Note 1312 – Fair Value Measurements
The fair value measurement accounting guidance establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:
Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
Level 3: Unobservable inputs that reflect the Company’s own assumptions.
An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. There have been no changes in the classification of any financial instruments within the fair value hierarchy in the periods presented.
The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis:
| | Total Fair Value | | | Level 1 | | | Level 2 | | | Level 3 | | | Total Fair Value | | | Level 1 | | | Level 2 | | | Level 3 | |
April 4, 2020 | | | | | | | | | | | | | |
April 3, 2021 | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Assets held in rabbi trusts | | $ | 48,137 | | | $ | 33,687 | | | $ | 14,450 | | | $ | - | | | $ | 56,143 | | | $ | 31,352 | | | $ | 24,791 | | | $ | 0 | |
Available for sale securities | | $ | 4,073 | | | | 4,073 | | | | - | | | | - | | | $ | 4,641 | | | | 4,641 | | | | 0 | | | | 0 | |
| | $ | 52,210 | | | $ | 37,760 | | | $ | 14,450 | | | $ | - | | | $ | 60,784 | | | $ | 35,993 | | | $ | 24,791 | | | $ | 0 | |
December 31, 2019 | | | | | | | | | | | | | | | | | |
December 31, 2020 | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Assets held in rabbi trusts | | $ | 52,148 | | | $ | 34,280 | | | | 17,868 | | | $ | - | | | $ | 57,892 | | | $ | 34,145 | | | | 23,747 | | | $ | 0 | |
Available for sale securities | | $ | 4,405 | | | | 4,405 | | | | - | | | | - | | | $ | 4,917 | | | | 4,917 | | | | 0 | | | | 0 | |
| | $ | 56,553 | | | $ | 38,685 | | | $ | 17,868 | | | $ | - | | | $ | 62,809 | | | $ | 39,062 | | | $ | 23,747 | | | $ | 0 | |
As described in Note 6, the Company allocated the aggregate repurchase payment of convertible senior debentures between the associated liability and equity components of the repurchased convertible senior debentures based on a nonrecurring fair value measurement of the convertible senior debentures due 2041 immediately prior to the repurchase. The nonrecurring fair value measurement is considered a Level 3 measurement. See Note 6 for further information on the measurement and input.
The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the marketable securities held in the rabbi trust is considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy.
NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(dollars in thousands, except per share amounts)
The Company holds investments in equitydebt securities that are intended to fund a portion of its pension and other postretirement benefit obligations outside of the United States. The investments are valued based on quoted market prices on the last business day of the period. The fair value measurement of the investments is considered a Level 1 measurement within the fair value hierarchy.
The Company enters into forward contracts with highly-rated financial institutions to mitigate the foreign currency risk associated with intercompany loans denominated in a currency other than the legal entity's functional currency. The notional amount of the forward contracts was $100,000 as of April 3, 2021 and December 31, 2020. The forward contracts are short-term in nature and are expected to be renewed at the Company's discretion until the intercompany loans are repaid. We have not designated the forward contracts as hedges for accounting purposes, and as such the change in the fair value of the contracts is recognized in the consolidated condensed statement of operations as a component of other income (expense). The Company estimates the fair value of the forward contracts based on applicable and commonly used pricing models using current market information and is considered a Level 2 measurement within the fair value hierarchy. The value of the forward contracts was immaterial as of April 3, 2021 and December 31, 2020. The Company does not utilize derivatives or other financial instruments for trading or other speculative purposes.
The fair value of the long-term debt, excluding the derivative liabilities and deferred financing costs, at April 4, 20203, 2021 and December 31, 20192020 is approximately $574,800$517,700 and $632,200,$491,400, respectively, compared to its carrying value, excluding the derivative liabilities and deferred financing costs, of $567,922$465,344 and $515,931,$406,398, respectively. The Company estimates the fair value of its long-term debt using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered Level 2 inputs.
At April 4, 20203, 2021 and December 31, 2019,2020, the Company’s short-term investments were comprised of time deposits with financial institutions that have maturities that exceed 90 days from the date of acquisition; however they all mature within one year from the respective balance sheet dates. The Company's short-term investments are accounted for as held-to-maturity debt instruments, at amortized cost, which approximates their fair value. The investments are funded with excess cash not expected to be needed for operations prior to maturity; therefore, the Company believes it has the intent and ability to hold the short-term investments until maturity. At each reporting date, the Company performs an evaluation to determine if any unrealized losses are other-than-temporary. NoNaN other-than-temporary impairments have been recognized on these securities, and there are 0 unrecognized holding gains or losses for these securities during the periods presented. There have been no0 transfers to or from the held-to-maturity classification. All decreases in the account balance are due to returns of principal at the securities’ maturity dates. Interest on the securities is recognized as interest income when earned.
At April 4, 20203, 2021 and December 31, 2019,2020, the Company’s cash and cash equivalents were comprised of demand deposits, time deposits with maturities of three months or less when purchased, and money market funds. The Company estimates the fair value of its cash, cash equivalents, and short-term investments using level 2 inputs. Based on the current interest rates for similar investments with comparable credit risk and time to maturity, the fair value of the Company's cash, cash equivalents, and held-to-maturity short-term investments approximate the carrying amounts reported in the consolidated condensed balance sheets.
The Company’s financial instruments also include accounts receivable, short-term notes payable, and accounts payable. The carrying amounts for these financial instruments reported in the consolidated condensed balance sheets approximate their fair values.
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
This Management's Discussion and Analysis ("MD&A") is intended to provide an understanding of Vishay's financial condition, results of operations and cash flows by focusing on changes in certain key measures from period to period. The MD&A should be read in conjunction with our Consolidated Condensed Financial Statements and accompanying Notes included in Item 1. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those discussed in our Annual Report on Form 10-K, particularly in Item 1A. "Risk Factors," filed with the Securities and Exchange Commission on February 14, 2020.24, 2021.
Overview
Vishay Intertechnology, Inc. (“("Vishay,” “we,” “us,”" "we," "us," or “our”"our") is a global manufacturer and suppliermanufactures one of the world’s largest portfolios of discrete semiconductors and passive electronic components including power MOSFETs, power integrated circuits, transistors, diodes, optoelectronic components, resistors, capacitors, and inductors. Discrete semiconductors and passive components manufactured by Vishaythat are used in virtually all types of electronic products, including thoseessential to innovative designs in the automotive, industrial, computing, automotive, consumer, electronic products, telecommunications, power supplies, military/military, aerospace, and medical industries.markets.
We operate in six segments based on product segments:functionality: MOSFETs, Diodes, Optoelectronic Components, Resistors, Inductors, and Capacitors. The current six segment alignment reflects a change in reporting structure made during the fourth fiscal quarter of 2019. The fiscal quarter ended March 30, 2019 results presented herein have been recast to separately present Resistors and Inductors.
We are focused on enhancing stockholder value by growing our business and improving earnings per share. Since 1985, we have pursued a business strategy of growth through focused research and development and acquisitions. We plan to continue to grow our business through intensified internal growth supplemented by opportunistic acquisitions, while at the same time maintaining a prudent capital structure. To foster intensified internal growth, we have increased our worldwide R&D and engineering technical staff; we are expanding critical manufacturing capacities; we are increasing our technical field sales force in Asia to increase our market access to the industrial segment and increase the design-in of our products in local markets; and we are directing increased funding and focus on developing products to capitalize on the connectivity, mobility, and sustainability growth drivers of our business. In addition to our growth plan, we also have opportunistically repurchased our stock and, as further described below, reduced dilution risks by repurchasing a portionall of our convertible senior debentures. Over the next few years, we expect to experience higher growth rates than over the last decade. This expectation is based upon accelerated electrification, such as factory automation, electrical vehicles, and 5G infrastructure.
In 2014, our Board of Directors instituted a quarterly dividend payment program and declared the first cash dividend in the history of Vishay. We have paid dividends each quarter since the first fiscal quarter of 2014, and further increased thecurrently pay quarterly cash dividend todividends of $0.095 per share in the second fiscal quartershare. We expect to continue to pay quarterly dividends, although each dividend is subject to approval by our Board of 2019.Directors.
We continuedOn May 20, 2020, our Board of Directors authorized a program to repurchase up to $200 million of the outstanding convertible senior debenturesnotes due 2025 in open market and privately-negotiatedrepurchases or through privately negotiated transactions. Such transactions with holders in the first fiscal quarter of 2020, further reducing theprovide us more flexibility to adjust our debt levels if necessary. We have repurchased $134.7 million principal amount of outstanding convertible senior debenturesnotes pursuant to $2.9 million.this program. On February 4, 2021, we redeemed the remaining convertible senior debentures.
Our business and operating results have been and will continue to be impacted by worldwide economic conditions. Our revenues are dependent on end markets that are impacted by consumer and industrial demand, and our operating results can be adversely affected by reduced demand in those global markets. The worldwide economy and, specifically, our business have beenwere impacted by the outbreak of the coronavirus ("COVID-19")., particularly in 2020. The outbreak haspandemic significantly impacted the global market, including our customers, suppliers, and shipping partners, which has impacted our net revenues. In 2020, wWe havee also incurred incremental costs separable from normal operations that are directly attributable to the outbreakpandemic and containment efforts, primarily salaries and wages for employees impacted by quarantines and additional safety measures, including masks and temperature scanners, which were partially offset by government subsidies. The net impactDirectly attributable costs of the costspandemic are no longer incremental and subsidieshave become part of normal operations. Accordingly, in 2021, they are classified as cost of products sold ($3.1 million) and selling, general, and administrative expenses ($0.3 million) based on employee function on the consolidated condensed statement of operations.considered in our normal operating costs. We exclude from the amounts reported aboveexcluded indirect financial changes from the outbreak of COVID 19 such as general macroeconomic effects and higher shipping costs due to reduced shipping capacity and any missing revenues duringfrom the outbreak.COVID-19 amounts reported.
We believe the economic impact of the COVID 19 outbreakCOVID-19 pandemic on Vishay will be temporary. We have significant liquidity to withstand the temporary disruptions in the economic environment. However, we continue to closely monitor our fixed costs, capital expenditure plans, inventory, and capital resources to respond to changing conditions and to ensure we have the management, business processes, and resources to meet our future needs. We will react quickly and professionally to changes in demand to minimize manufacturing inefficiencies and excess inventory build. In the third fiscal quarterbuild in periods of 2019, we announceddecline and maximize opportunities in periods of growth. The global cost reduction and management rejuvenation programs that we began as part of our continuous efforts to improve efficiency and operating performance.performance in 2019 have been fully implemented.
We utilize several financial metrics, including net revenues, gross profit margin, segment operating income, end-of-period backlog, book-to-bill ratio, inventory turnover, change in average selling prices, net cash and short-term investments (debt), and free cash generation to evaluate the performance and assess the future direction of our business. See further discussion in “Financial Metrics” and “Financial Condition, Liquidity, and Capital Resources” below. The outbreak of COVID-19 haspandemic impacted almost all key financial metrics.metrics in 2020. We experienced a substantialbroad recovery in orders particularly from distributors,and sales beginning in the third fiscal quarter of 2020 that continued to accelerate in the first fiscal quarter of 2020, some of which may have been due to customers preparing for potential disruptions in the supply chain caused by the COVID-19 outbreak. This increasequarter. The increases in orders hasand sales positively impacted almost all key financial metrics.
Net revenues for the fiscal quarter ended April 4, 20203, 2021 were $612.8$764.6 million, compared to $609.6$667.2 million and $745.2$612.8 million for the fiscal quarters ended December 31, 20192020 and March 30, 2019,April 4, 2020, respectively. The net earnings attributable to Vishay stockholders for the fiscal quarter ended April 4, 20203, 2021 were $27.2$71.4 million, or $0.19$0.49 per diluted share, compared to $14.0$37.6 million, or $0.10$0.26 per diluted share for the fiscal quarter ended December 31, 2019,2020, and $75.5$27.2 million, or $0.52$0.19 per diluted share for the fiscal quarter ended March 30, 2019.April 4, 2020.
We define adjusted net earnings as net earnings determined in accordance with GAAP adjusted for various items that management believes are not indicative of the intrinsic operating performance of our business. We define free cash as the cash flows generated from continuing operations less capital expenditures plus net proceeds from the sale of property and equipment. The reconciliations below include certain financial measures which are not recognized in accordance with GAAP, including adjusted net earnings, adjusted earnings per share, and free cash. These non-GAAP measures should not be viewed as alternatives to GAAP measures of performance or liquidity. Non-GAAP measures such as adjusted net earnings, adjusted earnings per share, and free cash do not have uniform definitions. These measures, as calculated by Vishay, may not be comparable to similarly titled measures used by other companies. Management believes that adjusted net earnings and adjusted earnings per share are meaningful because they provide insight with respect to our intrinsic operating results. Management believes that free cash is a meaningful measure of our ability to fund acquisitions, repay debt, and otherwise enhance stockholder value through stock repurchases or dividends.
Net earnings attributable to Vishay stockholders for the fiscal quarters ended April 4, 2020,3, 2021, December 31, 2019,2020, and March 30, 2019April 4, 2020 include items affecting comparability. The items affecting comparability are (in thousands, except per share amounts):
| | Fiscal quarters ended | | | Fiscal quarters ended | |
| | April 4, 2020 | | | December 31, 2019 | | | March 30, 2019 | | | April 3, 2021 | | | December 31, 2020 | | | April 4, 2020 | |
| | | | | | | | | | | | | | | | | | |
GAAP net earnings attributable to Vishay stockholders | | $ | 27,219 | | | $ | 13,962 | | | $ | 75,459 | | | $ | 71,435 | | | $ | 37,567 | | | $ | 27,219 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Reconciling items affecting gross income: | | | | | | | | | | | | | | | | | | | | | | | | |
Impact of COVID-19 outbreak | | $ | 3,130 | | | $ | - | | | $ | - | | |
Impact of COVID-19 pandemic | | | $ | - | | | $ | 268 | | | $ | 3,130 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other reconciling items affecting operating income: | | | | | | | | | | | | | | | | | | | | | | | | |
Restructuring and severance costs | | $ | - | | | $ | 16,884 | | | $ | - | | |
Impact of COVID-19 outbreak | | | 317 | | | | - | | | | - | | |
Impact of COVID-19 pandemic | | | $ | - | | | $ | (580 | ) | | $ | 317 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Reconciling items affecting other income (expense): | | | | | | | | | | | | | | | | | | | | | | | | |
Loss on early extinguishment of debt | | $ | 2,920 | | | $ | 723 | | | $ | 1,307 | | | $ | - | | | $ | 553 | | | $ | 2,920 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Reconciling items affecting tax expense: | | | | | | | | | | | | | | | | | | | | | | | | |
Change in tax regulation | | | $ | (4,395 | ) | | $ | - | | | $ | - | |
Change in deferred taxes due to early extinguishment of debt | | $ | (1,346 | ) | | $ | (289 | ) | | $ | (1,312 | ) | | | - | | | | (217 | ) | | | (1,346 | ) |
Effects of cash repatriation programs | | | - | | | | (11,554 | ) | | | (585 | ) | |
Effects of changes in uncertain tax positions | | | - | | | | 2,831 | | | | - | | | | - | | | | 3,751 | | | | - | |
Tax effects of pre-tax items above | | | (1,482 | ) | | | (4,277 | ) | | | (290 | ) | | | - | | | | (12 | ) | | | (1,482 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted net earnings | | $ | 30,758 | | | $ | 18,280 | | | $ | 74,579 | | | $ | 67,040 | | | $ | 41,330 | | | $ | 30,758 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted weighted average diluted shares outstanding | | | 145,295 | | | | 145,202 | | | | 145,289 | | | | 145,463 | | | | 145,251 | | | | 145,295 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted earnings per diluted share | | $ | 0.21 | | | $ | 0.13 | | | $ | 0.51 | | | $ | 0.46 | | | $ | 0.28 | | | $ | 0.21 | |
Although the term "free cash" is not defined in GAAP, each of the elements used to calculate free cash for the year-to-date period is presented as a line item on the face of our consolidated condensed statement of cash flows prepared in accordance with GAAP and the quarterly amounts are derived from the year-to-date GAAP statements as of the beginning and end of the respective quarter.
| | Fiscal quarters ended | | | Fiscal quarters ended | |
| | April 4, 2020 | | | December 31, 2019 | | | March 30, 2019 | | | April 3, 2021 | | | December 31, 2020 | | | April 4, 2020 | |
Net cash provided by continuing operating activities | | $ | 34,478 | | | $ | 84,423 | | | $ | 79,518 | | | $ | 57,322 | | | $ | 125,699 | | | $ | 34,478 | |
Proceeds from sale of property and equipment | | | 53 | | | | 91 | | | | 395 | | | | 200 | | | | 110 | | | | 53 | |
Less: Capital expenditures | | | (24,328 | ) | | | (56,374 | ) | | | (36,367 | ) | | | (28,527 | ) | | | (52,798 | ) | | | (24,328 | ) |
Free cash | | $ | 10,203 | | | $ | 28,140 | | | $ | 43,546 | | | $ | 28,995 | | | $ | 73,011 | | | $ | 10,203 | |
Our results for the fiscal quarters ended April 3, 2021 and December 31, 2020 represent the continuation of the sharp and broad recovery that we began to experience in the third fiscal quarter of 2020. Our results for the fiscal quarter ended April 4, 2020 represent the beginning of an expected recovery from the normalization of demand experienced in 2019, which was negatively impacted by the COVID-19 outbreak. Our results for the fiscal quarters ended December 31, 2019 and March 30, 2019 represent the effectsbeginning of the normalization of demand that we began to experience in the fourth fiscal quarter of 2018 and accelerated through 2019 as supply, in general, caught up with demand, and customers, particularly distributors, significantly reduced their orders as they decreased their inventory.COVID-19 pandemic. Our percentage of euro-based sales approximates our percentage of euro-based expenses so the foreign currency impact on revenues was substantially offset by the impact on expenses. Our pre-tax results were consistent with expectations based on our business model.
Financial Metrics
We utilize several financial metrics to evaluate the performance and assess the future direction of our business. These key financial measures and metrics include net revenues, gross profit margin, operating margin, segment operating income, end-of-period backlog, and the book-to-bill ratio. We also monitor changes in inventory turnover and our or publicly available average selling prices (“ASP”).
Gross profit margin is computed as gross profit as a percentage of net revenues. Gross profit is generally net revenues less costs of products sold, but also deducts certain other period costs, particularly losses on purchase commitments and inventory write-downs. Losses on purchase commitments and inventory write-downs have the impact of reducing gross profit margin in the period of the charge, but result in improved gross profit margins in subsequent periods by reducing costs of products sold as inventory is used. Gross profit margin is clearly a function of net revenues, but also reflects our cost management programs and our ability to contain fixed costs.
Operating margin is computed as gross profit less operating expenses as a percentage of net revenues. We evaluate business segment performance on segment operating margin. Only dedicated, direct selling, general, and administrative expenses of the segments are included in the calculation of segment operating income. Segment operating margin is computed as operating income less items such as restructuring and severance costs, asset write-downs, goodwill and indefinite-lived intangible asset impairments, inventory write-downs, gains or losses on purchase commitments, global operations, sales and marketing, information systems, finance and administrative groups, and other items, expressed as a percentage of net revenues. We believe that evaluating segment performance excluding such items is meaningful because it provides insight with respect to intrinsic operating results of the segment. Operating margin is clearly a function of net revenues, but also reflects our cost management programs and our ability to contain fixed costs.
End-of-period backlog is one indicator of future revenues. We include in our backlog only open orders that we expect to ship in the next twelve months. If demand falls below customers’ forecasts, or if customers do not control their inventory effectively, they may cancel or reschedule the shipments that are included in our backlog, in many instances without the payment of any penalty. Therefore, the backlog is not necessarily indicative of the results to be expected for future periods.
An important indicator of demand in our industry is the book-to-bill ratio, which is the ratio of the amount of product ordered during a period as compared with the product that we ship during that period. A book-to-bill ratio that is greater than one indicates that our backlog is building and that we are likely to see increasing revenues in future periods. Conversely, a book-to-bill ratio that is less than one is an indicator of declining demand and may foretell declining revenues.
We focus on our inventory turnover as a measure of how well we are managing our inventory. We define inventory turnover for a financial reporting period as our costs of products sold for the four fiscal quarters ending on the last day of the reporting period divided by our average inventory (computed using each fiscal quarter-end balance) for this same period. A higher level of inventory turnover reflects more efficient use of our capital.
Pricing in our industry can be volatile. Using our and publicly available data, we analyze trends and changes in average selling prices to evaluate likely future pricing. We attempt to offset deterioration in the average selling prices of established products with ongoing cost reduction activities and new product introductions. Our specialty passive components are more resistant to average selling price erosion. All pricing is subject to governing market conditions and is independently set by us.
The quarter-to-quarter trends in these financial metrics can also be an important indicator of the likely direction of our business. The following table shows net revenues, gross profit margin, operating margin, end-of-period backlog, book-to-bill ratio, inventory turnover, and changes in ASP for our business as a whole during the five fiscal quarters beginning with the first fiscal quarter of 20192020 through the first fiscal quarter of 20202021 (dollars in thousands):
| | 1st Quarter 2019 | | | 2nd Quarter 2019 | | | 3rd Quarter 2019 | | | 4th Quarter 2019 | | | 1st Quarter 2020 | | | 1st Quarter 2020 | | | 2nd Quarter 2020 | | | 3rd Quarter 2020 | | | 4th Quarter 2020 | | | 1st Quarter 2021 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 745,159 | | | $ | 685,240 | | | $ | 628,329 | | | $ | 609,577 | | | $ | 612,841 | | | $ | 612,841 | | | $ | 581,717 | | | $ | 640,160 | | | $ | 667,180 | | | $ | 764,632 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin(1) | | | 28.3 | % | | | 25.5 | % | | | 23.9 | % | | | 22.2 | % | | | 24.0 | % | | | 24.0 | % | | | 22.5 | % | | | 23.7 | % | | | 22.8 | % | | | 26.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating margin(2) | | | 14.5 | % | | | 11.6 | % | | | 8.1 | % | | | 4.0 | % | | | 7.7 | % | | | 7.7 | % | | | 7.0 | % | | | 9.6 | % | | | 9.0 | % | | | 12.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
End-of-period backlog | | $ | 1,331,800 | | | $ | 1,126,700 | | | $ | 935,400 | | | $ | 911,300 | | | $ | 1,005,200 | | | $ | 1,005,200 | | | $ | 914,300 | | | $ | 927,900 | | | $ | 1,239,800 | | | $ | 1,731,200 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.79 | | | | 0.69 | | | | 0.72 | | | | 0.94 | | | | 1.17 | | | | 1.17 | | | | 0.82 | | | | 0.99 | | | | 1.44 | | | | 1.67 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Inventory turnover | | | 4.3 | | | | 4.3 | | | | 4.1 | | | | 4.3 | | | | 4.2 | | | | 4.2 | | | | 3.9 | | | | 4.4 | | | | 4.6 | | | | 4.8 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Change in ASP vs. prior quarter | | | (0.4 | )% | | | (0.9 | )% | | | (1.1 | )% | | | (0.8 | )% | | | (1.1 | )% | | | (1.1 | )% | | | 0.1 | % | | | (1.1 | )% | | | (0.3 | )% | | | (0.5 | )% |
(1) Gross margin for the first, second, third, and fourth fiscal quarterquarters of 2020 includes $3.1 million, $0.9 million, $0.2 million, and $0.3 million, respectively, of expenses directly related to the COVID-19 outbreak (see Note 2 to our consolidated condensed financial statements).pandemic.
(2) Operating margin for the third and fourthsecond fiscal quartersquarter of 20192020 includes $7.3$0.7 million and $16.9 million, respectively, of restructuring and severance expenses (see Note 43 to our consolidated condensed financial statements). Operating margin for the first, second, third, and fourth fiscal quarterquarters of 2020 also includes in total $3.4 million, $0.2 million, $(0.2) million, and $(0.3) million, respectively, of expenses (benefits) directly related to the COVID-19 outbreak (see Note 2 to our consolidated condensed financial statements).pandemic.
See “Financial Metrics by Segment” below for net revenues, book-to-bill ratio, and gross profit margin broken out by segment.
Revenues increased versus the prior fiscal quarter but decreased versusand the first fiscal quarter of 2019. After a period of relatively high levels of inventory2020. The recovery in demand that began in the supply chain, inventory levels are now at widely normalized levels. Strongthird fiscal quarter of 2020 accelerated further in the first fiscal quarter of 2021. Quarterly orders particularly from global distributor customers, and from Asiabacklog reached all-time highs. The high order level and rapid increase in general,our manufacturing capacities substantially increased revenues. The increased orders significantly increased the book-to-bill ratio and the backlog. AverageDistributor inventory levels continued to decrease in the first fiscal quarter of 2021. Pressure on average selling prices in totalhas decreased consistent with historical performance, whileduring the decrease for our commodity semiconductor productsbroad recovery and is accelerating.currently continuing to decrease.
Gross profit margin increased versus the prior fiscal quarter but decreased versusand the first fiscal quarter of 2019.2020. The fluctuationsincreases are primarily volume-driven.due to increased volume and manufacturing efficiencies.
The book-to-bill ratio in the first fiscal quarter of 20202021 increased to 1.171.67 versus 0.941.44 in the fourth fiscal quarter of 2019.2020. The book-to-bill ratios in the first fiscal quarter of 20202021 for distributors and original equipment manufacturers ("OEM") were 1.301.89 and 1.04,1.41, respectively, versus ratios of 0.941.89 and 0.95,0.96, respectively, during the fourth fiscal quarter of 2019.2020.
For the second fiscal quarter of 2020, despite substantial uncertainties,2021, we anticipate revenues between $540$790 million and $580$830 million andat a gross marginsmargin of 21%27.3% plus/minus 9060 basis points at the exchange rates of the first fiscal quarter of 2020.points.
Financial Metrics by Segment
The following table shows net revenues, book-to-bill ratio, gross profit margin, and segment operating margin broken out by segment for the five fiscal quarters beginning with the first fiscal quarter of 20192020 through the first fiscal quarter of 20202021 (dollars in thousands):
| | 1st Quarter 2019 | | | 2nd Quarter 2019 | | | 3rd Quarter 2019 | | | 4th Quarter 2019 | | | 1st Quarter 2020 | | | 1st Quarter 2020 | | | 2nd Quarter 2020 | | | 3rd Quarter 2020 | | | 4th Quarter 2020 | | | 1st Quarter 2021 | |
MOSFETs | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 137,341 | | | $ | 128,842 | | | $ | 126,747 | | | $ | 116,215 | | | $ | 116,893 | | | $ | 116,893 | | | $ | 118,944 | | | $ | 133,976 | | | $ | 131,567 | | | $ | 153,223 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.84 | | | | 0.54 | | | | 0.54 | | | | 0.94 | | | | 1.12 | | | | 1.12 | | | | 0.97 | | | | 0.93 | | | | 1.64 | | | | 1.97 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 26.3 | % | | | 24.8 | % | | | 24.1 | % | | | 23.7 | % | | | 24.1 | % | | | 24.1 | % | | | 22.7 | % | | | 22.1 | % | | | 22.4 | % | | | 24.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 19.4 | % | | | 17.5 | % | | | 16.6 | % | | | 16.1 | % | | | 16.0 | % | | | 16.0 | % | | | 14.8 | % | | | 15.0 | % | | | 15.3 | % | | | 17.8 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Diodes | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 167,840 | | | $ | 142,042 | | | $ | 123,879 | | | $ | 123,382 | | | $ | 115,343 | | | $ | 115,343 | | | $ | 124,187 | | | $ | 123,744 | | | $ | 139,274 | | | $ | 157,178 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.63 | | | | 0.52 | | | | 0.57 | | | | 0.88 | | | | 1.36 | | | | 1.36 | | | | 0.61 | | | | 1.05 | | | | 1.65 | | | | 1.85 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 25.9 | % | | | 20.3 | % | | | 17.1 | % | | | 16.3 | % | | | 16.9 | % | | | 16.9 | % | | | 20.1 | % | | | 16.8 | % | | | 17.8 | % | | | 21.9 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 22.7 | % | | | 16.9 | % | | | 13.3 | % | | | 12.6 | % | | | 12.5 | % | | | 12.5 | % | | | 16.0 | % | | | 12.8 | % | | | 14.1 | % | | | 18.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Optoelectronic Components | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 60,562 | | | $ | 60,675 | | | $ | 50,702 | | | $ | 51,047 | | | $ | 54,179 | | | $ | 54,179 | | | $ | 49,130 | | | $ | 64,955 | | | $ | 68,352 | | | $ | 77,771 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.83 | | | | 0.70 | | | | 0.86 | | | | 1.11 | | | | 1.40 | | | | 1.40 | | | | 0.96 | | | | 0.97 | | | | 1.46 | | | | 1.66 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 26.4 | % | | | 26.8 | % | | | 21.5 | % | | | 20.2 | % | | | 26.9 | % | | | 26.9 | % | | | 23.9 | % | | | 32.8 | % | | | 27.7 | % | | | 33.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 19.3 | % | | | 19.8 | % | | | 13.7 | % | | | 12.7 | % | | | 19.7 | % | | | 19.7 | % | | | 16.2 | % | | | 26.5 | % | | | 21.3 | % | | | 27.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Resistors | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 188,831 | | | $ | 165,359 | | | $ | 155,119 | | | $ | 147,883 | | | $ | 159,208 | | | $ | 159,208 | | | $ | 140,412 | | | $ | 145,362 | | | $ | 161,201 | | | $ | 186,602 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.89 | | | | 0.81 | | | | 0.82 | | | | 0.95 | | | | 1.05 | | | | 1.05 | | | | 0.73 | | | | 1.06 | | | | 1.24 | | | | 1.50 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 33.1 | % | | | 28.3 | % | | | 27.4 | % | | | 23.5 | % | | | 28.1 | % | | | 28.1 | % | | | 23.2 | % | | | 24.2 | % | | | 25.3 | % | | | 28.9 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 29.8 | % | | | 25.2 | % | | | 23.8 | % | | | 19.0 | % | | | 24.4 | % | | | 24.4 | % | | | 19.9 | % | | | 20.7 | % | | | 21.0 | % | | | 25.4 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Inductors | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 71,640 | | | $ | 77,024 | | | $ | 73,458 | | | $ | 76,520 | | | $ | 73,785 | | | $ | 73,785 | | | $ | 65,185 | | | $ | 79,399 | | | $ | 75,260 | | | $ | 83,458 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.97 | | | | 1.01 | | | | 0.95 | | | | 1.05 | | | | 0.98 | | | | 0.98 | | | | 0.96 | | | | 0.96 | | | | 1.03 | | | | 1.13 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 32.5 | % | | | 31.9 | % | | | 31.9 | % | | | 33.5 | % | | | 31.2 | % | | | 31.2 | % | | | 31.1 | % | | | 33.5 | % | | | 30.1 | % | | | 33.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 28.8 | % | | | 28.3 | % | | | 28.3 | % | | | 30.3 | % | | | 27.5 | % | | | 27.5 | % | | | 27.2 | % | | | 30.4 | % | | | 27.0 | % | | | 30.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Capacitors | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | | $ | 118,945 | | | $ | 111,298 | | | $ | 98,424 | | | $ | 94,530 | | | $ | 93,433 | | | $ | 93,433 | | | $ | 83,859 | | | $ | 92,724 | | | $ | 91,526 | | | $ | 106,400 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Book-to-bill ratio | | | 0.67 | | | | 0.68 | | | | 0.76 | | | | 0.84 | | | | 1.20 | | | | 1.20 | | | | 0.90 | | | | 0.95 | | | | 1.54 | | | | 1.73 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross profit margin | | | 25.0 | % | | | 23.5 | % | | | 22.0 | % | | | 17.9 | % | | | 21.8 | % | | | 21.8 | % | | | 18.1 | % | | | 19.8 | % | | | 17.5 | % | | | 22.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Segment operating margin | | | 20.7 | % | | | 19.0 | % | | | 16.9 | % | | | 12.3 | % | | | 16.1 | % | | | 16.1 | % | | | 12.5 | % | | | 14.8 | % | | | 12.5 | % | | | 17.7 | % |
Cost Management
We place a strong emphasis on controlling our costs, and use various measures and metrics to evaluate our cost structure.
We define variable costs as expenses that vary with respect to quantity produced. Fixed costs do not vary with respect to quantity produced over the relevant time period. Contributive margin is calculated as net revenue less variable costs. It may be expressed in dollars or as a percentage of net revenue. Management uses this measure to determine the amount of profit to be expected for any change in revenues. While these measures are typical cost accounting measures, none of these measures are recognized in accordance with GAAP. The classification of expenses as either variable or fixed is judgmental and other companies might classify such expenses differently. These measures, as calculated by Vishay, may not be comparable to similarly titled measures used by other companies.
We closely monitor variable costs and seek to achieve the contributive margin in our business model. Over a period of many years, we have generally maintained a contributive margin of between 45% - 47% of revenues. The erosion of average selling prices, particularly of our semiconductor products, that is typical of our industry and inflation negatively impact contributive margin and drive us to continually seek ways to reduce our variable costs. Our variable cost reduction efforts include increasing the efficiency in our production facilities by expending capital for automation, reducing materials costs, materials substitution, increasing wafer size and shrinking dies to maximize efficiency in our semiconductor production processes, and other yield improvement activities.
Our cost management strategy also includes a focus on controlling fixed costs recorded as costs of products sold or selling, general, and administrative expenses and maintaining our break-even point (adjusted for acquisitions). We seek to limit increases in selling, general, and administrative expenses to the rate of inflation, excluding foreign currency exchange effects and substantially independent of sales volume changes. At constant fixed costs, we would expect each $1 million increase in revenues to increase our operating income by approximately $450,000 to $470,000. Sudden changes in the business conditions, such as the current COVID-19 situation,however, may not allow us to quickly adapt our manufacturing capacity and cost structure.
Occasionally, our ongoing cost containment activities are not adequate and we must take actions to maintain our cost competitiveness. We incurred significant restructuring expenses in our past to reduce our cost structure. Historically, our primary cost reduction technique was through the transfer of production to the extent possible from high-labor-cost countries to lower-labor-cost countries. We believe that our manufacturing footprint is suitable to serve our customers and end markets, while maintaining lower manufacturing costs. Since 2013, our cost reduction programs have primarily focused on reducing fixed costs, including selling, general, and administrative expenses.
We continue to monitor the economic environment and its potential effects on our customers and the end markets that we serve, especially in light of the ongoing COVID-19 situation.
In the third fiscal quarter of 2019, we announced global cost reduction and management rejuvenation programs as part of our continuous efforts to improve efficiency and operating performance. We incurred restructuring expense of $24.1 million since the inception of the programs. We did not incur any restructuring expenses during the three fiscal months ended April 4, 2020.
The programs are primarily designed to reduce manufacturing fixed costs and selling, general, and administrative ("SG&A") costs company-wide, and provide management rejuvenation. The programs in total are expected to lower costs by approximately $15 million annually when fully implemented, of which approximately 50% is expected to be realized as reduced manufacturing fixed costs and 50% is expected to be realized as reduced SG&A expenses. We expect to incur costs (primarily cash severance expenses) of approximately $25 million related to the programs. The implementation of these programs will not impact planned research and development activities.
We first solicited volunteers to accept a voluntary separation / early retirement offer, which was generally successful. The voluntary separation benefits vary by country and job classification, but generally offer a cash loyalty bonus. A limited number of involuntary terminations are necessary to achieve the cost reduction targets. We expect these cost reductions to be fully achieved by December 2020.
serve.
No manufacturing facility closures are currently expected pursuant to these programs. Except for these programs, weWe do not anticipate any other material restructuring activities in 2020.2021. However, a continued sluggishworsening business environment for the electronics industry, a prolonged impact of the COVID-19 outbreak,pandemic, or a significant economic downturn may require us to implement additional restructuring initiatives.
In uncertain times, we focus on managing our production capacities in accordance with customer requirements, and maintain discipline in terms of our fixed costs and capital expenditures. Even as we seek to manage our costs, we remain cognizant of the future requirements of our demanding markets. We continue to pursue our growth plans through investing in capacities for strategic product lines, and through increasing our resources for R&D, technical marketing, and field application engineering; supplemented by opportunistic acquisitions of specialty businesses.
Our long-term strategy includes growth through the integration of acquired businesses, and GAAP requires plant closure and employee termination costs that we incur in connection with our acquisition activities to be recorded as expenses in our consolidated statement of operations, as such expenses are incurred. We have not incurred any material plant closure or employee termination costs related to any of the businesses acquired since 2011, but we expect to have some level of future restructuring expenses due to acquisitions.
Foreign Currency Translation
We are exposed to foreign currency exchange rate risks, particularly due to transactions in currencies other than the functional currencies of certain subsidiaries. We occasionally use forward exchange contracts to economically hedge a portion of these exposures.
GAAP requires that we identify the “functional currency” of each of our subsidiaries and measure all elements of the financial statements in that functional currency. A subsidiary’s functional currency is the currency of the primary economic environment in which it operates. In cases where a subsidiary is relatively self-contained within a particular country, the local currency is generally deemed to be the functional currency. However, a foreign subsidiary that is a direct and integral component or extension of the parent company’s operations generally would have the parent company’s currency as its functional currency. We have both situations among our subsidiaries.
Foreign Subsidiaries which use the Local Currency as the Functional Currency
We finance our operations in Europe and certain locations in Asia in local currencies, and accordingly, these subsidiaries utilize the local currency as their functional currency. For those subsidiaries where the local currency is the functional currency, assets and liabilities in the consolidated condensed balance sheets have been translated at the rate of exchange as of the balance sheet date. Translation adjustments do not impact the results of operations and are reported as a separate component of stockholders’ equity.
For those subsidiaries where the local currency is the functional currency, revenues and expenses incurred in the local currency are translated at the average exchange rate for the year. While the translation of revenues and expenses incurred in the local currency into U.S. dollars does not directly impact the statements of operations, the translation effectively increases or decreases the U.S. dollar equivalent of revenues generated and expenses incurred in those foreign currencies. The dollar generally was strongerweaker during the first fiscal quarter of 2020 compared to the prior fiscal quarter and prior year period,quarter, with the translation of foreign currency revenues and expenses into U.S. dollars decreasingincreasing reported revenues and expenses versus the prior fiscal quarter and prior year period.quarter.
Foreign Subsidiaries which use the U.S. Dollar as the Functional Currency
Our operations in Israel and most significant locations in Asia are largely financed in U.S. dollars, and accordingly, these subsidiaries utilize the U.S. dollar as their functional currency. For those foreign subsidiaries where the U.S. dollar is the functional currency, all foreign currency financial statement amounts are remeasured into U.S. dollars. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in the results of operations. While these subsidiaries transact most business in U.S. dollars, they may have significant costs, particularly payroll-related, which are incurred in the local currency. The cost of products sold for the first fiscal quarter of 20202021 have been slightly favorablyunfavorably impacted compared to the prior fiscal quarter and prior year periodquarter by local currency transactions of subsidiaries which use the U.S. dollar as their functional currency.
Results of Operations
Statements of operations’ captions as a percentage of net revenues and the effective tax rates were as follows:
| | Fiscal quarters ended | | | Fiscal quarters ended | |
| | April 4, 2020 | | | December 31, 2019 | | | March 30, 2019 | | | April 3, 2021 | | | December 31, 2020 | | | April 4, 2020 | |
Cost of products sold | | | 76.0 | % | | | 77.8 | % | | | 71.7 | % | | | 73.5 | % | | | 77.2 | % | | | 76.0 | % |
Gross profit | | | 24.0 | % | | | 22.2 | % | | | 28.3 | % | | | 26.5 | % | | | 22.8 | % | | | 24.0 | % |
Selling, general & administrative expenses | | | 16.3 | % | | | 15.5 | % | | | 13.9 | % | | | 13.8 | % | | | 13.8 | % | | | 16.3 | % |
Operating income (loss) | | | 7.7 | % | | | 4.0 | % | | | 14.5 | % | |
Income (loss) before taxes and noncontrolling interest | | | 5.9 | % | | | 1.9 | % | | | 13.4 | % | |
Net earnings (loss) attributable to Vishay stockholders | | | 4.4 | % | | | 2.3 | % | | | 10.1 | % | |
Operating income | | | | 12.7 | % | | | 9.0 | % | | | 7.7 | % |
Income before taxes and noncontrolling interest | | | | 11.4 | % | | | 7.0 | % | | | 5.9 | % |
Net earnings attributable to Vishay stockholders | | | | 9.3 | % | | | 5.6 | % | | | 4.4 | % |
________ | | | | | | | | | | | | | | | | | | | | | | | | |
Effective tax rate | | | 24.2 | % | | | -25.4 | % | | | 24.3 | % | | | 17.8 | % | | | 19.0 | % | | | 24.2 | % |
Net Revenues
Net revenues were as follows (dollars in thousands):
| Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | |
Net revenues | | $ | 612,841 | | | $ | 609,577 | | | $ | 745,159 | |
| Fiscal quarters ended | |
| April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 764,632 | | | $ | 667,180 | | | $ | 612,841 | |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | 3,264 | | | | 0.5 | % |
March 30, 2019 | | $ | (132,318 | ) | | | -17.8 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 97,452 | | | | 14.6 | % |
April 4, 2020 | | $ | 151,791 | | | | 24.8 | % |
Changes in net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Change in volume | | | 1.6 | % | | | -15.0 | % | |
Increase in volume | | | | 14.7 | % | | | 21.8 | % |
Decrease in average selling prices | | | -1.1 | % | | | -2.9 | % | | | -0.5 | % | | | -1.4 | % |
Foreign currency effects | | | -0.1 | % | | | -0.8 | % | | | 0.5 | % | | | 3.4 | % |
Acquisition | | | | 0.0 | % | | | 1.0 | % |
Other | | | 0.1 | % | | | 0.9 | % | | | -0.1 | % | | | 0.0 | % |
Net change | | | 0.5 | % | | | -17.8 | % | | | 14.6 | % | | | 24.8 | % |
We experienced a substantial, broad-based increase in demandDemand for our products beginning in 2017 that continued through the third fiscal quarter of 2018. Demand started to decrease in the fourth fiscal quarter of 2018 and the decrease accelerated through 2019 as customers, particularly distributors, reduced orders as they decreased their inventory. The decrease in demand resulted in decreased net revenues compared to the fiscal quarter ended March 30, 2019. Net revenues began to increasebe negatively impacted by the COVID-19 pandemic in the first fiscal quarter of 2020. We experienced a significant decrease in demand in the second fiscal quarter of 2020 but have been impactedfollowed by a broad recovery beginning in the COVID-19 outbreak.third fiscal quarter of 2020 that accelerated through the first fiscal quarter of 2021. The increasing demand resulted in increased net revenues compared to the prior fiscal quarter and prior year quarter.
Gross Profit Margins
Gross profit margins for the fiscal quarter ended April 4, 20203, 2021 were 24.0%26.5%, versus 22.2%22.8% and 28.3%24.0% for the comparable prior fiscal quarter and prior year period, respectively. The increaseincreases versus the prior fiscal quarter isand the prior year quarter are primarily due to increased volume, manufacturing efficiencies, and changes in tariffs. The decrease versus the prior year quarter is primarily due to decreased sales volume and average selling prices.volume. We were able to offset the negative impacts of inflation and average selling price decline and maintain our contributive margin.
Segments
Analysis of revenues and gross profit margins for our segments is provided below.
MOSFETs
Net revenues and gross profit margin of the MOSFETs segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 116,893 | | | $ | 116,215 | | | $ | 137,341 | | | $ | 153,223 | | | $ | 131,567 | | | $ | 116,893 | |
Gross profit margin | | | 24.1 | % | | | 23.7 | % | | | 26.3 | % | | | 24.2 | % | | | 22.4 | % | | | 24.1 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | 678 | | | | 0.6 | % |
March 30, 2019 | | $ | (20,448 | ) | | | -14.9 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 21,656 | | | | 16.5 | % |
April 4, 2020 | | $ | 36,330 | | | | 31.1 | % |
Changes in MOSFETs segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Change in volume | | | 0.9 | % | | | -9.8 | % | |
Increase in volume | | | | 18.7 | % | | | 37.0 | % |
Decrease in average selling prices | | | -0.2 | % | | | -5.8 | % | | | -1.4 | % | | | -4.5 | % |
Foreign currency effects | | | -0.1 | % | | | -0.4 | % | | | 0.2 | % | | | 1.8 | % |
Other | | | 0.0 | % | | | 1.1 | % | | | -1.0 | % | | | -3.2 | % |
Net change | | | 0.6 | % | | | -14.9 | % | | | 16.5 | % | | | 31.1 | % |
The MOSFETsMOSFET segment net revenues increased slightlysignificantly versus the prior fiscal quarter but decreased significantly versus theand prior year quarter. Net revenues increased for customers in all regions. The slight increase versus the prior fiscal quarter was the net result from significant increases in the Asia and Americas regions, partially offset by a significant decrease in the Europe region primarily due to a singularity of a last-time-buy in the prior fiscal quarter. The decrease versus the prior year quarter was primarilypartially due to increased sales to distributor inventory reductionscustomers and the temporary closure of our main manufacturing facility in China during the first fiscal quarter of 2020 due to the COVID-19 outbreak. The decrease was partially offset by significant growth in revenues from automotive customers as well as with our IC product business particularly in Europe and Asia.pandemic that impacted prior year results.
Gross profit margin increased versus the prior fiscal quarter but decreased versusand the prior year quarter. The increase versus the prior fiscal quarter is primarily due to higher sales volume and cost reduction measures.measures, partially offset by lower average selling prices, cost inflation, and the negative impact of an inventory reduction. The decreaseincrease versus the prior year quarter is primarily due to higher sales volume, almost completely offset by lower average selling prices, higher metals prices, cost inflation, and significantly lower volume, partially offset by cost reduction measures.the negative impact of an inventory reduction.
We experienced a slight decrease in averageAverage selling prices decreased slightly versus the prior fiscal quarter. The reduced customer demandquarter and moderately versus the prior year quarter significantly increased pricing pressure and resulted in a significant decrease in average selling prices. quarter.
We continue to invest to expand mid- and long-term manufacturing capacity for strategic product lines.
Diodes
Net revenues and gross profit margins of the Diodes segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 115,343 | | | $ | 123,382 | | | $ | 167,840 | | | $ | 157,178 | | | $ | 139,274 | | | $ | 115,343 | |
Gross profit margin | | | 16.9 | % | | | 16.3 | % | | | 25.9 | % | | | 21.9 | % | | | 17.8 | % | | | 16.9 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | (8,039 | ) | | | -6.5 | % |
March 30, 2019 | | $ | (52,497 | ) | | | -31.3 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 17,904 | | | | 12.9 | % |
April 4, 2020 | | $ | 41,835 | | | | 36.3 | % |
Changes in Diodes segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Decrease in volume | | | -4.2 | % | | | -28.1 | % | |
Increase in volume | | | | 13.0 | % | | | 33.2 | % |
Decrease in average selling prices | | | -2.5 | % | | | -5.6 | % | | | -0.4 | % | | | -0.7 | % |
Foreign currency effects | | | -0.1 | % | | | -0.5 | % | | | 0.4 | % | | | 3.3 | % |
Other | | | 0.3 | % | | | 2.9 | % | | | -0.1 | % | | | 0.5 | % |
Net change | | | -6.5 | % | | | -31.3 | % | | | 12.9 | % | | | 36.3 | % |
Net revenues of the Diodes segment decreasedincreased significantly versus the prior fiscal quarter and the prior year quarter. Inventory reductions by distributors continue to burden our business.Net revenues increased for customers in all regions. The first fiscal quarter of 2020 was also impacted by the temporary closure of our main manufacturing facility in China due to the COVID-19 outbreak. The decreaseincrease versus the prior fiscal quarter was primarily due to decreased revenue from distribution customers, partially offset by significant growth with endincreased sales to distributor customers in the AmericasEurope and EuropeAmericas regions. The decreaseincrease versus the prior year quarter was in all regions andpartially due to increased sales channels, particularlyto distributor customers.customers compared to the prior year quarter when distributor customers decreased inventory due to the COVID-19 pandemic.
Gross profit margin increased versus the prior fiscal quarter but decreased versusand the prior year quarter. The increase versus the prior fiscal quarter was primarily due to a change inincreased sales volume, cost reduction measures, and the positive impact of U.S. tariffs on goods imported from China. Gross profit margin decreasedan inventory increase, partially offset by cost inflation and lower average selling prices. The increase versus the prior year quarter is primarily due to decreasedincreased sales volume, cost reduction measures, and the positive impact of an inventory increase, partially offset by cost inflation, higher metals prices, and lower average selling prices.
Average selling prices decreased moderatelyslightly versus the prior fiscal quarter and significantly versus the prior year quarter. Unfavorable product mix contributed to the decreases in average selling prices.
Optoelectronic Components
Net revenues and gross profit margins of the Optoelectronic Components segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | |
�� | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 54,179 | | | $ | 51,047 | | | $ | 60,562 | | | $ | 77,771 | | | $ | 68,352 | | | $ | 54,179 | |
Gross profit margin | | | 26.9 | % | | | 20.2 | % | | | 26.4 | % | | | 33.0 | % | | | 27.7 | % | | | 26.9 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | 3,132 | | | | 6.1 | % |
March 30, 2019 | | $ | (6,383 | ) | | | -10.5 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 9,419 | | | | 13.8 | % |
April 4, 2020 | | $ | 23,592 | | | | 43.5 | % |
Changes in Optoelectronic Components segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Change in volume | | | 5.6 | % | | | -7.9 | % | |
Increase in volume | | | | 14.6 | % | | | 38.4 | % |
Decrease in average selling prices | | | -0.8 | % | | | -2.2 | % | | | -1.3 | % | | | -0.2 | % |
Foreign currency effects | | | -0.2 | % | | | -1.2 | % | | | 0.4 | % | | | 4.6 | % |
Other | | | 1.5 | % | | | 0.8 | % | | | 0.1 | % | | | 0.7 | % |
Net change | | | 6.1 | % | | | -10.5 | % | | | 13.8 | % | | | 43.5 | % |
Net revenues of our Optoelectronic Components segment increased significantly versus the prior fiscal quarter but decreased significantly versus theand prior year quarter. The increase versus the prior fiscal quarter is primarily due to significant growth in the Americas and Europe regions, particularly with distributor customers. The increase was partially offset by significant decrease inNet revenues from the Asia region. The decrease versus the prior year quarter wasincreased for customers in all regions and sales channels, particularly in the Americas and Asia regions. Sales to distributor customers continues to increase.
The grossGross profit margin increased versus the prior fiscal quarter and the prior year quarter. The increase versus the prior fiscal quarter is primarily due to increased sales volume, which led to manufacturinggreater efficiencies, and the positive impact of an increase in inventory partially offset by lower average selling prices and cost inflation.increase. The increase versus the prior year quarter is primarily due to increased sales volume and cost reductions,reduction measures, partially offset by lower average selling pricescost inflation and cost inflation.higher metals prices.
Average selling prices decreased slightly versus the prior fiscal quarter and prior year quarter.
Resistors
Net revenues and gross profit margins of the Resistors segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 159,208 | | | $ | 147,883 | | | $ | 188,831 | | | $ | 186,602 | | | $ | 161,201 | | | $ | 159,208 | |
Gross profit margin | | | 28.1 | % | | | 23.5 | % | | | 33.1 | % | | | 28.9 | % | | | 25.3 | % | | | 28.1 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | 11,325 | | | | 7.7 | % |
March 30, 2019 | | $ | (29,623 | ) | | | -15.7 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 25,401 | | | | 15.8 | % |
April 4, 2020 | | $ | 27,394 | | | | 17.2 | % |
Changes in Resistors segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Change in volume | | | 8.9 | % | | | -12.0 | % | |
Increase in volume | | | | 15.4 | % | | | 9.9 | % |
Decrease in average selling prices | | | -0.6 | % | | | -1.0 | % | | | -0.4 | % | | | -1.3 | % |
Foreign currency effects | | | -0.3 | % | | | -1.2 | % | | | 0.8 | % | | | 4.6 | % |
Acquisition | | | | 0.0 | % | | | 3.7 | % |
Other | | | -0.3 | % | | | -1.5 | % | | | 0.0 | % | | | 0.3 | % |
Net change | | | 7.7 | % | | | -15.7 | % | | | 15.8 | % | | | 17.2 | % |
Net revenues of the Resistors segment increased significantly versus the prior fiscal quarter but decreased significantly versus theand prior year period.quarter. The increase versus the prior fiscal quarter is primarily attributabledue to theincreased sales to distributor customers and industrial end market customers in all regions, particularly Europe and Americas regions and distributor, industrial, and automotive customers.Asia. The decreaseincrease versus the prior year quarterperiod is primarily due to all regionsincreased sales to distributor customers and primarily distributor and industrial customers.automotive end market customers, particularly in Asia.
The gross profit margin increased versus the prior fiscal quarter but decreased versus theand prior year period.quarter. The increase versus the prior fiscal quarter is primarily due to increased sales volume, greater efficiencies, and manufacturing efficiencies,the positive impact of an inventory increase, partially offset by lower average sellinghigher metals prices. The decreaseincrease versus the prior year quarter is due to decreasedincreased sales volume, greater efficiencies, and positive exchange rate impact, partially offset by decreased average selling prices labor and materials cost increases, and negative impact of exchange rates.higher fixed costs.
Average selling prices decreased slightly versus the prior fiscal quarter and prior year quarter.
We are increasing critical manufacturing capacities for certain product lines.
Inductors
Net revenues and gross profit margins of the Inductors segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 73,785 | | | $ | 76,520 | | | $ | 71,640 | | | $ | 83,458 | | | $ | 75,260 | | | $ | 73,785 | |
Gross profit margin | | | 31.2 | % | | | 33.5 | % | | | 32.5 | % | | | 33.3 | % | | | 30.1 | % | | | 31.2 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | (2,735 | ) | | | -3.6 | % |
March 30, 2019 | | $ | 2,145 | | | | 3.0 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 8,198 | | | | 10.9 | % |
April 4, 2020 | | $ | 9,673 | | | | 13.1 | % |
Changes in Inductors segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Change in volume | | | -0.9 | % | | | 6.5 | % | |
Decrease in average selling prices | | | -2.6 | % | | | -2.7 | % | |
Increase in volume | | | | 9.9 | % | | | 14.6 | % |
Change in average selling prices | | | | 0.7 | % | | | -2.4 | % |
Foreign currency effects | | | 0.0 | % | | | -0.6 | % | | | 0.1 | % | | | 1.5 | % |
Other | | | -0.1 | % | | | -0.2 | % | | | 0.2 | % | | | -0.6 | % |
Net change | | | -3.6 | % | | | 3.0 | % | | | 10.9 | % | | | 13.1 | % |
Net revenues of the Inductors segment decreasedincreased significantly versus the prior fiscal quarter but increased versus theand prior year quarter. The decreaseincrease versus the prior fiscal quarter is primarily due to the Asia regionincreased sales to distributor customers and distributormedical and automotive customers.end market customers, particularly in the Americas region. The increase versus the prior year quarter is primarily due to the Americasincreased sales to distributor customers and Asia regionsautomotive and medical and military and aerospace customers.industrial end market customers, particularly in Asia.
The gross profit margin decreasedincreased versus the prior fiscal quarter and the prior year quarter. The decreaseincreases versus the prior fiscal quarter isand prior year quarter are primarily due to decreasedhigher sales volume, improved efficiencies, and variable cost reductions. Lower average selling prices. The decreaseprices and higher metals prices partially offset the increase versus the prior year quarter is primarily due to decreased average selling prices and inventory obsolescence.quarter.
Average selling prices decreased slightlyincreased versus the prior fiscal quarter, andbut decreased versus the prior year quarter.
We expect long-term growth in this segment, and are positionedaccelerating capacity expansion to capitalize on future market upturns.
Capacitors
Net revenues and gross profit margins of the Capacitors segment were as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Net revenues | | $ | 93,433 | | | $ | 94,530 | | | $ | 118,945 | | | $ | 106,400 | | | $ | 91,526 | | | $ | 93,433 | |
Gross profit margin | | | 21.8 | % | | | 17.9 | % | | | 25.0 | % | | | 22.6 | % | | | 17.5 | % | | | 21.8 | % |
The change in net revenues versus the comparable prior periods was as follows (dollars in thousands):
| Fiscal quarter ended April 4, 2020 | |
| Change in net revenues | | % change | |
December 31, 2019 | | $ | (1,097 | ) | | | -1.2 | % |
March 30, 2019 | | $ | (25,512 | ) | | | -21.4 | % |
| Fiscal quarter ended April 3, 2021 | |
| Change in net revenues | | % change | |
December 31, 2020 | | $ | 14,874 | | | | 16.3 | % |
April 4, 2020 | | $ | 12,967 | | | | 13.9 | % |
Changes in Capacitors segment net revenues were attributable to the following:
| | vs. Prior Quarter | | | vs. Prior Year Quarter | | | vs. Prior Quarter | | | vs. Prior Year Quarter | |
Change attributable to: | | | | | | | | | | | | |
Decrease in volume | | | -0.5 | % | | | -21.1 | % | |
Increase in volume | | | | 14.7 | % | | | 6.8 | % |
Change in average selling prices | | | -0.6 | % | | | 0.8 | % | | | 0.0 | % | | | 1.7 | % |
Foreign currency effects | | | -0.2 | % | | | -1.1 | % | | | 0.8 | % | | | 4.4 | % |
Other | | | 0.1 | % | | | 0.0 | % | | | 0.8 | % | | | 1.0 | % |
Net change | | | -1.2 | % | | | -21.4 | % | | | 16.3 | % | | | 13.9 | % |
Net revenues of the Capacitors segment decreased slightlyincreased significantly versus the prior fiscal quarter and significantly versus the prior year quarter. Net revenues decreasedincreased versus the prior fiscal quarter primarily due to increased sales to distributor customers and industrial end market customers, particularly in the Asia region, which was partially offset by increases in the Americas and Europe regions andEurope. Net revenues increased revenues from automotive customers. The decrease in net revenues versus the prior year quarter isprimarily due to all regionsincreased sales to distributor customers in Europe and primarily distributor and industrial customers.Asia.
The gross profit margin increased versus the prior fiscal quarter but decreased versusand the prior year quarter. The increase versus the prior fiscal quarter is primarily due to a more profitable product mixhigher sales volume, manufacturing efficiencies, and manufacturing efficiencies. the positive impact of an inventory increase. The decreaseincrease versus the prior year quarter is primarily due to lowerhigher sales volume.volume, manufacturing efficiencies, and increased average selling prices, partially offset by the negative impact of product mix and increased metals prices.
DespiteAverage selling prices were consistent with the significantly lower sales volume, average selling pricesprior fiscal quarter and increased slightly versus the prior year quarter primarily due to increased prices for certain materials that were passed through to our customers. Average selling prices decreased slightly versus the prior fiscal quarter.
Selling, General, and Administrative Expenses
Selling, general, and administrative (“SG&A”) expenses are summarized as follows (dollars in thousands):
| Fiscal quarters ended | | Fiscal quarters ended | |
| April 4, 2020 | | December 31, 2019 | | March 30, 2019 | | April 3, 2021 | | December 31, 2020 | | April 4, 2020 | |
Total SG&A expenses | | $ | 99,832 | | | $ | 94,299 | | | $ | 103,424 | | | $ | 105,685 | | | $ | 92,272 | | | $ | 99,832 | |
as a percentage of revenues | | | 16.3 | % | | | 15.5 | % | | | 13.9 | % | | | 13.8 | % | | | 13.8 | % | | | 16.3 | % |
The sequential increase in SG&A expenses is primarily attributable to uneven attribution of stock compensation expense and increased incentive compensation accruals. SG&A expenses increased versus the prior year quarter due to increased incentive compensation accruals and foreign exchange rates. SG&A expenses for the fiscal quarterquarters ended December 31, 2020 and April 4, 2020 include $(0.6) million and $0.3 million, respectively, of incremental costs (benefits) separable from normal operations directly attributable to the COVID-19 outbreak. SG&A expenses increased versus the prior fiscal quarter primarily due to incentive compensation, but were below expectations due to reduced travel and other discretionary spending due to the COVID-19 outbreak.pandemic.
Other Income (Expense)
Interest expense for the fiscal quarter ended April 4, 2020 was unchanged3, 2021 decreased $2.8 million versus the fiscal quarter ended December 31, 20192020 and increaseddecreased by $0.2$4.2 million versus the fiscal quarter ended March 30, 2019.April 4, 2020. The increase isdecreases are primarily due to borrowings on the revolving credit facility, partially offset by reduced interest expense onelimination of non-cash debt discount amortization upon the convertible senior debentures as a resultadoption of repurchases in 2019ASU No. 2020-06 effective January 1, 2021 and 2020.
We repurchased $14.3 million principal amountrepurchases of convertible senior debenturesnotes in the second and third fiscal quarters of 2020. We recognized a $2.9 million loss on early extinguishment ofSee Note 1 to the repurchased convertible debentures.consolidated condensed financial statements.
The following tables analyze the components of the line “Other” on the consolidated condensed statements of operations (in thousands):
| | Fiscal quarters ended | | | | | | Fiscal quarters ended | | | | |
| | April 4, 2020 | | | December 31, 2019 | | | Change | | | April 3, 2021 | | | December 31, 2020 | | | Change | |
Foreign exchange gain (loss) | | $ | 1,864 | | | $ | (1,576 | ) | | $ | 3,440 | | | $ | (611 | ) | | $ | (2,437 | ) | | $ | 1,826 | |
Interest income | | | 1,854 | | | | 1,734 | | | | 120 | | | | 287 | | | | 385 | | | | (98 | ) |
Other components of other periodic pension cost | | | (3,068 | ) | | | (3,848 | ) | | | 780 | | | | (3,302 | ) | | | (4,215 | ) | | | 913 | |
Investment income (expense) | | | (437 | ) | | | (97 | ) | | | (340 | ) | | | (2,121 | ) | | | 701 | | | | (2,822 | ) |
Other | | | (15 | ) | | | 135 | | | | (150 | ) | | | 16 | | | | (4 | ) | | | 20 | |
| | $ | 198 | | | $ | (3,652 | ) | | $ | 3,850 | | | $ | (5,731 | ) | | $ | (5,570 | ) | | $ | (161 | ) |
| | Fiscal quarters ended | | | | | | Fiscal quarters ended | | | | |
| | April 4, 2020 | | | March 30, 2019 | | | Change | | | April 3, 2021 | | | April 4, 2020 | | | Change | |
Foreign exchange gain (loss) | | $ | 1,864 | | | $ | (470 | ) | | $ | 2,334 | | | $ | (611 | ) | | $ | 1,864 | | | $ | (2,475 | ) |
Interest income | | | 1,854 | | | | 2,199 | | | | (345 | ) | | | 287 | | | | 1,854 | | | | (1,567 | ) |
Other components of other periodic pension cost | | | (3,068 | ) | | | (3,396 | ) | | | 328 | | | | (3,302 | ) | | | (3,068 | ) | | | (234 | ) |
Investment income (expense) | | | (437 | ) | | | 3,590 | | | | (4,027 | ) | | | (2,121 | ) | | | (437 | ) | | | (1,684 | ) |
Other | | | (15 | ) | | | (11 | ) | | | (4 | ) | | | 16 | | | | (15 | ) | | | 31 | |
| | $ | 198 | | | $ | 1,912 | | | $ | (1,714 | ) | | $ | (5,731 | ) | | $ | 198 | | | $ | (5,929 | ) |
Income Taxes
For the fiscal quarter ended April 4, 2020,3, 2021, our effective tax rate was 24.2%17.8%, as compared to -25.4%19.0% and 24.3%24.2% for the fiscal quarters ended December 31, 20192020 and March 30, 2019,April 4, 2020, respectively. With the reduction in the U.S. statutory rate to 21% beginning January 1, 2018, we expect that our effective tax rate will now be higher than the U.S. statutory rate, excluding unusual transactions. Historically, the effective tax rates were generally less than the U.S. statutory rate primarily because of earnings in foreign jurisdictions. Discrete tax items impacted our effective tax rate for each fiscal quarter presented.
We recorded additional tax benefits of $0.6These items were $(4.4) million (tax benefit) in the fiscal quarter ended April 3, 2021, $3.5 million in the first fiscal quarter 2019ended December 31, 2020, and $(1.3) million (tax benefit) in the fiscal quarter ended April 4, 2020.
The effective tax rate for the fiscal quarter ended April 3, 2021 was impacted by $4.4 million tax benefit recognized due to the remeasurement of the deferreda change in tax liability related to our cash repatriation program, primarily due to foreign currency effects. These types of remeasurement adjustments will continue until the amounts are repatriated.regulations.
The effective tax rates for the fiscal quarters ended December 31, 2020 and April 4, 2020 December 31, 2019, and March 30, 2019 were also impacted by the effect of the repurchase of convertible senior debentures. We recognized tax benefits of $1.3 million, $0.3$0.2 million and $1.3 million in the fiscal quarters ended December 31, 2020, and April 4, 2020, December 31, 2019, and March 30, 2019, respectively, resulting from the extinguishments, reflecting the reduction in deferred tax liabilities related to the special tax attributes of the debentures.
The effective tax rate for the fiscal quarter ended December 31, 2020 was also impacted by $3.8 million of net tax expense for changes in uncertain tax positions.
During the three fiscal months ended April 4, 2020,3, 2021, the liabilities for unrecognized tax benefits decreased by $1.3$1.5 million on a net basis, primarily due to a payment and currency translation adjustments, and the expiration of a statute, partially offset by accruals for current year tax positions and interest.
We operate in a global environment with significant operations in various locations outside the United States. Accordingly, the consolidated income tax rate is a composite rate reflecting our earnings and the applicable tax rates in the various locations where we operate. Part of our historical strategy has been to achieve cost savings through the transfer and expansion of manufacturing operations to countries where we can take advantage of lower labor costs and available tax and other government-sponsored incentives. Accordingly, our effective tax rate has historically been less than the U.S. statutory rate, except in years where there are material discrete items.
Additional information about income taxes is included in Note 54 to our consolidated condensed financial statements.
Financial Condition, Liquidity, and Capital Resources
We focus on our ability to generate cash flows from operations. The cash generated from operations is used to fund our capital expenditure plans, and cash in excess of our capital expenditure needs is available to fund our acquisition strategy, to reduce debt levels, and to pay dividends and repurchase stock. We have generated cash flows from operations in excess of $200 million in each of the last 1819 years, and cash flows from operations in excess of $100 million in each of the last 2526 years.
Management uses a non-GAAP measure, "free cash," to evaluate our ability to fund acquisitions, repay debt, and otherwise enhance stockholder value through stock repurchases or dividends. See "Overview" above for "free cash" definition and reconciliation to GAAP. Vishay has generated positive "free cash" in each of the past 2324 years, and "free cash" in excess of $80 million in each of the last 1819 years. In this volatile economic environment, we continue to focus on the generation of free cash, including an emphasis on cost controls.
During 2019, we repatriated $188.7 million to the United States, and paid cash taxes of $38.8 million related to the repatriations. The payment of these cash taxes was recorded as an operating cash flow and any future cash taxes associated with the TCJA transition tax and related foreign taxes on repatriated cash will generally be recorded as operating cash flows. The payment of these cash taxes significantly impacted cash flows from operations and free cash for the year ended December 31, 2019. We expect our business to continue to be a reliable generator of free cash, partially offset by such tax payments.cash. There is no assurance, however, that we will be able to continue to generate cash flows from operations and free cash at the same levels, or at all, going forward if the current economic environment worsens. We generated cash flows from operations of $57.3 million and "free cash" of $29.0 million in the fiscal quarter ended April 3, 2021.
The COVID-19 pandemic and the mitigation efforts by governments to control its spread has not had a significant impact on our financial condition, liquidity, or capital resources.
We completed our cash repatriation program that we initiated in response to the U.S. Tax Cuts and Jobs Act ("TCJA") in 2020. We continue to evaluate the TCJA's provisions and may further adjust our financial and capital structure and business practices accordingly.
We maintain a revolving credit facility, which provides an aggregate commitment of $750 million of revolving loans available until June 5, 2024. The maximum amount available on the revolving credit facility is restricted by the financial covenants described below. The credit facility also provides us the ability to request up to $300 million of incremental facilities, subject to the satisfaction of certain conditions, which could take the form of additional revolving commitments, incremental “term loan A” or “term loan B” facilities, or incremental equivalent debt.
At April 4,December 31, 2020, we had $54 millionno amounts outstanding on our revolving credit facility. We had no amounts outstanding at December 31, 2019.April 3, 2021. We borrowed $57$191 million and repaid $3$191 million on the revolving credit facility during the three fiscal months ended April 4, 2020.3, 2021. The average outstanding balance on our revolving credit facility calculated at fiscal month-ends was $34.3$87.3 million and the highest amount outstanding on our revolving credit facility at a fiscal month end was $54$135 million during the three fiscal months ended April 4, 2020.3, 2021.
The revolving credit facility limits or restricts us from, among other things, incurring indebtedness, incurring liens on its respective assets, making investments and acquisitions (assuming our pro forma leverage ratio is greater than 2.75 to 1.00), making asset sales, and paying cash dividends and making other restricted payments (assuming our pro forma leverage ratio is greater than 2.50 to 1.00), and requires us to comply with other covenants, including the maintenance of specific financial ratios.
The financial maintenance covenants include (a) an interest coverage ratio of not less than 2.00 to 1; and (b) a leverage ratio of not more than 3.25 to 1 (and a pro forma ratio of 3.00 to 1 on the date of incurrence of additional debt). The computation of these ratios is prescribed in Article VI of the Credit Agreement between Vishay Intertechnology, Inc. and JPMorgan Chase Bank, N.A., which has been filed with the SEC as Exhibit 10.1 to our current report on Form 8-K filed June 5, 2019.
We were in compliance with all financial covenants under the credit facility at April 4, 2020.3, 2021. Our interest coverage ratio and leverage ratio were 15.4419.51 to 1 and 1.671.12 to 1, respectively. We expect to continue to be in compliance with these covenants based on current projections. Based on our current EBITDA and outstanding revolver balance, the usable capacity onfull amount of the revolving credit facility is approximately $619 million.useable.
If we are not in compliance with all of the required financial covenants, the credit facility could be terminated by the lenders, and any amounts then outstanding pursuant to the credit facility could become immediately payable. Additionally, our convertible senior debentures due 2040 and due 2041 and our convertible senior notes due 2025 have cross-default provisions that could accelerate repayment in the event the indebtedness under the credit facility is accelerated.
The credit facility allows an unlimited amount of defined “Investments,” which include certain intercompany transactions and acquisitions, provided our pro forma leverage ratio is equal to or less than 2.75 to 1.00. If our pro forma leverage ratio is greater than 2.75 to 1.00, such Investments are subject to certain limitations.
The credit facility also allows an unlimited amount of defined "Restricted Payments," which include cash dividends and share repurchases, provided our pro forma leverage ratio is equal to or less than 2.50 to 1.00. If our pro forma leverage ratio is greater than 2.50 to 1.00, the credit facility allows such payments up to $100 million per annum (subject to a cap of $300 million for the term of the facility, with up to $25 million of any unused amount of the $100 million per annum base available for use in the next succeeding calendar year).
Borrowings under the credit facility bear interest at LIBOR plus an interest margin. The applicable interest margin is based on our leverage ratio. Based on our current leverage ratio, any new borrowings will bear interest at LIBOR plus 1.75%1.50%. The interest rate on any borrowings decreasesincreases to LIBOR plus 1.50%1.75% if our leverage ratio is belowbetween 1.50 to 1 and 2.50 to 1 and further increases to 2.00% if our leverage ratio equals or exceeds 2.50 to 1.
We also pay a commitment fee, also based on itsour leverage ratio, on undrawn amounts. The undrawn commitment fee, based on Vishay'sour current leverage ratio, is 0.30%0.25% per annum. Such undrawn commitment fee decreasesincreases to 0.25%0.30% per annum if our leverage ratio is belowbetween 1.50 to 1 and 2.50 to 1 and further increases to 0.35% per annum if our leverage ratio equals or exceeds 2.50 to 1.
The borrowings under the credit facility are secured by a lien on substantially all assets, including accounts receivable, inventory, machinery and equipment, and general intangibles (but excluding real estate, intellectual property registered or licensed solely for use in, or arising solely under the laws of, any country other than the United States, assets located solely outside of the United States and deposit and securities accounts), of Vishay and certain significant subsidiaries located in the United States, and pledges of stock in certain significant domestic and foreign subsidiaries; and are guaranteed by certain significant subsidiaries.
During the first fiscal quarter of 2020,2021, we repurchased $14.3redeemed the remaining $0.3 million principal amount of convertible senior debentures due 2041 for $19.9$0.3 million. We borrowed from our revolving credit facility to fund the repurchases.
We have approximately $100 million of unremitted foreign earnings that we have deemed not permanently reinvested and thus have accrued foreign withholding and other taxes. We plan to repatriate theno remaining amounts in the second fiscal quarter of 2020, but the current COVID-19 outbreak could cause us to defer these plans. We also continue to evaluate the TCJA's provisions and may further adjust our financial and capital structure and business practices accordingly.convertible senior debentures.
As of April 4, 2020,3, 2021, substantially all of our cash and cash equivalents and short-term investment were held in countries outside of the United States. Our substantially undrawn credit facility provides us with significant operating liquidity in the United States. We expect, at least initially, to fund any future repurchases of convertible debentures,debt instruments, as well as other obligations required to be paid by the U.S. parent company, Vishay Intertechnology, Inc., including cash dividends to stockholders, share repurchases, and principal and interest payments on our debt instruments by borrowing under our revolving credit facility. Our U.S. subsidiaries also have operating cash needs.
Management expects to use the credit facility from time-to-time to meet certain short-term financing needs. We expect that cash on-hand and cash flows from operations will be sufficient to meet our longer-term financing needs related to normal operating requirements, regular dividend payments, and our research and development and capital expenditure plans. Additional acquisition activity, share repurchases, convertible debt repurchases, or conversion of our convertible debenturesdebt may require additional borrowing under our credit facility or may otherwise require us to incur additional debt. No principal payments on our debt are due before the maturity of2025 and our revolving credit facility expires in June 2024.
Prior to three months before the maturity date, our convertible senior debentures are convertible by the holders under certain circumstances. The convertible senior debentures due 2040 and due 2041 and the convertible senior notes due 2025 are not currently convertible. AtPursuant to the direction of our Board of Directors,indenture governing the convertible senior notes due 2025 and the amendments thereto incorporated in the Supplemental Indenture dated December 23, 2020, we intend, upon conversion, to repaywill cash-settle the principal amount of the any convertible debt instruments in cash$1,000 per note and settle any additional amounts in shares of our common stock. We intend to finance the principal amount of any converted debenturesnotes using borrowings under our credit facility. No conversions have occurred to date.
We invest a portion of our excess cash in highly liquid, high-quality instruments with maturities greater than 90 days, but less than 1 year, which we classify as short-term investments on our consolidated balance sheets. As these investments were funded using a portion of excess cash and represent a significant aspect of our cash management strategy, we include the investments in the calculation of net cash and short-term investments (debt).
The interest rates on our short-term investments vary by location, but can be up to 150 bps higher than the interest rates on our cash accounts.location. The average interest rate on our short-term investments was 0.65%0.1% due to the negative interest rate environment in Europe and the low interest rate environment in Europe.the U.S. Transactions related to these investments are classified as investing activities on our consolidated condensed statements of cash flows.
The amount of short-term investments at April 4, 20203, 2021 is lower than normal due to 2018 and 2019the recently completed cash repatriation activity.
The following table summarizes the components of net cash and short-term investments (debt) at April 4, 20203, 2021 and December 31, 20192020 (in thousands):
| | April 4, 2020 | | | December 31, 2019 | | | April 3, 2021 | | | December 31, 2020 | |
| | | | | | | | | | | | |
Credit facility | | $ | 54,000 | | | $ | - | | | $ | - | | | $ | - | |
Convertible senior notes, due 2025* | | | 512,745 | | | | 509,128 | | | | 465,344 | | | | 406,268 | |
Convertible senior debentures, due 2040* | | | 127 | | | | 126 | | | | - | | | | 130 | |
Convertible senior debentures, due 2041* | | | 1,050 | | | | 6,677 | | |
Deferred financing costs | | | (15,826 | ) | | | (16,784 | ) | | | (12,131 | ) | | | (11,512 | ) |
Total debt | | | 552,096 | | | | 499,147 | | | | 453,213 | | | | 394,886 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | 680,703 | | | | 694,133 | | | | 643,847 | | | | 619,874 | |
Short-term investments | | | 140,725 | | | | 108,822 | | | | 137,348 | | | | 158,476 | |
| | | | | | | | | | | | | | | | |
Net cash and short-term investments (debt) | | $ | 269,332 | | | $ | 303,808 | | | $ | 327,982 | | | $ | 383,464 | |
*Represents the carrying amount of the convertible instruments, which is comprisedwas significantly impacted by the adoption of ASU No. 2020-06. See Notes 1 and 5 to the principal amount of the instruments, net of the unamortized discount and the associated embedded derivative liability, when applicable.consolidated condensed financial statements.
"Net cash and short-term investments (debt)" does not have a uniform definition and is not recognized in accordance with GAAP. This measure should not be viewed as an alternative to GAAP measures of performance or liquidity. However, management believes that an analysis of "net cash and short-term investments (debt)" assists investors in understanding aspects of our cash and debt management. The measure, as calculated by us, may not be comparable to similarly titled measures used by other companies.
Our financial condition as of April 4, 20203, 2021 continued to be strong, with ano change to the current ratio (current assets to current liabilities) of 3.53.0 to 1 as compared to 3.3 to 1 as offrom December 31, 2019.2020. The increase is primarily due to the decreaseincreases in accounts receivable and inventory were offset by increases in trade accounts payable and other accrued expenses. Our ratio of total debt to Vishay stockholders' equity was 0.380.29 to 1 at April 4, 2020,3, 2021, as compared to 0.340.25 to 1 at December 31, 2019.2020. The increase in the ratio is primarily due to borrowings on the revolving credit facility.increase in the carrying value of our long-term debt upon the adoption of ASU No. 2020-06. See Notes 1 and 5 to the consolidated condensed financial statements.
Cash flows provided by operating activities were $57.3 million for the three fiscal months ended April 3, 2021, as compared to cash flows provided by operations of $34.5 million for the three fiscal months ended April 4, 2020, as compared to cash flows provided by operations of $79.5 million for the three fiscal months ended March 30, 2019.2020.
Cash paid for property and equipment for the three fiscal months ended April 4, 20203, 2021 was $24.3$28.5 million, as compared to $36.4$24.3 million for the three fiscal months ended March 30, 2019. WeApril 4, 2020. To be well positioned to service our customers and to fully participate in growing markets, we intend to increase our capital expenditures for expansion in the mid-term. For the year 2021, we expect capital spending ofto invest approximately $110$225 million in 2020, in accordance with requirements of our markets.capital expenditures.
Cash paid for dividends to our common and Class B common stockholders totalled $13.7$13.8 million and $12.3$13.7 million for the three fiscal months ended April 3, 2021 and April 4, 2020, and March 30, 2019, respectively. We expect dividend payments in 20202021 to total approximately $55.0 million. However, any future dividend declaration and payment remains subject to authorization by our Board of Directors.
Contractual Commitments and Off-Balance Sheet Arrangements
Our Annual Report on Form 10-K for the year ended December 31, 2019 filed on February 14, 2020, includes a table of contractual commitments. There were no material changes to these commitments during the three fiscal months ended April 4, 2020.
Dividends
In 2014, our Board of Directors approved the initiation of a quarterly cash dividend program. Quarterly cash dividends have been paid in each quarter since the first fiscal quarter of 2014. We expect to continue to pay quarterly dividends, although each dividend is subject to approval by our Board of Directors.
The following table summarizes the quarterly cash dividends declared (in thousands):
Fiscal Period | Amount | | Month of Payment |
Three fiscal months ended April 4, 2020 | | $ | 13,741 | | March |
Safe Harbor Statement
From time to time, information provided by us, including but not limited to statements in this report, or other statements made by or on our behalf, may contain “forward-looking” information within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believe,” “estimate,” “will be,” “will,” “would,” “expect,” “anticipate,” “plan,” “project,” “intend,” “could,” “should,” or other similar words or expressions often identify forward-looking statements.
Such statements are based on current expectations only, and are subject to certain risks, uncertainties, and assumptions, many of which are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance, or achievements may vary materially from those anticipated, estimated, or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions; delays or difficulties in implementing our cost reduction strategies; delays or difficulties in expanding our manufacturing capacities; manufacturing or supply chain interruptions or changes in customer demand because of COVID-19 or similar diseases;COVID-19; an inability to attract and retain highly qualified personnel; changes in foreign currency exchange rates; uncertainty related to the effects of changes in foreign currency exchange rates; competition and technological changes in our industries; difficulties in new product development; difficulties in identifying suitable acquisition candidates, consummating a transaction on terms which we consider acceptable, and integration and performance of acquired businesses; changes in applicable domestic and foreign tax regulations and uncertainty regarding the same; changes in U.S. and foreign trade regulations and tariffs and uncertainty regarding the same; changes in applicable accounting standards and other factors affecting our operations, markets, capacity to meet demand, products, services, and prices that are set forth in our filings with the SEC, including our annual reports on Form 10-K and our quarterly reports on Form 10-Q. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Our 20192020 Annual Report on Form 10-K listed various important factors that could cause actual results to differ materially from projected and historic results. We note these factors for investors as permitted by the Private Securities Litigation Reform Act of 1995. Readers can find them in Part I, Item 1A, of that filing under the heading “Risk Factors.” You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.
Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of our Annual Report on Form 10-K for the year ended December 31, 2019,2020, filed with the SEC on February 14, 2020,24, 2021, describes our exposure to market risks. There have been no material changes to our market risks since December 31, 2019.2020.
Item 4. | Controls and Procedures |
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
An evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report to ensure that information required to be disclosed in reports that we file or submit under the Exchange Act are: (1) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms; and (2) accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
Item 3 of Part I of our Annual Report on Form 10-K for the year ended December 31, 2019,2020, filed with the SEC on February 14, 202024, 2021 describes certain of our legal proceedings. Except as disclosed below, thereThere have been no material developments to the legal proceedings previously disclosed.
Effective February 26, 2020 Holy Stone Enterprise Co., Ltd. (“Holy Stone”) entered into a settlement agreement on behalf of itself, Milestone Global Technology, Inc. and Vishay Polytech Co., Ltd. ("VPC"), formerly known as Holy Stone Polytech Co., Ltd. (the “Settlement Agreement”). VPC was acquired from Holy Stone by a Vishay subsidiary in June 2014. Under the Settlement Agreement, Holy Stone agreed to pay $28,000,000 as full settlement of the In Re Capacitors Antitrust Litigation Civil Action No. 3:14-cv-03264-JD filed in the United States District Court, Northern District of California (the “Complaint”). According to the Settlement Agreement, VPC will be dismissed from the Complaint, and along with Vishay, Vishay Israel Ltd. and others, will be released from all future claims relating to the conduct alleged in the Complaint to the extent the conduct relates to the sale or manufacturing of aluminum, tantalum or film capacitors in the United States. The purported wrongdoing attributable to VPC as described in the Complaint occurred prior to its acquisition by Vishay. VPC expressly denies any allegations included in the Complaint. The Settlement Agreement is subject to court approval and notice to the members of the plaintiff class.
Pursuant to the terms and conditions of the indemnification agreement between Vishay and Holy Stone related to Vishay’s acquisition of VPC in 2014, neither Vishay nor VPC will contribute any amount toward the settlement.
Except as described below, thereThere have been no material changes to the risk factors we previously disclosed under Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2019,2020, filed with the SEC on February 14, 2020.24, 2021.
Our business may be adversely affected by the widespread outbreak of diseases, including the recent COVID-19 outbreak and the mitigation efforts by governments worldwide to control its spread.
The widespread global outbreak of COVID-19 has adversely affected our business. Impacts have included disruptions in our ability to manufacture products and disruptions in the operations of our customers and modes of shipping.While we are unable to accurately predict the full extent to which the COVID-19 outbreak and the mitigation efforts by governments to attempt to control its spread will have on our business due to numerous uncertainties, thus far the impacts have resulted in increased costs and a reduction in sales to certain regions and end-markets. We cannot predict when the impact of the COVID-19 outbreak will end or when future coronavirus outbreaks will occur.
The potential risks and effects of the COVID-19 outbreak and economic crisis, including potential global or regional recessions or depressions, that could have an adverse effect on our business include, but are not limited to:
• | Adverse impact on our customers and supply channels; |
• | Decrease in sales, product demand and pricing and unfavorable economic and market conditions; |
• | Increased costs, including higher shipping costs due to reduced shipping capacity; |
• | Restrictions on our manufacturing, support operations or workforce, or similar limitations for our customers, vendors, and suppliers, that could limit our ability to meet customer demand; |
• | Potential increased credit risk if customers, distributors, and resellers are unable to pay us, or must delay paying their obligations to us; |
• | Restrictions or disruptions of transportation, such as reduced availability of air transport, port closures, and increased border controls or closures could result in delays; and |
• | Impact on our workforce/employees due to the ease with which the virus spreads and the current shelter-in-place orders. |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
Not applicable.
Item 3. | Defaults Upon Senior Securities |
Not applicable.
Item 4. | Mine Safety Disclosures |
Not applicable.
Not applicable.
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101 | Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended April 4, 2020,3, 2021, furnished in iXBRL (Inline eXtensible Business Reporting Language)). |
104 | Cover Page Interactive Data File (formatted as Inline eXtensible Business Reporting Language and contained in Exhibit 101) |
____________
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| VISHAY INTERTECHNOLOGY, INC. |
| | |
| /s/ Lori Lipcaman | |
| Lori Lipcaman | |
| Executive Vice President and Chief Financial Officer |
| (as a duly authorized officer and principal financial and |
| accounting officer) |
Date: May 12, 20204, 2021