Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 16, 2017 | Jul. 02, 2016 | |
Document and Entity Informations [Abstract] | |||
Entity Registrant Name | Vishay Precision Group, Inc. | ||
Entity Central Index Key | 1,487,952 | ||
Current Fiscal Year End Date | --12-31 | ||
Trading Symbol | vpg | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 12,189,452 | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 164,999 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Cash and cash equivalents | $ 58,452 | $ 62,641 |
Accounts receivable, net of allowances for doubtful accounts of $523 and $334, respectively | 34,270 | 35,553 |
Inventories: | ||
Raw materials | 15,647 | 15,062 |
Work in process | 21,115 | 20,289 |
Finished goods | 19,559 | 20,849 |
Inventories, net | 56,321 | 56,200 |
Prepaid expenses and other current assets | 6,831 | 7,814 |
Total current assets | 155,874 | 162,208 |
Property and equipment, at cost: | ||
Land | 3,344 | 3,639 |
Buildings and improvements | 48,454 | 55,003 |
Machinery and equipment | 89,080 | 84,409 |
Software | 7,441 | 7,284 |
Construction in progress | 4,340 | 2,288 |
Accumulated depreciation | (97,374) | (95,992) |
Property and equipment, net | 55,285 | 56,631 |
Goodwill | 18,717 | 12,603 |
Intangible assets, net | 21,585 | 17,683 |
Other assets | 19,049 | 14,622 |
Total assets | 270,510 | 263,747 |
Liabilities and equity | ||
Trade accounts payable | 8,264 | 8,004 |
Payroll and related expenses | 11,978 | 13,888 |
Other accrued expenses | 13,285 | 16,604 |
Income taxes | 772 | 527 |
Current portion of long-term debt | 2,623 | 2,120 |
Total current liabilities | 36,922 | 41,143 |
Long-term debt, less current portion | 33,529 | 31,037 |
Deferred income taxes | 735 | 334 |
Other liabilities | 13,054 | 7,195 |
Accrued pension and other postretirement costs | 14,713 | 11,597 |
Total liabilities | 98,953 | 91,306 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock, par value $1.00 per share: authorized - 1,000,000 shares; none issued | 0 | 0 |
Common stock | 1,278 | 1,276 |
Treasury stock, at cost - 619,667 shares held at December 31, 2016 and December 31, 2015 | (8,765) | (8,765) |
Capital in excess of par value | 190,373 | 190,436 |
Retained earnings | 28,731 | 22,327 |
Accumulated other comprehensive loss | (40,337) | (33,121) |
Total Vishay Precision Group, Inc. stockholders' equity | 171,383 | 172,256 |
Noncontrolling interests | 174 | 185 |
Total equity | 171,557 | 172,441 |
Total liabilities and equity | 270,510 | 263,747 |
Class B Convertible Common Stock | ||
Equity: | ||
Common stock | $ 103 | $ 103 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts receivable (in dollars) | $ 523 | $ 334 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares outstanding | 12,167,356 | 12,144,485 |
Treasury stock, shares | 619,667 | 619,667 |
Class B Convertible Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 3,000,000 | 3,000,000 |
Common stock, shares outstanding | 1,025,158 | 1,025,158 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Net revenues | $ 224,929 | $ 232,178 | $ 250,028 |
Costs of products sold | 142,120 | 147,949 | 159,254 |
Gross profit | 82,809 | 84,229 | 90,774 |
Selling, general, and administrative expenses | 68,938 | 71,282 | 77,034 |
Acquisition costs | 494 | 185 | 0 |
Impairment of goodwill and indefinite-lived intangibles | 0 | 4,942 | 5,579 |
Restructuring costs | 2,666 | 4,461 | 668 |
Operating income | 10,711 | 3,359 | 7,493 |
Other income (expense): | |||
Interest expense | (1,486) | (771) | (882) |
Other | 382 | (2,082) | (740) |
Other (expense) income - net | (1,104) | (2,853) | (1,622) |
Income before taxes | 9,607 | 506 | 5,871 |
Income tax expense | 3,199 | 13,500 | 2,613 |
Net earnings (loss) | 6,408 | (12,994) | 3,258 |
Less: net earnings attributable to noncontrolling interests | 4 | 14 | 178 |
Net earnings (loss) attributable to VPG stockholders | $ 6,404 | $ (13,008) | $ 3,080 |
Basic earnings (loss) per share (in dollars per share) | $ 0.49 | $ (0.96) | $ 0.22 |
Diluted earnings (loss) per share (in dollars per share) | $ 0.48 | $ (0.96) | $ 0.22 |
Weighted average shares outstanding - basic | 13,187 | 13,485 | 13,755 |
Weighted average shares outstanding - diluted | 13,419 | 13,485 | 13,977 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings (loss) | $ 6,408 | $ (12,994) | $ 3,258 |
Other comprehensive loss, net of tax: | |||
Foreign currency translation adjustment | (4,488) | (6,947) | (8,015) |
Pension and other postretirement actuarial items | (2,728) | 386 | (2,538) |
Other comprehensive loss | (7,216) | (6,561) | (10,553) |
Comprehensive loss | (808) | (19,555) | (7,295) |
Less: comprehensive income attributable to noncontrolling interests | 4 | 14 | 178 |
Comprehensive loss attributable to VPG stockholders | $ (812) | $ (19,569) | $ (7,473) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities | |||
Net earnings (loss) | $ 6,408 | $ (12,994) | $ 3,258 |
Adjustments to reconcile net earnings to net cash provided by operating activities | |||
Impairment of goodwill and indefinite-lived intangibles | 0 | 4,942 | 5,579 |
Depreciation and amortization | 11,149 | 11,097 | 11,736 |
(Gain) loss on disposal of property and equipment | (823) | 15 | 63 |
Share-based compensation expense | 37 | 1,083 | 1,008 |
Inventory write-offs for obsolescence | 1,755 | 1,354 | 1,290 |
Deferred income taxes | 301 | 10,013 | (3,562) |
Other | (2,129) | 2,182 | 722 |
Net changes in operating assets and liabilities, net of acquisition | |||
Accounts receivable | 1,322 | 982 | 318 |
Inventories | (1,968) | (3,961) | (349) |
Prepaid expenses and other current assets | 955 | 2,799 | 266 |
Trade accounts payable | 237 | (2,550) | 618 |
Other current liabilities | (5,824) | (1,034) | 2,307 |
Net cash provided by operating activities | 11,420 | 13,928 | 23,254 |
Investing activities | |||
Capital expenditures | (10,425) | (9,978) | (9,091) |
Proceeds from sale of property and equipment | 4,203 | 117 | 82 |
Purchase of business | (10,626) | (20,022) | 0 |
Net cash used in investing activities | (16,848) | (29,883) | (9,009) |
Financing activities | |||
Proceeds from long-term debt | 0 | 29,000 | 0 |
Repayments of principal upon termination of long-term debt | 0 | (14,000) | 0 |
Principal payments on long-term debt | (2,133) | (4,119) | (4,137) |
Debt issuance costs | 0 | (453) | 0 |
Proceeds from revolving facility | 25,000 | 0 | 0 |
Payments on revolving facility | (20,000) | 0 | 0 |
Purchase of treasury stock | 0 | (8,733) | (32) |
Distributions to noncontrolling interests | (15) | (63) | (77) |
Excess tax benefit from share-based compensation plan | 0 | 0 | 5 |
Net cash provided by (used in) financing activities | 2,852 | 1,632 | (4,241) |
Effect of exchange rate changes on cash and cash equivalents | (1,613) | (2,678) | (3,171) |
(Decrease) increase in cash and cash equivalents | (4,189) | (17,001) | 6,833 |
Cash and cash equivalents at beginning of year | 62,641 | 79,642 | 72,809 |
Cash and cash equivalents at end of year | $ 58,452 | $ 62,641 | $ 79,642 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock | Class B Convertible Common Stock | Treasury Stock | Capital In Excess Of Par Value | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total VPG Inc. Stockholders' Equity | Noncontrolling Interest |
Balance at beginning at Dec. 31, 2013 | $ 206,179 | $ 1,271 | $ 103 | $ 0 | $ 188,424 | $ 32,255 | $ (16,007) | $ 206,046 | $ 133 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings (loss) | 3,258 | 3,080 | 3,080 | 178 | |||||
Other comprehensive loss | (10,553) | (10,553) | (10,553) | ||||||
Share-based compensation expense | 864 | 864 | 864 | ||||||
Restricted stock issuances (20,145, 32,297 and 22,871 shares in 2014, 2015 and 2016) | 241 | 2 | 239 | 241 | |||||
Purchase of treasury stock (2,000 and 617,667 shares as of 2014 and 2015) | (32) | (32) | (32) | ||||||
Tax effects of share-based compensation plan | 5 | 5 | 5 | ||||||
Distributions to noncontrolling interests | (77) | (77) | |||||||
Balance at end at Dec. 31, 2014 | 199,885 | 1,273 | 103 | (32) | 189,532 | 35,335 | (26,560) | 199,651 | 234 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings (loss) | (12,994) | (13,008) | (13,008) | 14 | |||||
Other comprehensive loss | (6,561) | (6,561) | (6,561) | ||||||
Share-based compensation expense | 1,083 | 1,083 | 1,083 | ||||||
Restricted stock issuances (20,145, 32,297 and 22,871 shares in 2014, 2015 and 2016) | (176) | 3 | (179) | (176) | |||||
Purchase of treasury stock (2,000 and 617,667 shares as of 2014 and 2015) | (8,733) | (8,733) | (8,733) | ||||||
Distributions to noncontrolling interests | (63) | (63) | |||||||
Balance at end at Dec. 31, 2015 | 172,441 | 1,276 | 103 | (8,765) | 190,436 | 22,327 | (33,121) | 172,256 | 185 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings (loss) | 6,408 | 6,404 | 6,404 | 4 | |||||
Other comprehensive loss | (7,216) | (7,216) | (7,216) | ||||||
Share-based compensation expense | 37 | 37 | 37 | ||||||
Restricted stock issuances (20,145, 32,297 and 22,871 shares in 2014, 2015 and 2016) | (98) | 2 | (100) | (98) | |||||
Distributions to noncontrolling interests | (15) | (15) | |||||||
Balance at end at Dec. 31, 2016 | $ 171,557 | $ 1,278 | $ 103 | $ (8,765) | $ 190,373 | $ 28,731 | $ (40,337) | $ 171,383 | $ 174 |
Consolidated Statements of Equ8
Consolidated Statements of Equity [Parenthetical] - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Purchase of treasury stock | 0 | 617,667 | 2,000 |
Common Stock | |||
Restricted stock issuances | 22,871 | 32,297 | 20,145 |
Background and Summary of Signi
Background and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Background and Summary of Significant Accounting Policies | Background and Summary of Significant Accounting Policies Background Vishay Precision Group, Inc. (“VPG” or the “Company”) is an internationally recognized designer, manufacturer and marketer of sensors, and sensor-based measurement systems, as well as specialty resistors and strain gages based upon the Company's proprietary technology. The Company provides precision products and solutions, many of which are “designed-in” by its customers, specializing in the growing markets of stress, force, weight, pressure, and current measurements. Principles of Consolidation The consolidated financial statements include the accounts of the individual entities in which the Company maintained a controlling financial interest. For those subsidiaries in which the Company’s ownership is less than 100 percent , the outside stockholders’ interests are shown as noncontrolling interests in the accompanying consolidated balance sheets. All transactions, accounts, and profits between individual members comprising the Company have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ significantly from those estimates. Revenue Recognition The Company recognizes revenue on product sales during the period when the sales process is complete. This generally occurs when products are shipped to the customer in accordance with terms of an agreement of sale, title and risk of loss have been transferred, collectability is reasonably assured, and pricing is fixed or determinable. For sales where title and risk of loss pass at the point of delivery, the Company recognizes revenue upon delivery to the customer, assuming all other criteria for revenue recognition are met. The Company has post-shipment obligations, such as customer acceptance, training, or installation, with respect to some of its larger systems products. In such circumstances, a portion of the revenue may be deferred until the obligation has been completed, unless such obligation is deemed inconsequential or perfunctory. Given the specialized nature of the Company’s products, it generally does not allow product returns. Shipping and Handling Costs Shipping and handling costs are included in costs of products sold. Research and Development Expenses Research and development costs are expensed as incurred. The amount charged to expense for research and development was $11.1 million , $9.6 million , and $10.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The Company spends additional amounts for the development of machinery and equipment for new processes, and for cost reduction measures. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income tax expense in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes such assets will "more likely than not" be realized. In making this determination, the Company considers all positive and negative evidence, including historic earnings, projected future income, and cost-effective tax-planning strategies. When the Company determines that its ability to realize deferred tax assets is not "more likely than not", the Company adjusts its deferred tax asset valuation allowance, which increases income tax expense. The Company records uncertain tax positions on the basis of a two-step process in which the Company first determines whether it is "more likely than not" that the tax positions will be sustained based on the technical merits of the position and then measures those tax positions that meet the more-likely-than-not recognition threshold. The Company recognizes the largest amount of tax benefit that is greater than 50 percent likely to be realized upon ultimate settlement with the tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense in the accompanying consolidated statements of operations. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheets. Cash and Cash Equivalents Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less when purchased. Highly liquid investments with maturities greater than three months are classified as short-term investments. There were no investments classified as short-term investments at December 31, 2016 or 2015 . Allowance for Doubtful Accounts The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The allowance is determined through an analysis of the aging of accounts receivable and assessments of risk that are based on historical trends and an evaluation of the impact of current and projected economic conditions. The Company evaluates the past-due status of its trade receivables based on contractual terms of sale. If the financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. The allowance for doubtful accounts was $0.5 million and $0.3 million at December 31, 2016 and 2015 , respectively. Bad debt expense was $0.2 million , $0.1 million , $0.2 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Inventories Inventories are stated at the lower of cost, determined by the first-in, first-out method, or market based on net realizable value. Inventories are adjusted for estimated excess and obsolescence and written down to net realizable value based upon estimates of future demand, technology developments, and market conditions. Property and Equipment Property and equipment is carried at cost and is depreciated principally by the straight-line method based upon the estimated useful lives of the assets. Machinery and equipment are being depreciated over useful lives of seven to ten years . Buildings and building improvements are being depreciated over useful lives of twenty to forty years or the life of the leased property. Software is being depreciated over useful lives of three to five years . Construction in progress is not depreciated until the assets are placed in service. Depreciation expense was $9.3 million , $9.0 million , and $9.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively, which included software depreciation expense of $0.6 million , $0.8 million , and $1.0 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Business Combinations The Company allocates the purchase price of an acquired company, including when applicable, the fair value of contingent consideration between tangible and intangible assets acquired and liabilities assumed from the acquired businesses based on estimated fair values, with any residual of the purchase price recorded as goodwill. Third party appraisal firms and other consultants are engaged to assist management in determining the fair values of certain assets acquired and liabilities assumed. Estimating fair values requires significant judgments, estimates and assumptions, including but not limited to: discount rates, future cash flows and the economic lives of trade names, technology, customer relationships, property, plant and equipment, as well as income taxes. These estimates are based on historical experience and information obtained from the management of the acquired companies, and are inherently uncertain. Goodwill and Other Intangible Assets Goodwill, indefinite-lived trademarks, and in-process research and development ("IPRD") assets are tested for impairment at least annually, and whenever events or changes in circumstances occur indicating that it is "more likely than not" impairment may have been incurred. We have the option to first assess qualitative factors to determine whether it is "more likely than not" that the fair value of a reporting unit is less than its carrying amount as a basis for determining if it is necessary to perform the two-step goodwill impairment test. However, if we conclude otherwise, then we are required to perform the first step of the two-step impairment test by calculating the fair value of the reporting unit and comparing it against its carrying amount. We estimate the fair value of our reporting units by considering both an income approach and a market approach to valuation. The income approach to valuation uses our estimates of the future cash flows of the reporting unit discounted to their net present value using a discount rate determined using the capital asset pricing model and adjusted for the forecast risk inherent in our projections of future cash flows. The income approach to valuation is dependent on inputs from management such as expected revenue growth, profitability, capital expenditures, and working capital requirements. The market approach to valuation uses the market capitalization of public companies similar to the reporting unit to calculate an implied EBITDA multiple, and we apply that calculated EBITDA multiple to the expected EBITDA of the reporting unit to estimate the fair value of the reporting unit, after consideration of appropriate control premiums. We weigh the results of the income approach and the market approach to arrive at the estimated fair value of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then we are required to perform the second step of the goodwill impairment test. To measure the amount of the impairment, we determine the implied fair value of goodwill in the same manner as if we had acquired those reporting units. Specifically, we must allocate the fair value of the reporting unit to all of the assets of that unit, including any unrecognized intangible assets, in a hypothetical calculation that would yield the implied fair value of goodwill. The impairment loss is measured as the difference between the book value of the goodwill and the implied fair value of the goodwill computed in step two. In 2015 and 2014, the Company estimated the fair value of its IPRD asset using an income approach to valuation. The Company estimated the future cash flows associated with the IPRD and discounted those cash flows back to their net present value using a discount rate determined using the capital asset pricing model, and adjusted for the forecast risk inherent in the projections of cash flows associated with this asset. The estimates of cash flows included revenues to be generated by the products supported by the IPRD and the expected profits on those product sales. As of the date of the 2016 impairment test, IPRD was subject to amortization and therefore was not included as part of the 2016 impairment test. The Company's required goodwill annual impairment test is completed as of the first day of the fourth fiscal quarter each year. As more fully described in Note 4, the 2016 annual impairment test resulted in no impairment. The interim impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015 and the annual impairment test for 2014 resulted in the Company recording an impairment charge in the fourth quarter of 2014. The indefinite-lived trade names are tested for impairment by comparing the carrying value to the fair value based on current revenue projections of the related operations, under the relief from royalty method. Any excess carrying value over the applicable fair value is recognized as impairment. Any impairment would be recognized in the reporting period in which it has been identified. As more fully described in Note 4, the 2016 annual impairment test resulted in no impairment. The annual impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. There was no impairment identified through the annual impairment test completed in 2014. Included in the Company's patents and acquired technology is an in-process research and development project acquired as part of the acquisition of the George Kelk Corporation ("KELK"). Until this project is ready for sale, it is analyzed as an indefinite-lived intangible asset. The Company's required annual indefinite-lived intangible asset impairment test is completed as of the first day of the fourth fiscal quarter each year. As more fully described in Note 4, there was no impairment identified through the annual impairment test which was completed in 2016 and 2015. The annual impairment test for 2014 resulted in the Company recording an impairment charge in the fourth quarter of 2014. Definite-lived assets, such as customer relationships, patents and acquired technology, non-competition agreements, and certain trade names are amortized on a straight-line method over their estimated useful lives. Patents and acquired technology are being amortized over useful lives of seven to twenty years . Customer relationships are being amortized over useful lives of five to fifteen years . Trade names are being amortized over useful lives of seven to ten years . Non-competition agreements are being amortized over periods of five to ten years . The Company continually evaluates the reasonableness of the useful lives of these assets. Additionally, the Company reviews the carrying values of these assets for possible impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable based on undiscounted estimated cash flows expected to result from its use and eventual disposition. Impairment of Long-Lived Assets The carrying value of long-lived assets held-and-used, other than goodwill and indefinite-lived intangible assets, is evaluated when events or changes in circumstances indicate the carrying value may not be recoverable. The carrying value of a long-lived asset group is considered impaired when the total projected undiscounted cash flows from such asset group are separately identifiable and are less than the carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset group. Fair market value is determined primarily using present value techniques based on projected cash flows from the asset group. Losses on long-lived assets held-for-sale, other than goodwill and indefinite-lived intangible assets, are determined in a similar manner, except that fair market values are reduced for disposal costs. Foreign Currency Translation The Company has significant operations outside of the United States. The Company's operations in Europe, Canada, and certain locations in Asia primarily generate and expend cash in local currencies, and accordingly, these subsidiaries utilize the local currency as their functional currency. The Company’s operations in Israel and certain locations in Asia primarily generate cash in U.S. dollars, and accordingly, these subsidiaries utilize the U.S. dollar as their functional currency. For those subsidiaries where the local currency is the functional currency, assets and liabilities in the consolidated balance sheets have been translated at the rate of exchange as of the balance sheet date. Revenues and expenses are translated at the average exchange rate for the year. Translation adjustments do not impact the consolidated statements of operations and are reported as a separate component of accumulated other comprehensive loss within the statement of comprehensive income. Foreign currency transaction gains and losses are included in the results of operations. For those foreign subsidiaries where the U.S. dollar is the functional currency, all foreign currency financial statement amounts are remeasured into U.S. dollars. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in the consolidated statements of operations. Share-Based Compensation Compensation costs related to share-based payments are recognized in the consolidated financial statements. The amount of compensation cost is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the period that an officer, employee, or non-employee director provides service in exchange for the award. For performance based awards, the Company recognizes compensation cost for awards that are expected to vest and for which performance criteria are expected to be met. For options and restricted stock units subject to graded vesting, the Company recognizes expense over the service period for each separately vesting portion of the award as if the award was comprised of multiple awards. Reclassifications Certain prior year amounts have been reclassified to conform to the current financial statement presentation. Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017‑04, “ Simplifying the Test for Goodwill Impairment .” This ASU eliminates the requirement to calculate the implied fair value of goodwill (second step) to measure a goodwill impairment charge. Under the guidance, an impairment charge will be measured based on the excess of the reporting unit’s carrying amount over its fair value (first step). The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In January 2017, FASB issued ASU No. 2017‑01, “ Clarifying the Definition of a Business. ” This ASU provides a more robust framework to determine when a set of assets and activities is a business. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and will be applied prospectively to any transactions occurring within the period of adoption. Early adoption is permitted, including for interim or annual periods in which the financial statements have not been issued or made available for issuance. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In August 2016, FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments .” This ASU is intended to clarify the presentation of certain cash receipts and payments within the statement of cash flows. The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In March 2016, FASB issued ASU No. 2016-09," Improvements to Employee Share-Based Payment Accounting. " This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2016. The adoption of this standard update is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, “Leases (Topic 842),” a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of this ASU will require lessees to present the assets and liabilities that arise from leases on their balance sheets. The ASU is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In September 2015, FASB issued ASU No. 2015-16, " Business Combinations (Topic 805)," which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendment will be effective prospectively for reporting periods beginning on or after December 15, 2015, and therefore was adopted on January 1, 2016. The adoption of this standard update did not have a material impact on the Company's consolidated financial statements. In July 2015, FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330)," which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this standard update is not expected to have a material impact on the Company's consolidated financial statements. In April 2015, FASB issued ASU 2015-03, " Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. " This standard update requires an entity to present debt issuance costs on the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The update is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015. The Company adopted this ASU in the first fiscal quarter of 2016. Accordingly, the Company reclassified its capitalized debt issuance costs previously recorded within other assets to a contra-liability reducing long-term debt on the consolidated balance sheets. The reclassification was $0.5 million and $0.6 million as of December 31, 2016 and 2015, respectively. The adoption of this ASU did not have a material impact on the Company's consolidated financial statements. In May 2014, FASB issued ASU No. 2014-09, " Revenue from Contracts with Customers ," and modified the standard thereafter. The objective of the ASU is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The basis of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The ASU is effective for annual and interim periods beginning after December 15, 2017 and may be early adopted for annual and interim periods beginning after December 15, 2016. The guidance permits adoption by retrospectively applying the guidance to each prior reporting period presented (full retrospective method) or prospectively applying the guidance and providing additional disclosures comparing results to previous guidance, with the cumulative effect of initially applying the guidance recognized in beginning retained earnings at the date of initial application (modified retrospective method). The Company is in the process of determining the adoption method. The Company is in the assessment phase, reviewing a representative sample of contracts, discussions with key stakeholders and cataloging potential impacts on the Company’s operations, accounting policies, internal control over financial reporting and financial statements. The Company has identified that the key changes in the ASU that could potentially impact the Company’s revenue recognition related to the allocation of contract revenues between various products and services, the timing of when those revenues are recognized and the deferral of incremental costs to obtain a contract. The Company is continuing to determine the impact of the ASU on the consolidated results of operations, financial position, cash flows and financial statement disclosures. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Until July 6, 2010, VPG was part of Vishay Intertechnology, and the assets and liabilities consisted of those that Vishay Intertechnology attributed to its precision measurement and foil resistor businesses. Following the spin-off on July 6, 2010, VPG is an independent, publicly-traded company, and Vishay Intertechnology does not retain any ownership interest in VPG. Subsequent to the spin-off, VPG and Vishay Intertechnology continue to share certain manufacturing locations. VPG owns one location in Japan at which it leases space to Vishay Intertechnology. Vishay Intertechnology owns one location in the United States, at which it leases space to VPG. Through July 2014, Vishay Intertechnology also leased a location in Israel to VPG. Lease receipts and payments related to the shared facilities are immaterial. |
Acquisition Activity
Acquisition Activity | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisition Activity | Acquisition Activity Pacific Instruments, Inc. On April 6, 2016, the Company completed the acquisition of Pacific Instruments, Inc. ("Pacific") for an aggregate purchase price of $10.6 million . Pacific is a designer and manufacturer of high-performance data acquisition systems and has extensive experience integrating these systems. Pacific sells primarily to the aerospace, commercial aviation and defense markets in the United States. Pacific provides installation, facility integration, training, and on-going technical support for their manufactured products. Pacific products expand the offerings of our Foil Technology Products reporting segment, which already offered data acquisition systems, primarily instruments in the field of strain measurement. The following table summarizes the fair values assigned to the assets and liabilities of Pacific as of April 6, 2016 (in thousands): April 6, 2016 Adjustments Adjusted Working capital (a) $ 686 $ 235 $ 921 Property and equipment 26 — 26 Long-term deferred income tax liability (1,993 ) 90 (1,903 ) Intangible assets: Patents and acquired technology 1,300 — 1,300 Non-competition agreements 40 — 40 Customer relationships 3,500 — 3,500 Trade names 700 — 700 Total intangible assets 5,540 — 5,540 Fair value of acquired identifiable assets and liabilities 4,259 325 4,584 Purchase price $ 10,727 $ (101 ) $ 10,626 Goodwill $ 6,468 $ (426 ) $ 6,042 (a) Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. The weighted average useful lives for the patents and acquired technology, non-competition agreements, and customer relationships are 20 years, 6.5 years, and 15 years, respectively. None of the goodwill associated with this transaction is deductible for income tax purposes. The Company recorded acquisition costs associated with this transaction in its consolidated statements of operation as follows (in thousands) : Year ended Accounting and legal fees $ 369 Appraisal fees 41 Other 21 $ 431 Stress-Tek, Inc . On December 30, 2015, the Company completed the acquisition of Stress-Tek, Inc. ("Stress-Tek"), based in Kent, Washington, for an aggregate purchase price of $20.1 million . Stress-Tek is a designer and manufacturer of state-of-the-art, rugged and reliable strain gage-based load cells and force measurement systems primarily servicing the North American market. Their sensors and display systems are used in a wide range of industries, predominantly in transportation and trucking, for timber, refuse, aggregate, mining, and general trucking applications. Stress-Tek adds new products to the Company's Weighing and Control Systems reporting segment which enhances and broadens the Company's on-board weighing offerings with products that are recognized for high quality in their markets. The following table summarizes the fair values assigned to the assets and liabilities as of the December 30, 2015 acquisition date (in thousands): December 30, 2015 Adjustments Adjusted Working capital (a) $ 2,479 $ 85 $ 2,564 Property and equipment 6,338 — 6,338 Intangible assets: Patents and acquired technology 1,600 — 1,600 Non-competition agreements 60 — 60 Customer relationships 2,500 — 2,500 Trade names 700 — 700 Total intangible assets 4,860 — 4,860 Fair value of acquired identifiable assets 13,677 85 13,762 Purchase price $ 20,101 $ (28 ) $ 20,073 Goodwill $ 6,424 $ (113 ) $ 6,311 (a) Working capital accounts include cash, accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, and other accrued expenses. The weighted average useful lives for the patents and acquired technology, non-competition agreements, and customer relationships are 20 , 5 , and 15 years, respectively. Most of the goodwill associated with this transaction will be deductible for income tax purposes. The Company recorded acquisition costs associated with this transaction in its consolidated statements of operations as follows (in thousands): Years ended December 31, 2016 2015 Accounting and legal fees $ 51 $ 70 Appraisal fees 12 62 Other — 53 $ 63 $ 185 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The Company performed the first step of the two-step impairment test as of the first day of the fiscal 2016 fourth quarter by calculating the fair value of the reporting units and comparing it against its carrying amount. The Company estimated the fair value of its reporting units by considering both an income approach and a market approach to valuation. The income approach to valuation used the Company’s estimates of the future cash flows of the reporting unit discounted to their net present value applying a discount rate determined using the capital asset pricing model and adjusted for the forecast risk inherent in the Company’s projections of future cash flows. The income approach to valuation is dependent on inputs from management such as expected revenue growth, profitability, capital expenditures and working capital requirements. The market approach to valuation used the market capitalization of public companies similar to the reporting unit to calculate an implied EBITDA multiple. The Company applied that calculated EBITDA multiple to the expected EBITDA of the reporting unit to estimate the fair value of the reporting unit. Both of these approaches to estimating the fair value of the unit use inputs that are considered “Level 3” inputs to the fair value estimate (see Note 15 for a definition of Level 3 valuation inputs within the fair value hierarchy). The Company equally weighted the results of the income approach and the market approach to arrive at the estimated fair value of the reporting units. After completing step one, the Company determined that the fair value of each of the reporting units exceeded its carrying value resulting in no impairment. As a result of the 2015 and 2014 goodwill impairment tests for the KELK business, the Company recorded impairment charges of $4.8 million in 2015 and $4.6 million in 2014. The determination of the fair value of the reporting unit and the allocation of that value to individual assets and liabilities within the reporting unit requires the Company to make significant estimates and assumptions. These estimates and assumptions include the selection of appropriate peer group companies, control premiums appropriate for acquisitions in the industries in which the Company competes, the discount rate, terminal growth rates, and forecasts of revenue, operating income, depreciation and amortization, and capital expenditures. Due to the inherent uncertainty involved in making these estimates, actual financial results could differ from those estimates. Changes in assumptions concerning future financial results or other underlying assumptions could have a significant impact on either the fair value of the reporting unit or the amount of the goodwill impairment charges. The change in the carrying amount of goodwill by segment is as follows ( in thousands) : Total Weighing and Control Systems Segment Foil Technology Products Segment KELK Acquisition Stress-Tek Acquisition Pacific Instruments Balance at January 1, 2014 $ 12,788 $ 12,788 $ — $ — Goodwill acquired 6,424 — 6,424 — Impairment charges (4,761 ) (4,761 ) — — Foreign currency translation adjustment (1,848 ) (1,848 ) — — Balance at December 31, 2015 $ 12,603 $ 6,179 $ 6,424 $ — Goodwill acquired 6,042 — — 6,042 Adjustment to goodwill acquired (113 ) — (113 ) — Foreign currency translation adjustment 185 185 — — Balance at December 31, 2016 $ 18,717 $ 6,364 $ 6,311 $ 6,042 Intangible assets were as follows (in thousands) : December 31, 2016 2015 Intangible assets subject to amortization (Definite-lived): Patents and acquired technology $ 9,669 $ 8,499 Customer relationships 20,934 17,395 Trade names 1,621 1,688 Non-competition agreements 11,348 11,297 43,572 38,879 Accumulated amortization: Patents and acquired technology (3,865 ) (3,629 ) Customer relationships (8,162 ) (7,288 ) Trade names (1,609 ) (1,668 ) Non-competition agreements (10,761 ) (10,371 ) (24,397 ) (22,956 ) Net intangible assets subject to amortization $ 19,175 $ 15,923 Intangible assets not subject to amortization (Indefinite-lived): Trade names 2,410 1,680 In-process research and development — 80 $ 21,585 $ 17,683 Certain intangible assets are subject to foreign currency translation. In conjunction with the acquisition of Pacific on April 6, 2016 (see Note 3), the Company allocated $4.8 million of the purchase price to definite-lived intangible assets and $0.7 million to indefinite-lived intangible assets at December 31, 2016. The Company has determined that the trade name is an indefinite-lived intangible asset. In conjunction with the acquisition of Stress-Tek on December 30, 2015 (see Note 3), the Company allocated $4.2 million of the purchase price to definite-lived intangible assets and $0.7 million to indefinite-lived intangible assets at December 31, 2015. The Company has determined that the trade name is an indefinite-lived intangible asset. The Company performed an impairment test on the indefinite-lived trade names as of the first day of the fiscal 2016 fourth quarter and determined there was no impairment. As a result of the 2015 indefinite-lived trade names impairment test, the Company recorded an impairment charge of $0.2 million . As a result of the 2014 indefinite-lived trade names impairment test, the Company determined there was no impairment. As a result of the 2015 impairment test on the indefinite-lived in-process research and development (“IPRD”), the Company determined there was no impairment. As a result of the 2014 impairment test on the IPRD, the Company recorded an impairment charge of $0.8 million . Amortization expense was $1.8 million , $2.1 million , and $2.6 million , for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Estimated annual amortization expense for each of the next five years is as follows (in thousands) : 2017 $ 1,890 2018 1,679 2019 1,504 2020 1,501 2021 1,455 |
Restructuring Costs
Restructuring Costs | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | Restructuring Costs Restructuring costs reflect the cost reduction programs implemented by the Company. Restructuring costs are expensed during the period in which the Company determines it will incur those costs and all requirements for accrual are met. Because these costs are recorded based upon estimates, actual expenditures for the restructuring activities may differ from the initially recorded costs. If the initial estimates are too low or too high, the Company could be required to either record additional expense in future periods or to reverse part of the previously recorded charges. On March 23, 2016, the Company announced, in connection with the November 16, 2015 global cost reduction program, the decision to close its facility in Alajuela, Costa Rica. Approximately $0.4 million of restructuring costs were recorded during the year ended December, 31, 2016 related to this closure. This closure was substantially complete as of December 31, 2016. On November 16, 2015, the Company announced a cost reduction program as part of its efforts to improve efficiency and operating performance. Approximately $0.4 million of restructuring costs, excluding the cost associated with the Costa Rica closure, were recorded during the year ended December 31, 2016 related to this program. Complete implementation of this program is expected to occur by the end of the second quarter of 2017. During the year ended December 31, 2016, the Company initiated other cost reduction plans at locations in Europe, the U.S. and Canada. Approximately $1.9 million of restructuring costs, primarily severance, were recorded during the year ended December 31, 2016 related to these plans. The Company recorded restructuring costs of $2.7 million , $4.5 million , and $0.7 million during the years ended December 31, 2016 , 2015 , and 2014 , respectively. Restructuring costs were comprised primarily of employee termination costs, including severance and statutory retirement allowances, and were incurred in connection with various cost reduction programs. The following table summarizes the activity to date related to these programs. The accrued restructuring liability balance as of December 31, 2016 and 2015, respectively, is included in other accrued expenses in the accompanying consolidated balance sheets (in thousands) : Balance at January 1, 2014 51 Restructuring charges in 2014 668 Adjustment 8 Cash payments (367 ) Foreign currency translation (9 ) Balance at December 31, 2014 $ 351 Restructuring charges in 2015 4,461 Cash payments (1,964 ) Foreign currency translation (21 ) Balance at December 31, 2015 $ 2,827 Restructuring charges in 2016 2,666 Cash payments (4,152 ) Foreign currency translation (8 ) Balance at December 31, 2016 $ 1,333 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For financial reporting purposes, income before taxes includes the following components (in thousands) : Years ended December 31, 2016 2015 2014 Domestic $ (5,285 ) $ (4,874 ) $ (3,575 ) Foreign 14,892 5,380 9,446 $ 9,607 $ 506 $ 5,871 The expense (benefit) for income taxes is comprised of (in thousands) : Years ended December 31, 2016 2015 2014 Current: Federal $ (18 ) $ 492 $ 1,934 State and local 30 (12 ) 36 Foreign 2,886 3,007 4,205 2,898 3,487 6,175 Deferred: Federal (1,176 ) 10,039 (3,376 ) State and local (9 ) 630 (46 ) Foreign 1,486 (656 ) (140 ) 301 10,013 (3,562 ) Total income tax expense $ 3,199 $ 13,500 $ 2,613 A reconciliation of income tax expense (benefit) at the U.S. federal statutory income tax rate to the actual income tax provision is as follows (in thousands) : Years ended December 31, 2016 2015 2014 Tax at statutory rate $ 3,362 $ 177 $ 2,055 State income taxes, net of U.S. federal tax benefit (15 ) 383 (10 ) Effect of foreign operations (1,023 ) 803 (1,026 ) Residual U.S. tax on foreign earnings (307 ) — 2,426 Change in valuation allowance 1,266 12,309 (1,361 ) Change in unrecognized tax benefits, net (899 ) 12 273 Impairment of goodwill and indefinite-lived intangibles — 360 303 Specialty tax credits (78 ) (216 ) (362 ) Statutory rate changes (180 ) 114 (166 ) Prior period deferred tax adjustments 817 — — Other 256 (442 ) 481 Total income tax expense $ 3,199 $ 13,500 $ 2,613 Deferred income taxes represent the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts for income tax purposes. During the fourth quarter of 2016, the Company wrote off deferred tax assets that had been recorded in periods prior to 2016, but which the Company determined did not meet the recognition criteria required by ASC 740 " Income Taxes" . The deferred tax assets were recognized over a period of years. Of the amount written-off, $0.1 million was initially recognized in 2014 and the remaining $0.7 million was initially recognized in periods prior to 2014. Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands) : December 31, 2016 2015 Deferred tax assets: Pension and other postretirement costs $ 4,714 $ 4,843 Inventories 2,466 2,275 Net operating/capital loss carryforwards 11,825 9,482 Tax credit carryforwards 5,077 4,712 Deferred compensation 2,468 2,392 Other accruals and reserves 2,879 3,480 Intangible assets, including tax deductible goodwill — 784 Total gross deferred tax assets 29,429 27,968 Less: valuation allowance (20,741 ) (19,144 ) 8,688 8,824 Deferred tax liabilities: Tax over book depreciation (189 ) (255 ) Intangible assets, including tax deductible goodwill (1,361 ) — Total gross deferred tax liabilities (1,550 ) (255 ) Net deferred tax assets $ 7,138 $ 8,569 In 2015, the Company established a valuation allowance with respect to substantially all of its U.S. deferred tax assets due to uncertainty regarding the realization of these assets. Throughout 2016, the Company reassessed its ability to realize its U.S. and other deferred tax assets by considering both positive and negative evidence regarding realization. The most significant negative evidence is continuing cumulative operating losses in the U.S. The impact of the acquisitions of Stress-Tek and Pacific was also considered in determining the realization of the U.S. deferred tax assets. The Pacific acquisition resulted in the establishment of deferred tax liabilities which allowed the Company to adjust its previously established valuation allowance by $1.6 million . Other aspects, such as operating results, additional interest expense and additional tax deductions related to the Stress-Tek acquisition, were also considered. The Company also considered positive evidence such as tax planning strategies and the projected benefits of our restructuring efforts. However, there was insufficient positive evidence to overcome the negative evidence. Overall, the cumulative losses and the acquisition impacts still indicate that realization of our U.S. deferred tax assets remains uncertain such that the Company cannot conclude that it is "more likely than not" that the deferred tax assets will be recoverable. We will continue to monitor the realization of U.S. deferred tax assets and reduce the valuation allowance if, and when, sufficient positive evidence of realization exists. At December 31, 2016 and 2015, the valuation allowance on U.S. deferred tax assets was approximately $18.1 million and $16.7 million , respectively. The Company also has valuation allowances of $2.6 million and $2.5 million at December 31, 2016 and 2015, respectively, with respect to certain foreign net operating loss and capital loss carryforwards. The valuation allowance related to Israel capital losses was reduced during 2016 as a result of the sale of the Karmiel facility because the sale triggered a capital gain. Significant valuation allowances are as follows (in thousands) : December 31, Jurisdiction 2016 2015 U.S. federal $ 13,101 $ 12,454 U.S. state (net of U.S. federal tax benefit) 5,022 4,206 Israel - capital losses 1,486 1,783 The following table summarizes significant net operating losses and credit carryforwards as of December 31, 2016 (in thousands): December 31, Jurisdiction 2016 Expiring U.S. federal net operating losses $ 10,276 2035-2036 U.S. foreign tax credit 4,970 2020-2024 U.S state net operating losses 62,032 2023-2036 Israel net operating losses 14,661 No expiration Undistributed earnings of the Company’s foreign subsidiaries amounted to approximately $96.8 million at December 31, 2016 compared to $89.2 million at December 31, 2015 . Substantially all of the undistributed earnings are considered to be indefinitely reinvested and accordingly, no provision has been made for U.S. federal and state income taxes. If those earnings were distributed to the U.S., the Company could be subject to U.S. income taxes, state income taxes, incremental foreign income taxes, and withholding taxes. Determination of the amount of unrecognized deferred U.S. income tax liability is not practicable because of the uncertainty regarding the timing of any such distribution, the impact on existing valuation allowances, and complexities associated with the U.S. foreign tax credit rules. Withholding taxes of approximately $14.7 million are estimated to be payable upon remittance of all previously unremitted earnings as of December 31, 2016 . Net income taxes paid were $3.9 million , $4.5 million , and $3.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The Company and its subsidiaries are subject to income taxes imposed by the U.S., various states, and the foreign jurisdictions in which we operate. Each jurisdiction establishes rules that set forth the years which are subject to examination by its tax authorities. While the Company believes the tax positions taken on its tax returns for each jurisdiction are supportable, they may still be challenged by the jurisdiction's tax authorities. In anticipation of such challenges, the Company has established reserves for tax-related uncertainties. These liabilities are based on the Company’s best estimate of the potential tax exposures in each respective jurisdiction. It may take a number of years for a final tax liability in a jurisdiction to be determined, particularly in the event of an audit. If an uncertain matter is determined favorably, there could be a reduction in the Company’s tax expense. An unfavorable determination could increase tax expense and could require a cash payment, including interest and penalties. Since the Company and its affiliates have been included in tax returns filed by Vishay Intertechnology, our former parent, for periods prior to, and including, July 6, 2010, the Company has joint and several liability in multiple tax jurisdictions with respect to those tax returns. Under the terms of the Tax Matters Agreement entered into with Vishay Intertechnology, they have agreed to indemnify us for any such liability including interest and penalties, and any similar liability related to U.S. federal, state, local, and foreign income taxes whether determined on a separate company, consolidated, combined, unitary, or similar basis for each tax period during which the Company or its subsidiaries were part of Vishay Intertechnology’s affiliated group. As of December 31, 2016 , the Company recorded a gross tax liability of $0.1 million , which includes interest and penalties, related to these uncertain tax positions. The Company has also recorded a corresponding receivable, net of a $0.2 million payment received in 2015, from Vishay Intertechnology. The following table summarizes changes in the Company's gross liabilities, excluding interest and penalties, associated with unrecognized tax benefits (in thousands) : December 31, 2016 2015 2014 Balance at beginning of year $ 1,506 $ 1,704 $ 1,373 Addition based on tax positions related to current year 63 109 238 Addition based on tax positions related to prior years 66 13 249 Addition related to acquired company 297 — — Currency translation adjustments 16 (29 ) (100 ) Reduction for settled tax examinations (906 ) — — Reduction for payments made — (241 ) — Reduction for lapses of statute of limitations (270 ) (50 ) (56 ) Balance before indemnification receivable 772 1,506 1,704 Receivable from Vishay Intertechnology for indemnification (57 ) (107 ) (281 ) Balance at end of year $ 715 $ 1,399 $ 1,423 The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. Related to the unrecognized tax benefits noted above, the Company accrued total penalties and interest of $0.3 million as of December 31, 2016 , none of which was included in the indemnification receivable. As of December 31, 2015 and December 31, 2014 , the Company accrued total penalties and interest of $0.3 million and $0.5 million , respectively, of which $0.0 million and $0.3 million , respectively, were recorded within the indemnification receivable from Vishay Intertechnology. Included in the balance of unrecognized tax benefits as of December 31, 2016 , 2015 , and 2014 is $0.8 million , $1.5 million , and $1.7 million , respectively, of tax benefits that, if recognized, would impact the effective tax rate. The Company believes that it is reasonably possible that an increase in unrecognized tax benefits related to foreign exposures of between $0.1 million and $0.2 million may be necessary in 2017. As of December 31, 2016 , the Company anticipates that it is reasonably possible that it will reverse up to $0.2 million of its current unrecognized tax benefits within the calendar year due to the expiration of the statute of limitations in certain jurisdictions. In addition, the Company believes it is reasonably possible that it may pay up to $0.2 million to tax authorities to settle current unrecognized tax benefits. Approximately $0.1 million of the unrecognized tax benefits the Company expects to reverse in 2017 due to statute lapses are covered by the Tax Matters Agreement. Upon reversal, the Company will recognize a pre-tax expense and a corresponding income tax benefit. The Company and its subsidiaries file U.S. federal income tax returns, as well as income tax returns in various state, local, and foreign jurisdictions. The Company files federal, state, and local income tax returns on a combined, unitary, or stand-alone basis. The statute of limitations in those jurisdictions generally ranges from 3 to 4 years . Additionally, the Company's foreign subsidiaries file income tax returns in the countries in which they have operations and the statutes of limitations in those jurisdictions generally range from 3 to 10 years . During 2016, the Company concluded a tax examination in Israel for the years 2012-2014. The Company is subject to ongoing income tax audits, administrative appeals and judicial proceedings in India spanning a number of years. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following (in thousands) : December 31, 2016 2015 2015 Credit Agreement - Revolving Facility $ 9,000 $ 4,000 2015 Credit Agreement - U.S. Closing Date Term Facility 4,128 4,500 2015 Credit Agreement - U.S. Delayed Draw Term Facility 10,092 11,000 2015 Credit Agreement - Canadian Term Facility 8,780 9,500 Exchangeable Unsecured Notes, due 2102 4,097 4,097 Other debt 509 614 Deferred financing costs (454 ) (554 ) 36,152 33,157 Less: current portion 2,623 2,120 $ 33,529 $ 31,037 2015 Credit Agreement On December 30, 2015, the Company entered into a Second Amended and Restated Credit Agreement (the “2015 Credit Agreement”) among the Company, VPG Canada, the lenders, Citizens Bank, National Association and Wells Fargo Bank, National Association as joint book-runners and JPMorgan Chase Bank, National Association as agent for such lenders (the “Agent”), pursuant to which the terms of the Company’s multi-currency, secured credit facility were revised and expanded to provide for the following facilities: (1) a secured revolving facility (the “2015 Revolving Facility”) in an aggregate principal amount of $30.0 million , with a sublimit of $10.0 million which can be used for letters of credit for the account of the Company or its U.S. and Canadian subsidiaries, the proceeds of which may be used for working capital and general corporate purposes, and a portion of which was used to fund the Stress-Tek and Pacific acquisitions ; (2) a secured closing date term facility for the Company (the “2015 U.S. Closing Date Term Facility”) in an aggregate principal amount of $4.5 million , the proceeds of which were used by the Company to refinance indebtedness under its existing term loan; (3) a secured delayed draw term facility for the Company (the "2015 U.S. Delayed Draw Term Facility") in an aggregate principal amount of $11.0 million , the proceeds of which were used to fund a portion of the Stress-Tek acquisition; and (4) a secured term facility for VPG Canada (the “2015 Canadian Term Facility”) in an aggregate principal amount of $9.5 million , the proceeds of which were used by VPG Canada to refinance indebtedness under its existing term loan. The aggregate principal amount of the 2015 Revolving Facility may be increased by a maximum of $15.0 million upon the request of the Company, subject to the terms of the 2015 Credit Agreement. The 2015 Credit Agreement terminates on December 30, 2020 . The term loans are being repaid in quarterly installments. Interest payable on amounts borrowed under the 2015 Revolving Facility, the 2015 U.S. Closing Date Term Facility, the 2015 U.S. Delayed Draw Term Facility, and the 2015 Canadian Term Facility (collectively, the “Facilities”) is based upon, at the Company’s option, (1) the greatest of: the Agent’s prime rate, the Federal Funds rate, or a LIBOR floor (the “Base Rate”), or (2) LIBOR plus a specified margin. An interest margin of 0.25% is added to Base Rate loans. Depending upon the Company’s leverage ratio, an interest rate margin ranging from 2.00% to 3.50% per annum is added to the applicable LIBOR rate to determine the interest payable on the Facilities. The Company is required to pay a quarterly commitment fee of 0.30% per annum to 0.50% per annum on the unused portion of the 2015 Revolving Facility, which is determined based on the Company’s leverage ratio each quarter. Additional customary fees apply with respect to letters of credit. The total interest rates at December 31, 2016 and December 31, 2015, were 4.00% and 3.75% , respectively, for the 2015 Revolving and U.S. Delayed Draw Term Facilities and 4.00% and 3.11% , respectively, for the 2015 U.S. Closing Date Term and 2015 Canadian Term Facilities. The obligations of the Company and VPG Canada under the 2015 Credit Agreement are secured by pledges of stock in certain domestic and foreign subsidiaries, as well as guarantees by substantially all of the Company’s domestic subsidiaries and of the Company (with respect to the 2015 Canadian Term Facility). The obligations of the Company and the guarantors under the 2015 Credit Agreement are secured by substantially all the assets (excluding real estate) of the Company and such guarantors. The 2015 Canadian Term Facility is secured by substantially all the assets of VPG Canada and by a secured guarantee by the Company and its domestic subsidiaries. The 2015 Credit Agreement restricts the Company from paying cash dividends and requires the Company to comply with other customary covenants, representations, and warranties, including the maintenance of specific financial ratios. The financial maintenance covenants include a tangible net worth ratio, a leverage ratio, and a fixed charges coverage ratio. The Company was in compliance with its financial maintenance covenants at December 31, 2016 . If the Company is not in compliance with any of these covenant restrictions, the credit facility could be terminated by the lenders, and all amounts outstanding pursuant to the credit facility could become immediately payable. 2013 Credit Agreement On January 29, 2013, the Company entered into an Amended and Restated Credit Agreement (the “2013 Credit Agreement”) among the Company, VPG Canada, the lenders, RBS Citizens, National Association as joint book-runner and JPMorgan Chase Bank, National Association as agent for such lenders (the “Agent”), pursuant to which the terms of the Company’s multi-currency, secured credit facility were revised and expanded to provide for the following facilities: (1) a secured revolving facility (the “2013 Revolving Facility”) in an aggregate principal amount of $15.0 million ; (2) a secured term facility for the Company (the “2013 U.S. Term Facility”) in an aggregate principal amount of $10.0 million ; and (3) a secured term facility for VPG Canada (the “2013 Canadian Term Facility”) in an aggregate principal amount of $15.0 million . The 2013 Credit Agreement was terminated on December 30, 2015 . Interest payable on amounts borrowed under the 2013 Revolving Facility, the 2013 U.S. Term Facility and the 2013 Canadian Term Facility (collectively, the “Facilities”) was based upon LIBOR plus a specified margin. The Company was required to pay a quarterly commitment fee of 0.30% per annum to 0.50% per annum on the unused portion of the 2013 Revolving Facility. The total interest rate was 2.76% at December 31, 2014. Other Lines of Credit In addition to the 2015 and 2013 Revolving Facilities discussed above, certain subsidiaries of the Company had committed short-term lines of credit with a foreign bank aggregating approximately $3.0 million and $3.0 million at December 31, 2016 and 2015 , respectively. The Company had outstanding letters of credit under these short-term lines of credit of $0.5 million and $0.8 million at December 31, 2016 and 2015, respectively. Exchangeable Unsecured Notes, due 2102 By reason of the spin-off, Vishay Intertechnology was required to take action so that the existing exchangeable notes of Vishay Intertechnology were deemed exchanged as of the date of the spin-off, for a combination of new notes of Vishay Intertechnology and notes issued by VPG. VPG assumed the liability for an aggregate $10.0 million principal amount of exchangeable notes effective July 6, 2010. The maturity date of the notes is December 13, 2102 . The notes are subject to a put and call agreement under which the holders may at any time put the notes to the Company in exchange for shares of the Company’s common stock, and the Company may call the notes in exchange for cash or for shares of its common stock at any time after January 1, 2018. The put/call rate of the VPG notes is $22.57 per share of common stock. Effective August 28, 2013, a holder of the Company's exchangeable notes exercised its option to exchange approximately $5.9 million principal amount of the notes for 259,687 shares of VPG common stock. Following this transaction, VPG has outstanding exchangeable unsecured notes with a principal amount of approximately $4.1 million , which are exchangeable for an aggregate of 181,537 shares of VPG common stock. (See also Note 13). The notes bear interest at LIBOR . Interest is payable quarterly on March 31, June 30, September 30, and December 31 of each calendar year. The total interest rate was 1.00% at December 31, 2016 . Other Debt Other debt consists of debt held by VPG’s Japanese subsidiary and is payable monthly over the next 5 years at a zero percent interest rate. Aggregate annual maturities of long-term debt are as follows (in thousands) : 2017 $ 2,623 2018 3,873 2019 5,123 2020 20,874 2021 16 Thereafter 4,097 Interest paid on third-party debt was $1.3 million , $0.6 million , and $0.8 million during the years ended December 31, 2016 , 2015 , and 2014 , respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The Company’s Class B convertible common stock carries ten votes per share. The common stock carries one vote per share. Class B shares are transferable only to certain permitted transferees while the common stock is freely transferable. Class B shares are convertible on a one -for- one basis at any time into shares of common stock. Transfers of Class B shares other than to permitted transferees result in the automatic conversion of the Class B shares into common stock. The Board of Directors may only declare dividends or other distributions with respect to the common stock or the Class B convertible common stock if it grants such dividends or distributions in the same amount per share with respect to the other class of stock. As discussed in Note 7, the Company is restricted from paying cash dividends. Stock dividends or distributions, on any class of stock, are payable only in shares of stock of that class. Shares of either common stock or Class B convertible common stock cannot be split, divided, or combined unless the other is also split, divided, or combined equally. The Board of Directors is authorized, without further stockholder approval, to issue from time to time up to an aggregate of 1,000,000 shares of preferred stock in one or more series. The Board of Directors may fix or alter the designation, preferences, rights and any qualification, limitations, restrictions of the shares of any series, including the dividend rights, dividend rates, conversion rights, voting rights, redemption terms and prices, liquidation preferences and the number of shares constituting any series. No shares of the Company’s preferred stock are currently outstanding. On September 23, 2014, the Board of Directors approved a stock repurchase plan, authorizing the Company to repurchase, in the aggregate, up to 500,000 shares of its outstanding common stock. On May 21, 2015, the Board of Directors approved an increase in the shares of the Company's outstanding common stock available for repurchase, in the aggregate, from 500,000 shares to 2,000,000 shares. The stock repurchase plan expired in May 2016. The Company repurchased 617,667 and 2,000 shares of its common stock during the fiscal years ended December 31, 2015 and 2014, respectively. The Company did not repurchase shares in 2016. 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 (in thousands) : Beginning Before-Tax Tax Net-of-Tax Ending December 31, 2014 Pension and other postretirement actuarial items $ (2,265 ) $ (3,357 ) $ 782 $ (2,575 ) $ (4,840 ) Reclassification adjustment for recognition of actuarial items 60 (23 ) 37 37 Foreign currency translation adjustment (13,742 ) (8,015 ) — (8,015 ) (21,757 ) $ (16,007 ) $ (11,312 ) $ 759 $ (10,553 ) $ (26,560 ) December 31, 2015 Pension and other postretirement actuarial items $ (4,803 ) $ 141 $ (21 ) $ 120 $ (4,683 ) Reclassification adjustment for recognition of actuarial items 304 (38 ) 266 266 Foreign currency translation adjustment (21,757 ) (6,947 ) — (6,947 ) (28,704 ) $ (26,560 ) $ (6,502 ) $ (59 ) $ (6,561 ) $ (33,121 ) December 31, 2016 Pension and other postretirement actuarial items $ (4,417 ) $ (3,505 ) $ 544 $ (2,961 ) $ (7,378 ) Reclassification adjustment for recognition of actuarial items 271 (38 ) 233 233 Foreign currency translation adjustment (28,704 ) (4,488 ) — (4,488 ) (33,192 ) $ (33,121 ) $ (7,722 ) $ 506 $ (7,216 ) $ (40,337 ) Reclassifications of pension and other postretirement actuarial items out of accumulated other comprehensive income (loss) are included in the computation of net periodic benefit cost (see Note 9). |
Pensions and Other Postretireme
Pensions and Other Postretirement Benefits Pensions and Other Postretirement Benefits (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits | Pensions and Other Postretirement Benefits Defined Benefit Plans Employees of the Company participate in various defined benefit pension and other postretirement benefit plans. U.S. Pension Plan The Vishay Precision Group Non-Qualified Retirement Plan, like all nonqualified plans, is considered to be unfunded. The Company maintains a nonqualified trust, referred to as a “rabbi” trust, to fund benefits under this plan. Rabbi trust assets are subject to creditor claims under certain conditions and are not the property of employees. Therefore, they are accounted for as other noncurrent assets within the consolidated balance sheets. The assets held in the rabbi trust are invested in money market funds and company-owned life insurance policies. The consolidated balance sheets include assets held in trust related to the nonqualified pension plan of $1.6 million at December 31, 2016 and $1.6 million at December 31, 2015 , and the related liabilities of $2.0 million and $2.0 million at December 31, 2016 and 2015 , respectively. The Vishay Precision Group Non-Qualified Retirement Plan is frozen. Accordingly, no new employees may participate in the plan, no further participant contributions are permitted, and no further benefits accrue. Benefits accumulated prior to the freezing of the U.S. pension plan will be paid to employees upon retirement, and the Company will likely need to make additional cash contributions to the rabbi trust to fund this accumulated benefit obligation. Non-U.S. Pension Plans The Company provides pension and similar benefits to employees of certain non-U.S. subsidiaries consistent with local practices. Pension benefits earned are generally based on years of service and compensation during active employment. Other Postretirement Benefit Plans In the U.S., the Company maintains two unfunded non-pension other postretirement benefit plans (“OPEB”) which are funded as costs are incurred. These plans provide medical and death benefits to retirees. The following table sets forth a reconciliation of the benefit obligation, plan assets, and funded status related to pension and other postretirement benefit plans (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Change in benefit obligation: Benefit obligation at beginning of year $ 23,348 $ 3,373 $ 24,655 $ 3,331 Service cost (adjusted for actual employee contributions) 403 100 413 88 Interest cost 784 130 857 126 Contributions by participants 42 — 44 — Actuarial (gains) losses 4,809 525 (413 ) 72 Benefits paid (732 ) (295 ) (1,223 ) (244 ) Curtailments and settlements (20 ) — (14 ) — Currency translation (3,447 ) — (971 ) — Benefit obligation at end of year $ 25,187 $ 3,833 $ 23,348 $ 3,373 Change in plan assets: Fair value of plan assets at beginning of year $ 15,122 $ — $ 15,697 $ — Actual return on plan assets 1,441 — 194 — Company contributions 1,240 295 1,160 244 Contributions by participants 42 — 44 — Benefits paid (732 ) (295 ) (1,223 ) (244 ) Curtailments and settlements — — (14 ) — Currency translation (2,560 ) — (736 ) — Fair value of plan assets at end of year $ 14,553 $ — $ 15,122 $ — Funded status at end of year $ (10,634 ) $ (3,833 ) $ (8,226 ) $ (3,373 ) Amounts recognized in the consolidated balance sheets consist of the following pre-tax amounts (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Accrued pension and other postretirement costs $ (10,634 ) $ (3,833 ) $ (8,226 ) $ (3,373 ) Unrecognized actuarial gains and losses arise from several factors, including experience and assumption changes with respect to the obligations and from the difference between expected returns and actual returns on plan assets. Actuarial items consist of the following (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Unrecognized net actuarial loss $ 7,763 $ 1,588 $ 4,950 $ 1,138 Unrecognized prior service cost 2 — 2 — Unamortized transition obligation 3 — 4 — $ 7,768 $ 1,588 $ 4,956 $ 1,138 The following table sets forth additional information regarding the projected and accumulated benefit obligations for the pension plans (in thousands) : December 31, 2016 2015 Accumulated benefit obligation, all plans $ 23,633 $ 21,931 Plans for which the accumulated benefit obligation exceeds plan assets: Projected benefit obligation $ 24,102 $ 22,274 Accumulated benefit obligation 22,963 21,256 Fair value of plan assets 13,491 14,204 Unrecognized gains and losses are amortized into future net periodic pension cost using the 10% corridor method over the expected remaining service life of the employee group. The following table sets forth the components of net periodic cost of pension and other postretirement benefit plans (in thousands) : Years ended December 31, 2016 2015 2014 Pension OPEB Pension OPEB Pension OPEB Annual service cost $ 445 $ 100 $ 457 $ 88 $ 470 $ 62 Less: employee contributions 42 — 44 — 53 — Net service cost 403 100 413 88 417 62 Interest cost 784 130 857 126 938 131 Expected return on plan assets (630 ) — (656 ) — (789 ) — Amortization of actuarial losses 192 75 232 72 26 33 Amortization of transition obligation 5 — 1 — 1 — Curtailment and settlement losses — — 1 — — — Net periodic benefit cost $ 754 $ 305 $ 848 $ 286 $ 593 $ 226 See Note 8 for the pre-tax, tax effect, and after tax amounts included in other comprehensive income during the years ended December 31, 2016 , 2015 , and 2014 . The estimated actuarial items that will be amortized from accumulated other comprehensive loss into net periodic pension cost during 2017 is $0.6 million . The following weighted-average assumptions were used to determine benefit obligations at December 31 of the respective years: 2016 2015 Pension OPEB Pension OPEB Discount rate 2.59 % 3.77 % 3.65 % 3.98 % Rate of compensation increase 2.63 % N/A 2.82 % N/A Expected return on plan assets 4.49 % N/A 4.47 % N/A The following weighted-average assumptions were used to determine the net periodic pension costs for the years ended December 31, 2016 and 2015 : 2016 2015 Pension OPEB Pension OPEB Discount rate 3.65 % 3.98 % 3.56 % 3.69 % Rate of compensation increase 2.82 % N/A 2.70 % N/A Expected return on plan assets 4.47 % N/A 4.19 % N/A Health care trend rate N/A 4.81 % N/A 7.52 % The health care trend ultimate rate is 4.00% per the terms of the plan. The impact of a one-percentage-point change in assumed health care cost trend rates on the net periodic benefit cost and postretirement benefit obligation is not material. The plans’ expected return on assets is based on management’s expectation of long-term average rates of return to be achieved by the underlying investment portfolios. In establishing this assumption, management considers historical and expected returns for the asset classes in which the plans are invested, advice from pension consultants and investment advisors, and current economic and capital market conditions. The investment mix between equity securities and fixed income securities is based upon achieving a desired return, balancing higher return, more volatile equity securities, and lower return, less volatile fixed income securities. The target allocation of plan assets approximates the actual allocation of plan assets at December 31, 2016 and 2015 . Plan assets are comprised of: December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Equity securities 55 % — 56 % — Fixed income securities 36 % — 38 % — Cash and cash equivalents 9 % — 6 % — Total 100 % — 100 % — The Company maintains defined benefit retirement plans in certain of its subsidiaries. The assets of the plans are measured at fair value. Equity securities held by the defined benefit retirement plans consist of equity securities that are valued based on quoted market prices on the last business day of the year. The fair value measurement of the equity securities is considered a Level 1 measurement within the fair value hierarchy. Fixed income securities held by the defined benefit retirement plans consist of government bonds and corporate notes that are valued based on quoted market prices on the last business day of the year. The fair value measurement of the fixed income securities is considered a Level 1 measurement within the fair value hierarchy. Cash held by the defined benefit retirement plans consists of deposits on account in various financial institutions. The carrying amount of the cash approximates its fair value. A summary of the Company’s pension plan assets for each fair value hierarchy level are as follows for the periods presented (see Note 15 for further description of the levels within the fair value hierarchy (in thousands)) : As of December 31, 2016 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Defined benefit pension plan assets Equity securities $ 8,047 $ 8,047 $ — $ — Fixed income securities 5,203 5,203 — — Cash and cash equivalents 1,303 1,303 — — $ 14,553 $ 14,553 $ — $ — As of December 31, 2015 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Defined benefit pension plan assets Equity securities $ 8,522 $ 8,522 $ — $ — Fixed income securities 5,670 5,670 — — Cash and cash equivalents 930 930 — — $ 15,122 $ 15,122 $ — $ — Estimated future benefit payments are as follows (in thousands) : Pension OPEB 2017 $ 547 $ 273 2018 583 217 2019 558 233 2020 547 277 2021 655 323 2022 - 2026 4,019 1,202 The Company anticipates making contributions to its funded and unfunded pension and postretirement benefit plans of approximately $1.3 million during 2017. Other Retirement Obligations The Company participates in various other defined contribution and government-mandated retirement plans based on local law or custom. The Company periodically makes required contributions for certain of these plans. At December 31, 2016 and 2015 , the consolidated balance sheets include $0.8 million and $0.7 million , respectively, within accrued pension and other postretirement costs related to these plans. Most of the Company’s U.S. employees are eligible to participate in 401(k) savings plans which provide company matching under various formulas. The Company’s matching expense for the plans was $0.7 million , $0.6 million , and $0.6 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. No material amounts are included in the consolidated balance sheets related to unfunded 401(k) contributions. Certain key employees participate in a nonqualified deferred compensation plan, which allows these employees to defer a portion of their compensation until retirement, or elect shorter deferral periods. The accompanying consolidated balance sheets include a liability within other noncurrent liabilities related to these deferrals. The Company maintains a nonqualified trust, referred to as a “rabbi” trust, to fund payments under this plan. Rabbi trust assets are subject to creditor claims under certain conditions and are not the property of employees. Therefore, they are accounted for as other noncurrent assets within the consolidated balance sheets. The assets held in the rabbi trust are invested in money market funds and company-owned life insurance policies. The consolidated balance sheets include assets held in trust related to the nonqualified deferred compensation plan of $3.2 million at December 31, 2016 and $3.1 million at December 31, 2015 , and the related liabilities of $4.1 million and $3.8 million at December 31, 2016 and 2015 , respectively. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Amended and Restated Vishay Precision Group, Inc. Stock Incentive Plan (as amended and restated, the “Plan”) permits the issuance of up to 1,000,000 shares of common stock. At December 31, 2016 , the Company had reserved 355,235 shares of common stock for future grant of equity awards (restricted stock, unrestricted stock, restricted stock units (“RSUs”), or stock options). If any outstanding awards are forfeited by the holder or cancelled by the Company, the underlying shares would be available for future grants under the Plan. Stock Options In connection with the spin-off, VPG agreed to issue certain replacement awards to VPG employees holding equity-based awards of Vishay Intertechnology based on VPG’s common stock. The vesting schedule, expiration date, and other terms of these awards are generally the same as those of the Vishay Intertechnology equity-based awards they replaced. The following table summarizes the Company’s stock option activity (number of options in thousands) : Years ended December 31, 2016 2015 2014 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 18 $ 18.92 18 $ 18.92 27 $ 18.06 Granted — — — — — — Exercised — — — — (4 ) 11.92 Expired — — — — (5 ) 20.58 End of year 18 $ 18.92 18 $ 18.92 18 $ 18.92 Vested and expected to vest 18 18 18 Exercisable: End of year 18 18 18 The following table summarizes information concerning stock options outstanding and exercisable at December 31, 2016 (number of options in thousands) : Ranges of Exercise Prices Options Outstanding Options Exercisable Number of Options Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number of Options Weighted Average Exercise Price 18.92 18 0.16 $ 18.92 18 $ 18.92 The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model. There were no options granted in 2016 , 2015 , or 2014 . The pre-tax aggregate intrinsic value (the difference between the closing stock price of VPG’s common stock on the last trading day of 2016 of $18.90 per share and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2016 is not material, as no options were in-the-money. No options were exercised during the year ended December 31, 2016. Restricted Stock Units Pursuant to the Plan, the Company issued RSUs to board members, executive officers, and certain employees of the Company during 2016 . The amount of compensation cost related to share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. VPG determines compensation cost for RSUs based on the grant-date fair value of the underlying common stock. Compensation cost is recognized over the period that the participant provides service in exchange for the award. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. On January 19, 2016, VPG’s three executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate target grant-date fair value of $0.9 million and were comprised of 86,798 RSUs, as determined using the average of the closing stock prices of the Company's common stock for the last 5 trading days immediately preceding January 1, 2016. Twenty-five percent of these awards will vest on January 1, 2019 , subject to the executives' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2019, subject to the satisfaction of certain performance objectives relating to three -year cumulative “free cash” and net earnings goals, each weighted equally, and the executives' continued employment. The awards issued in 2014 and 2015 have similar allocations and vesting criteria. On March 29, 2016, certain VPG employees were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate target grant-date fair value of $0.4 million and were comprised of 25,613 RSUs. Twenty-five percent of these awards will vest on January 1, 2019 subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2019, subject to the satisfaction of certain performance objectives relating to three -year cumulative earnings goals and cash flow goals, and their continued employment. On March 24, 2016 and April 2, 2016, the Board of Directors approved the issuance of an aggregate of 525 RSUs and 417 RSUs, respectively, to the newly appointed independent members of the Board of Directors. These awards represented a pro-rated portion of the annual equity grant made to non-executive directors pursuant to the Plan. The aggregate grant-date fair value of these awards was immaterial. These RSUs vested on May 26, 2016. On May 26, 2016, the Board of Directors approved the issuance of an aggregate of 16,178 RSUs to the independent board members of the Board of Directors and to the non-executive Chairman of the Board of Directors. The awards have an aggregate grant-date fair value of $0.2 million and will vest on May 26, 2017, subject to the directors' continued service on the Board of Directors. RSU activity is presented below (number of RSUs in thousands) : Years ended December 31, 2016 2015 2014 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 278 $ 15.04 236 $ 14.89 146 $ 14.72 Granted 129 11.69 94 15.90 112 15.30 Vested (30 ) 13.15 (52 ) 15.93 (22 ) 15.84 End of year 377 $ 14.04 278 $ 15.04 236 $ 14.89 The fair value of the RSUs vested during 2016 approximates the grant-date fair value. 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, 2017 18 57 75 January 1, 2018 14 47 61 January 1, 2019 9 75 84 Share-Based Compensation Expense The following table summarizes pre-tax share-based compensation expense recognized (in thousands) : Years ended December 31, 2016 2015 2014 Stock options $ — $ — $ — Restricted stock units 37 1,083 1,008 Total $ 37 $ 1,083 $ 1,008 Share-based compensation expense is recognized ratably over the vesting period of the awards and for RSUs with performance criteria, is recognized for RSU's that are expected to vest and for which performance criteria are expected to be met. During 2016, it was determined that certain performance objectives associated with awards granted in 2014, 2015, and 2016 to executives and certain other employees were not likely to be fully met. As a result, share-based compensation of $1.4 million was reversed during the year based on anticipated performance levels. A similar adjustment was made in 2015 and 2014, reducing share-based compensation expense by $0.2 million and $0.1 million , respectively. The deferred tax benefit on share-based compensation expense was $0.0 million , $0.0 million , and $0.2 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. As of December 31, 2016 , the Company had $0.6 million of unrecognized share-based compensation expense related to share-based awards that will be recognized over a weighted-average period of approximately one years. |
Commitments, Contingencies, and
Commitments, Contingencies, and Concentrations | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments Contingencies and Concentrations | Commitments, Contingencies, and Concentrations Leases The Company uses various leased facilities and equipment in its operations. In the normal course of business, operating leases are generally renewed or replaced by other leases. Certain operating leases include escalation clauses. Total rental expense under operating leases was $3.6 million , $3.9 million , and $4.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Future minimum lease payments for operating leases (excluding related party leases as described in Note 2) with initial or remaining noncancellable lease terms in excess of one year are as follows (in thousands) : 2017 $ 2,820 2018 2,185 2019 1,518 2020 893 2021 415 Thereafter 65 Litigation The Company is subject to various legal proceedings that constitute ordinary, routine litigation incidental to its business. The Company is of the opinion that the disposition of these proceedings will not have a material adverse effect on its business or its financial condition, results of operations, and cash flows. Executive Employment Agreements The Company has employment agreements with its executive officers which outline base salary, incentive compensation, and equity-based compensation. The employment agreements with the Company's executive officers also provide for incremental compensation in the event of termination without cause or for good reason. Sources of Supplies Although most materials incorporated in the Company’s products are available from a number of sources, certain materials are available only from a relatively limited number of suppliers. Some of the most highly specialized materials for the Company’s sensors are sourced from a single vendor. The Company maintains a safety stock inventory of certain critical materials at its facilities. Certain metals used in the manufacture of the Company’s products are traded on active markets, and can be subject to significant price volatility. Market Concentrations No single customer comprises greater than 10% of net revenues. The vast majority of the Company’s products are used in the broad industrial market, with selected uses in military and aerospace, medical, agriculture, and construction. Within the broad industrial segment, the Company’s products serve wide applications in the waste management, bulk hauling, logging, scale manufacturing, engineering systems, pharmaceutical, oil, chemical, steel, paper, and food industries. Credit Risk Concentrations Financial instruments with potential credit risk consist principally of cash and cash equivalents, accounts receivable, and notes receivable. The Company maintains cash and cash equivalents with various major financial institutions. Concentrations of credit risk with respect to receivables are generally limited due to the Company’s large number of customers and their dispersion across many countries and industries. At December 31, 2016 and 2015 , the Company had no significant concentrations of credit risk. Geographic Concentrations At December 31, 2016 and 2015 , a significant percentage of the Company’s cash and cash equivalents are held outside the United States. See the following table for the percentage of cash and cash equivalents by region at December 31, 2016 and December 31, 2015 : December 31, 2016 2015 Asia 27 % 26 % United States 17 % 10 % Israel 16 % 24 % Europe 19 % 17 % United Kingdom 12 % 13 % Canada 9 % 10 % Total 100 % 100 % |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Data | Segment and Geographic Data VPG reports in three product segments: the Foil Technology Products segment, the Force Sensors segment, and the Weighing and Control Systems segment. The Foil Technology Products reporting segment is comprised of the foil resistor and strain gage operating segments. The Force Sensors reporting segment is comprised of transducers, load cells, and modules. The Weighing and Control Systems reporting segment is comprised of instruments, complete systems for process control, and on-board weighing applications. VPG evaluates reporting segment performance based on multiple performance measures including gross profits, revenues, and operating income, exclusive of certain items. Management believes that evaluating segment performance, excluding items such as restructuring and severance costs, and other items is meaningful because it provides insight with respect to the intrinsic operating results of VPG. The accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 1). Reporting segment assets are the owned or allocated assets used by each segment. Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The following table sets forth reporting segment information (in thousands) : Foil Technology Products Force Sensors Weighing and Control Systems Corporate/ Other Total 2016 Net third-party revenues $ 100,942 $ 60,234 $ 63,753 $ — $ 224,929 Intersegment revenues 2,340 1,954 818 (5,112 ) — Gross profit 39,368 15,632 27,809 — 82,809 Segment operating income (loss) 20,391 7,056 10,221 (26,957 ) 10,711 Acquisition costs 427 — 67 — 494 Restructuring costs 1,137 413 837 279 2,666 Depreciation and amortization expense 4,894 2,924 2,323 1,008 11,149 Capital expenditures 6,516 2,179 1,551 179 10,425 Total assets 99,411 64,934 90,447 15,718 270,510 2015 Net third-party revenues $ 104,460 $ 61,048 $ 66,670 $ — $ 232,178 Intersegment revenues 2,400 2,105 760 (5,265 ) — Gross profit 41,640 12,510 30,079 — 84,229 Segment operating income (loss) 24,285 3,459 11,289 (35,674 ) 3,359 Acquisition costs — — 185 — 185 Impairment of goodwill and indefinite-lived intangibles — — 4,942 — 4,942 Restructuring costs 613 2,932 517 399 4,461 Depreciation and amortization expense 5,098 3,080 1,956 963 11,097 Capital expenditures 7,585 1,486 467 440 9,978 Total assets 86,709 65,445 99,935 11,658 263,747 2014 Net third-party revenues $ 107,758 $ 68,301 $ 73,969 $ — $ 250,028 Intersegment revenues 3,190 1,773 1,039 (6,002 ) — Gross profit 41,991 14,880 33,903 — 90,774 Segment operating income (loss) 23,210 5,374 11,619 (32,710 ) 7,493 Impairment of goodwill and indefinite-lived intangibles — — 5,579 — 5,579 Restructuring costs 153 — 515 — 668 Depreciation and amortization expense 5,192 3,556 2,112 876 11,736 Capital expenditures 6,156 1,801 775 359 9,091 Total assets 87,727 66,574 96,612 36,010 286,923 The “Corporate/Other” column for segment operating income (loss) includes unallocated selling, general, and administrative expenses and certain items which management excludes from segment results when evaluating segment performance, as follows (in thousands) : Years ended December 31, 2016 2015 2014 Unallocated selling, general, and administrative expenses $ (23,797 ) $ (26,086 ) $ (26,463 ) Acquisition costs (494 ) (185 ) — Impairment of goodwill and indefinite-lived intangibles — (4,942 ) (5,579 ) Restructuring costs (2,666 ) (4,461 ) (668 ) $ (26,957 ) $ (35,674 ) $ (32,710 ) The following geographic data include net revenues based on revenues generated by subsidiaries located within that geographic area, and property and equipment based on physical location (in thousands) : Years ended December 31, Net Revenues 2016 2015 2014 United States $ 95,919 $ 92,332 $ 93,004 United Kingdom 26,845 30,684 36,358 Other Europe 46,401 50,857 57,014 Israel 5,497 3,435 3,661 Asia 34,883 34,893 37,916 Canada 15,384 19,977 22,075 $ 224,929 $ 232,178 $ 250,028 December 31, Property and Equipment - Net 2016 2015 United States $ 12,132 $ 11,989 United Kingdom 4,110 5,092 Other Europe 1,255 1,300 Israel 19,894 20,278 Asia 16,904 16,751 Canada and Other 990 1,221 $ 55,285 $ 56,631 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share are computed using the weighted average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares outstanding, adjusted to include the potentially dilutive effect of stock options and restricted stock units (see Note 10), and other potentially dilutive securities. The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share) : Years ended December 31, 2016 2015 2014 Numerator: Numerator for basic earnings per share: Net (loss) earnings attributable to VPG stockholders $ 6,404 $ (13,008 ) $ 3,080 Adjustment to the numerator for net earnings: Interest savings assuming conversion of dilutive exchangeable notes, net of tax 18 — 6 Numerator for diluted earnings per share: Net (loss) earnings attributable to VPG stockholders $ 6,422 $ (13,008 ) $ 3,086 Denominator: Denominator for basic earnings per share: Weighted average shares 13,187 13,485 13,755 Effect of dilutive securities: Exchangeable notes 181 — 181 Employee stock options — — 1 Restricted stock units 51 — 40 Dilutive potential common shares 232 — 222 Denominator for diluted earnings per share: Adjusted weighted average shares 13,419 13,485 13,977 Basic (loss) earnings per share attributable to VPG stockholders $ 0.49 $ (0.96 ) $ 0.22 Diluted (loss) earnings per share attributable to VPG stockholders $ 0.48 $ (0.96 ) $ 0.22 Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands) : Years ended December 31, 2016 2015 2014 Weighted average employee stock options 18 18 18 Weighted average exchangeable notes — 181 — Weighted average restricted stock units — 36 — |
Additional Financial Statement
Additional Financial Statement Information | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Additional Financial Information Statement Information | Additional Financial Statement Information The caption “Other” on the consolidated statements of operations consists of the following (in thousands) : Years ended December 31, 2016 2015 2014 Foreign exchange gain (loss) $ 449 $ (2,146 ) $ (945 ) Interest income 179 225 261 Other (246 ) (161 ) (56 ) $ 382 $ (2,082 ) $ (740 ) Other accrued expenses consist of the following (in thousands) : December 31, 2016 2015 Customer advance payments $ 2,468 $ 3,004 Accrued restructuring 1,333 2,827 Goods received, not yet invoiced 1,618 2,332 Accrued taxes, other than income taxes 1,379 1,468 Accrued commissions 1,460 1,785 Accrued professional fees 2,155 1,874 Other 2,872 3,314 $ 13,285 $ 16,604 Israeli Severance Pay The Israeli Severance Pay Law, 1963 ("Severance Pay Law"), specifies that employees of our Israeli subsidiary are entitled to severance payment, following the termination of their employment. Under the Severance Pay Law, the severance payment is calculated as one month salary for each year of employment, or a portion thereof. Part of the subsidiary's liability for severance pay is covered by the provisions of Section 14 of the Severance Pay Law ("Section 14"). Under Section 14 employees are entitled to monthly deposits, at a rate of 8.33% of their monthly salary, contributed on their behalf to their insurance funds. Payments in accordance with Section 14 release the subsidiary from any future severance payments in respect of those employees. As a result, the Company does not recognize any liability for severance pay due to these employees and the deposits under Section 14 are not recorded as an asset in the Company's balance sheet. For the subsidiary's employees in Israel who are not subject to Section 14, the Company calculated the liability for severance pay pursuant to the Severance Pay Law based on the most recent salary of these employees multiplied by the number of years of employment as of the balance sheet date. The Company recorded as expenses the increase in the severance liability, net of earnings (losses) from the related investment fund. The subsidiary's liability was partially funded by monthly payments deposited with insurers and the value of these deposits is recorded as an asset on the Company's balance sheet. Any unfunded amounts would be paid from operating funds and are covered by a provision established by the subsidiary. At December 31, 2016, a $6.6 million liability associated with Israeli severance requirements is included in other liabilities in the accompanying consolidated balance sheets. Sale Leaseback In the fourth quarter of 2016, the Company sold its Karmiel, Israel facility for $3.7 million and entered into a five year lease for a portion of the building. The Company recorded a $1.7 million gain on the sale of the facility, of which $0.8 million was recognized immediately in earnings, with the remaining $0.9 million ratably recognized in earnings over the five year lease term. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements ASC Topic 820, Fair Value Measurements and Disclosures, 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. The following tables provide the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands) : As of December 31, 2016 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Assets held in rabbi trusts $ 4,772 $ 537 $ 4,235 $ — As of December 31, 2015 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Assets held in rabbi trusts $ 4,676 $ 739 $ 3,937 $ — The Company maintains nonqualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and nonqualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale money market funds at December 31, 2016 and December 31, 2015 , 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 year. 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 fair value of the long-term debt at December 31, 2016 and December 31, 2015 is approximately $36.0 million and $31.9 million , respectively, compared to its carrying value of $36.2 million and $33.2 million , 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. The fair value measurement of long-term debt is considered a Level 2 measurement. The Company’s financial instruments include cash and cash equivalents, accounts receivable, short-term notes payable, and accounts payable. The carrying amounts for these financial instruments reported in the consolidated balance sheets approximate their fair values. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Executive RSU grant On February 9, 2017, VPG’s three current executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate target grant-date fair value of $0.9 million and were comprised of 53,913 RSUs, as determined using the average of the closing stock prices of the Company's common stock for the last 5 trading days immediately preceding January 1, 2017. Twenty-five percent of these awards will vest on January 1, 2020, subject to the executives continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the executives continued employment and the satisfaction of certain performance objectives relating to three -year cumulative “free cash” and net earnings goals. |
Summary of Quarterly Financial
Summary of Quarterly Financial information (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Information (Unaudited) | Summary of Quarterly Financial Information (Unaudited) (in thousands, except per share amounts) 2016 (a) 2015 (a) First Second Third Fourth First Second Third Fourth Statement of Operations data: Net revenues $ 56,629 $ 57,996 $ 54,490 $ 55,814 $ 56,608 $ 59,508 $ 57,149 $ 58,913 Gross profit 19,775 21,495 20,265 21,274 20,979 21,035 21,450 20,765 Operating income (loss) 990 1,688 2,639 5,394 2,153 2,335 (1,711 ) 582 Net earnings (loss) 496 1,849 1,083 2,980 847 1,460 (1,952 ) (13,349 ) Less: net (loss) earnings attributable to noncontrolling interests 16 (19 ) 32 (25 ) (13 ) (16 ) (9 ) 52 Net earnings (loss) attributable to VPG stockholders 480 1,868 1,051 3,005 860 1,476 (1,943 ) (13,401 ) Per Share Data: (b) Basic earnings (loss) per share $ 0.04 $ 0.14 $ 0.08 $ 0.23 $ 0.06 $ 0.11 $ (0.15 ) $ (1.02 ) Diluted earnings (loss) per share $ 0.04 $ 0.14 $ 0.08 $ 0.22 $ 0.06 $ 0.11 $ (0.15 ) $ (1.02 ) Certain Items Recorded during the Quarters: Acquisition purchase accounting adjustments $ 296 $ 195 $ 46 $ 49 $ — $ 26 $ — $ 146 Acquisition costs 62 352 — 80 — — — 185 Strategic alternative evaluation costs — — 1,079 265 — — — — Gain on sale of building — — — (837 ) — — — — Impairment of goodwill and indefinite-lived intangibles — — — — — — 4,942 — Restructuring costs 675 1,011 709 271 78 304 459 3,620 Tax effect of reconciling items and discrete tax items (179 ) 1,468 27 (597 ) 16 41 1,081 (12,118 ) (a) The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2 , July 2 , October 1 , and December 31 , respectively. The first, second, third, and fourth quarters of 2015 ended on March 28 , June 27 , September 26 , and December 31 , respectively. (b) Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding. |
Background and Summary of Sig26
Background and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation, Policy | Principles of Consolidation The consolidated financial statements include the accounts of the individual entities in which the Company maintained a controlling financial interest. For those subsidiaries in which the Company’s ownership is less than 100 percent , the outside stockholders’ interests are shown as noncontrolling interests in the accompanying consolidated balance sheets. All transactions, accounts, and profits between individual members comprising the Company have been eliminated in consolidation. |
Use of Estimates, Policy | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ significantly from those estimates. |
Revenue Recognition, Policy | Revenue Recognition The Company recognizes revenue on product sales during the period when the sales process is complete. This generally occurs when products are shipped to the customer in accordance with terms of an agreement of sale, title and risk of loss have been transferred, collectability is reasonably assured, and pricing is fixed or determinable. For sales where title and risk of loss pass at the point of delivery, the Company recognizes revenue upon delivery to the customer, assuming all other criteria for revenue recognition are met. The Company has post-shipment obligations, such as customer acceptance, training, or installation, with respect to some of its larger systems products. In such circumstances, a portion of the revenue may be deferred until the obligation has been completed, unless such obligation is deemed inconsequential or perfunctory. Given the specialized nature of the Company’s products, it generally does not allow product returns. |
Shipping and Handling Cost, Policy | Shipping and Handling Costs Shipping and handling costs are included in costs of products sold. |
Research and Development Expense, Policy | Research and Development Expenses Research and development costs are expensed as incurred. The amount charged to expense for research and development was $11.1 million , $9.6 million , and $10.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The Company spends additional amounts for the development of machinery and equipment for new processes, and for cost reduction measures. |
Income Taxes, Policy | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income tax expense in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes such assets will "more likely than not" be realized. In making this determination, the Company considers all positive and negative evidence, including historic earnings, projected future income, and cost-effective tax-planning strategies. When the Company determines that its ability to realize deferred tax assets is not "more likely than not", the Company adjusts its deferred tax asset valuation allowance, which increases income tax expense. The Company records uncertain tax positions on the basis of a two-step process in which the Company first determines whether it is "more likely than not" that the tax positions will be sustained based on the technical merits of the position and then measures those tax positions that meet the more-likely-than-not recognition threshold. The Company recognizes the largest amount of tax benefit that is greater than 50 percent likely to be realized upon ultimate settlement with the tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense in the accompanying consolidated statements of operations. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheets. |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less when purchased. Highly liquid investments with maturities greater than three months are classified as short-term investments. There were no investments classified as short-term investments at December 31, 2016 or 2015 . |
Allowance For Doubtful Accounts | Allowance for Doubtful Accounts The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The allowance is determined through an analysis of the aging of accounts receivable and assessments of risk that are based on historical trends and an evaluation of the impact of current and projected economic conditions. The Company evaluates the past-due status of its trade receivables based on contractual terms of sale. If the financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. The allowance for doubtful accounts was $0.5 million and $0.3 million at December 31, 2016 and 2015 , respectively. Bad debt expense was $0.2 million , $0.1 million , $0.2 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. |
Inventories, Policy | Inventories Inventories are stated at the lower of cost, determined by the first-in, first-out method, or market based on net realizable value. Inventories are adjusted for estimated excess and obsolescence and written down to net realizable value based upon estimates of future demand, technology developments, and market conditions. |
Property and Equipment, Policy | Property and Equipment Property and equipment is carried at cost and is depreciated principally by the straight-line method based upon the estimated useful lives of the assets. Machinery and equipment are being depreciated over useful lives of seven to ten years . Buildings and building improvements are being depreciated over useful lives of twenty to forty years or the life of the leased property. Software is being depreciated over useful lives of three to five years . Construction in progress is not depreciated until the assets are placed in service. Depreciation expense was $9.3 million , $9.0 million , and $9.1 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively, which included software depreciation expense of $0.6 million , $0.8 million , and $1.0 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. |
Business Combinations, Policy | Business Combinations The Company allocates the purchase price of an acquired company, including when applicable, the fair value of contingent consideration between tangible and intangible assets acquired and liabilities assumed from the acquired businesses based on estimated fair values, with any residual of the purchase price recorded as goodwill. Third party appraisal firms and other consultants are engaged to assist management in determining the fair values of certain assets acquired and liabilities assumed. Estimating fair values requires significant judgments, estimates and assumptions, including but not limited to: discount rates, future cash flows and the economic lives of trade names, technology, customer relationships, property, plant and equipment, as well as income taxes. These estimates are based on historical experience and information obtained from the management of the acquired companies, and are inherently uncertain. |
Goodwill and Other Intangible Assets, Policy | Goodwill and Other Intangible Assets Goodwill, indefinite-lived trademarks, and in-process research and development ("IPRD") assets are tested for impairment at least annually, and whenever events or changes in circumstances occur indicating that it is "more likely than not" impairment may have been incurred. We have the option to first assess qualitative factors to determine whether it is "more likely than not" that the fair value of a reporting unit is less than its carrying amount as a basis for determining if it is necessary to perform the two-step goodwill impairment test. However, if we conclude otherwise, then we are required to perform the first step of the two-step impairment test by calculating the fair value of the reporting unit and comparing it against its carrying amount. We estimate the fair value of our reporting units by considering both an income approach and a market approach to valuation. The income approach to valuation uses our estimates of the future cash flows of the reporting unit discounted to their net present value using a discount rate determined using the capital asset pricing model and adjusted for the forecast risk inherent in our projections of future cash flows. The income approach to valuation is dependent on inputs from management such as expected revenue growth, profitability, capital expenditures, and working capital requirements. The market approach to valuation uses the market capitalization of public companies similar to the reporting unit to calculate an implied EBITDA multiple, and we apply that calculated EBITDA multiple to the expected EBITDA of the reporting unit to estimate the fair value of the reporting unit, after consideration of appropriate control premiums. We weigh the results of the income approach and the market approach to arrive at the estimated fair value of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then we are required to perform the second step of the goodwill impairment test. To measure the amount of the impairment, we determine the implied fair value of goodwill in the same manner as if we had acquired those reporting units. Specifically, we must allocate the fair value of the reporting unit to all of the assets of that unit, including any unrecognized intangible assets, in a hypothetical calculation that would yield the implied fair value of goodwill. The impairment loss is measured as the difference between the book value of the goodwill and the implied fair value of the goodwill computed in step two. In 2015 and 2014, the Company estimated the fair value of its IPRD asset using an income approach to valuation. The Company estimated the future cash flows associated with the IPRD and discounted those cash flows back to their net present value using a discount rate determined using the capital asset pricing model, and adjusted for the forecast risk inherent in the projections of cash flows associated with this asset. The estimates of cash flows included revenues to be generated by the products supported by the IPRD and the expected profits on those product sales. As of the date of the 2016 impairment test, IPRD was subject to amortization and therefore was not included as part of the 2016 impairment test. The Company's required goodwill annual impairment test is completed as of the first day of the fourth fiscal quarter each year. As more fully described in Note 4, the 2016 annual impairment test resulted in no impairment. The interim impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015 and the annual impairment test for 2014 resulted in the Company recording an impairment charge in the fourth quarter of 2014. The indefinite-lived trade names are tested for impairment by comparing the carrying value to the fair value based on current revenue projections of the related operations, under the relief from royalty method. Any excess carrying value over the applicable fair value is recognized as impairment. Any impairment would be recognized in the reporting period in which it has been identified. As more fully described in Note 4, the 2016 annual impairment test resulted in no impairment. The annual impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. There was no impairment identified through the annual impairment test completed in 2014. Included in the Company's patents and acquired technology is an in-process research and development project acquired as part of the acquisition of the George Kelk Corporation ("KELK"). Until this project is ready for sale, it is analyzed as an indefinite-lived intangible asset. The Company's required annual indefinite-lived intangible asset impairment test is completed as of the first day of the fourth fiscal quarter each year. As more fully described in Note 4, there was no impairment identified through the annual impairment test which was completed in 2016 and 2015. The annual impairment test for 2014 resulted in the Company recording an impairment charge in the fourth quarter of 2014. Definite-lived assets, such as customer relationships, patents and acquired technology, non-competition agreements, and certain trade names are amortized on a straight-line method over their estimated useful lives. Patents and acquired technology are being amortized over useful lives of seven to twenty years . Customer relationships are being amortized over useful lives of five to fifteen years . Trade names are being amortized over useful lives of seven to ten years . Non-competition agreements are being amortized over periods of five to ten years . The Company continually evaluates the reasonableness of the useful lives of these assets. Additionally, the Company reviews the carrying values of these assets for possible impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable based on undiscounted estimated cash flows expected to result from its use and eventual disposition. |
Impairment of Long-Lived Assets, Policy | Impairment of Long-Lived Assets The carrying value of long-lived assets held-and-used, other than goodwill and indefinite-lived intangible assets, is evaluated when events or changes in circumstances indicate the carrying value may not be recoverable. The carrying value of a long-lived asset group is considered impaired when the total projected undiscounted cash flows from such asset group are separately identifiable and are less than the carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset group. Fair market value is determined primarily using present value techniques based on projected cash flows from the asset group. Losses on long-lived assets held-for-sale, other than goodwill and indefinite-lived intangible assets, are determined in a similar manner, except that fair market values are reduced for disposal costs. |
Foreign Currency Translation, Policy | Foreign Currency Translation The Company has significant operations outside of the United States. The Company's operations in Europe, Canada, and certain locations in Asia primarily generate and expend cash in local currencies, and accordingly, these subsidiaries utilize the local currency as their functional currency. The Company’s operations in Israel and certain locations in Asia primarily generate cash in U.S. dollars, and accordingly, these subsidiaries utilize the U.S. dollar as their functional currency. For those subsidiaries where the local currency is the functional currency, assets and liabilities in the consolidated balance sheets have been translated at the rate of exchange as of the balance sheet date. Revenues and expenses are translated at the average exchange rate for the year. Translation adjustments do not impact the consolidated statements of operations and are reported as a separate component of accumulated other comprehensive loss within the statement of comprehensive income. Foreign currency transaction gains and losses are included in the results of operations. For those foreign subsidiaries where the U.S. dollar is the functional currency, all foreign currency financial statement amounts are remeasured into U.S. dollars. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in the consolidated statements of operations. |
Share-Based Compensation, Policy | Share-Based Compensation Compensation costs related to share-based payments are recognized in the consolidated financial statements. The amount of compensation cost is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the period that an officer, employee, or non-employee director provides service in exchange for the award. For performance based awards, the Company recognizes compensation cost for awards that are expected to vest and for which performance criteria are expected to be met. For options and restricted stock units subject to graded vesting, the Company recognizes expense over the service period for each separately vesting portion of the award as if the award was comprised of multiple awards. |
Reclassifications, Policy | Reclassifications Certain prior year amounts have been reclassified to conform to the current financial statement presentation. |
Commitments and Contingencies, Policy | Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. |
Recent Accounting Pronouncements, Policy | Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017‑04, “ Simplifying the Test for Goodwill Impairment .” This ASU eliminates the requirement to calculate the implied fair value of goodwill (second step) to measure a goodwill impairment charge. Under the guidance, an impairment charge will be measured based on the excess of the reporting unit’s carrying amount over its fair value (first step). The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In January 2017, FASB issued ASU No. 2017‑01, “ Clarifying the Definition of a Business. ” This ASU provides a more robust framework to determine when a set of assets and activities is a business. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and will be applied prospectively to any transactions occurring within the period of adoption. Early adoption is permitted, including for interim or annual periods in which the financial statements have not been issued or made available for issuance. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In August 2016, FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments .” This ASU is intended to clarify the presentation of certain cash receipts and payments within the statement of cash flows. The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In March 2016, FASB issued ASU No. 2016-09," Improvements to Employee Share-Based Payment Accounting. " This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2016. The adoption of this standard update is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, “Leases (Topic 842),” a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of this ASU will require lessees to present the assets and liabilities that arise from leases on their balance sheets. The ASU is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated financial statements. In September 2015, FASB issued ASU No. 2015-16, " Business Combinations (Topic 805)," which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendment will be effective prospectively for reporting periods beginning on or after December 15, 2015, and therefore was adopted on January 1, 2016. The adoption of this standard update did not have a material impact on the Company's consolidated financial statements. In July 2015, FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330)," which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The adoption of this standard update is not expected to have a material impact on the Company's consolidated financial statements. In April 2015, FASB issued ASU 2015-03, " Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. " This standard update requires an entity to present debt issuance costs on the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The update is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015. The Company adopted this ASU in the first fiscal quarter of 2016. Accordingly, the Company reclassified its capitalized debt issuance costs previously recorded within other assets to a contra-liability reducing long-term debt on the consolidated balance sheets. The reclassification was $0.5 million and $0.6 million as of December 31, 2016 and 2015, respectively. The adoption of this ASU did not have a material impact on the Company's consolidated financial statements. In May 2014, FASB issued ASU No. 2014-09, " Revenue from Contracts with Customers ," and modified the standard thereafter. The objective of the ASU is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The basis of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The ASU is effective for annual and interim periods beginning after December 15, 2017 and may be early adopted for annual and interim periods beginning after December 15, 2016. The guidance permits adoption by retrospectively applying the guidance to each prior reporting period presented (full retrospective method) or prospectively applying the guidance and providing additional disclosures comparing results to previous guidance, with the cumulative effect of initially applying the guidance recognized in beginning retained earnings at the date of initial application (modified retrospective method). The Company is in the process of determining the adoption method. The Company is in the assessment phase, reviewing a representative sample of contracts, discussions with key stakeholders and cataloging potential impacts on the Company’s operations, accounting policies, internal control over financial reporting and financial statements. The Company has identified that the key changes in the ASU that could potentially impact the Company’s revenue recognition related to the allocation of contract revenues between various products and services, the timing of when those revenues are recognized and the deferral of incremental costs to obtain a contract. The Company is continuing to determine the impact of the ASU on the consolidated results of operations, financial position, cash flows and financial statement disclosures. |
Acquisition Activity (Tables)
Acquisition Activity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Pacific Instruments, Inc. | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the fair values assigned to the assets and liabilities of Pacific as of April 6, 2016 (in thousands): April 6, 2016 Adjustments Adjusted Working capital (a) $ 686 $ 235 $ 921 Property and equipment 26 — 26 Long-term deferred income tax liability (1,993 ) 90 (1,903 ) Intangible assets: Patents and acquired technology 1,300 — 1,300 Non-competition agreements 40 — 40 Customer relationships 3,500 — 3,500 Trade names 700 — 700 Total intangible assets 5,540 — 5,540 Fair value of acquired identifiable assets and liabilities 4,259 325 4,584 Purchase price $ 10,727 $ (101 ) $ 10,626 Goodwill $ 6,468 $ (426 ) $ 6,042 (a) Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. |
Schedule of Acquisition Costs | The Company recorded acquisition costs associated with this transaction in its consolidated statements of operation as follows (in thousands) : Year ended Accounting and legal fees $ 369 Appraisal fees 41 Other 21 $ 431 |
Stress-Tek, Inc. | |
Business Acquisition [Line Items] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the fair values assigned to the assets and liabilities as of the December 30, 2015 acquisition date (in thousands): December 30, 2015 Adjustments Adjusted Working capital (a) $ 2,479 $ 85 $ 2,564 Property and equipment 6,338 — 6,338 Intangible assets: Patents and acquired technology 1,600 — 1,600 Non-competition agreements 60 — 60 Customer relationships 2,500 — 2,500 Trade names 700 — 700 Total intangible assets 4,860 — 4,860 Fair value of acquired identifiable assets 13,677 85 13,762 Purchase price $ 20,101 $ (28 ) $ 20,073 Goodwill $ 6,424 $ (113 ) $ 6,311 (a) Working capital accounts include cash, accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, and other accrued expenses. |
Schedule of Acquisition Costs | The Company recorded acquisition costs associated with this transaction in its consolidated statements of operations as follows (in thousands): Years ended December 31, 2016 2015 Accounting and legal fees $ 51 $ 70 Appraisal fees 12 62 Other — 53 $ 63 $ 185 |
Goodwill and Other Intangible28
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The change in the carrying amount of goodwill by segment is as follows ( in thousands) : Total Weighing and Control Systems Segment Foil Technology Products Segment KELK Acquisition Stress-Tek Acquisition Pacific Instruments Balance at January 1, 2014 $ 12,788 $ 12,788 $ — $ — Goodwill acquired 6,424 — 6,424 — Impairment charges (4,761 ) (4,761 ) — — Foreign currency translation adjustment (1,848 ) (1,848 ) — — Balance at December 31, 2015 $ 12,603 $ 6,179 $ 6,424 $ — Goodwill acquired 6,042 — — 6,042 Adjustment to goodwill acquired (113 ) — (113 ) — Foreign currency translation adjustment 185 185 — — Balance at December 31, 2016 $ 18,717 $ 6,364 $ 6,311 $ 6,042 |
Schedule of Finite-Lived Intangible Assets | Intangible assets were as follows (in thousands) : December 31, 2016 2015 Intangible assets subject to amortization (Definite-lived): Patents and acquired technology $ 9,669 $ 8,499 Customer relationships 20,934 17,395 Trade names 1,621 1,688 Non-competition agreements 11,348 11,297 43,572 38,879 Accumulated amortization: Patents and acquired technology (3,865 ) (3,629 ) Customer relationships (8,162 ) (7,288 ) Trade names (1,609 ) (1,668 ) Non-competition agreements (10,761 ) (10,371 ) (24,397 ) (22,956 ) Net intangible assets subject to amortization $ 19,175 $ 15,923 Intangible assets not subject to amortization (Indefinite-lived): Trade names 2,410 1,680 In-process research and development — 80 $ 21,585 $ 17,683 |
Schedule of Expected Amortization Expense | Estimated annual amortization expense for each of the next five years is as follows (in thousands) : 2017 $ 1,890 2018 1,679 2019 1,504 2020 1,501 2021 1,455 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes the activity to date related to these programs. The accrued restructuring liability balance as of December 31, 2016 and 2015, respectively, is included in other accrued expenses in the accompanying consolidated balance sheets (in thousands) : Balance at January 1, 2014 51 Restructuring charges in 2014 668 Adjustment 8 Cash payments (367 ) Foreign currency translation (9 ) Balance at December 31, 2014 $ 351 Restructuring charges in 2015 4,461 Cash payments (1,964 ) Foreign currency translation (21 ) Balance at December 31, 2015 $ 2,827 Restructuring charges in 2016 2,666 Cash payments (4,152 ) Foreign currency translation (8 ) Balance at December 31, 2016 $ 1,333 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | For financial reporting purposes, income before taxes includes the following components (in thousands) : Years ended December 31, 2016 2015 2014 Domestic $ (5,285 ) $ (4,874 ) $ (3,575 ) Foreign 14,892 5,380 9,446 $ 9,607 $ 506 $ 5,871 |
Schedule of Components of Income Tax Expense (Benefit) | The expense (benefit) for income taxes is comprised of (in thousands) : Years ended December 31, 2016 2015 2014 Current: Federal $ (18 ) $ 492 $ 1,934 State and local 30 (12 ) 36 Foreign 2,886 3,007 4,205 2,898 3,487 6,175 Deferred: Federal (1,176 ) 10,039 (3,376 ) State and local (9 ) 630 (46 ) Foreign 1,486 (656 ) (140 ) 301 10,013 (3,562 ) Total income tax expense $ 3,199 $ 13,500 $ 2,613 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of income tax expense (benefit) at the U.S. federal statutory income tax rate to the actual income tax provision is as follows (in thousands) : Years ended December 31, 2016 2015 2014 Tax at statutory rate $ 3,362 $ 177 $ 2,055 State income taxes, net of U.S. federal tax benefit (15 ) 383 (10 ) Effect of foreign operations (1,023 ) 803 (1,026 ) Residual U.S. tax on foreign earnings (307 ) — 2,426 Change in valuation allowance 1,266 12,309 (1,361 ) Change in unrecognized tax benefits, net (899 ) 12 273 Impairment of goodwill and indefinite-lived intangibles — 360 303 Specialty tax credits (78 ) (216 ) (362 ) Statutory rate changes (180 ) 114 (166 ) Prior period deferred tax adjustments 817 — — Other 256 (442 ) 481 Total income tax expense $ 3,199 $ 13,500 $ 2,613 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands) : December 31, 2016 2015 Deferred tax assets: Pension and other postretirement costs $ 4,714 $ 4,843 Inventories 2,466 2,275 Net operating/capital loss carryforwards 11,825 9,482 Tax credit carryforwards 5,077 4,712 Deferred compensation 2,468 2,392 Other accruals and reserves 2,879 3,480 Intangible assets, including tax deductible goodwill — 784 Total gross deferred tax assets 29,429 27,968 Less: valuation allowance (20,741 ) (19,144 ) 8,688 8,824 Deferred tax liabilities: Tax over book depreciation (189 ) (255 ) Intangible assets, including tax deductible goodwill (1,361 ) — Total gross deferred tax liabilities (1,550 ) (255 ) Net deferred tax assets $ 7,138 $ 8,569 |
Summary of Valuation Allowance | Significant valuation allowances are as follows (in thousands) : December 31, Jurisdiction 2016 2015 U.S. federal $ 13,101 $ 12,454 U.S. state (net of U.S. federal tax benefit) 5,022 4,206 Israel - capital losses 1,486 1,783 |
Summary of Operating Loss Carryforwards | The following table summarizes significant net operating losses and credit carryforwards as of December 31, 2016 (in thousands): December 31, Jurisdiction 2016 Expiring U.S. federal net operating losses $ 10,276 2035-2036 U.S. foreign tax credit 4,970 2020-2024 U.S state net operating losses 62,032 2023-2036 Israel net operating losses 14,661 No expiration |
Summary of Income Tax Contingencies | The following table summarizes changes in the Company's gross liabilities, excluding interest and penalties, associated with unrecognized tax benefits (in thousands) : December 31, 2016 2015 2014 Balance at beginning of year $ 1,506 $ 1,704 $ 1,373 Addition based on tax positions related to current year 63 109 238 Addition based on tax positions related to prior years 66 13 249 Addition related to acquired company 297 — — Currency translation adjustments 16 (29 ) (100 ) Reduction for settled tax examinations (906 ) — — Reduction for payments made — (241 ) — Reduction for lapses of statute of limitations (270 ) (50 ) (56 ) Balance before indemnification receivable 772 1,506 1,704 Receivable from Vishay Intertechnology for indemnification (57 ) (107 ) (281 ) Balance at end of year $ 715 $ 1,399 $ 1,423 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following (in thousands) : December 31, 2016 2015 2015 Credit Agreement - Revolving Facility $ 9,000 $ 4,000 2015 Credit Agreement - U.S. Closing Date Term Facility 4,128 4,500 2015 Credit Agreement - U.S. Delayed Draw Term Facility 10,092 11,000 2015 Credit Agreement - Canadian Term Facility 8,780 9,500 Exchangeable Unsecured Notes, due 2102 4,097 4,097 Other debt 509 614 Deferred financing costs (454 ) (554 ) 36,152 33,157 Less: current portion 2,623 2,120 $ 33,529 $ 31,037 |
Schedule of Maturities of Long-term Debt | Aggregate annual maturities of long-term debt are as follows (in thousands) : 2017 $ 2,623 2018 3,873 2019 5,123 2020 20,874 2021 16 Thereafter 4,097 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of 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 (in thousands) : Beginning Before-Tax Tax Net-of-Tax Ending December 31, 2014 Pension and other postretirement actuarial items $ (2,265 ) $ (3,357 ) $ 782 $ (2,575 ) $ (4,840 ) Reclassification adjustment for recognition of actuarial items 60 (23 ) 37 37 Foreign currency translation adjustment (13,742 ) (8,015 ) — (8,015 ) (21,757 ) $ (16,007 ) $ (11,312 ) $ 759 $ (10,553 ) $ (26,560 ) December 31, 2015 Pension and other postretirement actuarial items $ (4,803 ) $ 141 $ (21 ) $ 120 $ (4,683 ) Reclassification adjustment for recognition of actuarial items 304 (38 ) 266 266 Foreign currency translation adjustment (21,757 ) (6,947 ) — (6,947 ) (28,704 ) $ (26,560 ) $ (6,502 ) $ (59 ) $ (6,561 ) $ (33,121 ) December 31, 2016 Pension and other postretirement actuarial items $ (4,417 ) $ (3,505 ) $ 544 $ (2,961 ) $ (7,378 ) Reclassification adjustment for recognition of actuarial items 271 (38 ) 233 233 Foreign currency translation adjustment (28,704 ) (4,488 ) — (4,488 ) (33,192 ) $ (33,121 ) $ (7,722 ) $ 506 $ (7,216 ) $ (40,337 ) |
Pensions and Other Postretire33
Pensions and Other Postretirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Reconciliation of the Benefit Obligation, Plan Assets, and Funded Status to Benefit Plans | The following table sets forth a reconciliation of the benefit obligation, plan assets, and funded status related to pension and other postretirement benefit plans (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Change in benefit obligation: Benefit obligation at beginning of year $ 23,348 $ 3,373 $ 24,655 $ 3,331 Service cost (adjusted for actual employee contributions) 403 100 413 88 Interest cost 784 130 857 126 Contributions by participants 42 — 44 — Actuarial (gains) losses 4,809 525 (413 ) 72 Benefits paid (732 ) (295 ) (1,223 ) (244 ) Curtailments and settlements (20 ) — (14 ) — Currency translation (3,447 ) — (971 ) — Benefit obligation at end of year $ 25,187 $ 3,833 $ 23,348 $ 3,373 Change in plan assets: Fair value of plan assets at beginning of year $ 15,122 $ — $ 15,697 $ — Actual return on plan assets 1,441 — 194 — Company contributions 1,240 295 1,160 244 Contributions by participants 42 — 44 — Benefits paid (732 ) (295 ) (1,223 ) (244 ) Curtailments and settlements — — (14 ) — Currency translation (2,560 ) — (736 ) — Fair value of plan assets at end of year $ 14,553 $ — $ 15,122 $ — Funded status at end of year $ (10,634 ) $ (3,833 ) $ (8,226 ) $ (3,373 ) |
Amounts Recognized in the Consolidated Balance Sheet Pretax Amounts | Amounts recognized in the consolidated balance sheets consist of the following pre-tax amounts (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Accrued pension and other postretirement costs $ (10,634 ) $ (3,833 ) $ (8,226 ) $ (3,373 ) |
Actuarial Items | Actuarial items consist of the following (in thousands) : December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Unrecognized net actuarial loss $ 7,763 $ 1,588 $ 4,950 $ 1,138 Unrecognized prior service cost 2 — 2 — Unamortized transition obligation 3 — 4 — $ 7,768 $ 1,588 $ 4,956 $ 1,138 |
Additional Information Regarding Projected and Accumulated Benefit Obligations for the Pension Plans | The following table sets forth additional information regarding the projected and accumulated benefit obligations for the pension plans (in thousands) : December 31, 2016 2015 Accumulated benefit obligation, all plans $ 23,633 $ 21,931 Plans for which the accumulated benefit obligation exceeds plan assets: Projected benefit obligation $ 24,102 $ 22,274 Accumulated benefit obligation 22,963 21,256 Fair value of plan assets 13,491 14,204 |
Components of Net Periodic Costs of Benefit Plans | The following table sets forth the components of net periodic cost of pension and other postretirement benefit plans (in thousands) : Years ended December 31, 2016 2015 2014 Pension OPEB Pension OPEB Pension OPEB Annual service cost $ 445 $ 100 $ 457 $ 88 $ 470 $ 62 Less: employee contributions 42 — 44 — 53 — Net service cost 403 100 413 88 417 62 Interest cost 784 130 857 126 938 131 Expected return on plan assets (630 ) — (656 ) — (789 ) — Amortization of actuarial losses 192 75 232 72 26 33 Amortization of transition obligation 5 — 1 — 1 — Curtailment and settlement losses — — 1 — — — Net periodic benefit cost $ 754 $ 305 $ 848 $ 286 $ 593 $ 226 |
Weighted-average Assumptions Used for Benefit Obligations and Net Periodic Pension Costs | The following weighted-average assumptions were used to determine benefit obligations at December 31 of the respective years: 2016 2015 Pension OPEB Pension OPEB Discount rate 2.59 % 3.77 % 3.65 % 3.98 % Rate of compensation increase 2.63 % N/A 2.82 % N/A Expected return on plan assets 4.49 % N/A 4.47 % N/A The following weighted-average assumptions were used to determine the net periodic pension costs for the years ended December 31, 2016 and 2015 : 2016 2015 Pension OPEB Pension OPEB Discount rate 3.65 % 3.98 % 3.56 % 3.69 % Rate of compensation increase 2.82 % N/A 2.70 % N/A Expected return on plan assets 4.47 % N/A 4.19 % N/A Health care trend rate N/A 4.81 % N/A 7.52 % |
Composition of Plan Assets | Plan assets are comprised of: December 31, 2016 December 31, 2015 Pension OPEB Pension OPEB Equity securities 55 % — 56 % — Fixed income securities 36 % — 38 % — Cash and cash equivalents 9 % — 6 % — Total 100 % — 100 % — |
Changes in Fair Value of Plan Assets for Each Hierarchy Level | A summary of the Company’s pension plan assets for each fair value hierarchy level are as follows for the periods presented (see Note 15 for further description of the levels within the fair value hierarchy (in thousands)) : As of December 31, 2016 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Defined benefit pension plan assets Equity securities $ 8,047 $ 8,047 $ — $ — Fixed income securities 5,203 5,203 — — Cash and cash equivalents 1,303 1,303 — — $ 14,553 $ 14,553 $ — $ — As of December 31, 2015 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Defined benefit pension plan assets Equity securities $ 8,522 $ 8,522 $ — $ — Fixed income securities 5,670 5,670 — — Cash and cash equivalents 930 930 — — $ 15,122 $ 15,122 $ — $ — |
Estimated future Benefit Payments | Estimated future benefit payments are as follows (in thousands) : Pension OPEB 2017 $ 547 $ 273 2018 583 217 2019 558 233 2020 547 277 2021 655 323 2022 - 2026 4,019 1,202 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Options Activity | The following table summarizes the Company’s stock option activity (number of options in thousands) : Years ended December 31, 2016 2015 2014 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 18 $ 18.92 18 $ 18.92 27 $ 18.06 Granted — — — — — — Exercised — — — — (4 ) 11.92 Expired — — — — (5 ) 20.58 End of year 18 $ 18.92 18 $ 18.92 18 $ 18.92 Vested and expected to vest 18 18 18 Exercisable: End of year 18 18 18 |
Stock Options Outstanding and Exercisable | The following table summarizes information concerning stock options outstanding and exercisable at December 31, 2016 (number of options in thousands) : Ranges of Exercise Prices Options Outstanding Options Exercisable Number of Options Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number of Options Weighted Average Exercise Price 18.92 18 0.16 $ 18.92 18 $ 18.92 |
Restricted Stock Units Activity | RSU activity is presented below (number of RSUs in thousands) : Years ended December 31, 2016 2015 2014 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 278 $ 15.04 236 $ 14.89 146 $ 14.72 Granted 129 11.69 94 15.90 112 15.30 Vested (30 ) 13.15 (52 ) 15.93 (22 ) 15.84 End of year 377 $ 14.04 278 $ 15.04 236 $ 14.89 |
Restricted Stock Units Performance-based Vesting Criteria | 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, 2017 18 57 75 January 1, 2018 14 47 61 January 1, 2019 9 75 84 |
Pre-tax Share-based Compensation Expense Recognized | The following table summarizes pre-tax share-based compensation expense recognized (in thousands) : Years ended December 31, 2016 2015 2014 Stock options $ — $ — $ — Restricted stock units 37 1,083 1,008 Total $ 37 $ 1,083 $ 1,008 |
Commitments, Contingencies, a35
Commitments, Contingencies, and Concentrations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments for operating leases (excluding related party leases as described in Note 2) with initial or remaining noncancellable lease terms in excess of one year are as follows (in thousands) : 2017 $ 2,820 2018 2,185 2019 1,518 2020 893 2021 415 Thereafter 65 |
Schedule Of Percentage Of Cash and Cash Equivalents Reported By Region | See the following table for the percentage of cash and cash equivalents by region at December 31, 2016 and December 31, 2015 : December 31, 2016 2015 Asia 27 % 26 % United States 17 % 10 % Israel 16 % 24 % Europe 19 % 17 % United Kingdom 12 % 13 % Canada 9 % 10 % Total 100 % 100 % |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment and Geographic Data [Line Items] | |
Reporting Segment Information | The following table sets forth reporting segment information (in thousands) : Foil Technology Products Force Sensors Weighing and Control Systems Corporate/ Other Total 2016 Net third-party revenues $ 100,942 $ 60,234 $ 63,753 $ — $ 224,929 Intersegment revenues 2,340 1,954 818 (5,112 ) — Gross profit 39,368 15,632 27,809 — 82,809 Segment operating income (loss) 20,391 7,056 10,221 (26,957 ) 10,711 Acquisition costs 427 — 67 — 494 Restructuring costs 1,137 413 837 279 2,666 Depreciation and amortization expense 4,894 2,924 2,323 1,008 11,149 Capital expenditures 6,516 2,179 1,551 179 10,425 Total assets 99,411 64,934 90,447 15,718 270,510 2015 Net third-party revenues $ 104,460 $ 61,048 $ 66,670 $ — $ 232,178 Intersegment revenues 2,400 2,105 760 (5,265 ) — Gross profit 41,640 12,510 30,079 — 84,229 Segment operating income (loss) 24,285 3,459 11,289 (35,674 ) 3,359 Acquisition costs — — 185 — 185 Impairment of goodwill and indefinite-lived intangibles — — 4,942 — 4,942 Restructuring costs 613 2,932 517 399 4,461 Depreciation and amortization expense 5,098 3,080 1,956 963 11,097 Capital expenditures 7,585 1,486 467 440 9,978 Total assets 86,709 65,445 99,935 11,658 263,747 2014 Net third-party revenues $ 107,758 $ 68,301 $ 73,969 $ — $ 250,028 Intersegment revenues 3,190 1,773 1,039 (6,002 ) — Gross profit 41,991 14,880 33,903 — 90,774 Segment operating income (loss) 23,210 5,374 11,619 (32,710 ) 7,493 Impairment of goodwill and indefinite-lived intangibles — — 5,579 — 5,579 Restructuring costs 153 — 515 — 668 Depreciation and amortization expense 5,192 3,556 2,112 876 11,736 Capital expenditures 6,156 1,801 775 359 9,091 Total assets 87,727 66,574 96,612 36,010 286,923 |
Reporting Segment Information, Corporate Other and Excluded Items | The “Corporate/Other” column for segment operating income (loss) includes unallocated selling, general, and administrative expenses and certain items which management excludes from segment results when evaluating segment performance, as follows (in thousands) : Years ended December 31, 2016 2015 2014 Unallocated selling, general, and administrative expenses $ (23,797 ) $ (26,086 ) $ (26,463 ) Acquisition costs (494 ) (185 ) — Impairment of goodwill and indefinite-lived intangibles — (4,942 ) (5,579 ) Restructuring costs (2,666 ) (4,461 ) (668 ) $ (26,957 ) $ (35,674 ) $ (32,710 ) |
Sales Revenue, Segment | |
Segment and Geographic Data [Line Items] | |
Revenue From External Customers and Long-Lived Assets, by Geographical Areas | The following geographic data include net revenues based on revenues generated by subsidiaries located within that geographic area, and property and equipment based on physical location (in thousands) : Years ended December 31, Net Revenues 2016 2015 2014 United States $ 95,919 $ 92,332 $ 93,004 United Kingdom 26,845 30,684 36,358 Other Europe 46,401 50,857 57,014 Israel 5,497 3,435 3,661 Asia 34,883 34,893 37,916 Canada 15,384 19,977 22,075 $ 224,929 $ 232,178 $ 250,028 |
Property Plant And Equipment Segment | |
Segment and Geographic Data [Line Items] | |
Revenue From External Customers and Long-Lived Assets, by Geographical Areas | December 31, Property and Equipment - Net 2016 2015 United States $ 12,132 $ 11,989 United Kingdom 4,110 5,092 Other Europe 1,255 1,300 Israel 19,894 20,278 Asia 16,904 16,751 Canada and Other 990 1,221 $ 55,285 $ 56,631 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share) : Years ended December 31, 2016 2015 2014 Numerator: Numerator for basic earnings per share: Net (loss) earnings attributable to VPG stockholders $ 6,404 $ (13,008 ) $ 3,080 Adjustment to the numerator for net earnings: Interest savings assuming conversion of dilutive exchangeable notes, net of tax 18 — 6 Numerator for diluted earnings per share: Net (loss) earnings attributable to VPG stockholders $ 6,422 $ (13,008 ) $ 3,086 Denominator: Denominator for basic earnings per share: Weighted average shares 13,187 13,485 13,755 Effect of dilutive securities: Exchangeable notes 181 — 181 Employee stock options — — 1 Restricted stock units 51 — 40 Dilutive potential common shares 232 — 222 Denominator for diluted earnings per share: Adjusted weighted average shares 13,419 13,485 13,977 Basic (loss) earnings per share attributable to VPG stockholders $ 0.49 $ (0.96 ) $ 0.22 Diluted (loss) earnings per share attributable to VPG stockholders $ 0.48 $ (0.96 ) $ 0.22 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands) : Years ended December 31, 2016 2015 2014 Weighted average employee stock options 18 18 18 Weighted average exchangeable notes — 181 — Weighted average restricted stock units — 36 — |
Additional Financial Statemen38
Additional Financial Statement Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | The caption “Other” on the consolidated statements of operations consists of the following (in thousands) : Years ended December 31, 2016 2015 2014 Foreign exchange gain (loss) $ 449 $ (2,146 ) $ (945 ) Interest income 179 225 261 Other (246 ) (161 ) (56 ) $ 382 $ (2,082 ) $ (740 ) |
Schedule of Accrued Liabilities | Other accrued expenses consist of the following (in thousands) : December 31, 2016 2015 Customer advance payments $ 2,468 $ 3,004 Accrued restructuring 1,333 2,827 Goods received, not yet invoiced 1,618 2,332 Accrued taxes, other than income taxes 1,379 1,468 Accrued commissions 1,460 1,785 Accrued professional fees 2,155 1,874 Other 2,872 3,314 $ 13,285 $ 16,604 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables provide the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands) : As of December 31, 2016 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Assets held in rabbi trusts $ 4,772 $ 537 $ 4,235 $ — As of December 31, 2015 Fair value measurements at reporting date using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Assets held in rabbi trusts $ 4,676 $ 739 $ 3,937 $ — |
Summary of Quarterly Financia40
Summary of Quarterly Financial information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | (in thousands, except per share amounts) 2016 (a) 2015 (a) First Second Third Fourth First Second Third Fourth Statement of Operations data: Net revenues $ 56,629 $ 57,996 $ 54,490 $ 55,814 $ 56,608 $ 59,508 $ 57,149 $ 58,913 Gross profit 19,775 21,495 20,265 21,274 20,979 21,035 21,450 20,765 Operating income (loss) 990 1,688 2,639 5,394 2,153 2,335 (1,711 ) 582 Net earnings (loss) 496 1,849 1,083 2,980 847 1,460 (1,952 ) (13,349 ) Less: net (loss) earnings attributable to noncontrolling interests 16 (19 ) 32 (25 ) (13 ) (16 ) (9 ) 52 Net earnings (loss) attributable to VPG stockholders 480 1,868 1,051 3,005 860 1,476 (1,943 ) (13,401 ) Per Share Data: (b) Basic earnings (loss) per share $ 0.04 $ 0.14 $ 0.08 $ 0.23 $ 0.06 $ 0.11 $ (0.15 ) $ (1.02 ) Diluted earnings (loss) per share $ 0.04 $ 0.14 $ 0.08 $ 0.22 $ 0.06 $ 0.11 $ (0.15 ) $ (1.02 ) Certain Items Recorded during the Quarters: Acquisition purchase accounting adjustments $ 296 $ 195 $ 46 $ 49 $ — $ 26 $ — $ 146 Acquisition costs 62 352 — 80 — — — 185 Strategic alternative evaluation costs — — 1,079 265 — — — — Gain on sale of building — — — (837 ) — — — — Impairment of goodwill and indefinite-lived intangibles — — — — — — 4,942 — Restructuring costs 675 1,011 709 271 78 304 459 3,620 Tax effect of reconciling items and discrete tax items (179 ) 1,468 27 (597 ) 16 41 1,081 (12,118 ) (a) The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2 , July 2 , October 1 , and December 31 , respectively. The first, second, third, and fourth quarters of 2015 ended on March 28 , June 27 , September 26 , and December 31 , respectively. (b) Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding. |
Background and Summary of Sig41
Background and Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Significant Accounting Policies [Line Items] | |||
Minimum ownership of fully controlled entities | 100.00% | ||
Research and development expense | $ 11.1 | $ 9.6 | $ 10.1 |
Recognized tax benefit to be realized upon ultimate settlement | greater than 50 percent likely to be realized | ||
Allowance for doubtful accounts | $ 0.5 | 0.3 | |
Bad debt expense | 0.2 | 0.1 | 0.2 |
Depreciation expense | 9.3 | 9 | 9.1 |
Debt issuance costs | $ 0.5 | 0.6 | |
Minimum | Patents and acquired technology | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 7 years | ||
Minimum | Customer relationships | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 5 years | ||
Minimum | Trade names | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 7 years | ||
Minimum | Non-competition agreements | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 5 years | ||
Maximum | Patents and acquired technology | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 20 years | ||
Maximum | Customer relationships | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 15 years | ||
Maximum | Trade names | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 10 years | ||
Maximum | Non-competition agreements | |||
Summary of Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life (in years) | 10 years | ||
Machinery and Equipment | Minimum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 7 years | ||
Machinery and Equipment | Maximum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 10 years | ||
Building and Building Improvements | Minimum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 20 years | ||
Building and Building Improvements | Maximum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 40 years | ||
Software | |||
Summary of Significant Accounting Policies [Line Items] | |||
Depreciation expense | $ 0.6 | $ 0.8 | $ 1 |
Software | Minimum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 3 years | ||
Software | Maximum | |||
Summary of Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life (in years) | 5 years |
Related Party Transactions (Det
Related Party Transactions (Details Textual) - Vishay Intertechnology | 12 Months Ended |
Dec. 31, 2016facility | |
Japan | |
Related Party Transaction [Line Items] | |
Manufacturing facility | 1 |
United States | |
Related Party Transaction [Line Items] | |
Manufacturing facilities leased from related party | 1 |
Acquisition Activity (Narrative
Acquisition Activity (Narrative) (Details) - USD ($) $ in Thousands | Apr. 06, 2016 | Dec. 30, 2015 | Dec. 31, 2016 |
Pacific Instruments, Inc. | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 10,626 | ||
Pacific Instruments, Inc. | Patents and Acquired Technology | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 20 years | ||
Pacific Instruments, Inc. | Non-competition agreements | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 6 years 6 months | ||
Pacific Instruments, Inc. | Customer relationships | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 15 years | ||
Stress-Tek, Inc. | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 20,073 | ||
Stress-Tek, Inc. | Patents and Acquired Technology | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 20 years | ||
Stress-Tek, Inc. | Non-competition agreements | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 5 years | ||
Stress-Tek, Inc. | Customer relationships | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets, weighted average useful lives | 15 years |
Acquisition Activity (Schedule
Acquisition Activity (Schedule of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Apr. 06, 2016 | Dec. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible assets: | ||||||
Goodwill | $ 18,717 | $ 12,603 | $ 12,788 | |||
Pacific Instruments, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | [1] | $ 921 | ||||
Property and equipment | 26 | |||||
Long-term deferred income tax liability | (1,903) | |||||
Intangible assets: | ||||||
Total intangible assets | 5,540 | |||||
Fair value of acquired identifiable assets and liabilities | 4,584 | |||||
Purchase price | 10,626 | |||||
Goodwill | 6,042 | |||||
Pacific Instruments, Inc. | Trade names | ||||||
Intangible assets: | ||||||
Total intangible assets | 700 | |||||
Pacific Instruments, Inc. | Patents and Acquired Technology | ||||||
Intangible assets: | ||||||
Total intangible assets | 1,300 | |||||
Pacific Instruments, Inc. | Non-competition agreements | ||||||
Intangible assets: | ||||||
Total intangible assets | 40 | |||||
Pacific Instruments, Inc. | Customer relationships | ||||||
Intangible assets: | ||||||
Total intangible assets | 3,500 | |||||
Stress-Tek, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | $ 2,564 | |||||
Property and equipment | 6,338 | |||||
Intangible assets: | ||||||
Total intangible assets | 4,860 | |||||
Fair value of acquired identifiable assets and liabilities | 13,762 | |||||
Purchase price | 20,073 | |||||
Goodwill | 6,311 | |||||
Stress-Tek, Inc. | Trade names | ||||||
Intangible assets: | ||||||
Total intangible assets | 700 | |||||
Stress-Tek, Inc. | Patents and Acquired Technology | ||||||
Intangible assets: | ||||||
Total intangible assets | 1,600 | |||||
Stress-Tek, Inc. | Non-competition agreements | ||||||
Intangible assets: | ||||||
Total intangible assets | 60 | |||||
Stress-Tek, Inc. | Customer relationships | ||||||
Intangible assets: | ||||||
Total intangible assets | 2,500 | |||||
Adjustment | Pacific Instruments, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | [1] | 235 | ||||
Long-term deferred income tax liability | 90 | |||||
Intangible assets: | ||||||
Fair value of acquired identifiable assets and liabilities | 325 | |||||
Purchase price | (101) | |||||
Goodwill | (426) | |||||
Adjustment | Stress-Tek, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | 85 | |||||
Intangible assets: | ||||||
Fair value of acquired identifiable assets and liabilities | 85 | |||||
Purchase price | (28) | |||||
Goodwill | (113) | |||||
Scenario, Previously Reported | Pacific Instruments, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | [1] | 686 | ||||
Property and equipment | 26 | |||||
Long-term deferred income tax liability | (1,993) | |||||
Intangible assets: | ||||||
Total intangible assets | 5,540 | |||||
Fair value of acquired identifiable assets and liabilities | 4,259 | |||||
Purchase price | 10,727 | |||||
Goodwill | 6,468 | |||||
Scenario, Previously Reported | Pacific Instruments, Inc. | Trade names | ||||||
Intangible assets: | ||||||
Total intangible assets | 700 | |||||
Scenario, Previously Reported | Pacific Instruments, Inc. | Patents and Acquired Technology | ||||||
Intangible assets: | ||||||
Total intangible assets | 1,300 | |||||
Scenario, Previously Reported | Pacific Instruments, Inc. | Non-competition agreements | ||||||
Intangible assets: | ||||||
Total intangible assets | 40 | |||||
Scenario, Previously Reported | Pacific Instruments, Inc. | Customer relationships | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 3,500 | |||||
Scenario, Previously Reported | Stress-Tek, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Working capital | [2] | 2,479 | ||||
Property and equipment | 6,338 | |||||
Intangible assets: | ||||||
Total intangible assets | 4,860 | |||||
Fair value of acquired identifiable assets and liabilities | 13,677 | |||||
Purchase price | 20,101 | |||||
Goodwill | 6,424 | |||||
Scenario, Previously Reported | Stress-Tek, Inc. | Trade names | ||||||
Intangible assets: | ||||||
Total intangible assets | 700 | |||||
Scenario, Previously Reported | Stress-Tek, Inc. | Patents and Acquired Technology | ||||||
Intangible assets: | ||||||
Total intangible assets | 1,600 | |||||
Scenario, Previously Reported | Stress-Tek, Inc. | Non-competition agreements | ||||||
Intangible assets: | ||||||
Total intangible assets | 60 | |||||
Scenario, Previously Reported | Stress-Tek, Inc. | Customer relationships | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 2,500 | |||||
[1] | (a)Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. | |||||
[2] | Working capital accounts include cash, accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, and other accrued expenses. |
Acquisition Activity (Schedul45
Acquisition Activity (Schedule of Acquisition Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2015 | [1] | Sep. 26, 2015 | [1] | Jun. 27, 2015 | [1] | Mar. 28, 2015 | [1] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | $ 80 | $ 0 | $ 352 | $ 62 | $ 185 | $ 0 | $ 0 | $ 0 | $ 494 | $ 185 | $ 0 | ||||||||
Pacific Instruments, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 431 | ||||||||||||||||||
Stress-Tek, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 63 | 185 | |||||||||||||||||
Accounting and Legal Fees | Pacific Instruments, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 369 | ||||||||||||||||||
Accounting and Legal Fees | Stress-Tek, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 51 | 70 | |||||||||||||||||
Appraisal Fees | Pacific Instruments, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 41 | ||||||||||||||||||
Appraisal Fees | Stress-Tek, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 12 | 62 | |||||||||||||||||
Other | Pacific Instruments, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | 21 | ||||||||||||||||||
Other | Stress-Tek, Inc. | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | $ 0 | $ 53 | |||||||||||||||||
[1] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Goodwill and Other Intangible46
Goodwill and Other Intangible Assets (Narrative) (Details) - USD ($) | Apr. 06, 2016 | Dec. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and Other Intangible Assets [Line Items] | |||||
Impairment of goodwill | $ 4,761,000 | ||||
Amortization expense | $ 1,800,000 | 2,100,000 | $ 2,600,000 | ||
Trade names | |||||
Goodwill and Other Intangible Assets [Line Items] | |||||
Impairment of indefinite-lived intangible assets | $ 0 | 200,000 | 0 | ||
In-process research and development | |||||
Goodwill and Other Intangible Assets [Line Items] | |||||
Impairment of indefinite-lived intangible assets | 0 | 800,000 | |||
KELK | |||||
Goodwill and Other Intangible Assets [Line Items] | |||||
Impairment of goodwill | $ 4,800,000 | $ 4,600,000 | |||
Pacific Instruments, Inc. | |||||
Goodwill and Other Intangible Assets [Line Items] | |||||
Finite-lived intangible assets acquired | $ 4,800,000 | ||||
Indefinite-lived intangible assets acquired | $ 700,000 | ||||
Stress-Tek, Inc. | |||||
Goodwill and Other Intangible Assets [Line Items] | |||||
Finite-lived intangible assets acquired | $ 4,200,000 | ||||
Indefinite-lived intangible assets acquired | $ 700,000 |
Goodwill and Other Intangible47
Goodwill and Other Intangible Assets (Summary of Goodwill Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Beginning balance | $ 12,603 | $ 12,788 | |
Goodwill acquired | 6,042 | 6,424 | |
Impairment charges | (4,761) | ||
Adjustment to goodwill acquired | (113) | ||
Foreign currency translation adjustment | 185 | (1,848) | |
Ending balance | 18,717 | 12,603 | $ 12,788 |
KELK | |||
Goodwill [Roll Forward] | |||
Impairment charges | (4,800) | (4,600) | |
KELK | Weighing and Control Systems | |||
Goodwill [Roll Forward] | |||
Beginning balance | 6,179 | 12,788 | |
Goodwill acquired | 0 | 0 | |
Impairment charges | (4,761) | ||
Adjustment to goodwill acquired | 0 | ||
Foreign currency translation adjustment | 185 | (1,848) | |
Ending balance | 6,364 | 6,179 | 12,788 |
Stress-Tek, Inc. | Weighing and Control Systems | |||
Goodwill [Roll Forward] | |||
Beginning balance | 6,424 | 0 | |
Goodwill acquired | 0 | 6,424 | |
Impairment charges | 0 | ||
Adjustment to goodwill acquired | (113) | ||
Foreign currency translation adjustment | 0 | 0 | |
Ending balance | 6,311 | 6,424 | 0 |
Pacific Instruments, Inc. | Foil Technology Products | |||
Goodwill [Roll Forward] | |||
Beginning balance | 0 | 0 | |
Goodwill acquired | 6,042 | 0 | |
Impairment charges | 0 | ||
Adjustment to goodwill acquired | 0 | ||
Foreign currency translation adjustment | 0 | 0 | |
Ending balance | $ 6,042 | $ 0 | $ 0 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets (Intangible Assets)(Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | $ 43,572 | $ 38,879 |
Accumulated amortization | (24,397) | (22,956) |
Net intangible assets subject to amortization | 19,175 | 15,923 |
Intangible assets, net | 21,585 | 17,683 |
Trade names | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets not subject to amortization (Indefinite-lived) | 2,410 | 1,680 |
In-process research and development | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets not subject to amortization (Indefinite-lived) | 0 | 80 |
Patents and acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 9,669 | 8,499 |
Accumulated amortization | (3,865) | (3,629) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 20,934 | 17,395 |
Accumulated amortization | (8,162) | (7,288) |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 1,621 | 1,688 |
Accumulated amortization | (1,609) | (1,668) |
Non-competition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 11,348 | 11,297 |
Accumulated amortization | $ (10,761) | $ (10,371) |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets (Estimated Annual Amortization Expense) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,017 | $ 1,890 |
2,018 | 1,679 |
2,019 | 1,504 |
2,020 | 1,501 |
2,021 | $ 1,455 |
Restructuring Costs Restructuri
Restructuring Costs Restructuring Costs (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2015 | [1] | Sep. 26, 2015 | [1] | Jun. 27, 2015 | [1] | Mar. 28, 2015 | [1] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | $ 271 | $ 709 | $ 1,011 | $ 675 | $ 3,620 | $ 459 | $ 304 | $ 78 | $ 2,666 | $ 4,461 | $ 668 | ||||||||
Employee Severance | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 2,666 | $ 4,461 | $ 668 | ||||||||||||||||
Global Cost Reduction Program | Costa Rica | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 400 | ||||||||||||||||||
Global Cost Reduction Program | Other Geographical Locations | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 400 | ||||||||||||||||||
Global Cost Reduction Program | Europe, Canada and United States | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | $ 1,900 | ||||||||||||||||||
[1] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Restructuring Costs (Restructur
Restructuring Costs (Restructuring Activities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | Dec. 31, 2015 | Sep. 26, 2015 | [1] | Jun. 27, 2015 | [1] | Mar. 28, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Restructuring Charges [Abstract] | |||||||||||||||||||
Restructuring reserve, beginning balance | $ 2,827 | $ 2,827 | |||||||||||||||||
Restructuring costs | $ 271 | [1] | $ 709 | $ 1,011 | 675 | [1] | $ 3,620 | [1] | $ 459 | $ 304 | $ 78 | [1] | 2,666 | $ 4,461 | $ 668 | ||||
Restructuring reserve, ending balance | 1,333 | 2,827 | 1,333 | 2,827 | |||||||||||||||
Employee Severance | |||||||||||||||||||
Restructuring Charges [Abstract] | |||||||||||||||||||
Restructuring reserve, beginning balance | $ 2,827 | $ 351 | 2,827 | 351 | 51 | ||||||||||||||
Restructuring costs | 2,666 | 4,461 | 668 | ||||||||||||||||
Adjustment | 8 | ||||||||||||||||||
Cash payments | (4,152) | (1,964) | (367) | ||||||||||||||||
Foreign currency translation | (8) | (21) | (9) | ||||||||||||||||
Restructuring reserve, ending balance | $ 1,333 | $ 2,827 | $ 1,333 | $ 2,827 | $ 351 | ||||||||||||||
[1] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Income Taxes (Components of Inc
Income Taxes (Components of Income Before Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (5,285) | $ (4,874) | $ (3,575) |
Foreign | 14,892 | 5,380 | 9,446 |
Income before taxes | $ 9,607 | $ 506 | $ 5,871 |
Income Taxes (Expense (Benefit)
Income Taxes (Expense (Benefit) for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
Federal | $ (18) | $ 492 | $ 1,934 |
State and local | 30 | (12) | 36 |
Foreign | 2,886 | 3,007 | 4,205 |
Current Income Tax Expense (Benefit) | 2,898 | 3,487 | 6,175 |
Deferred: | |||
Federal | (1,176) | 10,039 | (3,376) |
State and local | (9) | 630 | (46) |
Foreign | 1,486 | (656) | (140) |
Deferred income tax expense (benefit) | 301 | 10,013 | (3,562) |
Total income tax expense | $ 3,199 | $ 13,500 | $ 2,613 |
Income Taxes (Reconcilation of
Income Taxes (Reconcilation of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory rate | $ 3,362 | $ 177 | $ 2,055 |
State income taxes, net of U.S. federal tax benefit | (15) | 383 | (10) |
Effect of foreign operations | (1,023) | 803 | (1,026) |
Residual U.S. tax on foreign earnings | (307) | 0 | 2,426 |
Change in valuation allowance | 1,266 | 12,309 | (1,361) |
Change in unrecognized tax benefits, net | (899) | 12 | 273 |
Impairment of goodwill and indefinite-lived intangibles | 0 | 360 | 303 |
Specialty tax credits | (78) | (216) | (362) |
Statutory rate changes | (180) | 114 | (166) |
Prior period deferred tax adjustments | 817 | 0 | 0 |
Other | 256 | (442) | 481 |
Total income tax expense | $ 3,199 | $ 13,500 | $ 2,613 |
Income Taxes (Significant Compo
Income Taxes (Significant Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Pension and other postretirement costs | $ 4,714 | $ 4,843 |
Inventories | 2,466 | 2,275 |
Net operating/capital loss carryforwards | 11,825 | 9,482 |
Tax credit carryforwards | 5,077 | 4,712 |
Deferred compensation | 2,468 | 2,392 |
Other accruals and reserves | 2,879 | 3,480 |
Intangible assets, including tax deductible goodwill | 0 | 784 |
Total gross deferred tax assets | 29,429 | 27,968 |
Less: valuation allowance | (20,741) | (19,144) |
Deferred Tax Assets, Net of Valuation Allowance | 8,688 | 8,824 |
Deferred tax liabilities: | ||
Tax over book depreciation | (189) | (255) |
Intangible assets, including tax deductible goodwill | (1,361) | 0 |
Total gross deferred tax liabilities | (1,550) | (255) |
Net deferred tax assets | $ 7,138 | $ 8,569 |
Income Taxes (Significant Valua
Income Taxes (Significant Valuation Allowances) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | $ 20,741 | $ 19,144 |
United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 18,100 | 16,700 |
Domestic Tax Authority | United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 13,101 | 12,454 |
State and Local Jurisdiction | United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 5,022 | 4,206 |
Capital Loss Carryforward | Israel | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | $ 1,486 | $ 1,783 |
Income Taxes (Significant Net O
Income Taxes (Significant Net Operating Losses and Credit Carryforwards) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
United States | Domestic Tax Authority | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 10,276 |
United States | Foreign Tax Authority | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 4,970 |
United States | State and Local Jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 62,032 |
Israel | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 14,661 |
Income Taxes (Unrecognized Tax
Income Taxes (Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | |||
Balance at beginning of year | $ 1,506 | $ 1,704 | $ 1,373 |
Addition based on tax positions related to current year | 63 | 109 | 238 |
Addition based on tax positions related to prior years | 66 | 13 | 249 |
Addition related to acquired company | 297 | 0 | 0 |
Currency translation adjustments | 16 | (29) | (100) |
Reduction for settled tax examinations | (906) | 0 | 0 |
Reduction for payments made | 0 | (241) | 0 |
Reduction for lapses of statute of limitations | (270) | (50) | (56) |
Balance before indemnification receivable | 772 | 1,506 | 1,704 |
Receivable from Vishay Intertechnology for indemnification | (57) | (107) | (281) |
Balance at end of year | $ 715 | $ 1,399 | $ 1,423 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | ||||
Deferred tax assets | $ (7,138) | $ (8,569) | ||
Valuation allowance | 20,741 | 19,144 | ||
Undistributed earnings of foreign subsidiaries | 96,800 | 89,200 | ||
Unremitted earnings withholdings taxes | 14,700 | |||
Net income taxes paid | 3,900 | 4,500 | $ 3,100 | |
Unrecognized tax benefits, income tax penalties and interest accrued | 300 | 300 | 500 | |
Unrecognized tax benefits including income tax penalties and interest accrued income tax indemnification receivable | 200 | |||
Income tax examination, penalties and interest accrued in current income tax Indemnification receivable | 0 | 300 | ||
Unrecognized tax benefits that would impact effective tax rate | 800 | 1,500 | 1,700 | |
Expected change in unrecognized tax benefits statute lapse | 100 | |||
Maximum | ||||
Income Taxes [Line Items] | ||||
Expected change in unrecognized tax benefits statute lapse | $ 200 | |||
State and Local Jurisdiction | Minimum | ||||
Income Taxes [Line Items] | ||||
Statutes of limitations range | 3 years | |||
State and Local Jurisdiction | Maximum | ||||
Income Taxes [Line Items] | ||||
Statutes of limitations range | 4 years | |||
Foreign Tax Authority | Minimum | ||||
Income Taxes [Line Items] | ||||
Increase in unrecognized tax benefits is reasonably possible | $ 100 | |||
Statutes of limitations range | 3 years | |||
Foreign Tax Authority | Maximum | ||||
Income Taxes [Line Items] | ||||
Increase in unrecognized tax benefits is reasonably possible | $ 200 | |||
Statutes of limitations range | 10 years | |||
United States | ||||
Income Taxes [Line Items] | ||||
Valuation allowance | $ 18,100 | 16,700 | ||
United States | State and Local Jurisdiction | ||||
Income Taxes [Line Items] | ||||
Valuation allowance | 5,022 | 4,206 | ||
Cash | Maximum | ||||
Income Taxes [Line Items] | ||||
Increase in unrecognized tax benefits is reasonably possible | 200 | |||
Net Operating and Capital Loss Carryforward | ||||
Income Taxes [Line Items] | ||||
Valuation allowance | 2,600 | $ 2,500 | ||
Vishay Intertechnology | Affiliated Entity | ||||
Income Taxes [Line Items] | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | 100 | |||
Correction for Recognition Criteria | Tax Year 2014 | ||||
Income Taxes [Line Items] | ||||
Deferred tax assets | $ 100 | |||
Correction for Recognition Criteria | Periods Prior Tax Year 2014 | ||||
Income Taxes [Line Items] | ||||
Deferred tax assets | $ 700 | |||
Pacific Instruments, Inc. | ||||
Income Taxes [Line Items] | ||||
Valuation allowance adjustment | $ 1,600 |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Exchangeable Unsecured Notes, due 2102 | $ 4,097 | $ 4,097 |
Other debt | 509 | 614 |
Deferred financing costs | (454) | (554) |
Long-Term Debt | 36,152 | 33,157 |
Less: current portion | 2,623 | 2,120 |
Long-term debt, less current portion | 33,529 | 31,037 |
2015 Credit Agreement - Revolving Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 9,000 | 4,000 |
2015 Credit Agreement - U.S. Closing Date Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 4,128 | 4,500 |
2015 Credit Agreement - U.S. Delayed Draw Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 10,092 | 11,000 |
2015 Credit Agreement - Canadian Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 8,780 | $ 9,500 |
Long-Term Debt (Maturity of Lon
Long-Term Debt (Maturity of Long-term Debt) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2,017 | $ 2,623 |
2,018 | 3,873 |
2,019 | 5,123 |
2,020 | 20,874 |
2,021 | 16 |
Thereafter | $ 4,097 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | Dec. 30, 2015USD ($) | Aug. 28, 2013USD ($)shares | Jan. 29, 2013USD ($) | Jul. 06, 2010USD ($)$ / shares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||||
Exchangeable Unsecured Notes, due 2102 | $ 4,097,000 | $ 4,097,000 | |||||
Interest paid | $ 1,300,000 | $ 600,000 | $ 800,000 | ||||
Other Debt | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument term (in years) | 5 years | ||||||
Stated interest rate (as a percent) | 0.00% | ||||||
2015 Credit Agreement - Revolving Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | $ 30,000,000 | $ 15,000,000 | |||||
Letter Of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | 10,000,000 | ||||||
2015 Credit Agreement - U.S. Closing Date Term Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | 4,500,000 | ||||||
2015 Credit Agreement - U.S. Delayed Draw Term Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | 11,000,000 | ||||||
Foreign Term Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | 9,500,000 | 15,000,000 | |||||
Domestic Revolving Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | $ 15,000,000 | ||||||
Domestic Term Facility | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | $ 10,000,000 | ||||||
2015 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Expiration date | Dec. 30, 2020 | ||||||
2015 Credit Agreement | U.S. Closing Date Term and Canadian Term Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, interest rate | 4.00% | 3.11% | |||||
2013 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Expiration date | Dec. 30, 2015 | ||||||
Other Lines of Credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Principle amount | $ 3,000,000 | $ 3,000,000 | |||||
Letters of credit outstanding | $ 500,000 | $ 800,000 | |||||
Exchangeable Unsecured Notes due 2102 | Unsecured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Exchangeable Unsecured Notes, due 2102 | $ 4,100,000 | $ 10,000,000 | |||||
Maturity date | Dec. 13, 2102 | ||||||
Exchangeable notes conversion price amount (in dollars per share) | $ / shares | $ 22.57 | ||||||
Principal amount of notes exchanged for common stock | $ 5,900,000 | ||||||
Conversion of exchangeable notes to common stock (in shares) | shares | 259,687 | ||||||
Number of shares of common stock the notes are exchangeable into (in shares) | shares | 181,537 | ||||||
London Interbank Offered Rate (LIBOR) | 2015 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR | LIBOR | ||||||
Interest rate in addition to LIBOR | 0.25% | ||||||
London Interbank Offered Rate (LIBOR) | 2015 Credit Agreement | Revolving and U.S. Delayed Draw Term Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, interest rate | 4.00% | 3.75% | |||||
London Interbank Offered Rate (LIBOR) | 2015 Credit Agreement | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate in addition to LIBOR | 2.00% | ||||||
Quarterly commitment fee | 0.30% | ||||||
London Interbank Offered Rate (LIBOR) | 2015 Credit Agreement | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate in addition to LIBOR | 3.50% | ||||||
Quarterly commitment fee | 0.50% | ||||||
London Interbank Offered Rate (LIBOR) | 2013 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR | LIBOR | ||||||
Debt Instrument, interest rate | 2.76% | ||||||
London Interbank Offered Rate (LIBOR) | 2013 Credit Agreement | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Quarterly commitment fee | 0.30% | ||||||
London Interbank Offered Rate (LIBOR) | 2013 Credit Agreement | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Quarterly commitment fee | 0.50% | ||||||
London Interbank Offered Rate (LIBOR) | Exchangeable Unsecured Notes due 2102 | Unsecured Debt | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR | LIBOR | ||||||
Debt Instrument, interest rate | 1.00% |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) | 12 Months Ended | ||||
Dec. 31, 2016voteshares | Dec. 31, 2015shares | May 21, 2015shares | Dec. 31, 2014shares | Sep. 23, 2014shares | |
Class of Stock [Line Items] | |||||
Common stock, number of votes | vote | 1 | ||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||
Preferred stock, shares outstanding | 0 | ||||
Treasury stock, shares | 619,667 | 619,667 | |||
Common Class B | |||||
Class of Stock [Line Items] | |||||
Common stock, number of votes | vote | 10 | ||||
Conversion ratio | 1 | ||||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares authorized to be repurchased | 2,000,000 | 500,000 | |||
Treasury stock, shares | 0 | 617,667 | 2,000 |
Stockholders' Equity (Component
Stockholders' Equity (Components of Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |||
Pension and other postretirement actuarial items, Beginning Balance | $ (4,417) | $ (4,803) | $ (2,265) |
Pension and other postretirement actuarial items, Before-Tax Amount | (3,505) | 141 | (3,357) |
Pension and other postretirement actuarial items, Tax Effect | 544 | (21) | 782 |
Pension and other postretirement actuarial items, Net-of-Tax Amount | (2,961) | 120 | (2,575) |
Pension and other postretirement actuarial items, Ending Balance | (7,378) | (4,683) | (4,840) |
Reclassification adjustment for recognition of actuarial items, Before-Tax Amount | 271 | 304 | 60 |
Reclassification adjustment for recognition of actuarial items, Tax Effect | (38) | (38) | (23) |
Reclassification adjustment for recognition of actuarial items, Net-of-Tax Amount | 233 | 266 | 37 |
Reclassification adjustment for recognition of actuarial items, Ending Balance | 233 | 266 | 37 |
Foreign Currency translation adjustment, Beginning Balance | (28,704) | (21,757) | (13,742) |
Foreign Currency translation adjustment, Before Tax Amount | (4,488) | (6,947) | (8,015) |
Foreign Currency translation adjustment, Tax Effect | 0 | 0 | 0 |
Foreign Currency translation adjustment, Net-of-Tax Amount | (4,488) | (6,947) | (8,015) |
Foreign Currency translation adjustment, Ending Balance | (33,192) | (28,704) | (21,757) |
Accumulated other comprehensive income (loss), Net Of Tax, Beginning Balance | (33,121) | (26,560) | (16,007) |
Other comprehensive income (loss), Before Tax Amount | (7,722) | (6,502) | (11,312) |
Other comprehensive income, Tax Effect | 506 | (59) | 759 |
Other comprehensive loss | (7,216) | (6,561) | (10,553) |
Accumulated other comprehensive income (loss), Net Of Tax, Ending Balance | $ (40,337) | $ (33,121) | $ (26,560) |
Pensions and Other Postretire65
Pensions and Other Postretirement Benefits (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Estimated actuarial items that will be amortized from AOCI loss | $ 600 | ||
Ultimate health care cost trend rate | 4.00% | ||
Defined benefit plan, employer contribution in 2016 | $ 1,300 | ||
Defined contribution plan matching expense | 700 | $ 600 | $ 600 |
Accrued pension and other postretirement costs | 14,713 | 11,597 | |
Non Qualified Deferred Compensation Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Assets held-in-trust | 3,200 | 3,100 | |
Accrued pension and other postretirement costs | 4,100 | 3,800 | |
Other Retirement Obligations | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Other retirement obligations | 800 | 700 | |
Non Qualified Retirement Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Assets held-in-trust | 1,600 | 1,600 | |
Non qualified pension plan liabilities | $ 2,000 | $ 2,000 |
Pensions and Other Postretire66
Pensions and Other Postretirement Benefits (Reconciliation of The Benefit Obligation, Plan Assets and Funded Status) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | $ 15,122 | ||
Fair value of plan assets at end of year | 14,553 | $ 15,122 | |
Pension Plans | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of year | 23,348 | 24,655 | |
Service cost (adjusted for actual employee contributions) | 403 | 413 | $ 417 |
Interest cost | 784 | 857 | 938 |
Contributions by participants | 42 | 44 | 53 |
Actuarial (gains) losses | 4,809 | (413) | |
Benefits paid | (732) | (1,223) | |
Curtailments and settlements | (20) | (14) | |
Currency translation | (3,447) | (971) | |
Benefit obligation at end of year | 25,187 | 23,348 | 24,655 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 15,122 | 15,697 | |
Actual return on plan assets | 1,441 | 194 | |
Company contributions | 1,240 | 1,160 | |
Contributions by participants | 42 | 44 | 53 |
Benefits paid | (732) | (1,223) | |
Curtailments and settlements | 0 | (14) | |
Currency translation | (2,560) | (736) | |
Fair value of plan assets at end of year | 14,553 | 15,122 | 15,697 |
Funded status at end of year | (10,634) | (8,226) | |
OPEB Plans | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of year | 3,373 | 3,331 | |
Service cost (adjusted for actual employee contributions) | 100 | 88 | 62 |
Interest cost | 130 | 126 | 131 |
Contributions by participants | 0 | 0 | 0 |
Actuarial (gains) losses | 525 | 72 | |
Benefits paid | (295) | (244) | |
Curtailments and settlements | 0 | 0 | |
Currency translation | 0 | 0 | |
Benefit obligation at end of year | 3,833 | 3,373 | 3,331 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Company contributions | 295 | 244 | |
Contributions by participants | 0 | 0 | 0 |
Benefits paid | (295) | (244) | |
Curtailments and settlements | 0 | 0 | |
Currency translation | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded status at end of year | $ (3,833) | $ (3,373) |
Pensions and Other Postretire67
Pensions and Other Postretirement Benefits (Accrued Pension and Other Postretirement Costs) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | $ (14,713) | $ (11,597) |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | (10,634) | (8,226) |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | $ (3,833) | $ (3,373) |
Pensions and Other Postretire68
Pensions and Other Postretirement Benefits (Unrecognized Actuarial Gains and Losses) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized net actuarial loss | $ 7,763 | $ 4,950 |
Unrecognized prior service cost | 2 | 2 |
Unamortized transition obligation | 3 | 4 |
Benefit plans, accumulated other comprehensive income (loss) before tax | 7,768 | 4,956 |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized net actuarial loss | 1,588 | 1,138 |
Unrecognized prior service cost | 0 | 0 |
Unamortized transition obligation | 0 | 0 |
Benefit plans, accumulated other comprehensive income (loss) before tax | $ 1,588 | $ 1,138 |
Pensions and Other Postretire69
Pensions and Other Postretirement Benefits (Projected and Accumulated Benefit Obligations) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Compensation and Retirement Disclosure [Abstract] | ||
Accumulated benefit obligation, all plans | $ 23,633 | $ 21,931 |
Plans for which the accumulated benefit obligation exceeds plan assets: | ||
Projected benefit obligation | 24,102 | 22,274 |
Accumulated benefit obligation | 22,963 | 21,256 |
Fair value of plan assets | $ 13,491 | $ 14,204 |
Pensions and Other Postretire70
Pensions and Other Postretirement Benefits (Components of Net Periodic Cost of Pension and Other Postretirement Benefit Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Annual service cost | $ 445 | $ 457 | $ 470 |
Less: employee contributions | 42 | 44 | 53 |
Net service cost | 403 | 413 | 417 |
Interest cost | 784 | 857 | 938 |
Expected return on plan assets | (630) | (656) | (789) |
Amortization of actuarial losses | 192 | 232 | 26 |
Amortization of transition obligation | 5 | 1 | 1 |
Curtailment and settlement losses | 0 | 1 | 0 |
Net periodic benefit cost | 754 | 848 | 593 |
OPEB Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Annual service cost | 100 | 88 | 62 |
Less: employee contributions | 0 | 0 | 0 |
Net service cost | 100 | 88 | 62 |
Interest cost | 130 | 126 | 131 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of actuarial losses | 75 | 72 | 33 |
Amortization of transition obligation | 0 | 0 | 0 |
Curtailment and settlement losses | 0 | 0 | 0 |
Net periodic benefit cost | $ 305 | $ 286 | $ 226 |
Pensions and Other Postretire71
Pensions and Other Postretirement Benefits (Weighted-Average Assumptions Used to Determine Benefit Obligations) (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate, benefit obligation | 2.59% | 3.65% |
Rate of compensation increase, benefit obligation | 2.63% | 2.82% |
Expected return on plan assets, benefit obligation | 4.49% | 4.47% |
Discount rate, net periodic pension cost | 3.65% | 3.56% |
Rate of compensation increase, net periodic pension cost | 2.82% | 2.70% |
Expected return on plan assets, net periodic pension cost | 4.47% | 4.19% |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate, benefit obligation | 3.77% | 3.98% |
Discount rate, net periodic pension cost | 3.98% | 3.69% |
Health care trend rate | 4.81% | 7.52% |
Pensions and Other Postretire72
Pensions and Other Postretirement Benefits (Plan Assets) (Details) | Dec. 31, 2016 | Dec. 31, 2015 |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 100.00% | 100.00% |
Pension Plans | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 55.00% | 56.00% |
Pension Plans | Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 36.00% | 38.00% |
Pension Plans | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 9.00% | 6.00% |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 0.00% | 0.00% |
OPEB Plans | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 0.00% | 0.00% |
OPEB Plans | Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 0.00% | 0.00% |
OPEB Plans | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 0.00% | 0.00% |
Pensions and Other Postretire73
Pensions and Other Postretirement Benefits (Fair Value of Plan Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | $ 14,553 | $ 15,122 |
Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 14,553 | 15,122 |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 8,047 | 8,522 |
Equity securities | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 8,047 | 8,522 |
Equity securities | Level 2 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 0 | 0 |
Equity securities | Level 3 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 0 | 0 |
Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 5,203 | 5,670 |
Fixed income securities | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 5,203 | 5,670 |
Fixed income securities | Level 2 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 0 | 0 |
Fixed income securities | Level 3 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 0 | 0 |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 1,303 | 930 |
Cash and cash equivalents | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 1,303 | 930 |
Cash and cash equivalents | Level 2 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 0 | 0 |
Cash and cash equivalents | Level 3 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | $ 0 | $ 0 |
Pensions and Other Postretire74
Pensions and Other Postretirement Benefits (Estimated Future Benefit Payments) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | $ 547 |
2,018 | 583 |
2,019 | 558 |
2,020 | 547 |
2,021 | 655 |
2022-2026 | 4,019 |
OPEB Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | 273 |
2,018 | 217 |
2,019 | 233 |
2,020 | 277 |
2,021 | 323 |
2022-2026 | $ 1,202 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) $ / shares in Units, $ in Thousands | May 26, 2016USD ($)shares | Apr. 02, 2016shares | Mar. 29, 2016USD ($)shares | Mar. 24, 2016shares | Jan. 19, 2016USD ($)peopleshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares authorized (in shares) | shares | 1,000,000 | |||||||
Number of shares available for grant (in shares) | shares | 355,235 | |||||||
Number of options, granted | shares | 0 | 0 | 0 | |||||
Share price (in dollars per share) | $ / shares | $ 18.90 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 0 | 0 | 4,000 | |||||
Restricted stock expense | $ | $ 37 | $ 1,083 | $ 1,008 | |||||
Deferred tax benefit | $ | 0 | $ 0 | $ 200 | |||||
Unrecognized share-based compensation expense | $ | $ 600 | |||||||
Unrecognized share-based compensation expense recognition period | 1 year | |||||||
Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of people granted awards | people | 3 | |||||||
Percentage of performance based units on total units approved | 75.00% | 75.00% | ||||||
Grant date fair value | $ | $ 200 | $ 400 | $ 900 | |||||
Number of RSUs, granted | shares | 16,178 | 417 | 25,613 | 525 | 86,798 | 129,000 | 94,000 | 112,000 |
Number of trading days used in grant date fair value calculation | 5 days | |||||||
Share-based compensation arrangement, other than options, vesting conditions (in dollars per share) | Twenty-five percent of these awards will vest on January 1, 2019 | Twenty-five percent of these awards will vest on January 1, 2019 | ||||||
Award vesting period | 3 years | 3 years | ||||||
Grants in 2014 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted stock expense | $ | $ (1,400) | $ (200) | $ (100) | |||||
Vesting on January 1, 2019 | Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting rights (percentage) | 25.00% | 25.00% |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Option Activity) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of options, beginning of year | 18,000 | 18,000 | 27,000 |
Number of options, granted | 0 | 0 | 0 |
Number of options, exercised | 0 | 0 | (4,000) |
Number of options, expired | 0 | 0 | (5,000) |
Number of options, end of Year | 18,000 | 18,000 | 18,000 |
Number of options, vested and expected to vest | 18,000 | 18,000 | 18,000 |
Number of options exercisable, end of year | 18,000 | 18,000 | 18,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Weighted average exercise price, beginning of year (in dollars per share) | $ 18.92 | $ 18.92 | $ 18.06 |
Weighted average exercise price, granted (in dollars per share) | 0 | 0 | 0 |
Weighted average exercise price, exercised (in dollars per share) | 0 | 0 | 11.92 |
Weighted average exercise price, expired (in dollars per share) | 0 | 0 | 20.58 |
Weighted average exercise price, end of year (in dollars per share) | $ 18.92 | $ 18.92 | $ 18.92 |
Share-Based Compensation (Sto77
Share-Based Compensation (Stock Options Outstanding and Exercisable) (Details) - $ / shares shares in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of options | 18 | 18 | 18 | 27 |
Options outstanding, weighted average remaining contractual life | 1 month 28 days | |||
Options outstanding, weighted average exercise price (in dollars per share) | $ 18.92 | $ 18.92 | $ 18.92 | $ 18.06 |
Options exercisable, number of options | 18 | 18 | 18 | |
Options exercisable, weighted average exercise price (in dollars per share) | $ 18.92 |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) - $ / shares | May 26, 2016 | Apr. 02, 2016 | Mar. 29, 2016 | Mar. 24, 2016 | Jan. 19, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||||||
Number of RSUs, beginning of year | 278,000 | 236,000 | 146,000 | |||||
Number of RSUs, granted | 16,178 | 417 | 25,613 | 525 | 86,798 | 129,000 | 94,000 | 112,000 |
Number of RSUs, vested | (30,000) | (52,000) | (22,000) | |||||
Number of RSUs, end of year | 377,000 | 278,000 | 236,000 | |||||
Share-based Compensation Arrangement by Share-based payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||||||
Weighted average grant-date fair value, beginning of year (in dollars per share) | $ 15.04 | $ 14.89 | $ 14.72 | |||||
Weighted average grant-date fair value, granted (in dollars per share) | 11.69 | 15.90 | 15.30 | |||||
Weighted average grant-date fair value, vested (in dollars per share) | 13.15 | 15.93 | 15.84 | |||||
Weighted average grant-date fair value, end of year (in dollars per share) | $ 14.04 | $ 15.04 | $ 14.89 |
Share-Based Compensation (Res79
Share-Based Compensation (Restricted Stock Units Expected to Vest) (Details) - Performance Based Restricted Stock Units shares in Thousands | Dec. 31, 2016shares |
Vesting on January 1, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 18 |
Not Expected to Vest | 57 |
Total | 75 |
Vesting on January 1, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 14 |
Not Expected to Vest | 47 |
Total | 61 |
Vesting on January 1, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 9 |
Not Expected to Vest | 75 |
Total | 84 |
Share-Based Compensation (Pre-T
Share-Based Compensation (Pre-Tax Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Stock options | $ 0 | $ 0 | $ 0 |
Restricted stock units | 37 | 1,083 | 1,008 |
Total | $ 37 | $ 1,083 | $ 1,008 |
Commitments, Contingencies, a81
Commitments, Contingencies, and Concentrations (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rental expense under operating leases | $ 3.6 | $ 3.9 | $ 4.1 |
Concentration risk (as a percentage) | No single customer comprises greater than 10% of net revenues. |
Commitments, Contingencies, a82
Commitments, Contingencies, and Concentrations (Future Minimum Payments For Operating Leases) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 2,820 |
2,018 | 2,185 |
2,019 | 1,518 |
2,020 | 893 |
2,021 | 415 |
Thereafter | $ 65 |
Commitments, Contingencies, a83
Commitments, Contingencies, and Concentrations (Geographic Concentrations) (Details) | Dec. 31, 2016 | Dec. 31, 2015 |
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 100.00% | 100.00% |
Asia | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 27.00% | 26.00% |
United States | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 17.00% | 10.00% |
Israel | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 16.00% | 24.00% |
Europe | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 19.00% | 17.00% |
United Kingdom | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 12.00% | 13.00% |
Canada | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 9.00% | 10.00% |
Segment and Geographic Data (Na
Segment and Geographic Data (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment and Geographic Data (De
Segment and Geographic Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Dec. 31, 2015 | Sep. 26, 2015 | [2] | Jun. 27, 2015 | [2] | Mar. 28, 2015 | [2] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | $ 55,814 | [1] | $ 54,490 | [1] | $ 57,996 | [1] | $ 56,629 | [1] | $ 58,913 | [2] | $ 57,149 | $ 59,508 | $ 56,608 | $ 224,929 | $ 232,178 | $ 250,028 | |||
Gross profit | 21,274 | [2] | 20,265 | [2] | 21,495 | [2] | 19,775 | [2] | 20,765 | [2] | 21,450 | 21,035 | 20,979 | 82,809 | 84,229 | 90,774 | |||
Segment operating income (loss) | 5,394 | [2] | 2,639 | [2] | 1,688 | [2] | 990 | [2] | 582 | [2] | (1,711) | 2,335 | 2,153 | 10,711 | 3,359 | 7,493 | |||
Acquisition costs | 80 | [2] | 0 | [2] | 352 | [2] | 62 | [2] | 185 | [2] | 0 | 0 | 0 | 494 | 185 | 0 | |||
Impairment of goodwill and indefinite-lived intangibles | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 4,942 | 0 | 0 | 0 | 4,942 | 5,579 | |||
Restructuring costs | 271 | [2] | $ 709 | [2] | $ 1,011 | [2] | $ 675 | [2] | 3,620 | [2] | $ 459 | $ 304 | $ 78 | 2,666 | 4,461 | 668 | |||
Depreciation and amortization expense | 11,149 | 11,097 | 11,736 | ||||||||||||||||
Capital expenditures | 10,425 | 9,978 | 9,091 | ||||||||||||||||
Total assets | 270,510 | 263,747 | 270,510 | 263,747 | 286,923 | ||||||||||||||
Foil Technology Products | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 100,942 | 104,460 | 107,758 | ||||||||||||||||
Gross profit | 39,368 | 41,640 | 41,991 | ||||||||||||||||
Segment operating income (loss) | 20,391 | 24,285 | 23,210 | ||||||||||||||||
Acquisition costs | 427 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | |||||||||||||||||
Restructuring costs | 1,137 | 613 | 153 | ||||||||||||||||
Depreciation and amortization expense | 4,894 | 5,098 | 5,192 | ||||||||||||||||
Capital expenditures | 6,516 | 7,585 | 6,156 | ||||||||||||||||
Total assets | 99,411 | 86,709 | 99,411 | 86,709 | 87,727 | ||||||||||||||
Force Sensors | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 60,234 | 61,048 | 68,301 | ||||||||||||||||
Gross profit | 15,632 | 12,510 | 14,880 | ||||||||||||||||
Segment operating income (loss) | 7,056 | 3,459 | 5,374 | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | |||||||||||||||||
Restructuring costs | 413 | 2,932 | 0 | ||||||||||||||||
Depreciation and amortization expense | 2,924 | 3,080 | 3,556 | ||||||||||||||||
Capital expenditures | 2,179 | 1,486 | 1,801 | ||||||||||||||||
Total assets | 64,934 | 65,445 | 64,934 | 65,445 | 66,574 | ||||||||||||||
Weighing and Control Systems | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 63,753 | 66,670 | 73,969 | ||||||||||||||||
Gross profit | 27,809 | 30,079 | 33,903 | ||||||||||||||||
Segment operating income (loss) | 10,221 | 11,289 | 11,619 | ||||||||||||||||
Acquisition costs | 67 | 185 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 4,942 | 5,579 | |||||||||||||||||
Restructuring costs | 837 | 517 | 515 | ||||||||||||||||
Depreciation and amortization expense | 2,323 | 1,956 | 2,112 | ||||||||||||||||
Capital expenditures | 1,551 | 467 | 775 | ||||||||||||||||
Total assets | 90,447 | 99,935 | 90,447 | 99,935 | 96,612 | ||||||||||||||
Corporate/ Other | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 0 | 0 | 0 | ||||||||||||||||
Gross profit | 0 | 0 | 0 | ||||||||||||||||
Segment operating income (loss) | (26,957) | (35,674) | (32,710) | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | |||||||||||||||||
Restructuring costs | 279 | 399 | 0 | ||||||||||||||||
Depreciation and amortization expense | 1,008 | 963 | 876 | ||||||||||||||||
Capital expenditures | 179 | 440 | 359 | ||||||||||||||||
Total assets | $ 15,718 | $ 11,658 | 15,718 | 11,658 | 36,010 | ||||||||||||||
Intersegment revenues | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | (5,112) | (5,265) | (6,002) | ||||||||||||||||
Intersegment revenues | Foil Technology Products | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 2,340 | 2,400 | 3,190 | ||||||||||||||||
Intersegment revenues | Force Sensors | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 1,954 | 2,105 | 1,773 | ||||||||||||||||
Intersegment revenues | Weighing and Control Systems | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | $ 818 | $ 760 | $ 1,039 | ||||||||||||||||
[1] | (a)Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. | ||||||||||||||||||
[2] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Segment and Geographic Data (Op
Segment and Geographic Data (Operating Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2015 | [1] | Sep. 26, 2015 | [1] | Jun. 27, 2015 | [1] | Mar. 28, 2015 | [1] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||||||||
Unallocated selling, general, and administrative expenses | $ (68,938) | $ (71,282) | $ (77,034) | ||||||||||||||||
Acquisition costs | $ (80) | $ 0 | $ (352) | $ (62) | $ (185) | $ 0 | $ 0 | $ 0 | (494) | (185) | 0 | ||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | 0 | 0 | 0 | (4,942) | 0 | 0 | 0 | (4,942) | (5,579) | ||||||||
Restructuring costs | (271) | (709) | (1,011) | (675) | (3,620) | (459) | (304) | (78) | (2,666) | (4,461) | (668) | ||||||||
Operating income | $ 5,394 | $ 2,639 | $ 1,688 | $ 990 | $ 582 | $ (1,711) | $ 2,335 | $ 2,153 | 10,711 | 3,359 | 7,493 | ||||||||
Corporate, Non-Segment | |||||||||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||||||||
Unallocated selling, general, and administrative expenses | (23,797) | (26,086) | (26,463) | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | |||||||||||||||||
Restructuring costs | (279) | (399) | 0 | ||||||||||||||||
Operating income | $ (26,957) | $ (35,674) | $ (32,710) | ||||||||||||||||
[1] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Segment and Geographic Data (Ne
Segment and Geographic Data (Net Revenues) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2015 | [2] | Sep. 26, 2015 | [2] | Jun. 27, 2015 | [2] | Mar. 28, 2015 | [2] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | $ 55,814 | $ 54,490 | $ 57,996 | $ 56,629 | $ 58,913 | $ 57,149 | $ 59,508 | $ 56,608 | $ 224,929 | $ 232,178 | $ 250,028 | ||||||||
United States | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 95,919 | 92,332 | 93,004 | ||||||||||||||||
United Kingdom | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 26,845 | 30,684 | 36,358 | ||||||||||||||||
Other Europe | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 46,401 | 50,857 | 57,014 | ||||||||||||||||
Israel | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 5,497 | 3,435 | 3,661 | ||||||||||||||||
Asia | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 34,883 | 34,893 | 37,916 | ||||||||||||||||
Canada | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | $ 15,384 | $ 19,977 | $ 22,075 | ||||||||||||||||
[1] | (a)Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. | ||||||||||||||||||
[2] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. |
Segment and Geographic Data (Pr
Segment and Geographic Data (Property and Equipment, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 55,285 | $ 56,631 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 12,132 | 11,989 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 4,110 | 5,092 |
Other Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 1,255 | 1,300 |
Israel | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 19,894 | 20,278 |
Asia | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 16,904 | 16,751 |
Canada and Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 990 | $ 1,221 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2015 | [1] | Sep. 26, 2015 | [1] | Jun. 27, 2015 | [1] | Mar. 28, 2015 | [1] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator for basic earnings per share: | |||||||||||||||||||
Net (loss) earnings attributable to VPG stockholders | $ 3,005 | $ 1,051 | $ 1,868 | $ 480 | $ (13,401) | $ (1,943) | $ 1,476 | $ 860 | $ 6,404 | $ (13,008) | $ 3,080 | ||||||||
Adjustment to the numerator for net earnings: | |||||||||||||||||||
Interest savings assuming conversion of dilutive exchangeable notes, net of tax | 18 | 0 | 6 | ||||||||||||||||
Numerator for diluted earnings per share: | |||||||||||||||||||
Net (loss) earnings attributable to VPG stockholders | $ 6,422 | $ (13,008) | $ 3,086 | ||||||||||||||||
Denominator: | |||||||||||||||||||
Weighted average shares | 13,187 | 13,485 | 13,755 | ||||||||||||||||
Effect of dilutive securities: | |||||||||||||||||||
Exchangeable notes (in shares) | 181 | 0 | 181 | ||||||||||||||||
Employee stock options (in shares) | 0 | 0 | 1 | ||||||||||||||||
Restricted stock units (in shares) | 51 | 0 | 40 | ||||||||||||||||
Dilutive potential common shares (in shares) | 232 | 0 | 222 | ||||||||||||||||
Denominator for diluted earnings per share: | |||||||||||||||||||
Adjusted weighted average shares | 13,419 | 13,485 | 13,977 | ||||||||||||||||
Basic (loss) earnings per share attributable to VPG stockholders (in dollars per share) | $ 0.23 | [2] | $ 0.08 | [2] | $ 0.14 | [2] | $ 0.04 | [2] | $ (1.02) | [2] | $ (0.15) | [2] | $ 0.11 | [2] | $ 0.06 | [2] | $ 0.49 | $ (0.96) | $ 0.22 |
Diluted (loss) earnings per share attributable to VPG stockholders (in dollars per share) | $ 0.22 | [2] | $ 0.08 | [2] | $ 0.14 | [2] | $ 0.04 | [2] | $ (1.02) | [2] | $ (0.15) | [2] | $ 0.11 | [2] | $ 0.06 | [2] | $ 0.48 | $ (0.96) | $ 0.22 |
[1] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. | ||||||||||||||||||
[2] | Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding. |
Earnings Per Share (Antidilutiv
Earnings Per Share (Antidilutive Securities) (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 18 | 18 | 18 |
Exchangeable Unsecured Notes due 2102 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 181 | 0 |
Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 36 | 0 |
Additional Financial Statemen91
Additional Financial Statement Information (Other) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Foreign exchange gain (loss) | $ 449 | $ (2,146) | $ (945) |
Interest income | 179 | 225 | 261 |
Other | (246) | (161) | (56) |
Other nonoperating income (expense) | $ 382 | $ (2,082) | $ (740) |
Additional Financial Statemen92
Additional Financial Statement Information (Other Accrued Expenses) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Customer advance payments | $ 2,468 | $ 3,004 |
Accrued restructuring | 1,333 | 2,827 |
Goods received, not yet invoiced | 1,618 | 2,332 |
Accrued taxes, other than income taxes | 1,379 | 1,468 |
Accrued commissions | 1,460 | 1,785 |
Accrued professional fees | 2,155 | 1,874 |
Other | 2,872 | 3,314 |
Accrued liabilities, current | $ 13,285 | $ 16,604 |
Additional Financial Statemen93
Additional Financial Statement Information Additional Financial Statement Information (Narrative) (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2016USD ($) | |
Other Liabilities | |
Condensed Balance Sheet Statements, Captions [Line Items] | |
Severance liability | $ 6.6 |
Karmiel, Israel Facility | |
Condensed Balance Sheet Statements, Captions [Line Items] | |
Proceeds from sale of building | $ 3.7 |
Lease term | 5 years |
Gain on sale of building | $ 1.7 |
Current period gain recognized | 0.8 |
Deferred revenue | $ 0.9 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | $ 4,772 | $ 4,676 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 537 | 739 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 4,235 | 3,937 |
Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | $ 0 | $ 0 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||
Long-term debt, fair value | $ 36,000 | $ 31,900 |
Long-term debt | $ 36,152 | $ 33,157 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) $ in Millions | Feb. 09, 2017USD ($)peopleshares | May 26, 2016shares | Apr. 02, 2016shares | Mar. 29, 2016shares | Mar. 24, 2016shares | Jan. 19, 2016peopleshares | Dec. 31, 2016shares | Dec. 31, 2015shares | Dec. 31, 2014shares |
Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of people granted awards | people | 3 | ||||||||
Number of RSUs granted (in shares) | shares | 16,178 | 417 | 25,613 | 525 | 86,798 | 129,000 | 94,000 | 112,000 | |
Number of trading days used in grant date fair value calculation | 5 days | ||||||||
Award vesting period | 3 years | 3 years | |||||||
Subsequent Event | Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Restricted stock units grant date fair value | $ | $ 0.9 | ||||||||
Number of RSUs granted (in shares) | shares | 53,913 | ||||||||
Number of trading days used in grant date fair value calculation | 5 days | ||||||||
Subsequent Event | Restricted Stock Units (RSUs) | Vesting on January 1, 2020 | |||||||||
Subsequent Event [Line Items] | |||||||||
Award vesting rights (percentage) | 25.00% | ||||||||
Subsequent Event | Performance Based Units | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage of performance based units on total units approved | 75.00% | ||||||||
Award vesting period | 3 years | ||||||||
Subsequent Event | Executive Officer | Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of people granted awards | people | 3 |
Summary of Quarterly Financia97
Summary of Quarterly Financial information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Dec. 31, 2015 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||||||||
Statement of Operations data: | ||||||||||||||||||||
Net revenues | $ 55,814 | [1] | $ 54,490 | [1] | $ 57,996 | [1] | $ 56,629 | [1] | $ 58,913 | [2] | $ 57,149 | [2] | $ 59,508 | [2] | $ 56,608 | [2] | $ 224,929 | $ 232,178 | $ 250,028 | |
Gross profit | 21,274 | [2] | 20,265 | [2] | 21,495 | [2] | 19,775 | [2] | 20,765 | [2] | 21,450 | [2] | 21,035 | [2] | 20,979 | [2] | 82,809 | 84,229 | 90,774 | |
Operating income (loss) | 5,394 | [2] | 2,639 | [2] | 1,688 | [2] | 990 | [2] | 582 | [2] | (1,711) | [2] | 2,335 | [2] | 2,153 | [2] | 10,711 | 3,359 | 7,493 | |
Net earnings (loss) | 2,980 | [2] | 1,083 | [2] | 1,849 | [2] | 496 | [2] | (13,349) | [2] | (1,952) | [2] | 1,460 | [2] | 847 | [2] | 6,408 | (12,994) | 3,258 | |
Less: net (loss) earnings attributable to noncontrolling interests | (25) | [2] | 32 | [2] | (19) | [2] | 16 | [2] | 52 | [2] | (9) | [2] | (16) | [2] | (13) | [2] | 4 | 14 | 178 | |
Net earnings (loss) attributable to VPG stockholders | $ 3,005 | [2] | $ 1,051 | [2] | $ 1,868 | [2] | $ 480 | [2] | $ (13,401) | [2] | $ (1,943) | [2] | $ 1,476 | [2] | $ 860 | [2] | $ 6,404 | $ (13,008) | $ 3,080 | |
Per Share Data: | ||||||||||||||||||||
Basic earnings (loss) per share (in dollars per share) | $ 0.23 | [2],[3] | $ 0.08 | [2],[3] | $ 0.14 | [2],[3] | $ 0.04 | [2],[3] | $ (1.02) | [2],[3] | $ (0.15) | [2],[3] | $ 0.11 | [2],[3] | $ 0.06 | [2],[3] | $ 0.49 | $ (0.96) | $ 0.22 | |
Diluted earnings (loss) per share (in dollars per share) | $ 0.22 | [2],[3] | $ 0.08 | [2],[3] | $ 0.14 | [2],[3] | $ 0.04 | [2],[3] | $ (1.02) | [2],[3] | $ (0.15) | [2],[3] | $ 0.11 | [2],[3] | $ 0.06 | [2],[3] | $ 0.48 | $ (0.96) | $ 0.22 | |
Certain Items Recorded during the Quarters: | ||||||||||||||||||||
Acquisition purchase accounting adjustments | $ 49 | [1] | $ 46 | [2] | $ 195 | [2] | $ 296 | [2] | $ 146 | [2] | $ 0 | [2] | $ 26 | [2] | $ 0 | [2] | ||||
Acquisition costs | 80 | [2] | 0 | [2] | 352 | [2] | 62 | [2] | 185 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | $ 494 | $ 185 | $ 0 | |
Strategic alternative evaluation costs | [1] | 265 | 1,079 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Gain (Loss) on Disposition of Property Plant Equipment | (837) | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 823 | (15) | (63) | |
Impairment of goodwill and indefinite-lived intangibles | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 4,942 | [2] | 0 | [2] | 0 | [2] | 0 | 4,942 | 5,579 | |
Restructuring costs | 271 | [2] | 709 | [2] | 1,011 | [2] | 675 | [2] | 3,620 | [2] | 459 | [2] | 304 | [2] | 78 | [2] | $ 2,666 | $ 4,461 | $ 668 | |
Tax effect of reconciling items and discrete tax items | $ 597 | [1] | $ (27) | [1] | $ (1,468) | [1] | $ 179 | [1] | $ 12,118 | [2] | $ (1,081) | [2] | $ (41) | [2] | $ (16) | [2] | ||||
[1] | (a)Working capital accounts include accounts receivable, inventory, prepaid expenses and other current assets, trade accounts payable, accrued payroll, income taxes payable, and other accrued expenses. | |||||||||||||||||||
[2] | The Company reports interim financial information for the 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 first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. The first, second, third, and fourth quarters of 2015 ended on March 28, June 27, September 26, and December 31, respectively. | |||||||||||||||||||
[3] | Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding. |