Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 30, 2019 | May 07, 2019 | |
Entity Information [Line Items] | ||
Entity Registrant Name | VISHAY INTERTECHNOLOGY INC | |
Entity Central Index Key | 0000103730 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Common Stock [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 132,338,451 | |
Class B Convertible Common Stock [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 12,097,409 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 749,426 | $ 686,032 |
Short-term investments | 8,411 | 78,286 |
Accounts receivable, net | 391,960 | 397,020 |
Inventories: | ||
Finished goods | 137,317 | 138,112 |
Work in process | 194,617 | 190,982 |
Raw materials | 148,293 | 150,566 |
Total inventories | 480,227 | 479,660 |
Prepaid expenses and other current assets | 141,555 | 142,888 |
Total current assets | 1,771,579 | 1,783,886 |
Property and equipment, at cost: | ||
Land | 74,499 | 87,622 |
Buildings and improvements | 569,395 | 619,445 |
Machinery and equipment | 2,525,394 | 2,510,001 |
Construction in progress | 119,470 | 125,109 |
Allowance for depreciation | (2,339,944) | (2,373,176) |
Property and equipment, net | 948,814 | 969,001 |
Right of use assets | 96,281 | 0 |
Goodwill | 150,628 | 147,480 |
Other intangible assets, net | 67,524 | 65,688 |
Other assets | 146,224 | 140,143 |
Total assets | 3,181,050 | 3,106,198 |
Current liabilities: | ||
Notes payable to banks | 18 | 18 |
Trade accounts payable | 192,221 | 218,322 |
Payroll and related expenses | 135,821 | 141,670 |
Lease liabilities | 14,760 | 0 |
Other accrued expenses | 160,756 | 229,660 |
Income taxes | 70,653 | 54,436 |
Total current liabilities | 574,229 | 644,106 |
Long-term debt less current portion | 492,830 | 494,509 |
U.S. transition tax payable | 154,953 | 154,953 |
Deferred income taxes | 86,209 | 85,471 |
Long-term lease liabilities | 86,684 | 0 |
Other liabilities | 79,492 | 79,489 |
Accrued pension and other postretirement costs | 254,835 | 260,984 |
Total liabilities | 1,729,232 | 1,719,512 |
Redeemable convertible debentures | 206 | 2,016 |
Vishay stockholders' equity | ||
Common stock | 13,234 | 13,212 |
Class B convertible common stock | 1,210 | 1,210 |
Capital in excess of par value | 1,425,101 | 1,436,011 |
(Accumulated deficit) retained earnings | 24,922 | (61,258) |
Accumulated other comprehensive income (loss) | (15,323) | (6,791) |
Total Vishay stockholders' equity | 1,449,144 | 1,382,384 |
Noncontrolling interests | 2,468 | 2,286 |
Total equity | 1,451,612 | 1,384,670 |
Total liabilities, temporary equity, and equity | $ 3,181,050 | $ 3,106,198 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Consolidated Statements of Operations [Abstract] | ||
Net revenues | $ 745,159 | $ 716,795 |
Costs of products sold | 534,000 | 511,495 |
Gross profit | 211,159 | 205,300 |
Selling, general, and administrative expenses | 103,424 | 101,238 |
Operating income | 107,735 | 104,062 |
Other income (expense): | ||
Interest expense | (8,392) | (7,677) |
Other components of net periodic pension cost | (3,396) | (3,519) |
Loss on early extinguishment of debt | (1,307) | 0 |
Other | 5,308 | (847) |
Total other income (expense) | (7,787) | (12,043) |
Income before taxes | 99,948 | 92,019 |
Income tax expense (benefit) | 24,307 | 29,474 |
Net earnings | 75,641 | 62,545 |
Less: net earnings attributable to noncontrolling interests | 182 | 179 |
Net earnings attributable to Vishay stockholders | $ 75,459 | $ 62,366 |
Basic earnings per share attributable to Vishay stockholders (in dollars per share) | $ 0.52 | $ 0.43 |
Diluted earnings per share attributable to Vishay stockholders (in dollars per share) | $ 0.52 | $ 0.39 |
Weighted average shares outstanding - basic (in shares) | 144,554 | 144,327 |
Weighted average shares outstanding - diluted (in shares) | 145,289 | 159,502 |
Cash dividends per share (in dollars per share) | $ 0.0850 | $ 0.0675 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Consolidated Statements of Comprehensive Income [Abstract] | ||
Net earnings | $ 75,641 | $ 62,545 |
Other comprehensive income (loss), net of tax | ||
Pension and post-retirement actuarial items | 1,457 | 1,607 |
Foreign currency translation adjustment | (9,989) | 27,024 |
Other comprehensive income (loss) | (8,532) | 28,631 |
Comprehensive income | 67,109 | 91,176 |
Less: comprehensive income attributable to noncontrolling interests | 182 | 179 |
Comprehensive income attributable to Vishay stockholders | $ 66,927 | $ 90,997 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Operating activities | ||
Net earnings | $ 75,641 | $ 62,545 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 40,428 | 40,558 |
(Gain) loss on disposal of property and equipment | (173) | (176) |
Accretion of interest on convertible debt instruments | 3,490 | 1,309 |
Inventory write-offs for obsolescence | 6,967 | 5,457 |
Deferred income taxes | (2,614) | 7,014 |
Loss on extinguishment of debt | 1,307 | 0 |
Other | (1,744) | 2,908 |
Net change in operating assets and liabilities, net of effects of businesses acquired | (43,784) | (72,756) |
Net cash provided by operating activities | 79,518 | 46,859 |
Investing activities | ||
Capital expenditures | (36,367) | (28,273) |
Proceeds from sale of property and equipment | 395 | 184 |
Purchase of businesses, net of cash received | (11,862) | (12,072) |
Purchase of short-term investments | (1,920) | (39,243) |
Maturity of short-term investments | 71,455 | 93,194 |
Other investing activities | 2,893 | (935) |
Net cash provided by (used in) investing activities | 24,594 | 12,855 |
Financing activities | ||
Repurchase of convertible debentures | (22,695) | 0 |
Net proceeds (payments) on revolving credit lines | 0 | 34,000 |
Net changes in short-term borrowings | 0 | 52 |
Cash withholding taxes paid when shares withheld for vested equity awards | (2,659) | (2,297) |
Net cash provided by (used in) financing activities | (37,631) | 22,020 |
Effect of exchange rate changes on cash and cash equivalents | (3,087) | 9,825 |
Net increase in cash and cash equivalents | 63,394 | 91,559 |
Cash and cash equivalents at beginning of period | 686,032 | 748,032 |
Cash and cash equivalents at end of period | 749,426 | 839,591 |
Common Stock [Member] | ||
Operating activities | ||
Net earnings | 0 | 0 |
Financing activities | ||
Dividends paid to common stockholders | (11,249) | (8,918) |
Class B Convertible Common Stock [Member] | ||
Operating activities | ||
Net earnings | 0 | 0 |
Financing activities | ||
Dividends paid to common stockholders | $ (1,028) | $ (817) |
Consolidated Statement of Equit
Consolidated Statement of Equity - USD ($) $ in Thousands | Capital In Excess of Par Value [Member] | Retained Earnings (Accumulated Deficit) [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total Vishay Stockholders' Equity [Member] | Noncontrolling Interests [Member] | Total | Common Stock [Member] | Class B Convertible Common Stock [Member] |
Cumulative effect of accounting change for adoption of ASU | $ 0 | $ 1,801 | $ (1,801) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Balance at Period Start at Dec. 31, 2017 | 1,752,506 | (362,254) | 25,714 | 1,430,367 | 2,032 | 1,432,399 | 13,188 | 1,213 |
Net earnings (loss) | 0 | 62,366 | 0 | 62,366 | 179 | 62,545 | 0 | 0 |
Other comprehensive income | 0 | 0 | 28,631 | 28,631 | 0 | 28,631 | 0 | 0 |
Conversions from Class B to common stock | 0 | 0 | 0 | 0 | 0 | 0 | 3 | (3) |
Temporary equity reclassification | 1,080 | 0 | 0 | 1,080 | 0 | 1,080 | 0 | 0 |
Issuance of stock and related tax withholdings | (2,318) | 0 | 0 | (2,297) | 0 | (2,297) | 21 | 0 |
Dividends declared | 11 | (9,746) | 0 | (9,735) | 0 | (9,735) | 0 | 0 |
Stock compensation expense | 2,483 | 0 | 0 | 2,483 | 0 | 2,483 | 0 | 0 |
Balance at Period End at Mar. 31, 2018 | 1,753,762 | (307,833) | 52,544 | 1,512,895 | 2,211 | 1,515,106 | 13,212 | 1,210 |
Cumulative effect of accounting change for adoption of ASU | 0 | 23,013 | 0 | 23,013 | 0 | 23,013 | 0 | 0 |
Balance at Period Start at Dec. 31, 2018 | 1,436,011 | (61,258) | (6,791) | 1,382,384 | 2,286 | 1,384,670 | 13,212 | 1,210 |
Net earnings (loss) | 0 | 75,459 | 0 | 75,459 | 182 | 75,641 | 0 | 0 |
Other comprehensive income | 0 | 0 | (8,532) | (8,532) | 0 | (8,532) | 0 | 0 |
Conversions from Class B to common stock | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Temporary equity reclassification | 3 | 0 | 0 | 3 | 0 | 3 | 0 | 0 |
Issuance of stock and related tax withholdings | (2,681) | 0 | 0 | (2,659) | 0 | (2,659) | 22 | 0 |
Dividends declared | 15 | (12,292) | 0 | (12,277) | 0 | (12,277) | 0 | 0 |
Stock compensation expense | 3,536 | 0 | 0 | 3,536 | 0 | 3,536 | 0 | 0 |
Repurchase of convertible senior debentures | (11,783) | 0 | 0 | (11,783) | 0 | (11,783) | 0 | 0 |
Balance at Period End at Mar. 30, 2019 | $ 1,425,101 | $ 24,922 | $ (15,323) | $ 1,449,144 | $ 2,468 | $ 1,451,612 | $ 13,234 | $ 1,210 |
Consolidated Statement of Equ_2
Consolidated Statement of Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Consolidated Statement of Equity [Abstract] | ||
Conversion of Class B shares (in shares) | 18 | 31,800 |
Restricted stock issuances (in shares) | 220,718 | 211,328 |
Dividends declared (in dollars per share) | $ 0.0850 | $ 0.0675 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 30, 2019 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 1 – Basis of Presentation The accompanying unaudited consolidated condensed financial statements of Vishay Intertechnology, Inc. (“Vishay” or the “Company”) have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes necessary for presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. The financial statements should be read in conjunction with the consolidated financial statements filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The results of operations for the fiscal quarter and three fiscal months ended March 30, 2019 are not necessarily indicative of the results to be expected for the full year. The Company reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first fiscal quarter, which always begins on January 1, and the fourth fiscal quarter, which always ends on December 31. The four fiscal quarters in 2019 end on March 30, 2019, June 29, 2019, September 28, 2019, and December 31, 2019, respectively. The four fiscal quarters in 2018 ended on March 31, 2018, June 30, 2018, September 29, 2018, and December 31, 2018, respectively. Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) Leases On December 20, 2018, the Company received sale proceeds of $45,500 and concurrently leased-back its former manufacturing site in Santa Clara, California, under a short-term arrangement, to raze the buildings. Upon adoption of ASC Topic 842, the Company was required to reassess the accounting for these transactions. The transactions did not qualify as a completed sale and leaseback under previous GAAP. However, pursuant to ASC Topic 842’s sale and leaseback guidance, the transaction would qualify as a completed sale. The Company recognized a cumulative-effect adjustment to retained earnings (accumulated deficit) of $23,013, to recognize the sale as of the date of adoption, and derecognized the land, building, and related deferred proceeds, which had been recorded in other accrued expenses. The adoption of the ASU did not have a material impact on the Company's results of operations or cash flows. See Note 3. Recently Issued Accounting Guidance In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Reclassifications Certain prior period amounts have been reclassified to conform to the current financial statement presentation. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 30, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Note 2 – Revenue Recognition Sales returns and allowances accrual activity is shown below: Fiscal quarters ended March 30, 2019 March 31, 2018 Beginning balance $ 42,663 $ 36,680 Sales allowances 28,211 24,188 Credits issued (33,062 ) (28,450 ) Foreign currency (235 ) 288 Ending balance $ 37,577 $ 32,706 See disaggregated revenue information in Note 10. |
Leases
Leases | 3 Months Ended |
Mar. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 3 – Leases The Company leases buildings and machinery and equipment used for manufacturing and/or sales and administrative purposes. The Company is also party to various service, warehousing, and other agreements that it evaluates for potential embedded leases. Substantially all of the Company’s leases are structured and classified as operating leases. As of January 1, 2019, the Company accounts for its leases in accordance with ASC Topic 842. The Company leases assets in each region in which it operates. The Company’s leases are generally denominated in the currency of the leased assets' location, which may not be the functional currency of the subsidiary lessee. Accordingly, the Company remeasures its lease liability and recognizes a transactional gain/loss for leases denominated in currencies other than the functional currency of the subsidiary lessee. The Company recognizes right of use assets and lease liabilities for leases greater than twelve months in duration based on the contract consideration for lease components through the term of the lease and the applicable discount rate. Leases with a duration less than or equal to twelve months are considered short-term leases. The Company does not recognize right of use assets or lease liabilities for short-term leases and classifies the expense as short-term lease expense. Variable lease payments based on an index or rate are included in the right of use assets and lease liabilities based on the effective rates at lease commencement. Changes in the rates or indices do not impact the right of use asset or lease liability and are recognized as a component of lease expense in the statement of operations. Variable lease payments not based on an index or rate are not included in the initial right of use asset and lease liability and are recognized when incurred as a component of lease expense in the statement of operations. The Company has elected to not separate contract consideration for lease and non-lease components for its building leases. In addition to the noncancellable period of a lease, the Company includes periods covered by extension options it is reasonably certain to exercise, termination options that it is reasonably certain not to exercise, and extension and termination options controlled by the lessor in its determination of the lease term. The Company uses the rate implicit in the contract whenever possible when determining the applicable discount rate. When the implicit rate is not used, the Company employs a portfolio approach based on the duration of the lease. The portfolio lease rates are calculated monthly. No individual lease is considered significant and there are no leases that have not yet commenced that are considered significant. The net right of use assets and lease liabilities recognized on the consolidated condensed balance sheet for the Company's operating leases as of March 30, 2019 and the net right of use assets and lease liabilities recognized upon the adoption of ASC Topic 842 on January 1, 2019 are presented below: March 30, 2019 January 1, 2019 Right of use assets Operating Leases Buildings and improvements $ 91,106 $ 86,058 Machinery and equipment 5,175 5,404 Total $ 96,281 $ 91,462 Current lease liabilities Operating Leases Buildings and improvements $ 12,076 $ 10,644 Machinery and equipment 2,684 3,317 Total $ 14,760 $ 13,961 Long-term lease liabilities Operating Leases Buildings and improvements $ 84,202 $ 79,000 Machinery and equipment 2,482 2,823 Total $ 86,684 $ 81,823 Total lease liabilities $ 101,444 $ 95,784 Lease expense is classified in the statement of operations based on asset use. Total lease cost recognized on the consolidated condensed statement of operations is as follows: Fiscal quarter ended March 30, 2019 Lease expense Operating lease expense $ 5,536 Short-term lease expense 833 Variable lease expense 12 Total lease expense $ 6,381 The Company paid $5,050 for its operating leases in the fiscal quarter ended March 31, 2019, which are included in operating cash flows on the consolidated condensed statement of cash flows. The weighted-average remaining lease term for the Company's operating leases is 9.3 years and the weighted-average discount rate is 6.1% as of March 30, 2019. The undiscounted future lease payments for the Company's operating lease liabilities are as follows: March 30, 2019 2019 (excluding the three fiscal months ended March 30, 2019) $ 15,916 2020 18,527 2021 15,502 2022 13,036 2023 12,215 Thereafter 60,661 The undiscounted future lease payments presented in the table above include payments through the term of the lease, which may include periods beyond the noncancellable term. The difference between the total payments above and the lease liability balance is due to the discount rate used to calculate lease liabilities. The Company elected to use the package of practical expedients available in ASC Topic 842; and accordingly, did not reassess existing contracts for leases, the classification of existing leases, or initial direct costs for any existing leases. The Company also elected to use the practical expedient available in ASC Topic 842 for land easements. The Company did not elect the practical expedient available in ASC Topic 842 to use hindsight in determining the lease term. Accordingly, the remaining lease term as of January 1, 2019 was used to calculate the initial right of use asset and lease liability. |
Acquisition Activities
Acquisition Activities | 3 Months Ended |
Mar. 30, 2019 | |
Acquisition Activities [Abstract] | |
Acquisition Activities | Note 4 – Acquisition Activities As part of its growth strategy, the Company seeks to expand through targeted acquisitions of other manufacturers of electronic components that have established positions in major markets, reputations for product quality and reliability, and product lines with which the Company has substantial marketing and technical expertise. On January 3, 2019, the Company acquired substantially all of the assets of Bi-Metallix, Inc. ("Bi-Metallix"), a U.S.-based, privately-held provider of electron beam continuous strip welding services for $11,862. The Company was a major customer of Bi-Metallix, and the acquired business is being vertically integrated into the Company's Resistors & Inductors segment. Based on an estimate of their fair values, the Company allocated $2,900 of the purchase price to definite-lived intangible assets. After allocating the purchase price to the assets acquired and liabilities assumed based on an estimation of their fair values at the date of acquisition, the Company recorded goodwill of $3,324 related to this acquisition. The results and operations of this acquisition have been included in the Resistors & Inductors segment since January 3, 2019. The inclusion of this acquisition did not have a material impact on the Company's consolidated results for the fiscal quarter ended March 30, 2019. The goodwill related to this acquisition is included in the Resistors & Inductors reporting unit for goodwill impairment testing. Had this acquisition occurred as of the beginning of the periods presented in these consolidated condensed financial statements, the pro forma statements of operations would not be materially different than the consolidated condensed statements of operations presented. The remaining fluctuation in the goodwill account balance is due to foreign currency translation. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 30, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | Note 5 – Income Taxes The provision for income taxes consists of provisions for federal, state, and foreign income taxes. The effective tax rates for the periods ended March 30, 2019 and March 31, 2018 reflect the Company’s expected tax rate on reported income from continuing operations before income tax and tax adjustments. The Company operates in a global environment with significant operations in various jurisdictions outside the United States. Accordingly, the consolidated income tax rate is a composite rate reflecting the Company’s earnings and the applicable tax rates in the various jurisdictions where the Company operates. As of March 30, 2019, the Company has approximately $300,000 of unremitted foreign earnings that the Company has deemed not permanently reinvested and thus has accrued foreign withholding and other taxes. The Company continues to evaluate the timing and uses of the remaining amounts, and may decide to ultimately not repatriate some of these amounts. The Company’s repurchase of a portion of the outstanding convertible debentures in the first fiscal quarter of 2019 (see Note 6) slightly reduced the Company’s expected 2019 tax rate. The Company recognized a tax benefit on the pre-tax loss on early extinguishment of debt. The Company also recognized a tax benefit of $1,312 resulting from the extinguishment, reflecting the reduction in deferred tax liabilities related to the special tax attributes of the debentures. Income tax expense for the fiscal quarter ended March 30, 2019, includes tax benefit of $585 for the periodic remeasurement of the deferred tax liability recorded for the foreign taxes associated with the Company's cash repatriation program. Income tax expense for the fiscal quarter ended March 31, 2018 included tax expense of $1,316 for the periodic remeasurement of the deferred tax liability recorded for the Company's cash repatriation program. During the fiscal quarter ended March 30, 2019, the liabilities for unrecognized tax benefits increased by $1,446 on a net basis, due to increases for tax positions taken in the current and prior periods and interest, offset by expiration of a statute. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 30, 2019 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | Note 6 – Long-Term Debt Long-term debt consists of the following: March 30, 2019 December 31, 2018 Credit facility $ - $ - Convertible senior notes, due 2025 498,629 495,203 Convertible senior debentures, due 2040 144 539 Convertible senior debentures, due 2041 8,085 12,812 Convertible senior debentures, due 2042 - 923 Deferred financing costs (14,028 ) (14,968 ) 492,830 494,509 Less current portion - - $ 492,830 $ 494,509 Convertible Debt Instruments The following table summarizes some key facts and terms regarding the outstanding convertible debt instruments as of March 30, 2019: Convertible Senior Notes Due 2025 Convertible Senior Debentures Due 2040 Convertible Senior Debentures Due 2041 Issuance date June 12, 2018 November 9, 2010 May 13, 2011 Maturity date June 15, 2025 November 15, 2040 May 15, 2041 Principal amount as of March 30, 2019 $ 600,000 $ 350 $ 20,790 Cash coupon rate (per annum) 2.25 % 2.25 % 2.25 % Nonconvertible debt borrowing rate at issuance (per annum) 5.50 % 8.00 % 8.375 % Conversion rate effective March 13, 2019 (per $1 principal amount) 31.7536 78.7076 57.4367 Effective conversion price effective March 13, 2019 (per share) $ 31.49 $ 12.71 $ 17.41 130% of the conversion price (per share) $ 40.94 $ 16.52 $ 22.63 Call date n/a November 20, 2020 May 20, 2021 The terms of the convertible senior debentures due 2040 and due 2041 are generally congruent. The terms of the fully retired convertible senior debentures due 2042 were also generally congruent to the convertible senior debentures due 2040 and due 2041. Prior to three months before the maturity date, the holders may convert their convertible senior debentures due 2040 and due 2041 only under the following circumstances: (1) during any fiscal quarter after the first full quarter subsequent to issuance, if the sale price of Vishay common stock reaches 130% of the conversion price for a specified period; (2) the trading price of the debentures falls below 98% of the product of the sale price of Vishay's common stock and the conversion rate for a specified period; (3) Vishay calls any or all of the debentures for redemption, at any time prior to the close of business on the third scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. Prior to December 15, 2024, the holders of the convertible senior notes due 2025 may convert their notes only under the following circumstances: (1) during any fiscal quarter after the fiscal quarter ending September 29, 2018, if the sale price of Vishay common stock reaches 130% of the conversion price for a specified period (initially $40.94); (2) the trading price of the notes falls below 98% of the product of the sale price of Vishay's common stock and the conversion rate for a specified period; or (3) upon the occurrence of specified corporate transactions. The convertible senior debentures due 2040 became convertible subsequent to the September 30, 2017 evaluation of the conversion criteria, and have remained convertible for each subsequent quarterly evaluation through the March 30, 2019 evaluation, due to the sale price of Vishay's common stock exceeding 130% of the conversion price for the applicable periods. The convertible senior debentures due 2040 will remain convertible until June 29, 2019, at which time the conversion criteria will be reevaluated. At the direction of its Board of Directors, the Company intends, upon future conversion of any of the convertible debt instruments, to repay the principal amounts of the convertible debt instruments in cash and settle any additional amounts in shares of Vishay common stock. The excess of the amount that the Company would pay to the holders of the convertible senior debentures due 2040 upon conversion over the carrying value of the liability component of the debentures currently convertible has been reclassified as temporary equity on the consolidated condensed financial statements. The Company intends to finance the principal amount of any converted debentures using borrowings under its credit facility. Accordingly, the debt component of the convertible senior debentures due 2040 continues to be classified as a non-current liability on the consolidated condensed balance sheets. The quarterly cash dividend program of the Company results in adjustments to the conversion rate and effective conversion price for the convertible debt instruments effective as of the ex-dividend date of each cash dividend. The conversion rate and effective conversion price for the convertible senior notes due 2025 is adjusted for quarterly cash dividends to the extent such dividends exceed $0.085 per share of common stock. GAAP requires an issuer to separately account for the liability and equity components of the instrument in a manner that reflects the issuer’s nonconvertible debt borrowing rate when interest costs are recognized in subsequent periods. The resulting discount on the debt is amortized as non-cash interest expense in future periods. The carrying values of the liability and equity components of the convertible debt instruments are reflected in the Company’s consolidated condensed balance sheets as follows: Principal amount of the debt instruments Unamortized discount Embedded derivative Carrying value of liability component Equity component (including temporary equity) - net carrying value March 30, 201 Convertible senior notes due 2025 $ 600,000 (101,371 ) - $ 498,629 $ 85,262 Convertible senior debentures due 2040 and due 2041 $ 21,140 (12,935 ) 24 $ 8,229 $ 8,767 Total $ 621,140 $ (114,306 ) $ 24 $ 506,858 $ 94,029 December 31, 2018 Convertible senior notes due 2025 $ 600,000 (104,797 ) - $ 495,203 $ 85,262 Convertible senior debentures due 2040, due 2041, and due 2042 $ 36,556 (22,352 ) 70 $ 14,274 $ 15,092 Total $ 636,556 $ (127,149 ) $ 70 $ 509,477 $ 100,354 Interest is payable on the convertible debt instruments semi-annually at the cash coupon rate; however, the remaining debt discount is being amortized as additional non-cash interest expense using an effective annual interest rate equal to the Company’s estimated nonconvertible debt borrowing rate at the time of issuance. In addition to ordinary interest, contingent interest will accrue in certain circumstances relating to the trading price of the convertible senior debentures due 2040 and due 2041 and under certain other circumstances, beginning ten years subsequent to their respective issuance. The convertible senior notes due 2025 do not possess contingent interest features. Interest expense related to the convertible debt instruments is reflected on the consolidated condensed statements of operations for the fiscal quarters ended: Contractual coupon interest Non-cash amortization of debt discount Non-cash amortization of deferred financing costs Non-cash change in value of derivative liability Total interest expense related to the debt instruments March 30, 2019 Convertible senior notes due 2025 $ 3,375 3,426 454 - $ 7,255 Convertible senior debentures $ 148 64 2 (18 ) $ 196 Total $ 3,523 $ 3,490 $ 456 $ (18 ) $ 7,451 March 31, 2018 Convertible senior notes due 2025 $ - - - - $ - Convertible senior debentures $ 3,235 1,309 47 161 $ 4,752 Total $ 3,235 $ 1,309 $ 47 $ 161 $ 4,752 The Company used cash to repurchase $960, $12,288 and $2,168 principal amounts of convertible senior debentures due 2040, due 2041, and due 2042, respectively, in the first fiscal quarter of 2019. The net carrying value of the debentures repurchased were $396, $4,770, and $924, respectively. In accordance with the authoritative accounting guidance for convertible debentures, the aggregate repurchase payment of $22,695 was allocated between the liability ($7,311) and equity (including temporary equity, $15,384) components of the convertible debentures, using the Company's nonconvertible debt borrowing rate at the time of the repurchase. As a result, the Company recognized a loss on extinguishment of convertible debentures of $1,307, including the write-off of a portion of unamortized debt issuance costs. The convertible senior debentures due 2042 have been fully repurchased, and the trustee has confirmed that the Company has satisfied and discharged its obligations under the indenture governing the convertible senior debentures due 2042. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 7 – Accumulated Other Comprehensive Income (Loss) The cumulative balance of each component of other comprehensive income (loss) and the income tax effects allocated to each component are as follows: Pension and other post-retirement actuarial items Currency translation adjustment Total Balance at January 1, 2019 $ (58,291 ) $ 51,500 $ (6,791 ) Other comprehensive income before reclassifications - (9,989 ) $ (9,989 ) Tax effect - - $ - Other comprehensive income before reclassifications, net of tax - (9,989 ) $ (9,989 ) Amounts reclassified out of AOCI 2,064 - $ 2,064 Tax effect (607 ) - $ (607 ) Amounts reclassified out of AOCI, net of tax 1,457 - $ 1,457 Net other comprehensive income $ 1,457 $ (9,989 ) $ (8,532 ) Balance at March 30, 2019 $ (56,834 ) $ 41,511 $ (15,323 ) Reclassifications of pension and other post-retirement actuarial items out of AOCI are included in the computation of net periodic benefit cost. See Note 8 for further information. |
Pensions and Other Postretireme
Pensions and Other Postretirement Benefits | 3 Months Ended |
Mar. 30, 2019 | |
Pensions and Other Postretirement Benefits [Abstract] | |
Pensions and Other Postretirement Benefits | Note 8 – Pensions and Other Postretirement Benefits The Company maintains various retirement benefit plans. Defined Benefit Pension Plans The following table shows the components of the net periodic pension cost for the first fiscal quarters of 2019 and 2018 for the Company’s defined benefit pension plans: Fiscal quarter ended March 30, 2019 Fiscal quarter ended March 31, 2018 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Net service cost $ - $ 852 $ - $ 948 Interest cost 424 1,291 371 1,242 Expected return on plan assets - (490 ) - (488 ) Amortization of prior service cost 36 51 36 55 Amortization of losses 118 1,359 159 1,604 Curtailment and settlement losses - 505 - 462 Net periodic benefit cost $ 578 $ 3,568 $ 566 $ 3,823 Other Postretirement Benefits The following table shows the components of the net periodic benefit cost for the first fiscal quarters of 2019 and 2018 for the Company’s other postretirement benefit plans: Fiscal quarter ended March 30, 2019 Fiscal quarter ended March 31, 2018 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 35 $ 72 $ 34 $ 75 Interest cost 77 30 68 30 Amortization of prior service (credit) - - (37 ) - Amortization of losses (gains) (32 ) 27 (10 ) 27 Net periodic benefit cost $ 80 $ 129 $ 55 $ 132 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 30, 2019 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 9 – Stock-Based Compensation The Company has various stockholder-approved programs which allow for the grant of stock-based compensation to officers, employees, and non-employee directors of the Company. The amount of compensation cost related to stock-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. The Company determines compensation cost for restricted stock units (“RSUs”) and phantom stock units based on the grant-date fair value of the underlying common stock adjusted for expected dividends paid over the required vesting period for non-participating awards. Compensation cost is recognized over the period that an officer, employee, or non-employee director provides service in exchange for the award. The following table summarizes stock-based compensation expense recognized: Fiscal quarters ended March 30, 2019 March 31, 2018 Restricted stock units $ 3,359 $ 2,269 Phantom stock units 177 214 Total $ 3,536 $ 2,483 The Company recognizes compensation cost for RSUs that are expected to vest and records cumulative adjustments in the period that the expectation changes. The following table summarizes unrecognized compensation cost and the weighted average remaining amortization periods at March 30, 2019 (amortization periods in years) Unrecognized Compensation Cost Weighted Average Remaining Amortization Periods Restricted stock units $ 5,669 1.0 Phantom stock units - 0.0 Total $ 5,669 The Company currently expects all performance-based RSUs to vest and all of the associated unrecognized compensation cost for performance-based RSUs presented in the table above to be recognized. 2007 Stock Incentive Plan The Company’s 2007 Stock Incentive Program (the “2007 Program”), as amended and restated, permits the grant of up to 6,500,000 shares of restricted stock, unrestricted stock, RSUs, stock options, and phantom stock units, to officers, employees, and non-employee directors of the Company. Such instruments are available for grant until May 20, 2024. Restricted Stock Units RSU activity under the 2007 Program as of March 30, 2019 and changes during the three fiscal months then ended are presented below (number of RSUs in thousands) Number of RSUs Weighted Average Grant-date Fair Value per Unit Outstanding: January 1, 2019 904 $ 14.77 Granted 314 19.85 Vested* (349 ) 11.50 Cancelled or forfeited - - Outstanding at March 30, 2019 869 $ 17.92 Expected to vest at March 30, 2019 855 * The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy the statutory tax withholding requirements. The number of performance-based RSUs that are scheduled to vest increases ratably based on the achievement of defined performance criteria between the established target and maximum levels. RSUs with performance-based vesting criteria are expected to vest as follows (number of RSUs in thousands) Vesting Date Expected to Vest Not Expected to Vest Total January 1, 2020 167 - 167 January 1, 2021 141 - 141 January 1, 2022 174 - 174 Phantom Stock Units The 2007 Program authorizes the grant of phantom stock units to the extent provided for in the Company’s employment agreements with certain executives. Each phantom stock unit entitles the recipient to receive a share of common stock at the individual’s termination of employment or any other future date specified in the applicable employment agreement. Phantom stock units participate in dividend distribution on the same basis as the Company's common stock and Class B common stock. Dividend equivalents are issued in the form of additional units of phantom stock. The phantom stock units are fully vested at all times. Phantom stock unit activity under the phantom stock plan as of March 30, 2019 and changes during the three fiscal months then ended are presented below (number of phantom stock units in thousands) Number of units Grant-date Fair Value per Unit Outstanding: January 1, 2019 170 Granted 10 $ 17.72 Dividend equivalents issued 1 Outstanding at March 30, 2019 181 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 30, 2019 | |
Segment Information [Abstract] | |
Segment Information | Note 10 – Segment Information Vishay is a global manufacturer and supplier of electronic components. Vishay operates, and its chief operating decision maker makes strategic and operating decisions with regards to assessing performance and allocating resources based on, five reporting segments: MOSFETs, Diodes, Optoelectronic Components, Resistors & Inductors, and Capacitors. These segments represent groupings of product lines based on their functionality: ● Metal oxide semiconductor field-effect transistors ("MOSFETs") function as solid-state switches to control power. ● Diodes route, regulate, and block radio frequency, analog, and power signals; protect systems from surges or electrostatic discharge damage; or provide electromagnetic interference filtering. ● Optoelectronic components emit light, detect light, or do both. ● Resistors and inductors both impede electric current. Resistors are basic components used in all forms of electronic circuitry to adjust and regulate levels of voltage and current. Inductors use an internal magnetic field to change alternating current phase and resist alternating current. ● Capacitors store energy and discharge it when needed. Vishay's reporting segments generate substantially all of their revenue from product sales to the industrial, automotive, telecommunications, computing, consumer products, power supplies, military and aerospace, and medical end markets. A small portion of revenues is from royalties. The Company evaluates business segment performance on operating income, exclusive of certain items (“segment operating income”). Only dedicated, direct selling, general, and administrative expenses of the segments are included in the calculation of segment operating income. The Company’s calculation of segment operating income excludes such selling, general, and administrative costs as global operations, sales and marketing, information systems, finance and administration groups, as well as restructuring and severance costs, goodwill and long-lived asset impairment charges, and other items. Management believes that evaluating segment performance excluding such items is meaningful because it provides insight with respect to intrinsic operating results of the Company. These items represent reconciling items between segment operating income and consolidated operating income. Business segment assets are the owned or allocated assets used by each business. The Company also regularly evaluates gross profit by segment to assist in the analysis of consolidated gross profit. The Company considers segment operating income to be the more important metric because it more fully captures the business operations of the segments. The following tables set forth business segment information: MOSFETs Diodes Optoelectronic Components Resistors & Inductors Capacitors Total Fiscal quarter ended March 30, 2019: Net revenues $ 137,341 $ 167,840 $ 60,562 $ 260,471 $ 118,945 $ 745,159 Gross profit $ 36,059 $ 43,492 $ 16,017 $ 85,869 $ 29,722 $ 211,159 Segment operating income $ 26,678 $ 38,128 $ 11,710 $ 76,987 $ 24,566 $ 178,069 Fiscal quarter ended March 31, 2018: Net revenues $ 127,506 $ 167,017 $ 71,958 $ 244,046 $ 106,268 $ 716,795 Gross profit $ 32,022 $ 43,200 $ 27,233 $ 78,530 $ 24,315 $ 205,300 Segment operating income $ 22,558 $ 37,931 $ 22,794 $ 70,002 $ 18,893 $ 172,178 Fiscal quarters ended March 30, 2019 March 31, 2018 Reconciliation: Segment Operating Income $ 178,069 $ 172,178 Unallocated Selling, General, and Administrative Expenses (70,334 ) (68,116 ) Consolidated Operating Income 107,735 $ 104,062 Unallocated Other Income (Expense) (7,787 ) (12,043 ) Consolidated Income Before Taxes $ 99,948 92,019 The Company has a broad line of products that it sells to OEMs, EMS companies, and independent distributors. The distribution of sales by customer type is shown below: Fiscal quarters ended March 30, 2019 March 31, 2018 Distributors $ 411,560 $ 404,060 OEMs 282,636 264,050 EMS companies 50,963 48,685 Total Revenue $ 745,159 $ 716,795 Net revenues were attributable to customers in the following regions: Fiscal quarters ended March 30, 2019 March 31, 2018 Asia $ 259,726 $ 285,478 Europe 278,899 267,382 Americas 206,534 163,935 Total Revenue $ 745,159 $ 716,795 The Company generates substantially all of its revenue from product sales to end customers in the industrial, automotive, telecommunications, computing, consumer products, power supplies, military and aerospace, and medical end markets. Sales by end market are presented below: Fiscal quarters ended March 30, 2019 March 31, 2018 Industrial $ 281,590 $ 280,212 Automotive 214,786 208,394 Telecommunications 53,280 45,924 Computing 47,508 47,431 Consumer Products 34,049 37,259 Power Supplies 30,127 34,243 Military and Aerospace 47,561 35,214 Medical 36,258 28,118 Total revenue $ 745,159 $ 716,795 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 11 – Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share attributable to Vishay stockholders (shares in thousands) Fiscal quarters ended March 30, 2019 March 31, 2018 Numerator: Net earnings attributable to Vishay stockholders $ 75,459 $ 62,366 Denominator: Denominator for basic earnings per share: Weighted average shares 144,375 144,160 Outstanding phantom stock units 179 167 Adjusted weighted average shares - basic 144,554 144,327 Effect of dilutive securities: Convertible and exchangeable debt instruments 237 14,610 Restricted stock units 498 565 Dilutive potential common shares 735 15,175 Denominator for diluted earnings per share: Adjusted weighted average shares - diluted 145,289 159,502 Basic earnings per share attributable to Vishay stockholders $ 0.52 $ 0.43 Diluted earnings per share attributable to Vishay stockholders $ 0.52 $ 0.39 Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares that would have an antidilutive effect or have unsatisfied performance conditions (in thousands) Fiscal quarters ended March 30, 2019 March 31, 2018 Convertible debt instruments: Convertible senior notes due 2025 19,052 - Weighted average other 315 307 The Company’s convertible debt instruments are only convertible for specified periods upon the occurrence of certain events. The convertible debentures due 2040 became convertible subsequent to the September 30, 2017 evaluation of the conversion criteria, and have remained convertible for each subsequent quarterly evaluation through the March 30, 2019 evaluation. At the direction of its Board of Directors, the Company intends, upon conversion, to repay the principal amounts of any of the convertible debt instruments in cash and settle any additional amounts in shares of Vishay common stock. Accordingly, the convertible instruments are included in the diluted earnings per share computation using the “treasury stock method” (similar to options and warrants) rather than the “if converted method” otherwise required for convertible debt. Under the “treasury stock method,” Vishay calculates the number of shares issuable under the terms of the debentures based on the average market price of Vishay common stock during the period, and that number is included in the total diluted shares figure for the period. If the average market price is less than $12.71, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2040, if the average market price is less than $17.41, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2041, and if the average market price is less than $31.49, no shares are included in the diluted earnings per share computation for the convertible senior notes due 2025. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 30, 2019 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 12 – Fair Value Measurements The fair value measurement accounting guidance establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs that reflect the Company’s own assumptions. An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. There have been no changes in the classification of any financial instruments within the fair value hierarchy in the periods presented. The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis: Total Fair Value Level 1 Level 2 Level 3 March 30, 2019 Assets: Assets held in rabbi trusts $ 47,849 $ 31,479 $ 16,370 $ - Available for sale securities $ 4,295 4,295 - - $ 52,144 $ 35,774 $ 16,370 $ - Liabilities: Embedded derivative - convertible debentures due 2040 $ 0 $ - $ - $ 0 Embedded derivative - convertible debentures due 2041 $ (24 ) - - (24 ) $ (24 ) $ - $ - $ (24 ) December 31, 2018 Assets: Assets held in rabbi trusts $ 41,770 $ 26,278 15,492 $ - Available for sale securities $ 4,309 4,309 - - $ 46,079 $ 30,587 $ 15,492 $ - Liabilities: Embedded derivative - convertible debentures due 2040 $ (1 ) $ - $ - $ (1 ) Embedded derivative - convertible debentures due 2041 $ (67 ) - - (67 ) Embedded derivative - convertible debentures due 2042 $ (2 ) - - (2 ) $ (70 ) $ - $ - $ (70 ) As described in Note 6, the Company allocated the aggregate repurchase payment of convertible senior debentures between the associated liability and equity components of the repurchased convertible senior debentures based on a nonrecurring fair value measurement of the convertible senior debentures due 2040, due 2041, and due 2042 immediately prior to the repurchase. The nonrecurring fair value measurement is considered a Level 3 measurement. See Note 6 for further information on the measurement and input. The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the marketable securities held in the rabbi trust is considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy. The Company holds investments in equity securities that are intended to fund a portion of its pension and other postretirement benefit obligations outside of the United States. The investments are valued based on quoted market prices on the last business day of the period. The fair value measurement of the investments is considered a Level 1 measurement within the fair value hierarchy. The convertible senior debentures due 2040 and due 2041 contain embedded derivative features that GAAP requires to be bifurcated and remeasured each reporting period. Each quarter, the change in the fair value of the embedded derivative features, if any, is recorded in the consolidated condensed statements of operations. The Company uses a derivative valuation model to derive the value of the embedded derivative features. Key inputs into this valuation model are the Company’s current stock price, risk-free interest rates, the stock dividend yield, the stock volatility, and the debentures’ credit spread over LIBOR. The first three aforementioned inputs are based on observable market data and are considered Level 2 inputs while the last two aforementioned inputs are unobservable and thus require management’s judgment and are considered Level 3 inputs. The fair value measurement is considered a Level 3 measurement within the fair value hierarchy. The fair value of the long-term debt, excluding the derivative liabilities and deferred financing costs, at March 30, 2019 and December 31, 2018 is approximately $586,200 and $577,200, respectively, compared to its carrying value, excluding the derivative liabilities and deferred financing costs, of $506,834 and $509,407, respectively. The Company estimates the fair value of its long-term debt using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered Level 2 inputs. At March 30, 2019 and December 31, 2018, the Company’s short-term investments were comprised of time deposits with financial institutions that have maturities that exceed 90 days from the date of acquisition; however they all mature within one year from the respective balance sheet dates. The Company's short-term investments are accounted for as held-to-maturity debt instruments, at amortized cost, which approximates their fair value. The investments are funded with excess cash not expected to be needed for operations prior to maturity; therefore, the Company believes it has the intent and ability to hold the short-term investments until maturity. At each reporting date, the Company performs an evaluation to determine if any unrealized losses are other-than-temporary. No other-than-temporary impairments have been recognized on these securities, and there are no unrecognized holding gains or losses for these securities during the periods presented. There have been no transfers to or from the held-to-maturity classification. All decreases in the account balance are due to returns of principal at the securities’ maturity dates. Interest on the securities is recognized as interest income when earned. At March 30, 2019 and December 31, 2018, the Company’s cash and cash equivalents were comprised of demand deposits, time deposits with maturities of three months or less when purchased, and money market funds. The Company estimates the fair value of its cash, cash equivalents, and short-term investments using level 2 inputs. Based on the current interest rates for similar investments with comparable credit risk and time to maturity, the fair value of the Company's cash, cash equivalents, and held-to-maturity short-term investments approximate the carrying amounts reported in the consolidated condensed balance sheets. The Company’s financial instruments also include accounts receivable, short-term notes payable, and accounts payable. The carrying amounts for these financial instruments reported in the consolidated condensed balance sheets approximate their fair values. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Basis of Presentation [Abstract] | |
Fiscal Period, Policy | The Company reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first fiscal quarter, which always begins on January 1, and the fourth fiscal quarter, which always ends on December 31. The four fiscal quarters in 2019 end on March 30, 2019, June 29, 2019, September 28, 2019, and December 31, 2019, respectively. The four fiscal quarters in 2018 ended on March 31, 2018, June 30, 2018, September 29, 2018, and December 31, 2018, respectively. |
Recently Adopted Accounting Guidance | Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) Leases On December 20, 2018, the Company received sale proceeds of $45,500 and concurrently leased-back its former manufacturing site in Santa Clara, California, under a short-term arrangement, to raze the buildings. Upon adoption of ASC Topic 842, the Company was required to reassess the accounting for these transactions. The transactions did not qualify as a completed sale and leaseback under previous GAAP. However, pursuant to ASC Topic 842’s sale and leaseback guidance, the transaction would qualify as a completed sale. The Company recognized a cumulative-effect adjustment to retained earnings (accumulated deficit) of $23,013, to recognize the sale as of the date of adoption, and derecognized the land, building, and related deferred proceeds, which had been recorded in other accrued expenses. The adoption of the ASU did not have a material impact on the Company's results of operations or cash flows. See Note 3. |
Recently Issued Accounting Guidance | Recently Issued Accounting Guidance In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the current financial statement presentation. |
Leases (Policies)
Leases (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 3 – Leases The Company leases buildings and machinery and equipment used for manufacturing and/or sales and administrative purposes. The Company is also party to various service, warehousing, and other agreements that it evaluates for potential embedded leases. Substantially all of the Company’s leases are structured and classified as operating leases. As of January 1, 2019, the Company accounts for its leases in accordance with ASC Topic 842. The Company leases assets in each region in which it operates. The Company’s leases are generally denominated in the currency of the leased assets' location, which may not be the functional currency of the subsidiary lessee. Accordingly, the Company remeasures its lease liability and recognizes a transactional gain/loss for leases denominated in currencies other than the functional currency of the subsidiary lessee. The Company recognizes right of use assets and lease liabilities for leases greater than twelve months in duration based on the contract consideration for lease components through the term of the lease and the applicable discount rate. Leases with a duration less than or equal to twelve months are considered short-term leases. The Company does not recognize right of use assets or lease liabilities for short-term leases and classifies the expense as short-term lease expense. Variable lease payments based on an index or rate are included in the right of use assets and lease liabilities based on the effective rates at lease commencement. Changes in the rates or indices do not impact the right of use asset or lease liability and are recognized as a component of lease expense in the statement of operations. Variable lease payments not based on an index or rate are not included in the initial right of use asset and lease liability and are recognized when incurred as a component of lease expense in the statement of operations. The Company has elected to not separate contract consideration for lease and non-lease components for its building leases. In addition to the noncancellable period of a lease, the Company includes periods covered by extension options it is reasonably certain to exercise, termination options that it is reasonably certain not to exercise, and extension and termination options controlled by the lessor in its determination of the lease term. The Company uses the rate implicit in the contract whenever possible when determining the applicable discount rate. When the implicit rate is not used, the Company employs a portfolio approach based on the duration of the lease. The portfolio lease rates are calculated monthly. No individual lease is considered significant and there are no leases that have not yet commenced that are considered significant. |
Income Taxes (Policies)
Income Taxes (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Income Taxes [Abstract] | |
Effective Income tax Rate Description | The provision for income taxes consists of provisions for federal, state, and foreign income taxes. The effective tax rates for the periods ended March 30, 2019 and March 31, 2018 reflect the Company’s expected tax rate on reported income from continuing operations before income tax and tax adjustments. The Company operates in a global environment with significant operations in various jurisdictions outside the United States. Accordingly, the consolidated income tax rate is a composite rate reflecting the Company’s earnings and the applicable tax rates in the various jurisdictions where the Company operates. |
Stock-Based Compensation (Polic
Stock-Based Compensation (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Stock-Based Compensation [Abstract] | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | The amount of compensation cost related to stock-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. The Company determines compensation cost for restricted stock units (“RSUs”) and phantom stock units based on the grant-date fair value of the underlying common stock adjusted for expected dividends paid over the required vesting period for non-participating awards. Compensation cost is recognized over the period that an officer, employee, or non-employee director provides service in exchange for the award. |
Segment Information (Policies)
Segment Information (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Segment Information [Abstract] | |
Segment Reporting, Policy [Policy Text Block] | Vishay is a global manufacturer and supplier of electronic components. Vishay operates, and its chief operating decision maker makes strategic and operating decisions with regards to assessing performance and allocating resources based on, five reporting segments: MOSFETs, Diodes, Optoelectronic Components, Resistors & Inductors, and Capacitors. These segments represent groupings of product lines based on their functionality: ● Metal oxide semiconductor field-effect transistors ("MOSFETs") function as solid-state switches to control power. ● Diodes route, regulate, and block radio frequency, analog, and power signals; protect systems from surges or electrostatic discharge damage; or provide electromagnetic interference filtering. ● Optoelectronic components emit light, detect light, or do both. ● Resistors and inductors both impede electric current. Resistors are basic components used in all forms of electronic circuitry to adjust and regulate levels of voltage and current. Inductors use an internal magnetic field to change alternating current phase and resist alternating current. ● Capacitors store energy and discharge it when needed. Vishay's reporting segments generate substantially all of their revenue from product sales to the industrial, automotive, telecommunications, computing, consumer products, power supplies, military and aerospace, and medical end markets. A small portion of revenues is from royalties. The Company evaluates business segment performance on operating income, exclusive of certain items (“segment operating income”). Only dedicated, direct selling, general, and administrative expenses of the segments are included in the calculation of segment operating income. The Company’s calculation of segment operating income excludes such selling, general, and administrative costs as global operations, sales and marketing, information systems, finance and administration groups, as well as restructuring and severance costs, goodwill and long-lived asset impairment charges, and other items. Management believes that evaluating segment performance excluding such items is meaningful because it provides insight with respect to intrinsic operating results of the Company. These items represent reconciling items between segment operating income and consolidated operating income. Business segment assets are the owned or allocated assets used by each business. The Company also regularly evaluates gross profit by segment to assist in the analysis of consolidated gross profit. The Company considers segment operating income to be the more important metric because it more fully captures the business operations of the segments. |
Earnings Per Share (Policies)
Earnings Per Share (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Earnings Per Share [Abstract] | |
Discussion on convertible debt included in computation of earnings per share diluted | The Company’s convertible debt instruments are only convertible for specified periods upon the occurrence of certain events. The convertible debentures due 2040 became convertible subsequent to the September 30, 2017 evaluation of the conversion criteria, and have remained convertible for each subsequent quarterly evaluation through the March 30, 2019 evaluation. At the direction of its Board of Directors, the Company intends, upon conversion, to repay the principal amounts of any of the convertible debt instruments in cash and settle any additional amounts in shares of Vishay common stock. Accordingly, the convertible instruments are included in the diluted earnings per share computation using the “treasury stock method” (similar to options and warrants) rather than the “if converted method” otherwise required for convertible debt. Under the “treasury stock method,” Vishay calculates the number of shares issuable under the terms of the debentures based on the average market price of Vishay common stock during the period, and that number is included in the total diluted shares figure for the period. If the average market price is less than $12.71, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2040, if the average market price is less than $17.41, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2041, and if the average market price is less than $31.49, no shares are included in the diluted earnings per share computation for the convertible senior notes due 2025. |
Fair Value Measurements (Polici
Fair Value Measurements (Policies) | 3 Months Ended |
Mar. 30, 2019 | |
Fair Value Measurements [Abstract] | |
Fair Value of Financial Instruments, Policy | The fair value measurement accounting guidance establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs that reflect the Company’s own assumptions. An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. There have been no changes in the classification of any financial instruments within the fair value hierarchy in the periods presented. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Revenue Recognition [Abstract] | |
Schedule of Loss Contingencies by Contingency | Sales returns and allowances accrual activity is shown below: Fiscal quarters ended March 30, 2019 March 31, 2018 Beginning balance $ 42,663 $ 36,680 Sales allowances 28,211 24,188 Credits issued (33,062 ) (28,450 ) Foreign currency (235 ) 288 Ending balance $ 37,577 $ 32,706 See disaggregated revenue information in Note 10. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Leases [Abstract] | |
Right of Use Assets and Lease Liabilities | The net right of use assets and lease liabilities recognized on the consolidated condensed balance sheet for the Company's operating leases as of March 30, 2019 and the net right of use assets and lease liabilities recognized upon the adoption of ASC Topic 842 on January 1, 2019 are presented below: March 30, 2019 January 1, 2019 Right of use assets Operating Leases Buildings and improvements $ 91,106 $ 86,058 Machinery and equipment 5,175 5,404 Total $ 96,281 $ 91,462 Current lease liabilities Operating Leases Buildings and improvements $ 12,076 $ 10,644 Machinery and equipment 2,684 3,317 Total $ 14,760 $ 13,961 Long-term lease liabilities Operating Leases Buildings and improvements $ 84,202 $ 79,000 Machinery and equipment 2,482 2,823 Total $ 86,684 $ 81,823 Total lease liabilities $ 101,444 $ 95,784 |
Lease Cost | Lease expense is classified in the statement of operations based on asset use. Total lease cost recognized on the consolidated condensed statement of operations is as follows: Fiscal quarter ended March 30, 2019 Lease expense Operating lease expense $ 5,536 Short-term lease expense 833 Variable lease expense 12 Total lease expense $ 6,381 |
Undiscounted Future Lease Payments for Operating Lease Liabilities | The undiscounted future lease payments for the Company's operating lease liabilities are as follows: March 30, 2019 2019 (excluding the three fiscal months ended March 30, 2019) $ 15,916 2020 18,527 2021 15,502 2022 13,036 2023 12,215 Thereafter 60,661 The undiscounted future lease payments presented in the table above include payments through the term of the lease, which may include periods beyond the noncancellable term. The difference between the total payments above and the lease liability balance is due to the discount rate used to calculate lease liabilities. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Long-Term Debt [Abstract] | |
Convertible debt instruments, interest expense | Interest expense related to the convertible debt instruments is reflected on the consolidated condensed statements of operations for the fiscal quarters ended: Contractual coupon interest Non-cash amortization of debt discount Non-cash amortization of deferred financing costs Non-cash change in value of derivative liability Total interest expense related to the debt instruments March 30, 2019 Convertible senior notes due 2025 $ 3,375 3,426 454 - $ 7,255 Convertible senior debentures $ 148 64 2 (18 ) $ 196 Total $ 3,523 $ 3,490 $ 456 $ (18 ) $ 7,451 March 31, 2018 Convertible senior notes due 2025 $ - - - - $ - Convertible senior debentures $ 3,235 1,309 47 161 $ 4,752 Total $ 3,235 $ 1,309 $ 47 $ 161 $ 4,752 |
Liability and equity of component of convertible debt instruments | The carrying values of the liability and equity components of the convertible debt instruments are reflected in the Company’s consolidated condensed balance sheets as follows: Principal amount of the debt instruments Unamortized discount Embedded derivative Carrying value of liability component Equity component (including temporary equity) - net carrying value March 30, 201 Convertible senior notes due 2025 $ 600,000 (101,371 ) - $ 498,629 $ 85,262 Convertible senior debentures due 2040 and due 2041 $ 21,140 (12,935 ) 24 $ 8,229 $ 8,767 Total $ 621,140 $ (114,306 ) $ 24 $ 506,858 $ 94,029 December 31, 2018 Convertible senior notes due 2025 $ 600,000 (104,797 ) - $ 495,203 $ 85,262 Convertible senior debentures due 2040, due 2041, and due 2042 $ 36,556 (22,352 ) 70 $ 14,274 $ 15,092 Total $ 636,556 $ (127,149 ) $ 70 $ 509,477 $ 100,354 |
Key terms of the convertible debt instruments | The following table summarizes some key facts and terms regarding the outstanding convertible debt instruments as of March 30, 2019: Convertible Senior Notes Due 2025 Convertible Senior Debentures Due 2040 Convertible Senior Debentures Due 2041 Issuance date June 12, 2018 November 9, 2010 May 13, 2011 Maturity date June 15, 2025 November 15, 2040 May 15, 2041 Principal amount as of March 30, 2019 $ 600,000 $ 350 $ 20,790 Cash coupon rate (per annum) 2.25 % 2.25 % 2.25 % Nonconvertible debt borrowing rate at issuance (per annum) 5.50 % 8.00 % 8.375 % Conversion rate effective March 13, 2019 (per $1 principal amount) 31.7536 78.7076 57.4367 Effective conversion price effective March 13, 2019 (per share) $ 31.49 $ 12.71 $ 17.41 130% of the conversion price (per share) $ 40.94 $ 16.52 $ 22.63 Call date n/a November 20, 2020 May 20, 2021 |
Schedule of long-term debt instruments | Long-term debt consists of the following: March 30, 2019 December 31, 2018 Credit facility $ - $ - Convertible senior notes, due 2025 498,629 495,203 Convertible senior debentures, due 2040 144 539 Convertible senior debentures, due 2041 8,085 12,812 Convertible senior debentures, due 2042 - 923 Deferred financing costs (14,028 ) (14,968 ) 492,830 494,509 Less current portion - - $ 492,830 $ 494,509 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Other Comprehensive Income (Loss) and Income Tax Effects Allocated | The cumulative balance of each component of other comprehensive income (loss) and the income tax effects allocated to each component are as follows: Pension and other post-retirement actuarial items Currency translation adjustment Total Balance at January 1, 2019 $ (58,291 ) $ 51,500 $ (6,791 ) Other comprehensive income before reclassifications - (9,989 ) $ (9,989 ) Tax effect - - $ - Other comprehensive income before reclassifications, net of tax - (9,989 ) $ (9,989 ) Amounts reclassified out of AOCI 2,064 - $ 2,064 Tax effect (607 ) - $ (607 ) Amounts reclassified out of AOCI, net of tax 1,457 - $ 1,457 Net other comprehensive income $ 1,457 $ (9,989 ) $ (8,532 ) Balance at March 30, 2019 $ (56,834 ) $ 41,511 $ (15,323 ) |
Pensions and Other Postretire_2
Pensions and Other Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Defined Benefit Pension Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Net Periodic Benefit Cost for Pension and Other Postretirement Benefit Plans | The following table shows the components of the net periodic pension cost for the first fiscal quarters of 2019 and 2018 for the Company’s defined benefit pension plans: Fiscal quarter ended March 30, 2019 Fiscal quarter ended March 31, 2018 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Net service cost $ - $ 852 $ - $ 948 Interest cost 424 1,291 371 1,242 Expected return on plan assets - (490 ) - (488 ) Amortization of prior service cost 36 51 36 55 Amortization of losses 118 1,359 159 1,604 Curtailment and settlement losses - 505 - 462 Net periodic benefit cost $ 578 $ 3,568 $ 566 $ 3,823 |
Other Postretirement Benefits [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Net Periodic Benefit Cost for Pension and Other Postretirement Benefit Plans | The following table shows the components of the net periodic benefit cost for the first fiscal quarters of 2019 and 2018 for the Company’s other postretirement benefit plans: Fiscal quarter ended March 30, 2019 Fiscal quarter ended March 31, 2018 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 35 $ 72 $ 34 $ 75 Interest cost 77 30 68 30 Amortization of prior service (credit) - - (37 ) - Amortization of losses (gains) (32 ) 27 (10 ) 27 Net periodic benefit cost $ 80 $ 129 $ 55 $ 132 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Stock-Based Compensation [Abstract] | |
Summary of Recognized Stock-based Compensation Expense | The following table summarizes stock-based compensation expense recognized: Fiscal quarters ended March 30, 2019 March 31, 2018 Restricted stock units $ 3,359 $ 2,269 Phantom stock units 177 214 Total $ 3,536 $ 2,483 |
Summary of Unrecognized Compensation Cost and Weighted Average Remaining Amortization Periods | The following table summarizes unrecognized compensation cost and the weighted average remaining amortization periods at March 30, 2019 (amortization periods in years) Unrecognized Compensation Cost Weighted Average Remaining Amortization Periods Restricted stock units $ 5,669 1.0 Phantom stock units - 0.0 Total $ 5,669 |
RSU Activity | RSU activity under the 2007 Program as of March 30, 2019 and changes during the three fiscal months then ended are presented below (number of RSUs in thousands) Number of RSUs Weighted Average Grant-date Fair Value per Unit Outstanding: January 1, 2019 904 $ 14.77 Granted 314 19.85 Vested* (349 ) 11.50 Cancelled or forfeited - - Outstanding at March 30, 2019 869 $ 17.92 Expected to vest at March 30, 2019 855 * The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy the statutory tax withholding requirements. |
RSUs with Performance-Based Vesting Criteria | The number of performance-based RSUs that are scheduled to vest increases ratably based on the achievement of defined performance criteria between the established target and maximum levels. RSUs with performance-based vesting criteria are expected to vest as follows (number of RSUs in thousands) Vesting Date Expected to Vest Not Expected to Vest Total January 1, 2020 167 - 167 January 1, 2021 141 - 141 January 1, 2022 174 - 174 |
Phantom Stock Unit Activity Under the Phantom Stock Plan | Phantom stock unit activity under the phantom stock plan as of March 30, 2019 and changes during the three fiscal months then ended are presented below (number of phantom stock units in thousands) Number of units Grant-date Fair Value per Unit Outstanding: January 1, 2019 170 Granted 10 $ 17.72 Dividend equivalents issued 1 Outstanding at March 30, 2019 181 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Segment Information [Abstract] | |
Segment Reporting Information by Segment | The following tables set forth business segment information: MOSFETs Diodes Optoelectronic Components Resistors & Inductors Capacitors Total Fiscal quarter ended March 30, 2019: Net revenues $ 137,341 $ 167,840 $ 60,562 $ 260,471 $ 118,945 $ 745,159 Gross profit $ 36,059 $ 43,492 $ 16,017 $ 85,869 $ 29,722 $ 211,159 Segment operating income $ 26,678 $ 38,128 $ 11,710 $ 76,987 $ 24,566 $ 178,069 Fiscal quarter ended March 31, 2018: Net revenues $ 127,506 $ 167,017 $ 71,958 $ 244,046 $ 106,268 $ 716,795 Gross profit $ 32,022 $ 43,200 $ 27,233 $ 78,530 $ 24,315 $ 205,300 Segment operating income $ 22,558 $ 37,931 $ 22,794 $ 70,002 $ 18,893 $ 172,178 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Fiscal quarters ended March 30, 2019 March 31, 2018 Reconciliation: Segment Operating Income $ 178,069 $ 172,178 Unallocated Selling, General, and Administrative Expenses (70,334 ) (68,116 ) Consolidated Operating Income 107,735 $ 104,062 Unallocated Other Income (Expense) (7,787 ) (12,043 ) Consolidated Income Before Taxes $ 99,948 92,019 |
Disaggregation of Revenue | The Company has a broad line of products that it sells to OEMs, EMS companies, and independent distributors. The distribution of sales by customer type is shown below: Fiscal quarters ended March 30, 2019 March 31, 2018 Distributors $ 411,560 $ 404,060 OEMs 282,636 264,050 EMS companies 50,963 48,685 Total Revenue $ 745,159 $ 716,795 Net revenues were attributable to customers in the following regions: Fiscal quarters ended March 30, 2019 March 31, 2018 Asia $ 259,726 $ 285,478 Europe 278,899 267,382 Americas 206,534 163,935 Total Revenue $ 745,159 $ 716,795 The Company generates substantially all of its revenue from product sales to end customers in the industrial, automotive, telecommunications, computing, consumer products, power supplies, military and aerospace, and medical end markets. Sales by end market are presented below: Fiscal quarters ended March 30, 2019 March 31, 2018 Industrial $ 281,590 $ 280,212 Automotive 214,786 208,394 Telecommunications 53,280 45,924 Computing 47,508 47,431 Consumer Products 34,049 37,259 Power Supplies 30,127 34,243 Military and Aerospace 47,561 35,214 Medical 36,258 28,118 Total revenue $ 745,159 $ 716,795 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share attributable to Vishay stockholders (shares in thousands) Fiscal quarters ended March 30, 2019 March 31, 2018 Numerator: Net earnings attributable to Vishay stockholders $ 75,459 $ 62,366 Denominator: Denominator for basic earnings per share: Weighted average shares 144,375 144,160 Outstanding phantom stock units 179 167 Adjusted weighted average shares - basic 144,554 144,327 Effect of dilutive securities: Convertible and exchangeable debt instruments 237 14,610 Restricted stock units 498 565 Dilutive potential common shares 735 15,175 Denominator for diluted earnings per share: Adjusted weighted average shares - diluted 145,289 159,502 Basic earnings per share attributable to Vishay stockholders $ 0.52 $ 0.43 Diluted earnings per share attributable to Vishay stockholders $ 0.52 $ 0.39 |
Weighted Average Potential Common Shares that Would have an Antidilutive Effect or have Unsatisfied Performance Conditions | Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares that would have an antidilutive effect or have unsatisfied performance conditions (in thousands) Fiscal quarters ended March 30, 2019 March 31, 2018 Convertible debt instruments: Convertible senior notes due 2025 19,052 - Weighted average other 315 307 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 30, 2019 | |
Fair Value Measurements [Abstract] | |
Schedule of fair Value, Assets and Liabilities Measured on Recurring basis | The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis: Total Fair Value Level 1 Level 2 Level 3 March 30, 2019 Assets: Assets held in rabbi trusts $ 47,849 $ 31,479 $ 16,370 $ - Available for sale securities $ 4,295 4,295 - - $ 52,144 $ 35,774 $ 16,370 $ - Liabilities: Embedded derivative - convertible debentures due 2040 $ 0 $ - $ - $ 0 Embedded derivative - convertible debentures due 2041 $ (24 ) - - (24 ) $ (24 ) $ - $ - $ (24 ) December 31, 2018 Assets: Assets held in rabbi trusts $ 41,770 $ 26,278 15,492 $ - Available for sale securities $ 4,309 4,309 - - $ 46,079 $ 30,587 $ 15,492 $ - Liabilities: Embedded derivative - convertible debentures due 2040 $ (1 ) $ - $ - $ (1 ) Embedded derivative - convertible debentures due 2041 $ (67 ) - - (67 ) Embedded derivative - convertible debentures due 2042 $ (2 ) - - (2 ) $ (70 ) $ - $ - $ (70 ) |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 30, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
Recently Adopted Accounting Guidance [Abstract] | ||||
Right of use assets | $ 96,281 | $ 0 | ||
Lease liabilities | 101,444 | |||
Proceeds from sale of property and equipment | $ 395 | $ 184 | ||
Cumulative effect of accounting change for adoption of ASU | 23,013 | $ 0 | ||
ASU 2016-02 [Member] | ||||
Recently Adopted Accounting Guidance [Abstract] | ||||
Right of use assets | 91,462 | |||
Lease liabilities | 95,784 | |||
Proceeds from sale of property and equipment | 45,500 | |||
Cumulative effect of accounting change for adoption of ASU | $ 23,013 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Sales returns and allowances accrual activity [Roll Forward] | ||
Beginning balance | $ 42,663 | $ 36,680 |
Sales allowances | 28,211 | 24,188 |
Credits issued | (33,062) | (28,450) |
Foreign currency | (235) | 288 |
Ending balance | $ 37,577 | $ 32,706 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Dec. 31, 2018 | |
Assets and Liabilities [Abstract] | ||
Right of use assets | $ 96,281 | $ 0 |
Current lease liabilities | 14,760 | 0 |
Long-term lease liabilities | 86,684 | 0 |
Total lease liabilities | 101,444 | |
Lease cost [Abstract] | ||
Operating lease cost | 5,536 | |
Short-term lease cost | 833 | |
Variable lease cost | 12 | |
Total lease cost | 6,381 | |
Cash paid for operating leases | $ 5,050 | |
Weighted-average remaining lease term - operating leases | 9 years 3 months 18 days | |
Weighted-average discount rate - operating leases | 6.10% | |
Undiscounted future lease payments for operating lease liabilities [Abstract] | ||
2019 (excluding the three fiscal months ended March 30, 2019) | $ 15,916 | |
2020 | 18,527 | |
2021 | 15,502 | |
2022 | 13,036 | |
2023 | 12,215 | |
Thereafter | 60,661 | |
ASU 2016-02 [Member] | ||
Assets and Liabilities [Abstract] | ||
Right of use assets | 91,462 | |
Current lease liabilities | 13,961 | |
Long-term lease liabilities | 81,823 | |
Total lease liabilities | 95,784 | |
Building and Improvements [Member] | ||
Assets and Liabilities [Abstract] | ||
Right of use assets | 91,106 | |
Current lease liabilities | 12,076 | |
Long-term lease liabilities | 84,202 | |
Building and Improvements [Member] | ASU 2016-02 [Member] | ||
Assets and Liabilities [Abstract] | ||
Right of use assets | 86,058 | |
Current lease liabilities | 10,644 | |
Long-term lease liabilities | 79,000 | |
Machinery and Equipment [Member] | ||
Assets and Liabilities [Abstract] | ||
Right of use assets | 5,175 | |
Current lease liabilities | 2,684 | |
Long-term lease liabilities | $ 2,482 | |
Machinery and Equipment [Member] | ASU 2016-02 [Member] | ||
Assets and Liabilities [Abstract] | ||
Right of use assets | 5,404 | |
Current lease liabilities | 3,317 | |
Long-term lease liabilities | $ 2,823 |
Acquisition Activities (Details
Acquisition Activities (Details) - USD ($) $ in Thousands | Jan. 03, 2019 | Mar. 30, 2019 | Mar. 31, 2018 | Dec. 31, 2018 |
Acquisition Activities [Abstract] | ||||
Acquisition of business, net of cash acquired | $ 11,862 | $ 12,072 | ||
Goodwill related to acquisitions | $ 150,628 | $ 147,480 | ||
Bi-Metallix [Member] | ||||
Acquisition Activities [Abstract] | ||||
Purchase price of businesses | $ 11,862 | |||
Finite-lived Intangible Assets Acquired | 2,900 | |||
Goodwill related to acquisitions | $ 3,324 | |||
Business Acquisition, Name of Acquired Entity | Bi-Metallix, Inc. | |||
Business Acquisition, Effective Date of Acquisition | Jan. 3, 2019 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Income Taxes [Abstract] | ||
Increase in liabilities for unrecognized tax benefits | $ 1,446 | |
Income Tax Uncertainties [Abstract] | ||
Additional expected repatriation | 300,000 | |
Remeasurement of repatriation deferred tax liability [Member] | ||
Effect on Income Tax Expense (Benefit) [Line Items] | ||
Deferred Other Tax Expense (Benefit) | (585) | $ 1,316 |
Remeasurement of deferred tax liability debt extinguishment [Member] | ||
Effect on Income Tax Expense (Benefit) [Line Items] | ||
Deferred Other Tax Expense (Benefit) | $ (1,312) |
Long-Term Debt (Details)
Long-Term Debt (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 30, 2019USD ($)$ / shares | Jun. 30, 2018 | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($) | |
Debt Instruments [Abstract] | ||||
Credit facility | $ 0 | $ 0 | ||
Deferred Financing Costs | (14,028) | (14,968) | ||
Long-term debt | 492,830 | 494,509 | ||
Less current portion | 0 | 0 | ||
Long-term debt, less current portion | 492,830 | 494,509 | ||
Interest expense [Abstract] | ||||
Contractual coupon interest | 3,523 | $ 3,235 | ||
Non-cash amortization of debt discount | 3,490 | 1,309 | ||
Non-cash amortization of deferred financing costs | 456 | 47 | ||
Non-cash change in value of derivative liability | (18) | 161 | ||
Total interest expense related to the debentures | 7,451 | 4,752 | ||
Purchase price of extinguished debt | 22,695 | |||
Allocated liability component of repurchased debt | 7,311 | |||
Allocated equity component of repurchased debt | 15,384 | |||
Loss on extinguishment of debt, including the write-off of portion of unamortized debt issuance costs | (1,307) | 0 | ||
Convertible Senior Debentures, Due 2040 [Member] | ||||
Debt Instruments [Abstract] | ||||
Convertible Debt, Noncurrent | $ 144 | 539 | ||
Issuance date | Nov. 9, 2010 | |||
Debt maturity date | Nov. 15, 2040 | |||
Cash coupon rate | 2.25% | |||
Nonconvertible debt borrowing rate at issuance | 8.00% | |||
Effective conversion rate | 78.7076 | |||
Effective conversion price (in dollars per share) | $ / shares | $ 12.71 | |||
130% of the conversion price (in dollars per share) | $ / shares | $ 16.52 | |||
Convertible senior debentures call date | Nov. 20, 2020 | |||
Conversion period before maturity date | 3 months | |||
Debt instrument percentage of conversion price | 130.00% | |||
Debt instrument percentage of sales price of common stock | 98.00% | |||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | $ 350 | |||
Interest expense [Abstract] | ||||
Principal amount of repurchased debt | 960 | |||
Net carrying value of repurchased debt | 396 | |||
Convertible Senior Debentures, Due 2041 [Member] | ||||
Debt Instruments [Abstract] | ||||
Convertible Debt, Noncurrent | $ 8,085 | 12,812 | ||
Issuance date | May 13, 2011 | |||
Debt maturity date | May 15, 2041 | |||
Cash coupon rate | 2.25% | |||
Nonconvertible debt borrowing rate at issuance | 8.375% | |||
Effective conversion rate | 57.4367 | |||
Effective conversion price (in dollars per share) | $ / shares | $ 17.41 | |||
130% of the conversion price (in dollars per share) | $ / shares | $ 22.63 | |||
Convertible senior debentures call date | May 20, 2021 | |||
Conversion period before maturity date | 3 months | |||
Debt instrument percentage of conversion price | 130.00% | |||
Debt instrument percentage of sales price of common stock | 98.00% | |||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | $ 20,790 | |||
Interest expense [Abstract] | ||||
Principal amount of repurchased debt | 12,288 | |||
Net carrying value of repurchased debt | 4,770 | |||
Convertible Senior Debentures, Due 2042 [Member] | ||||
Debt Instruments [Abstract] | ||||
Convertible Debt, Noncurrent | 0 | 923 | ||
Interest expense [Abstract] | ||||
Principal amount of repurchased debt | 2,168 | |||
Net carrying value of repurchased debt | 924 | |||
Convertible Senior Notes, Due 2025 [Member] | ||||
Debt Instruments [Abstract] | ||||
Convertible Debt, Noncurrent | $ 498,629 | 495,203 | ||
Issuance date | Jun. 12, 2018 | |||
Debt maturity date | Jun. 15, 2025 | Jun. 15, 2025 | ||
Cash coupon rate | 2.25% | |||
Nonconvertible debt borrowing rate at issuance | 5.50% | |||
Effective conversion rate | 31.7536 | |||
Effective conversion price (in dollars per share) | $ / shares | $ 31.49 | |||
130% of the conversion price (in dollars per share) | $ / shares | $ 40.94 | |||
Debt instrument percentage of conversion price | 130.00% | |||
Debt instrument percentage of sales price of common stock | 98.00% | |||
Maximum threshold of quarterly cash dividends per share of common stock for not adjusting conversion rate of convertible notes | $ / shares | $ 0.085 | |||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | $ 600,000 | |||
Interest expense [Abstract] | ||||
Contractual coupon interest | 3,375 | 0 | ||
Non-cash amortization of debt discount | 3,426 | 0 | ||
Non-cash amortization of deferred financing costs | 454 | 0 | ||
Non-cash change in value of derivative liability | 0 | 0 | ||
Total interest expense related to the debentures | 7,255 | 0 | ||
Convertible Senior Debentures [Member] | ||||
Interest expense [Abstract] | ||||
Contractual coupon interest | 148 | 3,235 | ||
Non-cash amortization of debt discount | 64 | 1,309 | ||
Non-cash amortization of deferred financing costs | 2 | 47 | ||
Non-cash change in value of derivative liability | (18) | 161 | ||
Total interest expense related to the debentures | 196 | $ 4,752 | ||
Convertible Debt [Member] | ||||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | 621,140 | 636,556 | ||
Unamortized discount | (114,306) | (127,149) | ||
Embedded derivative | 24 | 70 | ||
Carrying value of liability component | 506,858 | 509,477 | ||
Equity component - net carrying value | 94,029 | 100,354 | ||
Convertible Debt [Member] | Convertible Senior Notes, Due 2025 [Member] | ||||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | 600,000 | 600,000 | ||
Unamortized discount | (101,371) | (104,797) | ||
Embedded derivative | 0 | 0 | ||
Carrying value of liability component | 498,629 | 495,203 | ||
Equity component - net carrying value | 85,262 | 85,262 | ||
Convertible Debt [Member] | Convertible Senior Debentures [Member] | ||||
Liability and equity components of convertible debentures [Abstract] | ||||
Principal amount of debt | 21,140 | 36,556 | ||
Unamortized discount | (12,935) | (22,352) | ||
Embedded derivative | 24 | 70 | ||
Carrying value of liability component | 8,229 | 14,274 | ||
Equity component - net carrying value | $ 8,767 | $ 15,092 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Cumulative balance of each component of other comprehensive income (loss) and income tax effects [Roll Forward] | ||
Beginning Balance | $ (6,791) | |
Other comprehensive income before reclassifications | (9,989) | |
Tax effect | 0 | |
Other comprehensive income before reclassifications, net of tax | (9,989) | |
Amounts reclassified out of AOCI | 2,064 | |
Tax effect | (607) | |
Amounts reclassified out of AOCI, net of tax | 1,457 | |
Net other comprehensive income | (8,532) | $ 28,631 |
Ending Balance | (15,323) | |
Pension and Other Post-Retirement Actuarial Items [Member] | ||
Cumulative balance of each component of other comprehensive income (loss) and income tax effects [Roll Forward] | ||
Beginning Balance | (58,291) | |
Other comprehensive income before reclassifications | 0 | |
Tax effect | 0 | |
Other comprehensive income before reclassifications, net of tax | 0 | |
Amounts reclassified out of AOCI | 2,064 | |
Tax effect | (607) | |
Amounts reclassified out of AOCI, net of tax | 1,457 | |
Net other comprehensive income | 1,457 | |
Ending Balance | (56,834) | |
Currency Translation Adjustment [Member] | ||
Cumulative balance of each component of other comprehensive income (loss) and income tax effects [Roll Forward] | ||
Beginning Balance | 51,500 | |
Other comprehensive income before reclassifications | (9,989) | |
Tax effect | 0 | |
Other comprehensive income before reclassifications, net of tax | (9,989) | |
Amounts reclassified out of AOCI | 0 | |
Tax effect | 0 | |
Amounts reclassified out of AOCI, net of tax | 0 | |
Net other comprehensive income | (9,989) | |
Ending Balance | 41,511 | |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Cumulative balance of each component of other comprehensive income (loss) and income tax effects [Roll Forward] | ||
Beginning Balance | (6,791) | |
Net other comprehensive income | (8,532) | $ 28,631 |
Ending Balance | $ (15,323) |
Pensions and Other Postretire_3
Pensions and Other Postretirement Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Defined Benefit Pension Plans [Member] | U.S. Plans [Member] | ||
Components of net periodic pension cost [Abstract] | ||
Net service cost | $ 0 | $ 0 |
Interest cost | 424 | 371 |
Expected return on plan assets | 0 | 0 |
Amortization of prior service cost (credit) | 36 | 36 |
Amortization of losses (gains) | 118 | 159 |
Curtailment and settlement losses | 0 | 0 |
Net periodic benefit cost | 578 | 566 |
Defined Benefit Pension Plans [Member] | Non-U.S. Plans [Member] | ||
Components of net periodic pension cost [Abstract] | ||
Net service cost | 852 | 948 |
Interest cost | 1,291 | 1,242 |
Expected return on plan assets | (490) | (488) |
Amortization of prior service cost (credit) | 51 | 55 |
Amortization of losses (gains) | 1,359 | 1,604 |
Curtailment and settlement losses | 505 | 462 |
Net periodic benefit cost | 3,568 | 3,823 |
Other Postretirement Benefits [Member] | U.S. Plans [Member] | ||
Components of net periodic pension cost [Abstract] | ||
Net service cost | 35 | 34 |
Interest cost | 77 | 68 |
Amortization of prior service cost (credit) | 0 | (37) |
Amortization of losses (gains) | (32) | (10) |
Net periodic benefit cost | 80 | 55 |
Other Postretirement Benefits [Member] | Non-U.S. Plans [Member] | ||
Components of net periodic pension cost [Abstract] | ||
Net service cost | 72 | 75 |
Interest cost | 30 | 30 |
Amortization of prior service cost (credit) | 0 | 0 |
Amortization of losses (gains) | 27 | 27 |
Net periodic benefit cost | $ 129 | $ 132 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 30, 2019 | Mar. 31, 2018 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense recognized | $ 3,536 | $ 2,483 | |
Unrecognized Compensation Cost | $ 5,669 | ||
Expiration date of the 2007 stock incentive plan | May 20, 2024 | ||
Maximum number of shares granted under restricted stock, unrestricted stock, RSU's and stock options to officers, employees and employee directors (in shares) | 6,500,000 | ||
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense recognized | $ 3,359 | 2,269 | |
Unrecognized Compensation Cost | $ 5,669 | ||
Weighted Average Remaining Amortization Periods | 1 year | ||
Number of units [Abstract] | |||
Outstanding (in shares) | 904,000 | ||
Granted (in shares) | 314,000 | ||
Vested (in shares) | [1] | (349,000) | |
Cancelled or forfeited (in shares) | 0 | ||
Outstanding (in shares) | 869,000 | ||
Expected to vest (in shares) | 855,000 | ||
Weighted Average Grant-date Fair Value per Unit [Abstract] | |||
Outstanding (in dollars per share) | $ 14.77 | ||
Granted (in dollars per share) | 19.85 | ||
Vested (in dollars per share) | [1] | 11.50 | |
Cancelled or forfeited (in dollars per share) | 0 | ||
Outstanding (in dollars per share) | $ 17.92 | ||
Phantom Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense recognized | $ 177 | $ 214 | |
Unrecognized Compensation Cost | $ 0 | ||
Weighted Average Remaining Amortization Periods | 0 years | ||
Number of units [Abstract] | |||
Outstanding (in shares) | 170,000 | ||
Granted (in shares) | 10,000 | ||
Dividend equivalents issued (in shares) | 1,000 | ||
Outstanding (in shares) | 181,000 | ||
Weighted Average Grant-date Fair Value per Unit [Abstract] | |||
Granted (in dollars per share) | $ 17.72 | ||
Scheduled to Vest January 1, 2020 [Member] | Performance Vested Restricted Stock Units [Member] | |||
Number of units [Abstract] | |||
Outstanding (in shares) | 167,000 | ||
Expected to vest (in shares) | 167,000 | ||
Not expected to vest (in shares) | 0 | ||
Scheduled to Vest January 1, 2021 [Member] | Performance Vested Restricted Stock Units [Member] | |||
Number of units [Abstract] | |||
Outstanding (in shares) | 141,000 | ||
Expected to vest (in shares) | 141,000 | ||
Not expected to vest (in shares) | 0 | ||
Scheduled to Vest January 1, 2022 [Member] | Performance Vested Restricted Stock Units [Member] | |||
Number of units [Abstract] | |||
Outstanding (in shares) | 174,000 | ||
Expected to vest (in shares) | 174,000 | ||
Not expected to vest (in shares) | 0 | ||
[1] | The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy the statutory tax withholding requirements. |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019USD ($)Segment | Mar. 31, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | Segment | 5 | |
Net revenues | $ 745,159 | $ 716,795 |
Gross profit | 211,159 | 205,300 |
Unallocated Selling, General, and Administrative Expenses | (103,424) | (101,238) |
Operating income | 107,735 | 104,062 |
Unallocated Other Income (Expense) | (7,787) | (12,043) |
Consolidated Income Before Taxes | 99,948 | 92,019 |
Distributors [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 411,560 | 404,060 |
OEMs [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 282,636 | 264,050 |
EMS Companies [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 50,963 | 48,685 |
Industrial [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 281,590 | 280,212 |
Automotive [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 214,786 | 208,394 |
Telecommunications [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 53,280 | 45,924 |
Computing [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 47,508 | 47,431 |
Consumer Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 34,049 | 37,259 |
Power Supplies [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 30,127 | 34,243 |
Military and Aerospace [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 47,561 | 35,214 |
Medical [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 36,258 | 28,118 |
Asia [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 259,726 | 285,478 |
Europe [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 278,899 | 267,382 |
Americas [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 206,534 | 163,935 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating income | 178,069 | 172,178 |
Operating Segments [Member] | MOSFETS [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 137,341 | 127,506 |
Gross profit | 36,059 | 32,022 |
Operating income | 26,678 | 22,558 |
Operating Segments [Member] | Diodes [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 167,840 | 167,017 |
Gross profit | 43,492 | 43,200 |
Operating income | 38,128 | 37,931 |
Operating Segments [Member] | Optoelectronic Components [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 60,562 | 71,958 |
Gross profit | 16,017 | 27,233 |
Operating income | 11,710 | 22,794 |
Operating Segments [Member] | Resistors & Inductors [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 260,471 | 244,046 |
Gross profit | 85,869 | 78,530 |
Operating income | 76,987 | 70,002 |
Operating Segments [Member] | Capacitors [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 118,945 | 106,268 |
Gross profit | 29,722 | 24,315 |
Operating income | 24,566 | 18,893 |
Unallocated Amount to Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Unallocated Selling, General, and Administrative Expenses | (70,334) | (68,116) |
Unallocated Other Income (Expense) | $ (7,787) | $ (12,043) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Mar. 31, 2018 | |
Numerator [Abstract] | ||
Net earnings attributable to Vishay stockholders | $ 75,459 | $ 62,366 |
Denominator [Abstract] | ||
Weighted average shares (in shares) | 144,375 | 144,160 |
Outstanding phantom stock units (in shares) | 179 | 167 |
Adjusted weighted average shares - basic (in shares) | 144,554 | 144,327 |
Effect of dilutive securities [Abstract] | ||
Convertible and exchangeable debt instruments (in shares) | 237 | 14,610 |
Restricted stock units (in shares) | 498 | 565 |
Dilutive potential common shares (in shares) | 735 | 15,175 |
Denominator for diluted earnings per share [Abstract] | ||
Adjusted weighted average shares - diluted | 145,289 | 159,502 |
Basic earnings per share attributable to Vishay stockholders (in dollars per share) | $ 0.52 | $ 0.43 |
Diluted earnings per share attributable to Vishay stockholders (in dollars per share) | $ 0.52 | $ 0.39 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||
Principal amount of convertible subordinated notes redeemed | $ 22,695 | $ 0 |
Convertible Senior Notes, Due 2025 [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 19,052 | 0 |
Minimum market price of common stock for inclusion of shares issuable upon conversion of senior debentures for calculation of diluted earnings per share (in dollars per share) | $ 31.49 | |
Convertible Senior Debentures, Due 2041 [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||
Minimum market price of common stock for inclusion of shares issuable upon conversion of senior debentures for calculation of diluted earnings per share (in dollars per share) | $ 17.41 | |
Weighted Average Other [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 315 | 307 |
Convertible Senior Debentures, Due 2040 [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||
Minimum market price of common stock for inclusion of shares issuable upon conversion of senior debentures for calculation of diluted earnings per share (in dollars per share) | $ 12.71 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2019 | Dec. 31, 2018 | |
Assets [Abstract] | ||
Held-to-maturity Securities, Transferred Security, at Carrying Value | $ 0 | |
Held-to-maturity Securities, Unrecognized Holding Gain | 0 | |
Held-to-maturity Securities, Unrecognized Holding Loss | 0 | |
Liabilities [Abstract] | ||
Long-term debt, fair value | 586,200 | $ 577,200 |
Carrying value of long-term debt, excluding derivative liabilities | 506,834 | 509,407 |
Fair Value, Measurements, Recurring [Member] | ||
Assets [Abstract] | ||
Assets held in rabbi trusts | 47,849 | 41,770 |
Available for sale securities | 4,295 | 4,309 |
Fair value assets | 52,144 | 46,079 |
Liabilities [Abstract] | ||
Fair value liabilities | (24) | (70) |
Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets [Abstract] | ||
Assets held in rabbi trusts | 31,479 | 26,278 |
Available for sale securities | 4,295 | 4,309 |
Fair value assets | 35,774 | 30,587 |
Liabilities [Abstract] | ||
Fair value liabilities | 0 | 0 |
Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets [Abstract] | ||
Assets held in rabbi trusts | 16,370 | 15,492 |
Available for sale securities | 0 | 0 |
Fair value assets | 16,370 | 15,492 |
Liabilities [Abstract] | ||
Fair value liabilities | 0 | 0 |
Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets [Abstract] | ||
Assets held in rabbi trusts | 0 | 0 |
Available for sale securities | 0 | 0 |
Fair value assets | 0 | 0 |
Liabilities [Abstract] | ||
Fair value liabilities | (24) | (70) |
Convertible Debentures, Due 2040 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | (1) |
Convertible Debentures, Due 2040 [Member] | Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | 0 |
Convertible Debentures, Due 2040 [Member] | Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | 0 |
Convertible Debentures, Due 2040 [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | (1) |
Convertible Debentures, Due 2041 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | (24) | (67) |
Convertible Debentures, Due 2041 [Member] | Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | 0 |
Convertible Debentures, Due 2041 [Member] | Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | 0 |
Convertible Debentures, Due 2041 [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | $ (24) | (67) |
Convertible Debentures, Due 2042 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | (2) | |
Convertible Debentures, Due 2042 [Member] | Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | |
Convertible Debentures, Due 2042 [Member] | Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | 0 | |
Convertible Debentures, Due 2042 [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities [Abstract] | ||
Embedded derivative | $ (2) |