Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 15, 2018 | Jul. 01, 2017 | |
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, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 215,641 | ||
Common Stock | |||
Entity Common Stock, Shares Outstanding | 12,401,906 | ||
Class B Convertible Common Stock | |||
Entity Common Stock, Shares Outstanding | 1,025,158 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Cash and cash equivalents | $ 74,292 | $ 58,452 |
Accounts receivable, net of allowances for doubtful accounts of $578 and $523, respectively | 46,789 | 34,270 |
Inventories: | ||
Raw materials | 16,601 | 15,647 |
Work in process | 23,160 | 21,115 |
Finished goods | 20,174 | 19,559 |
Inventories, net | 59,935 | 56,321 |
Prepaid expenses and other current assets | 10,299 | 6,831 |
Total current assets | 191,315 | 155,874 |
Property and equipment, at cost: | ||
Land | 3,434 | 3,344 |
Buildings and improvements | 50,276 | 48,454 |
Machinery and equipment | 95,158 | 89,080 |
Software | 7,955 | 7,441 |
Construction in progress | 2,252 | 4,340 |
Accumulated depreciation | (103,401) | (97,374) |
Property and equipment, net | 55,674 | 55,285 |
Goodwill | 19,181 | 18,717 |
Intangible assets, net | 20,475 | 21,585 |
Other assets | 19,906 | 19,049 |
Total assets | 306,551 | 270,510 |
Liabilities and equity | ||
Trade accounts payable | 13,678 | 8,264 |
Payroll and related expenses | 15,892 | 11,978 |
Other accrued expenses | 15,952 | 13,285 |
Income taxes | 2,515 | 772 |
Current portion of long-term debt | 3,878 | 2,623 |
Total current liabilities | 51,915 | 36,922 |
Long-term debt, less current portion | 28,477 | 33,529 |
Deferred Tax Liabilities, Net | 2,300 | |
Deferred income taxes | 735 | |
Other liabilities | 14,131 | 13,054 |
Accrued pension and other postretirement costs | 16,424 | 14,713 |
Total liabilities | 113,247 | 98,953 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock, par value $1.00 per share: authorized - 1,000,000 shares; none issued | 0 | 0 |
Common stock | 1,288 | 1,278 |
Treasury stock, at cost - 619,667 shares held at December 31, 2017 and December 31, 2016 | (8,765) | (8,765) |
Capital in excess of par value | 192,904 | 190,373 |
Retained earnings | 43,076 | 28,731 |
Accumulated other comprehensive loss | (35,450) | (40,337) |
Total Vishay Precision Group, Inc. stockholders' equity | 193,156 | 171,383 |
Noncontrolling interests | 148 | 174 |
Total equity | 193,304 | 171,557 |
Total liabilities and equity | 306,551 | 270,510 |
Class B Convertible Common Stock | ||
Equity: | ||
Common stock | $ 103 | $ 103 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Allowance for doubtful accounts receivable (in dollars) | $ 578 | $ 523 |
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 | 12,266,407 | 12,167,356 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net revenues | $ 254,350 | $ 224,929 | $ 232,178 |
Costs of products sold | 156,067 | 142,120 | 147,949 |
Gross profit | 98,283 | 82,809 | 84,229 |
Selling, general, and administrative expenses | 74,614 | 68,938 | 71,282 |
Acquisition costs | 0 | 494 | 185 |
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | 4,942 |
Restructuring costs | 2,044 | 2,666 | 4,461 |
Operating income | 21,625 | 10,711 | 3,359 |
Other income (expense): | |||
Interest expense | (1,842) | (1,486) | (771) |
Other | 780 | 382 | (2,082) |
Other (expense) income - net | (1,062) | (1,104) | (2,853) |
Income before taxes | 20,563 | 9,607 | 506 |
Income tax expense | 6,169 | 3,199 | 13,500 |
Net earnings (loss) | 14,394 | 6,408 | (12,994) |
Less: net earnings attributable to noncontrolling interests | 49 | 4 | 14 |
Net earnings (loss) attributable to VPG stockholders | $ 14,345 | $ 6,404 | $ (13,008) |
Basic earnings (loss) per share (in dollars per share) | $ 1.08 | $ 0.49 | $ (0.96) |
Diluted earnings (loss) per share (in dollars per share) | $ 1.07 | $ 0.48 | $ (0.96) |
Weighted average shares outstanding - basic | 13,262 | 13,187 | 13,485 |
Weighted average shares outstanding - diluted | 13,471 | 13,419 | 13,485 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings (loss) | $ 14,394 | $ 6,408 | $ (12,994) |
Other comprehensive loss, net of tax: | |||
Foreign currency translation adjustment | 5,802 | (4,488) | (6,947) |
Pension and other postretirement actuarial items | (915) | (2,728) | 386 |
Other comprehensive income (loss) | 4,887 | (7,216) | (6,561) |
Comprehensive income (loss) | 19,281 | (808) | (19,555) |
Less: comprehensive income attributable to noncontrolling interests | 49 | 4 | 14 |
Comprehensive income (loss) attributable to VPG stockholders | $ 19,232 | $ (812) | $ (19,569) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating activities | |||
Net earnings (loss) | $ 14,394 | $ 6,408 | $ (12,994) |
Adjustments to reconcile net earnings to net cash provided by operating activities | |||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | 4,942 |
Depreciation and amortization | 10,626 | 11,149 | 11,097 |
(Gain) loss on disposal of property and equipment | (195) | (823) | 15 |
Share-based compensation expense | 1,499 | 37 | 1,083 |
Inventory write-offs for obsolescence | 2,065 | 1,755 | 1,354 |
Deferred income taxes | 1,890 | 301 | 10,013 |
Other | 893 | (2,044) | 2,521 |
Net changes in operating assets and liabilities, net of acquisition | |||
Accounts receivable | (10,537) | 1,322 | 982 |
Inventories | (4,307) | (1,968) | (3,961) |
Prepaid expenses and other current assets | (3,260) | 955 | 2,799 |
Trade accounts payable | 2,009 | 237 | (2,550) |
Other current liabilities | 7,652 | (5,824) | (1,034) |
Net cash provided by operating activities | 22,729 | 11,505 | 14,267 |
Investing activities | |||
Capital expenditures | 6,960 | 10,425 | 9,978 |
Proceeds from sale of property and equipment | 541 | 4,203 | 117 |
Purchase of business | 0 | (10,626) | (20,022) |
Net cash used in investing activities | (6,419) | (16,848) | (29,883) |
Financing activities | |||
Proceeds from long-term debt | 0 | 0 | 29,000 |
Repayments of principal upon termination of long-term debt | 0 | 0 | (14,000) |
Principal payments on long-term debt | (2,628) | (2,133) | (4,119) |
Debt issuance costs | 0 | 0 | (453) |
Proceeds from revolving facility | 41,000 | 25,000 | 0 |
Payments on revolving facility | (41,000) | (20,000) | 0 |
Purchase of treasury stock | 0 | 0 | (8,733) |
Distributions to noncontrolling interests | (75) | (15) | (63) |
Payments of employee taxes on certain share-based arrangements | (303) | (85) | (339) |
Net cash (used in) provided by financing activities | (3,006) | 2,767 | 1,293 |
Effect of exchange rate changes on cash and cash equivalents | 2,536 | (1,613) | (2,678) |
Increase (decrease) in cash and cash equivalents | 15,840 | (4,189) | (17,001) |
Cash and cash equivalents at beginning of year | 58,452 | 62,641 | 79,642 |
Cash and cash equivalents at end of year | 74,292 | 58,452 | 62,641 |
Supplemental disclosure of investing transactions: | |||
Capital expenditures purchased | (10,092) | (10,425) | (9,978) |
Supplemental disclosure of non-cash financing transactions: | |||
Conversion of exchangeable notes to common stock | $ (1,303) | $ 0 | $ 0 |
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, 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 (32,297, 22,871 and 41,322 shares in 2015, 2016 and 2017) | (176) | 3 | (179) | (176) | |||||
Common stock issuance from conversion of exchangeable notes (57,729 shares as of 2017) | 0 | ||||||||
Purchase of treasury stock (617,667 shares as of 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 (32,297, 22,871 and 41,322 shares in 2015, 2016 and 2017) | (98) | 2 | (100) | (98) | |||||
Common stock issuance from conversion of exchangeable notes (57,729 shares as of 2017) | 0 | ||||||||
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 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings (loss) | 14,394 | 14,345 | 14,345 | 49 | |||||
Other comprehensive loss | 4,887 | 4,887 | 4,887 | ||||||
Share-based compensation expense | 1,499 | 1,499 | 1,499 | ||||||
Restricted stock issuances (32,297, 22,871 and 41,322 shares in 2015, 2016 and 2017) | (261) | 4 | (265) | (261) | |||||
Common stock issuance from conversion of exchangeable notes (57,729 shares as of 2017) | 1,303 | 6 | 1,297 | 1,303 | |||||
Distributions to noncontrolling interests | (75) | (75) | |||||||
Balance at end at Dec. 31, 2017 | $ 193,304 | $ 1,288 | $ 103 | $ (8,765) | $ 192,904 | $ 43,076 | $ (35,450) | $ 193,156 | $ 148 |
Consolidated Statements of Equ8
Consolidated Statements of Equity [Parenthetical] - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Purchase of treasury stock | 617,667 | ||
Common Stock | |||
Restricted stock issuances | 41,322 | 22,871 | 32,297 |
Common stock issuance from convergence of exchangeable notes | 57,729 |
Background and Summary of Signi
Background and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
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 $11.7 million , $11.1 million , and $9.6 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. 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. On December 22, 2017, the SEC staff issued SAB 118 to address the application of U.S. GAAP in situations when a registrant does not have all the necessary information available to prepare and analyze the accounting treatment for the proper recognition of the tax impact of the 2017 Tax Act. In accordance with SAB 118 guidance, the Company has recorded the provisional tax impacts related to the deemed distribution of foreign earnings and the expense for the revaluation of deferred tax assets and liabilities in its consolidated financial statements for the year ended December 31, 2017. The final impact may differ from the provisional amount recognized, primarily due to the need for additional analysis, changes in the Company's interpretation of the 2017 Tax Act, or issuance of additional regulatory guidance. In accordance with SAB 118, the financial reporting impact of the 2017 Tax Act will be completed in the fourth quarter of 2018. 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, 2017 or 2016 . 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 $0.6 million and $0.5 million at December 31, 2017 and 2016 , respectively. Bad debt expense was $0.1 million , $0.2 million , and $0.1 million for the years ended December 31, 2017 , 2016 , and 2015 , 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 lease term. 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 $8.7 million , $9.3 million , and $9.0 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively, which included software depreciation expense of $0.5 million , $0.6 million , and $0.8 million for the years ended December 31, 2017 , 2016 , and 2015 , 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 and indefinite-lived trademarks 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, 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 and 2017 impairment test, IPRD was subject to amortization and therefore was not included as part of the 2016 and 2017 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 2017 and 2016 annual impairment tests resulted in no impairment. The interim impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. 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 2017 and 2016 annual impairment tests resulted in no impairment. The annual impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. Definite-lived intangible 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. The Company recognizes forfeitures as they occur. For performance based awards, the Company recognizes compensation cost for awards that are expected to vest based on whether 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. Recently Adopted Accounting Pronouncements In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2017-07, “ Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ”. This ASU requires the service cost component of net periodic benefit cost to be presented in the same income statement line item as other employee compensation costs. All other components of the net periodic benefit cost will be presented outside of operating income. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The ASU will result in the reclassification of non-service costs components from Cost of products sold and Selling, general and administrative expenses to Other income (expense) - other for all periods presented. For the years ended December 31, 2017 and December 31, 2016, the Company estimates the new standard would have increased Operating income by approximately $0.9 million and $0.5 million , respectively, with an offsetting increase in Other income (expense). In March 2016, the 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 Company prospectively adopted this ASU effective January 1, 2017. For the year ended December 31, 2017, the tax benefit within income tax expense for the tax effect of share-based payment transactions was not material. Prior to adoption, this amount would have been recorded as a component of Capital in excess of par value. The Company elected to change its accounting policy to recognize forfeitures as they occur. As a result of this change, there was no cumulative-effect adjustment to retained earnings. For the year ended December 31, 2017, the Company excluded excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share and the related increase in the Company’s diluted weighted average commons shares outstanding was not significant. In July 2015, the 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 Company prospectively adopted this ASU effective January 1, 2017 and the adoption did not have a significant impact on the Company’s consolidated financial statements. Recent Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Scope of Modification Accounting” . This ASU clarifies which changes to the terms or conditions of a share-based payment award will require modification accounting. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued 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 constitutes 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 and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In August 2016, the 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 adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, the 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 May 2014, the 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 that 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 Company adopted the requirements of the new standard on January 1, 2018 and applied the modified retrospective transition method. The modified retrospective method recognizes the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. This adjustment had an immaterial impact to retained earnings. Results for reporting periods beginning after January 1, 2018 will be presented under ASC 606, while prior periods amounts are not adjusted and reported in accordance with ASC 605. The process utilized for the adoption of the new standard was as follows: • Reviewed our current accounting policies to identify potential differences that would result from the application of the standard and updating accordingly. • Customer contracts were identified and reviewed. • Evaluation of the contract provisions and the comparison of historical accounting policies to the requirements of the new standard have been completed. The Company determined that no significant changes were required to the business processes, systems and controls to effectively report revenue under the new standard. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
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, although a common group of stockholders control a significant portion of the voting power of each company and the companies have three common board members. 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. Lease receipts and payments related to the shared facilities are immaterial. |
Acquisition Activity
Acquisition Activity | 12 Months Ended |
Dec. 31, 2017 | |
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 expanded 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): Working capital (a) $ 921 Property and equipment 26 Long-term deferred income tax liability (1,903 ) Intangible assets: Patents and acquired technology 1,300 Non-competition agreements 40 Customer relationships 3,500 Trade names 700 Total intangible assets 5,540 Fair value of acquired identifiable assets and liabilities 4,584 Purchase price $ 10,626 Goodwill $ 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): Working capital (a) $ 2,564 Property and equipment 6,338 Intangible assets: Patents and acquired technology 1,600 Non-competition agreements 60 Customer relationships 2,500 Trade names 700 Total intangible assets 4,860 Fair value of acquired identifiable assets 13,762 Purchase price $ 20,073 Goodwill $ 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, 2017 | |
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 2017 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 passing step one. The Company's analysis in 2016 also resulted in all units passing step one. As a result of the 2015 goodwill impairment test for the KELK business, the Company recorded impairment charges of $4.8 million in 2015. 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, 2016 $ 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 Foreign currency translation adjustment 464 464 — — Balance at December 31, 2017 19,181 6,828 6,311 6,042 Intangible assets were as follows (in thousands) : December 31, 2017 2016 Intangible assets subject to amortization (Definite-lived): Patents and acquired technology $ 9,439 $ 9,669 Customer relationships 21,810 20,934 Trade names 1,693 1,621 Non-competition agreements 12,084 11,348 45,026 43,572 Accumulated amortization: Patents and acquired technology (3,839 ) (3,865 ) Customer relationships (9,657 ) (8,162 ) Trade names (1,688 ) (1,609 ) Non-competition agreements (11,850 ) (10,761 ) (27,034 ) (24,397 ) Net intangible assets subject to amortization $ 17,992 $ 19,175 Intangible assets not subject to amortization (Indefinite-lived): Trade names 2,483 2,410 $ 20,475 $ 21,585 Certain intangible assets are subject to foreign currency translation. The Company performed an impairment test on the indefinite-lived trade names as of the first day of the fiscal 2017 fourth quarter and determined there was no impairment. The Company's analysis in 2016 also resulted in no impairment. As a result of the 2015 indefinite-lived trade names impairment test, the Company recorded an impairment charge of $0.2 million related to the KELK trade name. Amortization expense was $1.9 million , $1.8 million , and $2.1 million , for the years ended December 31, 2017 , 2016 , and 2015 , respectively. Estimated annual amortization expense for each of the next five years is as follows (in thousands) : 2018 $ 1,762 2019 1,575 2020 1,572 2021 1,525 2022 1,524 |
Restructuring Costs
Restructuring Costs | 12 Months Ended |
Dec. 31, 2017 | |
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 $0.1 million and $0.4 million of restructuring costs were recorded during the year ended December, 31, 2017 and 2016, respectively, 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 $0.6 million and $0.4 million of restructuring costs, excluding the cost associated with the Costa Rica closure, were recorded during the year ended December 31, 2017 and 2016, respectively, related to this program. Implementation of this program was completed in 2017. During the year ended December 31, 2017 and 2016, the Company initiated other cost reduction plans at locations in Europe, the U.S. and Canada. Approximately $1.3 million and $1.9 million of restructuring costs, primarily severance, were recorded during the years ended December 31, 2017 and 2016, respectively, related to these plans. The Company recorded restructuring costs of $2.0 million , $2.7 million , and $4.5 million during the years ended December 31, 2017 , 2016 , and 2015 , 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, 2017 and 2016, respectively, is included in other accrued expenses in the accompanying consolidated balance sheets (in thousands) : Balance at January 1, 2015 $ 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 Restructuring charges in 2017 2,044 Cash payments (3,122 ) Foreign currency translation (1 ) Balance at December 31, 2017 $ 254 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Domestic $ (3,552 ) $ (5,285 ) $ (4,874 ) Foreign 24,115 14,892 5,380 $ 20,563 $ 9,607 $ 506 The expense (benefit) for income taxes is comprised of (in thousands) : Years ended December 31, 2017 2016 2015 Current: Federal $ (425 ) $ (18 ) $ 492 State and local 89 30 (12 ) Foreign 4,615 2,886 3,007 4,279 2,898 3,487 Deferred: Federal (257 ) (1,176 ) 10,039 State and local (1 ) (9 ) 630 Foreign 2,148 1,486 (656 ) 1,890 301 10,013 Total income tax expense $ 6,169 $ 3,199 $ 13,500 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, 2017 2016 2015 Tax at statutory rate $ 7,197 $ 3,362 $ 177 State income taxes, net of U.S. federal tax benefit 93 (15 ) 383 Effect of foreign operations (1,137 ) (1,418 ) 664 Change in valuation allowance (397 ) 1,266 12,309 Change in unrecognized tax benefits, net 105 (899 ) 12 Impairment of goodwill and indefinite-lived intangibles — — 360 Specialty tax credits (139 ) (78 ) (216 ) Statutory rate changes (470 ) (180 ) 114 Effect of foreign exchange (1,292 ) 88 139 Prior period deferred tax adjustments — 817 — 2017 Tax Act: Effects of U.S. tax reform 11,311 — — Change in valuation allowance (9,093 ) — — Other (9 ) 256 (442 ) Total income tax expense $ 6,169 $ 3,199 $ 13,500 On December 22, 2017, the Tax Cuts and Jobs Act ("2017 Tax Act") was enacted. The 2017 Tax Act significantly changes U.S. tax law by, among other things, lowering the corporate tax rate, implementing a modified territorial tax system, and imposing a one-time transition tax on post 1986 undistributed foreign earnings as of December 31, 2017. The 2017 Tax Act permanently reduces the U.S. tax rate from a maximum of 35% to a flat 21%, effective January 1, 2018. Under U.S. GAAP, changes in tax rates and tax law are accounted for in the period of enactment and deferred tax assets and liabilities are measured at the enacted tax rate expected to apply to taxable income in the years in which the temporary differences are expected to recover or be settled. Guidance issued by the Securities Exchange Commission ("SEC"), provides for a measurement period of one year from the enactment date to finalize the accounting for effects of the 2017 Tax Act. Consistent with that guidance, the Company provisionally determined the tax cost of the one-time transition tax under the 2017 Tax Act to be approximately $2.2 million . This amount includes the tax benefit from the net operating loss of approximately $3.9 million because the Company intends to elect to utilize its net operating loss to reduce its provisional tax. As a result of the implementation of a modified territorial tax system, the Company reassessed its assertion with respect to certain subsidiaries that the earnings of those subsidiaries are indefinitely reinvested and recorded a deferred tax liability of $1.8 million withholding tax associated with the planned cash distribution of approximately $25.5 million of previously unremitted earnings. The deferred tax liability of $1.8 million is included in the provisional tax of $2.2 million . On December 22, 2017, the SEC staff issued SAB 118 to address the application of U.S. GAAP in situations when a registrant does not have all the necessary information available to prepare and analyze the accounting treatment for the proper recognition of the tax impact of the 2017 Tax Act. In accordance with SAB 118 guidance, the Company has recorded the provisional tax impacts related to the deemed distribution of foreign earnings and the expense for the revaluation of deferred tax assets and liabilities in its consolidated financial statements for the year ended December 31, 2017. The final impact may differ from the provisional amount recognized, primarily due to the need for additional analysis, changes in our interpretation of the 2017 Tax Act, or issuance of additional regulatory guidance. In accordance with SAB 118, the financial reporting impact of the 2017 Tax Act will be completed in the fourth quarter of 2018. The 2017 Tax Act subjects a U.S. shareholder to tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in the future years or provide for tax expense related to GILTI in the year the tax is incurred. Given the complexity of the GILTI provisions, we are still evaluating the effects of the GILTI provisions and have not yet determined our accounting policy. At December 31, 2017, because we are still evaluating the GILTI provision and our analysis of future taxable income that is subject to GILTI, we are unable to make a reasonable estimate and have not reflected any adjustments related to GILTI in our financial statements. 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, 2017 2016 Deferred tax assets: Pension and other postretirement costs $ 4,295 $ 4,714 Inventories 1,800 2,466 Net operating/capital loss carryforwards 9,523 11,825 Tax credit carryforwards — 5,077 Deferred compensation 2,142 2,468 Other accruals and reserves 3,192 3,229 Total gross deferred tax assets 20,952 29,779 Less: valuation allowance (12,434 ) (20,741 ) 8,518 9,038 Deferred tax liabilities: Tax over book depreciation (125 ) (189 ) Investment in subsidiary (2,214 ) (350 ) Intangible assets, including tax deductible goodwill (713 ) (1,361 ) Total gross deferred tax liabilities (3,052 ) (1,900 ) Net deferred tax assets $ 5,466 $ 7,138 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 and 2017, 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, 2017 and 2016, the valuation allowance on U.S. deferred tax assets was approximately $10.1 million and $18.1 million , respectively. The decrease in the valuation allowance is primarily driven by the utilization of net operating losses, tax credits and changes in tax rates. The Company also has valuation allowances of $2.3 million and $2.6 million at December 31, 2017 and 2016, respectively, with respect to certain foreign net operating loss and capital loss carryforwards. The valuation allowance related to state tax expense was $2.1 million and $1.1 million for the years ended December 31, 2017 and 2016, respectively. Of the total $2.1 million , $1.0 million related to the 2017 Tax Act. 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 2017 2016 U.S. federal $ 3,040 $ 13,101 U.S. state (net of U.S. federal tax benefit) 7,092 5,022 Israel - capital losses 1,622 1,486 The following table summarizes significant net operating losses and credit carryforwards as of December 31, 2017 (in thousands): December 31, Jurisdiction 2017 Expiring U.S state net operating losses 12,083 2023 - 2036 Israel net operating losses 11,677 No expiration Undistributed earnings of the Company’s foreign subsidiaries amounted to approximately $120.0 million at December 31, 2017 compared to $96.5 million at December 31, 2016 . As a result of the 2017 Tax Act the Company has recorded a deferred tax liability of approximately $1.8 million of withholding tax associated with the planned cash distribution of approximately $25.5 million . Other than the planned cash distribution of $25.5 million , substantially all of the remaining undistributed earnings are considered to be indefinitely reinvested and accordingly, no provision has been made for incremental foreign income taxes, state income taxes or foreign withholding taxes. If those earnings were distributed to the U.S., the Company could be subject to incremental foreign income taxes, state income taxes, and withholding taxes. Determination of the amount of unrecognized deferred tax liability is not practicable because of the uncertainty regarding the timing of any such distribution and the impact on existing valuation allowances. In addition to the $1.8 million noted above, additional withholding taxes of approximately $15.0 million are estimated to be payable upon remittance of the remaining previously unremitted earnings as of December 31, 2017 . Net income taxes paid were $4.1 million , $3.9 million , and $4.5 million for the years ended December 31, 2017 , 2016 , and 2015 , 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, 2017 and 2016, the Company recorded immaterial gross tax liabilities related to these uncertain tax positions. The Company has also recorded a corresponding receivable 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, 2017 2016 2015 Balance at beginning of year $ 772 $ 1,506 $ 1,704 Addition based on tax positions related to current year 163 63 109 (Reduction) addition based on tax positions related to prior years (12 ) 66 13 Addition related to acquired company — 297 — Currency translation adjustments 14 16 (29 ) Reduction for settled tax examinations — (906 ) — Reduction for payments made — — (241 ) Reduction for lapses of statute of limitations (114 ) (270 ) (50 ) Balance before indemnification receivable 823 772 1,506 Receivable from Vishay Intertechnology for indemnification (12 ) (57 ) (107 ) Balance at end of year $ 811 $ 715 $ 1,399 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 $0.1 million as of December 31, 2017 , none of which was included in the indemnification receivable. As of December 31, 2016 and December 31, 2015 , the Company accrued total penalties and interest of $0.3 million and $0.3 million , respectively. Included in the balance of unrecognized tax benefits as of December 31, 2017 , 2016 , and 2015 is $0.8 million , $0.8 million , and $1.5 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 2018. As of December 31, 2017 , 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 $0.1 million to tax authorities to settle current unrecognized tax benefits. None of the unrecognized tax benefits the Company expects to reverse in 2017 due to statute lapses are covered by the Tax Matters Agreement. 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 the fourth quarter of 2017, the Company concluded a tax examination in Japan for one of its subsidiaries, covering the years 2014 through 2016. 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, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following (in thousands) : December 31, 2017 2016 2015 Credit Agreement - Revolving Facility $ 9,000 $ 9,000 2015 Credit Agreement - U.S. Closing Date Term Facility 3,664 4,128 2015 Credit Agreement - U.S. Delayed Draw Term Facility 8,956 10,092 2015 Credit Agreement - Canadian Term Facility 7,880 8,780 Exchangeable Unsecured Notes, due 2102 2,794 4,097 Other debt 401 509 Deferred financing costs (340 ) (454 ) 32,355 36,152 Less: current portion 3,878 2,623 $ 28,477 $ 33,529 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, 2017 and December 31, 2016, were 4.19% and 4.00% , respectively, for the 2015 Revolving and U.S. Delayed Draw Term Facilities and 4.19% and 4.00% , 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, 2017 . 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. 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, 2017 and 2016 , respectively. The Company had outstanding letters of credit under these short-term lines of credit of $1.2 million and $0.5 million at December 31, 2017 and 2016, 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. Effective May 12, 2017, a holder of the Company's exchangeable notes exercised its option to exchange approximately $1.3 million principal amount of the notes for 57,729 shares of VPG common stock at the contractual put/call rate of $22.57 per share. Following these transactions, VPG has outstanding exchangeable unsecured notes with a principal amount of approximately $2.8 million , which are exchangeable for an aggregate of 123,808 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 1.69% at December 31, 2017 . Other Debt Other debt consists of debt held by VPG’s Japanese subsidiary and is payable monthly over the next 4 years at a zero percent interest rate. Aggregate annual maturities of long-term debt are as follows (in thousands) : 2018 $ 3,878 2019 5,128 2020 20,878 2021 17 2022 — Thereafter 2,794 Interest paid on third-party debt was $1.7 million , $1.3 million , and $0.6 million during the years ended December 31, 2017 , 2016 , and 2015 , respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
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, 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 ) December 31, 2017 Pension and other postretirement actuarial items $ (7,145 ) $ (1,465 ) $ 112 $ (1,353 ) $ (8,498 ) Reclassification adjustment for recognition of actuarial items 583 (145 ) 438 438 Foreign currency translation adjustment (33,192 ) 5,654 148 5,802 (27,390 ) $ (40,337 ) $ 4,772 $ 115 $ 4,887 $ (35,450 ) 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, 2017 | |
Retirement Benefits [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 $1.7 million at December 31, 2017 and $1.6 million at December 31, 2016 , and the related liabilities of $2.3 million and $2.0 million at December 31, 2017 and 2016 , 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, 2017 December 31, 2016 Pension OPEB Pension OPEB Change in benefit obligation: Benefit obligation at beginning of year $ 25,187 $ 3,833 $ 23,348 $ 3,373 Service cost (adjusted for actual employee contributions) 513 96 403 100 Interest cost 674 142 784 130 Contributions by participants 35 — 42 — Actuarial (gains) losses 673 900 4,809 525 Benefits paid (564 ) (245 ) (732 ) (295 ) Curtailments and settlements — — (20 ) — Currency translation 2,099 — (3,447 ) — Benefit obligation at end of year $ 28,617 $ 4,726 $ 25,187 $ 3,833 Change in plan assets: Fair value of plan assets at beginning of year $ 14,553 $ — $ 15,122 $ — Actual return on plan assets 957 — 1,441 — Company contributions 1,013 245 1,240 295 Contributions by participants 35 — 42 — Benefits paid (564 ) (245 ) (732 ) (295 ) Currency translation 1,460 — (2,560 ) — Fair value of plan assets at end of year $ 17,454 $ — $ 14,553 $ — Funded status at end of year $ (11,163 ) $ (4,726 ) $ (10,634 ) $ (3,833 ) Amounts recognized in the consolidated balance sheets consist of the following pre-tax amounts (in thousands) : December 31, 2017 December 31, 2016 Pension OPEB Pension OPEB Accrued pension and other postretirement costs $ (11,163 ) $ (4,726 ) $ (10,634 ) $ (3,833 ) 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, 2017 December 31, 2016 Pension OPEB Pension OPEB Unrecognized net actuarial loss $ 8,169 $ 2,370 $ 7,763 $ 1,588 Unrecognized prior service cost 2 — 2 — Unamortized transition obligation 3 — 3 — $ 8,174 $ 2,370 $ 7,768 $ 1,588 The following table sets forth additional information regarding the projected and accumulated benefit obligations for the pension plans (in thousands) : December 31, 2017 2016 Accumulated benefit obligation, all plans $ 26,907 $ 23,633 Plans for which the accumulated benefit obligation exceeds plan assets: Projected benefit obligation $ 27,317 $ 24,102 Accumulated benefit obligation 26,074 22,963 Fair value of plan assets 16,274 13,491 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, 2017 2016 2015 Pension OPEB Pension OPEB Pension OPEB Annual service cost $ 548 $ 96 $ 445 $ 100 $ 457 $ 88 Less: employee contributions 35 — 42 — 44 — Net service cost 513 96 403 100 413 88 Interest cost 674 142 784 130 857 126 Expected return on plan assets (536 ) — (630 ) — (656 ) — Amortization of actuarial losses 463 119 192 75 232 72 Amortization of transition obligation 1 — 5 — 1 — Curtailment and settlement losses — — — — 1 — Net periodic benefit cost $ 1,115 $ 357 $ 754 $ 305 $ 848 $ 286 See Note 8 for the pre-tax, tax effect, and after tax amounts included in other comprehensive income during the years ended December 31, 2017 , 2016 , and 2015 . The estimated actuarial items that will be amortized from accumulated other comprehensive loss into net periodic pension cost during 2018 is $0.7 million . The following weighted-average assumptions were used to determine benefit obligations at December 31 of the respective years: 2017 2016 Pension OPEB Pension OPEB Discount rate 2.42 % 3.33 % 2.59 % 3.77 % Rate of compensation increase 2.66 % N/A 2.63 % N/A Expected return on plan assets 3.46 % N/A 4.49 % N/A The following weighted-average assumptions were used to determine the net periodic pension costs for the years ended December 31, 2017 and 2016 : 2017 2016 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 Health care trend rate N/A 6.36 % N/A 4.81 % 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, 2017 and 2016 . Plan assets are comprised of: December 31, 2017 December 31, 2016 Pension OPEB Pension OPEB Equity securities 53 % — 55 % — Fixed income securities 38 % — 36 % — Cash and cash equivalents 9 % — 9 % — 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, 2017 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 $ 9,271 $ 9,271 $ — $ — Fixed income securities 6,629 6,629 — — Cash and cash equivalents 1,554 1,554 — — $ 17,454 $ 17,454 $ — $ — 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 $ — $ — Estimated future benefit payments are as follows (in thousands) : Pension OPEB 2018 $ 659 $ 346 2019 595 337 2020 599 366 2021 761 412 2022 783 368 2023 - 2027 4,464 1,643 The Company anticipates making contributions to its funded and unfunded pension and postretirement benefit plans of approximately $1.5 million during 2018 . 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, 2017 and 2016 , the consolidated balance sheets include $1.2 million and $0.8 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 , $0.7 million , and $0.6 million for the years ended December 31, 2017 , 2016 , and 2015 , 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 $3.3 million at December 31, 2017 and $3.2 million at December 31, 2016 , and the related liabilities of $4.4 million and $4.1 million at December 31, 2017 and 2016 , respectively. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 , the Company had reserved 256,730 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, 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, 2017 2016 2015 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 18 $ 18.92 18 $ 18.92 18 $ 18.92 Granted — — — — — — Exercised — — — — — — Expired (18 ) 18.92 — — — — End of year — $ — 18 $ 18.92 18 $ 18.92 Vested and expected to vest — 18 18 Exercisable: End of year — 18 18 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 2017 , 2016 , or 2015 . Options outstanding at the beginning of 2017 expired during 2017. No options were exercised during the year ended December 31, 2017. Restricted Stock Units Pursuant to the Plan, the Company issued RSUs to board members, executive officers, and certain employees of the Company during 2017 . 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 February 9, 2017, VPG’s three executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards were comprised of 53,913 RSUs and have an aggregate target grant-date fair value of $0.9 million . 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 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 2015 and 2016 have similar allocations and vesting criteria. On March 23, 2017, 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 23,921 RSUs. Twenty-five percent of these awards will vest on January 1, 2020 subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the satisfaction of certain performance objectives relating to three -year cumulative earnings goals and cash flow goals, and the employee's continued employment. On May 25, 2017, the Board of Directors approved the issuance of an aggregate of 15,495 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 $0.3 million and will vest on the earlier of the Annual Stockholders meeting or May 25, 2018, subject to the directors' continued service on the Board of Directors. On July 26, 2017, the Board of Directors approved the issuance of an aggregate of 5,176 RSUs to newly appointed independent board 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 $0.1 million and these awards will vest on the earlier of the next Annual Stockholders meeting or May 25, 2018. RSU activity is presented below (number of RSUs in thousands) : Years ended December 31, 2017 2016 2015 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 377 $ 14.04 278 $ 15.04 236 $ 14.89 Granted 98 16.75 129 11.69 94 15.90 Vested (58 ) 14.78 (30 ) 13.15 (52 ) 15.93 End of year 417 $ 14.57 377 $ 14.04 278 $ 15.04 The fair value of the RSUs vested during 2017 is $1.0 million . 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, 2018 45 16 61 January 1, 2019 2 82 84 January 1, 2020 55 3 58 Share-Based Compensation Expense The following table summarizes pre-tax share-based compensation expense recognized (in thousands) : Years ended December 31, 2017 2016 2015 Restricted stock units $ 1,499 $ 37 $ 1,083 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 2017, it was determined that certain performance objectives associated with awards granted in 2015 were likely to be met, when share based compensation expense related to these performance objectives had been reduced in prior years. This necessitated an increase to share-based compensation expense associated with those awards in 2017. However, it was also determined that certain performance objectives associated with awards granted in 2016 and 2017 were not likely to be fully met, necessitating a reversal of certain compensations expense associated with those awards. As a net result, adjustments increasing share based compensation expense totaling $0.4 million were recorded during the year based on anticipated performance levels.. 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, adjustments reducing share-based compensation expense totaling $1.4 million were recorded during the year based on anticipated performance levels. A similar adjustment was made in 2015 reducing share-based compensation expense by $0.2 million . The deferred tax benefit on share-based compensation expense was $0.1 million , $0.0 million , and $0.0 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. As of December 31, 2017 , the Company had $1.1 million of unrecognized share-based compensation expense related to share-based awards that will be recognized over a weighted-average period of approximately 1.7 years. |
Commitments, Contingencies, and
Commitments, Contingencies, and Concentrations | 12 Months Ended |
Dec. 31, 2017 | |
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 , $3.6 million , and $3.9 million for the years ended December 31, 2017 , 2016 , and 2015 , 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) : 2018 $ 3,113 2019 2,380 2020 1,508 2021 390 2022 172 Thereafter — 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 resignation for good reason. On May 8, 2017, the Company amended the employment agreements of its chief financial officer and its general counsel to modify the severance amounts payable to the executives in the event of termination without cause or resignation for good cause. In one case, the executive’s cash bonus opportunity was increased beginning with the 2017 fiscal year. On August 7, 2017, the Company amended the employment agreement of the chief executive officer primarily to document as part of his U.S. employment agreement certain employee consents, obligations, and benefits applicable to the executive as an employee of the Company’s Israeli subsidiary. 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 5% 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, 2017 and 2016 , the Company had no significant concentrations of credit risk. Geographic Concentrations At December 31, 2017 and 2016 , 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, 2017 and December 31, 2016 : December 31, 2017 2016 Asia 28 % 27 % United States 7 % 17 % Israel 37 % 16 % Europe 15 % 19 % United Kingdom 5 % 12 % Canada 8 % 9 % Total 100 % 100 % |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Dec. 31, 2017 | |
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 complete systems which include load cells and instrumentation for weighing, force control and force measurement for a variety of uses such as 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 2017 Net third-party revenues $ 116,272 $ 65,446 $ 72,632 $ — $ 254,350 Intersegment revenues 2,316 1,346 911 (4,573 ) — Gross profit 47,755 18,192 32,336 — 98,283 Segment operating income (loss) 26,426 9,274 14,770 (28,845 ) 21,625 Restructuring costs 85 849 602 508 2,044 Depreciation and amortization expense 4,946 2,537 2,133 1,010 10,626 Capital expenditures 4,519 4,297 823 453 10,092 Total assets 119,175 77,756 97,007 12,613 306,551 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 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, 2017 2016 2015 Unallocated selling, general, and administrative expenses $ (26,801 ) $ (23,797 ) $ (26,086 ) Acquisition costs — (494 ) (185 ) Impairment of goodwill and indefinite-lived intangibles — — (4,942 ) Restructuring costs (2,044 ) (2,666 ) (4,461 ) $ (28,845 ) $ (26,957 ) $ (35,674 ) 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 2017 2016 2015 United States $ 105,664 $ 95,919 $ 92,332 United Kingdom 26,487 26,845 30,684 Other Europe 52,427 46,401 50,857 Israel 7,308 5,497 3,435 Asia 45,084 34,883 34,893 Canada 17,380 15,384 19,977 $ 254,350 $ 224,929 $ 232,178 December 31, Property and Equipment - Net 2017 2016 United States $ 11,932 $ 12,132 United Kingdom 4,385 4,110 Other Europe 1,427 1,255 Israel 18,895 19,894 Asia 18,100 16,904 Canada and Other 935 990 $ 55,674 $ 55,285 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Numerator: Numerator for basic earnings per share: Net earnings (loss) attributable to VPG stockholders $ 14,345 $ 6,404 $ (13,008 ) Adjustment to the numerator for net earnings: Interest savings assuming conversion of dilutive exchangeable notes, net of tax 24 18 — Numerator for diluted earnings per share: Net earnings (loss) attributable to VPG stockholders $ 14,369 $ 6,422 $ (13,008 ) Denominator: Denominator for basic earnings per share: Weighted average shares 13,262 13,187 13,485 Effect of dilutive securities: Exchangeable notes 145 181 — Restricted stock units 64 51 — Dilutive potential common shares 209 232 — Denominator for diluted earnings per share: Adjusted weighted average shares 13,471 13,419 13,485 Basic earnings (loss) per share attributable to VPG stockholders $ 1.08 $ 0.49 $ (0.96 ) Diluted earnings (loss) per share attributable to VPG stockholders $ 1.07 $ 0.48 $ (0.96 ) 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, 2017 2016 2015 Weighted average employee stock options — 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, 2017 | |
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, 2017 2016 2015 Foreign exchange gain (loss) $ (724 ) $ 449 $ (2,146 ) Interest income 167 179 225 Other 1,337 (246 ) (161 ) $ 780 $ 382 $ (2,082 ) Foreign currency exchange gains and losses represent the impact of changes in foreign currency exchange rates. The change in foreign exchange gains/(losses) during the period, as compared to the prior year period, is primarily due to fluctuations in the British pound and Israeli shekel. Included within Other, for the year ended December 31, 2017, is net proceeds of $1.5 million related to a lease termination payment at the Company's Tianjin, People's Republic of China location. The relocation of operation in Tianjin has been completed and the majority of the expenses associated with the move have been incurred. Other accrued expenses consist of the following (in thousands) : December 31, 2017 2016 Customer advance payments $ 3,229 $ 2,468 Accrued restructuring 254 1,333 Goods received, not yet invoiced 4,060 1,618 Accrued taxes, other than income taxes 1,680 1,379 Accrued commissions 1,694 1,460 Accrued professional fees 1,731 2,155 Other 3,304 2,872 $ 15,952 $ 13,285 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. The accompanying consolidated balance sheets at December 31, 2017 and December 31, 2016 include a $7.8 million and $6.6 million liability, respectively, associated with Israeli severance requirements in other liabilities. 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, 2017 | |
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, 2017 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 $ 4,988 $ 364 $ 4,624 $ — 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 $ — 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, 2017 and December 31, 2016 , 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, 2017 and December 31, 2016 is approximately $33.4 million and $36.0 million , respectively, compared to its carrying value of $32.4 million and $36.2 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, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Executive RSU grant On February16, 2018, 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 $1.3 million and were comprised of 52,166 RSUs. Twenty-five percent of these awards will vest on January 1, 2021, subject to the executives continued employment. The performance-based portion of the RSUs will also vest on January 1, 2021, subject to the executives continued employment and the satisfaction of certain performance objectives relating to three -year cumulative “free cash” and net earnings goals. Exchangeable Notes Effective February 26, 2018, the holder of the Company's exchangeable notes exercised its option to exchange the remaining $2.8 million principal amount of the notes for 123,808 shares of VPG common stock at the contractual put/call rate of $22.57 per share. Following this transaction, all exchangeable notes have been canceled and VPG has no further obligations pursuant to such notes. |
Summary of Quarterly Financial
Summary of Quarterly Financial information (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Information (Unaudited) | Summary of Quarterly Financial Information (Unaudited) (in thousands, except per share amounts) 2017 2016 First Second Third Fourth First Second Third Fourth Statement of Operations data: Net revenues $ 59,787 $ 62,319 $ 62,805 $ 69,439 $ 56,629 $ 57,996 $ 54,490 $ 55,814 Gross profit 22,517 24,759 24,267 26,740 19,775 21,495 20,265 21,274 Operating income 3,737 5,644 5,319 6,925 990 1,688 2,639 5,394 Net earnings 2,003 3,616 4,325 4,450 496 1,849 1,083 2,980 Less: net earnings attributable to noncontrolling interests 8 (3 ) 70 (26 ) 16 (19 ) 32 (25 ) Net earnings attributable to VPG stockholders 1,995 3,619 4,255 4,476 480 1,868 1,051 3,005 Per Share Data: (b) Basic earnings per share $ 0.15 $ 0.27 $ 0.32 $ 0.34 $ 0.04 $ 0.14 $ 0.08 $ 0.23 Diluted earnings per share $ 0.15 $ 0.27 $ 0.32 $ 0.33 $ 0.04 $ 0.14 $ 0.08 $ 0.22 Certain Items Recorded during the Quarters: Acquisition purchase accounting adjustments $ — $ — $ 42 $ 49 $ 296 $ 195 $ 46 $ 49 Acquisition costs — — — — 62 352 — 80 Strategic alternative evaluation costs — — — — — — 1,079 265 Gain on sale of building — — — — — — — (837 ) Net proceeds from lease termination — — (1,544 ) — — — — — Tax rebate — — — 189 — — — — Restructuring costs 554 315 423 752 675 1,011 709 271 Tax effect of reconciling items and discrete tax items 42 13 (394 ) 165 (179 ) 1,468 27 (597 ) (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 2017 ended on April 1 , July 1 , September 30 , and December 31 , respectively. The first, second, third, and fourth quarters of 2016 ended on April 2 , July 2 , October 1 , 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, 2017 | |
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 $11.7 million , $11.1 million , and $9.6 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. |
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. On December 22, 2017, the SEC staff issued SAB 118 to address the application of U.S. GAAP in situations when a registrant does not have all the necessary information available to prepare and analyze the accounting treatment for the proper recognition of the tax impact of the 2017 Tax Act. In accordance with SAB 118 guidance, the Company has recorded the provisional tax impacts related to the deemed distribution of foreign earnings and the expense for the revaluation of deferred tax assets and liabilities in its consolidated financial statements for the year ended December 31, 2017. The final impact may differ from the provisional amount recognized, primarily due to the need for additional analysis, changes in the Company's interpretation of the 2017 Tax Act, or issuance of additional regulatory guidance. In accordance with SAB 118, the financial reporting impact of the 2017 Tax Act will be completed in the fourth quarter of 2018. |
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, 2017 or 2016 . |
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 $0.6 million and $0.5 million at December 31, 2017 and 2016 , respectively. Bad debt expense was $0.1 million , $0.2 million , and $0.1 million for the years ended December 31, 2017 , 2016 , and 2015 , 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 lease term. 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 $8.7 million , $9.3 million , and $9.0 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively, which included software depreciation expense of $0.5 million , $0.6 million , and $0.8 million for the years ended December 31, 2017 , 2016 , and 2015 , 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 and indefinite-lived trademarks 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, 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 and 2017 impairment test, IPRD was subject to amortization and therefore was not included as part of the 2016 and 2017 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 2017 and 2016 annual impairment tests resulted in no impairment. The interim impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. 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 2017 and 2016 annual impairment tests resulted in no impairment. The annual impairment test for 2015 resulted in the Company recording an impairment charge in the third quarter of 2015. Definite-lived intangible 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. The Company recognizes forfeitures as they occur. For performance based awards, the Company recognizes compensation cost for awards that are expected to vest based on whether 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 | Recently Adopted Accounting Pronouncements In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2017-07, “ Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ”. This ASU requires the service cost component of net periodic benefit cost to be presented in the same income statement line item as other employee compensation costs. All other components of the net periodic benefit cost will be presented outside of operating income. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The ASU will result in the reclassification of non-service costs components from Cost of products sold and Selling, general and administrative expenses to Other income (expense) - other for all periods presented. For the years ended December 31, 2017 and December 31, 2016, the Company estimates the new standard would have increased Operating income by approximately $0.9 million and $0.5 million , respectively, with an offsetting increase in Other income (expense). In March 2016, the 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 Company prospectively adopted this ASU effective January 1, 2017. For the year ended December 31, 2017, the tax benefit within income tax expense for the tax effect of share-based payment transactions was not material. Prior to adoption, this amount would have been recorded as a component of Capital in excess of par value. The Company elected to change its accounting policy to recognize forfeitures as they occur. As a result of this change, there was no cumulative-effect adjustment to retained earnings. For the year ended December 31, 2017, the Company excluded excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share and the related increase in the Company’s diluted weighted average commons shares outstanding was not significant. In July 2015, the 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 Company prospectively adopted this ASU effective January 1, 2017 and the adoption did not have a significant impact on the Company’s consolidated financial statements. Recent Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Scope of Modification Accounting” . This ASU clarifies which changes to the terms or conditions of a share-based payment award will require modification accounting. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued 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 constitutes 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 and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In August 2016, the 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 adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, the 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 May 2014, the 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 that 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 Company adopted the requirements of the new standard on January 1, 2018 and applied the modified retrospective transition method. The modified retrospective method recognizes the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. This adjustment had an immaterial impact to retained earnings. Results for reporting periods beginning after January 1, 2018 will be presented under ASC 606, while prior periods amounts are not adjusted and reported in accordance with ASC 605. The process utilized for the adoption of the new standard was as follows: • Reviewed our current accounting policies to identify potential differences that would result from the application of the standard and updating accordingly. • Customer contracts were identified and reviewed. • Evaluation of the contract provisions and the comparison of historical accounting policies to the requirements of the new standard have been completed. The Company determined that no significant changes were required to the business processes, systems and controls to effectively report revenue under the new standard. |
Acquisition Activity (Tables)
Acquisition Activity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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): Working capital (a) $ 921 Property and equipment 26 Long-term deferred income tax liability (1,903 ) Intangible assets: Patents and acquired technology 1,300 Non-competition agreements 40 Customer relationships 3,500 Trade names 700 Total intangible assets 5,540 Fair value of acquired identifiable assets and liabilities 4,584 Purchase price $ 10,626 Goodwill $ 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): Working capital (a) $ 2,564 Property and equipment 6,338 Intangible assets: Patents and acquired technology 1,600 Non-competition agreements 60 Customer relationships 2,500 Trade names 700 Total intangible assets 4,860 Fair value of acquired identifiable assets 13,762 Purchase price $ 20,073 Goodwill $ 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, 2017 | |
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, 2016 $ 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 Foreign currency translation adjustment 464 464 — — Balance at December 31, 2017 19,181 6,828 6,311 6,042 |
Schedule of Finite-Lived Intangible Assets | Intangible assets were as follows (in thousands) : December 31, 2017 2016 Intangible assets subject to amortization (Definite-lived): Patents and acquired technology $ 9,439 $ 9,669 Customer relationships 21,810 20,934 Trade names 1,693 1,621 Non-competition agreements 12,084 11,348 45,026 43,572 Accumulated amortization: Patents and acquired technology (3,839 ) (3,865 ) Customer relationships (9,657 ) (8,162 ) Trade names (1,688 ) (1,609 ) Non-competition agreements (11,850 ) (10,761 ) (27,034 ) (24,397 ) Net intangible assets subject to amortization $ 17,992 $ 19,175 Intangible assets not subject to amortization (Indefinite-lived): Trade names 2,483 2,410 $ 20,475 $ 21,585 |
Schedule of Expected Amortization Expense | Estimated annual amortization expense for each of the next five years is as follows (in thousands) : 2018 $ 1,762 2019 1,575 2020 1,572 2021 1,525 2022 1,524 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 and 2016, respectively, is included in other accrued expenses in the accompanying consolidated balance sheets (in thousands) : Balance at January 1, 2015 $ 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 Restructuring charges in 2017 2,044 Cash payments (3,122 ) Foreign currency translation (1 ) Balance at December 31, 2017 $ 254 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Domestic $ (3,552 ) $ (5,285 ) $ (4,874 ) Foreign 24,115 14,892 5,380 $ 20,563 $ 9,607 $ 506 |
Schedule of Components of Income Tax Expense (Benefit) | The expense (benefit) for income taxes is comprised of (in thousands) : Years ended December 31, 2017 2016 2015 Current: Federal $ (425 ) $ (18 ) $ 492 State and local 89 30 (12 ) Foreign 4,615 2,886 3,007 4,279 2,898 3,487 Deferred: Federal (257 ) (1,176 ) 10,039 State and local (1 ) (9 ) 630 Foreign 2,148 1,486 (656 ) 1,890 301 10,013 Total income tax expense $ 6,169 $ 3,199 $ 13,500 |
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, 2017 2016 2015 Tax at statutory rate $ 7,197 $ 3,362 $ 177 State income taxes, net of U.S. federal tax benefit 93 (15 ) 383 Effect of foreign operations (1,137 ) (1,418 ) 664 Change in valuation allowance (397 ) 1,266 12,309 Change in unrecognized tax benefits, net 105 (899 ) 12 Impairment of goodwill and indefinite-lived intangibles — — 360 Specialty tax credits (139 ) (78 ) (216 ) Statutory rate changes (470 ) (180 ) 114 Effect of foreign exchange (1,292 ) 88 139 Prior period deferred tax adjustments — 817 — 2017 Tax Act: Effects of U.S. tax reform 11,311 — — Change in valuation allowance (9,093 ) — — Other (9 ) 256 (442 ) Total income tax expense $ 6,169 $ 3,199 $ 13,500 |
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, 2017 2016 Deferred tax assets: Pension and other postretirement costs $ 4,295 $ 4,714 Inventories 1,800 2,466 Net operating/capital loss carryforwards 9,523 11,825 Tax credit carryforwards — 5,077 Deferred compensation 2,142 2,468 Other accruals and reserves 3,192 3,229 Total gross deferred tax assets 20,952 29,779 Less: valuation allowance (12,434 ) (20,741 ) 8,518 9,038 Deferred tax liabilities: Tax over book depreciation (125 ) (189 ) Investment in subsidiary (2,214 ) (350 ) Intangible assets, including tax deductible goodwill (713 ) (1,361 ) Total gross deferred tax liabilities (3,052 ) (1,900 ) Net deferred tax assets $ 5,466 $ 7,138 |
Summary of Valuation Allowance | Significant valuation allowances are as follows (in thousands) : December 31, Jurisdiction 2017 2016 U.S. federal $ 3,040 $ 13,101 U.S. state (net of U.S. federal tax benefit) 7,092 5,022 Israel - capital losses 1,622 1,486 |
Summary of Operating Loss Carryforwards | The following table summarizes significant net operating losses and credit carryforwards as of December 31, 2017 (in thousands): December 31, Jurisdiction 2017 Expiring U.S state net operating losses 12,083 2023 - 2036 Israel net operating losses 11,677 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, 2017 2016 2015 Balance at beginning of year $ 772 $ 1,506 $ 1,704 Addition based on tax positions related to current year 163 63 109 (Reduction) addition based on tax positions related to prior years (12 ) 66 13 Addition related to acquired company — 297 — Currency translation adjustments 14 16 (29 ) Reduction for settled tax examinations — (906 ) — Reduction for payments made — — (241 ) Reduction for lapses of statute of limitations (114 ) (270 ) (50 ) Balance before indemnification receivable 823 772 1,506 Receivable from Vishay Intertechnology for indemnification (12 ) (57 ) (107 ) Balance at end of year $ 811 $ 715 $ 1,399 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following (in thousands) : December 31, 2017 2016 2015 Credit Agreement - Revolving Facility $ 9,000 $ 9,000 2015 Credit Agreement - U.S. Closing Date Term Facility 3,664 4,128 2015 Credit Agreement - U.S. Delayed Draw Term Facility 8,956 10,092 2015 Credit Agreement - Canadian Term Facility 7,880 8,780 Exchangeable Unsecured Notes, due 2102 2,794 4,097 Other debt 401 509 Deferred financing costs (340 ) (454 ) 32,355 36,152 Less: current portion 3,878 2,623 $ 28,477 $ 33,529 |
Schedule of Maturities of Long-term Debt | Aggregate annual maturities of long-term debt are as follows (in thousands) : 2018 $ 3,878 2019 5,128 2020 20,878 2021 17 2022 — Thereafter 2,794 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 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 ) December 31, 2017 Pension and other postretirement actuarial items $ (7,145 ) $ (1,465 ) $ 112 $ (1,353 ) $ (8,498 ) Reclassification adjustment for recognition of actuarial items 583 (145 ) 438 438 Foreign currency translation adjustment (33,192 ) 5,654 148 5,802 (27,390 ) $ (40,337 ) $ 4,772 $ 115 $ 4,887 $ (35,450 ) |
Pensions and Other Postretire33
Pensions and Other Postretirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [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, 2017 December 31, 2016 Pension OPEB Pension OPEB Change in benefit obligation: Benefit obligation at beginning of year $ 25,187 $ 3,833 $ 23,348 $ 3,373 Service cost (adjusted for actual employee contributions) 513 96 403 100 Interest cost 674 142 784 130 Contributions by participants 35 — 42 — Actuarial (gains) losses 673 900 4,809 525 Benefits paid (564 ) (245 ) (732 ) (295 ) Curtailments and settlements — — (20 ) — Currency translation 2,099 — (3,447 ) — Benefit obligation at end of year $ 28,617 $ 4,726 $ 25,187 $ 3,833 Change in plan assets: Fair value of plan assets at beginning of year $ 14,553 $ — $ 15,122 $ — Actual return on plan assets 957 — 1,441 — Company contributions 1,013 245 1,240 295 Contributions by participants 35 — 42 — Benefits paid (564 ) (245 ) (732 ) (295 ) Currency translation 1,460 — (2,560 ) — Fair value of plan assets at end of year $ 17,454 $ — $ 14,553 $ — Funded status at end of year $ (11,163 ) $ (4,726 ) $ (10,634 ) $ (3,833 ) |
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, 2017 December 31, 2016 Pension OPEB Pension OPEB Accrued pension and other postretirement costs $ (11,163 ) $ (4,726 ) $ (10,634 ) $ (3,833 ) |
Actuarial Items | Actuarial items consist of the following (in thousands) : December 31, 2017 December 31, 2016 Pension OPEB Pension OPEB Unrecognized net actuarial loss $ 8,169 $ 2,370 $ 7,763 $ 1,588 Unrecognized prior service cost 2 — 2 — Unamortized transition obligation 3 — 3 — $ 8,174 $ 2,370 $ 7,768 $ 1,588 |
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, 2017 2016 Accumulated benefit obligation, all plans $ 26,907 $ 23,633 Plans for which the accumulated benefit obligation exceeds plan assets: Projected benefit obligation $ 27,317 $ 24,102 Accumulated benefit obligation 26,074 22,963 Fair value of plan assets 16,274 13,491 |
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, 2017 2016 2015 Pension OPEB Pension OPEB Pension OPEB Annual service cost $ 548 $ 96 $ 445 $ 100 $ 457 $ 88 Less: employee contributions 35 — 42 — 44 — Net service cost 513 96 403 100 413 88 Interest cost 674 142 784 130 857 126 Expected return on plan assets (536 ) — (630 ) — (656 ) — Amortization of actuarial losses 463 119 192 75 232 72 Amortization of transition obligation 1 — 5 — 1 — Curtailment and settlement losses — — — — 1 — Net periodic benefit cost $ 1,115 $ 357 $ 754 $ 305 $ 848 $ 286 |
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: 2017 2016 Pension OPEB Pension OPEB Discount rate 2.42 % 3.33 % 2.59 % 3.77 % Rate of compensation increase 2.66 % N/A 2.63 % N/A Expected return on plan assets 3.46 % N/A 4.49 % N/A The following weighted-average assumptions were used to determine the net periodic pension costs for the years ended December 31, 2017 and 2016 : 2017 2016 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 Health care trend rate N/A 6.36 % N/A 4.81 % |
Composition of Plan Assets | Plan assets are comprised of: December 31, 2017 December 31, 2016 Pension OPEB Pension OPEB Equity securities 53 % — 55 % — Fixed income securities 38 % — 36 % — Cash and cash equivalents 9 % — 9 % — 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, 2017 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 $ 9,271 $ 9,271 $ — $ — Fixed income securities 6,629 6,629 — — Cash and cash equivalents 1,554 1,554 — — $ 17,454 $ 17,454 $ — $ — 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 $ — $ — |
Estimated future Benefit Payments | Estimated future benefit payments are as follows (in thousands) : Pension OPEB 2018 $ 659 $ 346 2019 595 337 2020 599 366 2021 761 412 2022 783 368 2023 - 2027 4,464 1,643 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 18 $ 18.92 18 $ 18.92 18 $ 18.92 Granted — — — — — — Exercised — — — — — — Expired (18 ) 18.92 — — — — End of year — $ — 18 $ 18.92 18 $ 18.92 Vested and expected to vest — 18 18 Exercisable: End of year — 18 18 |
Restricted Stock Units Activity | RSU activity is presented below (number of RSUs in thousands) : Years ended December 31, 2017 2016 2015 Number Weighted Number Weighted Number Weighted Outstanding: Beginning of year 377 $ 14.04 278 $ 15.04 236 $ 14.89 Granted 98 16.75 129 11.69 94 15.90 Vested (58 ) 14.78 (30 ) 13.15 (52 ) 15.93 End of year 417 $ 14.57 377 $ 14.04 278 $ 15.04 |
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, 2018 45 16 61 January 1, 2019 2 82 84 January 1, 2020 55 3 58 |
Pre-tax Share-based Compensation Expense Recognized | The following table summarizes pre-tax share-based compensation expense recognized (in thousands) : Years ended December 31, 2017 2016 2015 Restricted stock units $ 1,499 $ 37 $ 1,083 |
Commitments, Contingencies, a35
Commitments, Contingencies, and Concentrations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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) : 2018 $ 3,113 2019 2,380 2020 1,508 2021 390 2022 172 Thereafter — |
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, 2017 and December 31, 2016 : December 31, 2017 2016 Asia 28 % 27 % United States 7 % 17 % Israel 37 % 16 % Europe 15 % 19 % United Kingdom 5 % 12 % Canada 8 % 9 % Total 100 % 100 % |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
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 2017 Net third-party revenues $ 116,272 $ 65,446 $ 72,632 $ — $ 254,350 Intersegment revenues 2,316 1,346 911 (4,573 ) — Gross profit 47,755 18,192 32,336 — 98,283 Segment operating income (loss) 26,426 9,274 14,770 (28,845 ) 21,625 Restructuring costs 85 849 602 508 2,044 Depreciation and amortization expense 4,946 2,537 2,133 1,010 10,626 Capital expenditures 4,519 4,297 823 453 10,092 Total assets 119,175 77,756 97,007 12,613 306,551 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 |
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, 2017 2016 2015 Unallocated selling, general, and administrative expenses $ (26,801 ) $ (23,797 ) $ (26,086 ) Acquisition costs — (494 ) (185 ) Impairment of goodwill and indefinite-lived intangibles — — (4,942 ) Restructuring costs (2,044 ) (2,666 ) (4,461 ) $ (28,845 ) $ (26,957 ) $ (35,674 ) |
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 2017 2016 2015 United States $ 105,664 $ 95,919 $ 92,332 United Kingdom 26,487 26,845 30,684 Other Europe 52,427 46,401 50,857 Israel 7,308 5,497 3,435 Asia 45,084 34,883 34,893 Canada 17,380 15,384 19,977 $ 254,350 $ 224,929 $ 232,178 December 31, Property and Equipment - Net 2017 2016 United States $ 11,932 $ 12,132 United Kingdom 4,385 4,110 Other Europe 1,427 1,255 Israel 18,895 19,894 Asia 18,100 16,904 Canada and Other 935 990 $ 55,674 $ 55,285 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Numerator: Numerator for basic earnings per share: Net earnings (loss) attributable to VPG stockholders $ 14,345 $ 6,404 $ (13,008 ) Adjustment to the numerator for net earnings: Interest savings assuming conversion of dilutive exchangeable notes, net of tax 24 18 — Numerator for diluted earnings per share: Net earnings (loss) attributable to VPG stockholders $ 14,369 $ 6,422 $ (13,008 ) Denominator: Denominator for basic earnings per share: Weighted average shares 13,262 13,187 13,485 Effect of dilutive securities: Exchangeable notes 145 181 — Restricted stock units 64 51 — Dilutive potential common shares 209 232 — Denominator for diluted earnings per share: Adjusted weighted average shares 13,471 13,419 13,485 Basic earnings (loss) per share attributable to VPG stockholders $ 1.08 $ 0.49 $ (0.96 ) Diluted earnings (loss) per share attributable to VPG stockholders $ 1.07 $ 0.48 $ (0.96 ) |
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, 2017 2016 2015 Weighted average employee stock options — 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, 2017 | |
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, 2017 2016 2015 Foreign exchange gain (loss) $ (724 ) $ 449 $ (2,146 ) Interest income 167 179 225 Other 1,337 (246 ) (161 ) $ 780 $ 382 $ (2,082 ) |
Schedule of Accrued Liabilities | Other accrued expenses consist of the following (in thousands) : December 31, 2017 2016 Customer advance payments $ 3,229 $ 2,468 Accrued restructuring 254 1,333 Goods received, not yet invoiced 4,060 1,618 Accrued taxes, other than income taxes 1,680 1,379 Accrued commissions 1,694 1,460 Accrued professional fees 1,731 2,155 Other 3,304 2,872 $ 15,952 $ 13,285 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 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 $ 4,988 $ 364 $ 4,624 $ — 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 $ — |
Summary of Quarterly Financia40
Summary of Quarterly Financial information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | (in thousands, except per share amounts) 2017 2016 First Second Third Fourth First Second Third Fourth Statement of Operations data: Net revenues $ 59,787 $ 62,319 $ 62,805 $ 69,439 $ 56,629 $ 57,996 $ 54,490 $ 55,814 Gross profit 22,517 24,759 24,267 26,740 19,775 21,495 20,265 21,274 Operating income 3,737 5,644 5,319 6,925 990 1,688 2,639 5,394 Net earnings 2,003 3,616 4,325 4,450 496 1,849 1,083 2,980 Less: net earnings attributable to noncontrolling interests 8 (3 ) 70 (26 ) 16 (19 ) 32 (25 ) Net earnings attributable to VPG stockholders 1,995 3,619 4,255 4,476 480 1,868 1,051 3,005 Per Share Data: (b) Basic earnings per share $ 0.15 $ 0.27 $ 0.32 $ 0.34 $ 0.04 $ 0.14 $ 0.08 $ 0.23 Diluted earnings per share $ 0.15 $ 0.27 $ 0.32 $ 0.33 $ 0.04 $ 0.14 $ 0.08 $ 0.22 Certain Items Recorded during the Quarters: Acquisition purchase accounting adjustments $ — $ — $ 42 $ 49 $ 296 $ 195 $ 46 $ 49 Acquisition costs — — — — 62 352 — 80 Strategic alternative evaluation costs — — — — — — 1,079 265 Gain on sale of building — — — — — — — (837 ) Net proceeds from lease termination — — (1,544 ) — — — — — Tax rebate — — — 189 — — — — Restructuring costs 554 315 423 752 675 1,011 709 271 Tax effect of reconciling items and discrete tax items 42 13 (394 ) 165 (179 ) 1,468 27 (597 ) (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 2017 ended on April 1 , July 1 , September 30 , and December 31 , respectively. The first, second, third, and fourth quarters of 2016 ended on April 2 , July 2 , October 1 , 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 Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||
Summary of Significant Accounting Policies [Line Items] | |||||||||||||||||||
Minimum ownership of fully controlled entities | 100.00% | 100.00% | |||||||||||||||||
Research and development expense | $ 11,700 | $ 11,100 | $ 9,600 | ||||||||||||||||
Recognized tax benefit to be realized upon ultimate settlement | greater than 50 percent likely to be realized | ||||||||||||||||||
Allowance for doubtful accounts | $ 600 | $ 500 | $ 600 | 500 | |||||||||||||||
Bad debt expense | 100 | 200 | 100 | ||||||||||||||||
Depreciation expense | 8,700 | 9,300 | 9,000 | ||||||||||||||||
Operating income | $ 6,925 | [1] | $ 5,319 | $ 5,644 | $ 3,737 | $ 5,394 | [1] | $ 2,639 | $ 1,688 | $ 990 | 21,625 | 10,711 | 3,359 | ||||||
Other income (expense) | 780 | 382 | (2,082) | ||||||||||||||||
Pro Forma | Accounting Standards Update 2017-07 | |||||||||||||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||||||||||||
Operating income | 900 | 500 | |||||||||||||||||
Other income (expense) | $ (900) | (500) | |||||||||||||||||
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 | $ 500 | $ 600 | $ 800 | ||||||||||||||||
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 | ||||||||||||||||||
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. |
Related Party Transactions (Det
Related Party Transactions (Details Textual) | 12 Months Ended |
Dec. 31, 2017board_memberfacility | |
Related Party Transaction [Line Items] | |
Number of common board members | board_member | 3 |
Japan | Vishay Intertechnology | |
Related Party Transaction [Line Items] | |
Manufacturing facility | 1 |
United States | Vishay Intertechnology | |
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, 2017 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible assets: | ||||||
Goodwill | $ 19,181 | $ 18,717 | $ 12,603 | |||
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 | |||||
[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. |
Acquisition Activity (Schedul45
Acquisition Activity (Schedule of Acquisition Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2017 | [1] | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||||||||||||||||||
Acquisition costs | $ 0 | $ 0 | $ 0 | $ 0 | $ 80 | $ 0 | $ 352 | $ 62 | $ 0 | $ 494 | $ 185 | ||||||||
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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. |
Goodwill and Other Intangible46
Goodwill and Other Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill and Other Intangible Assets [Line Items] | ||||
Amortization expense | $ 1,900,000 | $ 1,800,000 | $ 2,100,000 | |
Trade names | ||||
Goodwill and Other Intangible Assets [Line Items] | ||||
Impairment of indefinite-lived intangible assets | $ 0 | |||
KELK | ||||
Goodwill and Other Intangible Assets [Line Items] | ||||
Impairment of goodwill | 4,800,000 | |||
KELK | Trade names | ||||
Goodwill and Other Intangible Assets [Line Items] | ||||
Impairment of indefinite-lived intangible assets | $ 200,000 |
Goodwill and Other Intangible47
Goodwill and Other Intangible Assets (Summary of Goodwill Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 18,717 | $ 12,603 |
Goodwill acquired | 6,042 | |
Adjustment to goodwill acquired | (113) | |
Foreign currency translation adjustment | 464 | 185 |
Ending balance | 19,181 | 18,717 |
KELK | Weighing and Control Systems | ||
Goodwill [Roll Forward] | ||
Beginning balance | 6,364 | 6,179 |
Goodwill acquired | 0 | |
Adjustment to goodwill acquired | 0 | |
Foreign currency translation adjustment | 464 | 185 |
Ending balance | 6,828 | 6,364 |
Stress-Tek, Inc. | Weighing and Control Systems | ||
Goodwill [Roll Forward] | ||
Beginning balance | 6,311 | 6,424 |
Goodwill acquired | 0 | |
Adjustment to goodwill acquired | (113) | |
Foreign currency translation adjustment | 0 | 0 |
Ending balance | 6,311 | 6,311 |
Pacific Instruments, Inc. | Foil Technology Products | ||
Goodwill [Roll Forward] | ||
Beginning balance | 6,042 | 0 |
Goodwill acquired | 6,042 | |
Adjustment to goodwill acquired | 0 | |
Foreign currency translation adjustment | 0 | 0 |
Ending balance | $ 6,042 | $ 6,042 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets (Intangible Assets)(Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | $ 45,026 | $ 43,572 |
Accumulated amortization | (27,034) | (24,397) |
Net intangible assets subject to amortization | 17,992 | 19,175 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets, net | 20,475 | 21,585 |
Trade names | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Intangible assets not subject to amortization (Indefinite-lived) | 2,483 | 2,410 |
Patents and acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 9,439 | 9,669 |
Accumulated amortization | (3,839) | (3,865) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 21,810 | 20,934 |
Accumulated amortization | (9,657) | (8,162) |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 1,693 | 1,621 |
Accumulated amortization | (1,688) | (1,609) |
Non-competition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization (Definite-lived) | 12,084 | 11,348 |
Accumulated amortization | $ (11,850) | $ (10,761) |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets (Estimated Annual Amortization Expense) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,018 | $ 1,762 |
2,019 | 1,575 |
2,020 | 1,572 |
2,021 | 1,525 |
2,022 | $ 1,524 |
Restructuring Costs Restructuri
Restructuring Costs Restructuring Costs (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2017 | [1] | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | $ 752 | $ 423 | $ 315 | $ 554 | $ 271 | $ 709 | $ 1,011 | $ 675 | $ 2,044 | $ 2,666 | $ 4,461 | ||||||||
Employee Severance | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 2,044 | 2,666 | $ 4,461 | ||||||||||||||||
Global Cost Reduction Program | Costa Rica | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 100 | 400 | |||||||||||||||||
Global Cost Reduction Program | Other Geographical Locations | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | 600 | 400 | |||||||||||||||||
Global Cost Reduction Program | Europe, Canada and United States | |||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||
Restructuring costs | $ 1,300 | $ 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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. |
Restructuring Costs (Restructur
Restructuring Costs (Restructuring Activities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||||
Restructuring Charges [Abstract] | |||||||||||||||||||
Restructuring reserve, beginning balance | $ 1,333 | $ 1,333 | |||||||||||||||||
Restructuring costs | $ 752 | [1] | $ 423 | $ 315 | 554 | [1] | $ 271 | [1] | $ 709 | $ 1,011 | $ 675 | [1] | 2,044 | $ 2,666 | $ 4,461 | ||||
Restructuring reserve, ending balance | 254 | 1,333 | 254 | 1,333 | |||||||||||||||
Employee Severance | |||||||||||||||||||
Restructuring Charges [Abstract] | |||||||||||||||||||
Restructuring reserve, beginning balance | $ 1,333 | $ 2,827 | 1,333 | 2,827 | 351 | ||||||||||||||
Restructuring costs | 2,044 | 2,666 | 4,461 | ||||||||||||||||
Cash payments | (3,122) | (4,152) | (1,964) | ||||||||||||||||
Foreign currency translation | (1) | (8) | (21) | ||||||||||||||||
Restructuring reserve, ending balance | $ 254 | $ 1,333 | $ 254 | $ 1,333 | $ 2,827 | ||||||||||||||
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, 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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (3,552) | $ (5,285) | $ (4,874) |
Foreign | 24,115 | 14,892 | 5,380 |
Income before taxes | $ 20,563 | $ 9,607 | $ 506 |
Income Taxes (Expense (Benefit)
Income Taxes (Expense (Benefit) for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ (425) | $ (18) | $ 492 |
State and local | 89 | 30 | (12) |
Foreign | 4,615 | 2,886 | 3,007 |
Current Income Tax Expense (Benefit) | 4,279 | 2,898 | 3,487 |
Deferred: | |||
Federal | (257) | (1,176) | 10,039 |
State and local | (1) | (9) | 630 |
Foreign | 2,148 | 1,486 | (656) |
Deferred income tax expense (benefit) | 1,890 | 301 | 10,013 |
Total income tax expense | $ 6,169 | $ 3,199 | $ 13,500 |
Income Taxes (Reconcilation of
Income Taxes (Reconcilation of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory rate | $ 7,197 | $ 3,362 | $ 177 |
State income taxes, net of U.S. federal tax benefit | 93 | (15) | 383 |
Effect of foreign operations | (1,137) | (1,418) | 664 |
Change in valuation allowance | (397) | 1,266 | 12,309 |
Change in unrecognized tax benefits, net | 105 | (899) | 12 |
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | 360 |
Specialty tax credits | (139) | (78) | (216) |
Statutory rate changes | (470) | (180) | 114 |
Effect of foreign exchange | (1,292) | 88 | 139 |
Prior period deferred tax adjustments | 0 | 817 | 0 |
Effects of U.S. tax reform | 11,311 | 0 | 0 |
Change in valuation allowance | (9,093) | 0 | 0 |
Other | (9) | 256 | (442) |
Total income tax expense | $ 6,169 | $ 3,199 | $ 13,500 |
Income Taxes (Significant Compo
Income Taxes (Significant Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Pension and other postretirement costs | $ 4,295 | $ 4,714 |
Inventories | 1,800 | 2,466 |
Net operating/capital loss carryforwards | 9,523 | 11,825 |
Tax credit carryforwards | 0 | 5,077 |
Deferred compensation | 2,142 | 2,468 |
Other accruals and reserves | 3,192 | 3,229 |
Total gross deferred tax assets | 20,952 | 29,779 |
Less: valuation allowance | (12,434) | (20,741) |
Deferred tax assets, net of valuation allowance | 8,518 | 9,038 |
Deferred tax liabilities: | ||
Tax over book depreciation | (125) | (189) |
Investment in subsidiary | (2,214) | (350) |
Intangible assets, including tax deductible goodwill | (713) | (1,361) |
Total gross deferred tax liabilities | (3,052) | (1,900) |
Net deferred tax assets | $ 5,466 | $ 7,138 |
Income Taxes (Significant Valua
Income Taxes (Significant Valuation Allowances) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | $ 12,434 | $ 20,741 |
United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 10,100 | 18,100 |
Domestic Tax Authority | United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 3,040 | 13,101 |
State and Local Jurisdiction | United States | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | 7,092 | 5,022 |
Capital Loss Carryforward | Israel | ||
Tax Credit Carryforward [Line Items] | ||
Valuation allowance | $ 1,622 | $ 1,486 |
Income Taxes (Significant Net O
Income Taxes (Significant Net Operating Losses and Credit Carryforwards) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
United States | State and Local Jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 12,083 |
Israel | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 11,677 |
Income Taxes (Unrecognized Tax
Income Taxes (Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | |||
Balance at beginning of year | $ 772 | $ 1,506 | $ 1,704 |
Addition based on tax positions related to current year | 163 | 63 | 109 |
(Reduction) addition based on tax positions related to prior years | (12) | ||
(Reduction) addition based on tax positions related to prior years | 66 | 13 | |
Addition related to acquired company | 0 | 297 | 0 |
Currency translation adjustments | 14 | 16 | |
Currency translation adjustments | (29) | ||
Reduction for settled tax examinations | 0 | (906) | 0 |
Reduction for payments made | 0 | 0 | (241) |
Reduction for lapses of statute of limitations | (114) | (270) | (50) |
Balance before indemnification receivable | 823 | 772 | 1,506 |
Receivable from Vishay Intertechnology for indemnification | (12) | (57) | (107) |
Balance at end of year | $ 811 | $ 715 | $ 1,399 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | |||||
Tax Cuts And Jobs Act Of 2017, income tax benefit | $ (2,200) | ||||
Income tax benefi related to net operating loss | 3,900 | ||||
Deferred tax liabilities, undistributed foreign earnings | 1,800 | ||||
Tax Cuts and Jobs Act of 2017, incomplete accounting, provisional undistributed accumulated earnings of foreign subsidiary | 25,500 | ||||
Deferred tax assets | (5,466) | $ (7,138) | |||
Valuation allowance | 12,434 | 20,741 | |||
Tax Cuts And Jobs Act Of 2017, deferred tax asset, valuation allowance | 1,000 | ||||
Undistributed earnings of foreign subsidiaries | 120,000 | 96,500 | |||
Unremitted earnings withholdings taxes | 15,000 | ||||
Net income taxes paid | 4,100 | 3,900 | $ 4,500 | ||
Unrecognized tax benefits, income tax penalties and interest accrued | 100 | 300 | 300 | ||
Unrecognized tax benefits that would impact effective tax rate | 800 | 800 | $ 1,500 | ||
Maximum | |||||
Income Taxes [Line Items] | |||||
Increase in unrecognized tax benefits is reasonably possible | 100 | ||||
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 | $ 10,100 | 18,100 | |||
United States | State and Local Jurisdiction | |||||
Income Taxes [Line Items] | |||||
Valuation allowance | 7,092 | 5,022 | |||
Net Operating and Capital Loss Carryforward | |||||
Income Taxes [Line Items] | |||||
Valuation allowance | 2,300 | 2,600 | |||
Net Operating and Capital Loss Carryforward | State and Local Jurisdiction | |||||
Income Taxes [Line Items] | |||||
Valuation allowance | 2,100 | $ 1,100 | |||
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, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Exchangeable Unsecured Notes, due 2102 | $ 2,794 | $ 4,097 |
Other debt | 401 | 509 |
Deferred financing costs | (340) | (454) |
Long-Term Debt | 32,355 | 36,152 |
Less: current portion | 3,878 | 2,623 |
Long-term debt, less current portion | 28,477 | 33,529 |
2015 Credit Agreement - Revolving Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 9,000 | 9,000 |
2015 Credit Agreement - U.S. Closing Date Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 3,664 | 4,128 |
2015 Credit Agreement - U.S. Delayed Draw Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | 8,956 | 10,092 |
2015 Credit Agreement - Canadian Term Facility | 2015 Credit Agreement | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 7,880 | $ 8,780 |
Long-Term Debt (Maturity of Lon
Long-Term Debt (Maturity of Long-term Debt) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 3,878 |
2,019 | 5,128 |
2,020 | 20,878 |
2,021 | 17 |
2,022 | 0 |
Thereafter | $ 2,794 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | May 12, 2017USD ($)shares$ / shares | Dec. 30, 2015USD ($) | Aug. 28, 2013USD ($)shares | Jan. 29, 2013USD ($) | Jul. 06, 2010USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||
Exchangeable Unsecured Notes, due 2102 | $ 2,794,000 | $ 4,097,000 | ||||||
Interest paid | $ 1,700,000 | $ 1,300,000 | $ 600,000 | |||||
Other Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument term (in years) | 4 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 | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
LIBOR | LIBOR | |||||||
Interest rate in addition to LIBOR | 0.25% | |||||||
2015 Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate in addition to LIBOR | 2.00% | |||||||
Quarterly commitment fee | 0.30% | |||||||
2015 Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate in addition to LIBOR | 3.50% | |||||||
Quarterly commitment fee | 0.50% | |||||||
2015 Credit Agreement | Revolving and U.S. Delayed Draw Term Facilities | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, interest rate | 4.19% | 4.00% | ||||||
2015 Credit Agreement | U.S. Closing Date Term and Canadian Term Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, interest rate | 4.19% | 4.00% | ||||||
2013 Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Expiration date | Dec. 30, 2015 | |||||||
2013 Credit Agreement | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
LIBOR | LIBOR | |||||||
2013 Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Quarterly commitment fee | 0.30% | |||||||
2013 Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Quarterly commitment fee | 0.50% | |||||||
Other Lines of Credit | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Principle amount | $ 3,000,000 | $ 3,000,000 | ||||||
Letters of credit outstanding | $ 1,200,000 | $ 500,000 | ||||||
Exchangeable Unsecured Notes due 2102 | Unsecured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Exchangeable Unsecured Notes, due 2102 | $ 2,800,000 | $ 10,000,000 | ||||||
Maturity date | Dec. 13, 2102 | |||||||
Exchangeable notes conversion price amount (in dollars per share) | $ / shares | $ 22.57 | $ 22.57 | ||||||
Principal amount of notes exchanged for common stock | $ 1,300,000 | $ 5,900,000 | ||||||
Conversion of exchangeable notes to common stock (in shares) | shares | 57,729 | 259,687 | ||||||
Number of shares of common stock the notes are exchangeable into (in shares) | shares | 123,808 | |||||||
Exchangeable Unsecured Notes due 2102 | London Interbank Offered Rate (LIBOR) | Unsecured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
LIBOR | LIBOR | |||||||
Debt Instrument, interest rate | 1.69% |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) | 12 Months Ended | |||||
Dec. 31, 2017voteshares | Dec. 31, 2016shares | 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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |||
Pension and other postretirement actuarial items, Beginning Balance | $ (7,145) | $ (4,417) | $ (4,803) |
Pension and other postretirement actuarial items, Before-Tax Amount | (1,465) | (3,505) | 141 |
Pension and other postretirement actuarial items, Tax Effect | 112 | 544 | (21) |
Pension and other postretirement actuarial items, Net-of-Tax Amount | (1,353) | (2,961) | 120 |
Pension and other postretirement actuarial items, Ending Balance | (8,498) | (7,378) | (4,683) |
Reclassification adjustment for recognition of actuarial items, Before-Tax Amount | 583 | 271 | 304 |
Reclassification adjustment for recognition of actuarial items, Tax Effect | (145) | (38) | (38) |
Reclassification adjustment for recognition of actuarial items, Net-of-Tax Amount | 438 | 233 | 266 |
Reclassification adjustment for recognition of actuarial items, Ending Balance | 438 | 233 | 266 |
Foreign Currency translation adjustment, Beginning Balance | (33,192) | (28,704) | (21,757) |
Foreign Currency translation adjustment, Before Tax Amount | 5,654 | (4,488) | (6,947) |
Foreign Currency translation adjustment, Tax Effect | 148 | 0 | 0 |
Foreign Currency translation adjustment, Net-of-Tax Amount | 5,802 | (4,488) | (6,947) |
Foreign Currency translation adjustment, Ending Balance | (27,390) | (33,192) | (28,704) |
Accumulated other comprehensive income (loss), Net Of Tax, Beginning Balance | (40,337) | (33,121) | (26,560) |
Other comprehensive income (loss), Before Tax Amount | 4,772 | (7,722) | (6,502) |
Other comprehensive income, Tax Effect | 115 | 506 | (59) |
Other comprehensive income (loss) | 4,887 | (7,216) | (6,561) |
Accumulated other comprehensive income (loss), Net Of Tax, Ending Balance | $ (35,450) | $ (40,337) | $ (33,121) |
Pensions and Other Postretire65
Pensions and Other Postretirement Benefits (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Estimated actuarial items that will be amortized from AOCI loss | $ 700 | ||
Ultimate health care cost trend rate | 4.00% | ||
Defined benefit plan, employer contribution in 2018 | $ 1,500 | ||
Defined contribution plan matching expense | 700 | $ 700 | $ 600 |
Accrued pension and other postretirement costs | 16,424 | 14,713 | |
Pension Plans | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Accrued pension and other postretirement costs | 11,163 | 10,634 | |
Other Retirement Obligations | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Other retirement obligations | 1,200 | 800 | |
Accrued pension and other postretirement costs | 4,726 | 3,833 | |
Nonqualified Plan | Deferred Compensation, Excluding Share-based Payments and Retirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Assets held-in-trust | 3,300 | 3,200 | |
Accrued pension and other postretirement costs | 4,400 | 4,100 | |
Unfunded Plan | Nonqualified Plan | Pension Plans | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Assets held-in-trust | 1,700 | 1,600 | |
Non qualified pension plan liabilities | $ 2,000 | ||
Unfunded Plan | Nonqualified Plan | Domestic Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Non qualified pension plan liabilities | $ 2,300 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | $ 14,553 | ||
Fair value of plan assets at end of year | 17,454 | $ 14,553 | |
Pension Plans | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of year | 25,187 | 23,348 | |
Service cost (adjusted for actual employee contributions) | 513 | 403 | $ 413 |
Interest cost | 674 | 784 | 857 |
Contributions by participants | 35 | 42 | 44 |
Actuarial (gains) losses | 673 | 4,809 | |
Benefits paid | (564) | (732) | |
Curtailments and settlements | 0 | (20) | |
Currency translation | 2,099 | (3,447) | |
Benefit obligation at end of year | 28,617 | 25,187 | 23,348 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 14,553 | 15,122 | |
Actual return on plan assets | 957 | 1,441 | |
Company contributions | 1,013 | 1,240 | |
Contributions by participants | 35 | 42 | |
Benefits paid | (564) | (732) | |
Currency translation | 1,460 | (2,560) | |
Fair value of plan assets at end of year | 17,454 | 14,553 | 15,122 |
Funded status at end of year | (11,163) | (10,634) | |
OPEB Plans | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of year | 3,833 | 3,373 | |
Service cost (adjusted for actual employee contributions) | 96 | 100 | 88 |
Interest cost | 142 | 130 | 126 |
Contributions by participants | 0 | 0 | 0 |
Actuarial (gains) losses | 900 | 525 | |
Benefits paid | (245) | (295) | |
Curtailments and settlements | 0 | 0 | |
Currency translation | 0 | 0 | |
Benefit obligation at end of year | 4,726 | 3,833 | 3,373 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Company contributions | 245 | 295 | |
Contributions by participants | 0 | 0 | |
Benefits paid | (245) | (295) | |
Currency translation | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded status at end of year | $ (4,726) | $ (3,833) |
Pensions and Other Postretire67
Pensions and Other Postretirement Benefits (Accrued Pension and Other Postretirement Costs) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | $ (16,424) | $ (14,713) |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | (11,163) | (10,634) |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued pension and other postretirement costs | $ (4,726) | $ (3,833) |
Pensions and Other Postretire68
Pensions and Other Postretirement Benefits (Unrecognized Actuarial Gains and Losses) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized net actuarial loss | $ 8,169 | $ 7,763 |
Unrecognized prior service cost | 2 | 2 |
Unamortized transition obligation | 3 | 3 |
Benefit plans, accumulated other comprehensive income (loss) before tax | 8,174 | 7,768 |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized net actuarial loss | 2,370 | 1,588 |
Unrecognized prior service cost | 0 | 0 |
Unamortized transition obligation | 0 | 0 |
Benefit plans, accumulated other comprehensive income (loss) before tax | $ 2,370 | $ 1,588 |
Pensions and Other Postretire69
Pensions and Other Postretirement Benefits (Projected and Accumulated Benefit Obligations) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Retirement Benefits [Abstract] | ||
Accumulated benefit obligation, all plans | $ 26,907 | $ 23,633 |
Plans for which the accumulated benefit obligation exceeds plan assets: | ||
Projected benefit obligation | 27,317 | 24,102 |
Accumulated benefit obligation | 26,074 | 22,963 |
Fair value of plan assets | $ 16,274 | $ 13,491 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Annual service cost | $ 548 | $ 445 | $ 457 |
Less: employee contributions | 35 | 42 | 44 |
Net service cost | 513 | 403 | 413 |
Interest cost | 674 | 784 | 857 |
Expected return on plan assets | (536) | (630) | (656) |
Amortization of actuarial losses | 463 | 192 | 232 |
Amortization of transition obligation | 1 | 5 | 1 |
Curtailment and settlement losses | 0 | 0 | 1 |
Net periodic benefit cost | 1,115 | 754 | 848 |
OPEB Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Annual service cost | 96 | 100 | 88 |
Less: employee contributions | 0 | 0 | 0 |
Net service cost | 96 | 100 | 88 |
Interest cost | 142 | 130 | 126 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of actuarial losses | 119 | 75 | 72 |
Amortization of transition obligation | 0 | 0 | 0 |
Curtailment and settlement losses | 0 | 0 | 0 |
Net periodic benefit cost | $ 357 | $ 305 | $ 286 |
Pensions and Other Postretire71
Pensions and Other Postretirement Benefits (Weighted-Average Assumptions Used to Determine Benefit Obligations) (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate, benefit obligation | 2.42% | 2.59% |
Rate of compensation increase, benefit obligation | 2.66% | 2.63% |
Expected return on plan assets, benefit obligation | 3.46% | 4.49% |
Discount rate, net periodic pension cost | 2.59% | 3.65% |
Rate of compensation increase, net periodic pension cost | 2.63% | 2.82% |
Expected return on plan assets, net periodic pension cost | 4.49% | 4.47% |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate, benefit obligation | 3.33% | 3.77% |
Discount rate, net periodic pension cost | 3.77% | 3.98% |
Health care trend rate | 6.36% | 4.81% |
Pensions and Other Postretire72
Pensions and Other Postretirement Benefits (Plan Assets) (Details) | Dec. 31, 2017 | Dec. 31, 2016 |
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 | 53.00% | 55.00% |
Pension Plans | Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 38.00% | 36.00% |
Pension Plans | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets | 9.00% | 9.00% |
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, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | $ 17,454 | $ 14,553 |
Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 17,454 | 14,553 |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 9,271 | 8,047 |
Equity securities | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 9,271 | 8,047 |
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 | 6,629 | 5,203 |
Fixed income securities | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 6,629 | 5,203 |
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 | 1,554 | 1,303 |
Cash and cash equivalents | Level 1 Inputs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit pension plan assets | 1,554 | 1,303 |
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, 2017USD ($) |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | $ 659 |
2,019 | 595 |
2,020 | 599 |
2,021 | 761 |
2,022 | 783 |
2023-2027 | 4,464 |
OPEB Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | 346 |
2,019 | 337 |
2,020 | 366 |
2,021 | 412 |
2,022 | 368 |
2023-2027 | $ 1,643 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) $ in Millions | Jul. 26, 2017USD ($)shares | May 25, 2017USD ($)shares | Mar. 23, 2017USD ($)shares | Feb. 09, 2017USD ($)peopleshares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)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 | 256,730 | ||||||
Number of options, granted | shares | 0 | 0 | 0 | ||||
Number of options, exercised | shares | 0 | 0 | 0 | ||||
Increase (decrease) to share based compensation expense | $ | $ 0.4 | $ (1.4) | $ (0.2) | ||||
Deferred tax benefit | $ | 0.1 | $ 0 | $ 0 | ||||
Unrecognized share-based compensation expense | $ | $ 1.1 | ||||||
Unrecognized share-based compensation expense recognition period | 1 year 8 months 12 days | ||||||
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% | |||||
Number of RSUs, granted | shares | 5,176 | 15,495 | 23,921 | 53,913 | 98,000 | 129,000 | 94,000 |
Grant date fair value | $ | $ 0.1 | $ 0.3 | $ 0.4 | $ 0.9 | |||
Share-based compensation arrangement, other than options, vesting conditions (in dollars per share) | Twenty-five percent of these awards will vest on January 1, 2020 | Twenty-five percent of these awards will vest on January 1, 2020 | |||||
Fair value of RSU's vested | $ | $ 1 | ||||||
Award vesting period | 3 years | 3 years |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Option Activity) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of options, beginning of year | 18,000 | 18,000 | 18,000 |
Number of options, granted | 0 | 0 | 0 |
Number of options, exercised | 0 | 0 | 0 |
Number of options, expired | (18,000) | 0 | 0 |
Number of options, end of Year | 0 | 18,000 | 18,000 |
Number of options, vested and expected to vest | 0 | 18,000 | 18,000 |
Number of options exercisable, end of year | 0 | 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 | $ 18.92 |
Weighted average exercise price, granted (in dollars per share) | 0 | 0 | 0 |
Weighted average exercise price, exercised (in dollars per share) | 0 | 0 | 0 |
Weighted average exercise price, expired (in dollars per share) | 18.92 | 0 | 0 |
Weighted average exercise price, end of year (in dollars per share) | $ 0 | $ 18.92 | $ 18.92 |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) - $ / shares | Jul. 26, 2017 | May 25, 2017 | Mar. 23, 2017 | Feb. 09, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
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 | 377,000 | 278,000 | 236,000 | ||||
Number of RSUs, granted | 5,176 | 15,495 | 23,921 | 53,913 | 98,000 | 129,000 | 94,000 |
Number of RSUs, vested | (58,000) | (30,000) | (52,000) | ||||
Number of RSUs, end of year | 417,000 | 377,000 | 278,000 | ||||
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) | $ 14.04 | $ 15.04 | $ 14.89 | ||||
Weighted average grant-date fair value, granted (in dollars per share) | 16.75 | 11.69 | 15.90 | ||||
Weighted average grant-date fair value, vested (in dollars per share) | 14.78 | 13.15 | 15.93 | ||||
Weighted average grant-date fair value, end of year (in dollars per share) | $ 14.57 | $ 14.04 | $ 15.04 |
Share-Based Compensation (Res78
Share-Based Compensation (Restricted Stock Units Expected to Vest) (Details) - Performance Based Restricted Stock Units shares in Thousands | Dec. 31, 2017shares |
Vesting on January 1, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 45 |
Not Expected to Vest | 16 |
Total | 61 |
Vesting on January 1, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 2 |
Not Expected to Vest | 82 |
Total | 84 |
Vesting on January 1, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected to Vest | 55 |
Not Expected to Vest | 3 |
Total | 58 |
Share-Based Compensation (Pre-T
Share-Based Compensation (Pre-Tax Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units | $ 1,499 | $ 37 | $ 1,083 |
Commitments, Contingencies, a80
Commitments, Contingencies, and Concentrations (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rental expense under operating leases | $ 3.6 | $ 3.6 | $ 3.9 |
Concentration risk (as a percentage) | No single customer comprises greater than 5% of net revenues. |
Commitments, Contingencies, a81
Commitments, Contingencies, and Concentrations (Future Minimum Payments For Operating Leases) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 3,113 |
2,019 | 2,380 |
2,020 | 1,508 |
2,021 | 390 |
2,022 | 172 |
Thereafter | $ 0 |
Commitments, Contingencies, a82
Commitments, Contingencies, and Concentrations (Geographic Concentrations) (Details) | Dec. 31, 2017 | Dec. 31, 2016 |
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 | 28.00% | 27.00% |
United States | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 7.00% | 17.00% |
Israel | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 37.00% | 16.00% |
Europe | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 15.00% | 19.00% |
United Kingdom | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 5.00% | 12.00% |
Canada | ||
Cash and Cash Equivalents by Region [Line Items] | ||
Percentage of cash and cash equivalents by region | 8.00% | 9.00% |
Segment and Geographic Data (Na
Segment and Geographic Data (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
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, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | [2] | Jul. 02, 2016 | [2] | Apr. 02, 2016 | [2] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | $ 69,439 | [1] | $ 62,805 | [1] | $ 62,319 | [1] | $ 59,787 | [1] | $ 55,814 | [2] | $ 54,490 | $ 57,996 | $ 56,629 | $ 254,350 | $ 224,929 | $ 232,178 | |||
Gross profit | 26,740 | [2] | 24,267 | [2] | 24,759 | [2] | 22,517 | [2] | 21,274 | [2] | 20,265 | 21,495 | 19,775 | 98,283 | 82,809 | 84,229 | |||
Segment operating income (loss) | 6,925 | [2] | 5,319 | [2] | 5,644 | [2] | 3,737 | [2] | 5,394 | [2] | 2,639 | 1,688 | 990 | 21,625 | 10,711 | 3,359 | |||
Acquisition costs | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 80 | [2] | 0 | 352 | 62 | 0 | 494 | 185 | |||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | 4,942 | ||||||||||||||||
Restructuring costs | 752 | [2] | $ 423 | [2] | $ 315 | [2] | $ 554 | [2] | 271 | [2] | $ 709 | $ 1,011 | $ 675 | 2,044 | 2,666 | 4,461 | |||
Depreciation and amortization expense | 10,626 | 11,149 | 11,097 | ||||||||||||||||
Capital expenditures | 10,092 | 10,425 | 9,978 | ||||||||||||||||
Total assets | 306,551 | 270,510 | 306,551 | 270,510 | 263,747 | ||||||||||||||
Foil Technology Products | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Gross profit | 47,755 | 39,368 | 41,640 | ||||||||||||||||
Segment operating income (loss) | 26,426 | 20,391 | 24,285 | ||||||||||||||||
Acquisition costs | 427 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | ||||||||||||||||||
Restructuring costs | 85 | 1,137 | 613 | ||||||||||||||||
Depreciation and amortization expense | 4,946 | 4,894 | 5,098 | ||||||||||||||||
Capital expenditures | 4,519 | 6,516 | 7,585 | ||||||||||||||||
Total assets | 119,175 | 99,411 | 119,175 | 99,411 | 86,709 | ||||||||||||||
Force Sensors | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Gross profit | 18,192 | 15,632 | 12,510 | ||||||||||||||||
Segment operating income (loss) | 9,274 | 7,056 | 3,459 | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | ||||||||||||||||||
Restructuring costs | 849 | 413 | 2,932 | ||||||||||||||||
Depreciation and amortization expense | 2,537 | 2,924 | 3,080 | ||||||||||||||||
Capital expenditures | 4,297 | 2,179 | 1,486 | ||||||||||||||||
Total assets | 77,756 | 64,934 | 77,756 | 64,934 | 65,445 | ||||||||||||||
Weighing and Control Systems | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Gross profit | 32,336 | 27,809 | 30,079 | ||||||||||||||||
Segment operating income (loss) | 14,770 | 10,221 | 11,289 | ||||||||||||||||
Acquisition costs | 67 | 185 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 4,942 | ||||||||||||||||||
Restructuring costs | 602 | 837 | 517 | ||||||||||||||||
Depreciation and amortization expense | 2,133 | 2,323 | 1,956 | ||||||||||||||||
Capital expenditures | 823 | 1,551 | 467 | ||||||||||||||||
Total assets | 97,007 | 90,447 | 97,007 | 90,447 | 99,935 | ||||||||||||||
Operating Segments | Foil Technology Products | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 116,272 | 100,942 | 104,460 | ||||||||||||||||
Operating Segments | Force Sensors | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 65,446 | 60,234 | 61,048 | ||||||||||||||||
Operating Segments | Weighing and Control Systems | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 72,632 | 63,753 | 66,670 | ||||||||||||||||
Corporate/ Other | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | 0 | 0 | 0 | ||||||||||||||||
Gross profit | 0 | 0 | 0 | ||||||||||||||||
Segment operating income (loss) | (28,845) | (26,957) | (35,674) | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | ||||||||||||||||||
Restructuring costs | 508 | 279 | 399 | ||||||||||||||||
Depreciation and amortization expense | 1,010 | 1,008 | 963 | ||||||||||||||||
Capital expenditures | 453 | 179 | 440 | ||||||||||||||||
Total assets | $ 12,613 | $ 15,718 | 12,613 | 15,718 | 11,658 | ||||||||||||||
Intersegment revenues | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | (4,573) | (5,112) | (5,265) | ||||||||||||||||
Intersegment revenues | Foil Technology Products | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | (2,316) | (2,340) | (2,400) | ||||||||||||||||
Intersegment revenues | Force Sensors | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | (1,346) | (1,954) | (2,105) | ||||||||||||||||
Intersegment revenues | Weighing and Control Systems | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net revenues | $ (911) | $ (818) | $ (760) | ||||||||||||||||
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, 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, 2017 | [1] | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||||||||
Unallocated selling, general, and administrative expenses | $ (74,614) | $ (68,938) | $ (71,282) | ||||||||||||||||
Acquisition costs | $ 0 | $ 0 | $ 0 | $ 0 | $ (80) | $ 0 | $ (352) | $ (62) | 0 | (494) | (185) | ||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | 0 | (4,942) | ||||||||||||||||
Restructuring costs | (752) | (423) | (315) | (554) | (271) | (709) | (1,011) | (675) | (2,044) | (2,666) | (4,461) | ||||||||
Operating income | $ 6,925 | $ 5,319 | $ 5,644 | $ 3,737 | $ 5,394 | $ 2,639 | $ 1,688 | $ 990 | 21,625 | 10,711 | 3,359 | ||||||||
Corporate, Non-Segment | |||||||||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||||||||
Unallocated selling, general, and administrative expenses | (26,801) | (23,797) | (26,086) | ||||||||||||||||
Acquisition costs | 0 | 0 | |||||||||||||||||
Impairment of goodwill and indefinite-lived intangibles | 0 | ||||||||||||||||||
Restructuring costs | (508) | (279) | (399) | ||||||||||||||||
Operating income | $ (28,845) | $ (26,957) | $ (35,674) | ||||||||||||||||
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, 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, 2017 | [1] | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | [2] | Oct. 01, 2016 | [2] | Jul. 02, 2016 | [2] | Apr. 02, 2016 | [2] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | $ 69,439 | $ 62,805 | $ 62,319 | $ 59,787 | $ 55,814 | $ 54,490 | $ 57,996 | $ 56,629 | $ 254,350 | $ 224,929 | $ 232,178 | ||||||||
United States | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 105,664 | 95,919 | 92,332 | ||||||||||||||||
United Kingdom | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 26,487 | 26,845 | 30,684 | ||||||||||||||||
Other Europe | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 52,427 | 46,401 | 50,857 | ||||||||||||||||
Israel | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 7,308 | 5,497 | 3,435 | ||||||||||||||||
Asia | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | 45,084 | 34,883 | 34,893 | ||||||||||||||||
Canada | |||||||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||||||||
Net revenues | $ 17,380 | $ 15,384 | $ 19,977 | ||||||||||||||||
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. |
Segment and Geographic Data (Pr
Segment and Geographic Data (Property and Equipment, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 55,674 | $ 55,285 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 11,932 | 12,132 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 4,385 | 4,110 |
Other Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 1,427 | 1,255 |
Israel | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 18,895 | 19,894 |
Asia | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 18,100 | 16,904 |
Canada and Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 935 | $ 990 |
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, 2017 | [1] | Sep. 30, 2017 | [1] | Jul. 01, 2017 | [1] | Apr. 01, 2017 | [1] | Dec. 31, 2016 | [1] | Oct. 01, 2016 | [1] | Jul. 02, 2016 | [1] | Apr. 02, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator for basic earnings per share: | |||||||||||||||||||
Net earnings (loss) attributable to VPG stockholders | $ 4,476 | $ 4,255 | $ 3,619 | $ 1,995 | $ 3,005 | $ 1,051 | $ 1,868 | $ 480 | $ 14,345 | $ 6,404 | $ (13,008) | ||||||||
Adjustment to the numerator for net earnings: | |||||||||||||||||||
Interest savings assuming conversion of dilutive exchangeable notes, net of tax | 24 | 18 | 0 | ||||||||||||||||
Numerator for diluted earnings per share: | |||||||||||||||||||
Net earnings (loss) attributable to VPG stockholders | $ 14,369 | $ 6,422 | $ (13,008) | ||||||||||||||||
Denominator: | |||||||||||||||||||
Weighted average shares | 13,262 | 13,187 | 13,485 | ||||||||||||||||
Effect of dilutive securities: | |||||||||||||||||||
Exchangeable notes (in shares) | 145 | 181 | 0 | ||||||||||||||||
Restricted stock units (in shares) | 64 | 51 | 0 | ||||||||||||||||
Dilutive potential common shares (in shares) | 209 | 232 | 0 | ||||||||||||||||
Denominator for diluted earnings per share: | |||||||||||||||||||
Adjusted weighted average shares | 13,471 | 13,419 | 13,485 | ||||||||||||||||
Basic (loss) earnings per share attributable to VPG stockholders (in dollars per share) | $ 0.34 | [2] | $ 0.32 | [2] | $ 0.27 | [2] | $ 0.15 | [2] | $ 0.23 | [2] | $ 0.08 | [2] | $ 0.14 | [2] | $ 0.04 | [2] | $ 1.08 | $ 0.49 | $ (0.96) |
Diluted (loss) earnings per share attributable to VPG stockholders (in dollars per share) | $ 0.33 | [2] | $ 0.32 | [2] | $ 0.27 | [2] | $ 0.15 | [2] | $ 0.22 | [2] | $ 0.08 | [2] | $ 0.14 | [2] | $ 0.04 | [2] | $ 1.07 | $ 0.48 | $ (0.96) |
[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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, 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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 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 | 0 | 181 |
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 | 0 | 36 |
Additional Financial Statemen90
Additional Financial Statement Information (Other) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Foreign exchange gain (loss) | $ (724) | $ 449 | $ (2,146) |
Interest income | 167 | 179 | 225 |
Other income | 1,337 | ||
Other expenses | (246) | (161) | |
Other nonoperating income (expense) | $ 780 | $ 382 | $ (2,082) |
Additional Financial Statemen91
Additional Financial Statement Information (Other Accrued Expenses) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Customer advance payments | $ 3,229 | $ 2,468 |
Accrued restructuring | 254 | 1,333 |
Goods received, not yet invoiced | 4,060 | 1,618 |
Accrued taxes, other than income taxes | 1,680 | 1,379 |
Accrued commissions | 1,694 | 1,460 |
Accrued professional fees | 1,731 | 2,155 |
Other | 3,304 | 2,872 |
Accrued liabilities, current | $ 15,952 | $ 13,285 |
Additional Financial Statemen92
Additional Financial Statement Information Additional Financial Statement Information (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Dec. 31, 2016 | Dec. 31, 2017 | |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Monthly deposits as percentage of monthly salary | 8.33% | |
Other Liabilities | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Severance liability | $ 6.6 | $ 7.8 |
Tianjin, People's Republic of China [Member] | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Proceeds from lease termination payments | $ (1.5) | |
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, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | $ 4,988 | $ 4,772 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 364 | 537 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 4,624 | 4,235 |
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, 2017 | Dec. 31, 2016 |
Fair Value Disclosures [Abstract] | ||
Long-term debt, fair value | $ 33,400 | $ 36,000 |
Long-term debt | $ 32,355 | $ 36,152 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) $ / shares in Units, $ in Millions | Feb. 26, 2018USD ($)$ / sharesshares | Feb. 16, 2018USD ($)peopleshares | Jul. 26, 2017shares | May 25, 2017shares | Mar. 23, 2017shares | Feb. 09, 2017peopleshares | Dec. 31, 2017shares | Dec. 31, 2016shares | Dec. 31, 2015shares |
Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of people granted awards | people | 3 | ||||||||
Number of RSUs granted (in shares) | 5,176 | 15,495 | 23,921 | 53,913 | 98,000 | 129,000 | 94,000 | ||
Award vesting period | 3 years | 3 years | |||||||
Restricted Stock Units (RSUs) | Vesting on January 1, 2020 | |||||||||
Subsequent Event [Line Items] | |||||||||
Award vesting rights (percentage) | 25.00% | 25.00% | |||||||
Subsequent Event | Unsecured Debt | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal amount of notes exchanged for common stock | $ | $ 2.8 | ||||||||
Conversion of exchangeable notes to common stock (in shares) | 123,808 | ||||||||
Exchangeable notes conversion price amount (in dollars per share) | $ / shares | $ 22.57 | ||||||||
Subsequent Event | Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Restricted stock units grant date fair value | $ | $ 1.3 | ||||||||
Number of RSUs granted (in shares) | 52,166 | ||||||||
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] | |||||||||
Award vesting period | 3 years | ||||||||
Subsequent Event | Executive Officer | Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of people granted awards | people | 3 | ||||||||
Subsequent Event | Executive Officer | Performance Based Units | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage of performance based units on total units approved | 75.00% |
Summary of Quarterly Financia96
Summary of Quarterly Financial information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||||||||||
Statement of Operations data: | ||||||||||||||||||||
Net revenues | $ 69,439 | [1] | $ 62,805 | [1] | $ 62,319 | [1] | $ 59,787 | [1] | $ 55,814 | [2] | $ 54,490 | [2] | $ 57,996 | [2] | $ 56,629 | [2] | $ 254,350 | $ 224,929 | $ 232,178 | |
Gross profit | 26,740 | [2] | 24,267 | [2] | 24,759 | [2] | 22,517 | [2] | 21,274 | [2] | 20,265 | [2] | 21,495 | [2] | 19,775 | [2] | 98,283 | 82,809 | 84,229 | |
Operating income | 6,925 | [2] | 5,319 | [2] | 5,644 | [2] | 3,737 | [2] | 5,394 | [2] | 2,639 | [2] | 1,688 | [2] | 990 | [2] | 21,625 | 10,711 | 3,359 | |
Net earnings | 4,450 | [2] | 4,325 | [2] | 3,616 | [2] | 2,003 | [2] | 2,980 | [2] | 1,083 | [2] | 1,849 | [2] | 496 | [2] | 14,394 | 6,408 | (12,994) | |
Less: net earnings attributable to noncontrolling interests | (26) | [2] | 70 | [2] | (3) | [2] | 8 | [2] | (25) | [2] | 32 | [2] | (19) | [2] | 16 | [2] | 49 | 4 | 14 | |
Net earnings attributable to VPG stockholders | $ 4,476 | [2] | $ 4,255 | [2] | $ 3,619 | [2] | $ 1,995 | [2] | $ 3,005 | [2] | $ 1,051 | [2] | $ 1,868 | [2] | $ 480 | [2] | $ 14,345 | $ 6,404 | $ (13,008) | |
Per Share Data: | ||||||||||||||||||||
Basic earnings per share (in dollars per share) | $ 0.34 | [2],[3] | $ 0.32 | [2],[3] | $ 0.27 | [2],[3] | $ 0.15 | [2],[3] | $ 0.23 | [2],[3] | $ 0.08 | [2],[3] | $ 0.14 | [2],[3] | $ 0.04 | [2],[3] | $ 1.08 | $ 0.49 | $ (0.96) | |
Diluted earnings per share (in dollars per share) | $ 0.33 | [2],[3] | $ 0.32 | [2],[3] | $ 0.27 | [2],[3] | $ 0.15 | [2],[3] | $ 0.22 | [2],[3] | $ 0.08 | [2],[3] | $ 0.14 | [2],[3] | $ 0.04 | [2],[3] | $ 1.07 | $ 0.48 | $ (0.96) | |
Certain Items Recorded during the Quarters: | ||||||||||||||||||||
Acquisition purchase accounting adjustments | $ 49 | [1] | $ 42 | [2] | $ 0 | [2] | $ 0 | [2] | $ 49 | [2] | $ 46 | [2] | $ 195 | [2] | $ 296 | [2] | ||||
Acquisition costs | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | 80 | [2] | 0 | [2] | 352 | [2] | 62 | [2] | $ 0 | $ 494 | $ 185 | |
Strategic alternative evaluation costs | [1] | 0 | 0 | 0 | 0 | 265 | 1,079 | 0 | 0 | |||||||||||
Gain on sale of building | 0 | [2] | 0 | [2] | 0 | [2] | 0 | [2] | (837) | [1] | 0 | [1] | 0 | [1] | 0 | [1] | (195) | (823) | 15 | |
Net proceeds from lease termination | 0 | [2] | (1,544) | [2] | 0 | [2] | 0 | [2] | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ||||
Tax rebate | [2] | 189 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Restructuring costs | 752 | [2] | 423 | [2] | 315 | [2] | 554 | [2] | 271 | [2] | 709 | [2] | 1,011 | [2] | 675 | [2] | $ 2,044 | $ 2,666 | $ 4,461 | |
Tax effect of reconciling items and discrete tax items | $ (165) | [1] | $ 394 | $ (13) | [1] | $ (42) | [1] | $ 597 | [2] | $ (27) | [2] | $ (1,468) | [2] | $ 179 | [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 2017 ended on April 1, July 1, September 30, and December 31, respectively. The first, second, third, and fourth quarters of 2016 ended on April 2, July 2, October 1, and December 31, respectively. | |||||||||||||||||||
[3] | Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding. |