,229

 

Costs and expenses

 

 

99,297

 

 

 

23.6

 

 

 

 

92,520

 

 

 

24.5

 

 

 

 

6,777

 

 

 

118,693

 

 

22.9

 

 

113,806

 

 

24.4

 

 

4,887

 

OPERATING INCOME

 

 

32,934

 

 

 

7.8

 

 

 

 

26,108

 

 

 

6.9

 

 

 

 

6,826

 

 

47,549

 

9.2

 

40,207

 

8.6

 

7,342

 

Other expense

 

 

(346

)

 

 

(0.1

)

 

 

 

(302

)

 

 

(0.1

)

 

 

 

(44

)

Other income, net

 

 

1,347

 

 

0.3

 

 

364

 

 

0.1

 

 

983

 

INCOME BEFORE INCOME TAXES

 

 

32,588

 

 

 

7.7

 

 

 

 

25,806

 

 

 

6.8

 

 

 

 

6,782

 

 

48,896

 

9.5

 

40,571

 

8.7

 

8,325

 

Income taxes

 

 

6,007

 

 

 

1.4

 

 

 

 

13,152

 

 

 

3.5

 

 

 

 

(7,145

)

 

 

13,175

 

 

2.5

 

 

10,810

 

 

2.3

 

 

2,365

 

NET INCOME

 

$

26,581

 

 

 

6.3

 

%

 

$

12,654

 

 

 

3.3

 

%

 

$

13,927

 

 

35,721

 

6.9

 

29,761

 

6.4

 

5,960

 

Less: Net loss attributable to noncontrolling interests

 

 

8

 

 

0.0

 

 

42

 

 

0.0

 

 

(34

)

NET INCOME ATTRIBUTABLE TO PREFORMED LINE PRODUCTS COMPANY SHAREHOLDERS

 

$

35,729

 

 

6.9

 

%

 

$

29,803

 

 

6.4

 

%

 

$

5,926

 

20182021 RESULTS OF OPERATIONS COMPARED TO 20172020

Net sales. In 2018,2021, net sales were $420.9$517.4million, an increase of $42.7$51.0 million, or 11%, compared to 2017.2020. Excluding the unfavorablefavorable effect of currency translation, net sales increased 13%9% as summarized in the following table:

 

Year Ended December 31

 

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

Change

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

Currency

 

%

 

 

2018

 

 

2017

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

 

2021

 

 

2020

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Net sales

Net sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

169,040

 

 

$

147,646

 

 

$

21,394

 

 

$

0

 

 

$

21,394

 

 

 

14

 

%

 

$

257,602

 

$

201,277

 

$

56,325

 

$

0

 

$

56,325

 

28

 

%

The Americas

 

 

66,868

 

 

 

69,764

 

 

 

(2,896

)

 

 

(8,173

)

 

 

5,277

 

 

 

8

 

 

 

70,732

 

74,192

 

(3,460

)

 

(893

)

 

 

(2,567

)

 

 

(3

)

 

EMEA

 

 

69,773

 

 

 

63,916

 

 

 

5,857

 

 

 

2,443

 

 

 

3,414

 

 

 

5

 

 

 

95,922

 

91,108

 

4,814

 

5,295

 

 

 

(481

)

 

 

(1

)

 

Asia-Pacific

 

 

115,197

 

 

 

96,886

 

 

 

18,311

 

 

 

75

 

 

 

18,236

 

 

 

19

 

 

 

 

93,161

 

 

 

99,872

 

 

 

(6,711

)

 

 

4,864

 

 

 

(11,575

)

 

 

(12

)

 

Consolidated

 

$

420,878

 

 

$

378,212

 

 

$

42,666

 

 

$

(5,655

)

 

$

48,321

 

 

 

13

 

%

 

$

517,417

 

 

$

466,449

 

 

$

50,968

 

 

$

9,266

 

 

$

41,702

 

 

9

 

%


20


The increase in PLP-USA net sales of $21.4$56.3 million, or 14%28%, was primarily due to a volume increase in communication and energy product sales.sales, combined with benefits resulting from price increases in June and October of 2021. International net sales for the year ended December 31, 20182021 were unfavorablyfavorably affected by $5.7$9.3 million when local currencies were converted to U.S. dollars. The following discussion of changes in net sales excludes the effect of currency translation. The Americas net sales of $66.9$70.7 million increased $5.3decreased $2.6 million, or 8%3%, primarily due to higherdecreased volume in energy andproduct sales, partially offset by an in increase in communication product sales. EMEA net salessales of $69.8$95.9 million increased $3.4decreased $0.5 million, or 5%1%, primarily due to volume increasesdecreases in energycommunication products in the region. The Asia-Pacific net sales of $115.2$93.2 million increased $18.2 million, or 19%, compared to 2017.  The increase in net sales is primarily due to a sales volume increase in energy, communication and special industries products.

Gross Profit.  Gross profit of $132.2 million for 2018 increased $13.6decreased $11.6 million, or 12%, compared to 2017.2020 primarily due to the continued volume decreases from the postponement of large-scale projects caused by the ongoing COVID-19 pandemic.

Gross Profit. Gross profit of $166.2 million for 2021 increased $12.2 million, or 8%, compared to 2020. Excluding the unfavorablefavorable effect of currency translation, gross profit increased $16.2$9.2 million, or 14%6%, as summarized in the following table:

 

Year Ended December 31

 

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

Change

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

Currency

 

%

 

 

2018

 

 

2017

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

 

2021

 

 

2020

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Gross profit

Gross profit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

59,012

 

 

$

49,884

 

 

$

9,128

 

 

$

0

 

 

$

9,128

 

 

 

18

 

%

 

$

87,740

 

$

75,182

 

$

12,558

 

$

0

 

$

12,558

 

17

 

%

The Americas

 

 

25,570

 

 

 

24,584

 

 

 

986

 

 

 

(3,259

)

 

 

4,245

 

 

 

17

 

 

 

23,312

 

23,854

 

(542

)

 

(141

)

 

(401

)

 

(2

)

 

EMEA

 

 

19,747

 

 

 

19,473

 

 

 

274

 

 

 

705

 

 

 

(431

)

 

 

(2

)

 

 

30,839

 

31,019

 

(180

)

 

1,805

 

(1,985

)

 

(6

)

 

Asia-Pacific

 

 

27,902

 

 

 

24,687

 

 

 

3,215

 

 

 

(34

)

 

 

3,249

 

 

 

13

 

 

 

 

24,351

 

 

 

23,958

 

 

 

393

 

 

 

1,415

 

 

 

(1,022

)

 

(4

)

 

Consolidated

 

$

132,231

 

 

$

118,628

 

 

$

13,603

 

 

$

(2,588

)

 

$

16,191

 

 

 

14

 

%

 

$

166,242

 

 

$

154,013

 

 

$

12,229

 

 

$

3,079

 

 

$

9,150

 

 

6

 

%

PLP-USA gross profit of $59.0$87.7 million increased by $9.1$12.6 million, or 17%, compared to 20172020 mostly due to an increase in sales volumeof $56.3 million and a shift in mix toward higher margin products.products, most notably in the communications market, partially offset by the negative impact of rising commodity prices, freight costs, inflation and an increase in warranty costs. Incremental price increases were enacted in the PLP-USA region in 2021 to further mitigate the ongoing inflation and commodity price increases. International gross profit for the year ended December 31, 20182021 was unfavorablyfavorably impacted by $2.6$3.1 million when local currencies were translated to U.S. dollars. The following discussion of gross profit changes excludes the effects of currency translation. The Americas gross profit increase of $4.2decreased $.4 million, or 2%, which was primarily the result of product margin improvementthe year-over-year decrease in the region due to a favorable shift in sales mix toward higher margin products combined with the $5.3 million improvement innet sales. EMEA gross profit decreased $.4$2.0 million despite the $3.4year-over-year, partially as a result of decreased sales of $0.5 million increase in salescombined with increased expenses in the region, primarily in lower margin energy products.largely due to higher freight and raw material costs. Asia-Pacific’s gross profit increased $3.2decreased $1.0 million when compared to the year ended December 31, 2020, largely as sales mix shifted to higher margin products combined with an increasea result of the year-over-year decrease in sales of $18.2$11.6 million,. partially offset by manufacturing cost savings.

Costs and expenses. Costs and expenses of $99.3$118.7 million for the year ended December 31, 20182021 increased $6.8$4.9 million, or 7%4%, when compared to 2017.2020. Excluding the favorableunfavorable effect of currency translation, costs and expenses increased $9.1$2.5 million, or 10%2%, as summarized in the following table:

 

Year Ended December 31

 

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

Change

 

 

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

Currency

 

 

%

 

 

 

2018

 

 

2017

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

 

2021

 

 

2020

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Costs and expenses

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

47,866

 

 

$

44,197

 

 

$

3,669

 

 

$

0

 

 

$

3,669

 

 

 

8

 

%

 

$

55,111

 

$

52,794

 

$

2,317

 

$

0

 

$

2,317

 

4

 

%

The Americas

 

 

14,053

 

 

 

13,264

 

 

 

789

 

 

 

(2,799

)

 

 

3,588

 

 

 

27

 

 

 

13,807

 

16,008

 

(2,201

)

 

(335

)

 

(1,866

)

 

(12

)

 

EMEA

 

 

15,198

 

 

 

13,945

 

 

 

1,253

 

 

 

511

 

 

 

742

 

 

 

5

 

 

 

25,505

 

22,636

 

2,869

 

1,324

 

1,545

 

7

 

Asia-Pacific

 

 

22,180

 

 

 

21,114

 

 

 

1,066

 

 

 

(4

)

 

 

1,070

 

 

 

5

 

 

 

 

24,270

 

 

 

22,368

 

 

 

1,902

 

 

 

1,357

 

 

 

545

 

 

2

 

Consolidated

 

$

99,297

 

 

$

92,520

 

 

$

6,777

 

 

$

(2,292

)

 

$

9,069

 

 

 

10

 

%

 

$

118,693

 

 

$

113,806

 

 

$

4,887

 

 

$

2,346

 

 

$

2,541

 

 

2

 

%

PLP-USA costs and expenses of $47.9$55.1 million increased $3.7$2.3 million, or 8%.4% year-over-year. PLP-USA’s year-over-year increase was mainly attributable to higher personnel related expenses, including benefitsincreased commissions of $2.1 million, and a $1.1 millionyear-over-year incremental loss in neton foreign currency transaction exchange effect.  Additionally, higher commission expense of $.2$1.3 million, as a resultpartially offset by the prior year loss on sale of increased sales, increased travel and entertainment expensescapital assets of $.2$1.0 million and increased professional feescombined with miscellaneous net decreases of $.2 million contributed to the year-over-year increase.  Foreign$0.1 million. PLP’s foreign currency exchange losses were primarily related to translating into U.S. dollars its foreign currency denominated loans, trade receivables and royalty receivables from its foreign subsidiaries at the December 20182021 year-end exchange rates. InternationalPLP’s costs and expenses for the year ended December 31, 20182020 were favorablyunfavorably impacted by $2.3 million when local currencies were translated to U.S. dollars. The following discussions of costs and expenses exclude the effect of currency translation. The Americas costs and expenses increasedecrease of $3.6$1.9 million was primarily due to a prior year litigation reserve of $2.2 million, partially offset by miscellaneous

21


net loss on foreign currency transactional exchangedecreases of $1.9 million, higher personnel related costs of $1.6 million and higher professional fee expense of $.1$0.3 million. EMEA costs and expenses of $15.2$25.5 million increased $.7$1.5 million mainly due to higher personnel related costs.costs of $1.8 million, partially offset by a decrease in bad-debt expense of $0.3 million. Asia-Pacific costs and expenses of $22.2$24.3 million increased $1.1$0.5 million primarily due to higheran increase in personnel related expenses of $1.0 million and increased professional fees of $.1 million.costs.


Other income, (expense).net. Other expenseincome, net of $.3$1.3 million for the year ended December 31, 2018 remained flat as2021 was favorable by $1.0 million when compared to 2017.  other income, net for the twelve months ended December 31, 2020 of $0.4 million. Other income, net for year ended December 31, 2021 includes a pre-tax recovery of approximately $2.1 million related to a recent Brazilian Supreme Court decision that granted the Company the right to recover, through offset of federal tax liabilities, certain tax overpayments collected by the Brazilian government. During the year ended December 31, 2020, the Asia-Pacific segment recorded $1.1 million of income for COVID-19 related government subsidies which did not recur in 2021 which partially offset the current year income realized in Brazil.

Income taxes. Income taxes for the years ended December 31, 20182021 and 20172020 were $6.0$13.2 million and $13.2$10.8 million, respectively, based on pre-tax income of $32.6$48.9 million and $25.8$40.6 million, respectively. The effective tax rate for the years ended December 31, 20182021 and 20172020 was 18.4%27.0% and 51.0%26.6%, respectively, compared to the U.S. federal statutory rate of 21% and 35% for the years ended December 31, 2018 and 2017, respectively.  Our effective tax rate is affected by recurring items, such as tax rates in foreign jurisdictions, which differ from the U.S. federal statutory income tax rate, and the relative amount of income earned in those jurisdictions where such earnings are permanently reinvested.  It is also affected by discrete items that may occur in any given period but are not consistent from year to year.  The following items had the most significant impact on the difference between our statutory U.S. federal income tax rate of 21% and 35% for 2018 and 2017, respectively and our effective tax rate:

2018

1.

A $1.2 million, or 3.6%, decrease resulting primarily from a final measurement of the provisional amount of the Deemed Repatriation Transition Tax (“Transition Tax”) and other U.S. permanent items and state and local income taxes.

2.

A $.7 million, or 2.1%, decrease resulting from a net increase of the prior year provisional adjustment of our deferred taxes due to the result of U.S. federal statutory rate decrease included in the Tax Cuts and Jobs Act of 2017.  

3.

A $1.1 million, or 3.1%, increase resulting from earnings in jurisdictions with higher tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.

2017

1.

A $2.5 million, or 9.6%, increase resulting primarily from a $2.6 million charge as a result of the Deemed Repatriation Transition Tax (“Transition Tax”) and partially offset by other U.S. permanent items and state and local income taxes.

2.

A $3.2 million, or 12.2%, increase resulting from the net reduction in our deferred taxes due to the result of a U.S. federal statutory rate decrease included in the Tax Cuts and Jobs Act.

3.

A $1.5 million, or 5.8%, decrease resulting from earnings in jurisdictions with lower tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.

Net income.  As a result of the preceding items, net income for the year ended December 31, 2018 was $26.6 million, compared to $12.7 million for 2017.  Excluding the effect of currency translation, net income increased $14.1 million as summarized in the following table:

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

2018

 

 

2017

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

9,900

 

 

$

(2,367

)

 

$

12,267

 

 

$

-

 

 

$

12,267

 

 

NM

 

 

The Americas

 

 

8,479

 

 

 

8,169

 

 

 

310

 

 

 

(311

)

 

 

621

 

 

 

8

 

 

EMEA

 

 

3,527

 

 

 

4,088

 

 

 

(561

)

 

 

157

 

 

 

(718

)

 

 

(18

)

 

Asia-Pacific

 

 

4,675

 

 

 

2,764

 

 

 

1,911

 

 

 

(22

)

 

 

1,933

 

 

 

70

 

 

Consolidated

 

$

26,581

 

 

$

12,654

 

 

$

13,927

 

 

$

(176

)

 

$

14,103

 

 

 

111

 

%

NM – Not meaningful


PLP-USA’s net income of $9.9 million was an increase of $12.3 million year over year, mainly due to the current year favorable income tax expense impact resulting from the newly enacted Tax Act of $6.7 million combined with a year-over-year increase in operating income of $5.6 million.  International net income for the year ended December 31, 2018 was favorably affected by approximately $.2 million when local currencies were converted to U.S. dollars.  The following discussion of net income excludes the effect of currency translation.  The Americas net income of $8.5 million increased $.6 million mainly as a result of a $.7 million increase in operating income, slightly offset by a $.1 million increase in income tax expense.  EMEA net income decreased $.7 million as a result of a $1.1 million decrease in operating income offset by a year-over-year decrease in income taxes of $.4 million.  Asia-Pacific net income improved $1.9 million mainly as a result of a $2.2 million increase in operating income offset by an increase in income tax expense for the region of $.3 million.

2017 RESULTS OF OPERATIONS COMPARED TO 2016

The following table sets forth a summary of the Company’s consolidated income statements and the percentage of net sales for the years ended December 31, 2017 and 2016.

 

 

Year Ended December 31

 

(Thousands of dollars)

 

2017

 

 

2016

 

 

Change

 

Net sales

$

378,212

 

 

 

100.0

 

%

$

336,634

 

 

 

100.0

 

%

$

41,578

 

Cost of products sold

 

259,584

 

 

 

68.6

 

 

 

227,220

 

 

 

67.5

 

 

 

32,364

 

GROSS PROFIT

 

 

118,628

 

 

 

31.4

 

 

 

109,414

 

 

 

32.5

 

 

 

9,214

 

Costs and expenses

 

92,520

 

 

 

24.6

 

 

 

87,935

 

 

 

26.1

 

 

 

4,585

 

OPERATING INCOME

 

 

26,108

 

 

 

6.9

 

 

 

21,479

 

 

 

6.4

 

 

 

4,629

 

Other income (expense)

 

(302

)

 

 

(0.1

)

 

 

(526

)

 

 

(0.2

)

 

 

(224

)

INCOME BEFORE INCOME TAXES

 

 

25,806

 

 

 

6.8

 

 

 

20,953

 

 

 

6.2

 

 

 

4,853

 

Income taxes

 

13,152

 

 

 

3.5

 

 

 

5,698

 

 

 

1.7

 

 

 

7,454

 

NET INCOME

 

$

12,654

 

 

 

3.3

 

%

$

15,255

 

 

 

4.5

 

%

$

(2,601

)

Net sales.  In 2017, net sales were $378.2 million, an increase of $41.6 million, or 12%, compared to 2016.  Excluding the favorable effect of currency translation, net sales increased 11% as summarized in the following table:

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

2017

 

 

2016

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Net sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

147,646

 

 

$

135,260

 

 

$

12,386

 

 

$

0

 

 

$

12,386

 

 

 

9

 

%

The Americas

 

 

69,764

 

 

 

60,049

 

 

 

9,715

 

 

 

1,688

 

 

 

8,027

 

 

 

13

 

 

EMEA

 

 

63,916

 

 

 

56,411

 

 

 

7,505

 

 

 

1,651

 

 

 

5,854

 

 

 

10

 

 

Asia-Pacific

 

 

96,886

 

 

 

84,914

 

 

 

11,972

 

 

 

1,897

 

 

 

10,075

 

 

 

12

 

 

Consolidated

 

$

378,212

 

 

$

336,634

 

 

$

41,578

 

 

$

5,236

 

 

$

36,342

 

 

 

11

 

%

The increase in PLP-USA net sales of $12.4 million, or 9%, was primarily due to a volume increase in transmission and distribution products.  International net sales for the year ended December 31, 2017 were favorably affected by $5.2 million when local currencies were converted to U.S. dollars.  The following discussion of changes in net sales excludes the effect of currency translation.  The Americas net sales of $69.8 million increased $8.0 million, or 13%, primarily due to higher volume in energy and telecommunication sales.  EMEA net sales of $63.9 million increased $5.9 million, or 10%, primarily due to volume increases in the telecommunication sales and transmission projects in the region.  The Asia-Pacific net sales of $96.9 million increased $10.1 million, or 12%, compared to 2016.  The increase in net sales is primarily related to sales volume increases in transmission sales, partially offset by a decrease in solar sales.


Gross Profit.  Gross profit of $118.6 million for 2017 increased $9.2 million, or 8%, compared to 2016.  Excluding the favorable effect of currency translation, gross profit increased $8.1 million, or 7%, as summarized in the following table:

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

2017

 

 

2016

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Gross profit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

49,884

 

 

$

47,294

 

 

$

2,590

 

 

$

0

 

 

$

2,590

 

 

 

5

 

%

The Americas

 

 

24,584

 

 

 

20,863

 

 

 

3,721

 

 

 

340

 

 

 

3,381

 

 

 

16

 

 

EMEA

 

 

19,473

 

 

 

20,368

 

 

 

(895

)

 

 

435

 

 

 

(1,330

)

 

 

(7

)

 

Asia-Pacific

 

 

24,687

 

 

 

20,889

 

 

 

3,798

 

 

 

325

 

 

 

3,474

 

 

 

17

 

 

Consolidated

 

$

118,628

 

 

$

109,414

 

 

$

9,214

 

 

$

1,100

 

 

$

8,115

 

 

 

7

 

%

PLP-USA gross profit of $49.9 million increased by $2.6 million compared to 2016 mostly due to a shift in sales mix toward higher margin products.  International gross profit for the year ended December 31, 2017 was favorably impacted by $1.1 million when local currencies were translated to U.S. dollars.  The following discussion of gross profit changes excludes the effects of currency translation.  The Americas gross profit increase of $3.4 million was primarily the result of product margin improvement in the region due to a favorable shift in sales mix toward higher margin products combined with the $8.0 million improvement in sales.  Higher personnel costs throughout the region due to inflation were a slight offset to the margin improvement.  EMEA gross profit decreased $1.3 million despite the $5.9 million increase in sales in the region, primarily in lower margin energy products.  Asia-Pacific’s gross profit increased $3.5 million as mix shifted to higher margin products combined with an increase in sales of $10.1 million.

Costs and expenses. Costs and expenses of $92.5 million for the year ended December 31, 2017 increased $4.6 million, or 5.2%, compared to 2016.  Excluding the unfavorable effect of currency translation, costs and expenses increased $3.7 million, or 4%, as summarized in the following table:

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

2017

 

 

2016

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

44,197

 

 

$

42,770

 

 

$

1,427

 

 

$

0

 

 

$

1,427

 

 

 

3

 

%

The Americas

 

 

13,264

 

 

 

12,720

 

 

 

544

 

 

 

281

 

 

 

263

 

 

 

2

 

 

EMEA

 

 

13,945

 

 

 

12,476

 

 

 

1,469

 

 

 

278

 

 

 

1,191

 

 

 

10

 

 

Asia-Pacific

 

 

21,114

 

 

 

19,969

 

 

 

1,145

 

 

 

314

 

 

 

831

 

 

 

4

 

 

Consolidated

 

$

92,520

 

 

$

87,935

 

 

$

4,585

 

 

$

873

 

 

$

3,712

 

 

 

4

 

%

PLP-USA costs and expenses of $44.2 million increased $1.4 million, or 3%.  Higher personnel related expenses, which include healthcare and benefits of $2.7 million and higher commission expense of $1.0 million, were partially offset by the non-recurrence of a $1.0 million charge in 2016 related to the lease expiration of the Company aircraft, a $.6 million improvement in net foreign currency transaction exchange effect combined with lower bad debt expense of $.5 million and various net expense decreases of $.2 million.  Foreign currency exchange gains were primarily related to translating into U.S. dollars its foreign currency denominated loans, trade receivables and royalty receivables from its foreign subsidiaries at the December 2017 year-end exchange rates.  International costs and expenses for the year ended December 31, 2016 were unfavorably impacted by $.9 million when local currencies were translated to U.S. dollars.  The following discussions of costs and expenses exclude the effect of currency translation.  The Americas costs and expenses increase of $.2 million was primarily due to a net loss on foreign currency transactional exchange of $1.0 million, partially offset by lower bad debt expense of $.5 million and lower professional fee expense of $.3 million.  EMEA costs and expenses of $13.9 million increased $1.2 million due to a net loss on foreign currency transactional exchange of $.4 million, higher personnel related costs of $.3 million, increased professional expense of $.1 million, increased commission expense of $.1 million combined with various net expense increases of $.3 million.  Asia-Pacific costs and expenses of $21.1 million increased $.8 million primarily due to higher personnel related expenses of $1.6 million, partially offset by lower commission expense of $.3 million and reduced professional fees of $.3 million combined with various net expense reductions of $.2 million.

Other income (expense).  Other expense for the year ended December 31, 2017 decreased $.2 million compared to 2016.  


Income taxes.  Income taxes for the years ended December 31, 2017 and 2016 were $13.2 million and $5.7 million, respectively, based on pre-tax income of $25.8 million and $21.0 million, respectively. The effective tax rate for the years ended December 31, 2017 and 2016 was 51.0% and 27.2%, respectively, compared to the U.S. federal statutory rate of 35%21.0%. Our effective tax rate is affected by recurring items, such as tax rates in foreign jurisdictions, which differ from the U.S. federal statutory income tax rate, and the relative amount of income earned in those jurisdictions where such earnings are permanently reinvested. It is also affected by discrete items that may occur in any given period but are not consistent from year to year. The following items had the most significant impact on the difference between our statutory U.S. federal income tax rate of 35%21.0%:

2021

1.
A $0.8 million, or 1.6%, net increase resulting from higher U.S. permanent items primarily related to limitations on the deductibility of executive compensation, plus credits.
2.
A $1.0 million, or 2.0%, net increase resulting from earnings in jurisdictions with higher tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.
3.
A $0.7 million, or 1.4%, net increase resulting from state and our effectivelocal taxes, net of federal benefit.

2020

1.
A $0.7 million, or 1.7%, net increase resulting from higher U.S. permanent items primarily related to limitations on the deductibility of executive compensation, plus credits.
2.
A $0.2 million, or 0.6%, net decrease resulting from losses in certain jurisdictions where no tax rate:

2017

4.

A $2.5 million, or 9.6%, increase resulting primarily from a $2.6 million charge as a result of the Transition Tax and partially offset by other U.S. permanent items and state and local income taxes.

benefit was previously recognized.

5.

A $3.2 million, or 12.2%, increase resulting from the net reduction in our deferred taxes due to the result of U.S. federal statutory rate decrease included in the Tax Act.  

3.
A $1.3 million, or 3.2%, net increase resulting from earnings in jurisdictions with higher tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.

6.

A $1.5 million, or 5.8%, decrease resulting from earnings in jurisdictions with lower tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.

4.
A $0.9 million, or 2.2%, net increase resulting from state and local taxes, net of federal benefit.

2016

3.

A $.4 million, or 2.0%, decrease resulting from losses in certain jurisdictions where no tax benefit was previously recognized.

4.

A $.5 million, or 2.2%, increase resulting primarily from incremental tax from the repatriation of foreign earnings, partially offset by other U.S. permanent items and state and local income taxes.

3.

A $.2 million, or 0.9%, decrease of unrecognized tax benefits due to expiration of statutes of limitations.

4.

A $1.5 million, or 7.1%, decrease resulting from earnings in jurisdictions with lower tax rates than the U.S. federal statutory rate where such earnings are permanently reinvested.

Net income. As a result of the preceding items, net income for the year ended December 31, 20172021 was $12.7$35.7 million, compared to $15.3$29.8 million for 2016.2020. Excluding the effect of currency translation, net income decreased $2.8increased $5.5 million as summarized in the following table:

 

Year Ended December 31

 

 

 

Year Ended December 31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

Change

 

 

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to

 

Excluding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

 

Currency

 

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Currency

 

Currency

 

%

 

 

2017

 

 

2016

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

 

2021

 

 

2020

 

 

Change

 

 

Translation

 

 

Translation

 

 

Change

 

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

Net income

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

(2,367

)

 

$

2,007

 

 

$

(4,374

)

 

$

0

 

 

$

(4,374

)

 

 

(218

)

%

 

$

24,384

 

$

16,564

 

$

7,820

 

$

0

 

$

7,820

 

47

 

%

The Americas

 

 

8,169

 

 

 

5,881

 

 

 

2,288

 

 

 

71

 

 

 

2,217

 

 

 

38

 

 

 

8,351

 

5,068

 

3,283

 

59

 

3,224

 

64

 

EMEA

 

 

4,088

 

 

 

6,243

 

 

 

(2,155

)

 

 

95

 

 

 

(2,250

)

 

 

(36

)

 

 

3,715

 

6,644

 

(2,929

)

 

335

 

(3,264

)

 

(49

)

 

Asia-Pacific

 

 

2,764

 

 

 

1,124

 

 

 

1,640

 

 

 

21

 

 

 

1,619

 

 

 

(144

)

 

 

 

(721

)

 

 

1,527

 

 

 

(2,248

)

 

 

20

 

 

 

(2,268

)

 

(149

)

 

Consolidated

 

$

12,654

 

 

$

15,255

 

 

$

(2,601

)

 

$

187

 

 

$

(2,788

)

 

 

(18

)

%

 

$

35,729

 

 

$

29,803

 

 

$

5,926

 

 

$

414

 

 

$

5,512

 

 

18

 

%

PLP-USAPLP-USA’s net income of $2.0$24.4 million was flat year over year.increased $7.8 million year-over-year, mainly due to an increase in operating income of $10.2 million, partially offset by an increase in income tax expense of $2.5 million. International net income for the year ended December 31, 20162021 was unfavorablyfavorably affected by $1.5approximately $0.4 million when local currencies were converted to U.S. dollars. The following discussion of net income excludes the effect of currency translation. The Americas net income of $8.4 million increased $3.5 million as a result of a $5.0 million increase in operating income, offset by an income tax expense increase of $1.5 million.  EMEA net income increased $2.1 million as a result of a $2.5 million increase in operating income offset by an increase in income taxes of $.4 million.  Asia-Pacific net (loss) income improved $4.5$3.2 million mainly as a result of a $3.9$1.5 million increase in operating income combined with the non-recurrencean increase in other income (expense) of $2.5

22


million, partially offset by an increase in income tax expense of $0.7 million. EMEA net income decreased $3.3 million as a result of a prior year receivable settlement of $.8$3.5 million decrease in operating income, partially offset by a lower year over yeardecrease in income tax expense. Asia-Pacific net income decreased $2.3 million mainly as a result of a $1.6 million decrease in operating income, a decrease in other income, net of $0.9 million, partially offset by a decrease in income tax benefitexpense for the region which was $.2 million lower.of $0.2 million.


WORKING CAPITAL, LIQUIDITY AND CAPITAL RESOURCES

Management Assessment of Liquidity

We measure liquidity on the basis of our ability to meet short-term and long-term operating needs, fund additional investments, including acquisitions, and make dividend payments to shareholders. Significant factors affecting the management of liquidity are cash flows from operating activities, capital expenditures, cash dividends, business acquisitions and access to bank lines of credit.

Our investments include expenditures required for equipment and facilities as well as expenditures in support of our strategic initiatives. In 2018,2021, we used cash of $9.5$18.4 million for capital expenditures. We ended 2018 with $43.9At December 21, 2021, we had $36.4 million of cash, cash equivalents and restricted cash (“cash”(collectively “Cash”). Our cashCash is held in various locations throughout the world. At December 31, 2018,2021, the majority of our cash is held outside the U.S.

We expect the majority of accumulated non-U.S. cash balances will remain outside of the U.S. and that we will meet U.S. liquidity needs through future cash flows, use of U.S. cash balances, external borrowings, or some combination of these sources.

We complete comprehensive reviews of our significant customers and their creditworthiness by analyzing financial statements for customers where we have identified a measure of increased risk. We closely monitor payments and developments that may signal possible customer credit issues. We currently have not identified any potential material impact on our liquidity from customer credit issues.

Our financial position remains strong and our current ratio at December 31, 20182021 and 20172020 was 3.12.6 to 1 and 3.32.4 to 1, respectively. Total debt, including Notes payable, at December 31, 20182021 was $35.5$59.6 million. At December 31, 2018, our unused availability under our line of credit was $49.8 million and our bank debt to equity percentage was 14.2%.  On March 13, 2018, the CompanyApril 17, 2020, we extended the term on its $65$65.0 million credit facilityCredit Facility (the "Facility") from June 30, 20192021 to June 30, 2021.2024 and added its Austrian subsidiary as a borrower on the Facility. All other terms remainremained the same, including the interest rate at LIBOR plus 1.125% unless itsthe Company’s funded debt to Earnings before Interest, Taxes and Depreciation ratio exceeds 2.25 to 1, thenat which point the LIBOR spread becomes 1.500%.  As ofAt December 31, 2018,2021, we had the Company’sfollowing borrowings on the $65.0 million Facility; the U.S. borrowed $3.4 million at 1.205%, our Polish subsidiary had borrowed $.9$6.1 million at a rate of 1.125% plus the Warsaw Interbank Offer Rate with a term expiring June 30, 2021.  As of December 31, 2018, the interest rates on the U.S. and Polish line of credit agreement were 3.63% and 2.77%2.455%, respectively.  As of December 31, 2018, the Company’sour Australian subsidiary had borrowed $2.1$2.4 million at a rate of 1.125% plus the Australian Bank Bill Swap Bid Rate with a term expiring June 30, 2021.  As of December 31, 2018, the interest rate on the Australian line of credit agreement was 2.96%2.980% and our Austrian subsidiary borrowed $1.4 million at 1.216%. Under the credit facility,Facility, at December 31, 2018, the Company2021, we had utilized $15.2$13.3 million with $49.8$51.7 million available, under the line of credit net of long-term outstanding letters of credit.credit of $0.1 million. Our bank debt to equity percentage was 18.8%. The PLP-USA line of credit provides for $5.0 million to be available to the Company’s subsidiaries.  The line of creditFacility agreement contains, among other provisions, requirements for maintaining levels of net worth and profitability. At both December 31, 2018 and 2017, the Company was2021, we were in compliance with allthese covenants.

On March 2, 2022, the we entered into an amendment to the Facility to increase the borrowing capacity from $65.0 million to $90.0 million. As part of this amendment, the index used to determine the interest rate changed from LIBOR to the Bloomberg Short Term Bank Yield Index ("BSBY"). The interest rate will now be defined as BSBY plus 1.125% unless the funded debt to Earnings before Interest, Taxes and Depreciation ration exceeds 2.25 to 1, at which point the BSBY spread becomes 1.500%. The amendment also allows us to change our rate from BSBY to the Second Overnight Financing Rate ("SOFR") at the its discretion. The amendment extended the maturity from June 30, 2024 to March 2, 2026. All other terms remain the same.

Our Asia-Pacific segment had $0.2 million and $0.6 million in restricted cash at December 31, 2021 and 2020, respectively. The restricted cash was used to secure bank debt and is included in Cash and Other assets for the years ended December 31, 2021 and 2020, respectively, on the balance sheet.

We own asold our corporate aircraft with a remainingin December of 2020, thereby eliminating the balance due on the previous loan which was secured by the corporate aircraft. The proceeds of $11.0the sale were used to pay off the debt associated with the former aircraft. On January 19, 2021, the Company received funding for a term loan in the amount of $20.5 million to fund the purchase of a new corporate aircraft. At December 31, 2021, the outstanding balance on the term loan was $18.8 million, of which $1.4$2.1 million iswas classified as short-term, with a term expiring current. See Note E in 2026.  The loan is secured by the purchased aircraft.Notes to Consolidated Financial Statements for more information.

We expect that our major source of funding for 20192022 and beyond will be our operating cash flows, our existing cash and cash equivalents as well as our line of creditCredit Facility agreement. We earn a significant amount of our operating income outside the United States, which, except for current earnings in certain jurisdictions, is deemed to be indefinitely reinvested in foreign jurisdictions. We currently do not intend nor foresee a need to repatriate these funds. We believe our future operating cash flows will be more than sufficient to cover debt repayments, other contractual obligations, capital expenditures and dividends for the next 12 months and thereafter for the

23


foreseeable future. In addition, we believe our borrowing capacity provides substantial financial resources, if needed, to supplement funding of capital expenditures and/or acquisitions. We also believe that we can further expand our borrowing capacity, if necessary,necessary; however, we do not believe we would increase our debt to a level that would have a material adverse impact upon results of operations or financial condition.

Sources and Uses of Cash

Cash at December 31, 20182021 decreased $1.7$8.8 million when compared to December 31, 2017.2020. Net cashCash provided by operating activities was $23.0$33.6 million. The most significant net investing and financing uses of cashCash were net payments of long-term debt of $85.5$14.2 million, capital expenditures of $9.5 million, a combined net purchase of marketable securities and a company-owned life insurance policy of $4.7$18.4 million, share repurchases of $4.2$5.3 million and dividends paid of $4.2 million, partially offset by net debt and notes payable proceeds of $85.5$4.1 million. Currency had a negative $1.6an unfavorable impact of $0.9 million impact on cashCash when translating foreign denominated financial statements to U.S. dollars.


Net cashCash provided by operating activities for the yearyears ended December 31, 20182021 and 20172020 was $23.0$33.6 million and $33.8$41.6 million, respectively. The $10.8$8.0 million decrease was primarily a result of an increase in cash usage for operating assets (netused to fund working capital of operating liabilities) of $24.4 million, which included a $5.3 million contribution to the pension plan,$26.9, partially offset by miscellaneous net favorable movements in non-cash items of $12.9 million and an increase in net income of $13.9$6.0 million.

Net cashCash used in investing activities of $14.0$18.2 million for the year ended December 31, 20182021 represents an increase of $11.5$4.2 million when compared to cashCash used in investing activities for the year ended December 31, 2017.2020. The increased use of cashCash was primarily related to a reduction in cash providedthe prior year Cash proceeds from fixed-term depositsthe sale of $8.5property and equipment of $10.5 million, along with net cash usedprimarily from the sale of $4.7 million related to the purchase of marketable securities and a company-owned life insurance policy,corporate aircraft, partially offset by a decrease in cash used for capital expenditures of $1.7$6.2 million.

Cash used in financing activities for the yearboth years ended December 31, 20182021 and 2020 was $9.1 million compared to a use of $19.6 million in the year ended December 31, 2017.$23.2 million. The $10.5 million improvement was primarily a result of a net favorableyear-over-year change in cash usage was due to an increase in net debt transactionspayments of $7.9$4.5 million, in 2018 as compared to 2017 andpartially offset by a net year-over-year decrease in cash used in capital stock transactions of $2.6$4.4 million.

We have commitments under operating leases primarily for office and manufacturing space, transportation equipment, office and computer equipment and capital leases, primarily for equipment.

Contractual obligations and other commercial commitments are summarized See Note F in the following tables:Notes to Consolidated Financial Statements for more information.

As of December 31, 2021, the Company had total outstanding guarantees of $10.0 million. Additionally, certain domestic and foreign customers require the Company to issue letters of credit or performance bonds as a condition of placing an order. As of December 31, 2021, the Company had total outstanding letters of credit of $2.2 million.

 

 

Payments Due by Period

 

Contractual Obligations

 

Total

 

 

Less than 1 year

 

 

1-3 years

 

 

4-5 years

 

 

After 5 years

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes payable to bank (A)

 

$

9,042

 

 

$

9,042

 

 

$

0

 

 

$

0

 

 

$

0

 

Long-term debt (B)

 

 

26,408

 

 

 

1,508

 

 

 

18,223

 

 

 

2,930

 

 

 

3,747

 

Capital leases

 

 

189

 

 

 

60

 

 

 

89

 

 

 

40

 

 

 

0

 

Operating leases

 

 

12,998

 

 

 

2,225

 

 

 

3,408

 

 

 

1,086

 

 

 

6,279

 

Purchase commitments

 

 

634

 

 

 

634

 

 

 

0

 

 

 

0

 

 

 

0

 

Pension contribution and other retirement plans (C)

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

Amount of Commitment Expiration by Period

 

Other Commercial Commitments

 

Total

 

 

Less than 1 year

 

 

1-3 years

 

 

4-5 years

 

 

After 5 years

 

(Thousands of dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Letters of credit

 

$

2,508

 

 

$

2,508

 

 

$

-

 

 

$

-

 

 

$

-

 

Guarantees

 

 

4,855

 

 

 

1,558

 

 

 

1,491

 

 

 

1,012

 

 

 

794

 

(A)

Interest on short-term debt is included in the table at interest rates from 2.83% to 9.40% in effect at December 31, 2018.

(B)

Interest on long-term debt is included in the table at interest rates from 2.71% to 4.60% based on the variable interest rates in effect at December 31, 2018.

(C)

The Company does not expect to make contributions to the Company’s defined benefit pension plan in 2019.  Future expected amounts beyond one year have not been disclosed as such amounts are subject to change based on performance of the assets in the plan as well as the discount rate used to determine the obligation.  

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our discussion and analysis of our financial condition and results of operations are based upon the consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amount of assets and liabilities, revenues and expenses and related disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results may differ from these estimates under different assumptions or conditions.

Critical accounting policies are defined as those that are reflective of significant judgment and uncertainties, and potentially may result in materially different outcomes under different assumptions and conditions.


Revenue Recognition

Net sales include products and shipping and handling charges, net of estimates for product returns. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products. All revenue is recognized when the Company satisfies the performance obligations under the contract and control of the product is transferred to the customer, primarily based on shipping terms. Revenue for shipping and handling charges are recognized at the time the products are shipped to, delivered to or picked up by the customer. The Company estimates product returns based on historical return rates.

Receivable AllowancesAllowance for Credit Losses

We maintain an allowance for doubtful accountscredit losses for estimated losses resulting from the inability of our customers to make required payments. We record estimated allowances for uncollectible accounts receivable based upon the number of days the accounts are past due, the current business environment, and specific information such as bankruptcy or liquidity issues of customers. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. The allowance for doubtful accountscredit losses represents approximately less than 3.5%3.0% and 3.8%2.8% of our trade receivables balance at December 31, 20182021 and 2017,2020, respectively.

24


Excess and Obsolescence Reserves

We provide excess and obsolescence reserves to state inventories at the lower of cost or estimated net realizable value. We identify inventory items that have had no usage or are in excess of the usages over the historical 12 to 24 months. A management team with representatives from marketing, manufacturing, engineering and finance reviews these inventory items, determines the disposition of the inventory and assesses the net realizable value based on their knowledge of the product and market conditions. These conditions include, among other things, future demand for product, product utility, unique customer order patterns or unique raw material purchase patterns, changes in customer and quality issues. The allowancereserve for excess and obsolete inventory was 9.6%6.6% and 10.6%7.5% of gross inventory for the years ended December 31, 20182021 and December 31, 2017,2020, respectively. If the impact of market conditions deteriorates from those projected by management, additional inventory reserves may be necessary.

Impairment of Long-Lived Assets

We record impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets are impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying value of those items. Our cash flows are based on historical results adjusted to reflect the best estimate of future market and operating conditions. The net carrying value of assets not recoverable is then reduced to fair value. The estimates of fair value represent the best estimate based on industry trends and reference to market rates and transactions.

Goodwill

We performOur measurement date for our annual impairment test is October 1 of each year. We did not have any impairment for goodwill utilizingfor the years ended December 31, 2021 or 2020. See Note J for additional information.

We may use both quantitative and qualitative approaches when testing goodwill for impairment. For selected reporting units where the qualitative approach is utilized, a qualitative evaluation of events and circumstances impacting the reporting unit is performed to determine if it is more likely than not that the fair value of the reporting unit exceeds its carrying amount. If that determination is made, no further evaluation is necessary. Otherwise, the Company performs a quantitative impairment test on the reporting unit.

For the quantitative approach, the Company uses a combination of the income approach, which uses a discounted cash flow methodology, and the market comparables, and an overallapproach, which uses comparable market capitalization reasonableness testmultiples, in computing fair value by reporting unit. WeThe Company then comparecompares the fair value of the reporting unit with its carrying value to assess if goodwill has been impaired. Based onThe fair value estimates are subjective and sensitive to significant assumptions, such as revenue growth rates, operating margins, the assumptions as to growth, discount ratesweighted-average cost of capital ("WACC"), and the weighting used for each respective valuation methodology, resultsestimated market multiples, of the valuations could be significantly changed.  However, we believewhich are affected by expectations of future market or economic conditions. The Company believes that the methodologies, significant assumptions, and weightings used are reasonable and result in appropriate fair values of the reporting units.

Our measurement date for our annualImpairment assessments inherently involve management judgments regarding a number of assumptions. Due to the multiple variables inherent in arriving at the estimates of the reporting unit's fair value, differences in assumptions could have an effect on the estimated fair value of a reporting unit and could result in goodwill impairment test is October 1 of each year.  We performed our annual impairment tests for goodwill as of October 1, 2018. We did not have any impairment for goodwill for the years ended December 31, 2018 or 2017. See Note J for additional information.charges in a future period.

Deferred Tax Assets

Deferred taxes are recognized at currently enacted tax rates for temporary differences between the financial reporting and income tax basis of assets and liabilities and operating loss and tax credit carryforwards. We establish a valuation allowance to record our deferred tax assets at an amount that is more-likely-than-not to be realized. In the event we were to determine that we would be able to realize our deferred tax assets in the future in excess of their recorded amount, an adjustment to the valuation allowance would increase income in the period such determination was made. Likewise, should we determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the valuation allowance would be charged to expense in the period such determination was made.

Uncertain Tax PositionsPension Obligations

We identify tax positions taken on the federal, state, local and foreign income tax returns filed or to be filed.  A tax position can include: a reduction in taxable income reported in a previously filed tax return or expected to be reported on a future tax return that


impacts the measurement of current or deferred  income tax assets or liabilities in the period being reported; a decision not to file a tax return; an allocation or a shift of income between jurisdictions; the characterization of income or a decision to exclude reporting taxable income in a tax return; or a decision to classify a transaction, entity or other position in a tax return as tax exempt.  We determine whether a tax position is an uncertain or a routine business transaction tax position that is more-likely-than-not to be sustained at the full amount upon examination.

Under FASB ASC 740 (“ASC 740”), “Tax Benefits from Uncertain Tax Positions” that reduce our current or future income tax liability are reported in our financial statements only to the extent that each benefit is recognized and measured under a two-step approach.  The first step requires us to assess whether each tax position based on its technical merits and facts and circumstances as of the reporting date, is more-likely-than-not to be sustained upon examination.  The second step measures the amount of tax benefit that we would recognize in the financial statements based on a cumulative probability approach.  A tax position that meets the more-likely-than-not threshold that is not highly certain is measured based on the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement with the tax authority, assuming that the tax authority has examined the position and has full knowledge of all relevant information.

ASC 740 requires subjectivity to identify outcomes and to assign probability in order to estimate the settlement amount.  We provide estimates in order to determine settlement amounts.  During the year ended December 31, 2018, we did not record any activity for uncertain tax positions.  At December 31, 2018, there was no reserve requirement for uncertain tax positions.

Pensions

We record obligations and expenses related to a pension benefit plan based on actuarial valuations, which include key assumptions on discount rates, expected returns on plan assets and compensation increases. These actuarial assumptions are reviewed annually and modified as appropriate. The effect of modifications is generally recorded or amortized over future periods. The discount rate of 4.25%2.92% at December 31, 20182021 reflects an analysis of yield curves as of the end of the year and the schedule of expected cash needs of the plan. The expected long-term return on plan assets of 8.0%6.50% reflects the plan’s historical returns and represents our best estimate of the likely future returns on the plan’s asset mix. We believe the assumptions used in recording obligations under the plans are reasonable based on prior experience, market conditions and the advice of plan actuaries. However, an increase in the discount rate would decrease the plan obligations and the net periodic benefit cost, while a decrease in the discount rate would increase the plan obligations and the net

25


periodic benefit cost. In addition, an increase in the expected long-term return on plan assets would decrease the net periodic pension cost, while a decrease in expected long-term return on plan assets would increase the net periodic pension cost.

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS26


In March 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-05, “Income Taxes (Topic 740), Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118.” The ASU adds various Securities and Exchange Commission (“SEC”) paragraphs pursuant to the issuance of the December 2017 SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which was effective immediately.  For additional details regarding SAB 118, refer to Note G “Income Taxes.”

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented.  The Company adopted ASU 2017-07 as of January 1, 2018.  The adoption did not have a material impact on the Company’s consolidated statements of operations and since prior period reclassifications were deemed immaterial, the Company elected to not make a retrospective adjustment to prior period income statements.  

In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash.”  The amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents.  The Company adopted ASU 2016-18 as of January 1, 2018 using a retrospective transition method to each period presented.  The cash, cash equivalents and restricted cash balance on the Company’s consolidated cash flow includes $.3 million and $1.2 million of restricted cash as of December 31, 2018 and December 31, 2017, respectively.  Restricted cash is included in Other assets on the Company’s consolidated balance sheet in each period presented.  The adoption of ASU 2016-18 did not have a material impact on the Company’s consolidated financial statements.  Refer to Note E “Debt Arrangements” for additional details regarding the Company’s restricted cash.  

In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.”  ASU 2016-16 modifies the recognition of income tax expense resulting from intra-entity transfers of assets other than


inventory.  Pursuant to this amendment, entities should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs.  This amendment eliminates the exception for an intra-entity transfer of assets other than inventory.  The Company adopted ASU 2016-16 as of January 1, 2018 with no material impact on the Company’s consolidated financial statements.  

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities”, which changes how companies recognize, measure, present and make disclosures about certain financial assets and financial liabilities. Under this guidance, entities have to measure certain equity investments, including available-for-sale securities, at fair value and recognize any changes in fair value in net income. ASU 2016-01 is effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods therein. The Company adopted ASU 2016-01 effective January 1, 2018.   Refer to Note K “Fair Value of Financial Assets and Liabilities” for additional details regarding the Company’s marketable securities.

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” or ASU 2014-09.  ASU 2014-09 requires an entity to recognize revenue in a manner that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  To achieve that core principle, the amendment provides five steps that an entity should apply when recognizing revenue.  The amendment also specifies the accounting of some costs to obtain or fulfill a contract with a customer and expands the disclosure requirements around contracts with customers.  In August 2015, the FASB issued ASU No. 2015-14 deferring the effective date of the amendment to annual reporting periods beginning after December 15, 2017, including interim periods therein.  

The Company implemented changes to processes and controls to meet the standard’s reporting and disclosure requirements and adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective transition method applied to contracts that were not yet completed at that date.  Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be presented based on the Company’s historic accounting policy.  The cumulative impact of adopting ASU 2014-09 as of January 1, 2018 did not have a material impact on the Company’s consolidated financial statements.  Further, the Company does not expect the impact of the adoption of ASU 2014-09 to be material to its consolidated financial statements on an ongoing basis. Refer to Note L “Revenue” for additional details regarding the Company’s revenue recognition policy.  

NEW ACCOUNTING STANDARDS TO BE ADOPTED

In February 2018, the FASB issued ASU 2018-02, “Income Statement (Topic 220), Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The FASB issued the update to provide amended guidance to allow a reclassification from Accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Act.  Additionally, under the new guidance an entity will be required to provide certain disclosures regarding stranded tax effects. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those years, and the guidance may be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal income tax rate in the Tax Act is recognized. Early adoption is permitted.  The Company is currently assessing the impact, if any, that the ASU will have on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).”  The amendments in this Update require the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements.  Accordingly, a lessee will recognize a lease asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation for leases classified as operating leases under previous guidance. Both the asset and liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease.  Initial costs directly attributable to negotiating and arranging the lease will be included in the asset. For leases with a term of 12 months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. Lessees will also be required to provide additional qualitative and quantitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. These disclosures are intended to supplement the amounts recorded in the financial statements and provide additional information about the nature of an organization’s leasing activities.  

This ASU is required to be applied using a modified retrospective adoption method with the option of applying the guidance either retrospectively to each prior comparative reporting period presented or retrospectively at the beginning of the period of adoption. This ASU is effective for interim and annual periods on January 1, 2019, and the Company will apply the transitional package of practical expedients allowed by the standard to not reassess the identification, classification and initial direct costs of leases commencing before this ASU's effective date; however, the Company will not elect the hindsight transitional practical expedient. The Company also will apply the practical expedient to not separate lease and non-lease components to new leases as well as existing leases through transition. The Company will elect an accounting policy to not apply recognition requirements of the guidance to short-term leases.


In July of 2018, the FASB issued ASU 2018-11, “Targeted Improvements to ASC 842,” which includes an option to not restate comparative periods in transition and elect to use the effective date of ASC 842, Leases, as the initial application of transition.  The amendments in Topic 842 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted.  

The Company established a cross-functional implementation team and is finalizing policy elections, the discount rate to be used on January 1, 2019, data and business processes and controls to support recognition and disclosure under the new standard.  As discussed above, the primary impact upon adoption will be the recognition of right of use assets and lease obligations, on a discounted basis, of our minimum lease obligations as disclosed in Note F “Leases”.   The adoption of this ASU is not expected to have a material impact on the Company’s results of operations, cash flows or debt covenants.   


Item 7A. Quantitative and QualitativeQualitative Disclosures About Market Risk

The Company operates manufacturing facilities and offices around the world and uses fixed and floating rate debt to finance the Company's global operations. As a result, the Company is subject to business risks inherent in non-U.S. activities, including political and economic uncertainty, import and export limitations and market risk related to changes in interest rates and foreign currency exchange rates. The Company believes that the political and economic risks related to the Company's international operations are mitigated due to the geographic diversity in which the Company's international operations are located.

Effective July 1, 2018, Argentina was designated as a highly inflationary economy as the projected three-year cumulative inflation rate exceeded 100%. As such, beginning July 1, 2018, the functional currency for the Company’s Argentina subsidiary became the U.S. dollar. The impact to the Company’s Consolidated financial statements was not material and is included in the December 31, 2018 results.  Revenue from operations in Argentina wasrepresented less than 2%1% of total consolidated net sales for the year ended December 31, 2018.2021 and less than 2% of consolidated net sales for the years ended December 31, 2020 and 2019.

As of December 31, 2018,2021, the Company had no$0.5 million in foreign currency forward exchange contracts outstanding. The Company does not hold derivatives for trading purposes.

The Company's primary currency rate exposures are related to foreign denominated debt, intercompany debt, forward exchange contracts, foreign denominated receivables and payables and cash and short-term investments. A hypothetical 10% change in currency rates would have a favorable/unfavorable impact on fair values on such instruments of $6.0$5.3 million and on income before tax of $2.7$1.6 million.

The Company is exposed to market risk, including changes in interest rates. The Company is subject to interest rate risk on its variable rate revolving credit facilities and term notes, which consisted of long-term borrowings of $35.5$43.2 million at December 31, 2018.2021. A 100 basis point increase in the interest rate would have resulted in an increase in interest expense of approximately $.3$0.6 million for the year ended December 31, 2018.2021.

Included in the Company’s accounting for the defined benefit pension plan (“Plan”) are assumptions on future discount rates and the expected return on Plan assets. The Company considers current market conditions, including changes in interest rates and Plan asset investment returns. Actuarial assumptions may differ materially from actual results due to changing market, demographic and economic conditions or higher or lower withdrawal rates. These differences may result in a significant impact to the amount of net pension expense or income recorded in the future.

A discount rate is used to determine the present value of future payments. In general, our liability increases as the discount rate decreases and decreases as the discount rate increases. The discount rate used to determine the future benefit obligation was 4.25%2.92% and 2.69% at both years ended December 31, 20182021 and 2017.2020, respectively. The discount rate is a significant factor in determining the amounts reported. A 50 basis point change in the discount rate of 4.25%2.92% used at December 31, 20182021 would have a $.1$3.4 million effect on the Plan’s projected benefit obligation.

The Company developed the expected return on Plan assets by considering various factors which include targeted asset allocation percentages, historical returns, and expected future returns. The Company assumed an expected rate of return of 8.0% in both 20186.50% and 2017.7.00% for the years ended December 31, 2021 and 2020, respectively. A 50 basis point change in the expected rate of return would have a $.3$0.2 million effect on the Plan’s subsequent year’s net periodic pension cost.


As discussed elsewhere in this report, the continuing effects of COVID-19 could negatively impact the Company’s business and results of operations. Since we cannot predict the duration or scope of the COVID-19 pandemic or the possibility or severity of new variants, the potential negative financial impact to the Company’s results cannot be reasonably estimated but could be material. Although the recent deployment of vaccinations is expected to mitigate potential future adverse impact, the impact cannot be predicted with certainty.

27


Item 8. Financial StatementsStatements and Supplementary Data

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

of Preformed Line Products Company

Opinion on the Financial Statements

We have audited the accompanying Consolidated Balance Sheets of Preformed Line Products and subsidiaries (the Company) as of December 31, 20182021 and 2017, and2020, the related Statements of Consolidated Income, Comprehensive Income, Cash Flows, and Shareholders' Equity for each of the three years in the period ended December 31, 20182021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “financial“consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, 20182021 and 2017,2020, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2018,2021, in conformity with U.S. generally accepted accounting principles.



We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2018,2021, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 8, 20194, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.





We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

28


Quantitative Impairment Assessment of Goodwill

Description of the matter

How we addressed the matter
in our audit

At December 31, 2021, the Company’s goodwill was $28.2 million. As discussed in Note J to the consolidated financial statements, goodwill is tested for impairment at least annually at the reporting unit level or more frequently if impairment indicators arise using either a qualitative or quantitative assessment. Under the quantitative assessment, goodwill is tested for impairment utilizing a combination of the income approach, which uses a discounted cash flow methodology, and the market approach, which uses comparable company market multiples, to estimate the fair value of each reporting unit.

Auditing management’s quantitative goodwill impairment assessment for one reporting unit was complex and highly judgmental due to the significant estimation required to determine the fair value of the reporting unit. In particular, the fair value estimate was sensitive to significant assumptions, such as revenue growth rates, operating margins, weighted average cost of capital (WACC), and estimated market multiples, which are affected by expectations of future market or economic conditions.

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment process. This included controls over management’s review of the significant assumptions underlying the fair value determination described above.

To test the estimated fair value of the Company’s reporting unit, we performed audit procedures that included, among others, assessing the methodologies used, testing the significant assumptions described above, and testing the underlying data used by the Company in its analysis. For example, we compared the significant assumptions used by management to current industry and economic trends and to historical results. We assessed the historical accuracy of management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value of the reporting unit that would result from changes in the assumptions. We also utilized our specialists to review the methodology, and certain assumptions such as the WACC and market multiples.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2008

Cleveland, Ohio

March 8, 20194, 2022

29



PREFORMED LINE PRODUCTS COMPANY

CONSOLIDATED BALANCE SHEETS

 

December 31

 

 

December 31

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

 

(Thousands of dollars, except share and per share data)

 

 

(Thousands of dollars, except share and per share data)

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

43,609

 

 

$

44,358

 

Accounts receivable, less allowances of $3,178 ($3,325 in 2017)

 

 

73,139

 

 

 

73,972

 

Cash, cash equivalents and restricted cash

 

$

36,406

 

$

45,175

 

Accounts receivable, less allowances of $3,744 ($3,464 in 2020)

 

98,203

 

92,686

 

Inventories - net

 

 

85,259

 

 

 

77,886

 

 

114,507

 

97,537

 

Prepaids

 

 

6,205

 

 

 

3,434

 

Prepaid taxes

 

 

3,169

 

 

 

5,266

 

Prepaid expenses

 

19,778

 

17,660

 

Other current assets

 

 

2,882

 

 

 

2,214

 

 

 

3,217

 

 

 

3,256

 

TOTAL CURRENT ASSETS

 

 

214,263

 

 

 

207,130

 

 

272,111

 

256,314

 

Property, plant and equipment - net

 

 

102,955

 

 

 

108,598

 

 

149,774

 

125,965

 

Intangibles - net

 

 

8,458

 

 

 

10,020

 

Operating lease, right-of-use assets

 

12,400

 

13,139

 

Goodwill

 

 

15,621

 

 

 

16,544

 

 

28,194

 

29,508

 

Other intangible assets - net

 

12,039

 

14,443

 

Deferred income taxes

 

 

6,900

 

 

 

7,774

 

 

3,839

 

10,863

 

Other assets

 

 

10,600

 

 

 

9,719

 

 

 

10,661

 

 

 

10,855

 

TOTAL ASSETS

 

$

358,797

 

 

$

359,785

 

 

$

489,018

 

 

$

461,087

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade accounts payable

 

$

26,414

 

 

$

25,141

 

 

$

42,376

 

$

31,646

 

Notes payable to banks

 

 

9,042

 

 

 

864

 

 

16,423

 

17,428

 

Operating lease liabilities, current

 

1,986

 

2,240

 

Current portion of long-term debt

 

 

1,448

 

 

 

1,448

 

 

3,116

 

5,216

 

Accrued compensation and amounts withheld from employees

 

 

11,153

 

 

 

11,461

 

Accrued compensation

 

13,756

 

14,736

 

Accrued expenses and other liabilities

 

 

12,582

 

 

 

14,686

 

 

17,522

 

17,508

 

Accrued profit-sharing and other benefits

 

 

6,982

 

 

 

6,284

 

 

7,947

 

8,252

 

Dividends payable

 

 

1,051

 

 

 

1,046

 

 

1,301

 

1,292

 

Income taxes payable

 

 

815

 

 

 

1,903

 

 

 

1,108

 

 

 

5,456

 

TOTAL CURRENT LIABILITIES

 

 

69,487

 

 

 

62,833

 

 

105,535

 

103,774

 

Long-term debt, less current portion

 

 

24,960

 

 

 

34,598

 

 

40,048

 

33,333

 

Unfunded pension obligation

 

 

5,259

 

 

 

10,664

 

Pension obligation

 

3,653

 

5,826

 

Operating lease liabilities, non-current

 

8,154

 

8,743

 

Deferred income taxes

 

 

1,711

 

 

 

2,090

 

 

2,791

 

2,921

 

Other noncurrent liabilities

 

 

8,010

 

 

 

11,063

 

 

12,737

 

14,421

 

SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares - $2 par value per share, 15,000,000 shares authorized, 5,020,410 and

5,038,207 issued and outstanding, at December 31, 2018 and December 31, 2017, respectively

 

 

12,662

 

 

 

12,593

 

Common shares issued to rabbi trust, 269,630 and 289,026 shares at December 31,

2018 and December 31, 2017, respectively

 

 

(11,008

)

 

 

(11,834

)

Common shares - $2 par value per share, 15,000,000 shares authorized, 4,907,143
and
4,902,233 issued and outstanding, at December 31, 2021 and December 31,
2020, respectively

 

13,185

 

13,028

 

Common shares issued to rabbi trust, 243,138 and 265,508 shares at December 31,
2021 and December 31, 2020, respectively

 

(10,102

)

 

(10,940

)

Deferred compensation liability

 

 

11,008

 

 

 

11,834

 

 

10,102

 

10,940

 

Paid-in capital

 

 

34,401

 

 

 

29,734

 

 

47,814

 

43,134

 

Retained earnings

 

 

334,170

 

 

 

311,765

 

 

410,673

 

379,035

 

Treasury shares, at cost, 1,310,387 and 1,258,069 shares at

 

 

 

 

 

 

 

 

December 31, 2018 and December 31, 2017, respectively

 

 

(72,280

)

 

 

(68,115

)

Treasury shares, at cost, 1,685,387 and 1,611,927 shares at December 31 and

 

 

 

 

 

December 31, 2020, respectively

 

(93,836

)

 

(88,568

)

Accumulated other comprehensive loss

 

 

(59,583

)

 

 

(47,440

)

 

 

(61,719

)

 

 

(54,551

)

TOTAL PREFORMED LINE PRODUCTS COMPANY SHAREHOLDERS' EQUITY

 

316,117

 

292,078

 

Noncontrolling interest

 

 

(17

)

 

 

(9

)

TOTAL SHAREHOLDERS' EQUITY

 

 

249,370

 

 

 

238,537

 

 

316,100

 

292,069

 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 

$

358,797

 

 

$

359,785

 

 

$

489,018

 

 

$

461,087

 

See notes to consolidated financial statements.

30



PREFORMED LINE PRODUCTS COMPANY

STATEMENTS OF CONSOLIDATED INCOME

 

Year Ended December 31

 

 

Year Ended December 31

 

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

 

(In thousands, except per share data)

 

 

(In thousands, except per share data)

 

Net sales

 

$

420,878

 

 

$

378,212

 

 

$

336,634

 

 

$

517,417

 

$

466,449

 

$

444,861

 

Cost of products sold

 

 

288,647

 

 

 

259,584

 

 

 

227,220

 

 

 

351,175

 

 

 

312,436

 

 

 

304,266

 

GROSS PROFIT

 

 

132,231

 

 

 

118,628

 

 

 

109,414

 

 

166,242

 

154,013

 

140,595

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling

 

 

36,358

 

 

 

34,048

 

 

 

31,799

 

 

40,539

 

35,637

 

36,609

 

General and administrative

 

 

45,398

 

 

 

43,160

 

 

 

42,057

 

 

55,257

 

56,335

 

51,806

 

Research and engineering

 

 

15,107

 

 

 

14,327

 

 

 

14,025

 

 

19,188

 

17,625

 

17,187

 

Other operating expenses - net

 

 

2,434

 

 

 

985

 

 

 

54

 

 

 

3,709

 

 

 

4,209

 

 

 

2,366

 

 

 

99,297

 

 

 

92,520

 

 

 

87,935

 

 

118,693

 

113,806

 

107,968

 

OPERATING INCOME

 

 

32,934

 

 

 

26,108

 

 

 

21,479

 

 

47,549

 

40,207

 

32,627

 

Other income (expense)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

486

 

 

 

430

 

 

 

291

 

 

169

 

259

 

783

 

Interest expense

 

 

(1,290

)

 

 

(1,061

)

 

 

(844

)

 

(2,023

)

 

(2,396

)

 

(2,217

)

Other income (expense)

 

 

458

 

 

 

329

 

 

 

27

 

Other income - net

 

 

3,201

 

 

 

2,501

 

 

 

265

 

 

 

(346

)

 

 

(302

)

 

 

(526

)

 

 

1,347

 

 

 

364

 

 

 

(1,169

)

INCOME BEFORE INCOME TAXES

 

 

32,588

 

 

 

25,806

 

 

 

20,953

 

 

48,896

 

40,571

 

31,458

 

Income taxes

 

 

6,007

 

 

 

13,152

 

 

 

5,698

 

Income tax expense

 

 

13,175

 

 

 

10,810

 

 

 

8,122

 

NET INCOME

 

$

26,581

 

 

$

12,654

 

 

$

15,255

 

 

$

35,721

 

 

$

29,761

 

 

$

23,336

 

BASIC EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

5.28

 

 

$

2.48

 

 

$

2.95

 

DILUTED EARNINGS PER SHARE

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

5.21

 

 

$

2.47

 

 

$

2.95

 

Cash dividends declared per share

 

$

0.80

 

 

$

0.80

 

 

$

0.80

 

Weighted-average number of shares outstanding - basic

 

 

5,032

 

 

 

5,102

 

 

 

5,166

 

Weighted-average number of shares outstanding - diluted

 

 

5,107

 

 

 

5,133

 

 

 

5,178

 

Net loss (income) attributable to noncontrolling interests

 

 

8

 

 

 

42

 

 

 

(33

)

NET INCOME ATTRIBUTABLE TO PREFORMED LINE PRODUCTS COMPANY SHAREHOLDERS

 

$

35,729

 

 

$

29,803

 

 

$

23,303

 

AVERAGE NUMBER OF SHARES OF COMMON STOCK OUTSTANDING:

 

 

 

 

 

 

 

Basic

 

4,907

 

4,923

 

5,031

 

Diluted

 

4,970

 

4,984

 

5,087

 

EARNINGS PER SHARE OF COMMON STOCK ATTRIBUTABLE TO PREFORMED LINE PRODUCTS COMPANY SHAREHOLDERS:

 

 

 

 

 

 

 

Basic

 

$

7.28

 

 

$

6.05

 

 

$

4.63

 

Diluted

 

$

7.19

 

 

$

5.98

 

 

$

4.58

 

 

 

 

 

 

 

 

See notes to consolidated financial statements.

31



PREFORMED LINE PRODUCTS COMPANY

STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME

 

Year Ended December 31

 

 

Year Ended December 31

 

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

 

(Thousands of dollars)

 

 

(Thousands of dollars)

 

Net income

 

$

26,581

 

 

$

12,654

 

 

$

15,255

 

 

$

35,721

 

$

29,761

 

$

23,336

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income, net of tax:

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

(12,285

)

 

 

10,070

 

 

 

(3,579

)

 

(8,376

)

 

3,835

 

2,028

 

Recognized net actuarial gains

 

 

386

 

 

 

269

 

 

 

326

 

 

469

 

363

 

397

 

Gain (loss) on unfunded pension obligations

 

 

(244

)

 

 

(410

)

 

 

35

 

 

 

739

 

 

 

(1,396

)

 

 

(195

)

Other comprehensive income (loss), net of tax

 

 

(12,143

)

 

 

9,929

 

 

 

(3,218

)

Comprehensive income

 

$

14,438

 

 

$

22,583

 

 

$

12,037

 

Other comprehensive (loss) income, net of tax

 

(7,168

)

 

2,802

 

2,230

 

Less: Comprehensive loss (income) attributable to noncontrolling interests

 

 

8

 

 

 

42

 

 

 

(33

)

Comprehensive income attributable to Preformed Line Products Company shareholders

 

$

28,561

 

 

$

32,605

 

 

$

25,533

 

See notes to consolidated financial statements.

32



PREFORMED LINE PRODUCTS COMPANY

STATEMENTS OF CONSOLIDATED CASH FLOWS

 

Year Ended December 31

 

 

Year Ended December 31

 

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

 

(Thousands of dollars)

 

 

(Thousands of dollars)

 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

26,581

 

 

$

12,654

 

 

$

15,255

 

 

$

35,721

 

$

29,761

 

$

23,336

 

Adjustments to reconcile net income to net cash provided by operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

12,444

 

 

 

12,790

 

 

 

11,996

 

 

15,564

 

13,838

 

13,748

 

Provision for accounts receivable allowances

 

 

1,206

 

 

 

1,165

 

 

 

2,184

 

 

2,895

 

2,053

 

2,132

 

Provision for inventory reserves

 

 

2,402

 

 

 

1,205

 

 

 

2,736

 

 

3,052

 

2,035

 

1,283

 

Deferred income taxes

 

 

314

 

 

 

2,436

 

 

 

2,249

 

 

6,544

 

(3,380

)

 

(1,274

)

Share-based compensation expense

 

 

4,236

 

 

 

3,055

 

 

 

1,366

 

 

4,163

 

4,089

 

4,396

 

(Gain) loss on sale of property and equipment

 

 

(156

)

 

 

160

 

 

 

(20

)

 

(184

)

 

1,108

 

10

 

Other - net

 

 

192

 

 

 

213

 

 

 

539

 

 

656

 

6

 

292

 

Changes in operating assets and liabilities

assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(4,499

)

 

 

(9,205

)

 

 

(2,292

)

 

(11,576

)

 

(10,539

)

 

(9,777

)

Inventories

 

 

(13,703

)

 

 

(2,208

)

 

 

(6,354

)

 

(24,154

)

 

80

 

(9,455

)

Prepaid expenses

 

(2,974

)

 

(8,786

)

 

(932

)

Trade accounts payables and accrued liabilities

 

 

3,048

 

 

 

4,957

 

 

 

4,270

 

 

11,558

 

6,952

 

6,087

 

Income taxes, net

 

 

(1,896

)

 

 

7,134

 

 

 

(4,999

)

Accrued income and other taxes

 

(4,332

)

 

3,470

 

634

 

Contributions to company pension plan

 

 

(5,340

)

 

 

(225

)

 

 

(991

)

 

0

 

(330

)

 

0

 

Other - net

 

 

(1,853

)

 

 

(301

)

 

 

35

 

 

 

(3,335

)

 

 

1,285

 

 

 

(3,263

)

NET CASH PROVIDED BY OPERATING ACTIVITIES

 

 

22,976

 

 

 

33,830

 

 

 

25,974

 

 

33,598

 

41,642

 

27,217

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(9,528

)

 

 

(11,233

)

 

 

(24,725

)

 

(18,384

)

 

(24,569

)

 

(29,467

)

Proceeds from the sale of property and equipment

 

 

195

 

 

 

142

 

 

 

70

 

 

141

 

10,525

 

54

 

Purchase of marketable securities

 

 

(4,690

)

 

 

0

 

 

 

0

 

 

0

 

0

 

(496

)

Proceeds from sale of marketable securities

 

 

2,953

 

 

 

0

 

 

 

0

 

 

0

 

0

 

2,309

 

Purchase of company owned life insurance policy

 

 

(2,953

)

 

 

0

 

 

 

0

 

Fixed-term deposits

 

 

0

 

 

 

8,527

 

 

 

(3,815

)

Purchase of company owned life insurance policies

 

0

 

0

 

(2,309

)

Acquisition of businesses, net of cash

 

 

0

 

 

 

0

 

 

 

(18,894

)

NET CASH USED IN INVESTING ACTIVITIES

 

 

(14,023

)

 

 

(2,564

)

 

 

(28,470

)

 

(18,243

)

 

(14,044

)

 

(48,803

)

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (decrease) in notes payable to banks

 

 

8,446

 

 

 

(537

)

 

 

851

 

 

376

 

9,465

 

(355

)

Proceeds from long-term debt

 

 

76,030

 

 

 

55,581

 

 

 

70,274

 

 

98,919

 

90,847

 

93,036

 

Payments of long-term debt

 

 

(85,496

)

 

 

(63,981

)

 

 

(57,742

)

 

(113,537

)

 

(110,083

)

 

(64,124

)

Dividends paid

 

 

(4,088

)

 

 

(4,099

)

 

 

(4,170

)

 

(4,128

)

 

(4,184

)

 

(4,230

)

Excess tax benefits from share-based awards

 

0

 

 

0

 

 

 

(2

)

Proceeds from issuance of common shares

 

 

222

 

 

 

1,962

 

 

 

248

 

 

409

 

252

 

213

 

Purchase of common shares for treasury

 

 

(191

)

 

 

(2

)

 

 

(3,108

)

 

(177

)

 

(5,836

)

 

(2,800

)

Purchase of common shares for treasury from related parties

 

 

(3,974

)

 

 

(8,475

)

 

 

(1,962

)

 

 

(5,092

)

 

 

(3,626

)

 

 

(4,026

)

NET CASH (USED IN) PROVIDED BY FINANCING

ACTIVITIES

 

 

(9,051

)

 

 

(19,551

)

 

 

4,389

 

 

(23,230

)

 

(23,165

)

 

17,714

 

Effects of exchange rate changes on cash and cash equivalents

 

 

(1,591

)

 

 

1,359

 

 

 

(1,539

)

 

 

(894

)

 

 

1,479

 

 

 

(775

)

Net (decrease) increase in cash, cash equivalents and restricted cash

 

 

(1,689

)

 

 

13,074

 

 

 

354

 

 

(8,769

)

 

5,912

 

(4,647

)

Cash, cash equivalents and restricted cash at beginning of year

 

 

45,599

 

 

 

32,525

 

 

 

32,171

 

 

 

45,175

 

 

 

39,263

 

 

 

43,910

 

CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF YEAR(1)

 

$

43,910

 

 

$

45,599

 

 

$

32,525

 

 

$

36,406

 

 

$

45,175

 

 

$

39,263

 

(1)

Includes restricted cash of $.3 million, $1.2 and $1.8 million for the years ended December 31, 2018, 2017 and 2016, respectively.  For further information regarding restricted cash, refer to Note E, “Debt Arrangements.”

(1) Non-cash investing and financing activities: The Company purchased a new corporate aircraft during the year ended December 31, 2021 with a term loan in the principal amount of $20.5 million. For further information regarding this transaction, refer to Note E, “Debt and Credit Arrangements.”

See notes to consolidated financial statements.

33



PREFORMED LINE PRODUCTS COMPANY

STATEMENTS OF CONSOLIDATED SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Other

Comprehensive Income

(Loss)

 

 

 

 

 

 

 

Common Shares

 

 

Common

Shares

Issued to

Rabbi Trust

 

 

Deferred

Compensation Liability

 

 

Paid in

Capital

 

 

Retained

Earnings

 

 

Treasury

Shares

 

 

Cumulative

Translation

Adjustment

 

 

Unrecognized

Pension

Benefit Cost

 

 

Total

 

 

(In thousands, except share and per share data)

 

Balance at January 1, 2016

 

$

12,478

 

 

$

(12,052

)

 

$

12,052

 

 

$

22,916

 

 

$

292,311

 

 

$

(54,570

)

 

$

(47,916

)

 

$

(6,235

)

 

$

218,984

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15,255

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15,255

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,579

)

 

 

 

 

 

 

(3,579

)

Recognized net actuarial loss, net of tax

   provision of $196

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

326

 

 

 

326

 

Gain on unfunded pension obligations,

   net of tax provision of $21

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

35

 

 

 

35

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,037

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,366

 

 

 

(27

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,339

 

Excess tax benefits from share-based awards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

Purchase of 118,430 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,070

)

 

 

 

 

 

 

 

 

 

 

(5,070

)

Issuance of 15,131 common shares

 

 

30

 

 

 

 

 

 

 

 

 

 

 

345

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

375

 

Common shares issued to rabbi trust of

   646, net

 

 

 

 

 

 

(2

)

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

Cash dividends declared - $.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,124

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,124

)

Balance at December 31, 2016

 

$

12,508

 

 

$

(12,054

)

 

$

12,054

 

 

$

24,629

 

 

$

303,415

 

 

$

(59,640

)

 

$

(51,495

)

 

$

(5,874

)

 

$

223,543

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,654

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,654

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,070

 

 

 

 

 

 

 

10,070

 

Recognized net actuarial loss, net

   of tax provision of $199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

269

 

 

 

269

 

(Loss) on unfunded pension obligations,

   net of tax provision of $247

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(410

)

 

 

(410

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22,583

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,055

 

 

 

(231

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,824

 

Purchase of 121,626 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(8,475

)

 

 

 

 

 

 

 

 

 

 

(8,475

)

Issuance of 42,080 common shares

 

 

85

 

 

 

 

 

 

 

 

 

 

 

2,050

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,135

 

Common shares distributed from rabbi trust of 8,255, net

 

 

 

 

 

 

220

 

 

 

(220

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

Cash dividends declared - $.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,073

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,073

)

Balance at December 31, 2017

 

$

12,593

 

 

$

(11,834

)

 

$

11,834

 

 

$

29,734

 

 

$

311,765

 

 

$

(68,115

)

 

$

(41,425

)

 

$

(6,015

)

 

$

238,537

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

26,581

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

26,581

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(12,285

)

 

 

 

 

 

 

(12,285

)

Recognized net actuarial gain, net

   of tax provision of $139

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

386

 

 

 

386

 

(Loss) on unfunded pension obligations,

   net of tax benefit of $77

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(244

)

 

 

(244

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,438

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,236

 

 

 

(152

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,084

 

Purchase of 52,318 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,165

)

 

 

 

 

 

 

 

 

 

 

(4,165

)

Issuance of 34,521 common shares

 

 

69

 

 

 

 

 

 

 

 

 

 

 

431

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

500

 

Common shares distributed from rabbi trust of 19,396, net

 

 

 

 

 

 

826

 

 

 

(826

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

Cash dividends declared - $.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,024

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,024

)

Balance at December 31, 2018

 

$

12,662

 

 

$

(11,008

)

 

$

11,008

 

 

$

34,401

 

 

$

334,170

 

 

$

(72,280

)

 

$

(53,710

)

 

$

(5,873

)

 

$

249,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Other
Comprehensive Income
(Loss)

 

 

 

 

 

 

 

 

 

 

 

 

Common Shares

 

 

Common
Shares
Issued to
Rabbi Trust

 

 

Deferred
Compensation Liability

 

 

Paid in
Capital

 

 

Retained
Earnings

 

 

Treasury
Shares

 

 

Cumulative
Translation
Adjustment

 

 

Unrecognized
Pension
Benefit Cost

 

 

Total Preformed Line Products Company Equity

 

 

Noncontrolling Interests

 

 

Total Equity

 

 

(In thousands, except share and per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2019

 

$

12,662

 

 

$

(11,008

)

 

$

11,008

 

 

$

34,401

 

 

$

334,170

 

 

$

(72,280

)

 

$

(53,710

)

 

$

(5,873

)

 

$

249,370

 

 

$

0

 

 

$

249,370

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

23,303

 

 

 

 

 

 

 

 

 

 

 

 

23,303

 

 

 

33

 

 

 

23,336

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,028

 

 

 

 

 

 

2,028

 

 

 

 

 

 

2,028

 

Recognized net actuarial gain, net
   of tax provision of $
123

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

397

 

 

 

397

 

 

 

 

 

 

397

 

Loss on unfunded pension obligations,
   net of tax benefit of $
60

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(195

)

 

 

(195

)

 

 

 

 

 

(195

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

25,533

 

 

 

33

 

 

 

25,566

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

4,396

 

 

 

(167

)

 

 

 

 

 

 

 

 

 

 

 

4,229

 

 

 

 

 

 

4,229

 

Purchase of 120,848 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,826

)

 

 

 

 

 

 

 

 

(6,826

)

 

 

 

 

 

(6,826

)

Issuance of 88,377 common shares

 

 

186

 

 

 

 

 

 

 

 

 

57

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

243

 

 

 

 

 

 

243

 

Common shares distributed from rabbi trust of 1,989, net

 

 

 

 

 

27

 

 

 

(27

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

 

 

 

0

 

Cash dividends declared - $0.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,014

)

 

 

 

 

 

 

 

 

 

 

 

(4,014

)

 

 

 

 

 

(4,014

)

Balance at December 31, 2019

 

$

12,848

 

 

$

(10,981

)

 

$

10,981

 

 

$

38,854

 

 

$

353,292

 

 

$

(79,106

)

 

$

(51,682

)

 

$

(5,671

)

 

$

268,535

 

 

$

33

 

 

$

268,568

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

29,803

 

 

 

 

 

 

 

 

 

 

 

 

29,803

 

 

 

(42

)

 

 

29,761

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,835

 

 

 

 

 

 

3,835

 

 

 

 

 

 

3,835

 

Recognized net actuarial gain, net
   of tax provision of $
112

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

363

 

 

 

363

 

 

 

 

 

 

363

 

Loss on unfunded pension obligations,
   net of tax benefit of $
433

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,396

)

 

 

(1,396

)

 

 

 

 

 

(1,396

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,605

 

 

 

(42

)

 

 

32,563

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

4,089

 

 

 

(148

)

 

 

 

 

 

 

 

 

 

 

 

3,941

 

 

 

 

 

 

3,941

 

Purchase of 120,848 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,462

)

 

 

 

 

 

 

 

 

(9,462

)

 

 

 

 

 

(9,462

)

Issuance of 88,377 common shares

 

 

180

 

 

 

 

 

 

 

 

 

191

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

371

 

 

 

 

 

 

371

 

Common shares distributed from rabbi trust of 19,396, net

 

 

 

 

 

41

 

 

 

(41

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

 

 

 

0

 

Cash dividends declared - $0.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,912

)

 

 

 

 

 

 

 

 

 

 

 

(3,912

)

 

 

 

 

 

(3,912

)

Balance at December 31, 2020

 

$

13,028

 

 

$

(10,940

)

 

$

10,940

 

 

$

43,134

 

 

$

379,035

 

 

$

(88,568

)

 

$

(47,847

)

 

$

(6,704

)

 

$

292,078

 

 

$

(9

)

 

$

292,069

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

35,729

 

 

 

 

 

 

 

 

 

 

 

 

35,729

 

 

 

(8

)

 

 

35,721

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(8,376

)

 

 

 

 

 

(8,376

)

 

 

 

 

 

(8,376

)

Recognized net actuarial gain, net
   of tax provision of $
145

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

469

 

 

 

469

 

 

 

 

 

 

469

 

Loss on unfunded pension obligations,
   net of tax benefit of $
229

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

739

 

 

 

739

 

 

 

 

 

 

739

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28,561

 

 

 

(8

)

 

 

28,553

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

4,163

 

 

 

(166

)

 

 

 

 

 

 

 

 

 

 

 

3,997

 

 

 

 

 

 

3,997

 

Purchase of 73,460 common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,268

)

 

 

 

 

 

 

 

 

(5,268

)

 

 

 

 

 

(5,268

)

Issuance of 78,730 common shares

 

 

157

 

 

 

 

 

 

 

 

 

517

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

674

 

 

 

 

 

 

674

 

Common shares distributed from rabbi trust of 22,370, net

 

 

 

 

 

838

 

 

 

(838

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

 

 

 

0

 

Cash dividends declared - $0.80 per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,925

)

 

 

 

 

 

 

 

 

 

 

 

(3,925

)

 

 

 

 

 

(3,925

)

Balance at December 31, 2021

 

$

13,185

 

 

$

(10,102

)

 

$

10,102

 

 

$

47,814

 

 

$

410,673

 

 

$

(93,836

)

 

$

(56,223

)

 

$

(5,496

)

 

$

316,117

 

 

$

(17

)

 

$

316,100

 

See notes to consolidated financial statements.

34



PREFORMED LINE PRODUCTS COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tables in thousands of dollars, except share and per share data, unless specifically noted)

Note A - Significant Accounting Policies

Nature of Operations

Preformed Line Products Company and subsidiaries (the “Company”) is a designer and manufacturer of products and systems employed in the construction and maintenance of overhead and underground networks for the energy, telecommunication, cable operators, data communication and other similar industries. The Company’s primary products support, protect, connect, terminate and secure cables and wires. The Company also provides solar hardware systems and mounting hardware for a variety of solar power applications. The Company’s customers include public and private energy utilities and communication companies, cable operators, governmental agencies, contractors and subcontractors, distributors and value-added resellers. The Company serves its worldwide markets through strategically located domestic and international manufacturing facilities.

Principles of Consolidation and Noncontrolling Interests

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries for which it has a controlling interest. All intercompany accounts and transactions have been eliminated upon consolidation.

Noncontrolling interests are presented in the Company’s Consolidated Financial Statements as if parent company investors (controlling interests) and other minority investors (noncontrolling interests) in partially owned subsidiaries have similar economic interests in a single entity. As a result, investments in noncontrolling interests are reported as equity in our Consolidated Financial Statements. Additionally, the Company’s Consolidated Financial Statements include 100% of a controlled subsidiary’s earnings, rather than only our share. Transactions between the parent company and noncontrolling interests are reported in equity as transactions between stockholders, provided that these transactions do not create a change in control.

Cash and Cash Equivalents

Cash, cash equivalents and restricted cash (“Cash”) are stated at fair value and consist of highly liquid investments with original maturities of three months or less at the time of acquisition. Restricted cash is included on the Cash and cash equivalents on the Company’s Consolidated Balance Sheets.

Accounts Receivable Allowances

The Company maintains an allowance for doubtful accountscredit losses for estimated losses resulting from the inability of its customers to make required payments. ThePrior to the adoption of Financial Accounting Standards Board (“FASB”) ASC 326 “Financial Instruments – Credit Losses", the allowances for uncollectible accounts receivable iswere based upon the number of days the accounts are past due, the current business and macroeconomic environment, geographic considerations and specific information such as bankruptcy or liquidity issues of its customers. Rather than recognizing losses when they are deemed to be probable, the Company now uses a current expected credit loss model in order to immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments, mainly trade receivables. Additionally, the allowance is based upon identified delinquent accounts, customer payment patterns and other analyses of historical data trends. The Company also maintains an allowance for future sales credits related to sales recorded during the year. The estimated allowance is based on historical sales credits issued in the subsequent year related to the prior year and any significant, preapproved open return good authorizations as of the balance sheet date.

Inventories

The Company uses the last-in, first-out (“LIFO”) method of determining cost for the majority of its material portion of inventories in PLP-USA. All other inventories are determined by the first-in, first-out (FIFO)(“FIFO”) or average cost methods. Inventories are carried at the lower of cost or market.net realizable value. Reserves are maintained for estimated obsolescence or excess inventory based on past usage and future demand.

We provide excess and obsolescence reserves to state inventories at the lower of cost or estimated net realizable value.  We identify inventory items that have had no usage or are in excess of the usages over the historical 12 to 24 months.  A management team with representatives from marketing, manufacturing, engineering and finance reviews these inventory items, determines the disposition of the inventory and assesses the net realizable value based on their knowledge of the product and market conditions.  These conditions include, among other things, future demand for product, product utility, unique customer order patterns or unique raw material purchase patterns, changes in customer and quality issues.  The allowance for excess and obsolete inventory was 9.6% and 10.6% for the years ended December 31, 2018 and December 31, 2017, respectively.   If the impact of market conditions deteriorates from those projected by management, additional inventory reserves may be necessary.

Fair Value of Financial Instruments

Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 825, “Disclosures about Fair Value of Financial Instruments”,Instruments,” requires disclosures of the fair value of financial instruments. The estimated fair value of financial instruments was principally based on market prices where such prices were available, and when unavailable, fair values were estimated based on market prices of similar instruments.

35



Property, Plant and Equipment and Depreciation

Property, plant, and equipment is recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives. The estimated useful lives used, when purchased new, are: land improvements, ten years;years; buildings, forty years;years; building improvements, five to forty years;years; machinery and equipment, three to ten years;years; and aircraft, fifteen years.years. Appropriate reductions in estimated useful lives are made for property, plant and equipment purchased in connection with an acquisition of a business or in a used condition when purchased.

Long-Lived Assets

The Company records impairment losses on long-lived assets used in operations when events and circumstances indicate that the carrying value of the assets are impaired and the undiscounted future cash flows estimated to be generated by such assets are less than the carrying value. The Company’s cash flows are based on historical results adjusted to reflect the Company’s best estimate of future market and operating conditions. The net carrying value of assets not recoverable is then reduced to fair value. The estimate of fair value represents the Company’s best estimate based on industry trends and reference to market rates and transactions. The Company did not record any impairment to long-lived assets during the years ended December 31, 20182021 and 2017.2020.

Goodwill and Other Intangibles

Goodwill and other intangible assets are generally recoded as a result fromof a business acquisitions.acquisition. Goodwill represents the excess of purchase price over the fair value of the tangible and identifiable net assets acquired during a business combination and is not subject to amortization but is subject to annual impairment testing. Goodwill is reviewed for impairment annually on October 1 or more frequently when changes in circumstances indicate the carrying amount may be impaired. Such events or changes may include, but are not limited to, a significant deterioration in overall economic conditions, changes in the business climate of the Company's industry, overall performance indicators, a decline in the Company's market capitalization, business reorganization or restructuring or disposal of all or part of a reporting unit.

Goodwill is tested for impairment at the reporting unit level, and is based on the net assets for each reporting unit, including goodwill and intangible assets. The Company’s reporting units are equivalent to the reportable operating segments, except for the Americas segment which has 2 reporting units (Canada and Other Americas). Goodwill is assigned to each reporting unit, as this represents the lowest level that constitutes a business and is the level at which management regularly reviews the operating results. The Other Americas reporting unit does not have any allocated goodwill.

Intangible assets with definite lives, consisting primarily of purchased customer relationships, patents, technology, customer backlogs, trademarks and land use rights, are generally amortized over periods from lessfour years to eighty-two years. The Company has 0 indefinite lived intangible assets other than one year to twenty years.goodwill. The Company’s intangible assets with finite lives are generally amortized using a projected cash flow basis method over their useful lives unless another method was demonstrated to be more appropriate.  Customer relationships, technology and trademark intangibles acquired in 2014 and 2012 are amortized using a projected cash flow basis method over the period in which the economic benefits of the intangibles are consumed.  Customer relationships, technology and trademarks acquired in July 2010 are being amortizedconsumed, using either a projected cash flow basis method or the straight-line method over their useful lives.  Thismethod. The straight-line method was more appropriate becauseis used in circumstances in which it better reflectedreflects the pattern in which the economic benefits of the intangible asset are consumed or otherwise expire compared to using a projected cash flow basis method. An evaluation of the remaining useful life of intangible assets with a determinable life is performed on a periodic basis and when events and circumstances warrant an evaluation. The Company assesses intangible assets with a determinable life for impairment when the carrying amount may not be recoverable, consistent with its policy for assessing other long-lived assets. GoodwillApproximately $0.3 million of impairment charges were recorded in 2021 related to finite-lived intangible assets.

The Company may use both quantitative and intangible assetsqualitative approaches when testing goodwill for impairment. A qualitative analysis is performed by assessing certain trends and factors, including projected market outlook and growth rates, forecasted and actual sales and gross profit margins, discount rates and other relevant qualitative factors. These trends and factors are also reviewed for impairment annually or more frequently when changes in circumstances indicatecompared to, and based on, the carrying amount may be impaired, orassumptions used in the casemost recent quantitative analysis performed for each reporting unit to determine if it is more likely than not that the fair value of finite-lived intangible assets, when the reporting unit exceeds its carrying amount may not be recoverable.  Events or circumstancesamount. If that would result in an impairment review primarily include operations reporting losses or a significant change indetermination is made, no further evaluation is necessary. Otherwise, the use of an asset.  Impairment charges are recognized pursuant to FASB ASC 350-20, “Goodwill”. 

The Company performs the annuala quantitative impairment test for goodwill utilizingon the reporting unit.

For the quantitative approach, the Company uses a combination of the income approach, which uses a discounted cash flow methodology, and the market comparables, and an overallapproach, which uses comparable market capitalization reasonableness testmultiples, in computing fair value by reporting unit.The Company then compares the fair value of the reporting unit with its carrying value to assess if goodwill has been impaired. BasedThe fair value estimates are subjective and sensitive to significant assumptions, such as future cash flows, revenue growth rates, operating margins, the weighted-average cost of capital ("WACC"), and estimated market multiples, of which are affected by expectations of future market or economic conditions. The future cash flows are based on the assumptions asCompany’s long-term operating plan and a terminal value was used to growth, discount rates andestimate the weighting used for each respective valuation methodology, resultsreporting unit’s cash flows beyond the period covered by the operating plan. The WACC is an estimate of the valuations could be significantly changed.  However, theoverall after-tax rate of return required by equity and debt market holders of a business enterprise. The Company believes that the methodologies, significant assumptions, and weightings used are reasonable and result in appropriate fair values of the reporting units.

The Company performed its annual impairment test for goodwill36


Impairment assessments inherently involve management judgments regarding a number of assumptions such as of October 1, 2018 and 2017 and determined that no adjustmentthose described above. Due to the carryingmultiple variables inherent in arriving at the estimates of the reporting unit's fair value, was required fordifferences in assumptions could have an effect on the years ended December 31, 2018estimated fair value of a reporting unit and 2017.could result in goodwill impairment charges in a future period.

Revenue Recognition

Net sales include products and shipping and handling charges, net of estimates for product returns. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products. All revenue is recognized when the Company satisfies the performance obligations under the contract and control of the product is transferred to the customer, primarily based on shipping terms. Revenue for shipping and handling charges are recognized at the time the products are shipped to, delivered to or picked up by the customer. Payment terms vary by the type and location of the customer and the products offered but are generally short-term in nature. The Company estimates product returns based on historical return rates.

Research and Development

Research and development costs for new products are expensed as incurred and totaled $2.4$3.3 million in 2018, $2.12021, $2.8 million in 20172020 and $2.7$3.0 million in 2016.2019.


Income Taxes

Income taxes are computed in accordance with the provisions of FASB ASC 740, “Income taxes”Taxes” and includes U.S. (federal and state) and foreign income taxes. In the Consolidated Financial Statements, the benefits of a consolidated return have been reflected where such returns have or could be filed based on the entities and jurisdictions included in the financial statements. Tax legislation commonly known as the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) includes a mandatory one-time tax on certain accumulated earnings of foreign subsidiaries, and as a result, these previously unremitted earnings for which no U.S. deferred tax liability had been accrued have now been subject to U.S. tax. Notwithstanding the U.S. taxation of these amounts, the Company intends to continue to invest most or all of these earnings, as well as its capital in these subsidiaries, indefinitely outside of the U.S. and do not expect to incur any significant, additional taxes related to such amounts.  The Company will monitor cash balances at each of its foreign subsidiaries on an ongoing basis.  

In January 2018, the Financial Accounting Standard Board released guidance on the accounting for tax on the global intangible low-taxed income (GILTI) provisions of the Tax Act. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance indicates that either accounting for deferred taxes related to GILTI inclusions or to treat any taxes on GILTI inclusions as a period cost are both acceptable methods subject to an accounting policy election.  The Company has elected to account for GILTI as a component of tax expense in the period incurred.

Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been reflected on the Consolidated Financial Statements. Deferred tax liabilities and assets are determined based on the differences between the book and tax basis of particular assets and liabilities and operating loss carryforwards using tax rates in effect for the years in which the differences are expected to reverse.

Deferred tax assets are recognized to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

Uncertain tax positions are recorded in accordance with ASC 740 on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely than not to be realized upon ultimate settlement with the related tax authority.authority.

Deferred taxes are recognized at currently enacted tax rates for temporary differences between the financial reporting and income tax basis of assets and liabilities and operating loss and tax credit carryforwards. The Company establishes a valuation allowance to record deferred tax assets at an amount that is more-likely-than-not to be realized. In the event the Company were to determine that it would be able to realize our deferred tax assets in the future in excess of the recorded amount, an adjustment to the valuation allowance would increase income in the period such determination was made. Likewise, should the Company determine that it would not be able to realize all or part of the net deferred tax assets in the future, an adjustment to the valuation allowance would be charged to expense in the period such determination was made.

Advertising

Advertising costs are expensed as incurred and totaled $1.9$1.5 million in 2018, $1.72021, $0.3 million in 20172020 and $1.8$1.9 million in 2016.2019.

Foreign Currency Translation

Asset and liability accounts are translated into U.S. dollars using exchange rates in effect at the date of the Consolidated Balance Sheet. The translation adjustments are recorded in Accumulated other comprehensive income (loss). Revenues and expenses are translated at weighted average exchange rates in effect during the period. Transaction gains and losses arising from exchange rate changes on transactions denominated in a currency other than the functional currency are included in income and expense as incurred. Aggregate transaction gains and losses, including hedge activity, for theboth years ended December 31, 2018, 20172021 and 2016 were a loss of $1.52020 was $1.0 million and was $1.2 million a gain of $.3 million and a gain of $1.3 million, respectively.for the year ended December 31, 2019. Upon sale or substantially complete liquidation of an investment in a foreign entity, the cumulative translation adjustment for that entity is reclassified from Accumulated other comprehensive income (loss) to earnings.

Effective July 1, 2018, Argentina was designated as a highly inflationary economy as the projected three-year cumulative inflation rate exceeded 100%100%. As such, beginning July 1, 2018, the functional currency for the Company’s Argentina subsidiary became the U.S. dollar. The impact to the Company’s Consolidatedconsolidated financial statements wasfor accounting of the Argentina subsidiary under highly inflationary economy rules is not material and is included in the December 31, 2018 results.material. Revenue from operations in Argentina was less than 2%1% of total consolidated net sales for both years ended December 31, 2021 and 2020 and less than 2% of consolidated net sales for the year ended December 31, 2018,2019.

37


Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent


assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates.

Business Combinations

Upon acquisition of a business, the Company uses the income, market or cost approach (or a combination thereof) for the valuation as appropriate. The valuation inputs in these models and analyses are based on market participant assumptions. Market participants are considered to be buyers and sellers unrelated to the Company in the principal or most advantageous market for the asset or liability.

In the event there is an earn-out associated with an acquisition, the Company uses a valuation model to measure the contingent consideration, which may include significant assumptions such as revenue projections and discount rates. The Company accounts for acquisitions in accordance with ASC 805 “Business Combinations.”uses a discounted cash flow model to measure the useful lives of intangible assets. The significant assumptions used to estimate the fair value of the intangible assets include discount rates and certain assumptions that form the basis of future cash flows (such as revenue growth rates, attrition rates, and royalty rates). These assumptions relate to the future performance of the acquired businesses, are forward-looking and could be affected by future economic and market conditions.

Fair value estimates are based on a series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. Management values property, plant and equipment using the cost approach supported where available by observable market data, which includes consideration of obsolescence. Acquired inventories are marked to fair value. For certain items, the carrying value is determined to be a reasonable approximation of fair value based on information available to the Company.

Derivative Financial Instruments

The Company operates internationally and enters into intercompany transactions denominated in foreign currencies. Consequently, the Company is subject to market risk arising from exchange rate movements between the dates foreign currency transactions occur and the dates they are settled. The Company currently uses foreign currency forward contracts to reduce the risk related to some of these transactions. These contracts usually have maturities of 90 days or less and generally require an exchange of foreign currencies for U.S. dollars at maturity at rates stated in the contracts. These contracts are not designated as hedging instruments under U.S. GAAP. Accordingly, the changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in “Other operating expense - net” on the Consolidated Statements of Income together with the transaction gain or loss from the related balance sheet position. The Company records the contracts at fair value in the Consolidated Balance Sheets. The Company does not hold derivatives for trading purposes.

Recently Adopted Accounting Pronouncements

In March 2018,On January 1, 2021, the Financial Accounting Standards Board (“FASB”) issued AccountingCompany adopted Account Standards Update (“ASU”) 2018-05, “Income(ASU) 2019-12, Income Taxes (Topic(ASC 740), Amendments to SEC Paragraphs Pursuant to SEC Staff – Simplifying the Accounting Bulletin No. 118.” The ASU adds various Securities and Exchange Commission (“SEC”) paragraphs pursuantfor Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the issuance of the December 2017 SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the U.S. Tax Cutsgeneral principles in ASC 740 and Jobs Act of 2017 (“SAB 118”), which was effective immediately.  For additional details regarding SAB 118, referalso clarifies and amends existing guidance to Note G “Income Taxes.”

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented.  The Company adopted ASU 2017-07 as of January 1, 2018.improve consistent application. The adoption of ASU 2019-12 did not have a material impact on the Company’s consolidated statements of operations and since prior period reclassifications were deemed immaterial, the Company elected to not make a retrospective adjustment to prior period income statements.  

In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash.”  The amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents.  The Company adopted ASU 2016-18 as of January 1, 2018 using a retrospective transition method to each period presented.  The cash, cash equivalents and restricted cash balance on the Company’s consolidated cash flow includes $.3 million and $1.2 million of restricted cash as of December 31, 2018 and December 31, 2017, respectively.  Restricted cash is included in Other assets on the Company’s consolidated balance sheet in each period presented.  The adoption of ASU 2016-18 did not have a material impact on the Company’s consolidatedConsolidated financial statements.  Refer to Note E “Debt Arrangements” for additional details regarding the Company’s restricted cash.  

In October 2016, the FASBNo other recently issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.”  ASU 2016-16 modifies the recognition of income tax expense resulting from intra-entity transfers of assets other than inventory.  Pursuant to this amendment, entities should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs.  This amendment eliminates the exception for an intra-entity transfer of assets other than inventory.  The Company adopted ASU 2016-16 as of January 1, 2018 with no material impact on the Company’s consolidated financial statements.  

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities”, which changes how companies recognize, measure, present and make disclosures about certain financial assets and financial liabilities. Under this guidance, entities have to measure certain equity investments, including available-for-sale securities, at fair value and recognize any changes in fair value in net income. ASU 2016-01 isor effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods therein. The Company adopted ASU 2016-01 effective January 1, 2018.   Refer to Note K “Fair Value of Financial Assets and Liabilities” for additional details regarding the Company’s marketable securities.

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),”ASU's had, or ASU 2014-09.  ASU 2014-09 requires an entity to recognize revenue in a manner that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  To achieve that core principle, the amendment provides five steps that an entity should apply when recognizing revenue.  The amendment also specifies the accounting of some costs to obtain or fulfill a contract with a customer and expands the disclosure requirements around contracts with customers.  In August 2015, the FASB issued ASU No. 2015-14 deferring the effective date of the amendment to annual reporting periods beginning after December 15, 2017, including interim periods therein.  


The Company implemented changes to processes and controls to meet the standard’s reporting and disclosure requirements and adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective transition method applied to contracts that were not yet completed at that date.  Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be presented based on the Company’s historic accounting policy.  The cumulative impact of adopting ASU 2014-09 as of January 1, 2018 did not have a material impact on the Company’s consolidated financial statements.  Further, the Company does not expect the impact of the adoption of ASU 2014-09 to be material to its consolidated financial statements on an ongoing basis. Refer to Note L “Revenue” for additional details regarding the Company’s revenue recognition policy.  

New Accounting Standards To Be Adopted  

In February 2018, the FASB issued ASU 2018-02, “Income Statement (Topic 220), Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The FASB issued the update to provide amended guidance to allow a reclassification from Accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Act.  Additionally, under the new guidance an entity will be required to provide certain disclosures regarding stranded tax effects. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those years, and the guidance may be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal income tax rate in the Tax Act is recognized. Early adoption is permitted.  The Company is currently assessing the impact, if any, that the ASU will have on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).”  The amendments in Topic 842 require the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements.  Accordingly, a lessee will recognize a lease asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation for leases classified as operating leases under previous guidance. Both the asset and liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease.  Initial costs directly attributable to negotiating and arranging the lease will be included in the asset. For leases with a term of 12 months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. Lessees will also be required to provide additional qualitative and quantitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. These disclosures are intended to supplement the amounts recorded in the financial statements and provide additional information about the nature of an organization’s leasing activities.  

Topic 842 is required to be applied using a modified retrospective adoption method with the option of applying the guidance either retrospectively to each prior comparative reporting period presented or retrospectively at the beginning of the period of adoption. This ASU is effective for interim and annual periods on January 1, 2019, and the Company will apply the transitional package of practical expedients allowed by the standard to not reassess the identification, classification and initial direct costs of leases commencing before this ASU's effective date; however, the Company will not elect the hindsight transitional practical expedient. The Company also will apply the practical expedient to not separate lease and non-lease components to new leases as well as existing leases through transition. The Company will elect an accounting policy to not apply recognition requirements of the guidance to short-term leases.

In July of 2018, the FASB issued ASU 2018-11, “Targeted Improvements to ASC 842,” which includes an option to not restate comparative periods in transition and elect to use the effective date of ASC 842, Leases, as the initial application of transition.  The amendments in Topic 842 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted.  

The Company established a cross-functional implementation team and is finalizing policy elections, the discount rates to be used on January 1, 2019, data and business processes and controls to support recognition and disclosure under the new standard.  As discussed above, the primary impact upon adoption will be the recognition of right of use assets and lease obligations, on a discounted basis, of our minimum lease obligations as disclosed in Note F “Leases”.   The adoption of this ASU is not expected to have, a material impact on the Company’sCompany's results of operations, cash flowsfinancial condition or debt covenants.     liquidity.


Note B - Other Financial Statement Information

Inventories – net

 

December 31

 

 

December 31

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

Raw materials

 

$

43,041

 

 

$

42,712

 

 

$

76,636

 

$

53,947

 

Work-in-process

 

 

8,818

 

 

 

9,609

 

 

10,117

 

9,272

 

Finished products

 

 

42,163

 

 

 

33,780

 

 

 

37,216

 

 

 

38,801

 

 

 

94,022

 

 

 

86,101

 

 

123,969

 

102,020

 

Excess of current cost over LIFO cost

 

 

(4,474

)

 

 

(2,991

)

 

 

(9,462

)

 

 

(4,483

)

Noncurrent portion of inventory

 

 

(4,289

)

 

 

(5,224

)

 

$

85,259

 

 

$

77,886

 

 

$

114,507

 

 

$

97,537

 

38


Costs for inventories of certain material, mainly in the U.S., are determined using the LIFO method and totaled approximately $29.5$44.0 million and $25.1$32.0 million at December 31, 20182021 and 2017,2020, respectively. The Company’s reserves for slow-moving and obsolete inventory at December 31, 2021 and 2020 were $10.6 million and $9.9 million, respectively.

Property and equipment – net

Major classes of property, plant and equipment are as follows:

 

December 31

 

 

December 31

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

Land and improvements

 

$

12,552

 

 

$

13,141

 

 

$

21,039

 

$

22,132

 

Buildings and improvements

 

 

74,743

 

 

 

75,941

 

 

99,403

 

97,909

 

Machinery, equipment and aircraft

 

 

171,015

 

 

 

166,999

 

 

204,945

 

176,377

 

Construction in progress

 

 

3,392

 

 

 

5,124

 

 

 

10,605

 

 

 

9,563

 

 

 

261,702

 

 

 

261,205

 

 

335,992

 

305,981

 

Less accumulated depreciation

 

 

(158,747

)

 

 

(152,607

)

 

 

(186,218

)

 

 

(180,016

)

 

$

102,955

 

 

$

108,598

 

 

$

149,774

 

 

$

125,965

 

Depreciation of property and equipment was $12.1$13.6 million in 2018, $11.82021, $12.2 million in 20172020 and $10.8$12.3 million in 2016.2019. Machinery, equipment and aircraft includes $.1$0.6 million and $.2$0.3 million of capitalfinancing leases at the years ended December 31, 20182021 and 2017,2020, respectively.

Legal proceedings

The Company can be party to a variety of pending legal proceedings and claims arising in the normal course of business, including, but not limited to, litigation relating to employment, workers’ compensation, product liability, environmental and intellectual property. The Company has liability insurance to cover many of these claims.

Although the outcomes of these matters are not predictable with certainty, the Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In the event the Company determines that a loss is not probable, but is reasonably possible, and the likelihood to develop what the Company believes to be a reasonable range of potential loss exists, the Company will include disclosure related to such matters. To the extent that there is a reasonable possibility the losses could exceed amounts already accrued, the Company will adjust the accrual in the period in which the determination is made, disclose an estimate of the additional loss or range of loss and if the amount of such adjustment cannot be reasonably estimated, disclose that an estimate cannot be made. During the years ended December 31, 2021 and 2020, the Company maintained approximately $2.3 million and $2.2 million, respectively, representing its best estimate for losses to be incurred on global legal matters.

The Company and its subsidiaries Helix Uniformed Ltd. (“Helix”) and Preformed Line Products (Canada) Limited (“PLPC Canada”), were each named, jointly and severally, with each of SNC-Lavalin ATP, Inc. (“SNC ATP”), HD Supply Canada Inc., by its trade names HD Supply Power Solutions and HD Supply Utilities (“HD Supply”), and Anixter Power Solutions Canada Inc. (the corporate successor to HD Supply, “Anixter” and, together with the Company, PLPC Canada, Helix, SNC ATP and HD Supply, the (“Defendants”) in a complaint filed by Altalink, L.P.L.P. (the “Plaintiff”) in the Court of Queen’s Bench of Alberta in Alberta, Canada in November 2016 (the “Complaint”).


The Complaint states that Plaintiff engaged SNC ATP to design, engineer, procure and construct numerous power distribution and transmission facilities in Alberta (the “Projects”) and that through SNC ATP and HD Supply (now Anixter), spacer dampers manufactured by Helix were procured and installed in the Projects. The Complaint alleges that the spacer dampers have and may continue to become loose, open and detach from the conductors, resulting in damage and potential injury and a failure to perform the intended function of providing spacing and damping to the Project. The Plaintiffs were initiallyare seeking an estimated $56.0$56.0 million Canadian dollars in damages jointly and severally from the Defendants, representing the costs of monitoring and replacing the spacer dampers and remediating property damage, due to alleged defects in the design and construction of, and supply of materials for, the Projects by SNC ATP and HD Supply/Anixter and in the design of the spacer dampers by Helix.  The Plaintiffs reduced their demand for damages to $29.4 million Canadian dollars on June 1, 2018.  

The Company believes the claims against it are without merit and intends to vigorously defend against such claims. The Company is unable to predict the outcome of this case, and cannot reasonably estimatehowever, it has recorded a reserve for the low end of the range for potential range of loss.  However, if theloss associated with this matter. If this matter is to beconcluded in a manner adverse to the Company, it could have a material effect on the Company’s financial results.

39


The Company is not a party to any other pending legal proceedings that the Company believes would, individually or in the aggregate, have a material adverse effect on its financial condition, results of operations or cash flow.

Note C - Pension Plans

PLP-USA hourly employees of the Company who meet specific requirements as to age and length and date of service are covered by a defined benefit pension plan (“Plan”). On December 12, 2012, the Company approved a freeze on further benefit accruals under the Plan and notified the participants of the freeze on December 19, 2012. Beginning February 1, 2013, participants ceased earning additional benefits under the Plan and no new participants entered the Plan. The Company uses a December 31 measurement date for its Plan.

Net periodic pension cost for the Plan consists of the following components for the year ended December 31:

 

 

 

 

2021

 

 

2020

 

 

2019

 

Service cost

 

 

 

$

0

 

 

$

0

 

 

$

299

 

Interest cost

 

 

 

 

1,138

 

 

 

1,301

 

 

 

1,411

 

Expected return on plan assets

 

 

 

 

(2,343

)

 

 

(2,251

)

 

 

(1,946

)

Recognized net actuarial loss

 

 

 

 

614

 

 

 

475

 

 

 

520

 

Net periodic pension (income) cost

 

 

 

$

(591

)

 

$

(475

)

 

$

284

 

 

 

 

 

2018

 

 

2017

 

 

2016

 

Service cost

 

 

 

$

250

 

 

$

255

 

 

$

203

 

Interest cost

 

 

 

 

1,349

 

 

 

1,456

 

 

 

1,465

 

Expected return on plan assets

 

 

 

 

(1,985

)

 

 

(1,903

)

 

 

(1,824

)

Recognized net actuarial loss

 

 

 

 

525

 

 

 

468

 

 

 

522

 

Net periodic pension cost

 

 

 

$

139

 

 

$

276

 

 

$

366

 

The following tables set forth benefit obligations, plan assets and the accrued benefit cost of the Plan at December 31:

 

 

 

 

2021

 

 

2020

 

Projected benefit obligation at beginning of the year

 

 

 

$

42,582

 

 

$

37,936

 

Interest cost

 

 

 

 

1,138

 

 

 

1,301

 

Actuarial (gain) loss

 

 

 

 

(958

)

 

 

4,590

 

Benefits paid

 

 

 

 

(1,352

)

 

 

(1,245

)

Projected benefit obligation at end of year

 

 

 

$

41,410

 

 

$

42,582

 

 

 

 

 

 

 

 

 

 

Fair value of plan assets at beginning of the year

 

 

 

$

36,756

 

 

$

32,658

 

Actual return on plan assets

 

 

 

 

2,353

 

 

 

5,013

 

Employer contributions

 

 

 

 

0

 

 

 

330

 

Benefits paid

 

 

 

 

(1,352

)

 

 

(1,245

)

Fair value of plan assets at end of the year

 

 

 

$

37,757

 

 

$

36,756

 

 

 

 

 

 

 

 

 

 

Unfunded pension obligation

 

 

 

$

3,653

 

 

$

5,826

 

The actuarial gain in 2021 was primarily the result of an increase in the Plan discount rate from 3.50% in 2020 to 2.69% in 2021.

 

 

 

 

2018

 

 

2017

 

Projected benefit obligation at beginning of the year

 

 

 

$

36,031

 

 

$

34,858

 

Service cost

 

 

 

 

250

 

 

 

255

 

Interest cost

 

 

 

 

1,349

 

 

 

1,456

 

Actuarial (gain) loss

 

 

 

 

(2,409

)

 

 

2,215

 

Benefits paid

 

 

 

 

(1,290

)

 

 

(2,753

)

Projected benefit obligation at end of year

 

 

 

$

33,931

 

 

$

36,031

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of plan assets at beginning of the year

 

 

 

$

25,367

 

 

$

24,435

 

Actual return on plan assets

 

 

 

 

(745

)

 

 

3,460

 

Employer contributions

 

 

 

 

5,340

 

 

 

225

 

Benefits paid

 

 

 

 

(1,290

)

 

 

(2,753

)

Fair value of plan assets at end of the year

 

 

 

$

28,672

 

 

$

25,367

 

 

 

 

 

 

 

 

 

 

 

 

Unfunded pension obligation

 

 

 

$

5,259

 

 

$

10,664

 


In accordance with ASC 715-20, the Company recognizes the underfunded status of the Plan as a liability. The amount recognized in Accumulated other comprehensive loss related to the Plan at December 31 is comprised of the following:

 

 

 

2018

 

 

2017

 

 

2021

 

 

2020

 

Balance at January 1

 

 

 

$

(6,015

)

 

$

(5,874

)

 

$

(6,704

)

 

$

(5,671

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pre-tax amortized net actuarial loss

 

 

 

 

525

 

 

 

468

 

Pre-tax amortized net actuarial gain

 

614

 

475

 

Tax provision

 

 

 

 

(139

)

 

 

(199

)

 

 

(145

)

 

 

(112

)

 

 

 

 

386

 

 

 

269

 

 

 

469

 

 

 

363

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustment to recognize gain (loss) on unfunded

pension obligations:

 

 

 

 

 

 

 

 

 

 

Pre-tax loss

 

 

 

 

(321

)

 

 

(657

)

Tax provision

 

 

 

 

77

 

 

 

247

 

Adjustment to recognize (gain) loss on unfunded
pension obligations:

 

 

 

 

 

Pre-tax gain (loss)

 

968

 

(1,829

)

Tax (provision) / benefit

 

 

(229

)

 

 

433

 

 

 

 

 

(244

)

 

 

(410

)

 

 

739

 

 

 

(1,396

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31

 

 

 

$

(5,873

)

 

$

(6,015

)

 

$

(5,496

)

 

$

(6,704

)

40


The 20182021 pre-tax unfunded pension obligation lossgain of $0.3$1.0 million included a gain of $2.7$1.5 million due to a .5%.23% increase in the discount rate to 4.25%2.92%, a gainloss of $.2$0.1 million associated with the industry updates to the mortality table used offset byand a loss of $.5$0.3 million due to demographic changes combined with a loss of $2.7 million resulting from assetchanges. Asset performance belowexceeding the 8.0%6.50% rate of return assumption.   The estimated net loss forassumption had a negligible effect on the Plan that will be amortized from Accumulated other comprehensive income into periodic benefit cost for 2019 is $.5 million.  unfunded obligation.There is no0 prior service cost to be amortized in the future.

The Plan had accumulated benefit obligations in excess of Plan assets as follows:

 

 

 

 

2021

 

 

2020

 

Accumulated benefit obligation

 

 

 

$

41,410

 

 

$

42,582

 

Fair market value of assets

 

 

 

 

37,757

 

 

 

36,756

 

 

 

 

 

2018

 

 

2017

 

Accumulated benefit obligation

 

 

 

$

33,931

 

 

$

36,031

 

Fair market value of assets

 

 

 

 

28,672

 

 

 

25,367

 

Weighted-average assumptions used to determine benefit obligations at December 31:

 

2021

 

2020

Discount rate

 

 

 

2.92%

 

2.69%

Rate of compensation increase

 

 

 

n/a

 

n/a

Weighted -average assumptions used to determine net periodic benefit cost at December 31:

 

2021

 

2020

 

2019

Discount rate

 

 

 

2.69%

 

3.50%

 

3.50%

Rate of compensation increase

 

 

 

n/a

 

n/a

 

n/a

Expected long-term return on plan assets

 

 

 

6.50%

 

7.00%

 

7.00%

 

 

 

 

2018

 

 

2017

 

Discount rate

 

 

 

4.25%

 

 

3.75%

 

Rate of compensation increase

 

 

 

n/a

 

 

n/a

 

Weighted-average assumptions used to determine net periodic benefit cost for the year ended December 31 are as follows:

 

 

 

 

2018

 

 

2017

 

 

2016

 

Discount rate

 

 

 

4.25%

 

 

 

4.25%

 

 

4.25%

 

Rate of compensation increase

 

 

 

n/a

 

 

n/a

 

 

n/a

 

Expected long-term return on plan assets

 

 

 

 

8.00

 

 

 

8.00

 

 

 

8.00

 

The net periodic pension cost for 20182021 was based on a long-term asset rate-of-return of 8.0%6.50%. This rate is based upon management’s estimate of future long-term rates of return on similar assets and is consistent with historical returns on such assets.  Using

At December 31, 2021 and 2020, the Plan’s mix of assets andpooled investment funds were measured at fair value using the net asset value ("NAV"). The NAV is based on the average historical returns and expected future returns for such mix, an expected long-term rate-of-return of 8.0% is justified.


At December 31, 2018 and 2017, the fair value of the Plan assets included inputs in Level 1: Quoted market prices inowned by the plan, less liabilities. These pooled assets are not quoted on an active markets for identical assets or liabilities and Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.exchange. The fair value of the Plan assets as ofat December 31, 20182021 and 2017, by category, are as follows:2020 was $37.8 million and $36.8 million, respectively.

 

 

 

At December 31, 2018

 

 

 

Total Assets at

Fair Value

 

 

Quoted Prices in

Active Markets

for Identical

Assets (Level 1)

 

 

Significant

Observable

Inputs (Level 2)

 

 

Significant

Unobservable

Inputs (Level 3)

 

Asset Category

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

462

 

 

$

462

 

 

$

0

 

 

$

0

 

Equity Securities

 

 

10,470

 

 

 

10,470

 

 

 

0

 

 

 

0

 

U.S. Treasury Bonds

 

 

13,109

 

 

 

13,109

 

 

 

0

 

 

 

0

 

Corporate Bonds

 

 

4,631

 

 

0

 

 

 

4,631

 

 

 

0

 

Total

 

$

28,672

 

 

$

24,041

 

 

$

4,631

 

 

$

0

 

 

 

At December 31, 2017

 

 

 

Total Assets at

Fair Value

 

 

Quoted Prices in

Active Markets

for Identical

Assets (Level 1)

 

 

Significant

Observable

Inputs (Level 2)

 

 

Significant

Unobservable

Inputs (Level 3)

 

Asset Category

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

453

 

 

$

453

 

 

$

0

 

 

$

0

 

Equity Securities

 

 

16,667

 

 

 

16,667

 

 

 

0

 

 

 

0

 

U.S. Treasury Bonds

 

 

3,517

 

 

 

3,517

 

 

 

0

 

 

 

0

 

Corporate Bonds

 

 

4,730

 

 

0

 

 

 

4,730

 

 

 

0

 

Total

 

$

25,367

 

 

$

20,637

 

 

$

4,730

 

 

$

0

 

The Plan weighted-average asset allocations at December 31, 20182021 and 2017,2020, by asset category, are as follows:

 

 

 

Plan assets

 

 

 

Plan assets

 

 

 

 

at December 31

 

 

 

at December 31

 

 

 

 

 

2018

 

 

2017

 

 

 

2021

 

 

2020

 

 

Asset category

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

37

 

%

 

66

 

%

 

49

 

%

 

47

 

%

Debt securities

 

 

 

 

61

 

 

 

32

 

 

 

 

51

 

 

 

53

 

 

Cash and equivalents

 

 

 

 

2

 

 

 

2

 

 

 

 

 

 

100

 

%

 

100

 

%

 

 

100

 

%

 

100

 

%

Management seeks to maximize the long-term total return of financial assets consistent with the fiduciary standards of ERISA. The ability to achieve these returns is dependent upon the need to accept moderate risk to achieve long-term capital appreciation.

In recognition of the expected returns and volatility from financial assets, Plan assets are invested in the following ranges with the target allocation noted:

Range

Target

Equities

30-80%40-60%

60%

50%

Fixed Income

20-70%40-60%

40%

50%

Cash Equivalents

0-10%0-10%

0%

Investment in these markets is projected to provide performance consistent with expected long-term returns with appropriate diversification.

The Company's policy is to fund amounts deductible for federal income tax purposes. The Company does not expectis currently evaluating the option to contribute to the Plan in 2019.2022.

41



The benefits expected to be paid out of the Plan assets in each of the next five years and the aggregate benefits expected to be paid for the subsequent five years are as follows:

Year

 

Pension Benefits

 

2019

 

$

1,202

 

2020

 

 

1,246

 

2021

 

 

1,310

 

2022

 

 

1,402

 

2023

 

 

1,484

 

2024-2028

 

 

8,709

 

Year

 

Pension Benefits

 

2022

 

$

1,385

 

2023

 

 

1,467

 

2024

 

 

1,550

 

2025

 

 

1,624

 

2026

 

 

1,690

 

2027-2031

 

 

9,728

 

The Company also provides retirement benefits through various defined contribution plans including PLP-USA’s Profit Sharing Plan. Expense for these defined contribution plans was $5.6$5.8 million in 2018, $5.12021, $5.9 million in 20172020 and $5.8$4.9 million in 2016.2019.

Further, the Company also provides retirement benefits through the Supplemental Profit Sharing Plan. To the extent an employee’s award under PLP-USA’s Profit Sharing Plan exceeds the maximum allowable contribution permitted under existing tax laws, the excess is accrued for (but not funded) under a non-qualified Supplemental Profit Sharing Plan. During January 2018, the Company amended theThe Supplemental Profit Sharing Plan to allow theallows participants the ability to hypothetically invest their proportionate award into various investment options, which primarily includes mutual funds. Expense for the Supplemental Profit Sharing Plan was $.2$0.9 million for 2018, $.5the year ended December 31, 2021 and $1.1 million for 2017both years ended December 31, 2020 and $.5 million for 2016.2019. The Supplemental Profit Sharing Plan unfunded status for the years ended December 31, 20182021 and 20172020 was $4.9$8.0 million and $4.8$7.1 million, respectively, and is included in Other noncurrent liabilities.

Note D - Accumulated Other Comprehensive Income (“AOCI”)

The following tables set forth the total changes in AOCI by component, net of tax:

 

 

Year Ended December 31, 2021

 

 

Year Ended December 31, 2020

 

 

 

 

 

 

Cumulative

 

 

 

 

 

 

 

 

Cumulative

 

 

 

 

 

 

Unrecognized

 

 

Translation

 

 

 

 

 

Unrecognized

 

 

Translation

 

 

 

 

 

 

Benefit Cost

 

 

Adjustment

 

 

Total

 

 

Benefit Cost

 

 

Adjustment

 

 

Total

 

Balance at January 1

 

$

(6,704

)

 

$

(47,847

)

 

$

(54,551

)

 

$

(5,671

)

 

$

(51,682

)

 

$

(57,353

)

Other comprehensive income before reclassifications:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) gain on foreign currency translation adjustment

 

 

0

 

 

 

(8,376

)

 

 

(8,376

)

 

 

0

 

 

 

3,835

 

 

 

3,835

 

Gain (loss) on unfunded pension obligations

 

 

739

 

 

 

0

 

 

 

739

 

 

 

(1,396

)

 

 

0

 

 

 

(1,396

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts reclassified from AOCI:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of defined benefit pension actuarial
   loss (a)

 

 

469

 

 

 

0

 

 

 

469

 

 

 

363

 

 

 

0

 

 

 

363

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net current period other comprehensive income (loss)

 

 

1,208

 

 

 

(8,376

)

 

 

(7,168

)

 

 

(1,033

)

 

 

3,835

 

 

 

2,802

 

Balance at December 31

 

$

(5,496

)

 

$

(56,223

)

 

$

(61,719

)

 

$

(6,704

)

 

$

(47,847

)

 

$

(54,551

)

 

 

Year Ended December 31, 2018

 

 

Year Ended December 31, 2017

 

 

 

 

 

 

 

Cumulative

 

 

 

 

 

 

 

 

 

 

Cumulative

 

 

 

 

 

 

 

Unrecognized

 

 

Translation

 

 

 

 

 

 

Unrecognized

 

 

Translation

 

 

 

 

 

 

 

Benefit Cost

 

 

Adjustment

 

 

Total

 

 

Benefit Cost

 

 

Adjustment

 

 

Total

 

Balance at January 1

 

$

(6,015

)

 

$

(41,425

)

 

$

(47,440

)

 

$

(5,874

)

 

$

(51,495

)

 

$

(57,369

)

Other comprehensive income before reclassifications:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (loss) on foreign currency translation adjustment

 

 

0

 

 

 

(12,285

)

 

 

(12,285

)

 

 

0

 

 

 

10,070

 

 

 

10,070

 

Gain (loss) on unfunded pension obligations

 

 

(244

)

 

 

0

 

 

 

(244

)

 

 

(410

)

 

 

0

 

 

 

(410

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts reclassified from AOCI:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of defined benefit pension actuarial

   loss (a)

 

 

386

 

 

 

0

 

 

 

386

 

 

 

269

 

 

 

0

 

 

 

269

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net current period other comprehensive income (loss)

 

 

142

 

 

 

(12,285

)

 

 

(12,143

)

 

 

(141

)

 

 

10,070

 

 

 

9,929

 

Balance at December 31

 

$

(5,873

)

 

$

(53,710

)

 

$

(59,583

)

 

$

(6,015

)

 

$

(41,425

)

 

$

(47,440

)

(a)
This AOCI component is included in the computation of net periodic pension costs as noted in Note C – Pension Plans.

42


(a)

This AOCI component is included in the computation of net periodic pension costs as noted in Note C – Pension Plans.


Note E - Debt and Credit Arrangements

 

 

December 31

 

 

 

2021

 

 

2020

 

Short-term debt

 

 

 

 

 

 

Notes payable to banks

 

 

 

 

 

 

Thailand Bhat denominated at 3.54%

 

 

1,551

 

 

 

5,291

 

Thailand Bhat denominated at 2.72%

 

 

1,346

 

 

 

2,384

 

Thailand Bhat denominated at 2.97%

 

 

635

 

 

 

957

 

France Euro denominated at 2.50%

 

 

5,660

 

 

 

6,142

 

Brazil Real denominated at 5.40%

 

 

791

 

 

 

1,854

 

Brazil Real denominated at 3.05%

 

 

1,600

 

 

 

800

 

Brazil Real denominated at 7.47%

 

 

1,575

 

 

 

0

 

China Yuan Renminbi denominated at 2.78%

 

 

2,000

 

 

 

0

 

China Yuan Renminbi denominated at 4.50%

 

 

1,205

 

 

 

0

 

Austria Euro denominated at 2.76%

 

 

60

 

 

 

0

 

Current portion of long-term debt

 

 

 

 

 

 

U.S. Dollar denominated at 2.74%

 

 

2,050

 

 

 

0

 

Austria Euro denominated at 2.48%

 

 

10

 

 

 

25

 

Austria Euro denominated at 3.00%

 

 

23

 

 

 

22

 

Indonesia U.S. Dollar denominated at 3.50%

 

 

800

 

 

 

800

 

New Zealand Dollar denominated at 3.65%

 

 

212

 

 

 

4,369

 

Brazil Real denominated at 4.60%

 

 

21

 

 

 

0

 

Total short-term debt

 

 

19,539

 

 

 

22,644

 

 

 

 

 

 

 

 

Long-term debt

 

 

 

 

 

 

U.S. Dollar denominated at 1.21%, due 2024

 

 

3,353

 

 

 

12,706

 

U.S. Dollar denominated at 2.74%, due 2026

 

 

18,790

 

 

 

0

 

Brazilian Real denominated at 4.60% due 2022

 

 

21

 

 

 

68

 

Brazilian Real denominated at 8.30% due 2025

 

 

1,800

 

 

 

1,800

 

Poland Zloty denominated at 2.46% due 2024

 

 

6,105

 

 

 

6,696

 

Australian Dollar denominated at 2.98%, due 2024

 

 

2,353

 

 

 

5,288

 

Austria Euro denominated at 2.48% due 2022

 

 

10

 

 

 

25

 

Austria Euro denominated at 2.32% due 2030

 

 

118

 

 

 

128

 

Austria Euro denominated at 2.76% due 2021

 

 

0

 

 

 

67

 

Austria Euro denominated at 1.22% due 2024

 

 

1,415

 

 

 

614

 

Austria Euro denominated at 3.00% due 2025

 

 

114

 

 

 

121

 

Indonesia U.S. Dollar denominated at 3.50% due 2024

 

 

5,867

 

 

 

6,667

 

New Zealand Dollar denominated at 3.25% due 2021

 

 

0

 

 

 

4,369

 

New Zealand Dollar denominated at 3.65% due 2024

 

 

3,218

 

 

 

0

 

Total long-term debt

 

 

43,164

 

 

 

38,549

 

Less current portion

 

 

(3,116

)

 

 

(5,216

)

Total long-term debt, less current portion

 

 

40,048

 

 

 

33,333

 

Total debt

 

$

59,587

 

 

$

55,977

 

 

 

December 31

 

 

 

2018

 

 

2017

 

Short-term debt

 

 

 

 

 

 

 

 

Secured notes

 

 

 

 

 

 

 

 

Thailand Bhat denominated at 3.95%

 

 

0

 

 

 

864

 

Thailand Bhat denominated at 4.15% - 4.75%

 

 

1,797

 

 

 

0

 

Thailand Bhat denominated at 4.25%

 

 

683

 

 

 

0

 

Brazil Real denominated at 2.83% - 5.90%

 

 

802

 

 

 

0

 

Brazil Real denominated at 4.30% - 4.84%

 

 

842

 

 

 

0

 

Brazil Real denominated at 9.40%

 

 

4,918

 

 

 

0

 

Current portion of long-term debt

 

 

1,448

 

 

 

1,448

 

Total short-term debt

 

 

10,490

 

 

 

2,312

 

 

 

 

 

 

 

 

 

 

Long-term debt

 

 

 

 

 

 

 

 

USD denominated at 3.63%, due 2021

 

 

12,189

 

 

 

23,133

 

USD denominated at 2.71%, due 2026

 

 

10,984

 

 

 

12,433

 

Brazilian Real denominated at 4.60% due 2022

 

 

214

 

 

 

286

 

Poland Zloty denominated at 2.77% due 2021

 

 

904

 

 

 

0

 

Australian Dollar denominated at 2.96%, due 2021

 

 

2,117

 

 

 

194

 

Total long-term debt

 

 

26,408

 

 

 

36,046

 

Less current portion

 

 

(1,448

)

 

 

(1,448

)

Total long-term debt, less current portion

 

 

24,960

 

 

 

34,598

 

Total debt

 

$

35,450

 

 

$

36,910

 

On January 19, 2021, the Company received funding for a term loan from PNC Equipment Finance, LLC in the principal amount of $20.5 million to fund the purchase of a corporate aircraft. In September 2020, the Company made a deposit of $6.8 million toward the purchase of the aircraft which was subsequently refunded in January 2021 and the full amount of the $20.5 million purchase price was drawn on the loan. The aircraft replaces the Company’s previously owned aircraft, which was sold in December 2020. The proceeds of the sale were used to pay off the debt associated with the previously-owned aircraft. The term of the new loan is 120 months at a fixed interest rate of 2.744%. The loan is payable in 119 equal monthly installments, which commenced on March 1, 2021 with a final payment of any outstanding principal and accrued interest due and payable on the final monthly payment date. Of the $18.8 million outstanding on this debt facility at December 31, 2021, $2.1 million was classified as current. The loan is secured by the aircraft.

On March 13, 2018,April 17, 2020, the Company extended the term on its $65$65.0 million credit facilityCredit Facility ("the Facility") from June 30, 20192021 to June 30, 2021.2024 and added its Austrian subsidiary as a borrower on the Facility. All other terms remain the same, including the interest rate at LIBOR plus 1.125%1.125% unless itsthe Company’s funded debt to Earnings before Interest, Taxes and Depreciation ratio exceeds 2.25 to 1, thenat which point the LIBOR spread becomes 1.500%1.500%.  As ofAt December 31, 2018,2021, the Company had the following borrowings on the $65.0 million Facility; the U.S. borrowed $3.4 million at 1.205%, the Company’s Polish subsidiary had borrowed $.9$6.1 million at a rate of 1.125% plus2.455%, the Warsaw Interbank Offer Rate with a term expiring June 30, 2021.  As of December 31, 2018, the interest rates on the U.S. and Polish line of credit agreement were 3.63% and 2.77%, respectively.  As of December 31, 2018, the

43


Company’s Australian subsidiary had borrowed $2.1$2.4 million at a rate of 1.125% plus2.980% and the Australian Bank Bill Swap Bid Rate with a term expiring June 30, 2021.  As of December 31, 2018, the interest rate on the Australian line of credit agreement was 2.96%Company’s Austrian subsidiary borrowed $1.4 million at 1.216%. Under the credit facility,Facility, at December 31, 2018,2021, the Company had utilized $15.2$13.3 million with $49.8$51.7 million available, under the line of credit net of long-term outstanding letters of credit.credit of $0.1 million. Our bank debt to equity percentage was 18.8%. The PLP-USA line of credit provides for $5.0 million to be available to the Company’s subsidiaries.  The line of creditFacility agreement contains, among other provisions, requirements for maintaining levels of net worth and profitability. At both December 31, 2018 and 2017,2021, the Company was in compliance with allthese covenants.

TheOn April 25, 2019, the Company ownborrowed $8.0 million U.S. dollars on behalf of its Indonesian subsidiary at a corporate aircraftrate of 3.501% with a remaining balance dueterm expiring on the loan of $11.0April 30, 2024. At December 31, 2021, $5.9 million was outstanding on this debt facility, of which $1.4$0.8 million is classified as short-term, with acurrent.

On August 16, 2021, the Company's New Zealand subsidiary extended the term expiring in 2026.  Theof its $3.8 million debt facility from August 26, 2021 to August 26, 2024. All other terms remain the same, including the interest rate of 3.650%. Of the $3.2 million outstanding on this debt facility at December 31, 2021, $0.2 million is classified as current. This loan is secured by the purchased aircraft.Company's New Zealand subsidiary's land and building.

The Company’s Asia Pacific segment had $.3$0.2 million and $1.2$0.6 million in restricted cash at December 31, 20182021 and 2017,2020, respectively. The restricted cash iswas used to secure bank debt and is included in Cash and cash equivalents and Other current assets on the balance sheet.Company’s Consolidated Balance Sheets at December 31, 2021 and 2020, respectively.

Aggregate maturities of long-term debt during the next five years are as follows: $1.4 million for 2019, $1.5 million for 2020,  $16.7 million for 2021, $1.5$3.1 million for 2022, $3.1 million for 2023, $16.3 million for 2024, $4.9 million for 2025 and $5.2$15.8 million thereafter.

Interest paid was $1.8$1.6 million in 2018, $1.02021, $1.9 million in 20172020 and $.7$2.0 million in 2016.2019.

Guarantees and Letters of Credit

The Company has provided financial guarantees for uncompleted work and financial commitments. The terms of these guarantees vary with end dates ranging from the current year through the completion of such transactions. The guarantees would typically be triggered in the event of nonperformance.non-performance. As of December 31, 2018,2021, the Company had total outstanding guarantees of $4.9$10.0 million. Additionally, certain domestic and foreign customers require the Company to issue letters of credit or performance bonds as a condition of placing an order. As of December 31, 2018,2021, the Company had total outstanding letters of credit of $2.5$2.2 million.


Note F - Leases

The Company has commitmentsregularly enters into leases in the normal course of business. As of December 31, 2021, the leases in effect were related to land, buildings, vehicles, office equipment and other production equipment under operating leases primarilywith lease terms of up to 99 years. The Company often has the option to renew lease terms for officebuildings and manufacturing space, transportation equipment, office equipmentother assets. The exercise of lease renewal options is generally at the Company’s sole discretion. In addition, certain lease arrangements may be terminated prior to their original expiration date at the Company’s discretion.

The Company evaluates renewal and computer equipment.  Rental expense was $2.6 million in 2018, $2.6 million in 2017termination options at the lease commencement date to determine if the Company is reasonably certain to exercise the option on the basis of economic factors. The weighted average remaining lease term for the Company’s operating and $2.1 million in 2016.  Future minimum rental commitments having non-cancelable terms exceeding one year are $2.3 million in 2019, $1.9 million in 2020, $1.6 million in 2021, $.9 million in 2022, $.2 million in 2023, and an aggregate $6.3 million thereafter.  The total minimum sublease rentals to be received through 2024 under noncancelable subleasesfinancing leases as of December 31, 20182021 was $4.0 million.18.4 and 3.0 years, respectively.

Lease expense is recognized for these leases on a straight-line basis over the lease term with variable lease payments recognized in the period those payments are incurred. The components of operating and finance lease costs are recognized in Costs and expenses and Interest expense, respectively, on the Company’s Consolidated Statements of Income. The Company’s operating and finance lease costs for the years ended December 31, 2021 and 2020 were as follows:

 

 

Year Ended December 31

 

 

 

2021

 

 

2020

 

Components of lease expense

 

 

 

 

 

 

Operating lease cost

 

$

2,870

 

 

$

2,957

 

 

 

 

 

 

 

 

Finance lease cost

 

 

 

 

 

 

Amortization of right-of-use assets

 

 

388

 

 

 

66

 

Interest on lease liabilities

 

 

13

 

 

 

9

 

Total lease cost

 

$

3,271

 

 

$

3,032

 

44


The discount rate implicit within each lease is often not determinable and, therefore, the Company has commitments under capitalestablishes the discount rate based on its incremental borrowing rate. The incremental borrowing rate for the Company’s leases is determined based on lease term and currency in which lease payments are made, adjusted for equipmentimpacts of collateral. The weighted average discount rate used to measure the Company’s operating and vehicles.  finance lease liabilities as of December 31, 2021 was 4.96% and 4.21%, respectively. The weighted average discount rate used to measure the Company’s operating and finance lease liabilities as of December 31, 2020 was 4.46% and 4.33%, respectively.

Future maturities of the Company’s lease liabilities as of December 31, 2021 are as follows:

 

 

Year Ended December 31, 2021

 

 

 

Operating Leases

 

 

Finance Leases

 

2022

 

$

2,448

 

 

$

267

 

2023

 

 

1,762

 

 

 

146

 

2024

 

 

1,019

 

 

 

100

 

2025

 

 

883

 

 

 

82

 

2026 and thereafter

 

 

9,713

 

 

 

20

 

Total lease payments

 

$

15,825

 

 

$

615

 

Less amount of lease payment representing interest

 

 

5,685

 

 

 

6

 

Total present value of lease payments

 

$

10,140

 

 

$

609

 

Amounts recognized as capitalfinance lease obligations are reported in Accrued expense and other liabilities and Other noncurrent liabilities in the Consolidated Balance Sheets.   Future minimum rental commitments for capital leases are less than $.1sheets.

The Company received sublease income of $1.0 million for each ofboth years ended December 31, 2021 and 2020. The total minimum sublease rentals under noncancelable subleases to be received through 2023 is $1.6 million.

Supplemental cash flow information related to leases for the years ended December 31, 2019, 2020, 2021 and 2022 and the related imputed interest for the capital leases in each of these years is less than $.1 million.  Future minimum rental commitment and imputed interest for capital leases in 2023 is $0.  Leased property and equipment under capital leases are amortized using the straight-line method over the term of the lease.  Routine maintenance, repairs and replacements are expensed2020 was as incurred.follows:

 

 

Year Ended December 31

 

 

 

2021

 

 

2020

 

Supplemental cash flow information

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

2,608

 

 

$

2,793

 

Operating cash flows from finance leases

 

 

13

 

 

 

9

 

Financing cash flows from finance leases

 

 

375

 

 

 

118

 

Note G - Income Taxes

The Company recorded net tax provisions of $6.0$13.2 million, $13.2$10.8 million, and $5.7$8.1 million for the years endingended December 31, 2018, 2017,2021, 2020, and 2016,2019, respectively. Cash taxes paid, net of refunds, were $5.6$16.9 million, $3.4$7.7 million, and $6.9$7.8 million for the years ending December 31, 2018, 2017,2021, 2020, and 2016,2019, respectively.

On The 2021 payment includes a $5.0 million extension payment during the year ended December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act makes broad and complex changes to the U.S. tax code that affected 2017, including, but not limited to, requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over eight years.

The Tax Act also established new tax laws that affected 2018, including but not limited to, (1) reduction of the U.S. federal statutory rate from 35% to 21%; (2) the creation of the base erosion anti-abuse tax (BEAT), a new minimum tax; (3) a general elimination of U.S. federal income taxes on dividends from foreign subsidiaries; (4) a new provision, Global Intangible Low-Taxed Income (GILTI),31, 2021 which ends deferral of taxation on a significant portion of foreign earnings; (5) a new limitation on deductible interest expense; (6) the repeal of the domestic production activity deduction; (7) limitations on the deductibility of certain executive compensation; and (8) limitations on the use of FTCs to reduce the U.S. income tax liability.

The SEC staff issued SAB 118, which provides guidance on accounting for the tax effects of the Tax Act.  SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete.  To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate to be included in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act.

As a result of the application of SAB 118, the Company recorded provisional amountswas related to the reduction of its deferred2020 tax assets and liabilities resulting from the tax rate reduction from 35% to 21% and for the Transition Tax at December 31, 2017.  The Company updated these provisional amounts during the third quarter of 2018 and recorded a $.7 million decrease in tax expense related to the reduction of its deferred tax assets and liabilities, and a $.9 million decrease in tax expense related to the Transition Tax.  In the fourth quarter of 2018, the Company completed its analysis of the effects of the Tax Act and determined that no additional material adjustments were needed.return.

Income before income taxes was derived from the following sources:

 

 

2021

 

 

2020

 

 

2019

 

United States

 

$

32,570

 

 

$

22,725

 

 

$

11,353

 

Foreign

 

 

16,326

 

 

 

17,846

 

 

 

20,105

 

 

 

$

48,896

 

 

$

40,571

 

 

$

31,458

 

45


 

 

2018

 

 

2017

 

 

2016

 

United States

 

$

10,268

 

 

$

4,774

 

 

$

3,501

 

Foreign

 

 

22,320

 

 

 

21,032

 

 

 

17,452

 

 

 

$

32,588

 

 

$

25,806

 

 

$

20,953

 


The components of income taxes for the yearyears ended December 31 are as follows:

 

 

2021

 

 

2020

 

 

2019

 

Current

 

 

 

 

 

 

 

 

 

Federal

 

$

649

 

 

$

7,909

 

 

$

2,835

 

Foreign

 

 

5,065

 

 

 

5,093

 

 

 

6,170

 

State and local

 

 

917

 

 

 

1,188

 

 

 

391

 

 

 

 

6,631

 

 

 

14,190

 

 

 

9,396

 

Deferred

 

 

 

 

 

 

 

 

 

Federal

 

 

7,172

 

 

 

(2,290

)

 

 

(10

)

Foreign

 

 

(75

)

 

 

(445

)

 

 

(1,347

)

State and local

 

 

(553

)

 

 

(645

)

 

 

83

 

 

 

 

6,544

 

 

 

(3,380

)

 

 

(1,274

)

Income taxes

 

$

13,175

 

 

$

10,810

 

 

$

8,122

 

 

 

2018

 

 

2017

 

 

2016

 

Current

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

(904

)

 

$

4,592

 

 

$

(1,698

)

Foreign

 

 

6,247

 

 

 

5,998

 

 

 

5,115

 

State and local

 

 

350

 

 

 

126

 

 

 

32

 

 

 

 

5,693

 

 

 

10,716

 

 

 

3,449

 

Deferred

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

801

 

 

 

2,316

 

 

 

2,986

 

Foreign

 

 

(608

)

 

 

12

 

 

 

(914

)

State and local

 

 

121

 

 

 

108

 

 

 

177

 

 

 

 

314

 

 

 

2,436

 

 

 

2,249

 

Income taxes

 

$

6,007

 

 

$

13,152

 

 

$

5,698

 

The differences between the provision for income taxes at the U.S. federal statutory rate and the tax shown in the Statements of Consolidated Income for the yearyears ended December 31 are summarized as follows:

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

U. S. federal statutory tax rate

 

 

21

%

 

 

35

%

 

 

35

%

 

21.0%

 

 

21.0%

 

 

21.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal tax at statutory rate

 

$

6,843

 

 

$

9,033

 

 

$

7,334

 

 

$

10,268

 

$

8,520

 

$

6,606

 

State and local taxes, net of federal benefit

 

 

273

 

 

 

82

 

 

 

20

 

 

721

 

 

 

942

 

 

 

308

 

U.S. federal permanent items

 

 

240

 

 

 

(60

)

 

 

400

 

Global low-taxed income

 

 

1,721

 

 

 

(116

)

 

 

0

 

Non-deductible officers' compensation

 

763

 

 

 

1,161

 

 

 

1,005

 

Other U.S. federal permanent items

 

35

 

 

 

162

 

 

 

(384

)

Global intangible low-taxed income

 

770

 

 

 

1,222

 

 

 

1,738

 

Foreign tax credits

 

 

(1,707

)

 

0

 

 

 

716

 

 

(1,222

)

 

 

(1,204

)

 

 

(1,422

)

Transition tax

 

 

(1,780

)

 

 

2,592

 

 

0

 

Non-U.S. tax rate variances

 

 

1,011

 

 

 

(1,491

)

 

 

(1,484

)

 

2,936

 

 

 

1,330

 

 

 

929

 

Unrecognized tax benefits

 

 

0

 

 

 

0

 

 

 

(195

)

Valuation allowance

 

 

(57

)

 

 

88

 

 

 

(414

)

 

(738

)

 

 

(245

)

 

 

(346

)

Tax credits

 

 

(295

)

 

 

(255

)

 

 

(252

)

 

(807

)

 

 

(349

)

 

 

(464

)

Tax impact, deferred rate

 

 

(680

)

 

 

3,161

 

 

0

 

Other, net

 

 

438

 

 

 

118

 

 

 

(427

)

 

 

449

 

 

 

(729

)

 

 

152

 

 

$

6,007

 

 

$

13,152

 

 

$

5,698

 

 

$

13,175

 

 

$

10,810

 

 

$

8,122

 


Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the tax basis of assets and liabilities and their carrying value for financial statement purposes. The tax effects of temporary differences that give rise to the Company’s deferred tax assets and liabilities at December 31 are as follows:

 

 

2021

 

 

2020

 

Deferred tax assets:

 

 

 

 

 

 

Accrued compensation and benefits

 

$

1,175

 

 

$

1,518

 

Inventory valuation reserves

 

 

2,504

 

 

 

2,535

 

Allowance for credit losses

 

 

663

 

 

 

480

 

Benefit plan reserves

 

 

7,048

 

 

 

7,564

 

Net operating loss carryforwards

 

 

2,383

 

 

 

1,851

 

Foreign tax credit

 

 

543

 

 

 

0

 

Other accrued expenses

 

 

2,453

 

 

 

3,825

 

Unrealized foreign exchange

 

 

213

 

 

 

799

 

Other

 

 

0

 

 

 

284

 

Gross deferred tax assets

 

 

16,982

 

 

 

18,856

 

Valuation allowance

 

 

(1,932

)

 

 

(2,912

)

Net deferred tax assets

 

 

15,050

 

 

 

15,944

 

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

 

Depreciation and other basis differences

 

 

(11,023

)

 

 

(4,514

)

Intangibles

 

 

(2,594

)

 

 

(3,419

)

Other

 

 

(404

)

 

 

(69

)

Deferred tax liabilities

 

 

(14,021

)

 

 

(8,002

)

Net deferred tax assets

 

$

1,029

 

 

$

7,942

 

46

 

 

2018

 

 

2017

 

Deferred tax assets:

 

 

 

 

 

 

 

 

Accrued compensation and benefits

 

$

1,387

 

 

$

1,093

 

Inventory valuation reserves

 

 

2,256

 

 

 

2,332

 

Allowance for doubtful accounts

 

 

346

 

 

 

360

 

Benefit plan reserves

 

 

7,153

 

 

 

7,981

 

Net operating loss carryforwards

 

 

2,651

 

 

 

3,402

 

Other accrued expenses

 

 

2,830

 

 

 

2,489

 

Unrealized foreign exchange

 

 

1,217

 

 

 

1,462

 

Gross deferred tax assets

 

 

17,840

 

 

 

19,119

 

Valuation allowance

 

 

(3,495

)

 

 

(3,965

)

Net deferred tax assets

 

 

14,345

 

 

 

15,154

 

 

 

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

 

 

 

Depreciation and other basis differences

 

 

(6,855

)

 

 

(6,313

)

Intangibles

 

 

(2,057

)

 

 

(2,706

)

Undistributed foreign earnings

 

 

(172

)

 

 

(426

)

Other

 

 

(72

)

 

 

(25

)

Deferred tax liabilities

 

 

(9,156

)

 

 

(9,470

)

Net deferred tax assets

 

$

5,189

 

 

$

5,684

 


 

 

2021

 

 

2020

 

Change in net deferred tax assets:

 

 

 

 

 

 

Deferred income tax expense

 

 

 

 

 

 

  Ordinary movement

 

$

(6,544

)

 

$

3,380

 

Items of other comprehensive (loss) income

 

 

(371

)

 

 

319

 

Currency translation

 

 

2

 

 

 

(205

)

Total change in net deferred tax assets

 

$

(6,913

)

 

$

3,494

 

 

 

2018

 

 

2017

 

Change in net deferred tax assets:

 

 

 

 

 

 

 

 

Deferred income tax expense

 

 

 

 

 

 

 

 

Ordinary movement

 

$

(993

)

 

$

(473

)

Tax act - transition tax

 

 

0

 

 

 

1,198

 

Tax impact deferred rate

 

 

680

 

 

 

(3,161

)

Items of other comprehensive income (loss)

 

 

(62

)

 

 

48

 

Currency translation

 

 

(120

)

 

 

(58

)

Total change in net deferred tax assets

 

$

(495

)

 

$

(2,446

)

Deferred taxes are recorded at a rate at which such items are expected to reverse based on currently enacted tax rates for temporary differences between the financial reporting and income tax basis of assets and liabilities and operating loss and tax credit carryforwards.

At December 31, 2018,2021, the Company had $9.2$13.8 million of foreign net operating loss carryforwards of which $7.7$9.2 million havehas an indefinite carryforward and $1.5$4.6 million will expire between the years 2024 and 2028.  2030.

The Company assesses the available positive and negative evidence to determine if it is more likely than not that sufficient future taxable income will be generated to utilize the existing deferred tax assets by jurisdiction. Based on this evaluation, the Company has established a valuation allowance of $3.5$1.9 million at December 31, 20182021 in order to measure only the portion of the deferred tax asset that is more likely than not to be realized. The net increasedecrease in the valuation allowance during the year was $.5$1.0 million, of which $.1$0.7 million impacts the income tax provision and $.4 millionthe remainder relates to currency translation.

The Company previously consideredconsiders the majority of the earnings in our non-U.S. subsidiaries to be permanently reinvested and accordingly did not record any associated deferred income taxes on such earnings. Since the Tax Act includes a mandatory one-time tax on certain accumulated earnings of foreign subsidiaries, these previously unremitted earnings for which no U.S. deferred tax liability had been accrued have now been subject to U.S. tax. Notwithstanding the U.S. taxation of these amounts,Accordingly, the Company intends to continue to invest approximately $92.0 million of the approximate total of $95.0$114.9 million of such earnings, as well as our capital in these subsidiaries, indefinitely outside of the U.S. and do not expect to incur any significant, additional taxes related to such amounts.  The Company has recorded a tax liability of $0.2 million related to the cost to remit such earnings not permanently reinvested, which is primarily related to local country withholding cost.


The Company is subject to taxation in the U.S. and various state and foreign jurisdictions. As of December 31, 2018,2021, with few exceptions, the Company is no longer subject to U.S. federal examinations by tax authorities for years before 20142017 and state, local or foreign examinations by tax authorities for years before 2012.2015.

The following is a tabular reconciliation of the total amounts of unrecognized tax benefits related to uncertain tax positions, excluding interest and penalties, for the year ended December 31:

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

Balance at January 1

 

$

0

 

 

$

0

 

 

$

178

 

 

$

66

 

 

$

118

 

 

$

0

 

Additions for tax positions of prior years

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

118

 

Reductions for tax positions of prior years

 

 

0

 

 

 

0

 

 

 

0

 

Expiration of statutes of limitations

 

 

0

 

 

 

0

 

 

 

(178

)

 

(66

)

 

(52

)

 

0

 

Balance at December 31

 

$

0

 

 

$

0

 

 

$

0

 

 

$

0

 

 

$

66

 

 

$

118

 

The Company records accrued interest as well as penalties related to unrecognized tax benefits as part of the provision for income taxes. During the yearsyear ended December 31, 2018, 2017 and 2016,2021, the remaining portion of the Company’s uncertain tax position which was $0.1 million expired due to the statute of limitation taking effect. The Company had no significant activity with regard to unrecognized tax benefits. The Company had noless than $0.1 million of accrued interest orand penalties as of December 31, 2018, 2017 and 2016.  The Company does not anticipate a change in the unrecognized tax benefits within the next twelve months.2021.

Note H - Share-Based Compensation

The 1999 Stock Option Plan

Activity in the Company’s 1999 Stock Option Plan for the year ended December 31, 2018 was as follows:

 

 

Number of

Shares

 

 

Weighted

Average

Exercise Price

per Share

 

 

Weighted

Average

Remaining Contractual

Term (Years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding at January 1, 2018

 

 

750

 

 

$

39.10

 

 

 

 

 

 

 

 

 

Exercised

 

 

0

 

 

$

0.00

 

 

 

 

 

 

 

 

 

Forfeited

 

 

0

 

 

$

0.00

 

 

 

 

 

 

 

 

 

Outstanding (exercisable and vested) at December 31, 2018

 

 

750

 

 

$

39.10

 

 

 

0.8

 

 

$

11

 

There were 0, 4,800 and 6,450 in stock options exercised during the years ended December 31, 2018, 2017 and 2016, respectively.  The total intrinsic value of stock options exercised during the year ended December 31, 2017 was approximately $.1 million.  No cash was received for the exercise of stock options during 2018.

The Company recorded no compensation expense related to these stock options for the years ended December 31, 2018, 2017 and 2016, as all options were fully vested as of December 31, 2012.

Long Term Incentive Plan of 2008 and 2016 Incentive Plan

The Company maintains an equity award program to give the Company a competitive advantage in attracting, retaining, and motivating officers, employees and directors and to provide an incentive to those individuals to increase shareholder value through long-term incentives directly linked to the Company’s performance. Under the Preformed Line Products Company Long Term Incentive Plan of 2008 (the “LTIP”), certain employees, officers, and directors were eligible to receive awards of options, restricted shares and restricted share units (RSUs). The total number of Company common shares reserved for awards under the LTIP was 900,000, of which 800,000 common shares were reserved for RSUs and 100,000 common shares were reserved for share options. The Preformed Line Products Company 2016 Incentive Plan (the “Incentive Plan”) was put in place upon approval by the Company’s Shareholders at the 2016 Annual Meeting of Shareholders on May 10, 2016. No further awards will be made under the LTIP and previously granted awards remain outstanding in accordance with their terms. Under the Incentive Plan, certain employees, officers, and directors will be eligible to receive awards of options, restricted shares and RSUs. The total number of Company common shares reserved for awards under the Incentive Plan is 1,000,000 of which 900,000 common shares have been reserved for restricted share awards and 100,000 common shares have been reserved for share options. As of December 31, 2018, 10,0002021, 43,500 options and 155,002380,278 restricted shares have been granted under the Incentive Plan. The Incentive Plan expires on May 10, 2026.      2026.


47


Restricted Share Units

For the regular annual grants, a portion of the RSUs is subject to time-based cliff vesting and a portion is subject to vesting based upon the Company’s performance over a set period for all participants except the CEO. All of the CEO’s regular annual RSUs are subject to vesting based upon the Company’s performance over a set-year period.

The RSUs are offered at no cost to the employees, however, the participant must remain employed with the Company until the restrictions on the RSUs lapse. The fair value of RSUs is based on the market price of a common share on the grant date. Dividends declared are accrued.

A summary of the RSUs for the year ended December 31, 20182021 is as follows:

 

Restricted Share Awards

 

 

Performance

 

 

 

 

 

 

Total

 

 

Weighted-Average

 

 

Restricted Share Awards

 

 

and Service

 

 

Service

 

 

Restricted

 

 

Grant-Date

 

 

Performance

 

 

 

Total

 

Weighted-Average

 

 

Required

 

 

Required

 

 

Awards

 

 

Fair Value

 

 

and Service

 

Service

 

Restricted

 

Grant-Date

 

Nonvested as of January 1, 2018

 

 

200,572

 

 

 

18,214

 

 

 

218,786

 

 

$

44.49

 

 

Required (1)

 

 

Required

 

 

Awards

 

 

Fair Value

 

Nonvested as of January 1, 2021

 

183,777

 

15,786

 

199,563

 

$

60.33

 

Granted

 

 

63,122

 

 

 

8,155

 

 

 

71,277

 

 

 

73.86

 

 

51,308

 

12,285

 

63,593

 

71.84

 

Vested

 

 

(19,277

)

 

 

(9,071

)

 

 

(28,348

)

 

 

41.97

 

 

(56,973

)

 

(7,198

)

 

(64,171

)

 

71.77

 

Forfeited

 

 

(30,793

)

 

 

0

 

 

 

(30,793

)

 

 

45.85

 

 

 

(5,145

)

 

 

(1,286

)

 

 

(6,431

)

 

54.55

 

Nonvested as of December 31, 2018

 

 

213,624

 

 

 

17,298

 

 

 

230,922

 

 

$

53.68

 

Nonvested as of December 31, 2021

 

 

172,967

 

 

 

19,587

 

 

 

192,554

 

 

$

60.34

 

(1) Nonvested, performance-based RSU's are reflected above at the maximum performance achievement level.

For time-based RSUs, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period of the award in General and administrative expense in the accompanying Statements of Consolidated Income. Annual compensation expense related to the time-based RSUs for the years ended December 31, 2018, 20172021, 2020 and 20162019 was $.5$0.5 million, $.4$0.4 million and $.3$0.5 million, respectively. During the year ended December 31, 2021, a former Officer of the Company forfeited 1,286 time-based RSUs that were granted during 2020 and 2019. As of December 31, 2018,2021, there was $.6$0.7 million of total unrecognized compensation cost related to time-based RSUs that is expected to be recognized over the weighted-average remaining period of approximately 1.71.8 years.

For the performance-based RSUs, the number of RSUs in which the participants will vest depends on the Company’s level of performance measured by growth in pre-tax income and sales growth over a requisite performance period. Depending on the extent to which the performance criterionscriteria are satisfied under the LTIP, the participants are eligible to earn common shares over the vesting period. Performance-based compensation expense for the years ended December 31, 2018, 20172021, 2020 and 20162019 was $3.7$3.4 million, $2.7$3.5 million and $.9$3.9 million, respectively. TheDuring the year ended December 31, 2021, a former Officer of the Company participants forfeited 30,7935,145 performance-based RSUs that were granted during 2015 upon vesting of the remaining portion of such awards at December 31, 2018 for which pre-tax income2020 and sales growth performance were not fully achieved.2019. As of December 31, 2018,2021, the remaining performance-based RSUs compensation expense of $4.6$3.7 million is expected to be recognized over a period of approximately 1.7 years.

The excess tax benefits from service and performance-based RSUs was $.2$0.2 million, $.2$0.4 million and $.1$0.5 million for the years ended December 31, 2018, 20172021, 2020 and 2016,2019, respectively. This represents the reduction in income taxes otherwise payable during the period attributable to the actual gross tax benefits in excess of the expected tax benefits for restricted shares vested in the current period.period.

In the event of a Change in Control (as defined in the LTIP and Incentive Plan), vesting of the RSUs will be accelerated and all restrictions will lapse. Nonvested performance-based awards are based on a maximum target potential payout. Actual shares awarded at the end of the performance period may be less than the maximum potential payout level depending on achievement of performance-based award objectives.

To satisfy the vesting of its RSUs, the Company has reserved new shares from its authorized but unissued shares. Any additional granted awards will also be issued from the Company’s authorized but unissued shares.


Deferred Compensation Plan

The Company maintains a trust, commonly referred to as a rabbi trust, in connection with the Company’s deferred compensation plan. This plan allows for two2 deferrals. First, Directors make elective deferrals of Director fees payable and held in the rabbi trust. The deferred compensation plan allows the Directors to elect to receive Director fees in common shares of the Company at a later date instead of fees paid each quarter in cash. Second, this plan allows certain Company employees to defer restricted shares or RSUs for future distribution in the form of common shares. Assets of the rabbi trust are consolidated, and the value of the Company’s stock held in the rabbi trust is classified in Shareholders’ equity and generally accounted for in a manner similar to treasury stock. The Company recognizes the original amount of the deferred compensation (fair value of the deferred stock award at the date of grant) as the basis for recognition in common shares issued to the rabbi trust. Changes in the fair value of amounts owed to certain employees or Directors

48


are not recognized as the Company’s deferred compensation plan does not permit diversification and must be settled by the delivery of a fixed number of the Company’s common shares. As of December 31, 2018, 269,6302021, 243,138 LTIP shares have been deferred and are being held by the rabbi trust.

Share Option Awards

The LTIP permitted and now the Incentive Plan permits the grant of 100,000 options to buy common shares of the Company to certain employees at not less than fair market value of the shares on the date of grant. Options issued to date under the LTIP and Incentive Plan vest 50%50% after one year following the date of the grant, 75%75% after two years, and 100%100% after three years and expire from five to ten years from the date of grant. Shares issued as a result of stock option exercises will be funded with the issuance of new shares.

The Company utilizes the Black-Scholes option pricing model for estimating fair values of options. The Black-Scholes model requires assumptions regarding the volatility of the Company’s stock, the expected life of the stock award and the Company’s dividend yield. The Company utilizes historical data in determining these assumptions. The risk-free rate for periods within the contractual life of the option is based on the U.S. zero coupon Treasury yield in effect at the time of grant. Forfeitures have been estimated to be zero.0.

There were 5,000, 5,000 and 03,000 options granted forduring the year ended December 31, 2021 and 25,500 and 5,000 options granted in the years ended December 31, 2018, 20172020 and 2016,2019, respectively. The fair values for the stock options granted were estimated at the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions:

 

2018

 

 

2017

 

 

2016

Risk-free interest rate

 

2.8

%

 

 

2.0

%

 

N/A

Dividend yield

 

1.6

%

 

 

1.7

%

 

N/A

Expected life (years)

5

 

 

5

 

 

N/A

Expected volatility

 

40.0

%

 

 

36.8

%

 

N/A

 

2021

 

 

2020

 

 

2019

 

Risk-free interest rate

 

1.1

%

 

 

1.8

%

 

 

1.8

%

Dividend yield

 

1.4

%

 

 

1.6

%

 

 

1.6

%

Expected life (years)

5

 

 

5

 

 

5

 

Expected volatility

 

39.7

%

 

 

42.0

%

 

 

42.0

%

Activity in the Company’s LTIP and Incentive Plan for the year ended December 31, 20182021 was as follows:

 

Number of

Shares

 

 

Weighted

Average

Exercise Price

per Share

 

 

Weighted

Average

Remaining Contractual

Term (Years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding at January 1, 2018

 

 

29,250

 

 

$

56.84

 

 

 

 

 

 

 

 

 

 

Number of
Shares

 

 

Weighted
Average
Exercise Price
per Share

 

 

Weighted
Average
Remaining Contractual
Term (Years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at January 1, 2021

 

50,950

 

$

54.81

 

 

 

 

 

 

Granted

 

 

5,000

 

 

$

61.39

 

 

 

 

 

 

 

 

 

 

 

3,000

 

$

69.89

 

 

 

 

 

Exercised

 

 

(3,500

)

 

$

63.56

 

 

 

 

 

 

 

 

 

 

 

(7,000

)

 

$

47.66

 

 

 

 

 

Forfeited

 

 

0

 

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

0

 

 

-

 

 

 

 

 

 

 

Outstanding (vested and expected to vest) at

December 31, 2018

 

 

30,750

 

 

$

56.81

 

 

 

6.9

 

 

$

131

 

Exercisable at December 31, 2018

 

 

23,250

 

 

$

56.77

 

 

 

6.1

 

 

$

115

 

Outstanding (vested and expected to vest) at
December 31, 2021

 

 

46,950

 

 

$

56.84

 

6.4

 

$

454

 

Exercisable at December 31, 2021

 

 

29,950

 

 

$

57.39

 

5.2

 

$

325

 

The weighted-average grant-date fair value of options granted during 20182021 was $61.39.$69.89. There were 3,500, 28,500,7,000, 5,050, and 5004,000 stock options exercised during the years ended December 31, 2018, 20172021, 2020 and 2016,2019, respectively. The total intrinsic value of stock options exercised was $.1$0.2 million, $.7$0.1 million and $0 for theboth years ended December 31, 2018, 20172021 and 2016, respectively.2020 and less than $0.1 million for the year December 31, 2019. Cash received for the exercise of stock options during 2018the year ended December 31, 2021 was $.2$0.3 million $1.5and $0.2 million in 2017 and less than $.1 million in 2016.


For theduring both years ended December 31, 2018, 20172021 and 2016, the2020.

The Company recorded compensation expense related to the stock options currently vested of $0.2 million, $0.1 million and less than $.1$0.1 million $.1 millionduring the years ended December 31, 2021, 2020 and $.2 million,2019, respectively. The total compensation cost related to nonvested awards not yet recognized at December 31, 20182021 is expected to be $.1$0.2 million over a weighted-average period of approximately 2.61.6 years.

The excess tax benefits from share-based awards for each of the years ended December 31, 2018, 20172021, 2020 and 20162019 was less than $.1$0.1 million. This represents the reduction in income taxes otherwise payable during the period attributable to the actual gross tax benefits in excess of the expected tax benefits for options exercised in the current period.

49


Note I - Computation of Earnings Per Share

Basic earnings per share were computed by dividing net income by the weighted-average number of common shares outstanding for each respective period. Diluted earnings per share were calculated by dividing net income by the weighted-average of all potentially dilutive common shares that were outstanding during the years presented.

The calculation of basic and diluted earnings per share for the year ended December 31 was are as follows:

 

2018

 

 

2017

 

 

2016

 

 

2021

 

 

2020

 

 

2019

 

Numerator

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

26,581

 

 

$

12,654

 

 

$

15,255

 

 

$

35,729

 

 

$

29,803

 

 

$

23,303

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Determination of shares (in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding

 

 

5,032

 

 

 

5,102

 

 

 

5,166

 

 

4,907

 

 

 

4,923

 

 

 

5,031

 

Dilutive effect - share-based awards

 

 

75

 

 

 

31

 

 

 

12

 

 

 

63

 

 

 

61

 

 

 

56

 

Diluted weighted-average common shares outstanding

 

 

5,107

 

 

 

5,133

 

 

 

5,178

 

 

 

4,970

 

 

 

4,984

 

 

 

5,087

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

5.28

 

 

$

2.48

 

 

$

2.95

 

 

$

7.28

 

 

$

6.05

 

 

$

4.63

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

$

5.21

 

 

$

2.47

 

 

$

2.95

 

 

$

7.19

 

 

$

5.98

 

 

$

4.58

 

For the year ended December 31, 2018, 20172021, 2020 and 2016, 260, 2019, 13,000, 37,919 and 56,85015,041 stock options, respectively, were excluded from the calculation of diluted earnings per share as the effect would have been anti-dilutive.

Note J - Goodwill and Other Intangibles

The Company’s finite and indefinite-lived intangible assets consist of the following:

 

December 31, 2018

 

 

December 31, 2017

 

 

December 31, 2021

 

 

December 31, 2020

 

 

Gross Carrying

 

 

Accumulated

 

 

Gross Carrying

 

 

Accumulated

 

 

Gross Carrying

 

Accumulated

 

Gross Carrying

 

Accumulated

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amortization

 

Finite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Patents

 

$

4,806

 

 

$

(4,788

)

 

$

4,806

 

 

$

(4,791

)

 

$

4,806

 

$

(4,806

)

 

$

4,806

 

$

(4,806

)

Land use rights

 

 

1,134

 

 

 

(203

)

 

 

1,199

 

 

 

(201

)

 

 

1,293

 

(437

)

 

1,286

 

(396

)

Trademark

 

 

1,707

 

 

 

(1,247

)

 

 

1,770

 

 

 

(1,166

)

 

 

1,837

 

(1,533

)

 

1,756

 

(1,474

)

Technology

 

 

2,994

 

 

 

(1,334

)

 

 

3,149

 

 

 

(1,215

)

 

 

7,306

 

(2,830

)

 

7,673

 

(2,402

)

Customer relationships

 

 

11,804

 

 

 

(6,415

)

 

 

12,350

 

 

 

(5,881

)

 

 

15,046

 

 

 

(8,643

)

 

 

16,441

 

 

 

(8,441

)

 

$

22,445

 

 

$

(13,987

)

 

$

23,274

 

 

$

(13,254

)

 

$

30,288

 

 

$

(18,249

)

 

$

31,962

 

 

$

(17,519

)

Indefinite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

$

15,621

 

 

 

 

 

 

$

16,544

 

 

 

 

 

 

$

28,194

 

 

 

 

$

29,508

 

 

 

 


The aggregate amortization expense for other intangibles with finite lives, ranging from 4 to 82 years, for the years ended December 31, 2021, 2020 and 2019 was $1.9 million, $1.8 million and $1.5 million, respectively. Amortization expense is estimated to be $1.7 million for 2022, $1.6 million for 2023 and 2024, $1.4 million for 2025 and $1.3 million for 2026. The weighted-average remaining amortization period is approximately 11.8 years. The weighted-average remaining amortization period by intangible asset class; land use rights, 54.4 years; trademark, 6.6 years; technology, 9.1 years and customer relationships, 8.6 years.

Goodwill and other intangible assets are generally recoded as a result of a business acquisition. Goodwill represents the excess of purchase price over the fair value of the tangible and identifiable net assets acquired during a business combination and is not subject to amortization but is subject to annual impairment testing. Intangible assets with definite lives, consisting primarily of purchased customer relationships, patents, technology, customer backlogs, trademarks and land use rights, are generally amortized over periods from four years to eighty-two years. The Company’s intangible assets with finite lives are generally amortized over the period in which the economic benefits of the intangibles are consumed, using either a projected cash flow basis method or the straight-line method. The straight-line method is used in circumstances in which it better reflects the pattern in which the economic benefits of the intangible asset are consumed or otherwise expire compared to using a projected cash flow basis method. An evaluation of the remaining useful life of intangible assets with a determinable life is performed on a periodic basis and when events and circumstances warrant an evaluation.

50


The Company assesses intangible assets with a determinable life for impairment consistent with its policy for assessing other long-lived assets. Goodwill and intangible assets are also reviewed for impairment annually in the fourth quarter or more frequently when changes in circumstances indicate the carrying amount may be impaired, or in the case of finite-lived intangible assets, when the carrying amount may not be recoverable. Such events or changes may include, but are not limited to, a significant deterioration in overall economic conditions, changes in the business climate of the Company's industry, overall performance indicators, a decline in the Company's market capitalization, business reorganization or restructuring or disposal of all or part of a reporting unit. Impairment charges are recognized pursuant to FASB ASC 350-20, “Goodwill.”

The Company's goodwill is tested for impairment at a level referred to as the reporting unit. The level at which goodwill is tested for impairment indicates whether the operations within the reporting unit constitute a self-sustaining business.

The Company may use both quantitative and qualitative approaches when testing goodwill for impairment. For selected reporting units where the qualitative approach is utilized, a qualitative evaluation of events and circumstances impacting the reporting unit is performed to determine if it is more likely than not that the fair value of the reporting unit exceeds its carrying amount. If that determination is made, no further evaluation is necessary. Otherwise, the Company performs its annuala quantitative impairment test for goodwill utilizingon the reporting unit.

For the quantitative approach, the Company uses a combination of the income approach, which uses a discounted cash flow methodology, and the market comparables and an overallapproach, which uses comparable market capitalization reasonableness testmultiples in computing fair value by reporting unit. The Company then compares the fair value of the reporting unit with its carrying value to assess if goodwill has been impaired. Based onThe fair value estimates are subjective and sensitive to significant assumptions, such as revenue growth rates, operating margins, the assumptions as to growth, discount ratesweighted-average cost of capital ("WACC"), and the weighting used for each respective valuation methodology, resultsestimated market multiples, of the valuations could be significantly different.which are affected by expectations of future market or economic conditions. The Company believes that the methodologies, significant assumptions, and weightings used are reasonable and result in appropriate fair values of the reporting units.

Given the continued decline in the Company’s results in the Asia-Pacific region and the uncertainty surrounding COVID-19, including the lingering impacts of the Delta variant, the Company concluded that an indicator of impairment was present and conducted an interim quantitative impairment review of its goodwill in the Asia-Pacific reporting unit as of September 30, 2021. The Company reassessed its previous forecasts for this reporting unit which predicted increased sales levels in the second half of 2021. However, actual results were lower than forecast due to extended lockdowns and the postponement of projects within the region. The interim impairment assessment was performed utilizing the same methodologies as the annual assessments discussed above and included revised projections, which are subject to various risks and uncertainties, including forecasted revenues, expenses and cash flows. Based on the interim impairment assessment and annual assessment at October 1, 2021, the Asia-Pacific reporting unit’s fair value exceeded its annual impairment test for goodwillcarrying value by approximately 10% as compared to 15% as of October 1, 20182020. No indicators of impairment were identified for the Company's other reporting units.

The Company re-evaluated the results of its Asia-Pacific region at December 31, 2021 and did not identify additional impairment indicators. The Company will continue to evaluate the results of its Asia-Pacific region and conduct interim testing if additional impairment indicators are present in future quarters. At December 31, 2021, the Asia-Pacific reporting unit's goodwill was $7.3 million.

The qualitative goodwill impairment test approach was used on the Company's remaining reporting units and there was no evidence that the fair value of each reporting unit would not exceed its carrying value at the October 1, 2017 and determined that no adjustment2021 measurement date. As such, 0 impairment was recorded at the measurement date. Total combined goodwill for the remaining reporting units was $21.3 million as shown in the following table:

 

 

USA

 

 

The Americas

 

 

EMEA

 

 

Asia-Pacific

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

 

$

3,078

 

 

$

4,158

 

 

$

13,442

 

 

$

7,162

 

 

$

27,840

 

Currency translation

 

 

0

 

 

 

93

 

 

 

1,007

 

 

 

568

 

 

 

1,668

 

Balance at December 31, 2020

 

 

3,078

 

 

 

4,251

 

 

 

14,449

 

 

 

7,730

 

 

 

29,508

 

Currency translation

 

 

0

 

 

 

(7

)

 

 

(888

)

 

 

(419

)

 

 

(1,314

)

Balance at December 31, 2021

 

$

3,078

 

 

$

4,244

 

 

$

13,561

 

 

$

7,311

 

 

$

28,194

 

Impairment assessments inherently involve management judgments regarding a number of assumptions such as those described above. Due to the carryingmultiple variables inherent in arriving at the estimates of the reporting unit's fair value, was required.  differences in assumptions could have an effect on the estimated fair value of a reporting unit and could result in goodwill impairment charges in a future period.

 

 

USA

 

 

The Americas

 

 

EMEA

 

 

Asia-Pacific

 

 

Total

 

Balance at January 1, 2017

 

$

3,078

 

 

$

4,017

 

 

$

1,287

 

 

$

7,387

 

 

$

15,769

 

Currency translation and other

 

 

0

 

 

 

275

 

 

 

208

 

 

 

292

 

 

 

775

 

Balance at December 31, 2017

 

 

3,078

 

 

 

4,292

 

 

 

1,495

 

 

 

7,679

 

 

 

16,544

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency translation

 

 

0

 

 

 

(295

)

 

 

(140

)

 

 

(488

)

 

 

(923

)

Balance at December 31, 2018

 

$

3,078

 

 

$

3,997

 

 

$

1,355

 

 

$

7,191

 

 

$

15,621

 

The Company’s only intangible asset with an indefinite life is goodwill. The Company’s goodwill is not deductible for tax purposes.

The aggregate amortization expense for other intangibles with finite lives, ranging from 4 to 82 years, for each of the years ended December 31, 2018, 2017 and 2016 was $1.0 million.  Amortization expense is estimated to be $0.9 million for 2019, $0.9 million for 2020, $.8 million for 2021, $.8 million for 2022 and $.8 million for 2023.  The weighted-average remaining amortization period is approximately 16.3 years.  The weighted-average remaining amortization period by intangible asset class; patents, 7.0 years; land use rights, 57.0 years; trademark, 8.6 years; technology, 12.9 years and customer relationships, 11.4 years.51


Note K - Fair Value of Financial Assets and Liabilities

The Company measures and records certain assets and liabilities at fair value. A fair value hierarchy is used for those assets and liabilities measured at fair value that distinguishes between assumptions based on market data (observable inputs), and the Company’s assumptions (unobservable inputs). The hierarchy consists of the following three levels:

Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets.

Level 2 Inputs other than Level 1 inputs that are either directly or indirectly observable, which may include:

Level 1

Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets.

Quoted prices for similar assets in active markets;

Level 2

Inputs other than Level 1 inputs that are either directly or indirectly observable, which may include:

Quoted prices for identical or similar assets or liabilities in inactive markets;

o

Quoted prices for similar assets in active markets;

Inputs other than quoted prices that are observable for the asset or liability; and

o

Quoted prices for identical or similar assets or liabilities in inactive markets;

Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

o

Inputs other than quoted prices that are observable for the asset or liability; and

o

Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3

Inputs to the valuation methodology are unobservable and developed using estimates and assumptions developed by the Company which reflect those that a market participant would use.  


Level 3 Inputs to the valuation methodology are unobservable and developed using estimates and assumptions developed by the Company which reflect those that a market participant would use.

The following table summarizes the Company’s assets and liabilities, recorded and measured at fair value, in the consolidated balance sheets as of December 31, 2018 (there were no financial instruments measured at fair value at December 31, 2017):2021 and 2020:

Description

 

Balance as of

December 31, 2018

 

 

Quoted Prices in

Active Markets

for Identical

Assets or

Liabilities

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketable securities

 

$

1,648

 

 

$

1,648

 

 

$

0

 

 

$

0

 

Total Assets

 

$

1,648

 

 

$

1,648

 

 

$

0

 

 

$

0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental profit sharing plan

 

 

4,946

 

 

 

0

 

 

 

4,946

 

 

 

0

 

Total Liabilities

 

$

4,946

 

 

$

0

 

 

$

4,946

 

 

$

0

 

Description

 

Balance as of
 December 31, 2021

 

 

Quoted Prices in Active Markets for Identical Assets or Liabilities
(Level 1)

 

 

Significant Other Observable Inputs
 (Level 2)

 

 

Significant Unobservable Inputs
 (Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

534

 

 

$

0

 

 

$

534

 

 

$

0

 

Total Assets

 

$

534

 

 

$

0

 

 

$

534

 

 

$

0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental profit sharing plan

 

$

8,015

 

 

$

0

 

 

$

8,015

 

 

$

0

 

Total Liabilities

 

$

8,015

 

 

$

0

 

 

$

8,015

 

 

$

0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

Balance as of
 December 31, 2020

 

 

Quoted Prices in Active Markets for Identical Assets or Liabilities
(Level 1)

 

 

Significant Other Observable Inputs
 (Level 2)

 

 

Significant Unobservable Inputs
 (Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

359

 

 

$

0

 

 

$

359

 

 

$

0

 

Total Assets

 

$

359

 

 

$

0

 

 

$

359

 

 

$

0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental profit sharing plan

 

$

7,143

 

 

$

0

 

 

$

7,143

 

 

$

0

 

Foreign currency forward contracts

 

 

56

 

 

 

0

 

 

 

56

 

 

 

0

 

Total Liabilities

 

$

7,199

 

 

$

0

 

 

$

7,199

 

 

$

0

 

During the year ended December 31, 2018,The Company operates internationally and enters into intercompany transactions denominated in foreign currencies. Consequently, the Company invested $4.7 million in marketable securities, principally equity-based mutual funds,is subject to mitigatemarket risk arising from exchange rate movements between the dates foreign currency transactions occur and the dates they are settled. The Company currently uses foreign currency forward contracts to reduce the risk associated with the investment returns on the Company’s Supplemental Profit Sharing Plan discussed below.related to some of these transactions. These marketable securities are comprisedcontracts usually have maturities of available-for-sale securities.  During the year ended December 31, 2018, the Company sold $3.0 million from the marketable securities to fund a Corporate Owned Life Insurance Policy (“COLI”), resulting90 days or less and generally require an exchange of foreign currencies for U.S. dollars at maturity at rates stated in the $1.6 million of marketable securities reported thatcontracts. These contracts are reported at fair value within Other current assets onnot designated as hedging instruments under U.S. GAAP. Accordingly, the Company’s consolidated balance sheet as of December 31, 2018.  Changeschanges in the fair value of the securitiesforeign currency forward contracts are recognized in each accounting period in “Other operating expense - net” on the Consolidated Statements of $.1 million were recognized within Other income, net withinIncome together with the consolidated statements of income fortransaction gain or loss from the twelve-month periodrelated balance sheet position. For the twelve months ended December 31, 2018.  At December 31, 2018,2021 and 2020, the cash surrender valueCompany recognized a net loss of the COLI was $2.8$0.7 million and isgain of $0.4 million, respectively, on foreign currency forward contracts. The gains and losses on foreign currency forward contracts are recorded in Other assetsoperating expense, net on the Company’s consolidated balance sheet.    Statement of Consolidated Income.

The Company has a non-qualified Supplemental Profit Sharing Plan for its executives. The liability for this unfunded Supplemental Profit Sharing Plan was $4.9 million and $4.8$8.0 million at December 31, 20182021 and $7.1 million at December 31, 2017, respectively, and is 2020.These amounts are

52


recorded within Other noncurrent liabilities on the Company’s consolidated balance sheets. During January 2018, the Company amended theConsolidated Balance Sheets. The Supplemental Profit Sharing Plan to allow theallows participants the ability to hypothetically invest their proportionate award into various investment options, which primarily includes mutual funds. The company thenCompany credits earnings, gains and losses to the participants’ deferred compensation account balances based on the investments selected by the participants. The Company measures the fair value of the Supplemental Profit Sharing Plan liability using the market values of the participants’ underlying investment accounts.

The carrying value of the Company’s current financial instruments, which include cash, and cash equivalents and restricted cash, accounts receivable, accounts payable and short-term debt, approximates fair value because of the short-term maturity of these instruments.

At December 31, 2018,2021, the fair value of the Company’s long-term debt was estimated using discounted cash flows analysis, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements that are considered to be Level 2 inputs. There have been no transfers in or out of Level 2 for the year ended December 31, 2018.  Based on the analysis performed, the fair value and the carrying value of the Company’s long-term debt are as follows:

 

 

December 31, 2018

 

 

December 31, 2017

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

Long-term debt and related current maturities

 

$

27,017

 

 

$

26,408

 

 

$

35,369

 

 

$

36,046

 

 

 

December 31, 2021

 

 

December 31, 2020

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

Long-term debt and related current maturities

 

$

46,577

 

 

$

43,164

 

 

$

38,726

 

 

$

38,549

 


Note L - Revenue

Revenue recognition

Net sales include productsSales are recognized when obligations under the terms of the contract are satisfied and control of promised goods or services have transferred to our customers. Control is transferred when the customer has the ability to direct the use of and obtain benefits from the goods or services and is primarily based on shipping and handling charges, net of estimates for product returns. Revenue isterms. Sales are measured as the amount of consideration the Company expects to receive in exchange for transferring products. All revenue is recognized when the

Net sales include products and shipping and handling charges, net of estimates for product returns. The Company satisfies the performance obligations under the contract and control of theestimates product is transferred to the customer, primarilyreturns based on shipping terms.historical return rates. Revenue for shipping and handling charges are recognized at the time the products are shipped to, delivered to or picked up by the customer. The Company estimatesShipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold.

Payment terms vary by the type and location of the customer and the products or services offered. Generally, the time between when revenue is recognized, and payment is due is not significant. Sales, value added, and other taxes collected concurrent with revenue are excluded from sales.

PLP records reductions to sales for returns, and customer and distributor incentives, primarily comprised of rebates, at the time of the initial sale. Rebates are estimated based on sales terms, historical return rates.experience, trend analysis, and projected market conditions in the various markets served.

 

Sales commissions are expensed when the amortization period is less than a year and are generally not capitalized as they are typically earned at the completion of the contract when the customer is invoiced or when the customer pays PLP.

Sales of products and services varies by segment and are discussed in Note M, "Segment Information".

Disaggregated revenue

The Company’s revenues by segment and product type are as follows:

 

 

Year Ended December 31, 2021

 

Product Type

 

PLP-USA

 

The Americas

 

EMEA

 

Asia-Pacific

 

Consolidated

 

Energy

 

 

57

%

 

68

%

 

55

%

 

71

%

 

61

%

Communications

 

 

37

%

 

29

%

 

39

%

 

3

%

 

30

%

Special Industries

 

 

6

%

 

3

%

 

6

%

 

26

%

 

9

%

Total

 

 

100

%

 

100

%

 

100

%

 

100

%

 

100

%

53


 

 

Year Ended December 31, 2020

 

Product Type

 

PLP-USA

 

The Americas

 

EMEA

 

Asia-Pacific

 

Consolidated

 

Energy

 

 

62

%

 

78

%

 

57

%

 

70

%

 

66

%

Communications

 

 

32

%

 

17

%

 

36

%

 

4

%

 

24

%

Special Industries

 

 

6

%

 

5

%

 

7

%

 

26

%

 

10

%

Total

 

 

100

%

 

100

%

 

100

%

 

100

%

 

100

%

Credit losses for receivables

The Company maintains an allowance for credit losses for estimated losses resulting from the inability of its customers to make required payments. The Company uses a current expected credit loss model in order to immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments, mainly trade receivables. Additionally, the allowance is based upon identified delinquent accounts, customer payment patterns and other analyses of historical data trends. Receivable balances are written off against an allowance for credit losses after a final determination has been made. The change in the allowance for credit losses includes expense and net write-offs, which are identified in the following table:

 

 

Year Ended December 31, 2018

 

Product Type

 

PLP-USA

 

 

The Americas

 

 

EMEA

 

 

Asia-Pacific

 

 

Consolidated

 

Energy

 

 

60

%

 

 

67

%

 

 

73

%

 

 

68

%

 

 

66

%

Communications

 

 

34

%

 

 

29

%

 

 

12

%

 

 

4

%

 

 

21

%

Special Industries

 

 

6

%

 

 

4

%

 

 

15

%

 

 

28

%

 

 

13

%

Total

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

 

2021

 

 

2020

 

 

2019

 

Allowance for credit losses, beginning of period

 

$

2,848

 

 

$

3,224

 

 

$

2,652

 

Additions charged to costs and expenses

 

 

931

 

 

 

1,279

 

 

 

1,294

 

Write-offs

 

 

(435

)

 

 

(1,527

)

 

 

(697

)

Foreign exchange and other

 

 

(253

)

 

 

(128

)

 

 

(25

)

Allowance for credit losses, end of period

 

$

3,091

 

 

$

2,848

 

 

$

3,224

 

Note M - Segment Information

The Company designs, manufactures and sells hardware employed in the construction and maintenance of telecommunication, energy and other utility networks, data communication products and mounting hardware for solar power applications. Principal products include cable anchoring, control hardware and splice enclosures, which are sold primarily to customers in North and South America, Europe, South Africa and Asia Pacific.Asia-Pacific.

The Company reports its segments in four4 geographic regions: PLP-USA, The Americas, EMEA (Europe, Middle East & Africa) and Asia-Pacific in accordance with accounting standards codified in Financial Accounting Standards Board “FASB” Accounting Standards Codification “ASC” 280, “Segment Reporting”. Each segment distributes a full range of the Company’s primary products. The PLP-USA segment is comprised of U.S. operations manufacturing the Company’s traditional products primarily supporting domestic energy, telecommunications and solar products. The other three segments, The Americas, EMEA and Asia-Pacific support the Company’s energy, telecommunications, data communication and solar products in each respective geographical region.

The segment managers responsible for each region report directly to the Company’s Chief Executive Officer, who is the chief operating decision maker and are accountable for the financial results and performance of their entire segment for which they are responsible. The business components within each segment are managed to maximize the results of the entire company rather than the results of any individual business component of the segment.

The amount of each segment’s performance reported to the chief operating decision maker is for purposes of making decisions about allocating resources to the segment and assessing its performance. The Company evaluates segment performance and allocates resources based on several factors primarily based on sales and income from continuing operations, net of tax.

The accounting policies of the operating segments are the same as those described in Note A in the Notes to Consolidated Financial Statements. NoNaN single customer accounts for more than ten percent of the Company’s consolidated revenue. U.S. net sales for the yearyears ended December 31, 2018, 2017,2021, 2020, and 20162019 were $169.0$257.6 million, $147.6$201.2 million and $135.3$178.3 million, respectively. U.S. long-lived assets as of December 31, 20182021 and 20172020 were $51.5$71.7 million and $53.2$44.2 million, respectively.

54



The following table presents a summary of the Company’s reportable segments for the yearyears ended December 31, 2018, 20172021, 2020 and 2016.2019. Financial results for the PLP-USA segment include the elimination of all segments’ intercompany profits in inventory.

 

 

Year Ended December 31

 

 

 

2021

 

 

2020

 

 

2019

 

Net sales

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

257,602

 

 

$

201,277

 

 

$

178,301

 

The Americas

 

 

70,732

 

 

 

74,192

 

 

 

68,293

 

EMEA

 

 

95,922

 

 

 

91,108

 

 

 

79,158

 

Asia-Pacific

 

 

93,161

 

 

 

99,872

 

 

 

119,109

 

Total net sales

 

$

517,417

 

 

$

466,449

 

 

$

444,861

 

 

 

 

 

 

 

 

 

 

 

Intersegment sales

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

6,176

 

 

$

9,702

 

 

$

10,757

 

The Americas

 

 

9,486

 

 

 

9,938

 

 

 

7,774

 

EMEA

 

 

2,784

 

 

 

3,682

 

 

 

1,375

 

Asia-Pacific

 

 

21,610

 

 

 

14,452

 

 

 

12,720

 

Total intersegment sales

 

$

40,056

 

 

$

37,774

 

 

$

32,626

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

0

 

 

$

0

 

 

$

0

 

The Americas

 

 

138

 

 

 

112

 

 

 

412

 

EMEA

 

 

4

 

 

 

67

 

 

 

192

 

Asia-Pacific

 

 

27

 

 

 

80

 

 

 

179

 

Total interest income

 

$

169

 

 

$

259

 

 

$

783

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

(665

)

 

$

(741

)

 

$

(972

)

The Americas

 

 

(368

)

 

 

(586

)

 

 

(466

)

EMEA

 

 

(309

)

 

 

(233

)

 

 

(149

)

Asia-Pacific

 

 

(681

)

 

 

(836

)

 

 

(630

)

Total interest expense

 

$

(2,023

)

 

$

(2,396

)

 

$

(2,217

)

 

 

 

 

 

 

 

 

 

 

Income taxes

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

8,185

 

 

$

6,161

 

 

$

3,299

 

The Americas

 

 

3,250

 

 

 

2,461

 

 

 

2,551

 

EMEA

 

 

1,492

 

 

 

1,768

 

 

 

616

 

Asia-Pacific

 

 

248

 

 

 

420

 

 

 

1,656

 

Total income taxes

 

$

13,175

 

 

$

10,810

 

 

$

8,122

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Preformed Line Products Company shareholders

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

24,384

 

 

$

16,564

 

 

$

8,054

 

The Americas

 

 

8,351

 

 

 

5,068

 

 

 

6,657

 

EMEA

 

 

3,715

 

 

 

6,644

 

 

 

2,935

 

Asia-Pacific

 

 

(721

)

 

 

1,527

 

 

 

5,657

 

Total net income

 

$

35,729

 

 

$

29,803

 

 

$

23,303

 

55


 

 

Year Ended December 31

 

 

 

2021

 

 

2020

 

 

2019

 

Expenditure for long-lived assets

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

12,750

 

 

$

9,536

 

 

$

4,928

 

The Americas

 

 

1,289

 

 

 

3,527

 

 

 

2,864

 

EMEA

 

 

2,785

 

 

 

3,007

 

 

 

5,304

 

Asia-Pacific

 

 

1,560

 

 

 

8,499

 

 

 

16,371

 

Total expenditures for long-lived assets

 

$

18,384

 

 

$

24,569

 

 

$

29,467

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

6,195

 

 

$

5,321

 

 

$

5,393

 

The Americas

 

 

1,855

 

 

 

1,710

 

 

 

1,862

 

EMEA

 

 

3,146

 

 

 

2,797

 

 

 

2,528

 

Asia-Pacific

 

 

4,368

 

 

 

4,010

 

 

 

3,965

 

Total depreciation and amortization

 

$

15,564

 

 

$

13,838

 

 

$

13,748

 

 

 

As of December 31

 

 

 

2021

 

 

2020

 

Identifiable assets

 

 

 

 

 

 

PLP-USA

 

$

177,288

 

 

$

137,689

 

The Americas

 

 

78,766

 

 

 

75,438

 

EMEA

 

 

106,929

 

 

 

106,922

 

Asia-Pacific

 

 

126,035

 

 

 

141,038

 

Total identifiable assets

 

$

489,018

 

 

$

461,087

 

 

 

 

 

 

 

 

Long-lived assets

 

 

 

 

 

 

PLP-USA

 

$

71,726

 

 

$

44,184

 

The Americas

 

 

15,663

 

 

 

16,507

 

EMEA

 

 

17,931

 

 

 

18,362

 

Asia-Pacific

 

 

44,454

 

 

 

46,912

 

Total long-lived assets

 

$

149,774

 

 

$

125,965

 

 

 

Year Ended December 31

 

 

 

2018

 

 

2017

 

 

2016

 

Net sales

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

169,040

 

 

$

147,646

 

 

$

135,260

 

The Americas

 

 

66,868

 

 

 

69,764

 

 

 

60,049

 

EMEA

 

 

69,773

 

 

 

63,916

 

 

 

56,411

 

Asia-Pacific

 

 

115,197

 

 

 

96,886

 

 

 

84,914

 

Total net sales

 

$

420,878

 

 

$

378,212

 

 

$

336,634

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intersegment sales

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

11,648

 

 

$

12,234

 

 

$

9,471

 

The Americas

 

 

9,480

 

 

 

5,570

 

 

 

5,132

 

EMEA

 

 

1,664

 

 

 

1,120

 

 

 

1,363

 

Asia-Pacific

 

 

11,907

 

 

 

8,596

 

 

 

7,827

 

Total intersegment sales

 

$

34,699

 

 

$

27,520

 

 

$

23,793

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

0

 

 

$

0

 

 

$

0

 

The Americas

 

 

273

 

 

 

283

 

 

 

79

 

EMEA

 

 

102

 

 

 

47

 

 

 

116

 

Asia-Pacific

 

 

111

 

 

 

100

 

 

 

96

 

Total interest income

 

$

486

 

 

$

430

 

 

$

291

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

(1,023

)

 

$

(941

)

 

$

(738

)

The Americas

 

 

(111

)

 

 

(10

)

 

 

(14

)

EMEA

 

 

(58

)

 

 

(31

)

 

 

(13

)

Asia-Pacific

 

 

(98

)

 

 

(79

)

 

 

(79

)

Total interest expense

 

$

(1,290

)

 

$

(1,061

)

 

$

(844

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

367

 

 

$

7,142

 

 

$

1,494

 

The Americas

 

 

3,349

 

 

 

3,593

 

 

 

2,507

 

EMEA

 

 

1,204

 

 

 

1,583

 

 

 

1,862

 

Asia-Pacific

 

 

1,087

 

 

 

834

 

 

 

(165

)

Total income taxes

 

$

6,007

 

 

$

13,152

 

 

$

5,698

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

9,900

 

 

$

(2,367

)

 

$

2,007

 

The Americas

 

 

8,479

 

 

 

8,169

 

 

 

5,881

 

EMEA

 

 

3,527

 

 

 

4,088

 

 

 

6,243

 

Asia-Pacific

 

 

4,675

 

 

 

2,764

 

 

 

1,124

 

Total net income

 

$

26,581

 

 

$

12,654

 

 

$

15,255

 


 

 

Year Ended December 31

 

 

 

2018

 

 

2017

 

 

2016

 

Expenditure for long-lived assets

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

3,672

 

 

$

4,474

 

 

$

18,314

 

The Americas

 

 

1,746

 

 

 

1,272

 

 

 

2,634

 

EMEA

 

 

1,591

 

 

 

2,329

 

 

 

1,450

 

Asia-Pacific

 

 

2,519

 

 

 

3,158

 

 

 

2,327

 

Total expenditures for long-lived assets

 

$

9,528

 

 

$

11,233

 

 

$

24,725

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

 

 

PLP-USA

 

$

5,452

 

 

$

5,389

 

 

$

4,937

 

The Americas

 

 

1,488

 

 

 

1,985

 

 

 

1,874

 

EMEA

 

 

1,808

 

 

 

1,678

 

 

 

1,402

 

Asia-Pacific

 

 

3,696

 

 

 

3,738

 

 

 

3,783

 

Total depreciation and amortization

 

$

12,444

 

 

$

12,790

 

 

$

11,996

 

 

 

As of December 31

 

 

 

2018

 

 

2017

 

Identifiable assets

 

 

 

 

 

 

 

 

PLP-USA

 

$

118,171

 

 

$

116,484

 

The Americas

 

 

69,764

 

 

 

70,720

 

EMEA

 

 

57,263

 

 

 

62,524

 

Asia-Pacific

 

 

113,599

 

 

 

110,057

 

Total identifiable assets

 

$

358,797

 

 

$

359,785

 

 

 

 

 

 

 

 

 

 

Long-lived assets

 

 

 

 

 

 

 

 

PLP-USA

 

$

51,506

 

 

$

53,211

 

The Americas

 

 

14,847

 

 

 

16,365

 

EMEA

 

 

11,768

 

 

 

12,971

 

Asia-Pacific

 

 

24,834

 

 

 

26,051

 

Total long-lived assets

 

$

102,955

 

 

$

108,598

 

Note N - Related Party Transactions

On February 6, 2018, the Company purchased 7,877 shares of the Company from current Officers and a retired Officer at a price per share of $80.20, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On March 15, 2018, the Company purchased 1,430 shares of the Company from a current Officer at a price per share of $63.63, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.

On May 10, 2018, the Company purchased 3,200 shares of the Company from a current Officer at a price per share of $68.10, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On June 1, 2018, the Company purchased 8,800 shares of the Company from a retired Officer at a price per share of $73.53, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   


On June 15, 2018, the Company purchased 1,500 shares of the Company from current Officers at a price per share of $77.06, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On August 7, 2018, the Company purchased 17,141 shares of the Company from current Officers and a retired officer at a price per share of $87.19, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On August 23, 2018, the Company purchased 2,000 shares of the Company from a current employee at a price per share of $83.53, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On September 14, 2018, the Company purchased 7,500 shares of the Company from a current Officer at a price per share of $80.95, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.

On December 18, 2018, the Company purchased 35 shares of the Company from a retired Officer at a price per share of $57.85, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction

On January 3, 2017, the Company purchased 1,834 shares of the Company from current Officers at a price per share of $58.58, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved these transactions.   

On May 9, 2017, the Company purchased 2,500 shares of the Company from a current Officer at a price per share of $52.05, which was calculated from a 30-day average of market price in connection with the vesting of equity awards.  The Audit Committee of the Board of Directors approved this transaction.   

On August 16, 2017, the Company purchased 24,920 shares of the Company from a trust for the benefit of Barbara P. Ruhlman at a price per share of $50.16, which was calculated from a 30-day average of market price.  Barbara P. Ruhlman is Director Emeritus for the Company’s Board of Directors and the mother of Robert G. Ruhlman and grandmother of J. Ryan Ruhlman and Maegan A. R. Cross, all of whom are also members of the Board of Directors and Messrs. Robert G. Ruhlman and J. Ryan Ruhlman also serve as executive officers of the Company.  The purchase was consummated pursuant to a Share Purchase Agreement dated August 16, 2017, between the Company and the trust.  The Audit Committee of the Board of Directors approved this transaction.

On November 8, 2017, the Company purchased 24,874 shares of the Company from current Officers and other employees, at a price per share of $71.07, which was calculated from a 30-day average market price.  Additionally, on November 8, 2017, the Company purchased 7,000 shares of the Company from Robert G. Ruhlman, at a price per share of $71.07, which was calculated from a 30-day average market price.  Mr. Ruhlman is Chairman, President and Chief Executive Officer (CEO) of the Company, son of Barbara P. Ruhlman, Director Emeritus, and father of J. Ryan Ruhlman and Maegan A. R. Cross, each of whom are also members of the Board of Directors and Mr. J. Ryan Ruhlman is an executive officer of the Company.  The Audit Committee of the Board of Directors approved these transactions.    

On November 17, 2017, the Company purchased 7,975 shares of the Company from current Officers and other employees, at a price per share of $74.51, which was calculated from a 30-day average market price.  The Audit Committee of the Board of Directors approved these transactions.  

On November 30, 2017, the Company purchased 3,334 shares of the Company from a retired Officer of the Company, at a price per share of $75.37, which was calculated from a 30-day average market price.  The Audit Committee of the Board of Directors approved this transaction.


On December 13, 2017, the Company purchased 21,650 shares of the Company from current Officers and other employees, at a price per share of $78.68, which was calculated from a 30-day average market price.  Additionally, on December 13, 2017, the Company purchased 7,500 shares of the Company from Randall M. Ruhlman at a price per share of $78.68, which was calculated from a 30-day average market price.  Mr. Ruhlman is the son of Barbara P. Ruhlman, Director Emeritus, brother of Robert G. Ruhlman and a former member of the Company’s Board of Directors.  The Audit Committee of the Board of Directors approved these transactions.  

On December 13, 2017, the Company purchased 15,000 shares of the Company from a trust for the benefit of Barbara P. Ruhlman, Director Emeritus, at a price per share of $78.68, which was calculated from a 30-day average of market price.  The purchase was consummated pursuant to a Share Purchase Agreement dated December 13, 2017, between the Company and the trust.  The Audit Committee of the Board of Directors approved this transaction.

In 2016, the Company purchased 7,703 common shares of the Company from current Officers and other employees, at a price per share ranging between $42.10 and $45.20, which was calculated from a 30-day average of market price.  The Audit Committee of the Board of Directors approved these transactions.

On August 23, 2016, the Company purchased 27,448 shares of the Company from a trust for the benefit of Barbara P. Ruhlman and a foundation of which Barbara P. Ruhlman, Robert G. Ruhlman and Bernard Karr are officers, at a price per share of $44.66 which was calculated from a 30-day average of market price.  The purchase was consummated pursuant to Share Purchase Agreements both dated August 23, 2016, between the Company and the foundation, and the Company and the trust.  The Audit Committee of the Board of Directors approved these transactions.

On December 29, 2016, the Company purchased 5,000 shares from a current Officer, at a price per share of $56.38, which was calculated from a 30-day average of market price.   The Audit Committee of the Board of Directors approved this transaction.

The Company’s Australian subsidiary utilizespreviously utilized copper extrusion services from Cast Alloy. For eachAs of December 31, 2020, the yearsCompany’s Australian subsidiary no longer utilized the copper extrusion services from Cast Alloy, therefore, there was 0 expense recorded during that year or in the current year. During the year ended December 31, 2018, 2017 and 2016,2019, PLP-Australia incurred a total of $.2$0.1 million for these expenses. Cast Alloy is owned by Simi Almasan, Continuous Improvement Engineer, a current PLP employee. The Audit Committee of the Board of Directors approved these transactions.

The Company’s New ZealandAustrian subsidiary Electropar currently leaseshas a loan due, carrying an interest rate of 3.0%, to one parcelif its current employees which is reflected on the Company’s balance sheet in the amount of property,$0.1 million. Interest incurred on which it has its corporate office, manufacturing and warehouse space.  The entities leasing the property to Electropar are owned, in part, by Grant Wallace, a former Director who is no longer with the Company as of March 2017, therefore no related party expense was incurred in 2018.  Forthis loan during the year ended December 31, 2017, Electropar incurred less than $.12021 was negligible. This loan is due in December of 2025.

The Company’s Austrian subsidiary leases a portion of its Dornbirn, Austria location from a holding company owned by a current employee. During each of the years ended December 31, 2021, 2020 and 2019, the Company paid $0.2 million in lease expenses. The lease is valid for such lease expense.  Foran indefinite period of time and can be terminated if the lessee and lessor provide a six-month notice at the end of any chosen calendar year.

The Company’s Czech Republic subsidiary leases a factory at its Prostějov, Czech Republic location from a company currently owned by 2 current employees. During the year ended December 31, 2016, Electropar leased two parcels2021, the Company paid $0.3 million in lease expenses and during each of property which were owned, in part, by Grant Wallace, a former Director, and incurred a total of $.3 million annually for such lease expense.   The Audit Committee of the Board of Directors approved these transactions.

The Company’s Belos operation previously hired temporary employees through a temporary work agency, Flex-Work Sp. Z.o.o., which is 50% owned by Agnieszka Rozwadowska.  Agnieszka Rozwadowska is the wife of Piotr Rozwadowska, the Managing Director of the Belos operation located in Poland.  For the years ended December 31, 2018, 20172020 and 2016, Belos incurred a total2019, the Company paid $0.2 million in lease expenses. The lease term is for 5 years from its original effective date of $.0 million, $.0 million and $.4 million, respectively, for such temporary labor expense.  The Audit CommitteeApril 1, 2019.

During each year of the Board of Directors approved these transactions.

During 2018,years ended December 31, 2021, 2020 and 2019, the Company paid approximately $.1$0.1 million in legal fees to Baker & Hostetler LLP, of which R. Steven Kestner was the Chairman and the chair of its policy committee. Mr. Kestner is a Director of the Company.

56


On October 28, 2020, the Board of the Directors of the Company approved the appointment of David C. Sunkle to serve on its Board of Directors effective upon his retirement at December 31, 2020 for a term commencing January 1, 2021 and ending when his successor has been duly elected and qualified at the annual meeting of shareholders in 2022 or until his earlier resignation or removal. In addition, Mr. Sunkle has a consulting agreement with the Company that expires on December 31, 2025.

Note O -Business Combinations

None.


Note P –- Product Warranty Reserve

The Company records an accrual for estimated warranty costs to Costs of products sold in the Statements of Consolidated Income. These amounts are recorded in Accrued expenses and other liabilities in the Consolidated Balance Sheets. The Company records and accounts for its warranty reserve based on specific claim incidents. Should the Company become aware of a specific potential warranty claim for which liability is probable and reasonably estimable, a specific charge is recorded and accounted for accordingly. Adjustments are made quarterly to the accruals as claim information changes.

The following is a rollforward of the product warranty reserve:

 

 

2021

 

 

2020

 

 

2019

 

Balance at January 1

 

$

1,282

 

 

$

1,309

 

 

$

928

 

Additions charged to costs and expenses

 

 

934

 

 

 

279

 

 

 

481

 

Warranty usage

 

 

(553

)

 

 

(314

)

 

 

(317

)

Currency translation

 

 

(28

)

 

 

8

 

 

 

217

 

Balance at December 31

 

$

1,635

 

 

$

1,282

 

 

$

1,309

 

 

 

2018

 

 

2017

 

 

2016

 

Balance at January 1

 

$

1,076

 

 

$

1,058

 

 

$

714

 

Additions charged to costs and expenses

 

 

97

 

 

 

347

 

 

 

649

 

Warranty usage

 

 

(133

)

 

 

(399

)

 

 

(269

)

Currency translation

 

 

(112

)

 

 

70

 

 

 

(36

)

Balance at December 31

 

$

928

 

 

$

1,076

 

 

$

1,058

 

Note P - Subsequent Events

Note Q - Quarterly Financial Information (unaudited)

The following table summarizesOn January 2, 2022, Director Emeritus Barbara P. Ruhlman passed away at the age of 89. Barbara was member of the Company’s resultsBoard of operations for eachDirectors from 1988 to 2016, at which time she elected to resign and was appointed as the Company’s Director Emeritus. Barbara was the daughter of the quartersCompany’s founder, Thomas F. Peterson, and was the mother of the Company’s current Chief Executive Officer, Robert G. Ruhlman. A Company-owned life insurance policy was maintained for Barbara until her death. At December 31, 2021, the cash surrender value was recorded in 2018Other assets on the Company’s Consolidated Balance Sheets. The Company expects to receive cash proceeds from the life insurance policy of approximately $7.0 million during the first quarter of 2022 and 2017:will be recorded in the Company’s Consolidated Financial Statements upon receipt.

 

 

Quarter ended

 

 

 

March 31

 

 

June 30

 

 

September 30

 

 

December 31

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

98,139

 

 

$

108,915

 

 

$

108,413

 

 

$

105,411

 

Gross profit

 

 

31,518

 

 

 

35,203

 

 

 

33,491

 

 

 

32,019

 

Income before income taxes

 

 

7,629

 

 

 

9,224

 

 

 

7,856

 

 

 

7,879

 

Net income

 

 

5,528

 

 

 

6,735

 

 

 

9,054

 

 

 

5,264

 

Net income, basic

 

$

1.10

 

 

$

1.34

 

 

$

1.80

 

 

$

1.05

 

Net income, diluted

 

$

1.09

 

 

$

1.33

 

 

$

1.76

 

 

$

1.02

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

84,569

 

 

$

97,512

 

 

$

99,239

 

 

$

96,892

 

Gross profit

 

 

24,665

 

 

 

29,673

 

 

 

33,535

 

 

 

30,755

 

Income before income taxes

 

 

2,118

 

 

 

6,258

 

 

 

9,739

 

 

 

7,691

 

Net income

 

 

1,518

 

 

 

4,156

 

 

 

6,278

 

 

 

702

 

Net income, basic

 

$

0.30

 

 

$

0.81

 

 

$

1.23

 

 

$

0.14

 

Net income, diluted

 

$

0.30

 

 

$

0.81

 

 

$

1.23

 

 

$

0.14

 

Note R –Subsequent Events

On February 28, 2019,January 4, 2022, the Company acquired SubCon Electrical Fittings GmbH (“SubCon”all issued and outstanding shares of Maxxweld Conectores Eletricos Ltda. ("Maxxweld"), a Brazilian entity headquartered in Dornbirn, Austria with manufacturing operations in Brno, Czech Republic. The acquisition is not considered material as assets acquired are less than 5% of the Company’s total consolidated assets.Curitiba, Brazil, from its shareholders. Maxxweld designs and manufactures substation connector systems and accessory hardware for high voltage AC systems. The acquisition of SubConMaxxweld will expand and strengthen the Company's operational and technical capabilities in the region while supporting its overall substation strategy. The purchase price was approximately $11.2 million as of the closing date. The purchase price is subject to a holdback of approximately $1.8 million. To fund the Maxxweld acquisition, the Company borrowed $11.2 million on the Facility.

On March 1, 2022, the Company acquired all issued and outstanding shares of Holplast, s.r.o (“Holplast”), an entity headquartered in Prostejov, Czech Republic from its shareholder. Holplast specializes in injection molding and will expand the Company’s operational capabilities in the region and strengthen the Company’s position in the global substation marketcommunications market. The purchase price was approximately $5.3 million with a holdback of $0.8 million.

To fund the Holplast acquisition, the Company borrowed $4.4 million on its Facility. After the incremental borrowings to fund both the Maxxweld and Holplast, the Company had total borrowings on the Facility of $35.1 million as of March 2, 2022.

On March 2, 2022, the Company amended its credit facility to increase the capacity from $65.0 million to $90.0 million. As part of this amendment, the index used to determine the interest rate changed from LIBOR to the Bloomberg Short Term Bank Yield Index (“BSBY”). The interest rate will expandnow be defined as BSBY plus 1.125% unless the Company’s funded debt to Earnings before Interest, Taxes and Depreciation ratio exceeds 2.25 to 1, at which point the BSBY spread becomes 1.500%. The amendment also allows the Company to change its operational presencerate from BSBY to the Secured Overnight Financing Rate (“SOFR”) at the Company’s discretion. The amendment extended the maturity from June 30, 2024 to March 2, 2026. All other terms remain the same. The Company does not expect this change in Europe.index to have a material impact on the Company’s consolidated financial statements.


57


Item 9. Changes in and Disagreements with AccountantsAccountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s Principal Executive Officer and Principal Financial Officer have concluded based on their review thereof that the Company’s disclosure controls and procedures as defined in Rule 13a-15(e) or Rule 15d-15(e) of the Securities Exchange Act of 1934, as amended, were effective as of December 31, 2018.2021.

Management’s Report on Internal Control Over Financial Reporting

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). The Company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of the consolidated financial statements in accordance with generally accepted accounting principles.

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements and even when determined to be effective, can only provide reasonable assurance with respect to financial statement preparation and presentation.

Management, with the participation of the Company's Chief Executive Officer and Vice President of Finance and Treasurer,Chief Financial Officer, assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2018.2021. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013).

Based upon its assessment, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2018.2021.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 20182021 has been audited by Ernst & Young LLP, an independent registered public accounting firm, who expressed an unqualified opinion as stated in their report, a copy of which is included below.

Changes in Internal Control Over Financial Reporting

There have not been any changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f)) during the quarter ended December 31, 20182021 that materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

58



Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

of Preformed Line Products Company

Opinion on Internal Control over Financial Reporting

We have audited Preformed Line Products Company and subsidiaries’Company’s internal control over financial reporting as of December 31, 2018,2021, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Preformed Line Products and subsidiaries(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018,2021, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Consolidated Balance Sheets of Preformed Line Products and subsidiariesthe Company as of December 31, 20182021 and 2017, and2020, the related Statements of Consolidated Income, Comprehensive Income, Cash Flows, and Shareholders’ Equity for each of the three years in the period ended December 31, 20182021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “financial statements”) of the Company and our report dated March 8, 20194, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Cleveland, Ohio

March 8, 20194, 2022


59


Item 9B. Other Information

NoneOn March 2, 2022, the Company entered into an amendment to the Facility to increase the capacity from $65.0 million to $90.0 million. As part of this amendment, the index used to determine the interest rate changed from LIBOR to the Bloomberg Short Term Bank Yield Index (“BSBY”). The interest rate will now be defined as BSBY plus 1.125% unless the Company’s funded debt to Earnings before Interest, Taxes and Depreciation ratio exceeds 2.25 to 1, at which point the BSBY spread becomes 1.500%. The amendment also allows the Company to change its rate from BSBY to the Secured Overnight Financing Rate (“SOFR”) at the Company’s discretion. The amendment extended the maturity from June 30, 2024 to March 2, 2026. All other terms remain the same.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Require Inspections

None.

Part III

Item 10. Directors, Executive Officers and Corporate Governance

The information required by this Item 10 is incorporated by reference to the information under the captions “Corporate Governance – Board Composition”, “Corporate Governance - Election of Directors”, “Section 16(a) Beneficial Ownership Compliance”, “Corporate Governance – Code of Conduct” and “Corporate Governance – Board Committees and Meetings – Audit Committee” in the Company’s Proxy Statement, for the Annual Meeting of Shareholders to be held May 7, 201910, 2022 (the “Proxy Statement”). Information relative to executive officers of the Company is contained in Part I of this Annual Report on Form 10-K.

Item 11. Executive Compensation

The information set forth under the caption “Directors and Executive Officers Compensation” and “Compensation Policies and Risk” in the Proxy Statement is incorporated herein by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Other than the information required by Item 201(d) of Regulation S-K the information set forth under the caption “Security Ownership of Certain Beneficial Owners and Management” in the Proxy Statement is incorporated herein by reference. The information required by Item 201(d) of Regulation S-K is set forth in Item 5 of this report.

The information set forth under the captions “Transactions with Related Persons” and “Election of Directors” in the Proxy Statement is incorporated herein by reference.

Item 14. Principal Accounting Fees and Services

The information set forth under the captions “Independent Registered Public Accounting Firm”, “Audit Fees”, “Audit-Related Fees”, “Tax Fees” and “All Other Fees” in the Proxy Statement is incorporated herein by reference.

60


Part IV

Item 15. Exhibits and Financial Statement Schedules

(a)
Financial Statements and Schedule

(a)Page

Financial Statements and Schedule

Page

Financial Statements

3630

Consolidated Balance Sheets

3731

Statements of Consolidated Income

3832

Statements of Consolidated Comprehensive Income

3933

Statements of Consolidated Cash Flows

4034

Statements of Consolidated Shareholders’ Equity

4135

Notes to Consolidated Financial Statements

Page

Schedule

7465

II - Valuation and Qualifying Accounts

(b)
Exhibits


(b)Exhibit

Number

Exhibits

Exhibit

Number

Exhibit

    3.1

Amended and Restated Articles of Incorporation (incorporated by reference to the Company’s Registration Statement on Form 10).

    3.2

Amended and Restated Code of Regulations of Preformed Line Products Company (incorporated by reference to the Company’s Registration Statement on Form 10).

    3.3

Amendment to the Amended and Restated Code of Regulations of Preformed Line Products Company, effective May 10, 2016 filed herewith(incorporated by reference to the Company's Registration Statement on Form 10).

    4

Description of Specimen Share Certificate (incorporated by reference to the Company’s Registration Statement on Form 10).

  10.1    4.2

Description of the Registrant’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to the Company’s 10-K filed for the year ended December 31, 2019)

  10.1

Preformed Line Products Company 1999 Employee Stock Option Plan (incorporated by reference to the Company’s Registration Statement on Form 10).*

  10.2

Preformed Line Products Company Officers Bonus Plan (incorporated by reference to the Company’s 10-K filed for the year ended December 31, 2007).*

  10.3

Preformed Line Products Company Executive Life Insurance Plan – Summary (incorporated by reference to the Company’s Registration Statement on Form 10).*

  10.4

Preformed Line Products Company Supplemental Profit Sharing Plan (incorporated by reference to the Company’s Registration Statement on Form 10).*

  10.5

Revolving Credit Agreement between National City Bank (now, PNC Bank, National Association) and Preformed Line Products Company, dated December 30, 1994 (incorporated by reference to the Company’s Registration Statement on Form 10).

  10.5

  10.6

Amendment to the Revolving Credit Agreement between National City Bank (now, PNC Bank, National Association) and Preformed Line Products Company, dated October 31, 2002 (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2003).

  10.7

Line of Credit Note dated February 5, 2010 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s 10-K filing for the fiscal year ended December 31, 2010).

  10.8

Amended and Restated Loan Agreement dated September 24, 2015 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2015).

  10.9  10.6

Preformed Line Products Company 1999 Employee Stock Option Plan Incentive Stock Option agreement (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2004).*

  10.10  10.7

Preformed Line Products Company Chief Executive Officer Bonus Plan (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2007).*

  10.11  10.8

Preformed Line Products Company Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to Appendix A of the Company’s Definitive Proxy Statement filed on March 11, 2011).*

  10.12  10.9

Deferred Shares Plan (incorporated by reference to the Company’s 8-K current report filing dated August 21, 2008).

  10.13  10.10

Form of Restricted Shares Grant Agreement under the Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to the Company’s 10-Q filing for the quarter ended September 30, 2008).*

  10.14  10.11

Form of Restricted Stock Unit Award Agreement under the Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2013).*


  10.15

61


  10.12

Form of Restricted Stock Unit Award Agreement under the Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2014).*

  10.16

Shares Purchase Agreement, dated August 16, 2017, between the Company and the trustee under the 2016 Trust Agreement Between Barbara P. Ruhlman and Bernard L. Karr, dated September 21, 2016 (incorporated by reference to the Company’s Form 8-K filed on August 16, 2017).*

  10.13

  10.17

Shares Purchase Agreement, dated December 13, 2017, between the Company and the trustee under the 2016 Trust Agreement Between Barbara P. Ruhlman and Bernard L. Karr, dated September 21, 2016 (incorporated by reference to the Company’s Form 8-K filed on December 14, 2017).*

  10.18

Shares Purchase Agreement, dated August 23, 2016, between the Company and the Irrevocable Trust Agreement Between Barbara P. Ruhlman and Bernard L. Karr, dated July 29, 2008 (incorporated by reference to the Company’s Form 8-K filed on August 23, 2016).

  10.19

Share Purchase Agreement, dated August 23, 2016, between the Company and the Thomas F. Peterson Foundation (incorporated by reference to the Company’s Form 8-K filed on August 23, 2016).

  10.20

Form of Restricted Stock Agreement under the Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2015).*

  10.21  10.14

Form of Restricted Stock Unit Award Agreement under the Amended and Restated Long Term Incentive Plan of 2008 (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2015).*

  10.22  10.15

Amendment to Amended and Restated Loan Agreement dated November 6, 2015 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s 10-K filing for the year ended December 31, 2015).

  10.23  10.16

Preformed Line Products Company 2016 Incentive Plan (incorporated by reference to Appendix A of the Company’s Definitive Proxy Statement on Schedule 14A filed March 17, 2016)Company's 10-K filing for the year ended December 31, 2020).

  10.24  10.17

Promissory Note dated June 27, 2016, between the Company and PNC Bank, National Association (incorporated by reference to the Company’s Form 10-Q filing for the quarter ended September 30, 2016).

  10.25

  10.18

Amendment No. 2 to Amended and Restated Loan Agreement dated August 22, 2016 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s Form 10-Q filing for the quarter ended September 30, 2016).

  10.26  10.19

Amended and Restated Line of Credit Note dated August 22, 2016 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s Form 10-Q filing for the quarter ended September 30, 2016).

  10.27  10.20

Amended and Restated Line of Credit Note dated March 13, 2018 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s Form 10-Q filing for the quarter ended March 31, 2018).

  10.28  10.21

Amendment No. 3 to Amended and Restated Line of Credit Note dated March 13, 2018 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s Form 10-Q filing for the quarter ended March 31, 2018).

  10.29  10.22

Preformed Line ProductsTerm Note April 25, 2019 between the Company Amended Supplemental Profit Sharing Planand PNC Bank, National Association (incorporated by reference to the Company’s Form10-Q filing for the quarter ended March 31, 2019).

  10.23

Joinder and Amendment No. 5 to Amended and Restated Line of Credit Note dated April 25, 2019 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s 10-Q filing for the quarter ended March 31, 2019).

  10.24

Amended and Restated Loan Agreement, dated April 17, 2020, between the Company and PNC Bank, National Association Joinder and Amendment No. 5 to Amended and Restated Line of Credit Note dated April 25, 2019 between the Company and PNC Bank, National Association (incorporated by reference to the Company’s 10-Q filing for the quarter ended June 30, 2018)2020).

  10.25

Promissory Note dated December 31, 2020, between the Company and PNC Bank National Association (incorporated by reference to the Company's 10-K filing for the year ended December 31, 2020).

  14.1  10.26

Amended and Restated Loan Agreement, dated March 2, 2022, between the Company and PNC Bank, National Association Joinder and Amendment No. 12 to Amended and Restated Line of Credit Note dated March 2, 2022 between the Company and PNC Bank, National Association, filed herewith.

  10.27

Amendment No. 12 to Amended and Restated Loan Agreement, dated March 2, 2022, between the Company and PNC Bank, National Association, filed herewith.

  14.1

Preformed Line Products Amended Company Code of Conduct (incorporated by reference to the Company’s 8-K current report filing dated August 6, 2007).10-K filed for the year ended December 31, 2019)

  21

Subsidiaries of Preformed Line Products Company, filed herewith.

  23.1

Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm, filed herewith.


  31.1

  31.1

Certification of the Principal Executive Officer, Robert G. Ruhlman, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

  31.2

Certification of the Principal Accounting Officer, Michael A. Weisbarth,Andrew S. Klaus, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.herewith.

  32.1

Certification of the Principal Executive Officer, Robert G. Ruhlman, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished.furnished.

  32.2

Certification of the Principal Accounting Officer, Michael A. Weisbarth,Andrew S. Klaus, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished.

62


101.INS

Inline XBRL Instance Document.

101.INS

XBRL Instance Document.

101.SCH

101.SCH

Inline XBRL Taxonomy Extension Schema Document.

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE104

Cover Page Interactive Data File (embedded within the inline XBRL Taxonomy Extension Presentation Linkbase Document.document)

*

Indicates management contracts or compensatory plan or arrangement.


SIGNATURES* Indicates management contracts or compensatory plan or arrangement.

63


SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

Preformed Line Products Company

March 8, 20194, 2022

/s/ Robert G. Ruhlman

Robert G. Ruhlman

Chairman, President and Chief Executive Officer

(principal executive officer)

March 8, 20194, 2022

/s/ Michael A. WeisbarthAndrew S. Klaus

Michael A. WeisbarthAndrew S. Klaus

Vice President – Finance and TreasurerChief Financial Officer

(principal financial and accounting officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacity and on the dates indicated.

March 8, 20194, 2022

/s/ Robert G. Ruhlman

Robert G. Ruhlman

Chairman, President and Chief Executive Officer

March 8, 20194, 2022

/s/ Glenn E. Corlett

Glenn E. Corlett

Director

March 8, 20194, 2022

/s/ Matthew E.D. Frymier

Matthew E.D. Frymier

Director

March 8, 20194, 2022

/s/ Michael E. Gibbons

Michael E. Gibbons

Director

March 8, 20194, 2022

/s/ R. Steven Kestner

R. Steven Kestner

Director

March 8, 20194, 2022

/s/ Richard R. Gascoigne

Richard R. Gascoigne

Director

March 8, 20194, 2022

/s/ J. Ryan Ruhlman

J. Ryan Ruhlman

Director

March 8, 20194, 2022

/s/ Maegan A. R. Cross

Maegan A. R. Cross

March 4, 2022

Director

/s/ David C. Sunkle

David C. Sunkle

Director

64



PREFORMED LINE PRODUCTS COMPANY

SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS

Year Ended December 31, 2018, 20172021, 2020 and 20162019

(Thousands of dollars)

For the year ended December 31, 2018:

 

Balance at

beginning of

period

 

 

Additions

charged to

costs and

expenses

 

 

Deductions

 

 

Other

additions or

deductions

 

 

Balance at

end of

period

 

Allowance for doubtful accounts

 

$

2,910

 

 

$

449

 

 

$

(529

)

 

$

(178

)

 

$

2,652

 

For the year ended December 31, 2021:

 

Balance at beginning of
period

 

 

Additions
charged to
costs and
expenses

 

 

Deductions

 

 

Other
additions or deductions

 

 

Balance at
end of
period

 

Allowance for credit losses

 

$

2,848

 

$

931

 

$

(435

)

 

$

(253

)

 

$

3,091

 

Reserve for credit memos

 

 

415

 

 

 

802

 

 

 

(688

)

 

 

(3

)

 

 

526

 

 

616

 

1,964

 

(1,918

)

 

(9

)

 

653

 

Slow-moving and obsolete inventory reserves

 

 

9,066

 

 

 

1,341

 

 

 

(1,658

)

 

 

(287

)

 

 

8,462

 

 

9,900

 

3,052

 

(2,488

)

 

172

 

10,636

 

Accrued product warranty

 

 

1,076

 

 

 

97

 

 

 

(133

)

 

 

(112

)

 

 

928

 

 

1,282

 

934

 

(553

)

 

(28

)

 

1,635

 

Deferred tax asset valuation allowance

 

 

3,965

 

 

 

568

 

 

 

(761

)

 

 

(277

)

 

 

3,495

 

Foreign net operating loss tax carryforwards

 

2,912

 

1,935

 

(1,297

)

 

0

 

3,550

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2017:

 

Balance at

beginning of

period

 

 

Additions

charged to

costs and

expenses

 

 

Deductions

 

 

Other

additions or

deductions (a)

 

 

Balance at

end of

period

 

Allowance for doubtful accounts

 

$

2,815

 

 

$

472

 

 

$

(432

)

 

$

55

 

 

$

2,910

 

For the year ended December 31, 2020:

 

Balance at beginning of
period

 

 

Additions
charged to
costs and
expenses

 

 

Deductions

 

 

Other
additions or deductions (a)

 

 

Balance at
end of
period

 

Allowance for credit losses

 

$

3,224

 

$

1,279

 

$

(1,527

)

 

$

(128

)

 

$

2,848

 

Reserve for credit memos

 

 

395

 

 

 

693

 

 

 

(675

)

 

 

2

 

 

 

415

 

 

625

 

774

 

(792

)

 

9

 

616

 

Slow-moving and obsolete inventory reserves

 

 

11,560

 

 

 

998

 

 

 

(3,855

)

 

 

363

 

 

 

9,066

 

 

8,877

 

2,035

 

(1,097

)

 

85

 

9,900

 

Accrued product warranty

 

 

1,058

 

 

 

347

 

 

 

(399

)

 

 

70

 

 

 

1,076

 

 

1,309

 

279

 

(314

)

 

8

 

1,282

 

Deferred tax asset valuation allowance

 

 

3,805

 

 

 

490

 

 

 

(312

)

 

 

(18

)

 

 

3,965

 

Foreign net operating loss tax carryforwards

 

3,137

 

1,176

 

(1,473

)

 

72

 

2,912

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2016:

 

Balance at

beginning of

period

 

 

Additions

charged to

costs and

expenses

 

 

Deductions

 

 

Other

additions or

deductions (a)

 

 

Balance at

end of

period

 

Allowance for doubtful accounts

 

$

1,871

 

 

$

1,809

 

 

$

(864

)

 

$

(1

)

 

$

2,815

 

For the year ended December 31, 2019:

 

Balance at beginning of
period

 

 

Additions
charged to
costs and
expenses

 

 

Deductions

 

 

Other
additions or deductions (a)

 

 

Balance at
end of
period

 

Allowance for credit losses

 

$

2,652

 

$

1,294

 

$

(697

)

 

$

(25

)

 

$

3,224

 

Reserve for credit memos

 

 

455

 

 

 

(674

)

 

 

613

 

 

 

1

 

 

 

395

 

 

526

 

817

 

(739

)

 

21

 

625

 

Slow-moving and obsolete inventory reserves

 

 

10,230

 

 

 

2,825

 

 

 

(1,408

)

 

 

(87

)

 

 

11,560

 

 

8,462

 

1,283

 

(1,104

)

 

236

 

8,877

 

Accrued product warranty

 

 

714

 

 

 

649

 

 

 

(269

)

 

 

(36

)

 

 

1,058

 

 

928

 

481

 

(317

)

 

217

 

1,309

 

Deferred tax asset valuation allowance

 

 

5,209

 

 

 

346

 

 

 

(1,175

)

 

 

(575

)

 

 

3,805

 

Foreign net operating loss tax carryforwards

 

3,495

 

153

 

(499

)

 

(12

)

 

3,137

 

65

74