UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q


☒	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended ~~September~~June 30, ~~2017~~2018


☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

Commission file number 1-7201

(Exact name of registrant as specified in its charter)


Delaware		33-0379007
(State or other jurisdiction of incorporation or organization)		(IRS Employer ID No.)

1 AVX Boulevard Fountain Inn, South Carolina		29644
(Address of ~~principle~~principal executive offices)		(Zip Code)

(864) 967-2150
(Registrant's phone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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

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


Large accelerated filer	☐☒		Accelerated filer	☒☐
Non-accelerated filer	☐	(Do not check if a smaller reporting company)	Smaller reporting company	☐
			Emerging growth company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

☒

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class
~~Class~~		Outstanding at ~~November 1, 2017~~August 2, 2018
Common Stock, par value $0.01 per share		~~168,304,026~~168,734,806

Table of Contents



	As of		As of		As of			As of
	March 31, 2017		September 30, 2017		March 31, 2018			June 30, 2018
Assets
Current assets:
Cash and cash equivalents	$	578,634	$	618,789	$	547,415		$	457,935
Short-term investments in securities		528,748		546,625		279,787			388,217
Accounts receivable - trade, net		176,730		189,870		275,259			268,575
Accounts receivable - affiliates		10,074		6,674		9,255			2,802
Inventories, net		474,128		465,343		516,777			513,909
Income taxes receivable		34,287		12,331		2,566			3,211
Prepaid and other		33,803		35,984		70,665			73,417
Total current assets		1,836,404		1,875,616		1,701,724			1,708,066
Property and equipment, net		239,951		268,075		418,286			424,808
Goodwill		213,051		213,051		316,298			322,358
Intangible assets, net		53,650		51,946		128,612			129,341
Deferred income taxes		124,589		127,843		75,720			72,214
Other assets		9,768		13,385		32,126			33,711
Total Assets	$	2,477,413	$	2,549,916	$	2,672,766		$	2,690,498
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable - trade	$	43,778	$	46,550	$	89,726		$	96,662
Accounts payable - affiliates		36,663		31,621		26,320			384
Income taxes payable		3,944		8,023		8,290			24,460
Accrued payroll and benefits		32,980		33,943		52,044			46,641
Accrued expenses		98,702		99,629		118,183			145,961
Total current liabilities		216,067		219,766		294,563			314,108
Income taxes payable						69,645			69,645
Pensions		12,663		13,230		10,605			10,132
Deferred income taxes		957		59		12,895			14,066
Other liabilities		31,247		32,323		41,615			41,828
Total Liabilities		260,934		265,378		429,323			449,779

Stockholders' Equity:
Preferred stock, par value $.01 per share:
Authorized, 20,000 shares; None issued and outstanding		-		-		-			-
Common stock, par value $.01 per share:
Authorized, 300,000 shares; issued, 176,369 shares; outstanding, 167,930 and 168,277 shares at March 31, 2017 and September 30, 2017, respectively		1,764		1,764
Authorized, 300,000 shares; issued, 176,369 shares; outstanding, 168,434 and 168,529 shares at March 31, 2018 and June 30, 2018, respectively						1,764			1,764
Additional paid-in capital		357,203		358,575		360,077			358,775
Retained earnings		2,033,285		2,062,583		1,962,467			1,998,964
Accumulated other comprehensive (loss)		(67,163)		(34,250)
Accumulated other comprehensive income (loss)						21,257			(17,791	)
Treasury stock, at cost:
8,439 and 8,091 shares at March 31, 2017 and September 30, 2017, respectively		(108,610)		(104,134)
7,935 and 7,839 shares at March 31, 2018 and June 30, 2018, respectively						(102,122	)		(100,993	)
Total Stockholders' Equity		2,216,479		2,284,538		2,243,443			2,240,719
Total Liabilities and Stockholders' Equity	$	2,477,413	$	2,549,916	$	2,672,766		$	2,690,498

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AVX Corporation and Subsidiaries

Consolidated Statements of Operations (Unaudited)

(in thousands, except per share data)



	Three Months Ended				Six Months Ended				Three Months Ended
	September 30,				September 30,				June 30,
	2016		2017		2016		2017		2017			2018
Net sales	$	327,461	$	352,693	$	642,284	$	684,047	$	331,354		$	454,116
Cost of sales		265,662		275,420		510,622		532,928		257,508			345,783
Gross profit		61,799		77,273		131,662		151,119		73,846			108,333
Selling, general and administrative expenses		29,047		32,487		60,524		63,902		31,415			40,316
Legal and environmental charges		-		-		3,600		-
Profit from operations		32,752		44,786		67,538		87,217		42,431			68,017
Other income (loss):
Interest income		1,684		5,067		3,346		7,398		2,331			3,483
Other, net		1,045		(813)		4,448		(1,231)		(418	)		(730	)
Income before income taxes		35,481		49,040		75,332		93,384		44,344			70,770
Provision for income taxes		8,961		14,222		18,923		27,082		12,860			14,807
Net income	$	26,520	$	34,818	$	56,409	$	66,302	$	31,484		$	55,963

Income per share:
Basic	$	0.16	$	0.21	$	0.34	$	0.39	$	0.19		$	0.33
Diluted	$	0.16	$	0.21	$	0.34	$	0.39	$	0.19		$	0.33

Dividends declared (per share)	$	0.110	$	0.115	$	0.215	$	0.225	$	0.110		$	0.115
Weighted average common shares outstanding:
Basic		167,324		168,262		167,389		168,167		168,071			168,492
Diluted		167,597		168,918		167,602		168,754		168,632			168,964

Three Months Ended

Six Months Ended

September 30,

September 30,

2016

2017

2016

2017
Net income
$
26,520

$
34,818

$
56,409

$
66,302
Other comprehensive income (loss), net of income taxes

Foreign currency translation adjustment

6,074

12,385

1,794

33,447
Foreign currency cash flow hedges adjustment

(8)

267

527

(421)
Pension liability adjustment

(933)

68

(780)

(113)
Other comprehensive income (loss), net of income taxes

5,133

12,720

1,541

32,913
Comprehensive income
$
31,653

$
47,538

$
57,950

$
99,215

Six Months Ended

September 30,

2016

2017
Operating Activities:

Net income
$
56,409

$
66,302
Adjustment to reconcile net income to net cash from operating activities:

Depreciation and amortization

19,643

21,241
Stock-based compensation expense

1,327

1,727
Deferred income taxes

1,383

746
Gain (loss) on disposal of property and equipment

(1,967)

1
Changes in operating assets and liabilities:

Accounts receivable

(4,783)

(9,291)
Inventories

12,540

15,559
Accounts payable and accrued expenses

10,461

(3,035)
Income taxes payable

(13,513)

(1,373)
Other assets

15,690

28,900
Other liabilities

7,098

7,657
Net cash provided by operating activities

104,288

128,434

Investing Activities:

Purchases of property and equipment

(27,983)

(38,916)
Purchases of investment securities

(565,252)

(986,710)
Redemptions of investment securities

575,077

970,348
Proceeds from property & equipment dispositions

9,395

9
Other investing activities

-

(969)
Net cash used in investing activities

(8,763)

(56,238)

Financing Activities:

Dividends paid

(35,157)

(37,004)
Purchase of treasury stock

(4,833)

-
Proceeds from exercise of stock options

1,247

4,121
Payments of tax withholdings for vested restricted stock units

-

(498)
Net cash used in financing activities

(38,743)

(33,381)

Effect of exchange rate on cash

498

1,340

Increase in cash and cash equivalents

57,280

40,155

Cash and cash equivalents at beginning of period

454,208

578,634

Cash and cash equivalents at end of period
$
511,488

$
618,789

1. Basis of Presentation:

The consolidated financial statements of AVX Corporation and its subsidiaries (“AVX” or the “Company”) include all accounts of the Company and its subsidiaries. All significant intercompany transactions and accounts have been eliminated. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. These consolidated financial statements are unaudited and, in the opinion of management, include all adjustments, consisting of normal recurring adjustments and accruals, necessary for the fair statement of the consolidated balance sheets, operating results, comprehensive income, and cash flows for the periods presented. Operating results for the three ~~and six~~ month ~~periods~~period ended ~~September~~June 30, ~~2017~~2018 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, ~~2018~~2019 due to changes in economic conditions and other factors. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted in accordance with the rules and regulations of the ~~SEC.~~SEC for interim financial statements. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018.

~~Critical~~

Summary of Significant Accounting Policies ~~and Estimates~~

We have identified the accounting policies and estimates that are critical to our business operations and understanding our results of operations. Those policies and estimates can be found in Note 1, “Summary of Significant Accounting Policies,” of the Notes to Consolidated Financial Statements and in “Critical Accounting Policies and Estimates,” in “Management's Discussion and Analysis of Financial Condition and Results of Operations” contained in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018. Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018. During the three ~~and six~~ month ~~periods~~period ended ~~September~~June 30, ~~2017,~~2018, there were no significant changes to any critical accounting policies or to the methodology used in determining estimates including those related to investment securities, ~~revenue recognition,~~ inventories, goodwill, intangible assets, property and equipment, ~~income taxes,~~ and ~~contingencies.~~contingencies other than those discussed below and in Note 3 related to revenue recognition.

Revenue Recognition:

All products are built to specification and tested by AVX or our suppliers for adherence to such specification before shipment to customers. We ship products to customers based upon firm orders. Shipping and handling costs are treated as fulfillment costs and as such are included in cost of sales. The Company applies this accounting policy election consistently to its sales. We recognize revenue as performance obligations are satisfied, which is when the customer takes control of the products as they are shipped to or received by the customer in accordance with the terms of the agreement of sale.

There are general product warranties within our contracts, as the Company warrants that products will function as expected in accordance with the specifications per the contract. These warranties cannot be purchased by the customer separately and accordingly these warranties are not considered to be separate performance obligations.

Payment terms for the Company’s sales are generally less than 90 days. Substantially all of the Company’s receivables are collected within twelve months of the transfer of products to the customer and the Company expects this to continue going forward. The Company applies the practical expedient within ASC 606 to all of its contracts with payment terms less than or equal to twelve months and does not recognize a financing component in the determination of the transaction price.

We evaluate gross versus net presentation on revenues from products purchased and resold in accordance with the revenue recognition criteria outlined in ASC 606. Based on the evaluation of our resale arrangements with Kyocera, including consideration of the primary indicators set forth in ASC 606, we record revenue related to products purchased and resold on a gross basis.

The Company pays commissions to sales representatives on a per-sale basis and applies the practical expedient available within ASC 340. Accordingly, commissions are expensed as incurred.

The Company recognizes the estimated variable consideration to be received as revenue and records a related reduction to accounts receivable or as an accrued expense for the consideration not expected to be received, based upon its estimate of credits issued or products returned under the sales allowance programs described below. Marketplace volatilities which impact the estimates of variable consideration include, but are not limited to, changes in economic conditions, pricing changes, product demand, inventory levels in the supply chain, the effects of technological change, and other variables that might result in changes to our estimates. Accordingly, there can be no assurance that actual results will not differ from those estimates. We utilize the “portfolio approach” practical expedient in ASC 606, which allows entities to apply the guidance to a portfolio of contracts with similar characteristics because the effects on the financial statements of this approach would not differ materially from applying the guidance to individual contracts. Using the “portfolio approach,” we believe we have an adequate basis to assess the reasonableness and reliability of our estimates for each program.

Returns

Sales revenue and cost of sales reported in the statement of operations are reduced to reflect estimated returns. We record an estimated right of return liability for returns at the time of sale based on historical trends, current pricing and volume information, other market specific information, and input from sales, marketing, and other key management personnel. The liability accrued reflects the variable consideration not expected to be received. The estimated value of the return to customer’s inventory is recorded as an asset. These procedures require the exercise of significant judgments. We believe that these procedures enable us to make reliable estimates of future returns. Our actual results have historically approximated our estimates. When the product is returned and verified, the customer is given credit against their accounts receivable.

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Distribution Programs

A portion of our sales to independent electronic component distributor customers are subject to various distributor sales programs. We report provisions for distributor allowances in connection with such sales programs as a reduction in revenue and report distributor allowances on the balance sheet as either a reduction in accounts receivable or right-of-return liabilities. For the distribution programs described below, we do not track the individual units that are recorded against specific products sold from distributor inventories, which would allow us to directly compare revenue reduction for credits recorded during any period with credits ultimately awarded in respect of products sold during that period. Rather, we believe our use of the “portfolio approach” provides an adequate basis to assess the reasonableness and reliability of our estimates for each program.

Distributor Stock Rotation Program

Stock rotation is a program whereby distributor customers are allowed to return, for credit, qualified inventory, semi-annually, equal to a certain percentage, primarily limited to 5% of the previous six months net sales. We record an estimated right of return liability for stock rotation at the time of sale based on a percentage of distributor sales using historical trends, current pricing and volume information, other market specific information, and input from sales, marketing, and other key management personnel. An asset is recorded for the estimated value of returned product. These procedures require the exercise of significant judgments. We believe that these procedures enable us to make reliable estimates of future returns under the stock rotation program. Our actual results have historically approximated our estimates. When the product is returned and verified, the distributor is given credit against their accounts receivable.

Distributor Ship-from-Stock and Debit Program

Ship-from-Stock and Debit (“ship and debit”) is a program designed to assist distributor customers in meeting competitive prices in the marketplace on sales to their end customers. Ship and debit programs require a request from the distributor for a pricing adjustment for a specific part for a sale to the distributor’s end customer from the distributor’s stock. The pricing adjustment is deemed variable consideration. Ship and debit authorizations may cover current and future distributor activity for a specific part for sale to their customer. At the time we record sales to the distributors, we provide an allowance for the variable consideration of the estimated future distributor activity related to such sales since it is probable that such sales to distributors will result in ship and debit activity. We record an estimated sales allowance based on sales during the period, credits issued to distributors, distributor inventory levels, historical trends, market conditions, pricing trends we see in our direct sales activity with original equipment manufacturers and other customers, and input from sales, marketing, and other key management personnel. These procedures require the exercise of significant judgments. We believe that these procedures enable us to make reliable estimates of future credits under the ship and debit program. Our actual results have historically approximated our estimates. At the time the distributor ships the part from stock, the distributor debits us for the authorized pricing adjustment.

Relevant New Accounting Standards

In ~~May~~ 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” This guidance modifies how an entity will determine the measurement of revenue and timing of when it is recognized. The Company adopted this guidance ~~provides for a five-step approach in applying~~effective April 1, 2018, using the standard: 1) identifying the contract with the customer, 2) identifying separate performance obligations in the contract, 3) determining the transaction price, 4) allocating the transaction price to separate performance obligations, and 5) recognizing the revenue when the performance obligation has been satisfied. The new guidance requires enhanced disclosures for the nature, amount, timing, and uncertainty of revenue that is being recognized. The guidance is effective for public companies for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted for periods beginning after December 15, 2016. Companies may use either a full retrospective or a modified retrospective ~~approach~~method, with no material impact on our results of operations. Please refer to adopt ASU 2014-09. We are concluding the assessment phase of implementing the new standard and our technical analysis is on-going with respect to variable consideration, disclosures, and methodologies. As we continue our evaluation, we will review our internal control framework over revenue recognition and updateNote 3 for the application of the new guidance. In addition, we are beginning our review of the contract portfolio of our recently-acquired company, the Transportation, Sensing and Control (“TS&C”) division from TT Electronics, PLC, a United Kingdom (U.K.) company, to assess the impact of applying the new standard to current revenue arrangements.additional information.

In February 2016, FASB issued ASU 2016-02, “Leases.” This guidance changes the requirements for inclusion of certain right-of-use assets and the associated lease liabilities to be included in a statement of financial position. The classification criteria maintains the distinction between finance leases and operating leases. Regarding finance leases, lessees are required to 1) recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position, 2) recognize interest on the lease liability separate from the amortization of the right-of-use asset in the statement of comprehensive income, and 3) classify repayments of the principal portion of the lease liability within financing activities and payments of interest on the lease liability and variable lease payments within operating activities in the statement

of cash flows. Regarding operating leases, lessees are required to 1) recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position, 2) recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis, and 3) classify all cash payments within operating activities in the statement of cash flows. This guidance is effective for public companies for interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. ~~We previously~~Prior to our recent acquisitions, we disclosed that we anticipated no material impact from adopting ASU 2016-02. ~~With our recent purchase~~However, we are in the process of ~~the TS&C business, we will update~~updating our assessment to include the impact of ~~the newly-acquired company.~~our recently acquired companies.

In March 2016, the FASB issued ASU 2016-09, “Compensation — Stock Compensation.” The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. The guidance is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. The standard became effective for the interim reporting period ending June 30, 2017 and has not had a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other.” This guidance simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of goodwill. Instead, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This ASU also removes the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment, and if it fails that qualitative test to perform Step 2 of the goodwill impairment test. Companies are to apply the standard on a prospective basis. The guidance is effective for public companies that are an SEC filer for fiscal years beginning after December 15, 2019. Early adoption is permitted and management elected to adopt this guidance beginning with the interim period ending June 30, 2017. The adoption of this standard has not had a material impact on our consolidated financial statements.

In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging.” The standard aims to align the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results for cash flow and fair value hedge accounting with risk management activities. The guidance is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted in any interim period after issuance. Management is currently evaluating the impact this guidance will have on our consolidated financial statements.

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2. Acquisitions:

2. We used the acquisition method of accounting to record the below transactions in accordance with FASB Accounting Standards Codification Topic 805, “Business Combinations.” In accordance with the acquisition method, the purchase price is allocated to the assets acquired and liabilities assumed based on their estimated fair values with the excess being allocated to goodwill. Factors that contributed to the recognition of goodwill include expected synergies and the trained workforce. The goodwill is not deductible for tax purposes.

On October 2, 2017, AVX acquired the AB Electronics sensing and control business from TT Electronics, PLC, for $162,038, net of cash acquired. Now named Sensing and Control (“S&C”) and consolidated with our Interconnect, Sensing and Control Devices segment (formerly AVX Interconnect) for financial reporting purposes, the acquisition enhances AVX’s position in the automotive business and provides further opportunities for expansion and growth.

The results of operations for S&C since the acquisition date are included in the accompanying consolidated statement of operations.

Assets Acquired and Liabilities Assumed	Allocation of Purchase Price
Accounts receivable	$	61,483
Inventory		42,443
Accounts payable and accrued liabilities		(67,343	)
Other current assets and liabilities, net		9,250
Working capital		45,833
Property and equipment		85,794
Intangible assets		18,168
Other non-current assets and liabilities, net		(13,806	)
Total identified assets and liabilities		135,989
Purchase price		162,038
Goodwill	$	26,049

We recorded approximately $18,168 of identifiable intangible assets and $26,049 of goodwill pertaining to this acquisition. The acquired intangible assets relate to the AB Electronics trade name, existing technology and customer relationships which are being amortized over one, eleven, and six years respectively.

The unaudited pro forma combined financial information is provided for the three month periods ended June 30, 2017 and 2018 as though S&C had been acquired as of April 1, 2017. These pro forma combined results of revenues have been prepared by adjusting our historical results to include the historical results of S&C based on information available. Unaudited pro forma net sales for the three month period ended June 30, 2017 would have been $415,126 with the inclusion of S&C's net sales for such period. We recognized revenue of $97,750 from S&C in the three month period ended June 30, 2018.

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On January 31, 2018, AVX acquired Ethertronics, Inc. ("Ethertronics") for $128,242 net of cash and debt acquired. The Ethertronics business is now named AVX Antenna and is consolidated with our Electronic Components segment. The purchase of Ethertronics expands AVX’s extensive electronic product offering into the antenna technology market and will provide new and exciting growth opportunities for AVX going forward.

Assets Acquired and Liabilities Assumed	Allocation of Purchase Price
Accounts receivable	$	14,419
Accounts payable		(10,140	)
Other current assets and liabilities, net		3,613
Working capital		7,892
Debt		(21,105	)
Property and equipment		13,769
Intangible assets		64,800
Other non-current assets and liabilities, net		(12,739	)
Total identified assets and liabilities		52,617
Purchase price		128,242
Goodwill	$	75,625

The results of operations for AVX Antenna since the acquisition date are included in the accompanying consolidated statement of operations. We recorded approximately $64,800 of identifiable intangible assets and $75,625 of goodwill. The acquired intangible assets relate to the Ethertronics trade name, existing technology and customer relationships which are being amortized over ten, ten, and thirteen years, respectively. We recognized revenue of $31,941 from AVX Antenna in the three month period ended June 30, 2018.

On April 30, 2018, AVX, through its subsidiary AVX Interconnect Europe GmbH, acquired KUMATEC Sondermaschinenbau & Kunststoffverarbeitung GmbH (“Kumatec”) for a consideration of approximately $12,305, net of cash acquired and debt assumed, subject to customary post-closing adjustments. Now named Kumatec and consolidated with our Interconnect, Sensing and Control segment, the purchase of Kumatec provides AVX with additional manufacturing capabilities and new business opportunities. We recorded approximately $3,189 of identifiable intangible assets and $7,815 of goodwill. The acquired intangible assets relate to the Kumatec trade name, existing technology and customer relationships which are being amortized over six years. We recognized revenue of $2,097 from Kumatec in the three month period ended June 30, 2018.

4. Earnings ~~Per~~per Share:

Basic earnings per share are computed by dividing net earnings by the weighted average number of shares of common stock outstanding for the period. Diluted earnings per share are computed by dividing net earnings by the sum of (a) the weighted average number of shares of common stock outstanding during the period and (b) the dilutive effect of potential common stock equivalents during the period. ~~Equity~~Stock options and unvested service-based RSU awards ~~are~~make up the ~~only~~ common stock equivalents ~~currently used in our calculation~~ and are computed using the treasury stock method.

The table below represents the basic and diluted earnings per share and sets forth the weighted average number of shares of common stock outstanding and potential common stock ~~equivalents:~~

Three Months Ended

Six Months Ended

September 30,

September 30,

2016

2017

2016

2017
Net income

$
26,520

$
34,818

$
56,409

$
66,302
Computation of Basic EPS:

Weighted Average Shares Outstanding used in Computing Basic EPS

167,324

168,262

167,389

168,167
Basic earnings per share

$
0.16

$
0.21

$
0.34

$
0.39
Computation of Diluted EPS:

Weighted Average Shares Outstanding used in Computing Basic EPS

167,324

168,262

167,389

168,167
Effect of stock options

273

656

213

587
Weighted Average Shares used in Computing Diluted EPS (1)

167,597

168,918

167,602

168,754
Diluted earnings per share

$
0.16

$
0.21

$
0.34

$
0.39

~~(1) Common stock~~ equivalents ~~not included in the computation of diluted earnings per share because the impact would have been antidilutive were 1,966 shares and no shares~~ for the three ~~months ended September~~month periods ending June 30, ~~2016~~2017 and ~~2017,~~ ~~respectively and 2,230 shares and 94 shares for the six months ended September 30, 2016 and 2017, respectively.~~2018.

	Three Months Ended
	June 30,
	2017		2018
Net income	$	31,484	$	55,963
Computation of Basic EPS:
Weighted Average Shares Outstanding used in Computing Basic EPS		168,071		168,492
Basic earnings per share	$	0.19	$	0.33
Computation of Diluted EPS:
Weighted Average Shares Outstanding used in Computing Basic EPS		168,071		168,492
Effect of stock awards		561		472
Weighted Average Shares used in Computing Diluted EPS (1)		168,632		168,964
Diluted earnings per share	$	0.19	$	0.33

(1)

Common stock equivalents not included in the computation of diluted earnings per share because the impact would have been anti-dilutive were 161 shares and 55 shares for the three month periods ended June 30, 2017 and 2018, respectively.

Charges related to allowances for doubtful accounts are charged to selling, general and administrative expenses. Charges related to stock rotation, ship from stock and debit, sales returns, and sales discounts are reported as deductions from revenue. Please refer to Note 3, “Revenue Recognition,” for additional information.

6. Fair Value:

~~4. Fair Value:~~

Fair Value Hierarchy:

The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to value the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows:

-^■

Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities.


	-^■		Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.


	-^■		Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

Table of Contents

During the three ~~and six~~ month periods ended ~~September~~March 31, 2018 and June 30, ~~2016 and 2017,~~2018, there have been no transfers of assets or liabilities between levels within the fair value hierarchy.



			Based on								Based on
			Quoted								Quoted
			prices		Other						prices		Other
			in active		observable		Unobservable				in active		observable		Unobservable
	Fair Value at		markets		inputs		inputs		Fair Value at		markets		inputs		inputs
	March 31, 2017		(Level 1)		(Level 2)		(Level 3)		March 31, 2018		(Level 1)		(Level 2)		(Level 3)
Assets measured at fair value on a recurring basis:
Assets held in the non-qualified deferred compensation program(1)	$	6,082	$	4,810	$	1,272	$	-
Foreign currency derivatives(2)		1,492		-		1,492		-
Assets held in the non-qualified deferred compensation program(1)									$	6,649	$	5,959	$	690	$	-
Foreign currency derivatives(2)										257		-		257		-
Total	$	7,574	$	4,810	$	2,764	$	-	$	6,906	$	5,959	$	947	$	-


			Based on								Based on
			Quoted								Quoted
			prices		Other						prices		Other
			in active		observable		Unobservable				in active		observable		Unobservable
	Fair Value at		markets		inputs		inputs		Fair Value at		markets		inputs		inputs
	March 31, 2017		(Level 1)		(Level 2)		(Level 3)		March 31, 2018		(Level 1)		(Level 2)		(Level 3)
Liabilities measured at fair value on a recurring basis:
Obligation related to assets held in the non-qualified deferred compensation program(1)	$	6,082	$	4,810	$	1,272	$	-
Foreign currency derivatives(2)		886		-		886		-
Obligation related to assets held in the non-qualified deferred compensation program(1)									$	6,649	$	5,959	$	690	$	-
Foreign currency derivatives(2)										514		-		514		-
Total	$	6,968	$	4,810	$	2,158	$	-	$	7,163	$	5,959	$	1,204	$	-

Based on

Quoted

prices

Other

in active

observable

Unobservable

Fair Value at

markets

inputs

inputs

September 30, 2017

(Level 1)

(Level 2)

(Level 3)
Liabilities measured at fair value on a recurring basis:

Obligation related to assets held in the non-qualified deferred compensation program(1)
$
6,702

$
5,529

$
1,173

$
-
Foreign currency derivatives(2)

1,344

-

1,344

-
Total
$
8,046

$
5,529

$
2,517

$
-

(1) The market value of the assets held in the trust for the non-qualified deferred compensation program is included as an asset and as a liability as the trust’s assets are both assets of the Company and also a liability as they are available to general creditors in certain circumstances.

(2) Foreign currency derivatives in the form of forward contracts are included in prepaid and other assets or accrued expenses in the consolidated balance sheets. Unrealized gains and losses on derivatives ~~classified~~designated as cash flow hedges are recorded in other comprehensive income (loss).Realized gains and losses on derivatives ~~classified~~designated as cash flow hedges and gains and losses on derivatives not designated as hedges are recorded in other income.

The following describes valuation techniques used to appropriately value our assets held in the non-qualified deferred compensation plan and derivatives.

Assets valued using Level 1 and Level 2 inputs in the table above represent assets from our non-qualified deferred compensation program. The funds in the non-qualified deferred compensation program are valued based on the number of shares in the funds using a price per share traded in an active market.

Investments are considered to be impaired when a decline in fair value is judged to be other-than-temporary. If the cost of an investment exceeds its fair value, among other factors, we evaluate general market conditions, the duration and extent to which the fair value is less than cost, and whether or not we expect to recover the security's entire amortized cost. Once a decline in fair value is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis in the investment is established.

We primarily use forward contracts, with maturities generally less than four months, designated as cash flow hedges, to protect against the foreign currency exchange rate risks inherent in our forecasted transactions related to purchase commitments and sales, denominated in various currencies. We also use derivatives not designated as hedging instruments to hedge foreign currency balance sheet exposures. These derivatives are used to offset currency changes in the fair value of the hedged assets and liabilities. Fair values for all of our derivative financial instruments are valued by adjusting the market spot rate by forward points, based on the date of the contract. The spot rates and forward points used are an average rate from an actively traded market. At March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, all of our forward contracts are valued using Level 2 measurements.

5.7. Financial Instruments and Investments in Securities:

At March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, we classified investments in debt securities and time deposits as held-to-maturity securities.

Our long-term and short-term investment securities are accounted for as held-to-maturity securities and are carried at amortized cost. We have the ability and intent to hold these investments until maturity. All income generated from the held-to-maturity securities investments are recorded as interest income.

Investments in held-to-maturity securities, recorded at amortized cost, were as follows:



	March 31, 2017								March 31, 2018
			Gross		Gross						Gross		Gross
			Unrealized		Unrealized		Estimated				Unrealized		Unrealized			Estimated
	Cost		Gains		Losses		Fair Value		Cost		Gains		Losses			Fair Value
Short-term investments:
Corporate bonds	$	10,120	$	-	$	(1)	$	10,119
Commercial Paper									$	10,597	$	-	$	(1	)	$	10,596
Time deposits		518,628		148		-		518,776		269,190		203		-			269,393
	$	528,748	$	148	$	(1)	$	528,895	$	279,787	$	203	$	(1	)	$	279,989

The amortized cost and estimated fair value of held-to-maturity investments at ~~September~~June 30, ~~2017,~~2018, by contractual maturity, are shown below. The estimated fair value of these investments are based on valuation inputs that include benchmark yields, reported trades, broker and dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data, which are Level 2 inputs in the fair value hierarchy. Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without call or prepayment penalties.

We have been identified by the United States Environmental Protection Agency (“EPA”), state governmental agencies or other private parties as a potentially responsible party (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), or equivalent non-U.S., state or local laws, for clean-up and response costs associated with certain sites at which remediation is required with respect to prior contamination. Because CERCLA or such state statutes authorize joint and several liability, the EPA or non-U.S., state or local regulatory authorities could seek to recover all clean-up costs from any one of the PRPs at a site despite the involvement of other PRPs. At certain sites, financially responsible PRPs other than AVX also are, or have been, involved in site investigation and clean-up activities. We believe that liability resulting from these sites will be apportioned between AVX and other PRPs.

To resolve our liability at the sites at which we have been named a PRP, we have entered into various administrative orders and consent decrees with federal and state regulatory agencies governing the timing and nature of investigation and remediation. As is customary, the orders and decrees regarding sites where the PRPs are not themselves implementing the chosen remedy contain provisions allowing the EPA to reopen the agreement and seek additional amounts from settling PRPs in the event that certain contingencies occur, such as the discovery of significant new information about site conditions.

On June 3, 2010, AVX entered into an agreement with the EPA and the City of New Bedford, pursuant to which AVX is required to perform environmental remediation at a site referred to as the “Aerovox Site” (the “Site”), located in New Bedford, Massachusetts. AVX has substantially completed its obligations pursuant to such agreement with the EPA and the City of New Bedford with respect to the satisfaction of AVX’s federal law requirements. The Massachusetts Department of Environmental Protection has jurisdiction over the balance of the environmental remediation at the Site. AVX has submitted its proposed remedy, but until the state has approved such proposal, AVX cannot determine if additional groundwater and soil remediation will be required, if substantial material will have to be disposed of offsite, or if additional remediation techniques will be required, any of which could result in a more extensive and costly plan of remediation. Further, the Site and the remediation may be subject to additional scrutiny under other statutory procedures which could also add to the cost of remediation. We have a remaining accrual of ~~$14,328~~$1,683 million at ~~September~~June 30, ~~2017,~~2018, representing our current estimate of the potential liability related to the remaining performance of environmental remediation actions at the Site and neighboring properties using certain assumptions regarding the plan of remediation. Until all parties agree and remediation is complete, we cannot be certain there will be no additional cost relating to the Site.

We had total reserves of approximately ~~$19,181~~$18,618 and ~~$18,855~~$18,750 at March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, respectively, related to various environmental matters and sites, including those discussed above. These reserves are classified in the Consolidated Balance Sheets as ~~$3,892~~$3,329 and ~~$3,566~~$3,461 in accrued expenses at March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, respectively, and $15,289 in other non-current liabilities at both March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017.~~2018. The amounts recorded for identified environmental liabilities are based on estimates. Periodically, we review amounts recorded and adjust them to reflect additional legal and technical information that becomes available. Uncertainties about the status of laws, regulations, regulatory actions, technology, and information related to individual sites make it difficult to develop an estimate of the reasonably possible aggregate environmental remediation exposure. Accordingly, these costs could differ from our current estimates.

On April 19, 2016, the Canadian Ministry of the Environment and Climate Change (the “MoE”) issued a Director’s Order naming AVX Corporation, and others, as responsible parties with respect to a location in Hamilton, Ontario that was at one time the site of operations of Aerovox Canada, a former subsidiary of Aerovox Corporation, a predecessor of AVX. This Director’s Order follows a draft order issued on November 4, 2015. AVX has taken the position that any liability of Aerovox Canada for such site under the laws of Canada cannot be imposed on AVX. At present, it is unclear whether the MoE will seek to enforce such Canadian order against AVX, and whether, in the event it does so, AVX will have any liability under applicable law. AVX intends to contest any such course of action that may be taken by the MoE.

We also operate, or did at one time, on other sites that may have potential future environmental issues as a result of activities at sites during AVX’s long history of manufacturing operations or prior to the start of operations by AVX. Even though we may have rights of indemnity for such environmental matters at certain sites, regulatory agencies in those jurisdictions may require us to address such issues. Once it becomes probable that we will incur costs in connection with remediation of a site and such costs can be reasonably estimated, we establish reserves or adjust our reserves for our projected share of these costs. A separate account receivable is recorded for any indemnified costs. Our environmental reserves are not discounted and do not reflect any possible future insurance recoveries, which are not expected to be significant, but do reflect a reasonable estimate of cost sharing at multiple party sites or indemnification of our liability by a third party.

On April 25, 2013, AVX was named as a defendant in a patent infringement case filed in the United States District Court for the District of Delaware captioned Greatbatch, Inc. v. AVX Corporation. This case alleged that certain AVX products infringe on one or more of six Greatbatch patents. On January 26, 2016, the jury returned a verdict in favor of the plaintiff in the first phase of a segmented trial and a mixed verdict in the second phase of a segmented trial, and found damages to Greatbatch in the amount of ~~$37,500. The results of the third trial have not yet been issued~~$37,500, which was recorded in fiscal 2016. That verdict was later vacated by the ~~District Judge.~~court on March 30, 2018. The amount of damages will be subject to further legal proceedings including a potential trial on damages, which we expect to occur in fiscal 2019. AVX is continuing to litigate the ~~rest of the~~ case.

On September 2, 2014, a subsidiary of AVX, American Technical Ceramics (“ATC”), was named as a defendant in a patent infringement case filed in the United States District Court of the Southern District of ~~Southern~~ California captioned Presidio Components, Inc. v. American Technical Ceramics Corp. This case alleged that certain ATC products infringe on a Presidio patent. On April 18, 2016, the jury returned a verdict in favor of the plaintiff and found damages to ~~Presidio in the amount of $2,168.~~Presidio. On August 17, 2016, the court issued a permanent injunction prohibiting ATC from manufacturing or selling the related products after November 16, 2016. Subsequently, on October 21, 2016, the Federal Circuit Court granted AVX’s request for a stay of the permanent injunction whereby ~~AVX~~ATC was allowed to continue to sell the disputed product until March 17, 2017 to anyone who was a customer prior to June 17, 2016. Any sales subsequent to November 16, 2016 pursuant to the stay of the permanent injunction ~~are~~were subject to court mandated intellectual property damages for each product sold. ~~Accordingly, in addition to the $2,168 jury verdict award above, we recorded an estimated reserve for damages on all pre- and post-verdict sales~~In December, 2017, a panel of product subject to that litigation in the event that the verdict withstands future challenges. As of September 30, 2017, we have reserved $34,891 related to the pre- and post-verdict sales of such product. On September 1, 2016, we filed an appeal with the Federal Circuit vacated the damage award to ~~appeal this verdict; that appeal is fully argued~~Presidio, vacated the injunction, and ~~we are awaiting~~remanded the ~~results.~~case for further proceedings to determine damages limited to “reasonable royalties” and to reconsider the requested injunction in light of its opinion and any additional facts.

WeAs of June 30, 2018, we had total reserves of ~~$74,559~~$73,392 plus accrued interest in accrued expenses ~~as of March 31, 2017 and September 30, 2017,~~ with respect to the two intellectual property cases discussed above. The amounts recorded are based on estimated outcomes. Amounts recorded are reviewed periodically and adjusted to reflect additional information that becomes available. Accordingly, these costs could differ from our current estimates.

During calendar year 2014, AVX was named as a co-defendant in a series of cases filed in the United States and in the Canadian provinces of Quebec, Ontario, British Columbia, Saskatchewan and Manitoba alleging violations of United States, state and Canadian antitrust laws and asserting that AVX and numerous other companies were participants in alleged price-fixing in the capacitor market. The cases in the United States were consolidated into the Northern District of California on October 2, 2014. ~~Some~~However, some plaintiffs have broken off from the United States class action and filed actions on their ~~own.~~own, although AVX is not named in all of these independent actions. The cases in Canada have not been consolidated. These cases are still in progress. AVX believes it has meritorious defenses and intends to vigorously defend the cases.

We are involved in other disputes, warranty, and legal proceedings arising in the normal course of business. While we cannot predict the outcome of these other disputes and proceedings, we believe, based upon a review with legal counsel, that none of these other disputes or proceedings will have a material impact on our financial position, results of operations, comprehensive income (loss), or cash flows. However, we cannot be certain of the eventual outcome in these or other matters that may arise and their potential impact on our financial position, results of operations, comprehensive income (loss), or cash flows.

10. Comprehensive Income (Loss):

Comprehensive income (loss) represents changes in equity during a period except those resulting from investments by and distributions to shareholders. The specific components include net income, pension liability and other post-retirement benefit adjustments, deferred gains and losses resulting from foreign currency translation adjustments and unrealized gains and losses on qualified foreign currency cash flow hedges.

Other comprehensive income (loss) includes the following components:

Three Months Ended

September 30,

2016

2017

Pre-tax

Net of Tax

Pre-tax

Net of Tax
Foreign currency translation adjustment
$
6,074

$
6,074

$
12,385

$
12,385
Foreign currency cash flow hedges adjustment

20

(8)

195

267
Pension liability adjustment

(1,259)

(933)

91

68
Other comprehensive income (loss)
$
4,835

$
5,133

$
12,671

$
12,720


	Six Months Ended								Three Months Ended
	September 30,								June 30,
	2016				2017				2017						2018
	Pre-tax		Net of Tax		Pre-tax		Net of Tax		Pre-tax			Net of Tax			Pre-tax			Net of Tax
Foreign currency translation adjustment	$	1,794	$	1,794	$	33,447	$	33,447	$	21,062		$	21,062		$	(41,741	)	$	(41,741	)
Foreign currency cash flow hedges adjustment		621		527		(524)		(421)		(720	)		(687	)		77			63
Pension liability adjustment		(1,034)		(780)		(150)		(113)		(240	)		(182	)		3,307			2,630
Other comprehensive income (loss)	$	1,381	$	1,541	$	32,773	$	32,913	$	20,102		$	20,193		$	(38,357	)	$	(39,048	)

Amounts reclassified out of accumulated other comprehensive income (loss) into net income (loss) include those that pertain to the Company’s pension and postretirement benefit plans and realized gains and losses on derivative instruments designated as cash flow hedges. Please see Note 1012 for additional information related to the amortization of prior service cost and the recognized actuarial losses, which amounts are reclassified from accumulated other comprehensive income (loss) into net income (loss) and are included in selling, general and administrative expenses in the statement of operations during the three ~~and six~~ month periods ended ~~September~~June 30, ~~2016~~2017 and ~~2017.~~2018. Please see Note 1113 for additional information related to realized gains and losses on derivative instruments reclassified from accumulated other comprehensive income (loss) into net income (loss) during the three ~~and six~~ month periods ended ~~September~~June 30, ~~2016~~2017 and ~~2017.~~2018.

9.11. Segment and Geographic Information:

Our operating segments are based on the types of products from which we generate revenues. We are organized into a product line organization with ~~five main~~four product groups and ~~three~~two reportable segments. Our ~~five main~~four product groups are: Ceramic ~~Components,~~Components; Tantalum ~~Components,~~Components; Advanced ~~Components,~~Components; and Interconnect, Sensing and Control Devices (formerly AVX ~~Interconnect, and Kyocera Electronic Devices.~~Interconnect). Historically, KED Resale reported as its own product group, but it has now been combined with Advanced Components. The reportable segments are: ~~Passive~~Electronic Components ~~AVX~~and Interconnect, Sensing and ~~KED Resale.~~Control Devices. The product groups of Ceramic, Advanced, and Tantalum Components have been aggregated into the ~~Passive~~Electronic Components reportable segment in accordance with the SEC’s aggregation criteria and quantitative thresholds. The aggregation criteria consist of similar economic characteristics, products and services, production processes, customer classes, and distribution channels. The ~~Passive~~Electronic Components segment consists primarily of surface mount and leaded ceramic capacitors, RF thick and thin film components, surface mount and leaded tantalum capacitors, polymer tantalum capacitors, surface mount and leaded film capacitors, ceramic and film power capacitors, super capacitors, EMI filters (bolt in and surface mount), thick and thin film packages of multiple passive integrated components, varistors, thermistors, inductors, ~~and~~ resistive products, and passive and active electronic antennas and antenna systems manufactured by us or purchased from other manufacturers for resale. The ~~AVX~~ Interconnect, Sensing and Control Devices segment consists primarily of automotive sensing and control devices and automotive, telecom, and memory connectors manufactured by or for AVX. The KED Resale segment consists primarily of ceramic capacitors, frequency control devices, SAW devices, sensor products, RF modules, actuators, acoustic devices, and connectors produced by Kyocera and resold by AVX. Sales and operating results from these reportable segments are shown in the tables below. In addition, we have a corporate administration group consisting of finance, legal, environmental, health & safety, ~~(“EH&S”),~~ and administrative activities.

We evaluate performance of our segments based upon sales and operating profit. There are no intersegment revenues. We allocate the costs of shared resources between segments based on each ~~segment~~’ssegment’s usage of the shared resources. Cash, accounts

receivable, investments in securities, and certain other assets, which are centrally managed, are not readily allocable to operating segments.

Table of Contents

The tables below present information about reported segments:

	Three Months Ended
	June 30,
Sales Revenue:	2017		2018
Ceramic Components	$	51,057	$	78,836
Tantalum Components		88,953		101,032
Advanced Components		161,659		139,344
Total Electronic Components		301,669		319,212
Interconnect, Sensing and Control Devices		29,685		134,904
Total Revenue	$	331,354	$	454,116

Three Months Ended

Six Months Ended

September 30,

September 30,
Sales Revenue:
2016

2017

2016

2017
Ceramic Components
$
46,432

$
57,319

$
96,555

$
108,375
Tantalum Components

78,600

93,987

156,131

182,940
Advanced Components

89,112

83,601

172,407

168,530
Total Passive Components

214,144

234,907

425,093

459,845
AVX Interconnect

29,170

32,577

59,657

62,261
KCP Resale Connectors

7,755

9,439

14,582

18,143
KDP and KCD Resale

76,392

75,770

142,952

143,798
Total KED Resale

84,147

85,209

157,534

161,941
Total Revenue
$
327,461

$
352,693

$
642,284

$
684,047

	Three Months Ended
	June 30,
	2017			2018
Operating profit:
Electronic Components	$	54,719		$	86,410
Interconnect, Sensing and Control Devices		3,278			(2,750	)
Corporate activities		(15,566	)		(15,643	)
Total	$	42,431		$	68,017

Three Months Ended

Six Months Ended

September 30,

September 30,

2016

2017

2016

2017
Operating profit:

Passive Components
$
41,428

$
51,300

$
87,060

$
101,530
AVX Interconnect

4,525

3,366

9,743

6,644
KED Resale

5,115

4,776

9,599

9,265
Corporate activities

(18,316)

(14,656)

(38,864)

(30,222)
Total
$
32,752

$
44,786

$
67,538

$
87,217

	As of		As of
	March 31, 2018		June 30, 2018
Assets:
Electronic Components	$	632,014	$	755,644
Interconnect, Sensing and Control Devices		241,959		250,659
Cash, A/R, and investments in securities		1,111,716		1,117,529
Goodwill - Electronic Components		278,247		288,676
Goodwill - Interconnect, Sensing and Control Devices		38,051		33,682
Corporate activities		370,779		244,308
Total	$	2,672,766	$	2,690,498

As of

As of

March 31, 2017

September 30, 2017
Assets:

Passive Components
$
573,519

$
612,479
AVX Interconnect

56,295

74,159
KED Resale

35,164

29,777
Cash, A/R, and investments in securities

1,294,129

1,361,958
Goodwill - Passive components

202,774

202,774
Goodwill - AVX Interconnect

10,277

10,277
Corporate activities

305,255

258,492
Total
$
2,477,413

$
2,549,916

The following geographic data is based upon net sales generated by operations located within particular geographic areas. Substantially all of the sales in the Americas region were generated in the United States.


	Three Months Ended				Six Months Ended				Three Months Ended
	September 30,				September 30,				June 30,
	2016		2017		2016		2017		2017		2018
Net sales:
Americas	$	92,946	$	102,838	$	185,802	$	202,779	$	99,940	$	114,567
Europe		86,596		103,045		175,679		195,565		92,520		198,404
Asia		147,919		146,810		280,803		285,703		138,894		141,145
Total	$	327,461	$	352,693	$	642,284	$	684,047	$	331,354	$	454,116

~~10.~~12. Pension Plans:

Net periodic pension cost for our defined benefit plans consisted of the following for the three ~~and six~~ month periods ended ~~September~~June 30, ~~2016~~2017 and ~~2017:~~

2018:

U.S. Plans

International Plans

Three Months Ended

Three Months Ended

September 30,

September 30,

2016

2017

2016

2017
Service cost
$
42

$
33

$
233

$
231
Interest cost

364

352

1,152

1,136
Expected return on plan assets

(445)

(450)

(1,458)

(1,450)
Recognized actuarial loss

456

286

311

329
Net periodic pension cost
$
417

$
221

$
238

$
246


	U.S. Plans				International Plans				U.S. Plans						International Plans
	Six Months Ended				Six Months Ended				Three Months Ended						Three Months Ended
	September 30,				September 30,				June 30,						June 30,
	2016		2017		2016		2017		2017			2018			2017			2018
Service cost	$	84	$	66	$	467	$	459	$	33		$	-		$	228		$	215
Interest cost		728		704		2,405		2,244		352			327			1,108			1,045
Expected return on plan assets		(890)		(900)		(3,045)		(2,867)		(450	)		(393	)		(1,417	)		(1,471	)
Recognized actuarial loss		912		571		650		650		286			221			321			257
Net periodic pension cost	$	834	$	441	$	477	$	486	$	221		$	155		$	240		$	46

Based on current actuarial computations, during the ~~six~~three months ended ~~September~~June 30, ~~2017,~~2018, we made contributions of ~~$3,095~~$1,750 to the international plans. We expect to make additional contributions of approximately ~~$3,073~~$5,500 to the international plans over the remainder of fiscal ~~2018.~~2019. We made ~~$261 in~~no contributions to the U.S. plans during the ~~six~~three months ended ~~September~~June 30, ~~2017.~~2018. We ~~do not anticipate making~~expect to make additional contributions of $1,065 to the U.S. plans ~~over~~ the remainder of ~~the~~ fiscal ~~year.~~

~~11.~~13. Derivative Financial Instruments:

We are exposed to foreign currency exchange rate fluctuations in the normal course of business. We use derivative instruments (forward contracts) to hedge certain foreign currency exposures as part of our risk management strategy. The objective is to offset gains and losses resulting from these exposures with gains and losses on the forward contracts used to hedge them, thereby reducing volatility of earnings or protecting fair values of assets and liabilities. We do not enter into any trading or speculative positions with regard to derivative instruments.

We primarily use forward contracts, with maturities less than four months, ~~designated as cash flow hedges~~ to protect against the foreign currency exchange rate risks inherent in our forecasted transactions related to purchase commitments and sales, denominated in various currencies. These derivative instruments are designated and qualify as cash flow hedges.

The effectiveness of the cash flow hedges is determined by comparing the cumulative change in the fair value of the hedge contract with the cumulative change in the fair value of the hedged transaction, both of which are based on forward rates. The effective portion of the gain or loss on these cash flow hedges is initially recorded in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Once the hedged transaction is recognized, the gain or loss is recognized in our statement of operations. At March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, respectively, the following forward contracts were entered into to hedge against the volatility of foreign currency exchange rates for certain forecasted sales and ~~purchases.~~

purchases:

March 31, 2017

Fair Value of Derivative Instruments

Asset Derivatives

Liability Derivatives

Balance

Balance

Sheet
Fair

Sheet
Fair

Caption
Value

Caption
Value

Foreign exchange contracts
Prepaid and other
$
1,151

Accrued expenses
$
690

	March 31, 2018
	Fair Value of Derivative Instruments
	Asset Derivatives			Liability Derivatives
	Balance			Balance
	Sheet	Fair		Sheet	Fair
	Caption	Value		Caption	Value

Foreign exchange contracts	Prepaid and other	$	212	Accrued expenses	$	377

September 30, 2017

Fair Value of Derivative Instruments

Asset Derivatives

Liability Derivatives

Balance

Balance

Sheet
Fair

Sheet
Fair

Caption
Value

Caption
Value

Foreign exchange contracts
Prepaid and other
$
807

Accrued expenses
$
871

	June 30, 2018
	Fair Value of Derivative Instruments
	Asset Derivatives			Liability Derivatives
	Balance			Balance
	Sheet	Fair		Sheet	Fair
	Caption	Value		Caption	Value

Foreign exchange contracts	Prepaid and other	$	671	Accrued expenses	$	759

Table of Contents

For these derivatives designated as cash flow hedging instruments, during the three ~~and six~~ month ~~periods~~period ended ~~September~~June 30, ~~2017,~~2018, net pre-tax losses of ~~$(1,565) and $(813), respectively,~~$833 were recognized in other comprehensive ~~income.~~income (loss). In addition, during the three ~~and six~~ month ~~periods~~period ended ~~September~~June 30, ~~2017,~~2018, net pre-tax ~~gains~~losses of ~~$1,368 and $2,413, respectively,~~$2,045 were reclassified from accumulated other comprehensive income (loss) into cost of sales (for hedging purchases), and net pretax ~~losses~~gains of ~~$(1,596) and $(2,017), respectively,~~ $1,370 were reclassified from accumulated other comprehensive income (loss) into sales (for hedging sales) in the accompanying statement of operations.

Derivatives not designated as cash flow hedging instruments consist primarily of forwards used to hedge foreign currency balance sheet exposures. These hedging instruments are used to offset foreign currency changes in the fair values of the underlying assets and liabilities. The gains and losses on these foreign currency forward contracts are recognized in other income (loss) in the same period as the remeasurement gains and losses of the related foreign currency denominated assets and liabilities and thus naturally offset these gains and losses. At March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, we had the following forward contracts that were entered into to hedge against these exposures.

	March 31, 2018
	Fair Value of Derivative Instruments
	Asset Derivatives			Liability Derivatives
	Balance			Balance
	Sheet	Fair		Sheet	Fair
	Caption	Value		Caption	Value


Foreign exchange contracts	Prepaid and other	$	45	Accrued expenses	$	137

	June 30, 2018
	Fair Value of Derivative Instruments
	Asset Derivatives			Liability Derivatives
	Balance			Balance
	Sheet	Fair		Sheet	Fair
	Caption	Value		Caption	Value

Foreign exchange contracts	Prepaid and other	$	750	Accrued expenses	$	456

For these derivatives not designated as cash flow hedging instruments during the three ~~and six~~ month ~~periods~~period ended ~~September~~June 30, ~~2017, losses~~2018, gains of ~~$(395) and $(877), respectively~~$539 on hedging contracts were recognized in other income (loss), along with the approximately ~~$(762) and $(1,324), respectively,~~$1,067 in exchange ~~losses~~gains that were recognized in other income (loss) in the accompanying statement of operations.

At March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017,~~2018, we had outstanding foreign exchange contracts with notional amounts totaling ~~$193,156~~$156,238 and ~~$247,513,~~$171,725, respectively, denominated primarily in Euros, Czech Korunas, ~~British Pounds,~~ and Japanese Yen.

This Quarterly Report on Form 10-Q contains “forward-looking” information within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including statements regarding industry prospects and future results of operations or financial position, made in this Quarterly Report on Form 10-Q are forward-looking. The forward-looking information may include, among other information, statements concerning our outlook for fiscal year ~~2018,~~2019, overall volume and pricing trends, cost reduction and acquisition strategies and their anticipated results, and expectations for research and development and capital expenditures. There may also be other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. Forward-looking statements reflect management’s expectations and are inherently uncertain. The forward-looking information and statements in this report are subject to risks and uncertainties, including those discussed in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017,~~2018, that could cause actual results to differ materially from those expressed in or implied by the information or statements herein. Forward-looking statements should be read in context with, and with the understanding of, the various other disclosures concerning the Company and its business made elsewhere in this quarterly report as well as other public reports filed by the Company with the SEC. You should not place undue reliance on any forward-looking statements as a prediction of actual results or developments.

Any forward-looking statements by the Company are intended to speak only as of the date thereof. We do not intend to update or revise any forward-looking statement contained in this quarterly report to reflect new events or circumstances unless and to the extent required by applicable law. All forward-looking statements contained in this quarterly report constitute “forward-looking statements” within the meaning of Section 21E of the United States Securities Exchange Act of 1934 and, to the extent it may be applicable by way of incorporation of statements contained in this quarterly report by reference or otherwise, Section 27A of the United States Securities Act of 1933, each of which establishes a safe-harbor from private actions for forward-looking statements as defined in those statutes.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based upon our unaudited Consolidated Financial Statements and Notes thereto contained in this Form 10-Q, which have been prepared in accordance with generally accepted accounting principles in the United States. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported periods. On an ongoing basis, management evaluates its estimates and judgments, including those related to investment securities, revenue recognition, inventories, property and equipment, goodwill, intangible assets, income taxes, and contingencies. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. There can be no assurance that actual results will not differ from those estimates.

We have identified the accounting policies and estimates that are critical to our business operations and understanding the Company’s results of operations. Those policies and estimates can be found in Note 1, “Summary of Significant Accounting Policies,” of the Notes to Consolidated Financial Statements and in “Critical Accounting Policies and Estimates,” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017~~2018, in Note 1, “Summary of Significant Accounting Policies,” and in Note ~~1, “Critical Accounting Policies and Estimates,”~~3, "Revenue Recognition" in the Notes to Consolidated Financial Statements in this Form 10-Q. Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017. During~~2018. Other than revenue recognition as discussed in Note 1, "Summary of Significant Accounting Policies," in the ~~three and six month periods ended September 30, 2017,~~Notes to Consolidated Financial Statements in this Form 10-Q, there were no significant changes to ~~any~~other critical accounting policies, judgments involved in applying those policies, or the methodology used in determining estimates with respect to those related to investment securities, ~~revenue recognition,~~ inventories, goodwill, intangible assets, property and equipment, ~~income taxes,~~ and ~~contingencies.~~contingencies, during the three month period ended June 30, 2018 other than those discussed in Note 1, "Basis of Presentation," and Note 3, "Revenue Recognition," in the Notes to Consolidated Financial Statements in the Form 10-Q related to revenue recognition.

AVX is a leading worldwide manufacturer, supplier, and reseller of a broad line of ~~passive~~ electronic components, interconnect, sensing and control devices, and related products. Electronic components and connector, sensing and control products manufactured or resold by AVX are used in ~~virtually all~~many types of ~~electronic~~end-use products, including those in telecommunications, automotive, transportation, energy harvesting, consumer electronics, military/aerospace, medical, computer, and industrial markets.

We have manufacturing, sales, and distribution facilities located throughout the world, which are divided into three ~~main~~ geographic regions: the Americas, Asia, and Europe. AVX is organized into ~~five main~~four product groups with ~~three~~two reportable segments: ~~Passive~~Electronic Components ~~AVX~~and Interconnect, Sensing and ~~KED Resale.~~Control Devices. The ~~Passive~~Electronic Components segment consists primarily of surface mount and leaded ceramic capacitors, RF thick and thin film components, surface mount and leaded tantalum capacitors, polymer tantalum capacitors, surface mount and leaded film capacitors, ceramic and film power capacitors, super capacitors, EMI filters (bolt in and surface mount), thick and thin film packages of multiple ~~passive~~ integrated components, varistors, thermistors, inductors, ~~and~~ resistive products, and passive and active electronic antennas and antenna systems manufactured by ~~AVX~~us or purchased from other manufacturers for resale. The ~~AVX~~ Interconnect, Sensing and Control Devices segment consists primarily of automotive sensing and control devices and automotive, telecom, and memory connectors manufactured by, or for, AVX. The KED Resale segment consists primarily of ceramic capacitors, frequency control devices, SAW devices, sensor products, RF modules, actuators, acoustic devices, and connectors produced by Kyocera and resold by AVX.

Our customers ~~are~~consist of multi-national original equipment manufacturers, or OEMs, independent electronic component distributors, and electronic manufacturing service providers, or EMSs. We market our products through our own direct sales force and independent manufacturers’ representatives, based upon market characteristics and demands. We coordinate our sales, marketing, and manufacturing organizations by strategic customer account and globally by region.

Results of Operations - Three Months Ended ~~September~~June 30, ~~2016~~2017 and ~~2017~~2018

Our net income for the three months ended ~~September~~June 30, ~~2017~~2018 was ~~$34.8~~$56.0 million, or ~~$0.21~~$0.33 per share, compared to ~~$26.5~~net income of $31.5 million, or ~~$0.16~~$0.19 per share, for the three months ended ~~September~~June 30, ~~2016.~~2017.

Net sales in the three month period ended ~~September~~June 30, ~~2017~~2018 increased ~~$25.2~~$122.7 million or ~~7.7%~~37.0%, to ~~$352.7~~$454.1 million compared to ~~$327.5~~$331.4 million in the three month period ended ~~September~~June 30, ~~2016.~~2017. The increase in revenue ~~was~~includes sales of $97.8 million in our Interconnect, Sensing and Control Devices segment that are attributable to ~~higher volumes across most~~our acquisition of the AB Electronic sensing and control (“S&C”) business and $31.9 million in our ~~markets resulting from steadily improving global~~Electronic Components segment attributable to our acquisition of Ethertronics ("AVX Antenna"). The increase was partially offset by the loss of Kyocera Resale sales in our Electronic Components segment, due to Kyocera's decision to market and sell certain of its products globally using its own sales force rather than have AVX resell such products in various geographies, which were $17.2 million for the three month period ended June 30, 2018 compared to $76.7 million for the three month period ended June 30, 2017. Global market conditions ~~reflecting~~remained robust, contributing to higher overall demand, primarily in the automotive, medical, telecommunications, and ~~consumer markets~~defense and aerospace markets. The improved market demand is being driven in part by the power of electronics to enhance the user experience ~~such as~~ in automotive, wearables, smartphones, drones, solid state drives, personal and industrial robots, virtual reality devices, smart home control and security devices enabled through the internet within a broad category called ~~IOT,~~IoT, or Internet of Things. Sales were favorably impacted by approximately ~~$1.9~~$8.4 million as a result of currency ~~exchange~~movement due to the ~~strength~~strengthening of the Japanese Yen and Euro as compared to the U.S. Dollar when compared to the same period last year.

The table below represents product group revenues for the quarters ended ~~September~~June 30, ~~2016~~2017 and ~~2017.~~2018.

~~Passive~~Electronic Components sales increased ~~$20.8~~$17.5 million, or ~~9.7%~~5.8% to ~~$234.9~~$319.2 million in the three month period ended ~~September~~June 30, ~~2017~~2018 compared to sales of ~~$214.1~~$301.7 million during the same period last ~~year. The sales increase in Passive Components product sales was~~year driven by favorable global macro-economic conditions, increased ~~volume~~electronic content in automobiles, increased global defense spending, and technological advances across a broad range of IoT products. Sales increases for our Ceramic and Tantalum ~~component groups as a result of steadily improving global market conditions and our focus on the sale of higher capacitance components. The~~Components were partially offset by sales ~~decrease~~decreases in our Advanced ~~components was~~Component group primarily due to the previously announced decision by Kyocera to market and sell globally using Kyocera’s salesforce rather than Kyocera continuing to have AVX resell such products globally. Kyocera Resale sales were $17.2 million for the three month period ended June 30, 2018 compared to $76.7 million for the three month period ended June 30, 2017. Sales in our Advanced Component group were favorably impacted by $31.9 million attributable to our acquisition of Ethertronics when compared to the ~~reduction in sales of certain advanced ceramic capacitors which were the subject of intellectual property litigation whereby our sales of those products ended in March of 2017.~~same quarter last year.

Interconnect, Sensing and Control Devices product sales ~~including AVX Interconnect and KCP Resale connectors,~~ increased ~~$5.1~~$105.2 million ~~or 13.8%,~~ to ~~$42.0~~$134.9 million in the three month period ended ~~September~~June 30, ~~2017~~2018 compared to ~~$36.9~~$29.7 million during the same period last year. This increase is primarily attributable to increased sales resulting from the addition of the S&C business in addition to increased demand in the European automotive markets. S&C sensor and control devices accounted for $97.8 million of the increased sales during the quarter ended June 30, 2018.

~~KDP and KCD Resale~~With the addition of S&C, whose sales ~~decreased $0.6 million, or 0.8%, to $75.8 million~~are concentrated in the three month period ended September 30, 2017 compared to $76.4 million during the same period last year. This decrease is primarily a result of lower demand from our cellular telecommunication customersEurope, overall sales percentages decreased in the Asian and American regions while sales increased in our European region~~when~~ compared to the same three-month period last ~~year~~.

Geographically, compared to the same period last year, sales increased in the American and European regions, primarily reflecting higher demand resulting from steadily improving global market conditions in the electronics market.year. Sales in the Asian, American, and European markets represented ~~41.6%~~31%, ~~29.2%~~25% and ~~29.2%~~44% of total sales, respectively, for the three month period ended ~~September~~June 30, ~~2017.~~2018. This compares to ~~45.2%~~42%, ~~28.4%~~30% and ~~26.4%~~28% of total sales for the Asian, American, and European regions in the same period last year, respectively.

Our sales to independent electronic distributor customers represented ~~49.0%~~40% of total sales for the three month period ended ~~September~~June 30, ~~2017,~~2018, compared to ~~44.6%~~49% for the three month period ended ~~September~~June 30, ~~2016.~~2017. Our S&C sales are primarily direct to OEM customers, which led to the decrease in our distributor sales percentage when compared to the same period last year. Overall, distributor sales activity increased when compared to the same period last year as distributors increased order activity during the past several quarters in response to ~~good end market~~improved end-market demand ~~during the quarter.~~and extended product delivery lead times. Our sales to distributor customers involve specific ship-and-debit and stock rotation programs for which sales allowances are recorded as reductions in sales. Such allowance charges were ~~$7.5~~$6.4 million, or ~~4.4%~~3.5% of gross sales to distributor customers for the three month period ended ~~September~~June 30, ~~2017,~~2018, and ~~$6.8~~$6.7 million, or ~~4.6%~~4.2% of gross sales to distributor customers, for the three month period ended ~~September~~June 30, ~~2016.~~2017. Applications under such programs for the three month periods ended ~~September~~June 30, ~~2017~~2018 and ~~2016~~2017 were approximately ~~$7.3~~$6.2 million and ~~$5.0~~$6.7 million, respectively.

Gross profit in the three month period ended ~~September~~June 30, ~~2017~~2018 was ~~21.9% of sales, or $77.3~~$108.3 million, compared to a gross profit ~~margin~~ of ~~18.9%, or $61.8~~$73.8 million in the three month period ended ~~September~~June 30, ~~2016.~~2017. This overall increase in dollars is primarily attributable to higher ~~sales. For the three month period ended September 30, 2016, gross~~sales in addition to improved margins. Gross profit margin was negatively impacted by 3.1% as a result of $12.8 million of previously disclosed intellectual property damages awards resulting from litigation with respect to a patent infringement case filed in the United States District Court for the District of Southern California by Presidio Components, Inc., partially offset by $2.9 million from increased sales prices related to the affected products. As a

~~result, overall gross margin~~ as a percentage of sales for the three month period ended ~~September~~June 30, ~~2017 is relatively flat~~2018 was 23.9% compared to 22.3% for the ~~same~~ three month period ~~last year~~ended June 30, 2017. This increase in gross profit as ~~we were able to offset increasing manufacturing costs~~a percentage of sales is reflective of our continued focus on the sale of value added components with ~~manufacturing~~better margin opportunities, increased operational efficiencies, and ~~other cost savings actions. In addition, costs~~an improved pricing environment in the global marketplace. Costs due to currency movement were unfavorably impacted by ~~$1.3~~$4.4 million when compared to the same period last year.

Selling, general and administrative expenses in the three month period ended ~~September~~June 30, ~~2017~~2018 were ~~$32.5~~$40.3 million, or ~~9.2%~~8.9% of net sales, compared to ~~$29.0~~$31.4 million, or ~~8.9%~~9.5% of net sales, in the three month period ended ~~September~~June 30, ~~2016. The~~2017. When compared to the same quarter last year, the overall increase in these expenses is primarily due to higher selling expenses resulting from the increase in sales as well as the effects of increased amortization for intangible assets related to the S&C and ~~increased litigation and acquisition costs.~~Ethertronics acquisitions.

Income from operations was ~~$44.8~~$68.0 million in the three month period ended ~~September~~June 30, ~~2017~~2018 compared to ~~$32.8~~$42.4 million in the three month period ended ~~September~~June 30, ~~2016.~~2017. This increase was a result of the factors described above.

Other income, net, was ~~$4.3~~$2.8 million for the three month period ended ~~September~~June 30, ~~2017~~2018 compared to ~~$2.7~~$1.9 million for the same three month period last year. ~~This increase~~

The provision for income tax for the three month period ended June 30, 2018 was ~~primarily due~~$14.8 million compared to ~~$2.3~~$12.9 million ~~of interest related~~for the three month period ended June 30, 2017. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was enacted in the U.S. Among numerous other provisions, the Act reduced the statutory U.S. corporation income tax rate from 35% to ~~refunded income taxes, partially offset by foreign exchange losses resulting from currency fluctuations.~~

21%, effective January 1, 2018. Our effective tax rate for the ~~three month period~~quarter ended ~~September~~June 30, ~~2017~~2018 was ~~29.0% compared~~approximately 21%, reflective of the lower income tax rates arising from the Act. The Company will continue to ~~25.3% for~~assess all relevant aspects of the ~~three month period ended September 30, 2016. The increase in~~Act, including additional guidance under the ~~effective~~Act, among other things which may impact our income tax ~~rate is principally due to a decrease in the level of favorable transfer pricing and other adjustments in the current year when compared to the same period last year.~~provision.

As a result of the factors discussed above, net income for the three month period ended ~~September~~June 30, ~~2017~~2018 was ~~$34.8~~$56.0 million compared to ~~$26.5~~net income of $31.5 million for the same three month period last year.

~~Our net income for the six months ended September 30, 2017 was $66.3 million, or $0.39 per share, compared to $56.4 million, or $0.34 per share, for the six months ended September 30, 2016.~~

Net sales in the six month period ended September 30, 2017 increased $41.7 million, or 6.5%, to $684.0 million compared to $642.3 million in the six month period ended September 30, 2016. The increase in revenue was attributable to higher volumes across most of our markets resulting from steadily improving global market conditions reflecting higher overall demand, primarily in the automotive, telecommunications, and consumer markets driven by the power of electronics to enhance the user experience such as in automotive, wearables, smartphones, drones, solid state drives, personal and industrial robots, virtual reality devices, smart home control, and security devices enabled through the IOT. The net impact of currency movement against the U.S. Dollar had an unfavorable impact on sales across all product lines of $1.0 million when compared to the same six month period last year.

~~The table below represents product group revenues for the six months ended September 30, 2016 and 2017.~~

Passive Components sales increased $34.7 million, or 8.2% to $459.8 million in the six month period ended September 30, 2017 compared to sales of $425.1 million during the same six month period last year. The increase in Passive Components product sales was driven by increased volume in our Ceramic and Tantalum Components as a result of steadily improving global market conditions and our focus on the sale of higher capacitance components. The sales decrease in our Advanced Components was primarily attributable to the reduction in sales of certain advanced ceramic capacitors which were the subject of intellectual property litigation whereby our sales of those products ended in March of 2017.

Total Interconnect product sales, including AVX Interconnect and KCP Resale connectors, increased $6.2 million, or 8.3%, to $80.4 million in the six month period ended September 30, 2017 compared to $74.2 million during the same period last year. This increase is primarily attributable to increased demand in the U.S. and European automotive markets.

KDP and KCD Resale sales increased $0.8 million, or 0.6%, to $143.8 million in the six month period ended September 30, 2017 compared to $143.0 million during the same period last year. This slight increase is primarily a result of higher demand from our telecommunications customers.

Geographically, compared to the same period last year, sales increased in all regions, primarily reflecting higher demand resulting from steadily improving global market conditions in the electronics market. Sales in the Asian, American, and European markets represented 41.8%, 29.6% and 28.6% of total sales, respectively, for the six month period ended September 30, 2017. This compares to 43.7%, 28.9% and 27.4% of total sales for the Asian, American, and European regions in the same period last year, respectively.

Our sales to independent electronic distributor customers represented 48.8% of total sales for the six month period ended September 30, 2017, compared to 45.8% for the six month period ended September 30, 2016. Overall, distributor sales activity increased when compared to the same period last year as distributors increased order activity in response to good end market demand during the period. Our sales to distributor customers involve specific ship-and-debit and stock rotation programs for which sales allowances are recorded as reductions in sales. Such allowance charges were $14.3 million, or 4.3% of gross sales to distributor customers, for the six month period ended September 30, 2017, and $14.3 million, or 4.9% of gross sales to distributor customers, for the six month period ended September 30, 2016. Applications under such programs for the six month period ended September 30, 2017 and 2016 were approximately $14.0 million and $9.8 million, respectively.

Gross profit in the six month period ended September 30, 2017 was 22.1% of sales, or $151.1 million, compared to a gross profit margin of 20.5%, or $131.7 million, in the six month period ended September 30, 2016. This overall increase in dollars is primarily attributable to higher sales. For the six month period ended September 30, 2016, gross profit margin was negatively impacted by 2.0% as a result of $15.3 million of intellectual property damages awards resulting from litigation with respect to a patent infringement case filed in the United States District Court for the District of Southern California by Presidio Components, Inc., partially offset by $2.9 million from increased sales prices related to the affected products. As a result, overall gross margin as a percentage of sales for the six month period ended September 30, 2017 is relatively flat compared to the same six month period last year as we were able to partially offset increasing manufacturing costs with manufacturing efficiencies and other cost

~~savings actions. In addition, costs~~ ~~due to currency movement were favorably impacted by approximately $2.2 million when compared to the same period last year.~~

Selling, general and administrative expenses in the six month period ended September 30, 2017 were $63.9 million, or 9.3% of net sales, compared to $60.5 million, or 9.4% of net sales, in the six month period ended September 30, 2016. The overall increase in these expenses is primarily due to higher selling expenses resulting from the increase in sales and increased litigation and acquisition costs when compared to the same period last year.

During the six month period ended September 30, 2016, we recorded a $3.6 million charge related to estimated environmental remediation costs resulting from legacy environmental issues at an inactive property. We did not have any similar charges in the six month period ended September 30, 2017.

Income from operations was $87.2 million in the six month period ended September 30, 2017 compared to $67.5 million in the six month period ended September 30, 2016. This increase was a result of the factors described above.

Other income, net was $6.2 million for the six month period ended September 30, 2017 compared to $7.8 million for the same six month period last year. This decrease was primarily due to higher foreign exchange gains resulting from currency fluctuations and a gain on the sale of an idle facility of $1.6 million for the six month period ended September 30, 2016, partially offset by interest of $2.3 million related to refunded income taxes in the current period ended September 30, 2017.

Our effective tax rate for the six month period ended September 30, 2017 was 29.0% compared to 25.1% for the six months ended September 30, 2016. The increase in the effective tax rate is principally due to a decrease in the level of favorable transfer pricing and other adjustments in the current year when compared to the same period last year.

~~As a result of the factors discussed above, net income for the six month period ended September 30, 2017 was $66.3 million compared to $56.4 million for the same six month period last year.~~

With ~~uncertain~~unpredictable global geopolitical and economic conditions, it is difficult to quantify expectations for the remainder of fiscal ~~2018.~~2019. Near-term results for us will depend on the impact of the overall global geopolitical and economic conditions and their impact on telecommunications, information technology hardware, automotive, consumer electronics, and other electronic markets. Looking ahead, visibility is low and forecasting is a challenge in this uncertain and volatile market. We expect to see ~~typical~~lower than normal sales price pressure in the markets we serve due to ~~competitive activity.~~increasing demand combined with lower product availability. In response to anticipated market conditions, we expect to continue to focus on cost management and product line rationalization to maximize earnings potential. We also continue to focus on process improvements and enhanced production capabilities in conjunction with our focus on the sales of value-added electronic components to support today’s advanced electronic ~~devices.~~use products. If current global geopolitical and economic conditions worsen, the overall impact on our customers as well as end-user demand for electronic products could have a significant adverse impact on our near-term results.

Kyocera notified AVX pursuant to the Products Supply and Distribution Agreement in December 2016 of its intent, effective January 1, 2018, to market its manufactured passive and interconnect products globally using Kyocera’s sales force rather than continuing to have AVX resell such products in the Americas, Europe and Asia. Kyocera will pay commissions to AVX on sales by Kyocera, in the applicable territories, of products designed into customer applications by AVX prior to January 1, 2018 of 2.0% in calendar year 2018, 1.5% in calendar year 2019, and 1.0% in calendar year 2020. Sales of Kyocera resale products were $75.8 million and $143.8 million and the related operating profit was $4.8 million and $9.3 million for the three and six month periods ended September 30, 2017.

AVX notified Kyocera pursuant to the Products Supply and Distribution Agreement in February 2017 of its intent, effective April 1, 2018, to market its manufactured products in Japan using AVX’s sales force rather than continuing to have Kyocera resell such products in this territory. AVX will pay commissions to Kyocera on sales by AVX, in the applicable territory, of products designed into customer applications by Kyocera prior to April 1, 2018 of 2.0% in fiscal year 2019, 1.5% in fiscal year 2020, and 1.0% in fiscal year 2021. Sales of AVX resale products by Kyocera were $4.2 million and $10.0 million for the three and six month periods ended September 30, 2017.

~~On October 2, 2017, A~~VX Corporation announced it had completed the acquisition of the TS&C division of TT Electronics, PLC, a U.K. Company, for approximately $156.0 million in cash. The purchase comprises TS&C’s manufacturing subsidiaries located in Austria, China, Germany, India, Mexico, Romania, South Korea, the U.K., and the U.S., including R&D, manufacturing and sales office locations. In the year ended December 31, 2016, the TS&C business generated approximately $300.0 million of revenue. The transaction is subject to customary post-closing adjustments based on the actual net debt and actual working capital of the target companies.

Although there is ~~uncertainty~~unpredictability in the near-term market as a result of the current global geopolitical and economic conditions, we continue to see opportunities for long-term growth and profitability improvement due to: (a) a projected increase in the long-term worldwide demand for more sophisticated electronic ~~devices,~~end use products, which require electronic components and interconnect, sensing and control devices such as the ones we sell, (b) cost reductions and improvements in our production processes, (c) opportunities for growth in our ~~Advanced~~Electronic Component and Interconnect, Sensing and Control Devices product lines due to advances in component design and our production ~~capabilities, and (d) the successful integration of the TS&C acquisition.~~capabilities. We have fostered our financial health and the strength of our balance sheet putting us in a good position to react to changes in the marketplace as they occur. We remain confident that our strategies will enable our continued long-term success.

AVX has reviewed and continues to monitor the impact of Brexit. The British government will negotiate the terms of the U.K.’s future relationship with the E.U. Although it is unknown what those terms will be, it is possible that there will be greater restrictions on imports and exports between the U.K. and E.U. countries and increased regulatory complexities. Our international sales are denominated in both the U.S. Dollar and currencies other than U.S. Dollars. A fluctuation of currency exchange rates may expose us to gains and losses on non-U.S. currency transactions. In addition, we translate sales and other results denominated in foreign currencies into U.S. Dollars for our financial statements. Our reported international sales and earnings could be negatively impacted during periods of foreign currency fluctuation compared to the U.S. Dollar.

Our liquidity needs arise primarily from working capital requirements, dividends, capital expenditures, and ~~capital expenditures.~~acquisitions. Historically, we have satisfied our liquidity requirements through funds from operations, investment income from cash and investments in securities, and cash on hand. As of ~~September~~June 30, ~~2017,~~2018, we had a current ratio of ~~8.5~~5.4 to 1, ~~$1.2 billion~~$846.2 million of cash, cash equivalents, and investments in securities, ~~$2.3~~$2.2 billion of stockholders’ equity, and no borrowings. On December 22, 2017, the Act was enacted in the U.S. Among numerous other provisions, the Act reduced or eliminated certain corporate tax deductions and provided for a transition from a worldwide to a territorial tax system for resident corporations and related corporate group members. As a result of the Act we will have greater flexibility to redirect our global cash resources where they are needed. The Company will continue to assess all relevant aspects of the Act, including additional guidance under the Act, among other things which may impact our income tax provision.

Net cash provided by operating activities was ~~$128.4~~$97.6 million in the ~~six~~three month period ended ~~September~~June 30, ~~2017~~2018 compared to ~~$104.3~~$63.5 million of cash provided by operating activities in the ~~six~~three month period ended ~~September~~June 30, ~~2016.~~2017.

Purchases of property and equipment were ~~$38.9~~$38.0 million in the ~~six~~three month period ended ~~September~~June 30, ~~2017~~2018 and ~~$28.0~~$21.8 million in the ~~six~~three month period ended ~~September~~June 30, ~~2016.~~2017. Expenditures in the current quarter were primarily made in connection with strategic building expansion and equipment purchase activities in our Fountain Inn, South Carolina facilities and our plants in ~~the Czech Republic, Germany,~~ El Salvador, and Malaysia. We expect to continue making strategic capital investments in our Electronic Component and Interconnect, Sensing and Control Devices product lines and estimate that we will incur ~~total~~ capital expenditures of approximately ~~$70.0~~$110 million in fiscal ~~2018.~~2019. The actual amount of capital expenditures will depend upon the outlook for end-market demand and timing of capital projects.

On ~~October 2, 2017, AVX Corporation announced it had~~April 30, 2018, AVX completed ~~the acquisition~~its purchase of ~~the TS&C division of TT Electronics, PLC, a U.K. Company,~~Kumatec for ~~approximately $156.0~~$12.3 million in ~~cash. The purchase comprises TS&C’s manufacturing subsidiaries located in Austria, China, Germany, India, Mexico, Romania, South Korea, the U.K.,~~cash, net of cash acquired and ~~the U.S., including R&D, manufacturing~~debt assumed. Kumatec develops, constructs and ~~sales office locations. In the year ended December 31, 2016, the TS&C business generated approximately $300.0 million~~manufactures automation equipment and manufactures plastic components.

Historically, our operating funding is internally generated through operations, investment income from cash, cash equivalents, and investments in securities and cash on hand. We have assessed the condition of our financial resources and our current business and believe that, based on our financial condition as of ~~September~~June 30, ~~2017,~~2018, cash on hand and cash expected to be generated from operating activities and investment income from cash, cash equivalents, and investments in securities will be sufficient to satisfy our anticipated financing needs for working capital, capital expenditures, environmental clean-up costs, expenses related to ongoing litigation, pension plan funding, research, development, and engineering expenses, ~~the acquisition of TS&C,~~ and

dividend payments or stock repurchases to be made during the next twelve months. While changes in customer demand have an impact on our future cash requirements, changes in those requirements are mitigated by our ability to adjust manufacturing capabilities to meet increases or decreases in customer demand. We do not anticipate any significant changes in our ability to generate capital or meet our liquidity needs in the foreseeable future.

From time to time we enter into delivery contracts with selected suppliers for certain precious metals used in our production processes. The delivery contracts represent routine purchase orders for delivery within three months and payment is due upon receipt. As of ~~September~~June 30, ~~2017,~~2018, we did not have any significant delivery contracts outstanding.

Information related to commitments and contingencies can be found in Note ~~12,~~13, “Commitments and Contingencies,” of the Notes to Consolidated Financial Statements and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017,~~2018, as well as in Note 7,9, “Commitments and Contingencies,” in the Notes to the Consolidated Financial Statements in this Form 10-Q. Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018.

Information related to new Statements of Financial Accounting Standards and Financial Accounting Standards Board Staff Positions that we have recently adopted or are currently reviewing can be found in Note 1, “Summary of Significant Accounting Policies,” of the Notes to Consolidated Financial Statements and in “Critical Accounting Policies and Estimates” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017,~~2018, as well as in Note 1, ~~“Critical~~“Summary of Significant Accounting Policies, ~~and Estimates,~~” in the Notes to the Consolidated Financial Statements in this Form 10-Q. Accordingly, this Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018.

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Our sales are denominated in various foreign currencies in addition to the U.S. Dollar. Certain manufacturing and operating costs denominated in local currencies are incurred in Europe, Asia, Mexico, and Central and South America. Additionally, purchases of resale products from Kyocera may be denominated in Yen. As a result, fluctuations in currency exchange rates affect our operating results and cash flow. In order to minimize the effect of movements in currency exchange rates, we periodically enter into forward exchange contracts to hedge external and intercompany foreign currency transactions. We do not hold or issue derivative financial instruments for speculative purposes. Accordingly, we have hedging commitments to cover a portion of our exchange risk on purchases, operating expenses, and sales. There have been no material net changes in our exposure to foreign currency exchange rates as reflected in Part II, Item 7A “Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018. See Note 1113 of our Notes to Consolidated Financial Statements contained in this Quarterly Report on Form 10-Q for further discussion of derivative financial instruments.

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of the end of the period covered in this report, we carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

In addition, there were no changes in our internal control over financial reporting during the ~~second~~first quarter of fiscal ~~2018~~2019 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Please refer to Note 7,9, “Commitments and Contingencies,” in our Notes to Consolidated Financial Statements in Part I, Item 1 to this Form 10-Q for a discussion of our involvement in certain environmental and other pending legal proceedings.

Please refer to Part I, Item 1A, Risk Factors, in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017~~2018 for information regarding factors that could affect our results of operations, financial condition, and liquidity. There have been no material changes to the risk factors affecting the company as reported in our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2017.~~2018.

On October 17, 2007, the Board of Directors of the Company authorized the repurchase of 5,000,000 shares of our common stock from time to time in the open market. The repurchased shares are held as treasury stock and are available for general corporate purposes. We did not make any repurchases in the three month period ended September 30, 2017. As of September 30, 2017, there were 3,067,074 shares that may yet be repurchased under this program.

	ITEM 6.	EXHIBITS

~~ITEM 6.~~	~~EXHIBITS~~
Exhibit 31.1	Certification of John Sarvis, Chairman, Chief Executive Officer and President, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated ~~November 3, 2017~~August 6, 2018..

	Exhibit 31.2	Certification of ~~Kurt P. Cummings, Executive~~Michael Hufnagel, Senior Vice President, Chief Financial Officer and Treasurer, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated ~~November 3, 2017~~August 6, 2018..

	Exhibit 32.1	Certification Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - John Sarvis and ~~Kurt P. Cummings~~Michael Hufnagel..

	101	The following financial information from our Quarterly Report on Form 10-Q for the quarter ended ~~September~~June 30, ~~2017,~~2018, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operation, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Cash Flows, and (v) the Notes to Consolidated Financial Statements.

Table of Contents

Signature

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, and the undersigned also has signed this report in his capacity as the registrant’s ~~Vice President of Corporate Finance (Principal Accounting Officer).~~

Chief Financial Officer.

Date: ~~November 3, 2017~~August 6, 2018



AVX Corporation

By:	/s/ Michael E. Hufnagel


	~~Michael E. Hufnagel~~
	~~Vice President of Corporate Finance~~



	Michael Hufnagel
	Senior Vice President, Chief Financial Officer, and Treasurer

3128


		Page
PART I:	Financial Information:

ITEM 1.	Financial Statements (unaudited):	3
	Consolidated Balance Sheets as of March 31, ~~2017~~2018 and ~~September~~June 30, ~~2017~~2018	3
	Consolidated Statements of Operations for the three ~~and six~~ months ended ~~September~~June 30, ~~2016~~2017 and ~~2017~~2018	4
	Consolidated Statements of Comprehensive Income for the three ~~and six~~ months ended ~~September~~June 30, ~~2016~~2017 and ~~2017~~2018	5
	Consolidated Statements of Cash Flows for the ~~six~~three months ended ~~September~~June 30, ~~2016~~2017 and ~~2017~~2018	6
	Notes to Consolidated Financial Statements	7
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	2926
ITEM 4.	Controls and Procedures	2926

PART II:	Other Information:

ITEM 1.	Legal Proceedings	3027
ITEM 1A.	Risk Factors	3027
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3027
ITEM 6.	Exhibits	3027
Signature		3128

	Three Months Ended
	June 30,
	2017			2018
Operating Activities:
Net income	$	31,484		$	55,963
Adjustment to reconcile net income to net cash from operating activities:
Depreciation and amortization		10,355			20,289
Stock-based compensation expense		847			838
Deferred income taxes		1,005			(1,250	)
Loss on disposal of property and equipment		-			33
Equity income from equity-method investments		-			44
Changes in operating assets and liabilities, excluding acquisitions:
Accounts receivable		(2,969	)		22,579
Inventories		5,077			(1,373	)
Accounts payable and accrued expenses		(1,687	)		(8,479	)
Income taxes payable		840			14,107
Other assets		17,065			(10,488	)
Other liabilities		1,514			5,364
Net cash provided by operating activities		63,531			97,627

Investing Activities:
Purchases of property and equipment		(21,807	)		(38,020	)
Purchase of business, net of cash and debt acquired		-			(12,909	)
Purchases of investment securities		(455,013	)		(380,803	)
Redemptions of investment securities		485,286			270,947
Other investing activities		(969	)		(958	)
Net cash provided by (used in) investing activities		7,497			(161,743	)

Financing Activities:
Dividends paid		(18,495	)		(19,381	)
Purchase of treasury stock		-			(811	)
Net change of equity awards		2,185			(199	)
Principle payments of debt		-			(1,892	)
Payments of tax withholdings for vested restricted stock units		(450	)		(720	)
Net cash used in financing activities		(16,760	)		(23,003	)

Effect of exchange rate on cash		674			(2,361	)

Increase (decrease) in cash and cash equivalents		54,942			(89,480	)

Cash and cash equivalents at beginning of period		578,634			547,415

Cash and cash equivalents at end of period	$	633,576		$	457,935

	Three Months Ended June 30, 2018
			Balances without		Increase Due to
	As reported		ASC 606 Adoption		Adoption

Accounts Receivable - trade, net	$	268,575	$	254,708	$	13,867
Accrued Expenses	$	145,961	$	132,094	$	13,867


	March 31, 2017		September 30, 2017		March 31, 2018		June 30, 2018
Gross Accounts Receivable - Trade	$	198,491	$	210,666	$	300,016	$	280,327
Less:
Allowances for doubtful accounts		1,285		601		1,893		1,294
Stock rotation and ship from stock and debit		14,853		15,119
Sales returns and discounts		5,623		5,076
Stock rotation						7,109		-
Ship from stock and debit						9,663		9,869
Sales returns						5,374		-
Discounts						718		589
Total allowances		21,761		20,796		24,757		11,752
	$	176,730	$	189,870
Accounts Receivable - Trade, net						275,259		268,575


	Three Months Ended				Six Months Ended				Three Months Ended
	September 30,				September 30,				June 30,
	2016		2017		2016		2017		2017			2018
Stock rotation and ship from stock and debit:
Beginning Balance	$	17,048	$	14,893	$	14,314	$	14,853
Beginning balance									$	14,853		$	15,989
Charges		6,756		7,527		14,287		14,266		6,739			6,392
Applications		(5,001)		(7,301)		(9,798)		(14,000)		(6,699	)		(6,186	)
Ending Balance	$	18,803	$	15,119	$	18,803	$	15,119
Stock rotation reclassified to liability										-			(6,326	)
Ending balance									$	14,893		$	9,869



	Held-to-Maturity				Held-to-Maturity
	Amortized		Estimated		Amortized		Estimated
	Cost		Fair Value		Cost		Fair Value
Due in one year or less	$	546,625	$	546,891	$	388,217	$	388,423
Due after one year through five years		-		-		-		-
Total	$	546,625	$	546,891	$	388,217	$	388,423


	Three Months Ended				Three Months Ended
(in thousands)	September 30,				June 30,
Sales Revenue	2016		2017		2017		2018
Ceramic Components	$	46,432	$	57,319	$	51,057	$	78,836
Tantalum Components		78,600		93,987		88,953		101,032
Advanced Components		89,112		83,601		161,659		139,344
Total Passive Components		214,144		234,907
AVX Interconnect		29,170		32,577
KCP Resale Connectors		7,755		9,439
KDP and KCD Resale		76,392		75,770
Total KED Resale		84,147		85,209
Total Electronic Components						301,669		319,212
Interconnect, Sensing and Control Devices						29,685		134,904
Total Revenue	$	327,461	$	352,693	$	331,354	$	454,116

					Total number of		Maximum number
					shares purchased		of shares that may
	Total number				as part of publicly		yet be purchased
	of shares		Average price		announced plans		under the plans or
Period	purchased		paid per share		or programs (1)		programs (1)
4/1/18 - 4/30/18		20,000	$	14.65		20,000		3,047,074
5/1/18 - 5/31/18		35,000		14.80		35,000		3,012,074
6/1/18 - 6/30/18		-		-		-		3,012,074
Total		55,000	$	14.74		55,000		3,012,074