Cover
Cover - shares | 3 Months Ended | |
Apr. 02, 2022 | May 10, 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 2, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-34679 | |
Entity Registrant Name | VISHAY PRECISION GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0986328 | |
Entity Address, Address Line One | 3 Great Valley Parkway, Suite 150 | |
Entity Address, City or Town | Malvern | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19355 | |
City Area Code | 484 | |
Local Phone Number | 321-5300 | |
Title of 12(b) Security | Common stock, $0.10 par value | |
Trading Symbol | VPG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001487952 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Stock | ||
Entity Common Stock, Shares Outstanding | 12,621,057 | |
Class B Convertible Common Stock | ||
Entity Common Stock, Shares Outstanding | 1,022,887 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Apr. 02, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 78,181 | $ 84,335 |
Accounts receivable, net | 59,056 | 58,265 |
Inventories: | ||
Raw materials | 26,779 | 25,464 |
Work in process | 27,723 | 23,851 |
Finished goods | 24,898 | 27,112 |
Inventories, net | 79,400 | 76,427 |
Prepaid expenses and other current assets | 18,219 | 15,916 |
Total current assets | 234,856 | 234,943 |
Property and equipment: | ||
Land | 4,206 | 4,241 |
Buildings and improvements | 68,617 | 68,778 |
Machinery and equipment | 123,966 | 122,202 |
Software | 9,384 | 8,871 |
Construction in progress | 5,866 | 7,747 |
Accumulated depreciation | (132,141) | (130,619) |
Property and equipment, net | 79,898 | 81,220 |
Goodwill | 45,970 | 45,830 |
Intangible assets, net | 51,623 | 52,437 |
Operating lease right of use asset | 26,884 | 27,764 |
Other assets | 18,588 | 19,695 |
Total assets | 457,819 | 461,889 |
Current liabilities: | ||
Trade accounts payable | 12,203 | 14,876 |
Payroll and related expenses | 19,788 | 23,772 |
Other accrued expenses | 20,870 | 17,596 |
Income taxes | 1,209 | 3,774 |
Current portion of operating lease liabilities | 4,553 | 4,610 |
Total current liabilities | 58,623 | 64,628 |
Long-term debt, less current portion | 60,736 | 60,714 |
Deferred income taxes | 5,761 | 5,848 |
Operating lease liabilities | 23,959 | 25,140 |
Other liabilities | 15,279 | 16,264 |
Accrued pension and other postretirement costs | 11,618 | 12,253 |
Total liabilities | 175,976 | 184,847 |
Commitments and contingencies | ||
Equity: | ||
Treasury stock | (8,765) | (8,765) |
Capital in excess of par value | 199,223 | 199,151 |
Retained earnings | 126,652 | 120,296 |
Accumulated other comprehensive loss | (36,719) | (35,008) |
Total Vishay Precision Group, Inc. stockholders' equity | 281,818 | 277,099 |
Noncontrolling interests | 25 | (57) |
Total equity | 281,843 | 277,042 |
Total liabilities and equity | 457,819 | 461,889 |
Common Stock | ||
Equity: | ||
Common stock | 1,324 | 1,322 |
Class B Convertible Common Stock | ||
Equity: | ||
Common stock | $ 103 | $ 103 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Income Statement [Abstract] | ||
Net revenues | $ 87,665 | $ 70,589 |
Costs of products sold | 52,415 | 41,967 |
Gross profit | 35,250 | 28,622 |
Selling, general, and administrative expenses | 26,674 | 22,183 |
Restructuring costs | 261 | 0 |
Operating income | 8,315 | 6,439 |
Other income (expense): | ||
Interest expense | (329) | (305) |
Other | 439 | 573 |
Other income | 110 | 268 |
Income before taxes | 8,425 | 6,707 |
Income tax expense | 1,741 | 1,764 |
Net earnings | 6,684 | 4,943 |
Less: net loss (earnings) attributable to noncontrolling interests | 328 | (18) |
Net earnings attributable to VPG stockholders | $ 6,356 | $ 4,961 |
Basic earnings per share attributable to VPG stockholders (dollars per share) | $ 0.47 | $ 0.36 |
Diluted earnings per share attributable to VPG stockholders (dollars per share) | $ 0.46 | $ 0.36 |
Weighted average shares outstanding - basic (in shares) | 13,637 | 13,593 |
Weighted average shares outstanding - diluted (in shares) | 13,675 | 13,629 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 6,684 | $ 4,943 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustment | (1,792) | (1,800) |
Pension and other postretirement actuarial items | 81 | 209 |
Other comprehensive loss | (1,711) | (1,591) |
Comprehensive income | 4,973 | 3,352 |
Less: comprehensive income (loss) attributable to noncontrolling interests | 328 | (18) |
Comprehensive income attributable to VPG stockholders | $ 4,645 | $ 3,370 |
Consolidated Condensed Statem_3
Consolidated Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Operating activities | ||
Net earnings | $ 6,684 | $ 4,943 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 3,823 | 3,522 |
Loss (gain) on sale of property and equipment | 7 | (1) |
Reclassification of foreign currency translation adjustment related to disposal of subsidiary | 191 | 0 |
Share-based compensation expense | 497 | 366 |
Inventory write-offs for obsolescence | 396 | 613 |
Deferred income taxes | 25 | (116) |
Other | (1,229) | (1,659) |
Net changes in operating assets and liabilities: | ||
Accounts receivable, net | (1,546) | 753 |
Inventories, net | (3,755) | (3,089) |
Prepaid expenses and other current assets | (2,367) | 366 |
Trade accounts payable | (358) | 526 |
Other current liabilities | (2,641) | (601) |
Net cash (used in) provided by operating activities | (273) | 5,623 |
Investing activities | ||
Capital expenditures | (4,303) | (5,746) |
Proceeds from sale of property and equipment | 10 | 3 |
Net cash used in investing activities | (4,293) | (5,743) |
Financing activities | ||
Principal payments on long-term debt | 0 | (18) |
Distributions to noncontrolling interests | (246) | (111) |
Payments of employee taxes on certain share-based arrangements | (435) | (846) |
Net cash used in financing activities | (681) | (975) |
Effect of exchange rate changes on cash and cash equivalents | (907) | (1,189) |
Decrease in cash and cash equivalents | (6,154) | (2,284) |
Cash and cash equivalents at beginning of period | 84,335 | 98,438 |
Cash and cash equivalents at end of period | 78,181 | 96,154 |
Supplemental disclosure of investing transactions: | ||
Capital expenditures purchased | (2,085) | (4,150) |
Capital expenditures accrued but not yet paid | $ 850 | $ 965 |
Consolidated Condensed Statem_4
Consolidated Condensed Statements of Equity - USD ($) $ in Thousands | Total | Total VPG, Inc. Stockholders' Equity | Common Stock | Class B Convertible Common Stock | Treasury Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests |
Balance, beginning at Dec. 31, 2020 | $ 257,857 | $ 257,823 | $ 1,317 | $ 103 | $ (8,765) | $ 197,764 | $ 100,075 | $ (32,671) | $ 34 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings | 4,943 | 4,961 | 4,961 | (18) | |||||
Other comprehensive income (loss) | (1,591) | (1,591) | (1,591) | ||||||
Share-based compensation expense | 366 | 366 | 366 | ||||||
Restricted stock issuances | (845) | (845) | 3 | (848) | |||||
Distributions to noncontrolling interests | (111) | (111) | |||||||
Balance, ending at Apr. 03, 2021 | 260,619 | 260,714 | 1,320 | 103 | (8,765) | 197,282 | 105,036 | (34,262) | (95) |
Balance, beginning at Dec. 31, 2021 | 277,042 | 277,099 | 1,322 | 103 | (8,765) | 199,151 | 120,296 | (35,008) | (57) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net earnings | 6,684 | 6,356 | 6,356 | 328 | |||||
Other comprehensive income (loss) | (1,711) | (1,711) | (1,711) | ||||||
Share-based compensation expense | 497 | 497 | 497 | ||||||
Restricted stock issuances | (423) | (423) | 2 | (425) | |||||
Distributions to noncontrolling interests | (246) | (246) | |||||||
Balance, ending at Apr. 02, 2022 | $ 281,843 | $ 281,818 | $ 1,324 | $ 103 | $ (8,765) | $ 199,223 | $ 126,652 | $ (36,719) | $ 25 |
Consolidated Condensed Statem_5
Consolidated Condensed Statements of Equity (Parenthetical) - shares | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Common Stock | ||
Restricted stock issuance (shares) | 17,837 | 34,572 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Apr. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Background Vishay Precision Group, Inc. (“VPG” or the “Company”) is a global, diversified company focused on precision measurement sensing technologies, including specialized sensors, weighing solutions, and measurement systems. Many of our precision measurement sensing products and solutions are “designed-in” by our customers, and address growing applications across a diverse array of industries and markets. Our products are marketed under a variety of brand names that we believe are characterized as having a very high level of precision and quality, and we employ an operationally diversified structure to manage our businesses. Interim Financial Statements These unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial statements and therefore do not include all information and footnotes necessary for the presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of December 31, 2021 and 2020 and for each of the three years in the period ended December 31, 2021, included in VPG’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on March 4, 2022. The results of operations for the fiscal quarter ended April 2, 2022 are not necessarily indicative of the results to be expected for the full year. VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2022 and 2021 end on the following dates: 2022 2021 Quarter 1 April 2, April 3, Quarter 2 July 2, July 3, Quarter 3 October 1, October 2, Quarter 4 December 31, December 31, |
Revenues
Revenues | 3 Months Ended |
Apr. 02, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Revenue Recognition The following table disaggregates net revenue by geographic region from contracts with customers based on net revenues generated by subsidiaries within that geographic location (in thousands) : Fiscal quarter ended Fiscal quarter ended Sensors Weighing Solutions Measurement Systems Total Sensors Weighing Solutions Measurement Systems Total United States $ 13,006 $ 14,078 $ 10,465 $ 37,549 $ 9,706 $ 12,580 $ 3,631 $ 25,917 United Kingdom 877 4,334 298 5,509 860 4,580 38 5,478 Other Europe 7,792 10,531 1,882 20,205 7,181 9,933 188 17,302 Israel 7,331 190 — 7,521 6,441 130 — 6,571 Asia 8,744 3,635 1,010 13,389 7,627 3,736 855 12,218 Canada — — 3,492 3,492 — 9 3,094 3,103 Total $ 37,750 $ 32,768 $ 17,147 $ 87,665 $ 31,815 $ 30,968 $ 7,806 $ 70,589 The following table disaggregates net revenue from contracts with customers by market sector (in thousands) . Fiscal quarter ended April 2, 2022 April 3, 2021 Test & Measurement $ 17,973 $ 14,416 Avionics, Military & Space 8,162 6,030 Transportation 13,954 9,554 Other Markets 21,150 17,545 Industrial Weighing 13,209 12,005 General Industrial 5,866 4,082 Steel 7,351 6,957 Total $ 87,665 $ 70,589 Contract Assets & Liabilities Contract assets are established when revenues are recognized prior to a contractual payment due from the customer. When a payment becomes due based on the contract terms, the Company will reduce the contract asset and record a receivable. Contract liabilities are deferred revenues that are recorded when cash payments are received or due in advance of our performance obligations. Our payment terms vary by the type and location of the products offered. The term between invoicing and when payment is due is not significant. The outstanding contract assets and liability accounts were as follows (in thousands) : Contract Asset Contract Liability Unbilled Revenue Accrued Customer Advances Balance at December 31, 2021 $ 3,570 $ 4,765 Balance at April 2, 2022 3,415 7,836 (Decrease)/increase $ (155) $ 3,071 The amount of revenue recognized during the three fiscal months ended April 2, 2022 that was included in the contract liability balance at December 31, 2021 was |
Acquisition
Acquisition | 3 Months Ended |
Apr. 02, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | Acquisition Diversified Technical Systems, Inc. On June 1, 2021, VPG completed the acquisition of California-based Diversified Technical Systems, Inc. (“DTS”), a manufacturer of data acquisition systems and sensors for product safety and testing, for a purchase price of $47.2 million. The Company used cash on hand and borrowings under its revolving credit facility to fund the purchase price under the purchase agreement. DTS reports into the Company's Measurement Systems segment. The following table summarizes the provisional fair values assigned to the assets and liabilities of DTS as of June 1, 2021 (in thousands): June 1, 2021 Working capital $ 12,587 Property and equipment 1,209 Deferred income tax liability (6,178) Intangible assets: Acquired technology 13,167 Customer relationships 8,135 Trade names 2,393 Total intangible assets 23,695 Fair value of acquired identifiable assets 31,313 Purchase price $ 47,216 Goodwill $ 15,903 The Company utilizes certain valuations and studies to determine the fair value of the tangible and intangible assets acquired. These valuations and studies are currently being analyzed and have yet to be finalized. Accordingly, the assets and liabilities assumed are subject to adjustment once the detailed analysis is completed. The provisional estimated weighted average useful lives for the acquired technology and customer relationships are 15 years. Trade names are treated as indefinite-lived intangible assets. None of the goodwill associated with DTS will be deductible for income tax purposes. The Company recorded acquisition costs associated with this transaction of $1.2 million in the second quarter of 2021, which included legal fees, appraisal fees, investments banker fees and insurance costs. Included in the results of the operations of the Company, are net revenues of $7.7 million from DTS for the fiscal quarter ended April 2, 2022 and net earnings of $0.1 million fiscal quarter ended April 2, 2022. DTS results include amortization of the inventory step-up of $0.4 million for the fiscal quarter ended April 2, 2022, and amortization of intangible assets of $0.4 million for the fiscal quarter ended April 2, 2022. Following is the supplemental consolidated financial results for the Company on an unaudited pro forma basis, as if the DTS acquisition had been consummated on January 1, 2021: Fiscal quarter ended April 3, 2021 Pro forma net revenues $ 78,921 Pro forma net earnings attributable to VPG stockholders $ 5,333 Pro forma basic earnings per share attributable to VPG stockholders $ 0.39 Pro forma diluted earnings per share attributable to VPG stockholders $ 0.39 |
Goodwill
Goodwill | 3 Months Ended |
Apr. 02, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The Company tests the goodwill in each of its goodwill reporting units for impairment at least annually, as of the first day of its fourth quarter, and whenever events or changes in circumstances occur indicating that a possible impairment may have been incurred. The change in the carrying amount of goodwill by segment is as follows (in thousands): Total Measurement Systems KELK Acquisition DSI Acquisition DTS Acquisition Stress-Tek Acquisition Balance at December 31, 2021 $ 45,830 $ 6,706 $ 16,910 $ 15,903 $ 6,311 Foreign currency translation adjustment 140 147 (7) — Balance at April 2, 2022 $ 45,970 $ 6,853 $ 16,903 $ 15,903 $ 6,311 |
Leases
Leases | 3 Months Ended |
Apr. 02, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company primarily leases office and manufacturing facilities in addition to vehicles, which have remaining terms of less than one year to fourteen years. The Company has no finance leases. Leases recorded on the balance sheet consist of the following (in thousands) : Leases April 2, 2022 December 31, 2021 Assets Operating lease right of use asset $ 26,884 $ 27,764 Liabilities Operating lease - current $ 4,553 $ 4,610 Operating lease - non-current $ 23,959 $ 25,140 Other information related to lease term and discount rate is as follows: April 2, 2022 Operating leases weighted average remaining lease term (in years) 8.33 years Operating leases weighted average discount rate 3.1 % The components of lease expense are as follows (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Operating lease cost $ 1,310 $ 1,181 Short-term lease cost 26 33 Sublease income (112) — Total net lease cost $ 1,224 $ 1,214 Right of use assets obtained in exchange for new operating lease liability during 2021 were $0.2 million. The Company paid $1.3 million and $1.2 million for its operating leases for each of the three fiscal months ended April 2, 2022 and April 3, 2021, which are included in operating cash flows on the consolidated condensed statements of cash flows. Undiscounted maturities of operating lease payments as of April 2, 2022 are summarized as follows (in thousands) : 2022 (excluding the three months ended April) $ 3,842 2023 4,670 2024 3,992 2025 3,419 2026 3,087 Thereafter 13,302 Total future minimum lease payments $ 32,312 Less: amount representing interest (3,800) Present value of future minimum lease payments $ 28,512 |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 02, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate for the fiscal quarter ended April 2, 2022 was 20.7% compared to 26.3% for the fiscal quarter ended April 3, 2021. The tax rate for the fiscal quarter ended April 2, 2022 is lower than the prior year period primarily due to the reduction of the valuation allowance on certain tax credits. On December 28, 2021, the United States Treasury Department and the Internal Revenue Service issued final regulations relating to the foreign tax credit and clarifying the rules relating to foreign derived intangible income. These new regulations apply to tax years beginning on or after December 28, 2021. The Company is still in the process of analyzing the potential tax impact that these regulations could have on the Company’s tax position. 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. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Apr. 02, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following (in thousands) : April 2, 2022 December 31, 2021 2020 Credit Agreement - Revolving Facility $ 61,000 $ 61,000 Deferred financing costs (264) (286) Total long-term debt 60,736 60,714 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Apr. 02, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands) : Foreign Currency Translation Adjustment Pension Total Balance at January 1, 2022 $ (30,276) $ (4,732) $ (35,008) Other comprehensive loss before reclassifications (1,983) — (1,983) Amounts reclassified from accumulated other comprehensive income 191 81 272 Balance at April 2, 2022 $ (32,068) $ (4,651) $ (36,719) Foreign Currency Translation Adjustment Pension Total Balance at January 1, 2021 $ (25,591) $ (7,080) $ (32,671) Other comprehensive loss before reclassifications (1,800) — (1,800) Amounts reclassified from accumulated other comprehensive income — 209 209 Balance at April 3, 2021 $ (27,391) $ (6,871) $ (34,262) |
Pensions and Other Postretireme
Pensions and Other Postretirement Benefits | 3 Months Ended |
Apr. 02, 2022 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits | Pension and Other Postretirement Benefits Employees of VPG participate in various defined benefit pension and other postretirement benefit ("OPEB") plans. The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands) : Fiscal quarter ended Fiscal quarter ended Pension OPEB Pension OPEB Net service cost $ 84 $ 7 $ 97 $ 9 Interest cost 123 17 103 17 Expected return on plan assets (123) (97) — Amortization of actuarial losses 74 1 102 5 Net periodic benefit cost $ 158 $ 25 $ 205 $ 31 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Apr. 02, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Amended and Restated Vishay Precision Group, Inc. 2010 Stock Incentive Program (as amended and restated, the “Plan”) permits the issuance of up to 1,000,000 shares of common stock. At April 2, 2022, the Company had reserved 308,645 shares of common stock for future grants of equity awards (restricted stock, unrestricted stock, restricted stock units ("RSUs"), or stock options) pursuant to the Plan. If any outstanding awards are forfeited by the holder or canceled by the Company, the underlying shares would be available for re-grant to others. On March 3, 2022 and in accordance with their respective employment agreements, VPG’s three executive officers were granted annual equity awards in the form of RSUs, of which 50% are performance-based. The awards have an aggregate target grant-date fair value of $1.5 million and were comprised of 47,831 RSUs. Fifty percent of these awards will vest on January 1, 2025, subject to the executives’ continued employment. The performance-based portion of the RSUs will also vest on January 1, 2025, subject to the executives' continued employment and the satisfaction of certain performance objectives relating to three-year cumulative “adjusted free cash flow” and "net earnings goals", each weighted equally. On March 9, 2022, certain non-executive VPG employees were granted annual equity awards in the form of RSUs. Certain employees received awards, of which 75% are performance-based and certain employees received awards of which 50% are performance-based. The awards have an aggregate grant-date fair value of $0.5 million and were comprised of 16,324 RSUs. The non-performance portion of these awards (twenty-five percent for certain employees and fifty percent for certain employees) will vest on January 1, 2025 subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2025, subject to the employees' continued employment and the satisfaction of certain performance objectives relating to three-year cumulative earnings and cash flow goals, each weighted equally. On January 1, 2022 and in accordance with the Company's 2017 Non-Employee Director Compensation Plan (the "Director Plan"), the Board of Directors approved the issuance of an aggregate of 595 RSUs to the newly-appointed independent member of the Board of Directors. This award represented a pro-rated portion of the annual equity grant made to non-executive directors pursuant to the Director Plan. The aggregate grant-date fair value of this award is immaterial, and the award will vest on the earlier of the 2022 Annual Stockholders Meeting or May 27, 2022, subject to the director's continued service on the Board of Directors. Vesting of equity awards is subject to acceleration under certain circumstances. 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. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. The following table summarizes share-based compensation expense recognized (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Restricted stock units $ 497 $ 366 |
Segment Information
Segment Information | 3 Months Ended |
Apr. 02, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information VPG reports in three product segments: the Sensors segment, the Weighing Solutions segment, and the Measurement Systems segment. The Sensors reporting segment is comprised of the foil resistor and strain gage operating segments. The Weighing Solutions segment is comprised of specialized modules and systems used to precisely measure weight, force torque, and pressure. The Measurement Systems reporting segment is comprised of highly specialized systems for steel production, materials development, and safety testing. The chief operating decision maker ("CODM") is our chief executive officer. The CODM evaluates each operating segment's performance. The evaluation of the segment's performance is 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, impairment of goodwill and indefinite-lived intangible assets, acquisition costs, and other items is meaningful because they relate to occurrences or events that are outside of our core operations, and management believes that the use of these measures provides a consistent basis to evaluate our operating profitability and performance trends across comparable periods. The following table sets forth reporting segment information. The reporting segment information reported for the fiscal quarter ended April 3, 2021 has been recast to reflect the new reporting segments adopted by the Company in the fourth quarter of 2021, as described in the consolidated financial statements as of December 31, 2021, included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 4, 2022 (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Net revenues: Sensors $ 37,750 $ 31,815 Weighing Solutions 32,768 30,968 Measurement Systems 17,147 7,806 Total $ 87,665 $ 70,589 Gross profit: Sensors $ 14,286 $ 12,833 Weighing Solutions 12,079 11,774 Measurement Systems 8,885 4,015 Total $ 35,250 $ 28,622 Reconciliation of segment operating income to consolidated results: Sensors $ 8,958 $ 7,669 Weighing Solutions 6,214 5,817 Measurement Systems 2,211 674 Unallocated G&A expenses (8,807) (7,721) Restructuring costs (261) — Operating income $ 8,315 $ 6,439 Restructuring costs: Sensors $ (203) $ — Measurement Systems (58) — $ (261) $ — Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The table below summarizes intersegment sales (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Sensors to Weighing Solutions $ 389 $ 954 Sensors to Measurement Systems 61 8 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Apr. 02, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share) : Fiscal quarter ended April 2, 2022 April 3, 2021 Numerator: Numerator for basic earnings per share: Net earnings attributable to VPG stockholders $ 6,356 $ 4,961 Denominator: Denominator for basic earnings per share: Weighted average shares 13,637 13,593 Effect of dilutive securities: Restricted stock units 38 36 Dilutive potential common shares 38 36 Denominator for diluted earnings per share: Adjusted weighted average shares 13,675 13,629 Basic earnings per share attributable to VPG stockholders $ 0.47 $ 0.36 Diluted earnings per share attributable to VPG stockholders $ 0.46 $ 0.36 |
Additional Financial Statement
Additional Financial Statement Information | 3 Months Ended |
Apr. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Additional Financial Statement Information | Additional Financial Statement Information Other Income (Expense) Other The caption “Other” on the consolidated condensed statements of operations consists of the following (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Foreign exchange gain $ 554 $ 735 Interest income 64 45 Pension expense (76) (137) Other (103) (70) $ 439 $ 573 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Apr. 02, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements ASC Topic 820, Fair Value Measurement, 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 table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands) : Fair value measurements at reporting date using: Total Level 1 Level 2 Level 3 April 2, 2022 Assets Assets held in rabbi trusts $ 5,980 $ 124 $ 5,856 $ — December 31, 2021 Assets Assets held in rabbi trusts $ 6,158 $ 49 $ 6,109 $ — The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale money market funds at April 2, 2022 and December 31, 2021, and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the cash equivalents held in the rabbi trust are 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, excluding capitalized deferred financing costs, at April 2, 2022 and December 31, 2021 approximates its carrying value as the revolving debt is reset on a monthly basis based on current market rates, plus a base rate as specified in the debt agreement. The fair value of long-term debt is considered a Level 2 measurement within the fair value hierarchy. 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 condensed balance sheets approximate their fair values. |
Restructuring Costs
Restructuring Costs | 3 Months Ended |
Apr. 02, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | Restructuring CostsRestructuring 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. The Company recorded $0.3 million and $0.0 million of restructuring costs during the fiscal quarter ended April 2, 2022 and April 3, 2021, respectively. Restructuring costs were comprised primarily of employee terminations costs, including severance and statutory retirement allowances, in connection with the closure of one of the Company's facilities. The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of April 2, 2022 and December 31, 2021, respectively, is included in Other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands) : Balance at December 31, 2021 $ — Restructuring charges in 2022 261 Cash payments (78) Balance at April 2, 2022 $ 183 |
Basis of Presentation - (Polici
Basis of Presentation - (Policies) | 3 Months Ended |
Apr. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Period | VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2022 and 2021 end on the following dates: 2022 2021 Quarter 1 April 2, April 3, Quarter 2 July 2, July 3, Quarter 3 October 1, October 2, Quarter 4 December 31, December 31, |
Basis of Presentation - (Tables
Basis of Presentation - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Fiscal Quarters | VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2022 and 2021 end on the following dates: 2022 2021 Quarter 1 April 2, April 3, Quarter 2 July 2, July 3, Quarter 3 October 1, October 2, Quarter 4 December 31, December 31, |
Revenues - (Tables)
Revenues - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table disaggregates net revenue by geographic region from contracts with customers based on net revenues generated by subsidiaries within that geographic location (in thousands) : Fiscal quarter ended Fiscal quarter ended Sensors Weighing Solutions Measurement Systems Total Sensors Weighing Solutions Measurement Systems Total United States $ 13,006 $ 14,078 $ 10,465 $ 37,549 $ 9,706 $ 12,580 $ 3,631 $ 25,917 United Kingdom 877 4,334 298 5,509 860 4,580 38 5,478 Other Europe 7,792 10,531 1,882 20,205 7,181 9,933 188 17,302 Israel 7,331 190 — 7,521 6,441 130 — 6,571 Asia 8,744 3,635 1,010 13,389 7,627 3,736 855 12,218 Canada — — 3,492 3,492 — 9 3,094 3,103 Total $ 37,750 $ 32,768 $ 17,147 $ 87,665 $ 31,815 $ 30,968 $ 7,806 $ 70,589 The following table disaggregates net revenue from contracts with customers by market sector (in thousands) . Fiscal quarter ended April 2, 2022 April 3, 2021 Test & Measurement $ 17,973 $ 14,416 Avionics, Military & Space 8,162 6,030 Transportation 13,954 9,554 Other Markets 21,150 17,545 Industrial Weighing 13,209 12,005 General Industrial 5,866 4,082 Steel 7,351 6,957 Total $ 87,665 $ 70,589 |
Contract with Customer, Asset and Liability | The outstanding contract assets and liability accounts were as follows (in thousands) : Contract Asset Contract Liability Unbilled Revenue Accrued Customer Advances Balance at December 31, 2021 $ 3,570 $ 4,765 Balance at April 2, 2022 3,415 7,836 (Decrease)/increase $ (155) $ 3,071 |
Acquisition - (Tables)
Acquisition - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the provisional fair values assigned to the assets and liabilities of DTS as of June 1, 2021 (in thousands): June 1, 2021 Working capital $ 12,587 Property and equipment 1,209 Deferred income tax liability (6,178) Intangible assets: Acquired technology 13,167 Customer relationships 8,135 Trade names 2,393 Total intangible assets 23,695 Fair value of acquired identifiable assets 31,313 Purchase price $ 47,216 Goodwill $ 15,903 |
Business Acquisition, Pro Forma Information | Following is the supplemental consolidated financial results for the Company on an unaudited pro forma basis, as if the DTS acquisition had been consummated on January 1, 2021: Fiscal quarter ended April 3, 2021 Pro forma net revenues $ 78,921 Pro forma net earnings attributable to VPG stockholders $ 5,333 Pro forma basic earnings per share attributable to VPG stockholders $ 0.39 Pro forma diluted earnings per share attributable to VPG stockholders $ 0.39 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
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 Measurement Systems KELK Acquisition DSI Acquisition DTS Acquisition Stress-Tek Acquisition Balance at December 31, 2021 $ 45,830 $ 6,706 $ 16,910 $ 15,903 $ 6,311 Foreign currency translation adjustment 140 147 (7) — Balance at April 2, 2022 $ 45,970 $ 6,853 $ 16,903 $ 15,903 $ 6,311 |
Leases - (Tables)
Leases - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Leases [Abstract] | |
Leases Recorded on the Balance Sheet | Leases recorded on the balance sheet consist of the following (in thousands) : Leases April 2, 2022 December 31, 2021 Assets Operating lease right of use asset $ 26,884 $ 27,764 Liabilities Operating lease - current $ 4,553 $ 4,610 Operating lease - non-current $ 23,959 $ 25,140 |
Other Information Related to Lease Term and Discount Rate | Other information related to lease term and discount rate is as follows: April 2, 2022 Operating leases weighted average remaining lease term (in years) 8.33 years Operating leases weighted average discount rate 3.1 % |
Components of Lease Expense | The components of lease expense are as follows (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Operating lease cost $ 1,310 $ 1,181 Short-term lease cost 26 33 Sublease income (112) — Total net lease cost $ 1,224 $ 1,214 |
Maturities of Operating Lease Liabilities | Undiscounted maturities of operating lease payments as of April 2, 2022 are summarized as follows (in thousands) : 2022 (excluding the three months ended April) $ 3,842 2023 4,670 2024 3,992 2025 3,419 2026 3,087 Thereafter 13,302 Total future minimum lease payments $ 32,312 Less: amount representing interest (3,800) Present value of future minimum lease payments $ 28,512 |
Long-Term Debt - (Tables)
Long-Term Debt - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following (in thousands) : April 2, 2022 December 31, 2021 2020 Credit Agreement - Revolving Facility $ 61,000 $ 61,000 Deferred financing costs (264) (286) Total long-term debt 60,736 60,714 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands) : Foreign Currency Translation Adjustment Pension Total Balance at January 1, 2022 $ (30,276) $ (4,732) $ (35,008) Other comprehensive loss before reclassifications (1,983) — (1,983) Amounts reclassified from accumulated other comprehensive income 191 81 272 Balance at April 2, 2022 $ (32,068) $ (4,651) $ (36,719) Foreign Currency Translation Adjustment Pension Total Balance at January 1, 2021 $ (25,591) $ (7,080) $ (32,671) Other comprehensive loss before reclassifications (1,800) — (1,800) Amounts reclassified from accumulated other comprehensive income — 209 209 Balance at April 3, 2021 $ (27,391) $ (6,871) $ (34,262) |
Pensions and Other Postretire_2
Pensions and Other Postretirement Benefits - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Net Pension and Other Retirement Plan Costs | The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands) : Fiscal quarter ended Fiscal quarter ended Pension OPEB Pension OPEB Net service cost $ 84 $ 7 $ 97 $ 9 Interest cost 123 17 103 17 Expected return on plan assets (123) (97) — Amortization of actuarial losses 74 1 102 5 Net periodic benefit cost $ 158 $ 25 $ 205 $ 31 |
Share-Based Compensation - (Tab
Share-Based Compensation - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | The following table summarizes share-based compensation expense recognized (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Restricted stock units $ 497 $ 366 |
Segment Information - (Tables)
Segment Information - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting | The following table sets forth reporting segment information. The reporting segment information reported for the fiscal quarter ended April 3, 2021 has been recast to reflect the new reporting segments adopted by the Company in the fourth quarter of 2021, as described in the consolidated financial statements as of December 31, 2021, included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 4, 2022 (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Net revenues: Sensors $ 37,750 $ 31,815 Weighing Solutions 32,768 30,968 Measurement Systems 17,147 7,806 Total $ 87,665 $ 70,589 Gross profit: Sensors $ 14,286 $ 12,833 Weighing Solutions 12,079 11,774 Measurement Systems 8,885 4,015 Total $ 35,250 $ 28,622 Reconciliation of segment operating income to consolidated results: Sensors $ 8,958 $ 7,669 Weighing Solutions 6,214 5,817 Measurement Systems 2,211 674 Unallocated G&A expenses (8,807) (7,721) Restructuring costs (261) — Operating income $ 8,315 $ 6,439 Restructuring costs: Sensors $ (203) $ — Measurement Systems (58) — $ (261) $ — Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The table below summarizes intersegment sales (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Sensors to Weighing Solutions $ 389 $ 954 Sensors to Measurement Systems 61 8 |
Earnings Per Share - (Tables)
Earnings Per Share - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share) : Fiscal quarter ended April 2, 2022 April 3, 2021 Numerator: Numerator for basic earnings per share: Net earnings attributable to VPG stockholders $ 6,356 $ 4,961 Denominator: Denominator for basic earnings per share: Weighted average shares 13,637 13,593 Effect of dilutive securities: Restricted stock units 38 36 Dilutive potential common shares 38 36 Denominator for diluted earnings per share: Adjusted weighted average shares 13,675 13,629 Basic earnings per share attributable to VPG stockholders $ 0.47 $ 0.36 Diluted earnings per share attributable to VPG stockholders $ 0.46 $ 0.36 |
Additional Financial Statemen_2
Additional Financial Statement Information - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Income (Expense) | The caption “Other” on the consolidated condensed statements of operations consists of the following (in thousands) : Fiscal quarter ended April 2, 2022 April 3, 2021 Foreign exchange gain $ 554 $ 735 Interest income 64 45 Pension expense (76) (137) Other (103) (70) $ 439 $ 573 |
Fair Value Measurements - (Tabl
Fair Value Measurements - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities at Fair Value, Recurring | The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands) : Fair value measurements at reporting date using: Total Level 1 Level 2 Level 3 April 2, 2022 Assets Assets held in rabbi trusts $ 5,980 $ 124 $ 5,856 $ — December 31, 2021 Assets Assets held in rabbi trusts $ 6,158 $ 49 $ 6,109 $ — |
Restructuring Costs - (Tables)
Restructuring Costs - (Tables) | 3 Months Ended |
Apr. 02, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of April 2, 2022 and December 31, 2021, respectively, is included in Other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands) : Balance at December 31, 2021 $ — Restructuring charges in 2022 261 Cash payments (78) Balance at April 2, 2022 $ 183 |
Revenues - (Disaggregation of R
Revenues - (Disaggregation of Revenue by Geographic Area) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 87,665 | $ 70,589 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 37,549 | 25,917 |
United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 5,509 | 5,478 |
Other Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 20,205 | 17,302 |
Israel | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 7,521 | 6,571 |
Asia | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,389 | 12,218 |
Canada | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 3,492 | 3,103 |
Sensors | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 37,750 | 31,815 |
Sensors | United States | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,006 | 9,706 |
Sensors | United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 877 | 860 |
Sensors | Other Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 7,792 | 7,181 |
Sensors | Israel | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 7,331 | 6,441 |
Sensors | Asia | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 8,744 | 7,627 |
Sensors | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 0 | 0 |
Weighing Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 32,768 | 30,968 |
Weighing Solutions | United States | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 14,078 | 12,580 |
Weighing Solutions | United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 4,334 | 4,580 |
Weighing Solutions | Other Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 10,531 | 9,933 |
Weighing Solutions | Israel | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 190 | 130 |
Weighing Solutions | Asia | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 3,635 | 3,736 |
Weighing Solutions | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 0 | 9 |
Measurement Systems | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 17,147 | 7,806 |
Measurement Systems | United States | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 10,465 | 3,631 |
Measurement Systems | United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 298 | 38 |
Measurement Systems | Other Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,882 | 188 |
Measurement Systems | Israel | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 0 | 0 |
Measurement Systems | Asia | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,010 | 855 |
Measurement Systems | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 3,492 | $ 3,094 |
Revenues - (Disaggregation of_2
Revenues - (Disaggregation of Revenue by Market Sector) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 87,665 | $ 70,589 |
Test & Measurement | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 17,973 | 14,416 |
Avionics, Military & Space | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 8,162 | 6,030 |
Transportation | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,954 | 9,554 |
Other Markets | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 21,150 | 17,545 |
Industrial Weighing | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,209 | 12,005 |
General Industrial | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 5,866 | 4,082 |
Steel | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 7,351 | $ 6,957 |
Revenues - (Contract Assets and
Revenues - (Contract Assets and Liabilities) (Details) $ in Thousands | 3 Months Ended |
Apr. 02, 2022USD ($) | |
Movement in Contract Assets and Liabilities [Roll Forward] | |
Contract asset, unbilled revenue, beginning balance | $ 3,570 |
(Decrease)/increase in contract asset, unbilled revenue | (155) |
Contract asset, unbilled revenue, ending balance | 3,415 |
Contract liability, accrued customer advances, beginning balance | 4,765 |
(Decrease)/increase in contract liability, accrued customer advances | 3,071 |
Contract liability, accrued customer advances, ending balance | $ 7,836 |
Revenues - (Narrative) (Details
Revenues - (Narrative) (Details) $ in Millions | 3 Months Ended |
Apr. 02, 2022USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Contract with customer, revenue recognized | $ 1.2 |
Acquisition - (Narrative) (Deta
Acquisition - (Narrative) (Details) - USD ($) $ in Thousands | Jun. 01, 2021 | Apr. 02, 2022 | Jul. 03, 2021 | Apr. 03, 2021 |
Business Acquisition [Line Items] | ||||
Net earnings | $ 6,356 | $ 4,961 | ||
Amortization of intangible assets | 400 | |||
DTS Acquisition | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 47,216 | |||
Acquisition costs | $ 1,200 | |||
Revenues | 7,700 | |||
Net earnings | 100 | |||
Amortization of inventory step-up costs | $ 400 | |||
DTS Acquisition | Acquired technology | ||||
Business Acquisition [Line Items] | ||||
Acquired finite-lived intangible assets, weighted average useful life | 15 years | |||
DTS Acquisition | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Acquired finite-lived intangible assets, weighted average useful life | 15 years |
Acquisition - (Schedule of Asse
Acquisition - (Schedule of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jun. 01, 2021 | Apr. 02, 2022 | Dec. 31, 2021 |
Intangible assets: | |||
Goodwill | $ 45,970 | $ 45,830 | |
DTS Acquisition | |||
Business Acquisition [Line Items] | |||
Working capital | $ 12,587 | ||
Property and equipment | 1,209 | ||
Long-term deferred income tax liability | (6,178) | ||
Intangible assets: | |||
Total intangible assets | 23,695 | ||
Fair value of acquired identifiable assets | 31,313 | ||
Purchase price | 47,216 | ||
Goodwill | 15,903 | ||
DTS Acquisition | Trade names | |||
Intangible assets: | |||
Total intangible assets | 2,393 | ||
DTS Acquisition | Acquired technology | |||
Intangible assets: | |||
Total intangible assets | 13,167 | ||
DTS Acquisition | Customer relationships | |||
Intangible assets: | |||
Total intangible assets | $ 8,135 |
Acquisitions - (Pro Forma Infor
Acquisitions - (Pro Forma Information) (Details) - DTS Acquisition $ / shares in Units, $ in Thousands | 3 Months Ended |
Apr. 03, 2021USD ($)$ / shares | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Pro forma net revenues | $ | $ 78,921 |
Pro forma net earnings attributable to VPG stockholders | $ | $ 5,333 |
Pro forma basic earnings per share attributable to VPG stockholders (in dollars per share) | $ / shares | $ 0.39 |
Pro forma diluted earnings per share attributable to VPG stockholders (in dollars per share) | $ / shares | $ 0.39 |
Goodwill - (Schedule of Goodwil
Goodwill - (Schedule of Goodwill) (Details) $ in Thousands | 3 Months Ended |
Apr. 02, 2022USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 45,830 |
Foreign currency translation adjustment | 140 |
Ending balance | 45,970 |
KELK Acquisition | Measurement Systems | |
Goodwill [Roll Forward] | |
Beginning balance | 6,706 |
Foreign currency translation adjustment | 147 |
Ending balance | 6,853 |
DSI Acquisition | Measurement Systems | |
Goodwill [Roll Forward] | |
Beginning balance | 16,910 |
Foreign currency translation adjustment | (7) |
Ending balance | 16,903 |
DTS Acquisition | Measurement Systems | |
Goodwill [Roll Forward] | |
Beginning balance | 15,903 |
Foreign currency translation adjustment | |
Ending balance | 15,903 |
Stress-Tek Acquisition | Measurement Systems | |
Goodwill [Roll Forward] | |
Beginning balance | 6,311 |
Foreign currency translation adjustment | 0 |
Ending balance | $ 6,311 |
Leases - (Narrative) (Details)
Leases - (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Right-of-use asset obtained in exchange for operating lease liability | $ 0.2 | ||
Operating lease, payments | $ 1.3 | $ 1.2 | |
Buildings and Vehicles | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, remaining lease term (years) | 1 year | ||
Buildings and Vehicles | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, remaining lease term (years) | 14 years |
Leases - (Leases Recorded on th
Leases - (Leases Recorded on the Balance Sheet) (Details) - USD ($) $ in Thousands | Apr. 02, 2022 | Dec. 31, 2021 |
Assets | ||
Operating lease right of use asset | $ 26,884 | $ 27,764 |
Liabilities | ||
Operating lease - current | 4,553 | 4,610 |
Operating lease - non-current | $ 23,959 | $ 25,140 |
Leases - (Other Information Rel
Leases - (Other Information Related to Leases) (Details) | Apr. 02, 2022 |
Leases [Abstract] | |
Operating leases weighted average remaining lease term (years) | 8 years 3 months 29 days |
Operating leases weighted average discount rate (percent) | 3.10% |
Leases - (Components of Lease E
Leases - (Components of Lease Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Leases [Abstract] | ||
Operating lease cost | $ 1,310 | $ 1,181 |
Short-term lease cost | 26 | 33 |
Sublease income | (112) | 0 |
Total net lease cost | $ 1,224 | $ 1,214 |
Leases - (Maturities of Operati
Leases - (Maturities of Operating Lease Liabilities) (Details) $ in Thousands | Apr. 02, 2022USD ($) |
Leases [Abstract] | |
2022 (excluding the three months ended April) | $ 3,842 |
2023 | 4,670 |
2024 | 3,992 |
2025 | 3,419 |
2026 | 3,087 |
Thereafter | 13,302 |
Total future minimum lease payments | 32,312 |
Less: amount representing interest | (3,800) |
Present value of future minimum lease payments | $ 28,512 |
Income Taxes - (Details)
Income Taxes - (Details) | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (percent) | 20.70% | 26.30% |
Long-Term Debt - (Schedule of L
Long-Term Debt - (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Apr. 02, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ (264) | $ (286) |
Total long-term debt | 60,736 | 60,714 |
Revolving Credit Facility | Credit Agreement 2020 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 61,000 | $ 61,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | ||
Balance, beginning | $ 277,042 | $ 257,857 |
Other comprehensive loss before reclassifications | (1,983) | (1,800) |
Amounts reclassified from accumulated other comprehensive income | 272 | 209 |
Balance, ending | 281,843 | 260,619 |
Total | ||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | ||
Balance, beginning | (35,008) | (32,671) |
Balance, ending | (36,719) | (34,262) |
Foreign Currency Translation Adjustment | ||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | ||
Balance, beginning | (30,276) | (25,591) |
Other comprehensive loss before reclassifications | (1,983) | (1,800) |
Amounts reclassified from accumulated other comprehensive income | 191 | 0 |
Balance, ending | (32,068) | (27,391) |
Pension and Other Postretirement Actuarial Items | ||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | ||
Balance, beginning | (4,732) | (7,080) |
Other comprehensive loss before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 81 | 209 |
Balance, ending | $ (4,651) | $ (6,871) |
Pensions and Other Postretire_3
Pensions and Other Postretirement Benefits - (Schedule of Net Pension and Other Retirement Plan Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net service cost | $ 84 | $ 97 |
Interest cost | 123 | 103 |
Expected return on plan assets | (123) | (97) |
Amortization of actuarial losses | 74 | 102 |
Net periodic benefit cost | 158 | 205 |
OPEB Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net service cost | 7 | 9 |
Interest cost | 17 | 17 |
Expected return on plan assets | 0 | |
Amortization of actuarial losses | 1 | 5 |
Net periodic benefit cost | $ 25 | $ 31 |
Share-Based Compensation - (Nar
Share-Based Compensation - (Narrative) (Details) $ in Millions | Mar. 09, 2022USD ($)shares | Mar. 03, 2022USD ($)peopleshares | Jan. 01, 2022shares | Apr. 02, 2022shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (up to) | 1,000,000 | |||
Number of shares available for grant (in shares) | 308,645 | |||
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 | 50.00% | |||
Weighted average grant date fair value | $ | $ 0.5 | $ 1.5 | ||
Number of RSUs granted (in shares) | 16,324 | 47,831 | 595 | |
Award vesting period | 3 years | 3 years | ||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche One | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of performance based units on total units approved | 75.00% | |||
Award vesting rights (percentage) | 25.00% | 50.00% | ||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Two | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of performance based units on total units approved | 50.00% | |||
Award vesting rights (percentage) | 50.00% |
Share-Based Compensation - (Sch
Share-Based Compensation - (Schedule of Share-based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Share-based Payment Arrangement [Abstract] | ||
Restricted stock units | $ 497 | $ 366 |
Segment Information - (Narrativ
Segment Information - (Narrative) (Details) | 3 Months Ended |
Apr. 02, 2022segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Information - (Schedule
Segment Information - (Schedule of Segment Reporting) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 87,665 | $ 70,589 |
Gross profit | 35,250 | 28,622 |
Operating income | 8,315 | 6,439 |
Restructuring costs | (261) | 0 |
Sensors | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 37,750 | 31,815 |
Weighing Solutions | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 32,768 | 30,968 |
Measurement Systems | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 17,147 | 7,806 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 87,665 | 70,589 |
Gross profit | 35,250 | 28,622 |
Operating Segments | Sensors | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 37,750 | 31,815 |
Gross profit | 14,286 | 12,833 |
Operating income | 8,958 | 7,669 |
Restructuring costs | (203) | 0 |
Operating Segments | Weighing Solutions | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 32,768 | 30,968 |
Gross profit | 12,079 | 11,774 |
Operating income | 6,214 | 5,817 |
Operating Segments | Measurement Systems | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 17,147 | 7,806 |
Gross profit | 8,885 | 4,015 |
Operating income | 2,211 | 674 |
Restructuring costs | (58) | 0 |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Unallocated G&A expenses | (8,807) | (7,721) |
Restructuring costs | $ (261) | $ 0 |
Segment Information - (Interseg
Segment Information - (Intersegment Sales) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Segment Reporting Information [Line Items] | ||
Total revenue | $ (87,665) | $ (70,589) |
Sensors to Weighing Solutions | Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 389 | 954 |
Sensors to Measurement Systems | Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Total revenue | $ 61 | $ 8 |
Earnings Per Share - (Computati
Earnings Per Share - (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Numerator: | ||
Net Income (Loss) Attributable to Parent | $ 6,356 | $ 4,961 |
Denominator: | ||
Weighted average shares (in shares) | 13,637 | 13,593 |
Effect of dilutive securities: | ||
Restricted stock units (in shares) | 38 | 36 |
Dilutive potential common shares | 38 | 36 |
Denominator for diluted earnings per share: | ||
Adjusted weighted average shares (in shares) | 13,675 | 13,629 |
Basic earnings per share attributable to VPG stockholders (dollars per share) | $ 0.47 | $ 0.36 |
Diluted earnings per share attributable to VPG stockholders (dollars per share) | $ 0.46 | $ 0.36 |
Additional Financial Statemen_3
Additional Financial Statement Information - (Schedule of Other Items in Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Foreign exchange gain | $ 554 | $ 735 |
Interest income | 64 | 45 |
Pension expense | (76) | (137) |
Other | (103) | (70) |
Other nonoperating income (expense) | $ 439 | $ 573 |
Additional Financial Statemen_4
Additional Financial Statement Information - (Narrative) (Details) $ in Millions | 3 Months Ended |
Apr. 02, 2022USD ($)subsidiary | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Loss on liquidation | $ | $ 0.2 |
Subsidiaries | subsidiary | 2 |
Fair Value Measurements - (Sche
Fair Value Measurements - (Schedule of Assets and Liabilities at Fair Value, Recurring) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Apr. 02, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | $ 5,980 | $ 6,158 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 124 | 49 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | 5,856 | 6,109 |
Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trusts | $ 0 | $ 0 |
Restructuring Costs - (Narrativ
Restructuring Costs - (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring costs | $ 261 | $ 0 |
Restructuring Costs - Restructu
Restructuring Costs - Restructuring Programs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | $ 0 | |
Restructuring costs | 261 | $ 0 |
Cash payments | (78) | |
Restructuring reserve, ending balance | $ 183 |