Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 01, 2015 |
Entity Information [Line Items] | |||
Entity Registrant Name | BEL FUSE INC /NJ | ||
Entity Central Index Key | 729580 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $266.90 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Class A Common Stock [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 2,174,912 | ||
Class B Common Stock [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 9,680,527 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $77,138 | $62,123 |
Accounts receivable - less allowance for doubtful accounts of $1,989 and $941 at December 31, 2014 and 2013, respectively | 99,605 | 63,849 |
Inventories, net | 113,630 | 70,019 |
Other current assets | 20,283 | 8,164 |
Total Current Assets | 310,656 | 204,155 |
Property, plant and equipment, net | 70,661 | 40,896 |
Intangible assets, net | 95,502 | 29,472 |
Goodwill | 117,573 | 18,490 |
Deferred income taxes | 7,933 | 1,680 |
Other assets | 33,700 | 13,448 |
Total assets | 636,025 | 308,141 |
Current Liabilities: | ||
Accounts payable | 61,926 | 29,518 |
Accrued expenses | 42,588 | 22,442 |
Current maturities of long-term debt | 13,438 | 0 |
Short-term borrowings under revolving credit line | 0 | 12,000 |
Other current liabilities | 3,850 | 3,021 |
Total current liabilities | 121,802 | 66,981 |
Long-term liabilities: | ||
Long-term debt, noncurrent | 219,187 | 0 |
Liability for uncertain tax positions | 39,767 | 1,218 |
Minimum pension obligation and unfunded pension liability | 14,205 | 10,830 |
Deferred income taxes | 15,865 | 0 |
Other long-term liabilities | 448 | 410 |
Total liabilities | 411,274 | 79,439 |
Commitments and Contingencies | ||
Stockholders' Equity: | ||
Preferred stock, no par value, 1,000,000 shares authorized; none issued | 0 | 0 |
Additional paid-in capital | 21,626 | 18,914 |
Retained earnings | 213,901 | 207,993 |
Accumulated other comprehensive (loss) income | -11,962 | 645 |
Total Stockholders' Equity | 224,751 | 228,702 |
Total liabilities and stockholders' equity | 636,025 | 308,141 |
Class A [Member] | ||
Stockholders' Equity: | ||
Common Stock | 217 | 217 |
Class B [Member] | ||
Stockholders' Equity: | ||
Common Stock | $969 | $933 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current Assets | ||
Accounts receivable, allowance for doubtful accounts | $1,989 | $941 |
Stockholders' Equity: | ||
Preferred stock, par value (in dollars per share) | $0 | $0 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Class A [Member] | ||
Stockholders' Equity: | ||
Common stock, par value (in dollars per share) | $0.10 | $0.10 |
Common stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Common stock, outstanding (in shares) | 2,174,912 | 2,174,912 |
Common stock, treasury shares (in shares) | 1,072,769 | 1,072,769 |
Class B [Member] | ||
Stockholders' Equity: | ||
Common stock, par value (in dollars per share) | $0.10 | $0.10 |
Common stock, authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, outstanding (in shares) | 9,686,777 | 9,335,677 |
Common stock, treasury shares (in shares) | 3,218,307 | 3,218,307 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $487,076 | $349,189 | $286,594 |
Cost of sales | 399,100 | 286,952 | 240,115 |
Selling, general and administrative expenses | 72,051 | 45,803 | 39,571 |
Restructuring charges | 1,832 | 1,387 | 5,245 |
Income from operations | 14,093 | 15,047 | 1,663 |
Impairment of investment | 0 | 0 | -775 |
Interest expense | -3,978 | -156 | -16 |
Interest income and other, net | 276 | 274 | 125 |
Earnings before provision (benefit) for income taxes | 10,391 | 15,165 | 997 |
Provision (benefit) for income taxes | 1,296 | -743 | -1,376 |
Net earnings available to common shareholders | 9,095 | 15,908 | 2,373 |
Class A [Member] | |||
Net earnings available to common shareholders | 1,580 | 2,868 | 372 |
Net earnings per common share: | |||
Common shares - basic and diluted (in dollars per share) | $0.73 | $1.32 | $0.17 |
Weighted-average shares outstanding: | |||
Common shares - basic and diluted (in shares) | 2,175 | 2,175 | 2,175 |
Dividends paid per common share: | |||
Common shares (in dollars per share) | $0.24 | $0.24 | $0.24 |
Class B [Member] | |||
Net earnings available to common shareholders | $7,515 | $13,040 | $2,001 |
Net earnings per common share: | |||
Common shares - basic and diluted (in dollars per share) | $0.79 | $1.41 | $0.21 |
Weighted-average shares outstanding: | |||
Common shares - basic and diluted (in shares) | 9,491 | 9,240 | 9,625 |
Dividends paid per common share: | |||
Common shares (in dollars per share) | $0.28 | $0.28 | $0.28 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | |||
Net earnings | $9,095 | $15,908 | $2,373 |
Other comprehensive (loss) income: | |||
Currency translation adjustment, net of taxes of ($219), $77 and $0 | -11,269 | 977 | 281 |
Reclassification adjustment for gain (loss) on sale of marketable securities included in net earnings, net of tax of $0, ($37), and $348 | 0 | -61 | 569 |
Unrealized holding gains (losses) on marketable securities arising during the period, net of taxes of $90, $45 and $(154) | 147 | 87 | -251 |
Change in unfunded SERP liability, net of taxes of ($631), $457 and $(210), respectively | -1,485 | 1,069 | -476 |
Other comprehensive (loss) income | -12,607 | 2,072 | 123 |
Comprehensive (loss) income | ($3,512) | $17,980 | $2,496 |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other comprehensive income (loss): | |||
Currency translation adjustment, tax | ($219) | ($77) | $0 |
Reclassification adjustment for gain (loss) of marketable securities included in net earnings, tax | 0 | -37 | 348 |
Unrealized holding gains (losses) on marketable securities arising during the period, tax | 90 | 45 | -154 |
Change in unfunded SERP liability, taxes | ($631) | $457 | ($210) |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Class A [Member] | Class B [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital (APIC) [Member] |
In Thousands, unless otherwise specified | Class A [Member] | Class B [Member] | ||||||
Balance at Dec. 31, 2011 | $221,080 | $196,029 | ($1,550) | $217 | $964 | $25,420 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cash dividends declared on Class A common stock | -522 | -522 | ||||||
Cash dividends declared on Class B common stock | -2,697 | -2,697 | ||||||
Issuance of restricted common stock | 0 | 13 | -13 | |||||
Forfeiture of restricted common stock | 0 | -3 | 3 | |||||
Repurchase/retirement of Class B common stock | -6,644 | -6,600 | -37 | -6,607 | ||||
Foreign currency translation adjustment | 281 | 281 | ||||||
Unrealized holding gains (losses) on marketable securities arising during the year net of taxes | -251 | -251 | ||||||
Reclassification adjustment for unrealized holding gains (losses) included in net earnings, net of taxes | 569 | 569 | ||||||
Increase (Reduction) in APIC pool associated with tax deficiencies related to restricted stock awards | -118 | -118 | ||||||
Stock-based compensation expense | 1,767 | 1,767 | ||||||
Change in unfunded SERP liability, net of taxes | -476 | -476 | ||||||
Net earnings | 2,373 | 372 | 2,001 | 2,373 | ||||
Balance at Dec. 31, 2012 | 215,362 | 195,183 | -1,427 | 217 | 937 | 20,452 | ||
Balance at Dec. 31, 2011 | 217 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Repurchase/retirement of Class B common stock | -10,000 | |||||||
Balance at Dec. 31, 2013 | 217 | |||||||
Balance at Dec. 31, 2012 | 215,362 | 195,183 | -1,427 | 217 | 937 | 20,452 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cash dividends declared on Class A common stock | -522 | -522 | ||||||
Cash dividends declared on Class B common stock | -2,576 | -2,576 | ||||||
Issuance of restricted common stock | 0 | 16 | -16 | |||||
Forfeiture of restricted common stock | 0 | -2 | 2 | |||||
Repurchase/retirement of Class B common stock | -3,356 | -18 | -3,338 | |||||
Foreign currency translation adjustment | 977 | 977 | ||||||
Unrealized holding gains (losses) on marketable securities arising during the year net of taxes | 87 | 87 | ||||||
Reclassification adjustment for unrealized holding gains (losses) included in net earnings, net of taxes | -61 | -61 | ||||||
Increase (Reduction) in APIC pool associated with tax deficiencies related to restricted stock awards | -65 | -65 | ||||||
Stock-based compensation expense | 1,879 | 1,879 | ||||||
Change in unfunded SERP liability, net of taxes | 1,069 | 1,069 | ||||||
Net earnings | 15,908 | 2,868 | 13,040 | 15,908 | ||||
Balance at Dec. 31, 2013 | 228,702 | 207,993 | 645 | 217 | 933 | 18,914 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cash dividends declared on Class A common stock | -522 | -522 | ||||||
Cash dividends declared on Class B common stock | -2,665 | -2,665 | ||||||
Issuance of restricted common stock | 0 | 38 | -38 | |||||
Forfeiture of restricted common stock | 0 | -2 | 2 | |||||
Foreign currency translation adjustment | -11,269 | -11,269 | ||||||
Unrealized holding gains (losses) on marketable securities arising during the year net of taxes | 147 | 147 | ||||||
Reclassification adjustment for unrealized holding gains (losses) included in net earnings, net of taxes | 0 | |||||||
Increase (Reduction) in APIC pool associated with tax deficiencies related to restricted stock awards | 31 | 31 | ||||||
Stock-based compensation expense | 2,717 | 2,717 | ||||||
Change in unfunded SERP liability, net of taxes | -1,485 | -1,485 | ||||||
Net earnings | 9,095 | 1,580 | 7,515 | 9,095 | ||||
Balance at Dec. 31, 2014 | $224,751 | $213,901 | ($11,962) | $217 | $969 | $21,626 |
CONSOLIDATED_STATEMENTS_OF_STO1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY [Abstract] | |||
Foreign currency translation adjustment, tax effect | ($219) | ($77) | $0 |
Unrealized holding gains (losses) on marketable securities, tax effect | 90 | 45 | -154 |
Reclassification adjustment of unrealized holding gains (losses) included in net earnings, tax effect | 0 | -37 | 348 |
Change in unfunded SERP liability, taxes | ($631) | $457 | ($210) |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net earnings | $9,095 | $15,908 | $2,373 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 19,746 | 12,382 | 9,113 |
Stock-based compensation | 2,717 | 1,879 | 1,767 |
Impairment/loss on disposal of assets related to restructuring | 0 | 0 | 1,389 |
Impairment of investment | 0 | 0 | 775 |
Amortization of deferred financing costs | 699 | 0 | 0 |
Deferred income taxes | -2,562 | -877 | -1,234 |
Other, net | -3,651 | 407 | 422 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 1,382 | -8,025 | 260 |
Inventories | 9,121 | -6,538 | -343 |
Other current assets | 693 | 1,702 | -273 |
Other assets | -450 | -62 | -230 |
Accounts payable | -3,890 | 1,485 | -1,422 |
Accrued expenses | -10,170 | -7,548 | 553 |
Other liabilities | 423 | 165 | 11 |
Accrued restructuring costs | 0 | -122 | 122 |
Income taxes payable | -696 | -175 | -1,674 |
Net cash provided by operating activities | 22,457 | 10,581 | 11,609 |
Cash flows from investing activities: | |||
Purchase of property, plant and equipment | -9,042 | -6,940 | -4,744 |
Purchase of intangible asset | 0 | -1,336 | 0 |
Purchase of marketable securities | -2,936 | 0 | -24 |
Purchase of company-owned life insurance | -2,820 | -2,820 | 0 |
Cash transferred from (to) restricted cash | 0 | 12,993 | 0 |
Payments for acquisitions, net of cash acquired | -208,693 | -30,994 | -19,410 |
Proceeds from cash surrender of COLI policies | 5,756 | 0 | 0 |
Proceeds from sale of marketable securities | 0 | 2,820 | 5,119 |
Proceeds from disposal/sale of property, plant and equipment | 65 | 96 | 193 |
Net cash used in investing activities | -217,670 | -26,181 | -18,866 |
Cash flows from financing activities: | |||
Dividends paid to common shareholders | -3,160 | -3,111 | -3,225 |
Deferred financing costs | -5,756 | 0 | 0 |
Borrowings under revolving credit line | 23,000 | 12,000 | 0 |
Repayments under revolving credit line | -12,000 | 0 | 0 |
Increase (reduction) in notes payable | -161 | 506 | -17 |
Proceeds from long-term debt | 215,000 | 0 | 0 |
Repayments of long-term debt | -5,375 | 0 | 0 |
Purchase and retirement of Class B common stock | 0 | -3,356 | -6,644 |
Net cash provided by (used in) financing activities | 211,548 | 6,039 | -9,886 |
Effect of exchange rate changes on cash | -1,320 | 422 | 164 |
Net increase (decrease) in cash and cash equivalents | 15,015 | -9,139 | -16,979 |
Cash and cash equivalents - beginning of year | 62,123 | 71,262 | 88,241 |
Cash and cash equivalents - end of year | 77,138 | 62,123 | 71,262 |
Cash paid (received) during the year for: | |||
Income taxes, net of refunds received | 4,686 | -474 | 1,464 |
Interest payments | 3,210 | 156 | 16 |
Details of acquisition (see Note 2): | |||
Fair value of identifiable net assets acquired | 136,133 | 34,541 | 13,336 |
Goodwill | 100,016 | 4,812 | 9,065 |
Fair value of net assets acquired | 236,149 | 39,353 | 22,401 |
Fair value of consideration transferred | 236,149 | 39,353 | 22,401 |
Less: Cash acquired in acquisition | -27,456 | -8,359 | -2,991 |
Cash paid for acquisition, net of cash acquired | $208,693 | $30,994 | $19,410 |
DESCRIPTION_OF_BUSINESS_AND_SU
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||||||||||||
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
Bel Fuse Inc. and subsidiaries ("Bel," the "Company," "we," "us," and "our") design, manufacture and sell a broad array of products that power, protect and connect electronic circuits. These products are used in the networking, telecommunication, high-speed data transmission, commercial aerospace, military, broadcasting, transportation and consumer electronic industries around the world. We manage our operations geographically through our three reportable operating segments: North America, Asia and Europe. | |||||||||||||
On June 19, 2014, we completed our acquisition of 100% of the issued and outstanding capital stock of the Power-One Power Solutions business ("Power Solutions") of ABB Ltd. On July 25, 2014, we completed our acquisition of 100% of the issued and outstanding capital stock of the U.S. and U.K. Connectivity Solutions businesses from Emerson Electric Co. ("Emerson"). On August 29, 2014, we completed our acquisition of the Connectivity Solutions business in China from Emerson (collectively with the U.S. and U.K. portion of the transaction, "Connectivity Solutions"). The acquisitions of Power Solutions and Connectivity Solutions may hereafter be referred to collectively as either the "2014 Acquisitions" or the "2014 Acquired Companies". | |||||||||||||
On March 29, 2013, we completed our acquisition of 100% of the issued and outstanding capital stock of Transpower Technologies (HK) Limited ("Transpower") and certain other tangible and intangible assets related to the Transpower magnetics business of TE Connectivity ("TE"). These operations are now doing business as TRP Connector ("TRP"). On August 20, 2013, we completed our acquisition of 100% of the issued and outstanding capital stock of Array Connector Corporation ("Array"). The acquisitions of TRP and Array may hereafter be referred to collectively as either the "2013 Acquisitions" or the "2013 Acquired Companies". | |||||||||||||
On March 9, 2012, we completed our acquisition of 100% of the issued and outstanding capital stock of GigaCom Interconnect AB ("GigaCom"). On July 31, 2012, we consummated our acquisition of 100% of the issued and outstanding capital stock of Fibreco Ltd. ("Fibreco"). On September 12, 2012, we completed our acquisition of 100% of the issued and outstanding capital stock of Powerbox Italia S.r.L. and its subsidiary, Powerbox Design (collectively, "Powerbox", now merged to form Bel Power Europe S.r.l.). The acquisitions of GigaCom, Fibreco and Powerbox may hereafter be referred to collectively as either the "2012 Acquisitions" or the "2012 Acquired Companies". | |||||||||||||
Accordingly, as of the respective acquisition dates, all of the assets acquired and liabilities assumed were recorded at their preliminary fair values and the Company's consolidated results of operations for the years ended December 31, 2014, 2013 and 2012 include the operating results of the acquired companies from their respective acquisition dates through the respective period end dates. The accompanying consolidated balance sheet as of December 31, 2013 has been restated to reflect the acquisition-date fair values related to property, plant and equipment, intangible assets and various other balance sheet accounts of the 2013 Acquired Companies as further outlined in Note 2 to the consolidated financial statements contained in this Annual Report. The consolidated statements of operations, stockholders' equity and cash flows for the year ended December 31, 2012 and 2013 reflect measurement period adjustments related to the 2012 and 2013 Acquisitions. In 2014, Power Solutions had a fiscal year end of December 28, 2014. The financial results during the period from December 29, 2014 through Bel's year-end were not material to our consolidated financial position or results of operations. | |||||||||||||
All amounts included in the tables to these notes to consolidated financial statements, except per share amounts, are in thousands. | |||||||||||||
Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including businesses acquired since their respective dates of acquisition. All intercompany transactions and balances have been eliminated. | |||||||||||||
Use of Estimates - The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including but not limited to those related to product returns, provisions for bad debt, inventories, goodwill, intangible assets, investments, Supplemental Executive Retirement Plan ("SERP") expense, income taxes, contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. | |||||||||||||
Cash Equivalents - Cash equivalents include short-term investments in money market funds and certificates of deposit with an original maturity of three months or less when purchased. | |||||||||||||
Allowance for Doubtful Accounts - We maintain an allowance for doubtful accounts for estimated losses from the inability of our customers to make required payments. We determine our allowance by both specific identification of customer accounts where appropriate and the application of historical loss experience to non-specific accounts. | |||||||||||||
Business Combinations – We account for business combinations by recognizing the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the accounting literature. Acquisition-related costs, including restructuring costs, are recognized separately from the acquisition and will generally be expensed as incurred. | |||||||||||||
Effects of Foreign Currency – In non-U.S. locations that are not considered highly inflationary, we translate the balance sheets at the end of period exchange rates with translation adjustments accumulated in stockholders' equity on our consolidated balance sheets. We translate the statements of operations at the average exchange rates during the applicable period. | |||||||||||||
Most significant expenses, including raw materials, labor and manufacturing expenses, are incurred primarily in U.S. dollars or the Chinese renminbi, and to a lesser extent in British pounds and Mexican pesos. The Chinese renminbi appreciated by approximately 0.8% in 2014 as compared to 2013. Future appreciation of the renminbi would result in the Company's incurring higher costs for all expenses incurred in the PRC. The Company's European entities, whose functional currencies are euros, British pounds and Czech korunas, enter into transactions which include sales which are denominated principally in euros, British pounds and various other European currencies, and purchases that are denominated principally in U.S. dollars and British pounds. Such transactions resulted in net realized and unrealized currency exchange gains (losses) of $4.3 million, ($0.6) million and $0.6 million for the years ended December 31, 2014, 2013 and 2012, respectively, which were included in net earnings. Translation of subsidiaries' foreign currency financial statements into U.S. dollars resulted in translation adjustments of ($11.3) million, $1.0 million and $0.3 million for the years ended December 31, 2014, 2013 and 2012, respectively, which are included in accumulated other comprehensive income (loss). | |||||||||||||
Concentration of Credit Risk - Financial instruments which potentially subject us to concentrations of credit risk consist principally of accounts receivable and temporary cash investments. We grant credit to customers that are primarily original equipment manufacturers and to subcontractors of original equipment manufacturers based on an evaluation of the customer's financial condition, without requiring collateral. Exposure to losses on receivables is principally dependent on each customer's financial condition. We control our exposure to credit risk through credit approvals, credit limits and monitoring procedures and establish allowances for anticipated losses. See Note 12 for disclosures regarding significant customers. | |||||||||||||
We place temporary cash investments with quality financial institutions and commercial issuers of short-term paper and, by policy, limit the amount of credit exposure in any one financial instrument. | |||||||||||||
Inventories - Inventories are stated at the lower of weighted-average cost or market. | |||||||||||||
Revenue Recognition – Revenue is recognized when the product has been delivered and title and risk of loss has passed to the customer, collection of the resulting receivable is deemed reasonably assured by management, persuasive evidence of an arrangement exists and the sales price is fixed and determinable. Substantially all of our shipments are FCA (free carrier), which provides for title to pass upon delivery to the customer's freight carrier. Some product is shipped DDP/DDU with title passing when the product arrives at the customer's dock. DDP is defined as Delivered Duty Paid by the Company and DDU is Delivered Duty Unpaid by the Company. | |||||||||||||
For certain customers, we provide consigned inventory, either at the customer's facility or at a third-party warehouse. Sales of consigned inventory are recorded when the customer withdraws inventory from consignment. | |||||||||||||
The Company is not contractually obligated to accept returns except for defective product or in instances where the product does not meet the Company's product specifications. However, the Company may permit its customers to return product for other reasons. In these instances, the Company would generally require a significant cancellation penalty payment by the customer. The Company estimates such returns, where applicable, based upon management's evaluation of historical experience, market acceptance of products produced and known negotiations with customers. Such estimates are deducted from sales and provided for at the time revenue is recognized. | |||||||||||||
Product Warranties – Warranties vary by product line and are competitive for the markets in which the Company operates. Warranties generally extend for one to three years from the date of sale. The Company reviews its warranty liability quarterly based on an analysis of actual expenses and failure rates accompanied with estimated future costs and projected failure rate trends. Factors taken into consideration when evaluating our warranty reserve are (i) historical claims for each product, (ii) volume increases, (iii) life of warranty, (iv) historical warranty repair costs and (v) other factors. To the extent that actual experience differs from our estimate, the provision for product warranties will be adjusted in future periods. Actual warranty repair costs are charged against the reserve balance as incurred. See Note 11 of the consolidated financial statements. | |||||||||||||
Finite-Lived Intangible Assets – Intangible assets with finite lives are stated at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated useful life of the asset. | |||||||||||||
Goodwill and Other Indefinite-lived Intangible Assets– Goodwill represents the excess of the aggregate of the following (1) consideration transferred, (2) the fair value of any noncontrolling interest in the acquiree and, (3) if the business combination is achieved in stages, the acquisition-date fair value of our previously held equity interest in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. | |||||||||||||
We evaluate goodwill and other indefinite-lived intangible assets for impairment annually as of October 1 or more frequently if impairment indicators arise in accordance with Accounting Standards Codification ("ASC") Topic 350, "Intangibles – Goodwill and Other". | |||||||||||||
The Company tests goodwill for impairment using a fair value approach at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment for which discrete financial information is available and reviewed regularly by management. Our reporting units are geographical in nature and are North America, Asia and Europe. Assets and liabilities of the Company have been assigned to the reporting units to the extent they are employed in or are considered a liability related to the operations of the reporting unit and are considered in determining the fair value of the reporting unit. Reporting units with similar economic characteristics are aggregated for purposes of the goodwill impairment test. | |||||||||||||
The goodwill impairment test is a two-step process. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test, used to measure the amount of impairment loss, compares the implied fair value of goodwill associated with each reporting unit with the carrying amount of that goodwill. If the carrying amount of goodwill associated with a reporting unit exceeds the implied fair value of that goodwill, an impairment loss shall be recognized in an amount equal to that excess. No impairment was recognized as a result of the October 1, 2014 and 2013 testing. See Note 4 of the consolidated financial statements. | |||||||||||||
The Company tests indefinite-lived intangible assets for impairment using the relief-from-royalty method (a form of the income approach). No impairment was recognized as a result of the October 1, 2014 testing. See Note 4 of the consolidated financial statements. | |||||||||||||
Evaluation of Long-lived Assets – Management reviews long-lived assets for potential impairment whenever significant events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment exists when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the estimated undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting writedown would be the difference between fair market value of the long-lived asset and the related net book value | |||||||||||||
Depreciation - Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated primarily using the straight-line method over the estimated useful life of the asset. The estimated useful lives primarily range from 1 to 39 years for buildings and leasehold improvements, and from 1 to 15 years for machinery and equipment. | |||||||||||||
Income Taxes - We account 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 consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases 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 in the period that includes the enactment date. | |||||||||||||
We record net deferred tax assets to the extent we believe these assets will more-likely-than-not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. We have established valuation allowances for deferred tax assets that are not likely to be realized. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of our net recorded amount, we would adjust the valuation allowance, which would reduce the provision for income taxes. | |||||||||||||
We establish reserves for tax contingencies when, despite the belief that our tax return positions are fully supported, it is probable that certain positions may be challenged and may not be fully sustained. The tax contingency reserves are analyzed on a quarterly basis and adjusted based upon changes in facts and circumstances, such as the conclusion of federal and state audits, expiration of the statute of limitations for the assessment of tax, case law and emerging legislation. Our effective tax rate includes the effect of tax contingency reserves and changes to the reserves as considered appropriate by management. | |||||||||||||
Earnings per Share – We utilize the two-class method to report our earnings per share. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to dividends declared and participation rights in undistributed earnings. The Company's Certificate of Incorporation, as amended, states that Class B common shares are entitled to dividends at least 5% greater than dividends paid to Class A common shares, resulting in the two-class method of computing earnings per share. In computing earnings per share, the Company has allocated dividends declared to Class A and Class B based on amounts actually declared for each class of stock and 5% more of the undistributed earnings have been allocated to Class B shares than to the Class A shares on a per share basis. Basic earnings per common share are computed by dividing net earnings by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share, for each class of common stock, are computed by dividing net earnings by the weighted-average number of common shares and potential common shares outstanding during the period. There were no potential common shares outstanding during the years ended December 31, 2014, 2013 or 2012 which would have had a dilutive effect on earnings per share. | |||||||||||||
The earnings and weighted average shares outstanding used in the computation of basic and diluted earnings per share are as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator: | |||||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Less dividends declared: | |||||||||||||
Class A | 522 | 522 | 522 | ||||||||||
Class B | 2,665 | 2,576 | 2,697 | ||||||||||
Undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Undistributed earnings (loss) allocation - basic and diluted: | |||||||||||||
Class A undistributed earnings (loss) | $ | 1,058 | $ | 2,346 | $ | (150 | ) | ||||||
Class B undistributed earnings (loss) | 4,850 | 10,464 | (696 | ) | |||||||||
Total undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Net earnings allocation - basic and diluted: | |||||||||||||
Class A net earnings | $ | 1,580 | $ | 2,868 | $ | 372 | |||||||
Class B net earnings | 7,515 | 13,040 | 2,001 | ||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Denominator: | |||||||||||||
Weighted average shares outstanding: | |||||||||||||
Class A - basic and diluted | 2,175 | 2,175 | 2,175 | ||||||||||
Class B - basic and diluted | 9,491 | 9,240 | 9,625 | ||||||||||
Net earnings per share: | |||||||||||||
Class A - basic and diluted | $ | 0.73 | $ | 1.32 | $ | 0.17 | |||||||
Class B - basic and diluted | $ | 0.79 | $ | 1.41 | $ | 0.21 | |||||||
Research and Development ("R&D") - Our engineering groups are strategically located around the world to facilitate communication with and access to customers' engineering personnel. This collaborative approach enables partnerships with customers for technical development efforts. On occasion, we execute non-disclosure agreements with our customers to help develop proprietary, next generation products destined for rapid deployment. R&D costs are expensed as incurred, and are included in cost of sales on the consolidated statements of operations. Generally, R&D is performed internally for the benefit of the Company. R&D costs include salaries, building maintenance and utilities, rents, materials, administration costs and miscellaneous other items. R&D expenses for the years ended December 31, 2014, 2013 and 2012 amounted to $21.5 million, $14.1 million and $12.4 million, respectively. The increase in R&D expense from 2013 to 2014 was primarily due to the inclusion of R&D expense related to the recently-acquired businesses of Power Solutions and Connectivity Solutions. | |||||||||||||
Fair Value Measurements - We utilize the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis or on a nonrecurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. The accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows: | |||||||||||||
Level 1 - Observable inputs such as quoted market prices in active markets | |||||||||||||
Level 2 - Inputs other than quoted prices in active markets that are either directly or indirectly observable | |||||||||||||
Level 3 - Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions | |||||||||||||
For financial instruments such as cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and notes payable, the carrying amount approximates fair value because of the short maturities of such instruments. See Note 5 for additional disclosures related to fair value measurements. | |||||||||||||
Recently Issued Accounting Standards | |||||||||||||
Recently Adopted Accounting Standards | |||||||||||||
In November 2014, the FASB issued guidance on pushdown accounting for business combinations. This amendment provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. This amendment is effective on November 18, 2014. The effects of this standard will depend on any future events whereby we obtain control of an entity and elect to apply pushdown accounting. | |||||||||||||
In July 2013, the FASB issued revised guidance to address the diversity in practice related to the financial statement presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The Company adopted this guidance as of January 1, 2014, on a prospective basis. The adoption did not have a material impact on the Company's consolidated financial statements. | |||||||||||||
Accounting Standards Issued But Not Yet Adopted | |||||||||||||
In January 2015, the FASB issued guidance on simplifying the income statement presentation by eliminating the concept of extraordinary items. Extraordinary items are events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence. Eliminating the extraordinary classification simplifies income statement presentation by altogether removing the concept of extraordinary items from consideration. This amendment is effective for annual periods beginning after December 15, 2015. The adoption of this standard is not expected to have a material impact on our consolidated financial position or results of operations. | |||||||||||||
In August 2014, the FASB issued guidance on the presentation of financial statements when there is substantial doubt about an entity's ability to continue as a going concern. The amendment requires that an entity's management evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. If conditions or events raise substantial doubt about an entity's ability to continue as a going concern, additional disclosure is required to enable users of the financial statements to understand the conditions or events, management's evaluation of the significance of those conditions and management's plans that are intended to alleviate or management's plans that have alleviated substantial doubt. The amendment is effective for annual periods ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. Management does not believe that the adoption of this guidance will have any material impact on the Company's consolidated financial position or results of operations. | |||||||||||||
In June 2014, the FASB issued guidance on stock compensation. The amendment requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718 as it relates to awards with performance conditions that affect vesting to account for such awards. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendment is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015. Earlier adoption is permitted. Management does not believe that the adoption of this guidance will have any material impact on the Company's consolidated financial position or results of operations. | |||||||||||||
In May 2014, the FASB issued guidance on the accounting for revenue from contracts with customers that will supersede most existing revenue recognition guidance, including industry-specific guidance. The core principle requires an entity to recognize revenue to depict the transfer of goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the guidance requires enhanced disclosures regarding the nature, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Entities can choose to apply the guidance using either the full retrospective approach or a modified retrospective approach. Management is currently evaluating the impact that this guidance will have on the Company's consolidated financial statements, if any, including which transition method it will adopt. | |||||||||||||
In April 2014, the FASB issued guidance for the reporting of discontinued operations, which also contains new disclosure requirements for both discontinued operations and other disposals that do not meet the definition of a discontinued operation. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. The effects of this guidance will depend on future disposals by the Company. |
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Acquisitions [Abstract] | |||||||||||||||
Acquisitions | 2 | Acquisitions | |||||||||||||
2014 Acquisitions: | |||||||||||||||
On June 19, 2014, the Company completed its acquisition of Power Solutions for $109.9 million, net of cash acquired. Power Solutions is a leading provider of high-efficiency and high-density power conversion products for server, storage and networking equipment, industrial applications and power systems. Power Solutions offers a premier line of standard, modified-standard and custom designed AC/DC, DC/DC and other specific power conversion products for a variety of technologies in data centers, telecommunications and industrial applications. The acquisition of Power Solutions brings a complementary, industry-leading power product portfolio to Bel's existing line of power products, expands our current customer base in the areas of server, storage and networking equipment and adds industrial and additional transportation applications to the Company's product offering. | |||||||||||||||
On July 25, 2014, the Company completed its acquisition of the U.S. and U.K. entities of the Emerson Network Power Connectivity Solutions business ("CS") from Emerson Electric Co. On August 29, 2014, the China portion of the transaction closed. Collectively, the U.S., U.K. and China closings are referred to as the "CS Transaction". In connection with the CS Transaction, the Company paid a total of $98.8 million, net of cash acquired and including a working capital adjustment. CS is a leading provider of high‑performance RF/Microwave and Harsh Environment Optical Connectors and Assemblies for military, aerospace, wireless communications, data communications, broadcast and industrial applications. CS is headquartered in Bannockburn, Illinois, and has manufacturing facilities in North America, the U.K. and China. CS will become part of Bel's Connectivity Solutions product group under the Cinch Connector business. Management believes the acquisition of CS will enable the Company to further expand into the aerospace and military markets where long-term product reliability resulting from highly engineered solutions is critical. The addition of the CS Stratos brand with our Fibreco/Gigacom Interconnect products will also give the Company a solid position in the expanded beam fiber optic market place. The CS group will also significantly expand the Company's existing copper‑based product offerings with the addition of RF/Microwave components and assemblies. | |||||||||||||||
During the year ended December 31, 2014, the Company incurred $7.3 million of acquisition-related costs associated with the 2014 Acquisitions primarily for audit-related costs, investment banker fees and legal fees. These costs are included in selling, general and administrative expenses on the consolidated statements of operations. | |||||||||||||||
Fair Value Estimate of Assets Acquired and Liabilities Assumed | |||||||||||||||
With respect to the 2014 Acquisitions, we are continuing our review of our fair value estimate of assets acquired and liabilities assumed during the measurement period, which will conclude as soon as we receive the information we are seeking about facts and circumstances that existed as of the acquisition date, or learn that more information is not available. This measurement period will not exceed one year from the acquisition date. At the effective date of the acquisition, the assets acquired and liabilities assumed are generally required to be measured at fair value. | |||||||||||||||
Our fair value estimate of assets acquired and liabilities assumed is pending completion of several elements, including the finalization of an independent appraisal and valuations of fair value of the assets acquired and liabilities assumed and final review by our management. The primary areas that are not yet finalized relate to the tangible assets acquired and liabilities assumed, the valuation of property and equipment, the valuation of intangible assets acquired, legal reserves, favorable or unfavorable contracts, operating leases or commitments, contingent liabilities and income and non-income based taxes. Accordingly, there could be material adjustments to our consolidated financial statements, including changes to our depreciation and amortization expense related to the valuation of property and equipment and intangible assets acquired and their respective useful lives among other adjustments. | |||||||||||||||
The companies included in the 2014 Acquisitions are subject to legal and regulatory requirements, including but not limited to those related to environmental matters and taxation, in each of the jurisdictions in which they operate. We have conducted a preliminary assessment of the liabilities arising from these matters in each of these jurisdictions and have recognized provisional amounts in our initial accounting for the 2014 Acquisitions for all identified liabilities. However, we are continuing our review of these matters during the measurement period, and if new information obtained about facts and circumstances that existed at the acquisition date identifies adjustments to the liabilities initially recognized, as well as any additional liabilities that existed at the acquisition date, the acquisition accounting will be revised to reflect the resulting adjustments to the provisional amounts initially recognized. | |||||||||||||||
The final determination of the assets acquired and liabilities assumed will be based on the established fair value of the assets acquired and the liabilities assumed as of the acquisition date. The excess of the purchase price over the fair value of net assets acquired is allocated to goodwill. The final determination of the purchase price, fair values and resulting goodwill may differ significantly from what is reflected in these consolidated financial statements. | |||||||||||||||
The following table depicts the Company's current preliminary estimates of the respective acquisition date fair values of the consideration paid, identifiable net assets acquired and goodwill: | |||||||||||||||
Power Solutions | Connectivity Solutions | 2014 Acquisitions | |||||||||||||
June 19, | July 25/August 29, | Acquisition-Date | |||||||||||||
2014 | 2014* | Fair Values | |||||||||||||
(As adjusted) | (As adjusted) | (As adjusted) | |||||||||||||
Cash | $ | 20,912 | $ | 6,544 | $ | 27,456 | |||||||||
Accounts receivable | 29,389 | 9,375 | 38,764 | ||||||||||||
Inventories | 36,429 | (a) | 17,632 | (a) | 54,061 | ||||||||||
Other current assets | 7,350 | 2,615 | 9,965 | ||||||||||||
Property, plant and equipment | 28,175 | (b) | 9,900 | (b) | 38,075 | ||||||||||
Intangible assets | 33,220 | (c) | 40,000 | (c) | 73,220 | ||||||||||
Other assets | 19,171 | (d) | 2,345 | 21,516 | |||||||||||
Total identifiable assets | 174,646 | 88,411 | 263,057 | ||||||||||||
Accounts payable | (26,180 | ) | (10,682 | ) | (36,862 | ) | |||||||||
Accrued expenses | (25,545 | ) | (e) | (5,307 | ) | (30,852 | ) | ||||||||
Other current liabilities | 223 | (57 | ) | 166 | |||||||||||
Noncurrent liabilities | (42,062 | ) | (d)(e)(f) | (17,314 | ) | (59,376 | ) | ||||||||
Total liabilities assumed | (93,564 | ) | (33,360 | ) | (126,924 | ) | |||||||||
Net identifiable assets acquired | 81,082 | 55,051 | 136,133 | ||||||||||||
Goodwill | 49,710 | (g) | 50,306 | (e) | 100,016 | ||||||||||
Net assets acquired | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
Cash paid | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
Assumption of liability | - | - | - | ||||||||||||
Fair value of consideration | |||||||||||||||
transferred | 130,792 | 105,357 | 236,149 | ||||||||||||
Deferred consideration | - | - | - | ||||||||||||
Total consideration paid | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
* The Company acquired the U.S. and U.K. entities of Connectivity Solutions on July 25, 2014 and the China entity of Connectivity Solutions on August 29, 2014. These values represent the estimated fair values as of the respective acquisition dates. | |||||||||||||||
(a) | The inventories noted include the following estimated net step-up in fair value: | ||||||||||||||
Estimated Net Step-Up in Fair Value | |||||||||||||||
Power Solutions | $ | 3,273 | |||||||||||||
Connectivity Solutions | 2,651 | ||||||||||||||
2014 Acquisitions total | $ | 5,924 | |||||||||||||
(b) | The property, plant and equipment noted above for Connectivity Solutions includes a $4.3 million step-up based on estimated acquisition-date fair value. There was no step-up for property, plant and equipment for Power Solutions since the estimated acquisition-date fair value approximated the carrying value of those assets. | ||||||||||||||
(c) | The preliminary fair value of identifiable intangible assets related to the 2014 Acquired Companies is shown in the table below. For those intangible assets with finite lives, the acquisition-date fair values will be amortized over their respective estimated future lives utilizing the straight-line method. | ||||||||||||||
Acquisition-date Fair Values | |||||||||||||||
Power Solutions | Connectivity Solutions | 2014 Acquisitions | Weighted-Average Life | ||||||||||||
Trademarks | $ | 890 | $ | 7,500 | $ | 8,390 | Indefinite | ||||||||
Customer relationships | 12,200 | 22,000 | 34,200 | 16 years | |||||||||||
Technology | 7,800 | 9,000 | 16,800 | 14 years | |||||||||||
License agreements | 11,800 | - | 11,800 | 8 years | |||||||||||
Non-compete agreements | 530 | 1,500 | 2,030 | 3 years | |||||||||||
Total intangible assets acquired | $ | 33,220 | $ | 40,000 | $ | 73,220 | |||||||||
(d) | These amounts include a $12.0 million noncurrent liability and offsetting indemnification asset related to an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd.) for the years 2004 through 2006, as further described in Note 16. | ||||||||||||||
(e) | The Company acquired a liability for uncertain tax positions related to various tax matters for the years 2007 through 2013. While resolution of these tax matters are being actively pursued with the applicable taxing authority, these issues remained unresolved as of the filing date of this Annual Report on Form 10-K. | ||||||||||||||
(f) | Deferred taxes have been established on the previously-mentioned step-ups for inventories, property, plant and equipment and intangible assets. | ||||||||||||||
(g) | The amount of goodwill is provisional as of the filing date, as the fair value determination of inventories acquired, and appraisals related to property, plant and equipment, various intangible assets and certain liabilities such as lease liabilities is still under review. The portion of goodwill, if any, that will be deductible for tax purposes is yet to be determined. | ||||||||||||||
In connection with its acquisition of Power Solutions, the Company acquired a 49% interest in a joint venture in the PRC. The Company provisionally assigned no value to this investment. See Note 18, Related Party Transactions, for additional information. | |||||||||||||||
The results of operations of the 2014 Acquired Companies have been included in the Company's consolidated financial statements for the period subsequent to their respective acquisition dates. During the year ended December 31, 2014, the 2014 Acquired Companies contributed revenue of $134.3 million and an operating loss of approximately $1.9 million to the Company's consolidated financial results. | |||||||||||||||
The following unaudited pro forma information presents a summary of the combined results of operations of the Company and the aggregate results of TRP, Array, Power Solutions and Connectivity Solutions for the periods presented as if the 2013 Acquisitions had occurred on January 1, 2012 and the 2014 Acquisitions had occurred on January 1, 2013, along with certain pro forma adjustments. These pro forma adjustments give effect to the amortization of certain definite-lived intangible assets, adjusted depreciation based upon estimated fair value of assets acquired, interest expense and amortization of deferred financing costs related to the financing of the business combinations, and related tax effects. The 2014 unaudited pro forma net earnings for the year ended December 31, 2014 were adjusted to exclude $14.9 million ($9.8 million after tax) of non-recurring expenses, including audit, legal and other transaction fees, IT migration costs and employee-related expenses, which were incurred in connection with the 2013 and 2014 Acquisitions. The 2013 unaudited pro forma net earnings were adjusted to include these charges in addition to an estimated non-recurring expense related to a fair value adjustment to acquisition-date inventory of $5.9 million ($4.1 million after tax) during the year ended December 31, 2013, respectively. The 2013 results reflected below include merger-related charges incurred by Power Solutions in connection with its acquisition by ABB in July 2013. The pro forma results do not reflect the realization of any potential cost savings, or any related integration costs. Certain cost savings may result from these acquisitions; however, there can be no assurance that these cost savings will be achieved. The unaudited pro forma results are presented for illustrative purposes only and are not necessarily indicative of the results that would have actually been obtained if the acquisitions had occurred on the assumed dates, nor is the pro forma data intended to be a projection of results that may be obtained in the future: | |||||||||||||||
Year Ended | |||||||||||||||
December 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||
Revenue | $ | 629,132 | $ | 710,937 | |||||||||||
Net earnings | 11,705 | (65,299 | ) | ||||||||||||
Earnings per Class A common share - basic and diluted | 0.94 | (5.52 | ) | ||||||||||||
Earnings per Class B common share - basic and diluted | 1.02 | (5.77 | ) | ||||||||||||
2013 Acquisitions: | |||||||||||||||
On March 29, 2013, the Company completed its acquisition of TRP for $21.0 million, net of cash acquired. The Company's purchase of TRP consisted of the integrated connector module ("ICM") family of products, including RJ45, 10/100 Gigabit, 10G, PoE/PoE+, MRJ21 and RJ.5, a line of modules for smart-grid applications, and discrete magnetics. | |||||||||||||||
On August 20, 2013, the Company completed its acquisition of Array, a manufacturer of aerospace and mil-spec connector products based in Miami, Florida, for $10.0 million in cash. The acquisition of Array expands the Company's portfolio of connector products that can be offered to the combined customer base, and provides an opportunity to sell other products that Bel manufactures to Array's customers. Array has become part of Bel's Cinch Connector business. | |||||||||||||||
During the years ended December 31, 2014, 2013 and 2012, the Company incurred $0.1 million, $0.9 million and $1.3 million, respectively, of combined acquisition-related costs associated with the 2012 and 2013 Acquisitions. These costs are included in selling, general and administrative expense in the accompanying consolidated statements of operations for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||||
The purchase price allocations for TRP and Array were finalized during the first quarter of 2014. The following table depicts the finalized respective acquisition date fair values of the consideration paid and identifiable net assets acquired: | |||||||||||||||
TRP | Array | 2013 Acquisitions | |||||||||||||
March 29, | August 20, | Acquisition-Date | |||||||||||||
2013 | 2013 | Fair Values | |||||||||||||
(As finalized) | (As finalized) | (As finalized) | |||||||||||||
Cash | $ | 8,388 | $ | - | $ | 8,388 | |||||||||
Accounts receivable | 11,541 | 994 | 12,535 | ||||||||||||
Inventories | 7,355 | 993 | 8,348 | ||||||||||||
Other current assets | 1,619 | 428 | 2,047 | ||||||||||||
Property, plant and equipment | 5,790 | 3,510 | 9,300 | ||||||||||||
Intangible assets | 6,110 | 1,470 | 7,580 | ||||||||||||
Other assets | 1,349 | 1,747 | 3,096 | ||||||||||||
Total identifiable assets | 42,152 | 9,142 | 51,294 | ||||||||||||
Accounts payable | (8,234 | ) | (676 | ) | (8,910 | ) | |||||||||
Accrued expenses | (4,465 | ) | (285 | ) | (4,750 | ) | |||||||||
Other current liabilities | (759 | ) | - | (759 | ) | ||||||||||
Noncurrent liabilities | (586 | ) | (1,748 | ) | (2,334 | ) | |||||||||
Total liabilities assumed | (14,044 | ) | (2,709 | ) | (16,753 | ) | |||||||||
Net identifiable assets acquired | 28,108 | 6,433 | 34,541 | ||||||||||||
Goodwill | 1,240 | 3,572 | 4,812 | ||||||||||||
Net assets acquired | $ | 29,348 | $ | 10,005 | $ | 39,353 | |||||||||
Fair value of consideration transferred | $ | 29,348 | $ | 10,005 | $ | 39,353 | |||||||||
The measurement period adjustments primarily related to adjustments to fair value based on the appraisals on inventory, property, plant and equipment, and intangible assets. In addition, various other asset and liability accounts had measurement period adjustments related to deferred taxes. | |||||||||||||||
The results of operations of the 2013 Acquired Companies have been included in the Company's consolidated financial statements for the period subsequent to their respective acquisition dates. During the years ended December 31, 2014 and 2013, the 2013 Acquired Companies contributed revenue of $75.4 million and $68.6 million, respectively, and operating income of $12.7 million and $8.4 million, respectively, to the Company's consolidated financial results. | |||||||||||||||
2012 Acquisitions: | |||||||||||||||
On March 9, 2012, the Company completed its acquisition of 100% of the issued and outstanding capital stock of GigaCom with a cash payment of $2.7 million (£1.7 million). GigaCom, located in Gothenburg, Sweden, is a supplier of expanded beam fiber optic technology. On July 31, 2012, the Company completed its acquisition of 100% of the issued and outstanding capital stock of Fibreco with a cash payment, net of $2.7 million of cash acquired, of $13.7 million (£8.7 million). Fibreco, located in the United Kingdom, is a supplier of a broad range of expanded beam fiber optic components for use in military communications, outside broadcast and offshore exploration applications. Both GigaCom and Fibreco have become part of Bel's Cinch Connectivity Solutions business. | |||||||||||||||
On September 12, 2012, the Company completed its acquisition of 100% of the issued and outstanding capital stock of Powerbox, now known as Bel Power Europe, with a cash payment, net of $0.2 million of cash acquired, of $3.0 million and 30,000 restricted shares of the Company's Class B common stock with a grant date fair value of $0.6 million. Bel Power Europe, located near Milan, Italy, develops high-power AC-DC power conversion solutions targeted at the broadcasting market. | |||||||||||||||
The purchase accounting related to the 2012 Acquisitions was finalized within one year of the respective acquisition dates. The final purchase price allocation related to the 2012 Acquisitions is outlined in Note 2 of the Company's Annual Report on Form 10-K for the year ended December 31, 2013. The contributions to revenue and operating income from the 2012 Acquisitions is detailed in Note 12 to the notes to consolidated financial statements. | |||||||||||||||
Restructuring_Activities
Restructuring Activities | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Restructuring Activities [Abstract] | |||||||||||||||||||||||||||||
Restructuring Activities | 3 | Restructuring Activities | |||||||||||||||||||||||||||
Activity and liability balances related to restructuring costs for the years ended December 31, 2013 and 2014 are as follows: | |||||||||||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||||||||||
Liability at | Cash Payments | Liability at | Cash Payments | Liability at | |||||||||||||||||||||||||
December 31, | New | and Other | December 31, | New | and Other | December 31, | |||||||||||||||||||||||
2012 | Charges | Settlements | 2013 | Charges | Settlements | 2014 | |||||||||||||||||||||||
Severance costs | $ | 122 | $ | 1,239 | $ | (1,361 | ) | $ | - | $ | 1,778 | $ | (1,778 | ) | $ | - | |||||||||||||
Transportation of equipment | - | 100 | (100 | ) | - | - | - | - | |||||||||||||||||||||
Other restructuring costs | - | 48 | (48 | ) | - | 54 | (54 | ) | - | ||||||||||||||||||||
Total | $ | 122 | $ | 1,387 | $ | (1,509 | ) | $ | - | $ | 1,832 | $ | (1,832 | ) | $ | - | |||||||||||||
During the year ended December 31, 2014, the Company incurred severance costs associated with restructuring of management and sales teams after the acquisitions of Power Solutions and Connectivity Solutions. | |||||||||||||||||||||||||||||
During 2012, Bel initiated the closure of its Cinch North American manufacturing facility in Vinita, Oklahoma, and transition of the operations to Reynosa, Mexico and a new facility in McAllen, Texas. The Company recorded $5.2 million related to this restructuring during 2012, comprised primarily of $3.2 million in severance costs, $1.4 million related to asset disposals and $0.6 million of other expenses. The Cinch restructuring continued into early 2013 and the Company incurred an additional $1.4 million of restructuring costs in 2013 related to these efforts, as detailed in the table above. These amounts are classified as restructuring charges on the consolidated statements of operations. |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets [Abstract] | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets | 4 | Goodwill and Other Intangible Assets | |||||||||||||||||||||||
Goodwill represents the excess of the purchase price and related acquisition costs over the fair value assigned to the net tangible and other intangible assets acquired in a business acquisition. | |||||||||||||||||||||||||
Other intangible assets include patents, technology, license agreements, non-compete agreements and trademarks. Amounts assigned to these intangible assets have been determined by management. Management considered a number of factors in determining the allocations, including valuations and independent appraisals. Trademarks have indefinite lives and are reviewed for impairment on an annual basis. Other intangible assets, excluding trademarks, are being amortized over 2 to 24 years. | |||||||||||||||||||||||||
The changes in the carrying value of goodwill classified by reportable operating segment for the years ended December 31, 2014 and 2013 are as follows: | |||||||||||||||||||||||||
Total | North America | Asia | Europe | ||||||||||||||||||||||
Balance at January 1, 2013: | |||||||||||||||||||||||||
Goodwill, gross | 40,500 | 15,293 | 12,875 | 12,332 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 13,559 | $ | 1,227 | $ | - | $ | 12,332 | |||||||||||||||||
Goodwill allocation related to acquisitions | 4,812 | 3,572 | 1,240 | - | |||||||||||||||||||||
Foreign currency translation | 119 | - | (8 | ) | 127 | ||||||||||||||||||||
Balance at December 31, 2013: | |||||||||||||||||||||||||
Goodwill, gross | 45,431 | 18,865 | 14,107 | 12,459 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 18,490 | $ | 4,799 | $ | 1,232 | $ | 12,459 | |||||||||||||||||
Goodwill allocation related to acquisitions | 100,016 | 50,118 | 35,486 | 14,412 | |||||||||||||||||||||
Measurement period adjustments | (496 | ) | (496 | ) | - | - | |||||||||||||||||||
Foreign currency translation | (437 | ) | - | (210 | ) | (227 | ) | ||||||||||||||||||
Balance at December 31, 2014: | |||||||||||||||||||||||||
Goodwill, gross | 144,514 | 68,487 | 49,383 | 26,644 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 117,573 | $ | 54,421 | $ | 36,508 | $ | 26,644 | |||||||||||||||||
During the year ended December 31, 2014, the Company recorded $100.0 million of additional goodwill related to the 2014 Acquisitions. | |||||||||||||||||||||||||
During the year ended December 31, 2013, the Company recorded $4.6 million of additional goodwill related to the 2013 Acquisitions. The goodwill related to the acquisition of TRP was assigned to the Company's Asia operating segment and the goodwill related to the acquisition of Array was assigned to the Company's North America operating segment. The Company completed its annual goodwill impairment test during the fourth quarter of 2014, noting no impairment. Management determined that the fair value of the goodwill at December 31, 2014 exceeded its carrying value and that no impairment existed as of that date. | |||||||||||||||||||||||||
The Company tests indefinite-lived intangible assets for impairment using a fair value approach, the relief-from-royalty method (a form of the income approach). At December 31, 2014, the Company's indefinite-lived intangible assets related to the trademarks acquired in the Power Solutions, Connectivity Solutions, Cinch and Fibreco acquisitions. The Company completed its annual indefinite-lived intangible assets impairment test during the fourth quarter of 2014, noting no impairment. Management has concluded that the fair value of these trademarks exceeded the related carrying values at December 31, 2014 and that no impairment existed as of that date. | |||||||||||||||||||||||||
2014 Annual Impairment Test | |||||||||||||||||||||||||
During the fourth quarter of 2014 and 2013, we completed step one of our annual goodwill impairment test for our reporting units. We concluded that the fair values of these reporting units were above their carrying values and, therefore, there was no indication of impairment in either year. | |||||||||||||||||||||||||
We estimated the fair value of these reporting units using a weighting of fair values derived from income and market approaches. Under the income approach, we determine the fair value of a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on management's estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of revenue and earnings derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit. | |||||||||||||||||||||||||
The excess of estimated fair values over carrying value, including goodwill for each of our reporting units that had goodwill as of the 2014 annual impairment test were the following: | |||||||||||||||||||||||||
Reporting Unit | % by Which Estimated Fair Value Exceeds Carrying Value | ||||||||||||||||||||||||
North America | 10 | % | |||||||||||||||||||||||
Asia | 63 | % | |||||||||||||||||||||||
Europe | 19 | % | |||||||||||||||||||||||
As noted above, the fair value determined under step one of the goodwill impairment test completed in the fourth quarter of 2014 exceeded the carrying value for each reporting unit. Therefore, there was no impairment of goodwill. However, if the fair value decreases in future periods, the Company may fail step one of the goodwill impairment test and be required to perform step two. In performing step two, the fair value would have to be allocated to all of the assets and liabilities of the reporting unit. Therefore, any potential goodwill impairment charge would be dependent upon the estimated fair value of the reporting unit at that time and the outcome of step two of the impairment test. The fair values of the assets and liabilities of the reporting unit, including the intangible assets, could vary depending on various factors. | |||||||||||||||||||||||||
The future occurrence of a potential indicator of impairment, such as a decrease in expected net earnings, adverse equity market conditions, a decline in current market multiples, a decline in our common stock price, a significant adverse change in legal factors or business climates, an adverse action or assessment by a regulator, unanticipated competition, strategic decisions made in response to economic or competitive conditions, or a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or disposed of, could require an interim assessment for some or all of the reporting units before the next required annual assessment. In the event of significant adverse changes of the nature described above, it may be necessary for us to recognize a non-cash impairment of goodwill, which could have a material adverse effect on our consolidated financial condition and results of operations. | |||||||||||||||||||||||||
The components of intangible assets other than goodwill are as follows: | |||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | ||||||||||||||||||||
Patents, licenses and technology | $ | 38,872 | $ | 4,297 | $ | 34,575 | $ | 11,919 | $ | 1,864 | $ | 10,055 | |||||||||||||
Customer relationships | 45,836 | 3,062 | 42,774 | 11,923 | 1,191 | 10,732 | |||||||||||||||||||
Non-compete agreements | 2,781 | 1,050 | 1,731 | 787 | 483 | 304 | |||||||||||||||||||
Trademarks | 16,624 | 202 | 16,422 | 8,381 | - | 8,381 | |||||||||||||||||||
$ | 104,113 | $ | 8,611 | $ | 95,502 | $ | 33,010 | $ | 3,538 | $ | 29,472 | ||||||||||||||
During the years ended December 31, 2014 and 2013, the Company recorded $73.2 million and $8.9 million, respectively, of various intangible assets in connection with the recent acquisitions. A listing of intangible assets acquired with the 2013 and 2014 Acquired Companies and the related weighted-average lives of those assets is detailed in Note 2. Amortization expense was $5.4 million, $1.9 million and $0.8 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||
Estimated amortization expense for intangible assets for the next five years is as follows: | |||||||||||||||||||||||||
December 31, | Amortization Expense | ||||||||||||||||||||||||
2015 | $ | 7,481 | |||||||||||||||||||||||
2016 | 7,181 | ||||||||||||||||||||||||
2017 | 6,848 | ||||||||||||||||||||||||
2018 | 6,556 | ||||||||||||||||||||||||
2019 | 6,515 |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |
Dec. 31, 2014 | ||
Fair Value Measurements [Abstract] | ||
Fair Value Measurements | 5 | Fair Value Measurements |
As of December 31, 2014 and 2013, the Company held certain financial assets that are measured at fair value on a recurring basis. These consisted of securities that are among the Company's investments in a rabbi trust which are intended to fund the Company's Supplemental Executive Retirement Plan ("SERP") obligations, and other marketable securities described below. The securities that are held in the rabbi trust are categorized as available-for-sale securities and are included as other assets in the accompanying consolidated balance sheets at December 31, 2014 and 2013. The gross unrealized gains associated with the investments held in the rabbi trust were $0.7 million and $0.4 million at December 31, 2014 and 2013, respectively. Such unrealized gains are included, net of tax, in accumulated other comprehensive income. | ||
As of December 31, 2014 and December 31, 2013, the Company had marketable securities with a combined fair value of less than $0.1 million at each date, and gross unrealized gains of less than $0.1 million at each date. Such unrealized gains are included, net of tax, in accumulated other comprehensive income. The fair value of the equity securities is determined based on quoted market prices in public markets and is categorized as Level 1. As of December 31, 2014 and 2013, our available-for-sale securities, which primarily consist of investments held in a rabbi trust of $6.5 million and $3.3 million, respectively, are measured at fair value using quoted prices in active markets for identical assets (Level 1) inputs. The Company does not have any financial assets measured at fair value on a recurring basis categorized as Level 3, and there were no transfers in or out of Level 1, Level 2 or Level 3 during 2014 or 2013. There were no changes to the Company's valuation techniques used to measure asset fair values on a recurring or nonrecurring basis during 2014. | ||
There were no financial assets accounted for at fair value on a nonrecurring basis as of December 31, 2014 or 2013. | ||
The Company has other financial instruments, such as cash and cash equivalents, accounts receivable, restricted cash, accounts payable, accrued expenses and notes payable, which are not measured at fair value on a recurring basis but are recorded at amounts that approximate fair value due to their liquid or short-term nature. The fair value of the Company's long-term debt is estimated using a discounted cash flow method based on interest rates that are currently available for debt issuances with similar terms and maturities. At December 31, 2014, the estimated fair value of long-term debt was $233.3 million compared to a carrying amount of $232.6 million. The Company did not have any other financial liabilities within the scope of the fair value disclosure requirements as of December 31, 2014. | ||
Nonfinancial assets and liabilities, such as goodwill, indefinite-lived intangible assets and long-lived assets, are accounted for at fair value on a nonrecurring basis. These items are tested for impairment upon the occurrence of a triggering event or in the case of goodwill, on at least an annual basis. See Note 4, Goodwill and Other Intangible Assets for further information about goodwill and other indefinite-lived intangible assets. |
Other_Assets
Other Assets | 12 Months Ended | |
Dec. 31, 2014 | ||
Other Assets [Abstract] | ||
Other Assets | 6 | Other Assets |
At December 31, 2014 and 2013, the Company has obligations of $14.2 million and $10.8 million, respectively, associated with its SERP. As a means of informally funding these obligations, the Company has invested in life insurance policies related to certain employees and marketable securities held in a rabbi trust. At December 31, 2014 and 2013, these assets had a combined value of $12.3 million and $11.9 million, respectively. | ||
Company-Owned Life Insurance | ||
Investments in company-owned life insurance policies ("COLI") were made with the intention of utilizing them as a long-term funding source for the Company's SERP obligations. However, the cash surrender value of the COLI does not represent a committed funding source for these obligations. Any proceeds from these policies are subject to claims from creditors. The cash surrender value of the COLI of $5.8 million and $8.6 million at December 31, 2014 and 2013, respectively, is included in other assets in the accompanying consolidated balance sheets. During 2014, the Company surrendered $2.9 million of COLI and utilized the proceeds to purchase additional marketable securities within the rabbi trust. The volatility in global equity markets in recent years has also had a significant effect on the cash surrender value of the COLI policies. The Company recorded income (expense) to account for the increase (decrease) in cash surrender value in the amount of $0.2 million, $0.7 million and $0.3 million during the years ended December 31, 2014, 2013 and 2012, respectively. These fluctuations in the cash surrender value were allocated between cost of sales and selling, general and administrative expenses on the consolidated statements of operations for the years ended December 31, 2014, 2013 and 2012. The allocation is consistent with the costs associated with the long-term employee benefit obligations that the COLI is intended to fund. | ||
Other Investments | ||
At December 31, 2014 and 2013, the Company held, in the aforementioned rabbi trust, available-for-sale investments at a cost of $5.8 million and $2.9 million, respectively. Together with the COLI described above, these investments are intended to fund the Company's SERP obligations and are classified as other assets in the accompanying consolidated balance sheets. The Company monitors these investments for impairment on an ongoing basis. As discussed above, the Company purchased $2.9 million of additional SERP investments during 2014. At December 31, 2014 and 2013, the fair market value of these investments was $6.5 million and $3.3 million, respectively. The gross unrealized gain of $0.7 million and $0.4 million at December 31, 2014 and 2013, respectively, has been included, net of tax, in accumulated other comprehensive income (loss). | ||
Inventories_net
Inventories, net | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventories, net [Abstract] | |||||||||
Inventories, net | 7 | Inventories, net | |||||||
The components of inventories, net are as follows: | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 51,638 | $ | 29,428 | |||||
Work in progress | 16,128 | 8,783 | |||||||
Finished goods | 45,864 | 31,808 | |||||||
Inventories, net | $ | 113,630 | $ | 70,019 |
Property_Plant_and_Equipment_n
Property, Plant and Equipment, net | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment, net [Abstract] | |||||||||
Property, Plant and Equipment, net | 8 | Property, Plant and Equipment, net | |||||||
Property, plant and equipment, net consist of the following: | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Land | $ | 3,293 | $ | 3,229 | |||||
Buildings and improvements | 31,067 | 25,216 | |||||||
Machinery and equipment | 117,973 | 82,420 | |||||||
Construction in progress | 4,764 | 4,042 | |||||||
157,097 | 114,907 | ||||||||
Accumulated depreciation | (86,436 | ) | (74,011 | ) | |||||
Property, plant and equipment, net | $ | 70,661 | $ | 40,896 | |||||
Depreciation expense for the years ended December 31, 2014, 2013 and 2012 was $14.3 million, $10.5 million and $8.4 million, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Income Taxes [Abstract] | |||||||||||||||||||||||||
Income Taxes | 9. Income Taxes | ||||||||||||||||||||||||
At December 31, 2014 and 2013, the Company has approximately $40.0 million and $2.2 million, respectively, of liabilities for uncertain tax positions ($0.2 million and $1.0 million, respectively, included in income taxes payable on the consolidated balance sheets and $39.8 million and $1.2 million, respectively, included in liability for uncertain tax positions on the consolidated balance sheets) a portion of which ($2.8 million and $2.2 million, respectively), if recognized, would reduce the Company's effective tax rate. | |||||||||||||||||||||||||
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company is no longer subject to U.S. federal examinations by tax authorities for years before 2011 and for state examinations before 2008. Regarding foreign subsidiaries, the Company is no longer subject to examination by tax authorities for years before 2003 in Asia and generally 2007 in Europe. | |||||||||||||||||||||||||
As a result of the expiration of the statutes of limitations for specific jurisdictions, it is reasonably possible that the related unrecognized benefits for tax positions taken regarding previously filed tax returns may change materially from those recorded as liabilities for uncertain tax positions in the Company's consolidated financial statements at December 31, 2014. A total of $0.2 million of previously recorded liabilities for uncertain tax positions relates principally to the 2011 tax year. The statute of limitations related to these liabilities is scheduled to expire on September 15, 2015. Additionally, a total of $0.8 million of previously recorded liabilities for uncertain tax positions relating to the 2010 tax year were reversed during the year ended December 31, 2014. This was offset by an increase to the liability for uncertain tax positions in the amount of $2.7 million, of which $1.2 million relates to interest and penalties on the uncertain tax positions acquired from Power Solutions, which is included in the consolidated statement of operations during the year ended December 31, 2014. A total of $0.5 million of previously recorded liabilities for uncertain tax positions relating to 2006 and 2009 tax years were reversed during the year ended December 31, 2013. | |||||||||||||||||||||||||
A reconciliation of the beginning and ending amount of the liability for uncertain tax positions is as follows: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Liability for uncertain tax positions - January 1 | $ | 2,189 | $ | 2,711 | $ | 4,132 | |||||||||||||||||||
Additions based on tax positions | |||||||||||||||||||||||||
related to the current year | 2,732 | 28 | 1,221 | ||||||||||||||||||||||
Additions relating to acquisitions | 35,874 | - | - | ||||||||||||||||||||||
Settlement/expiration of statutes of limitations | (825 | ) | (550 | ) | (2,642 | ) | |||||||||||||||||||
Liability for uncertain tax positions - December 31 | $ | 39,970 | $ | 2,189 | $ | 2,711 | |||||||||||||||||||
As part of the acquisition of Power Solutions the Company acquired a $35.8 million liability for uncertain tax positions. Of this amount, $12.0 million relates to an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd.) for the years 2004 through 2006, as further described in Note 16. The Company also acquired a liability for additional uncertain tax positions related to various tax matters for the years 2007 through 2013. Resolution of these tax matters are being actively pursued with the applicable taxing authority. From the date of acquisition through December 31, 2014, the Company has recorded $1.2 million of interest and penalties pertaining to this issue and will continue to accrue approximately $2.5 million annually until the issue is resolved. | |||||||||||||||||||||||||
The Company's policy is to recognize interest and penalties related to uncertain tax positions as a component of the current provision for income taxes. During the years ended December 31, 2014 and 2013, the Company recognized $1.6 million and an immaterial amount, respectively, in interest and penalties in the consolidated statements of operations. During the year ended December 31, 2014, the Company recognized a benefit of $0.2 million for the reversal of such interest and penalties. The Company has approximately $1.6 million and $0.2 million accrued for the payment of interest and penalties at December 31, 2014 and 2013, respectively, which is included in both income taxes payable and liability for uncertain tax positions in the consolidated balance sheets. | |||||||||||||||||||||||||
The Company's total income (loss) before provision (benefit) for income taxes included earnings (loss) from domestic operations of ($9.2) million, ($1.2) million and $0.4 million for 2014, 2013 and 2012, respectively, and earnings before provision (benefit) for income taxes from foreign operations of $19.6 million, $16.3 million and $0.6 million for 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||
The provision (benefit) for income taxes consists of the following: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Current: | |||||||||||||||||||||||||
Federal | $ | 1,924 | $ | (1,099 | ) | $ | (459 | ) | |||||||||||||||||
Foreign | 1,759 | 1,120 | 241 | ||||||||||||||||||||||
State | 175 | 113 | 76 | ||||||||||||||||||||||
3,858 | 134 | (142 | ) | ||||||||||||||||||||||
Deferred: | |||||||||||||||||||||||||
Federal | (2,698 | ) | (865 | ) | (807 | ) | |||||||||||||||||||
State | (407 | ) | 65 | (58 | ) | ||||||||||||||||||||
Foreign | 543 | (77 | ) | (369 | ) | ||||||||||||||||||||
(2,562 | ) | (877 | ) | (1,234 | ) | ||||||||||||||||||||
$ | 1,296 | $ | (743 | ) | $ | (1,376 | ) | ||||||||||||||||||
A reconciliation of taxes on income computed at the U.S. federal statutory rate to amounts provided is as follows: | |||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
$ | % | $ | % | $ | % | ||||||||||||||||||||
Tax provision computed at the | |||||||||||||||||||||||||
federal statutory rate | $ | 3,638 | 35 | % | $ | 5,309 | 35 | % | $ | 339 | 34 | % | |||||||||||||
Increase (decrease) in taxes resulting from: | |||||||||||||||||||||||||
Different tax rates | |||||||||||||||||||||||||
applicable to foreign operations | (4,524 | ) | (44 | %) | (4,677 | ) | (31 | %) | (306 | ) | (31 | %) | |||||||||||||
Increase in (reversal of) liability for uncertain | |||||||||||||||||||||||||
tax positions - net | 1,907 | 18 | % | (522 | ) | (3 | %) | (1,421 | ) | (143 | %) | ||||||||||||||
Utilization of research and experimentation, solar and foreign | |||||||||||||||||||||||||
tax credits | (508 | ) | (5 | %) | (1,049 | ) | (7 | %) | - | 0 | % | ||||||||||||||
State taxes, net of federal benefit | (183 | ) | (2 | %) | 117 | 1 | % | - | 0 | % | |||||||||||||||
Current year valuation allowance - U.S. segment | 335 | 3 | % | 49 | 0 | % | 298 | 30 | % | ||||||||||||||||
Federal tax on profit of foreign disregarded entities | |||||||||||||||||||||||||
net of deferred tax | 770 | 7 | % | - | 0 | % | - | 0 | % | ||||||||||||||||
Permanent differences applicable to U.S. operations, | |||||||||||||||||||||||||
including qualified production activity credits, | |||||||||||||||||||||||||
SERP/COLI income, unrealized foreign exchange gains | |||||||||||||||||||||||||
and amortization of purchase accounting intangibles | (11 | ) | 0 | % | (91 | ) | (1 | %) | (260 | ) | (26 | %) | |||||||||||||
Other | (128 | ) | (1 | %) | 121 | 1 | % | (26 | ) | (3 | %) | ||||||||||||||
Tax (benefit) provision computed at the Company's | |||||||||||||||||||||||||
effective tax rate | $ | 1,296 | 12 | % | $ | (743 | ) | (5 | %) | $ | (1,376 | ) | (138 | %) | |||||||||||
The Company holds an offshore business license from the government of Macao. With this license, a Macao offshore company named Bel Fuse (Macao Commercial Offshore) Limited has been established to handle all of the Company's sales to third-party customers in Asia. Sales by this company consist of products manufactured in the PRC. This company is not subject to Macao corporate profit taxes which are imposed at a tax rate of 12%. Additionally, the Company established TRP International, a China Business Trust ("CBT"), when it acquired the TRP group, as previously discussed. Sales by the CBT consists of products manufactured in the PRC and sold to third-party customers inside and outside Asia. The CBT is not subject to PRC income taxes, which are generally imposed at a tax rate of 25%. | |||||||||||||||||||||||||
As of December 31, 2014, the Company has gross foreign income tax net operating losses ("NOL") of $19.4 million, foreign tax credits of $0.3 million and capital loss carryforwards of $0.2 million which amount to a total of $4.9 million of deferred tax assets. The Company has established valuation allowances totaling $4.9 million against these deferred tax assets. In addition, the Company has gross federal and state income tax NOLs of $27.7 million, including $5.9 million of NOLs acquired from Array and $16.7 million of NOLs acquired from Connectivity Solutions, which amount to $9.0 million of deferred tax assets; capital loss carryforwards of $0.9 million which amount to $0.3 million of deferred tax assets; and tax credit carryforwards of $2.1 million. The Company has established valuation allowances of $0.2 million, $0.3 million and $1.2 million, respectively, against these deferred tax assets. The foreign NOL's can be carried forward indefinitely, the NOL acquired from Array expires at various times during 2026 – 2027, the NOL acquired from Connectivity Solutions expire at various times during 2022-2033, the state NOL's expire at various times during 2015 – 2031 and the tax credit carryforwards expire at various times during 2025 - 2034. | |||||||||||||||||||||||||
Upon completion of the acquisitions of Power Solutions and Connectivity Solutions, there were net deferred tax assets of $7.1 million and $1.2 million, respectively, arising from various temporary differences and net operating loss carry forward acquired, which are included in the consolidated balance sheet at December 31, 2014. In connection with the 2014 Acquisitions, the Company was required to complete a fair market value report of property, plant and equipment and intangibles. As a result of that report, the Company established deferred tax liabilities at the date of acquisition in the amount of $3.1 million and $16.4 million, respectively, for the Power Solutions and Connectivity Solutions acquisitions. At December 31, 2014, a net deferred tax liability of $8.3 million remains on the consolidated balance sheet for the 2014 Acquisitions. | |||||||||||||||||||||||||
The Company intends to make elections to step up the tax basis to fair value under IRC Section 338(g) for the Power Solutions acquisition and for certain jurisdictions with respect to the Connectivity Solutions acquisition. The elections made under Section 338(g) only affect U.S. income taxes (not those of the foreign country where the acquired entities were incorporated). | |||||||||||||||||||||||||
Upon the acquisition of TRP, TRP had a deferred tax asset in the amount of $2.2 million arising from various timing differences related to depreciation and accrued expenses. Upon the acquisition of Array, Array had a deferred tax liability of $0.7 million arising from timing differences related to depreciation and a deferred tax asset of $2.1 million arising from the NOL acquired. In connection with the 2013 Acquisitions, the Company was required to complete a fair market value report of property, plant and equipment and intangibles. As a result of that report, the Company established deferred tax liabilities at the date of acquisition in the amount of $0.6 million and $1.0 million respectively for the TRP and Array acquisitions. At December 31, 2014, a net deferred tax liability of $0.3 million remains on the consolidated balance sheet for the 2013 Acquisitions. | |||||||||||||||||||||||||
The Company does not intend to make any election to step up the tax basis of the 2013 Acquisitions to fair value under IRC Section 338(g). | |||||||||||||||||||||||||
Upon the acquisition of Fibreco, Fibreco had a deferred tax liability in the amount of $0.1 million arising from various timing differences. In connection with the 2012 Acquisitions, the Company was required to complete a fair market value report of property, plant and equipment and intangibles. As a result of that report, the Company established deferred tax liabilities at the date of acquisition in the amount of $1.7 million, $0.6 million and $0.4 million, respectively for the Fibreco, GigaCom and Powerbox acquisitions. At December 31, 2014, a deferred tax liability of $2.1 million remains on the consolidated balance sheet for the 2012 Acquisitions. | |||||||||||||||||||||||||
The Company has made elections under Internal Revenue Code ("IRC") Section 338(g) to step up the tax basis of the 2012 Acquisitions to fair value. The elections made under Section 338(g) only affect U.S. income taxes (not those of the foreign country where the acquired entities were incorporated). | |||||||||||||||||||||||||
It is the Company's intention to repatriate substantially all net income from its wholly owned PRC subsidiary, Dongguan Transpower Electric Products Co., Ltd, a Chinese Limited Liability Company, to its direct Hong Kong parent Transpower Technologies (Hong Kong) Ltd. Applicable income and dividend withholding taxes have been reflected in the accompanying consolidated statements of operations for the year ended December 31, 2014. However, U.S. deferred taxes need not be provided as there is no intention to repatriate such amounts to the U.S. Management's intention is to permanently reinvest the majority of the remaining earnings of foreign subsidiaries in the expansion of its foreign operations. Unrepatriated earnings, upon which U.S. income taxes have not been accrued, are approximately $126.6 million at December 31, 2014. Such unrepatriated earnings are deemed by management to be permanently reinvested. At December 31, 2014, the estimated federal income tax liability (net of estimated foreign tax credits) related to unrepatriated foreign earnings is $32.4 million under the current tax law. | |||||||||||||||||||||||||
Components of deferred income tax assets are as follows: | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Tax Effect | Tax Effect | ||||||||||||||||||||||||
Deferred tax assets: | |||||||||||||||||||||||||
State tax credits | $ | 954 | $ | 1,336 | |||||||||||||||||||||
Unfunded pension liability | 1,301 | 668 | |||||||||||||||||||||||
Reserves and accruals | 2,095 | 2,020 | |||||||||||||||||||||||
Federal, state and foreign net operating loss | |||||||||||||||||||||||||
and credit carryforwards | 15,361 | 4,634 | |||||||||||||||||||||||
Depreciation | 962 | 973 | |||||||||||||||||||||||
Amortization | 995 | 588 | |||||||||||||||||||||||
Acquired deferred taxes | 10,775 | - | |||||||||||||||||||||||
Other accruals | 3,253 | 3,303 | |||||||||||||||||||||||
Total deferred tax assets | 35,696 | 13,522 | |||||||||||||||||||||||
Deferred tax liabilities: | |||||||||||||||||||||||||
Reserves and accruals | 68 | 68 | |||||||||||||||||||||||
Depreciation | 707 | 1,076 | |||||||||||||||||||||||
Amortization | 21,191 | 4,762 | |||||||||||||||||||||||
Acquired deferred taxes | 8,053 | - | |||||||||||||||||||||||
Other accruals | 1,522 | 566 | |||||||||||||||||||||||
Total deferred tax liabilities | 31,541 | 6,472 | |||||||||||||||||||||||
Valuation allowance | 6,692 | 2,375 | |||||||||||||||||||||||
Net deferred tax assets/(liabilities) | $ | (2,537 | ) | $ | 4,675 | ||||||||||||||||||||
On December 31, 2013, under the "American Taxpayer Relief Act" ("ATRA"), the Research and Experimentation credit ("R&E") expired. On December 16, 2014, the R&E credit was extended back to January 1, 2014 and the Company recognized $0.3 million in R&E credits during the fourth quarter of 2014. During the first quarter of 2013, the Company recognized a $0.4 million R&E credit from 2012 as an increase in the March 31, 2013 quarterly benefit for income taxes. | |||||||||||||||||||||||||
The Company continues to monitor proposed legislation affecting the taxation of transfers of U.S. intangible property and other potential tax law changes. |
Debt
Debt | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Debt [Abstract] | |||||
Debt | 10 | Debt | |||
On June 19, 2014, the Company entered into a senior Credit and Security Agreement with KeyBank National Association ("KeyBank"), as administrative agent and lender, which was amended on June 30, 2014 principally to add a syndicate of additional lenders (as so amended, the "Credit and Security Agreement" or "CSA"). The maturity date of the CSA is June 18, 2019. | |||||
The CSA consists of (i) a $50 million revolving credit facility ("Revolver"), (ii) a $145 million term loan facility ("Term Loan") and (iii) a $70 million delayed draw term loan ("DDTL"). Under the terms of the CSA, the Company is entitled, subject to the satisfaction of certain conditions, to request additional commitments under the revolving credit facility or term loans in the aggregate principal amount of up to $100 million to the extent that existing or new lenders agree to provide such additional commitments and/or term loans. | |||||
The obligations of the Company under the CSA are guaranteed by certain of the Company's material U.S. subsidiaries (together with the Company, the "Loan Parties") and are secured by a first priority security interest in substantially all of the existing and future personal property of the Loan Parties, certain material real property of the Loan Parties and certain of the Loan Parties' material U.S. subsidiaries, including 65% of the voting capital stock of certain of the Loan Parties' direct foreign subsidiaries. | |||||
The borrowings under the CSA will bear interest at a rate equal to, at the Company's option, either (1) LIBOR, plus a margin ranging from 1.75% per annum to 3.00% per annum depending on the Company's leverage ratio, or (2)(a) an "Alternate Base Rate," which is the highest of (i) the federal funds rate plus 0.50%, (ii) KeyBank's prime rate and (iii) the LIBOR rate with a maturity of one month plus 1.00%, plus (b) a margin ranging from 0.75% per annum to 2.00% per annum, depending on the Company's leverage ratio. The interest rate in effect at December 31, 2014 was 2.94%, which consists of LIBOR of 0.19% plus the Company's margin of 2.75%. | |||||
The CSA contains customary representations and warranties, covenants and events of default and financial covenants that measure (i) the ratio of the Company's total funded indebtedness, on a consolidated basis, to the amount of the Company's consolidated EBITDA, as defined, ("Leverage Ratio") and (ii) the ratio of the amount of the Company's consolidated EBITDA to the Company's consolidated fixed charges ("Fixed Charge Coverage Ratio"). If an event of default occurs, the lenders under the CSA would be entitled to take various actions, including the acceleration of amounts due thereunder and all actions permitted to be taken by a secured creditor. At December 31, 2014, the Company was in compliance with its debt covenants, including its most restrictive covenant, the Leverage Ratio. The unused credit available under the credit facility at December 31, 2014 was $27.0 million, of which we had the ability to borrow $16.2 million without violating our Leverage Ratio covenant based on the Company's existing consolidated EBITDA. | |||||
Concurrent with its entry into the CSA on June 19, 2014, the Company borrowed $145.0 million under the Term Loan to complete its acquisition of Power Solutions. In July 2014, in connection with the acquisition of Connectivity Solutions, the Company borrowed an additional $90.0 million under the CSA ($70.0 million through the DDTL and $20.0 million under the Revolver). During the year ended December 31, 2014, the Company recorded $5.8 million in deferred financing costs which will be amortized over the five-year term, and incurred $4.0 million of interest expense. At December 31, 2014, borrowings outstanding related solely to the $145.0 million Term Loan, the $70.0 million DDTL and $23.0 million under the revolver. | |||||
Scheduled principal payments of the long-term debt outstanding at December 31, 2014 are as follows (in thousands): | |||||
2015 | $ | 13,438 | |||
2016 | 16,125 | ||||
2017 | 18,812 | ||||
2018 | 24,188 | ||||
2019 | 160,062 | ||||
Total long-term debt | 232,625 | ||||
Less: Current maturities of long-term debt | (13,438 | ) | |||
Noncurrent portion of long-term debt | $ | 219,187 | |||
At December 31, 2013, the Company maintained a $30 million line of credit with Bank of America (the "Credit Agreement"), which was due to expire on October 14, 2016. At December 31, 2013, the borrowings under the line of credit amounted to $12.0 million and the balance available under the Credit Agreement was $18.0 million. The Credit Agreement bore interest at LIBOR plus 1.00% to 1.50% based on certain financial statement ratios maintained by the Company. The interest rate in effect on the borrowings outstanding at December 31, 2013 was 1.4%. The Company incurred interest expense of less than $0.1 million and $0.2 million related to the borrowings under the Credit Agreement during the years ended December 31, 2014 and 2013, respectively. Under the terms of the Credit Agreement, the Company was required to maintain certain financial ratios and comply with other financial conditions. During the year ended December 31, 2014, the Company repaid the full $12.0 million balance outstanding and terminated the Credit Agreement. |
Accrued_Expenses
Accrued Expenses | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accrued Expenses [Abstract] | |||||||||
Accrued Expenses | 11. Accrued Expenses | ||||||||
Accrued expenses consist of the following: | |||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Sales commissions | $ | 3,017 | $ | 1,431 | |||||
Subcontracting labor | 2,217 | 2,406 | |||||||
Salaries, bonuses and related benefits | 17,964 | 13,674 | |||||||
Warranty accrual | 6,032 | - | |||||||
Litigation reserve | - | 723 | |||||||
Other | 13,358 | 4,208 | |||||||
$ | 42,588 | $ | 22,442 | ||||||
A tabular presentation of the activity within the warranty accrual account for the year ended December 31, 2014 is presented below: | |||||||||
December 31, | |||||||||
2014 | |||||||||
Beginning balance as of January 1, 2014 | $ | - | |||||||
Warranty accruals acquired in 2014 Acquisitions | 4,397 | ||||||||
Charges and costs accrued | 3,834 | ||||||||
Adjustments related to pre-existing warranties (including changes in estimates) | (66 | ) | |||||||
Less repair costs incurred | (2,061 | ) | |||||||
Currency translation | (72 | ) | |||||||
Ending balance as of December 31, 2014 | $ | 6,032 |
Segments
Segments | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segments [Abstract] | |||||||||||||
Segments | 12. Segments | ||||||||||||
The Company operates in one industry with three reportable operating segments, which are geographic in nature. The segments consist of North America, Asia and Europe. The primary criteria by which financial performance is evaluated and resources are allocated are net sales and income from operations. The following is a summary of key financial data: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net Sales to External Customers: | |||||||||||||
North America | $ | 217,258 | $ | 116,548 | $ | 126,469 | |||||||
Asia | 201,338 | 193,647 | 128,319 | ||||||||||
Europe | 68,480 | 38,994 | 31,806 | ||||||||||
$ | 487,076 | $ | 349,189 | $ | 286,594 | ||||||||
Net Sales: | |||||||||||||
North America | $ | 248,007 | $ | 128,472 | $ | 138,966 | |||||||
Asia | 275,765 | 225,151 | 167,756 | ||||||||||
Europe | 114,748 | 40,742 | 33,329 | ||||||||||
Less intercompany | |||||||||||||
net sales | (151,444 | ) | (45,176 | ) | (53,457 | ) | |||||||
$ | 487,076 | $ | 349,189 | $ | 286,594 | ||||||||
Income (Loss) from Operations: | |||||||||||||
North America | $ | (4,465 | ) | $ | (1,560 | ) | $ | 1,336 | |||||
Asia | 13,338 | 15,356 | (42 | ) | |||||||||
Europe | 5,220 | 1,251 | 369 | ||||||||||
$ | 14,093 | $ | 15,047 | $ | 1,663 | ||||||||
Total Assets: | |||||||||||||
North America | $ | 311,298 | $ | 117,261 | $ | 84,609 | |||||||
Asia | 254,822 | 148,780 | 148,351 | ||||||||||
Europe | 69,905 | 42,100 | 42,229 | ||||||||||
$ | 636,025 | $ | 308,141 | $ | 275,189 | ||||||||
Capital Expenditures: | |||||||||||||
North America | $ | 3,862 | $ | 2,064 | $ | 2,455 | |||||||
Asia | 4,089 | 4,551 | 2,003 | ||||||||||
Europe | 1,091 | 325 | 286 | ||||||||||
$ | 9,042 | $ | 6,940 | $ | 4,744 | ||||||||
Depreciation and Amortization Expense: | |||||||||||||
North America | $ | 7,921 | $ | 4,282 | $ | 4,081 | |||||||
Asia | 8,143 | 6,540 | 4,076 | ||||||||||
Europe | 3,682 | 1,560 | 956 | ||||||||||
$ | 19,746 | $ | 12,382 | $ | 9,113 | ||||||||
Net Sales – Segment net sales are attributed to individual segments based on the geographic source of the billing for such customer sales. Intercompany sales include finished products manufactured in foreign countries which are then transferred to the United States and Europe for sale; finished goods manufactured in the United States which are transferred to Europe and Asia for sale; and semi-finished components manufactured in the United States which are sold to Asia for further processing. Income (loss) from operations represents net sales less operating costs and expenses. | |||||||||||||
The following items are included in the segment data presented above: | |||||||||||||
Recent Acquisitions – At December 31, 2014, Power Solutions' total assets of $203.7 million and Connectivity Solutions' total assets of $133.1 million are included in the table above. See Note 2, Acquisitions, for further information on the 2014 Acquisitions. | |||||||||||||
The acquisitions in 2012-2014 contributed to Bel's segment sales and income from operations as follows: | |||||||||||||
Year Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Sales to External Customers: | |||||||||||||
North America: | |||||||||||||
Power Solutions | $ | 73,530 | $ | - | $ | - | |||||||
Connectivity Solutions | 28,242 | - | - | ||||||||||
Array | 6,842 | 2,074 | - | ||||||||||
108,614 | 2,074 | - | |||||||||||
Asia: | |||||||||||||
Power Solutions | 3,401 | - | - | ||||||||||
Connectivity Solutions | 2,469 | - | - | ||||||||||
TRP | 66,082 | 65,141 | - | ||||||||||
71,952 | 65,141 | - | |||||||||||
Europe: | |||||||||||||
Power Solutions | 23,882 | - | - | ||||||||||
Connectivity Solutions | 2,812 | - | - | ||||||||||
TRP | 2,498 | 1,407 | - | ||||||||||
GigaCom | 8 | 4 | 57 | ||||||||||
Fibreco | 6,197 | 7,483 | 2,062 | ||||||||||
Powerbox | 2,901 | 3,252 | 1,083 | ||||||||||
38,298 | 12,146 | 3,202 | |||||||||||
Net sales from 2012-2014 acquisitions | 218,864 | 79,361 | 3,202 | ||||||||||
Income (loss) from operations: | |||||||||||||
North America: | |||||||||||||
Power Solutions | (712 | ) | - | - | |||||||||
Connectivity Solutions | (2,808 | ) | - | - | |||||||||
Array | (801 | ) | (936 | ) | - | ||||||||
(4,321 | ) | (936 | ) | - | |||||||||
Asia: | |||||||||||||
Power Solutions | (3,603 | ) | - | - | |||||||||
Connectivity Solutions | 493 | - | - | ||||||||||
TRP | 13,152 | 9,007 | - | ||||||||||
10,042 | 9,007 | - | |||||||||||
Europe: | |||||||||||||
Power Solutions | 4,882 | - | - | ||||||||||
Connectivity Solutions | (167 | ) | - | - | |||||||||
TRP | 366 | 289 | - | ||||||||||
GigaCom | (23 | ) | (986 | ) | (392 | ) | |||||||
Fibreco | 817 | 2,101 | 297 | ||||||||||
Powerbox | (1,869 | ) | (392 | ) | 10 | ||||||||
4,006 | 1,012 | (85 | ) | ||||||||||
Total income (loss) from operations | |||||||||||||
from 2012-2014 acquisitions | $ | 9,727 | $ | 9,083 | $ | (85 | ) | ||||||
Restructuring Charges – The following restructuring charges are included in income (loss) from operations by segment. See Note 3, Restructuring Activities, for further information on the Company's restructuring efforts. | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
North America | $ | 1,539 | $ | 963 | $ | 4,558 | |||||||
Asia | - | 249 | 612 | ||||||||||
Europe | 293 | 175 | 75 | ||||||||||
$ | 1,832 | $ | 1,387 | $ | 5,245 | ||||||||
Entity-Wide Information | |||||||||||||
The following is a summary of entity-wide information related to the Company's net sales to external customers by geographic area and by major product line. | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net Sales by Geographic Location: | |||||||||||||
United States | $ | 217,258 | $ | 116,548 | $ | 126,469 | |||||||
Macao | 195,469 | 193,647 | 128,319 | ||||||||||
United Kingdom | 22,852 | 16,538 | 13,203 | ||||||||||
Germany | 18,663 | 16,585 | 14,165 | ||||||||||
Switzerland | 15,236 | - | - | ||||||||||
All other foreign countries | 17,598 | 5,871 | 4,438 | ||||||||||
Consolidated net sales | $ | 487,076 | $ | 349,189 | $ | 286,594 | |||||||
Net Sales by Major Product Line: | |||||||||||||
Connectivity solutions | $ | 152,954 | $ | 111,653 | $ | 109,245 | |||||||
Magnetic solutions | 174,255 | 170,166 | 100,529 | ||||||||||
Power solutions and protection | 159,867 | 67,370 | 76,820 | ||||||||||
Consolidated net sales | $ | 487,076 | $ | 349,189 | $ | 286,594 | |||||||
The following is a summary of long-lived assets by geographic area as of December 31, 2014 and 2013: | |||||||||||||
2014 | 2013 | ||||||||||||
Long-lived Assets by Geographic Location: | |||||||||||||
United States | $ | 43,932 | $ | 30,102 | |||||||||
People's Republic of China (PRC) | 43,174 | 20,985 | |||||||||||
Slovakia | 9,675 | - | |||||||||||
Switzerland | 3,321 | - | |||||||||||
United Kingdom | 2,536 | 1,802 | |||||||||||
All other foreign countries | 1,723 | 1,455 | |||||||||||
Consolidated long-lived assets | $ | 104,361 | $ | 54,344 | |||||||||
Long-lived assets consist of property, plant and equipment, net and other assets of the Company that are identified with the operations of each geographic area. | |||||||||||||
The territory of Hong Kong became a Special Administrative Region ("SAR") of the PRC in the middle of 1997. The territory of Macao became a SAR of the PRC at the end of 1999. Management cannot presently predict what future impact this will have on the Company, if any, or how the political climate in the PRC will affect the Company's contractual arrangements in the PRC. A significant portion of the Company's manufacturing operations and approximately 35.1% of its identifiable assets are located in Asia. | |||||||||||||
Net Sales to Major Customers | |||||||||||||
The Company had sales to one customer in excess of ten percent of consolidated net sales in 2014. The revenue associated with this customer was $76.4 million in 2014 (15.7% of sales). The Company had sales to two customers in excess of ten percent of consolidated net sales in each of 2013 and 2012. The combined revenue from these two customers was $103.3 million (29.6% of total sales) during the year ended December 31, 2013 and $70.6 million (24.6% of total sales) during the year ended December 31, 2012. Sales related to these significant customers were primarily reflected in the Asia operating segments during each of the three years discussed. |
Retirement_Fund_and_Profit_Sha
Retirement Fund and Profit Sharing Plan | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Retirement Fund and Profit Sharing Plan [Abstract] | |||||||||||||
Retirement Fund and Profit Sharing Plan | 13. Retirement Fund and Profit Sharing Plan | ||||||||||||
The Company maintains the Bel Fuse Inc. Employees' Savings Plan, a defined contribution plan that is intended to meet the applicable requirements for tax-qualification under sections 401(a) and (k) of the Internal Revenue Code of 1986, as amended (the "Code"). The Employees' Savings Plan allows eligible employees to voluntarily contribute a percentage of their eligible compensation, subject to Code limitations, which contributions are matched by the Company. For plan years beginning on and after January 1, 2012, the Company's matching contributions are made in cash and are equal to 100% of the first 1% of compensation contributed by participants, and 50% of the next 5% of compensation contributed by participants. Prior to January 1, 2012, the Company's matching and profit sharing contributions were made in the form of shares of Bel Fuse Inc. Class A and Class B common stock. The expense for the years ended December 31, 2014, 2013 and 2012 amounted to $0.8 million, $0.4 million and $0.5 million, respectively. As of December 31, 2014, the plan owned 14,523 and 178,239 shares of Bel Fuse Inc. Class A and Class B common stock, respectively. | |||||||||||||
The Company's subsidiaries in Asia have a retirement fund covering substantially all of their Hong Kong based full-time employees. Eligible employees contribute up to 5% of salary to the fund. In addition, the Company must contribute a minimum of 5% of eligible salary, as determined by Hong Kong government regulations. The Company currently contributes 7% of eligible salary in cash or Company stock. The expense for the years ended December 31, 2014, 2013 and 2012 amounted to approximately $0.3 million in each year. As of December 31, 2014, the plan owned 3,323 and 17,342 shares of Bel Fuse Inc. Class A and Class B common stock, respectively. | |||||||||||||
The SERP is designed to provide a limited group of key management and highly compensated employees of the Company with supplemental retirement and death benefits. Participants in the SERP are selected by the Compensation Committee of the Board of Directors. The SERP initially became effective in 2002 and was amended and restated in April 2007 to conform with applicable requirements of Section 409A of the Internal Revenue Code and to modify the provisions regarding benefits payable in connection with a change in control of the Company. The Plan is unfunded. Benefits under the SERP are payable from the general assets of the Company, but the Company has established a rabbi trust which includes certain life insurance policies in effect on participants as well as other investments to partially cover the Company's obligations under the Plan. See Note 6, Other Assets, for further information on these assets. | |||||||||||||
The benefits available under the Plan vary according to when and how the participant terminates employment with the Company. If a participant retires (with the prior written consent of the Company) on his normal retirement date (65 years old, 20 years of service, and 5 years of Plan participation), his normal retirement benefit under the Plan would be annual payments equal to 40% of his average base compensation (calculated using compensation from the highest five consecutive calendar years of Plan participation), payable in monthly installments for the remainder of his life. If a participant retires early from the Company (55 years old, 20 years of service, and five years of Plan participation), his early retirement benefit under the Plan would be an amount (i) calculated as if his early retirement date were in fact his normal retirement date, (ii) multiplied by a fraction, with the numerator being the actual years of service the participant has with the Company and the denominator being the years of service the participant would have had if he had retired at age 65, and (iii) actuarially reduced to reflect the early retirement date. If a participant dies prior to receiving 120 monthly payments under the Plan, his beneficiary would be entitled to continue receiving benefits for the shorter of (i) the time necessary to complete 120 monthly payments or (ii) 60 months. If a participant dies while employed by the Company, his beneficiary would receive, as a survivor benefit, an annual amount equal to (i) 100% of the participant's annual base salary at date of death for one year, and (ii) 50% of the participant's annual base salary at date of death for each of the following four years, each payable in monthly installments. The Plan also provides for disability benefits, and a forfeiture of benefits if a participant terminates employment for reasons other than those contemplated under the Plan. The expense related to the Plan for the years ended December 31, 2014, 2013 and 2012 amounted to $1.3 million, $1.3 million and $1.1 million, respectively. | |||||||||||||
Net Periodic Benefit Cost | |||||||||||||
The net periodic benefit cost related to the SERP consisted of the following components during the years ended December 31, 2014, 2013 and 2012: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Service Cost | $ | 542 | $ | 556 | $ | 438 | |||||||
Interest Cost | 541 | 448 | 417 | ||||||||||
Net amortization | 182 | 307 | 230 | ||||||||||
Net periodic benefit cost | $ | 1,265 | $ | 1,311 | $ | 1,085 | |||||||
Obligations and Funded Status | |||||||||||||
Summarized information about the changes in plan assets and benefit obligation, the funded status and the amounts recorded at December 31, 2014 and 2013 are as follows: | |||||||||||||
2014 | 2013 | ||||||||||||
Fair value of plan assets, January 1 | $ | - | $ | - | |||||||||
Company contributions | 16 | - | |||||||||||
Benefits paid | (16 | ) | - | ||||||||||
Fair value of plan assets, December 31 | $ | - | $ | - | |||||||||
Benefit obligation, January 1 | 10,830 | 11,045 | |||||||||||
Service cost | 542 | 556 | |||||||||||
Interest cost | 541 | 448 | |||||||||||
Plan amendments | - | 502 | |||||||||||
Benefits paid | (16 | ) | - | ||||||||||
Actuarial (gains) losses | 2,308 | (1,721 | ) | ||||||||||
Benefit obligation, December 31 | $ | 14,205 | $ | 10,830 | |||||||||
Underfunded status, December 31 | $ | (14,205 | ) | $ | (10,830 | ) | |||||||
The Company has recorded the 2014 and 2013 underfunded status as a long-term liability on the consolidated balance sheets. The plan amendment in 2013 noted in the table above relates to a decision by Bel's Board of Directors to grant past service to certain of the plan participants. The accumulated benefit obligation for the SERP was $12.1 million as of December 31, 2014 and $9.2 million as of December 31, 2013. The aforementioned company-owned life insurance policies and marketable securities held in a rabbi trust had a combined fair value of $12.3 million and $11.9 million at December 31, 2014 and 2013, respectively. See Note 6, Other Assets, for additional information on these investments. | |||||||||||||
The estimated net loss and prior service cost for the defined benefit pension plan that will be amortized from accumulated other comprehensive loss into net periodic benefit cost over the next fiscal year is $0.4 million. The Company expects to make contributions of $0.1 million to the SERP in 2015. The Company had no net transition assets or obligations recognized as an adjustment to other comprehensive income and does not anticipate any plan assets being returned to the Company during 2015, as the plan has no assets. | |||||||||||||
The following benefit payments, which reflect expected future service, are expected to be paid: | |||||||||||||
Years Ending | |||||||||||||
December 31, | |||||||||||||
2015 | $ | 63 | |||||||||||
2016 | 267 | ||||||||||||
2017 | 267 | ||||||||||||
2018 | 267 | ||||||||||||
2019 | 477 | ||||||||||||
2020 - 2024 | 3,876 | ||||||||||||
The following gross amounts are recognized net of tax in accumulated other comprehensive loss: | |||||||||||||
2014 | 2013 | ||||||||||||
Prior service cost | $ | 1,048 | $ | 1,230 | |||||||||
Net loss | 3,302 | 1,004 | |||||||||||
$ | 4,350 | $ | 2,234 | ||||||||||
Actuarial Assumptions | |||||||||||||
The weighted average assumptions used in determining the periodic net cost and benefit obligation information related to the SERP are as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net periodic benefit cost | |||||||||||||
Discount rate | 5 | % | 4 | % | 4.5 | % | |||||||
Rate of compensation increase | 3 | % | 3 | % | 3 | % | |||||||
Benefit obligation | |||||||||||||
Discount rate | 4 | % | 5 | % | 4 | % | |||||||
Rate of compensation increase | 3 | % | 3 | % | 3 | % |
Sharebased_Compensation
Share-based Compensation | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Share-based Compensation [Abstract] | ||||||||||
Share-based Compensation | 14. Share-based Compensation | |||||||||
The Company has an equity compensation program (the "Program") which provides for the granting of "Incentive Stock Options" within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified stock options and restricted stock awards. The Company believes that such awards better align the interest of its employees with those of its shareholders. The 2011 Equity Compensation Plan provides for the issuance of 1.4 million shares of the Company's Class B common stock. At December 31, 2014, 766,500 shares remained available for future issuance under the 2011 Equity Compensation Plan. | ||||||||||
The Company records compensation expense in its consolidated statements of operations related to employee stock-based options and awards. The aggregate pretax compensation cost recognized for stock-based compensation amounted to approximately $2.7 million, $1.9 million and $1.8 million for the years ended December 31, 2014, 2013 and 2012, respectively, and related solely to restricted stock awards. The Company did not use any cash to settle any equity instruments granted under share-based arrangements during the years ended December 31, 2014, 2013 and 2012. At December 31, 2014 and 2013, the only instruments issued and outstanding under the Program related to restricted stock awards. | ||||||||||
Restricted Stock Awards | ||||||||||
The Company provides common stock awards to certain officers and key employees. The Company grants these awards, at its discretion, from the shares available under the Program. Unless otherwise provided at the date of grant or unless subsequently accelerated, the shares awarded are earned in 25% increments on the second, third, fourth and fifth anniversaries of the award, respectively, and are distributed provided the employee has remained employed by the Company through such anniversary dates; otherwise the unearned shares are forfeited. The market value of these shares at the date of award is recorded as compensation expense on the straight-line method over the five-year periods from the respective award dates, as adjusted for forfeitures of unvested awards. During 2014, 2013 and 2012, the Company issued 378,000 shares, 162,200 shares and 130,000 shares of the Company's Class B common stock, respectively, under a restricted stock plan to various officers and employees. | ||||||||||
A summary of the restricted stock activity under the Program as of December 31, 2014 is presented below: | ||||||||||
Restricted Stock | Weighted Average | Weighted Average | ||||||||
Remaining | ||||||||||
Awards | Shares | Award Price | Contractual Term | |||||||
Outstanding at January 1, 2014 | 412,350 | $ | 18.85 | 3.4 years | ||||||
Granted | 378,000 | 23.57 | ||||||||
Vested | (120,175 | ) | 18.69 | |||||||
Forfeited | (26,900 | ) | 22.03 | |||||||
Outstanding at December 31, 2014 | 643,275 | $ | 21.52 | 3.8 years | ||||||
As of December 31, 2014, there was $10.0 million of total pretax unrecognized compensation cost included within additional paid-in capital related to non-vested stock based compensation arrangements granted under the restricted stock award plan. That cost is expected to be recognized over a period of 4.6 years. | ||||||||||
The Company's policy is to issue new shares to satisfy restricted stock awards. Currently the Company believes that substantially all restricted stock awards will vest. |
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2014 | |
Common Stock [Abstract] | |
Common Stock | 15. Common Stock |
In July 2012, the Board of Directors of the Company authorized the purchase of up to $10 million of the Company's outstanding Class B common shares. As of December 31, 2012, the Company had purchased and retired 368,723 Class B common shares at a cost of approximately $6.6 million. As of December 31, 2013, the Company had cumulatively purchased and retired 547,366 Class B common shares at a cost of approximately $10.0 million. No shares of Class A or Class B common stock were repurchased during the year ended December 31, 2014. | |
As of December 31, 2014, according to regulatory filings, there were two shareholders of the Company's common stock (other than shareholders subject to specific exceptions) with ownership in excess of 10% of Class A outstanding shares with no ownership of the Company's Class B common stock. In accordance with the Company's certificate of incorporation, the Class B Protection clause is triggered if a shareholder owns 10% or more of the outstanding Class A common stock and does not own an equal or greater percentage of all then outstanding shares of both Class A and Class B common stock (all of which common stock must have been acquired after the date of the 1998 recapitalization). In such a circumstance, such shareholder must, within 90 days of the trigger date, purchase Class B common shares, in an amount and at a price determined in accordance with a formula described in the Company's certificate of incorporation, or forfeit its right to vote its Class A common shares. As of December 31, 2014, to the Company's knowledge, these shareholders had not purchased any Class B shares to comply with these requirements. In order to vote their shares at Bel's next shareholders' meeting, these shareholders must either purchase the required number of Class B common shares or sell or otherwise transfer Class A common shares until their Class A holdings are under 10%. As of December 31, 2014, to the Company's knowledge, these shareholders owned 23.5% and 11.0%, respectively, of the Company's Class A common stock in the aggregate and had not taken steps to either purchase the required number of Class B common shares or sell or otherwise transfer Class A common shares until their Class A holdings fall below 10%. Unless and until this situation is satisfied in a manner permitted by the Company's Restated Certificate of Incorporation, the subject shareholders will not be permitted to vote their shares of common stock. | |
Throughout 2014, 2013 and 2012, the Company declared dividends on a quarterly basis at a rate of $0.06 per Class A share of common stock and $0.07 per Class B share of common stock. The Company declared dividends totaling $3.2 million in 2014, $3.1 million in 2013 and $3.2 million in 2012. There are no contractual restrictions on the Company's ability to pay dividends provided the Company is not in default under its credit agreements immediately before such payment and after giving effect to such payment. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies [Abstract] | |||||
Commitments and Contingencies | 16. Commitments and Contingencies | ||||
Leases | |||||
The Company leases various facilities under operating leases expiring through December 2023. Some of these leases require the Company to pay certain executory costs (such as insurance and maintenance). | |||||
Future minimum lease payments for operating leases are approximately as follows: | |||||
Year Ending | |||||
December 31, | |||||
2015 | $ | 8,295 | |||
2016 | 5,972 | ||||
2017 | 4,472 | ||||
2018 | 2,164 | ||||
2019 | 1,940 | ||||
Thereafter | 4,025 | ||||
$ | 26,868 | ||||
Rental expense for all leases was approximately $7.5 million, $4.9 million and $3.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Other Commitments | |||||
The Company submits purchase orders for raw materials to various vendors throughout the year for current production requirements, as well as forecasted requirements. Certain of these purchase orders relate to special purpose material and, as such, the Company may incur penalties if an order is cancelled. The Company had outstanding purchase orders related to raw materials in the amount of $50.4 million and $23.4 million at December 31, 2014 and December 31, 2013, respectively. The Company also had outstanding purchase orders related to capital expenditures in the amount of $3.7 million and $3.0 million at December 31, 2014 and December 31, 2013, respectively. | |||||
Legal Proceedings | |||||
The Company was a defendant in a lawsuit captioned SynQor, Inc. v. Artesyn Technologies, Inc., et al. brought in the United States District Court, Eastern District of Texas in November 2007 ("SynQor I case"). The plaintiff alleged that eleven defendants, including Bel, infringed its patents covering certain power products. With respect to the Company, the plaintiff claimed that the Company infringed its patents related to unregulated bus converters and/or point-of-load (POL) converters used in intermediate bus architecture power supply systems. The case initially went to trial in December 2010. A decision was ultimately rendered in November 2013 in favor of the plaintiff, and the Company released a payment to SynQor of $10.9 million. The Company subsequently received a $2.1 million payment from one of its customers related to an indemnification agreement and reimbursement of certain legal fees. | |||||
In a related matter, on September 29, 2011, the United States District Court for the Eastern District of Texas ordered SynQor, Inc.'s continuing causes of action for post-verdict damages to be severed from the original action and assigned to a new case number. The new action captioned SynQor, Inc. v. Artesyn Technologies, Inc., et al. (Case Number 2:11cv444) is a patent infringement action for damages in the form of lost profits and reasonable royalties for the period beginning January 24, 2011 ("SynQor II case"). SynQor, Inc. also seeks enhanced damages. The Company has an indemnification agreement in place with one of its customers specifically covering post-verdict damages related to this case. This case went to trial on July 30, 2013. In April 2014, a final judgment was rendered in this case, whereby the Company was assessed an additional $0.7 million in post-verdict damages. This amount was paid by the Company in July 2014 and was subsequently reimbursed by one of its customers under the terms of the indemnification agreement referenced above. SynQor filed an appeal of the final judgment in May 2014, which is currently pending with the CAFC. The CAFC heard oral arguments from the parties on this matter on March 2, 2015. The Court is expected to render its decision in the June-July 2015 timeframe. | |||||
The Company is a plaintiff in a lawsuit captioned Bel Fuse Inc. et al. v. Molex Inc. brought in the United District Court of New Jersey in April 2013. The Company claims that Molex infringed three of the Company's patents related to integrated magnetic connector products. Molex filed a motion to dismiss the complaint on August 6, 2013. The Company filed an amended complaint and response on August 20, 2013. Molex withdrew its original Motion to Dismiss and filed a second, revised Motion to Dismiss on September 6, 2013. The Company filed its response on October 7, 2013. The Court denied Molex's revised Motion to Dismiss on June 16, 2014. In June 2014, Molex initiated an Inter Partes Review (IPR) at the U.S. Patent and Trademark Office for one of the three patents associated with this case. The Company and Molex executed an agreement in September 2014 to terminate the IPR and to withdraw one of the patents from the district court litigation. The case continues to proceed in the district court and now involves two of the Company's patents related to integrated magnetic connector products. | |||||
In connection with the acquisition of Power Solutions, there is an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd, or "BPS China") for the years 2004 to 2006. In September 2012, the Tax Court of Arezzo ruled in favor of BPS China and cancelled the claim. In February 2013, the Arezzo Revenue Agency filed an appeal of the Tax Court's ruling. The hearing of the appeal was held on October 2, 2014. On October 13, 2014, BPS China was informed of the Regional Tax Commission of Florence ruling which was in favor of the Arezzo Revenue Agency and against BPS China. The estimated liability related to this matter is approximately $12.0 million and has been included as a liability for uncertain tax positions on the accompanying consolidated balance sheet. As Bel is fully indemnified in this matter per the terms of the stock purchase agreement with ABB, an offsetting indemnification asset is also reflected in other assets on the accompanying consolidated balance sheet at December 31, 2014. | |||||
The Company, through its subsidiary Cinch Connectors Inc., is a defendant in an asbestos lawsuit captioned Richard Skrzypek vs. Adience Inc., et al. The lawsuit was filed in the Circuit Court for the County of Wayne in the State of Michigan. The complaint was amended to include Cinch Connectors Inc. and other defendants on November 13, 2014. The Company filed its answer to the complaint on January 23, 2015. | |||||
The Company is not a party to any other legal proceeding, the adverse outcome of which is likely to have a material adverse effect on the Company's consolidated financial condition or results of operations. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Accumulated Other Comprehensive (Loss) Income [Abstract] | |||||||||||||||||||
Accumulated Other Comprehensive (Loss) Income | 17. Accumulated Other Comprehensive (Loss) Income | ||||||||||||||||||
The components of accumulated other comprehensive (loss) income as of December 31, 2014 and 2013 are summarized below: | |||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||
Foreign currency translation adjustment | $ | (9,365 | ) | $ | 1,904 | $ | 927 | ||||||||||||
Unrealized holding gain on available-for-sale | |||||||||||||||||||
securities, net of taxes of $259, $169 and $161 as of | |||||||||||||||||||
December 31, 2014, 2013 and 2012 | 429 | 282 | 256 | ||||||||||||||||
Unfunded SERP liability, net of taxes of ($1,325), ($693) | |||||||||||||||||||
and ($1,151) as of December 31, 2014, 2013 and 2012 | (3,026 | ) | (1,541 | ) | (2,610 | ) | |||||||||||||
Accumulated other comprehensive (loss) income | $ | (11,962 | ) | $ | 645 | $ | (1,427 | ) | |||||||||||
Changes in accumulated other comprehensive (loss) income by component during the year ended December 31, 2014 are as follows. All amounts are net of tax. | |||||||||||||||||||
Unrealized Holding | |||||||||||||||||||
Foreign Currency | Gains on | ||||||||||||||||||
Translation | Available-for- | Unfunded | |||||||||||||||||
Adjustment | Sale Securities | SERP Liability | Total | ||||||||||||||||
Balance at January 1, 2013 | $ | 927 | $ | 256 | $ | (2,610 | ) | $ | (1,427 | ) | |||||||||
Other comprehensive income before reclassifications | 977 | 87 | 761 | 1,825 | |||||||||||||||
Amounts reclassified from accumulated other | |||||||||||||||||||
comprehensive income (loss) | - | (61 | ) | (a) | 308 | (b) | 247 | ||||||||||||
Net current period other comprehensive income | 977 | 26 | 1,069 | 2,072 | |||||||||||||||
Balance at December 31, 2013 | 1,904 | 282 | (1,541 | ) | 645 | ||||||||||||||
Other comprehensive income (loss) before reclassifications | (11,269 | ) | 147 | (1,667 | ) | (12,789 | ) | ||||||||||||
Amounts reclassified from accumulated other | |||||||||||||||||||
comprehensive income (loss) | - | - | 182 | (b) | 182 | ||||||||||||||
Net current period other comprehensive income (loss) | (11,269 | ) | 147 | (1,485 | ) | (12,607 | ) | ||||||||||||
Balance at December 31, 2014 | $ | (9,365 | ) | $ | 429 | $ | (3,026 | ) | $ | (11,962 | ) | ||||||||
(a) | This reclassification relates to the gain on sale of SERP investments during the third quarter of 2013. This is reflected as a gain on sale of investment in the consolidated statements of operations. | ||||||||||||||||||
(b) | This reclassification relates to the amortization of prior service costs and gains/losses associated with the Company's SERP plan. This expense is allocated between cost of sales and selling, general and administrative expense based upon the employment classification of the plan participants. | ||||||||||||||||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 18. Related Party Transactions |
The Company maintains minority ownership in a joint venture in the PRC. See Note 2, Acquisitions. The joint venture may purchase raw components and other goods from the Company and may sell finished goods to the Company as well as to other third parties. The Company paid $4.3 million for inventory purchased from the joint venture during the period from its acquisition date of June 19, 2014 through December 31, 2014. At December 31, 2014, the Company owed the joint venture approximately $0.9 million, which is included in accounts payable on the accompanying consolidated balance sheet. | |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Selected Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||||||||
Selected Quarterly Financial Data (Unaudited) | 19. Selected Quarterly Financial Data (Unaudited) | ||||||||||||||||
Quarterly results for the year ended December 31, 2014 and 2013 are summarized as follows: | |||||||||||||||||
2014 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net sales | $ | 82,646 | $ | 99,439 | $ | 156,341 | $ | 148,650 | |||||||||
Cost of sales | 68,576 | 81,493 | 128,250 | 120,781 | |||||||||||||
Net earnings | 2,503 | 3,065 | 1,507 | 2,020 | |||||||||||||
Net earnings per share: | |||||||||||||||||
Class A common share - basic and diluted | $ | 0.2 | $ | 0.25 | $ | 0.12 | $ | 0.16 | |||||||||
Class B common share - basic and diluted | $ | 0.22 | $ | 0.27 | $ | 0.13 | $ | 0.17 | |||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net sales | $ | 63,028 | $ | 93,981 | $ | 101,164 | $ | 91,016 | |||||||||
Cost of sales | 53,932 | 78,724 | 81,136 | 73,160 | |||||||||||||
Net (loss) earnings | (558 | ) | 1,689 | 7,380 | 7,397 | ||||||||||||
(Loss) earnings per share: | |||||||||||||||||
Class A common share - basic and diluted | $ | (0.05 | ) | $ | 0.14 | $ | 0.62 | $ | 0.61 | ||||||||
Class B common share - basic and diluted | $ | (0.05 | ) | $ | 0.15 | $ | 0.65 | $ | 0.65 |
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Event [Abstract] | |
Subsequent Event | 20. Subsequent Event |
On January 23, 2015, the Company completed its sale of the Network Power Systems ("NPS") business of the recently acquired Power Solutions business to Unipower LLC ("Unipower") for $9.0 million in cash plus $1.0 million in escrow pending realization of certain sales targets. The net proceeds from the sale were used to repay outstanding borrowings in accordance with the provisions of the Credit and Security Agreement. The transaction provides that Bel will move processes and people to Unipower under an interim transition agreement. Bel will also continue to manufacture the NPS products for up to 24 months under a manufacturing services agreement. |
SCHEDULE_II_VALUATION_AND_QUAL
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS [Abstract] | |||||||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | BEL FUSE INC. AND SUBSIDIARIES | ||||||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||||||
(Amounts in thousands) | |||||||||||||||||||||
Column A | Column B | Column C | Column D | Column E | |||||||||||||||||
Additions | |||||||||||||||||||||
Balance at | -1 | -2 | Balance | ||||||||||||||||||
beginning | Charged to costs | Charged to other | Deductions | at end | |||||||||||||||||
Description | of period | and expenses | accounts (b) | (a) | of period | ||||||||||||||||
Year ended December 31, 2014: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 941 | $ | 1,434 | $ | - | $ | (386 | ) | $ | 1,989 | ||||||||||
Allowance for excess and obsolete inventory | $ | 3,941 | $ | 4,438 | $ | (1 | ) | $ | (1,569 | ) | $ | 6,809 | |||||||||
Deferred tax assets - valuation allowances | $ | 1,955 | $ | 4,766 | $ | - | $ | (29 | ) | $ | 6,692 | ||||||||||
Year ended December 31, 2013: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 743 | $ | 325 | $ | 50 | $ | (177 | ) | $ | 941 | ||||||||||
Allowance for excess and obsolete inventory | $ | 5,490 | $ | (85 | ) | $ | 7 | $ | (1,471 | ) | $ | 3,941 | |||||||||
Deferred tax assets - valuation allowances | $ | 1,874 | $ | 308 | $ | - | $ | (227 | ) | $ | 1,955 | ||||||||||
Year ended December 31, 2012: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 771 | $ | (123 | ) | $ | 109 | $ | (14 | ) | $ | 743 | |||||||||
Allowance for excess and obsolete inventory | $ | 4,776 | $ | 1,345 | $ | 3 | $ | (634 | ) | $ | 5,490 | ||||||||||
Deferred tax assets - valuation allowances | $ | 1,232 | $ | 651 | $ | - | $ | (9 | ) | $ | 1,874 | ||||||||||
(a) Write-offs | |||||||||||||||||||||
(b) Includes foreign currency translation adjustments |
DESCRIPTION_OF_BUSINESS_AND_SU1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||||||||||||
Principles of Consolidation | Principles of Consolidation - The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including businesses acquired since their respective dates of acquisition. All intercompany transactions and balances have been eliminated. | ||||||||||||
Use of Estimates | Use of Estimates - The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including but not limited to those related to product returns, provisions for bad debt, inventories, goodwill, intangible assets, investments, Supplemental Executive Retirement Plan ("SERP") expense, income taxes, contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. | ||||||||||||
Cash Equivalents | Cash Equivalents - Cash equivalents include short-term investments in money market funds and certificates of deposit with an original maturity of three months or less when purchased. | ||||||||||||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts - We maintain an allowance for doubtful accounts for estimated losses from the inability of our customers to make required payments. We determine our allowance by both specific identification of customer accounts where appropriate and the application of historical loss experience to non-specific accounts. | ||||||||||||
Business Combinations | Business Combinations – We account for business combinations by recognizing the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the accounting literature. Acquisition-related costs, including restructuring costs, are recognized separately from the acquisition and will generally be expensed as incurred. | ||||||||||||
Effects of Foreign Currency | Effects of Foreign Currency – In non-U.S. locations that are not considered highly inflationary, we translate the balance sheets at the end of period exchange rates with translation adjustments accumulated in stockholders' equity on our consolidated balance sheets. We translate the statements of operations at the average exchange rates during the applicable period. | ||||||||||||
Most significant expenses, including raw materials, labor and manufacturing expenses, are incurred primarily in U.S. dollars or the Chinese renminbi, and to a lesser extent in British pounds and Mexican pesos. The Chinese renminbi appreciated by approximately 0.8% in 2014 as compared to 2013. Future appreciation of the renminbi would result in the Company's incurring higher costs for all expenses incurred in the PRC. The Company's European entities, whose functional currencies are euros, British pounds and Czech korunas, enter into transactions which include sales which are denominated principally in euros, British pounds and various other European currencies, and purchases that are denominated principally in U.S. dollars and British pounds. Such transactions resulted in net realized and unrealized currency exchange gains (losses) of $4.3 million, ($0.6) million and $0.6 million for the years ended December 31, 2014, 2013 and 2012, respectively, which were included in net earnings. Translation of subsidiaries' foreign currency financial statements into U.S. dollars resulted in translation adjustments of ($11.3) million, $1.0 million and $0.3 million for the years ended December 31, 2014, 2013 and 2012, respectively, which are included in accumulated other comprehensive income (loss). | |||||||||||||
Concentration of Credit Risk | Concentration of Credit Risk - Financial instruments which potentially subject us to concentrations of credit risk consist principally of accounts receivable and temporary cash investments. We grant credit to customers that are primarily original equipment manufacturers and to subcontractors of original equipment manufacturers based on an evaluation of the customer's financial condition, without requiring collateral. Exposure to losses on receivables is principally dependent on each customer's financial condition. We control our exposure to credit risk through credit approvals, credit limits and monitoring procedures and establish allowances for anticipated losses. See Note 12 for disclosures regarding significant customers. | ||||||||||||
We place temporary cash investments with quality financial institutions and commercial issuers of short-term paper and, by policy, limit the amount of credit exposure in any one financial instrument. | |||||||||||||
Inventories | Inventories - Inventories are stated at the lower of weighted-average cost or market. | ||||||||||||
Revenue Recognition | Revenue Recognition – Revenue is recognized when the product has been delivered and title and risk of loss has passed to the customer, collection of the resulting receivable is deemed reasonably assured by management, persuasive evidence of an arrangement exists and the sales price is fixed and determinable. Substantially all of our shipments are FCA (free carrier), which provides for title to pass upon delivery to the customer's freight carrier. Some product is shipped DDP/DDU with title passing when the product arrives at the customer's dock. DDP is defined as Delivered Duty Paid by the Company and DDU is Delivered Duty Unpaid by the Company. | ||||||||||||
For certain customers, we provide consigned inventory, either at the customer's facility or at a third-party warehouse. Sales of consigned inventory are recorded when the customer withdraws inventory from consignment. | |||||||||||||
The Company is not contractually obligated to accept returns except for defective product or in instances where the product does not meet the Company's product specifications. However, the Company may permit its customers to return product for other reasons. In these instances, the Company would generally require a significant cancellation penalty payment by the customer. The Company estimates such returns, where applicable, based upon management's evaluation of historical experience, market acceptance of products produced and known negotiations with customers. Such estimates are deducted from sales and provided for at the time revenue is recognized. | |||||||||||||
Product Warranties | Product Warranties – Warranties vary by product line and are competitive for the markets in which the Company operates. Warranties generally extend for one to three years from the date of sale. The Company reviews its warranty liability quarterly based on an analysis of actual expenses and failure rates accompanied with estimated future costs and projected failure rate trends. Factors taken into consideration when evaluating our warranty reserve are (i) historical claims for each product, (ii) volume increases, (iii) life of warranty, (iv) historical warranty repair costs and (v) other factors. To the extent that actual experience differs from our estimate, the provision for product warranties will be adjusted in future periods. Actual warranty repair costs are charged against the reserve balance as incurred. See Note 11 of the consolidated financial statements. | ||||||||||||
Finite-Lived Intangible Assets | Finite-Lived Intangible Assets – Intangible assets with finite lives are stated at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated useful life of the asset. | ||||||||||||
Goodwill and Other Indefinite-lived Intangible Assets | Goodwill and Other Indefinite-lived Intangible Assets– Goodwill represents the excess of the aggregate of the following (1) consideration transferred, (2) the fair value of any noncontrolling interest in the acquiree and, (3) if the business combination is achieved in stages, the acquisition-date fair value of our previously held equity interest in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. | ||||||||||||
We evaluate goodwill and other indefinite-lived intangible assets for impairment annually as of October 1 or more frequently if impairment indicators arise in accordance with Accounting Standards Codification ("ASC") Topic 350, "Intangibles – Goodwill and Other". | |||||||||||||
The Company tests goodwill for impairment using a fair value approach at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment for which discrete financial information is available and reviewed regularly by management. Our reporting units are geographical in nature and are North America, Asia and Europe. Assets and liabilities of the Company have been assigned to the reporting units to the extent they are employed in or are considered a liability related to the operations of the reporting unit and are considered in determining the fair value of the reporting unit. Reporting units with similar economic characteristics are aggregated for purposes of the goodwill impairment test. | |||||||||||||
The goodwill impairment test is a two-step process. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test, used to measure the amount of impairment loss, compares the implied fair value of goodwill associated with each reporting unit with the carrying amount of that goodwill. If the carrying amount of goodwill associated with a reporting unit exceeds the implied fair value of that goodwill, an impairment loss shall be recognized in an amount equal to that excess. No impairment was recognized as a result of the October 1, 2014 and 2013 testing. See Note 4 of the consolidated financial statements. | |||||||||||||
The Company tests indefinite-lived intangible assets for impairment using the relief-from-royalty method (a form of the income approach). No impairment was recognized as a result of the October 1, 2014 testing. See Note 4 of the consolidated financial statements. | |||||||||||||
Evaluation of Long-lived Assets | Evaluation of Long-lived Assets – Management reviews long-lived assets for potential impairment whenever significant events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment exists when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the estimated undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting writedown would be the difference between fair market value of the long-lived asset and the related net book value | ||||||||||||
Depreciation | Depreciation - Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated primarily using the straight-line method over the estimated useful life of the asset. The estimated useful lives primarily range from 1 to 39 years for buildings and leasehold improvements, and from 1 to 15 years for machinery and equipment. | ||||||||||||
Income Taxes | Income Taxes - We account 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 consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases 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 in the period that includes the enactment date. | ||||||||||||
We record net deferred tax assets to the extent we believe these assets will more-likely-than-not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. We have established valuation allowances for deferred tax assets that are not likely to be realized. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of our net recorded amount, we would adjust the valuation allowance, which would reduce the provision for income taxes. | |||||||||||||
We establish reserves for tax contingencies when, despite the belief that our tax return positions are fully supported, it is probable that certain positions may be challenged and may not be fully sustained. The tax contingency reserves are analyzed on a quarterly basis and adjusted based upon changes in facts and circumstances, such as the conclusion of federal and state audits, expiration of the statute of limitations for the assessment of tax, case law and emerging legislation. Our effective tax rate includes the effect of tax contingency reserves and changes to the reserves as considered appropriate by management. | |||||||||||||
Earnings per Share | Earnings per Share – We utilize the two-class method to report our earnings per share. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to dividends declared and participation rights in undistributed earnings. The Company's Certificate of Incorporation, as amended, states that Class B common shares are entitled to dividends at least 5% greater than dividends paid to Class A common shares, resulting in the two-class method of computing earnings per share. In computing earnings per share, the Company has allocated dividends declared to Class A and Class B based on amounts actually declared for each class of stock and 5% more of the undistributed earnings have been allocated to Class B shares than to the Class A shares on a per share basis. Basic earnings per common share are computed by dividing net earnings by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share, for each class of common stock, are computed by dividing net earnings by the weighted-average number of common shares and potential common shares outstanding during the period. There were no potential common shares outstanding during the years ended December 31, 2014, 2013 or 2012 which would have had a dilutive effect on earnings per share. | ||||||||||||
The earnings and weighted average shares outstanding used in the computation of basic and diluted earnings per share are as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator: | |||||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Less dividends declared: | |||||||||||||
Class A | 522 | 522 | 522 | ||||||||||
Class B | 2,665 | 2,576 | 2,697 | ||||||||||
Undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Undistributed earnings (loss) allocation - basic and diluted: | |||||||||||||
Class A undistributed earnings (loss) | $ | 1,058 | $ | 2,346 | $ | (150 | ) | ||||||
Class B undistributed earnings (loss) | 4,850 | 10,464 | (696 | ) | |||||||||
Total undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Net earnings allocation - basic and diluted: | |||||||||||||
Class A net earnings | $ | 1,580 | $ | 2,868 | $ | 372 | |||||||
Class B net earnings | 7,515 | 13,040 | 2,001 | ||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Denominator: | |||||||||||||
Weighted average shares outstanding: | |||||||||||||
Class A - basic and diluted | 2,175 | 2,175 | 2,175 | ||||||||||
Class B - basic and diluted | 9,491 | 9,240 | 9,625 | ||||||||||
Net earnings per share: | |||||||||||||
Class A - basic and diluted | $ | 0.73 | $ | 1.32 | $ | 0.17 | |||||||
Class B - basic and diluted | $ | 0.79 | $ | 1.41 | $ | 0.21 | |||||||
Research and Development ("R&D") | Research and Development ("R&D") - Our engineering groups are strategically located around the world to facilitate communication with and access to customers' engineering personnel. This collaborative approach enables partnerships with customers for technical development efforts. On occasion, we execute non-disclosure agreements with our customers to help develop proprietary, next generation products destined for rapid deployment. R&D costs are expensed as incurred, and are included in cost of sales on the consolidated statements of operations. Generally, R&D is performed internally for the benefit of the Company. R&D costs include salaries, building maintenance and utilities, rents, materials, administration costs and miscellaneous other items. R&D expenses for the years ended December 31, 2014, 2013 and 2012 amounted to $21.5 million, $14.1 million and $12.4 million, respectively. The increase in R&D expense from 2013 to 2014 was primarily due to the inclusion of R&D expense related to the recently-acquired businesses of Power Solutions and Connectivity Solutions. | ||||||||||||
Fair Value Measurements | Fair Value Measurements - We utilize the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis or on a nonrecurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. The accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows: | ||||||||||||
Level 1 - Observable inputs such as quoted market prices in active markets | |||||||||||||
Level 2 - Inputs other than quoted prices in active markets that are either directly or indirectly observable | |||||||||||||
Level 3 - Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions | |||||||||||||
For financial instruments such as cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and notes payable, the carrying amount approximates fair value because of the short maturities of such instruments. See Note 5 for additional disclosures related to fair value measurements. | |||||||||||||
Recently Issued Accounting Standards | Recently Issued Accounting Standards | ||||||||||||
Recently Adopted Accounting Standards | |||||||||||||
In November 2014, the FASB issued guidance on pushdown accounting for business combinations. This amendment provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. This amendment is effective on November 18, 2014. The effects of this standard will depend on any future events whereby we obtain control of an entity and elect to apply pushdown accounting. | |||||||||||||
In July 2013, the FASB issued revised guidance to address the diversity in practice related to the financial statement presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The Company adopted this guidance as of January 1, 2014, on a prospective basis. The adoption did not have a material impact on the Company's consolidated financial statements. | |||||||||||||
Accounting Standards Issued But Not Yet Adopted | |||||||||||||
In January 2015, the FASB issued guidance on simplifying the income statement presentation by eliminating the concept of extraordinary items. Extraordinary items are events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence. Eliminating the extraordinary classification simplifies income statement presentation by altogether removing the concept of extraordinary items from consideration. This amendment is effective for annual periods beginning after December 15, 2015. The adoption of this standard is not expected to have a material impact on our consolidated financial position or results of operations. | |||||||||||||
In August 2014, the FASB issued guidance on the presentation of financial statements when there is substantial doubt about an entity's ability to continue as a going concern. The amendment requires that an entity's management evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. If conditions or events raise substantial doubt about an entity's ability to continue as a going concern, additional disclosure is required to enable users of the financial statements to understand the conditions or events, management's evaluation of the significance of those conditions and management's plans that are intended to alleviate or management's plans that have alleviated substantial doubt. The amendment is effective for annual periods ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. Management does not believe that the adoption of this guidance will have any material impact on the Company's consolidated financial position or results of operations. | |||||||||||||
In June 2014, the FASB issued guidance on stock compensation. The amendment requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718 as it relates to awards with performance conditions that affect vesting to account for such awards. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendment is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015. Earlier adoption is permitted. Management does not believe that the adoption of this guidance will have any material impact on the Company's consolidated financial position or results of operations. | |||||||||||||
In May 2014, the FASB issued guidance on the accounting for revenue from contracts with customers that will supersede most existing revenue recognition guidance, including industry-specific guidance. The core principle requires an entity to recognize revenue to depict the transfer of goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the guidance requires enhanced disclosures regarding the nature, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Entities can choose to apply the guidance using either the full retrospective approach or a modified retrospective approach. Management is currently evaluating the impact that this guidance will have on the Company's consolidated financial statements, if any, including which transition method it will adopt. | |||||||||||||
In April 2014, the FASB issued guidance for the reporting of discontinued operations, which also contains new disclosure requirements for both discontinued operations and other disposals that do not meet the definition of a discontinued operation. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. The effects of this guidance will depend on future disposals by the Company. |
DESCRIPTION_OF_BUSINESS_AND_SU2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||||||||||||
Schedule of earnings (loss) and weighted average shares outstanding used in the computation of basic and diluted earnings (loss) per share | The earnings and weighted average shares outstanding used in the computation of basic and diluted earnings per share are as follows: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator: | |||||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Less dividends declared: | |||||||||||||
Class A | 522 | 522 | 522 | ||||||||||
Class B | 2,665 | 2,576 | 2,697 | ||||||||||
Undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Undistributed earnings (loss) allocation - basic and diluted: | |||||||||||||
Class A undistributed earnings (loss) | $ | 1,058 | $ | 2,346 | $ | (150 | ) | ||||||
Class B undistributed earnings (loss) | 4,850 | 10,464 | (696 | ) | |||||||||
Total undistributed earnings (loss) | $ | 5,908 | $ | 12,810 | $ | (846 | ) | ||||||
Net earnings allocation - basic and diluted: | |||||||||||||
Class A net earnings | $ | 1,580 | $ | 2,868 | $ | 372 | |||||||
Class B net earnings | 7,515 | 13,040 | 2,001 | ||||||||||
Net earnings | $ | 9,095 | $ | 15,908 | $ | 2,373 | |||||||
Denominator: | |||||||||||||
Weighted average shares outstanding: | |||||||||||||
Class A - basic and diluted | 2,175 | 2,175 | 2,175 | ||||||||||
Class B - basic and diluted | 9,491 | 9,240 | 9,625 | ||||||||||
Net earnings per share: | |||||||||||||
Class A - basic and diluted | $ | 0.73 | $ | 1.32 | $ | 0.17 | |||||||
Class B - basic and diluted | $ | 0.79 | $ | 1.41 | $ | 0.21 |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Unaudited pro forma consolidated results of operations information | The unaudited pro forma results are presented for illustrative purposes only and are not necessarily indicative of the results that would have actually been obtained if the acquisitions had occurred on the assumed dates, nor is the pro forma data intended to be a projection of results that may be obtained in the future: | ||||||||||||||
Year Ended | |||||||||||||||
December 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||
Revenue | $ | 629,132 | $ | 710,937 | |||||||||||
Net earnings | 11,705 | (65,299 | ) | ||||||||||||
Earnings per Class A common share - basic and diluted | 0.94 | (5.52 | ) | ||||||||||||
Earnings per Class B common share - basic and diluted | 1.02 | (5.77 | ) | ||||||||||||
Power Solutions and Connectivity Solutions [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Schedule of acquisition date fair values of assets acquired and liabilities assumed | The following table depicts the Company's current preliminary estimates of the respective acquisition date fair values of the consideration paid, identifiable net assets acquired and goodwill: | ||||||||||||||
Power Solutions | Connectivity Solutions | 2014 Acquisitions | |||||||||||||
June 19, | July 25/August 29, | Acquisition-Date | |||||||||||||
2014 | 2014* | Fair Values | |||||||||||||
(As adjusted) | (As adjusted) | (As adjusted) | |||||||||||||
Cash | $ | 20,912 | $ | 6,544 | $ | 27,456 | |||||||||
Accounts receivable | 29,389 | 9,375 | 38,764 | ||||||||||||
Inventories | 36,429 | (a) | 17,632 | (a) | 54,061 | ||||||||||
Other current assets | 7,350 | 2,615 | 9,965 | ||||||||||||
Property, plant and equipment | 28,175 | (b) | 9,900 | (b) | 38,075 | ||||||||||
Intangible assets | 33,220 | (c) | 40,000 | (c) | 73,220 | ||||||||||
Other assets | 19,171 | (d) | 2,345 | 21,516 | |||||||||||
Total identifiable assets | 174,646 | 88,411 | 263,057 | ||||||||||||
Accounts payable | (26,180 | ) | (10,682 | ) | (36,862 | ) | |||||||||
Accrued expenses | (25,545 | ) | (e) | (5,307 | ) | (30,852 | ) | ||||||||
Other current liabilities | 223 | (57 | ) | 166 | |||||||||||
Noncurrent liabilities | (42,062 | ) | (d)(e)(f) | (17,314 | ) | (59,376 | ) | ||||||||
Total liabilities assumed | (93,564 | ) | (33,360 | ) | (126,924 | ) | |||||||||
Net identifiable assets acquired | 81,082 | 55,051 | 136,133 | ||||||||||||
Goodwill | 49,710 | (g) | 50,306 | (e) | 100,016 | ||||||||||
Net assets acquired | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
Cash paid | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
Assumption of liability | - | - | - | ||||||||||||
Fair value of consideration | |||||||||||||||
transferred | 130,792 | 105,357 | 236,149 | ||||||||||||
Deferred consideration | - | - | - | ||||||||||||
Total consideration paid | $ | 130,792 | $ | 105,357 | $ | 236,149 | |||||||||
* The Company acquired the U.S. and U.K. entities of Connectivity Solutions on July 25, 2014 and the China entity of Connectivity Solutions on August 29, 2014. These values represent the estimated fair values as of the respective acquisition dates. | |||||||||||||||
(a) | The inventories noted include the following estimated net step-up in fair value: | ||||||||||||||
Estimated Net Step-Up in Fair Value | |||||||||||||||
Power Solutions | $ | 3,273 | |||||||||||||
Connectivity Solutions | 2,651 | ||||||||||||||
2014 Acquisitions total | $ | 5,924 | |||||||||||||
(b) | The property, plant and equipment noted above for Connectivity Solutions includes a $4.3 million step-up based on estimated acquisition-date fair value. There was no step-up for property, plant and equipment for Power Solutions since the estimated acquisition-date fair value approximated the carrying value of those assets. | ||||||||||||||
(c) | The preliminary fair value of identifiable intangible assets related to the 2014 Acquired Companies is shown in the table below. For those intangible assets with finite lives, the acquisition-date fair values will be amortized over their respective estimated future lives utilizing the straight-line method. | ||||||||||||||
Acquisition-date Fair Values | |||||||||||||||
Power Solutions | Connectivity Solutions | 2014 Acquisitions | Weighted-Average Life | ||||||||||||
Trademarks | $ | 890 | $ | 7,500 | $ | 8,390 | Indefinite | ||||||||
Customer relationships | 12,200 | 22,000 | 34,200 | 16 years | |||||||||||
Technology | 7,800 | 9,000 | 16,800 | 14 years | |||||||||||
License agreements | 11,800 | - | 11,800 | 8 years | |||||||||||
Non-compete agreements | 530 | 1,500 | 2,030 | 3 years | |||||||||||
Total intangible assets acquired | $ | 33,220 | $ | 40,000 | $ | 73,220 | |||||||||
(d) | These amounts include a $12.0 million noncurrent liability and offsetting indemnification asset related to an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd.) for the years 2004 through 2006, as further described in Note 16. | ||||||||||||||
(e) | The Company acquired a liability for uncertain tax positions related to various tax matters for the years 2007 through 2013. While resolution of these tax matters are being actively pursued with the applicable taxing authority, these issues remained unresolved as of the filing date of this Annual Report on Form 10-K. | ||||||||||||||
(f) | Deferred taxes have been established on the previously-mentioned step-ups for inventories, property, plant and equipment and intangible assets. | ||||||||||||||
(g) | The amount of goodwill is provisional as of the filing date, as the fair value determination of inventories acquired, and appraisals related to property, plant and equipment, various intangible assets and certain liabilities such as lease liabilities is still under review. The portion of goodwill, if any, that will be deductible for tax purposes is yet to be determined. | ||||||||||||||
Fair value of identifiable intangible assets | Acquisition-date Fair Values | ||||||||||||||
Power Solutions | Connectivity Solutions | 2014 Acquisitions | Weighted-Average Life | ||||||||||||
Trademarks | $ | 890 | $ | 7,500 | $ | 8,390 | Indefinite | ||||||||
Customer relationships | 12,200 | 22,000 | 34,200 | 16 years | |||||||||||
Technology | 7,800 | 9,000 | 16,800 | 14 years | |||||||||||
License agreements | 11,800 | - | 11,800 | 8 years | |||||||||||
Non-compete agreements | 530 | 1,500 | 2,030 | 3 years | |||||||||||
Total intangible assets acquired | $ | 33,220 | $ | 40,000 | $ | 73,220 | |||||||||
TRP and Array [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Schedule of acquisition date fair values of assets acquired and liabilities assumed | The following table depicts the finalized respective acquisition date fair values of the consideration paid and identifiable net assets acquired: | ||||||||||||||
TRP | Array | 2013 Acquisitions | |||||||||||||
March 29, | August 20, | Acquisition-Date | |||||||||||||
2013 | 2013 | Fair Values | |||||||||||||
(As finalized) | (As finalized) | (As finalized) | |||||||||||||
Cash | $ | 8,388 | $ | - | $ | 8,388 | |||||||||
Accounts receivable | 11,541 | 994 | 12,535 | ||||||||||||
Inventories | 7,355 | 993 | 8,348 | ||||||||||||
Other current assets | 1,619 | 428 | 2,047 | ||||||||||||
Property, plant and equipment | 5,790 | 3,510 | 9,300 | ||||||||||||
Intangible assets | 6,110 | 1,470 | 7,580 | ||||||||||||
Other assets | 1,349 | 1,747 | 3,096 | ||||||||||||
Total identifiable assets | 42,152 | 9,142 | 51,294 | ||||||||||||
Accounts payable | (8,234 | ) | (676 | ) | (8,910 | ) | |||||||||
Accrued expenses | (4,465 | ) | (285 | ) | (4,750 | ) | |||||||||
Other current liabilities | (759 | ) | - | (759 | ) | ||||||||||
Noncurrent liabilities | (586 | ) | (1,748 | ) | (2,334 | ) | |||||||||
Total liabilities assumed | (14,044 | ) | (2,709 | ) | (16,753 | ) | |||||||||
Net identifiable assets acquired | 28,108 | 6,433 | 34,541 | ||||||||||||
Goodwill | 1,240 | 3,572 | 4,812 | ||||||||||||
Net assets acquired | $ | 29,348 | $ | 10,005 | $ | 39,353 | |||||||||
Fair value of consideration transferred | $ | 29,348 | $ | 10,005 | $ | 39,353 | |||||||||
Restructuring_Activities_Table
Restructuring Activities (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Restructuring Activities [Abstract] | |||||||||||||||||||||||||||||
Activity and liability balances related to restructuring charges | Activity and liability balances related to restructuring costs for the years ended December 31, 2013 and 2014 are as follows: | ||||||||||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||||||||||
Liability at | Cash Payments | Liability at | Cash Payments | Liability at | |||||||||||||||||||||||||
December 31, | New | and Other | December 31, | New | and Other | December 31, | |||||||||||||||||||||||
2012 | Charges | Settlements | 2013 | Charges | Settlements | 2014 | |||||||||||||||||||||||
Severance costs | $ | 122 | $ | 1,239 | $ | (1,361 | ) | $ | - | $ | 1,778 | $ | (1,778 | ) | $ | - | |||||||||||||
Transportation of equipment | - | 100 | (100 | ) | - | - | - | - | |||||||||||||||||||||
Other restructuring costs | - | 48 | (48 | ) | - | 54 | (54 | ) | - | ||||||||||||||||||||
Total | $ | 122 | $ | 1,387 | $ | (1,509 | ) | $ | - | $ | 1,832 | $ | (1,832 | ) | $ | - | |||||||||||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets [Abstract] | |||||||||||||||||||||||||
Changes in carrying value of goodwill classified by reportable operating segment | The changes in the carrying value of goodwill classified by reportable operating segment for the years ended December 31, 2014 and 2013 are as follows: | ||||||||||||||||||||||||
Total | North America | Asia | Europe | ||||||||||||||||||||||
Balance at January 1, 2013: | |||||||||||||||||||||||||
Goodwill, gross | 40,500 | 15,293 | 12,875 | 12,332 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 13,559 | $ | 1,227 | $ | - | $ | 12,332 | |||||||||||||||||
Goodwill allocation related to acquisitions | 4,812 | 3,572 | 1,240 | - | |||||||||||||||||||||
Foreign currency translation | 119 | - | (8 | ) | 127 | ||||||||||||||||||||
Balance at December 31, 2013: | |||||||||||||||||||||||||
Goodwill, gross | 45,431 | 18,865 | 14,107 | 12,459 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 18,490 | $ | 4,799 | $ | 1,232 | $ | 12,459 | |||||||||||||||||
Goodwill allocation related to acquisitions | 100,016 | 50,118 | 35,486 | 14,412 | |||||||||||||||||||||
Measurement period adjustments | (496 | ) | (496 | ) | - | - | |||||||||||||||||||
Foreign currency translation | (437 | ) | - | (210 | ) | (227 | ) | ||||||||||||||||||
Balance at December 31, 2014: | |||||||||||||||||||||||||
Goodwill, gross | 144,514 | 68,487 | 49,383 | 26,644 | |||||||||||||||||||||
Accumulated impairment charges | (26,941 | ) | (14,066 | ) | (12,875 | ) | - | ||||||||||||||||||
Goodwill, net | $ | 117,573 | $ | 54,421 | $ | 36,508 | $ | 26,644 | |||||||||||||||||
Excess of estimated fair values over carrying value including goodwill | The excess of estimated fair values over carrying value, including goodwill for each of our reporting units that had goodwill as of the 2014 annual impairment test were the following: | ||||||||||||||||||||||||
Reporting Unit | % by Which Estimated Fair Value Exceeds Carrying Value | ||||||||||||||||||||||||
North America | 10 | % | |||||||||||||||||||||||
Asia | 63 | % | |||||||||||||||||||||||
Europe | 19 | % | |||||||||||||||||||||||
Components of intangible assets other than goodwill | The components of intangible assets other than goodwill are as follows: | ||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | ||||||||||||||||||||
Patents, licenses and technology | $ | 38,872 | $ | 4,297 | $ | 34,575 | $ | 11,919 | $ | 1,864 | $ | 10,055 | |||||||||||||
Customer relationships | 45,836 | 3,062 | 42,774 | 11,923 | 1,191 | 10,732 | |||||||||||||||||||
Non-compete agreements | 2,781 | 1,050 | 1,731 | 787 | 483 | 304 | |||||||||||||||||||
Trademarks | 16,624 | 202 | 16,422 | 8,381 | - | 8,381 | |||||||||||||||||||
$ | 104,113 | $ | 8,611 | $ | 95,502 | $ | 33,010 | $ | 3,538 | $ | 29,472 | ||||||||||||||
Estimated amortization expense for intangible assets | Estimated amortization expense for intangible assets for the next five years is as follows: | ||||||||||||||||||||||||
December 31, | Amortization Expense | ||||||||||||||||||||||||
2015 | $ | 7,481 | |||||||||||||||||||||||
2016 | 7,181 | ||||||||||||||||||||||||
2017 | 6,848 | ||||||||||||||||||||||||
2018 | 6,556 | ||||||||||||||||||||||||
2019 | 6,515 |
Inventories_net_Tables
Inventories, net (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventories, net [Abstract] | |||||||||
Components of inventories | The components of inventories, net are as follows: | ||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 51,638 | $ | 29,428 | |||||
Work in progress | 16,128 | 8,783 | |||||||
Finished goods | 45,864 | 31,808 | |||||||
Inventories, net | $ | 113,630 | $ | 70,019 |
Property_Plant_and_Equipment_n1
Property, Plant and Equipment, net (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment, net [Abstract] | |||||||||
Property, plant and equipment | Property, plant and equipment, net consist of the following: | ||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Land | $ | 3,293 | $ | 3,229 | |||||
Buildings and improvements | 31,067 | 25,216 | |||||||
Machinery and equipment | 117,973 | 82,420 | |||||||
Construction in progress | 4,764 | 4,042 | |||||||
157,097 | 114,907 | ||||||||
Accumulated depreciation | (86,436 | ) | (74,011 | ) | |||||
Property, plant and equipment, net | $ | 70,661 | $ | 40,896 | |||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Income Taxes [Abstract] | |||||||||||||||||||||||||
Reconciliation of beginning and ending amount of liability for uncertain tax positions | A reconciliation of the beginning and ending amount of the liability for uncertain tax positions is as follows: | ||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Liability for uncertain tax positions - January 1 | $ | 2,189 | $ | 2,711 | $ | 4,132 | |||||||||||||||||||
Additions based on tax positions | |||||||||||||||||||||||||
related to the current year | 2,732 | 28 | 1,221 | ||||||||||||||||||||||
Additions relating to acquisitions | 35,874 | - | - | ||||||||||||||||||||||
Settlement/expiration of statutes of limitations | (825 | ) | (550 | ) | (2,642 | ) | |||||||||||||||||||
Liability for uncertain tax positions - December 31 | $ | 39,970 | $ | 2,189 | $ | 2,711 | |||||||||||||||||||
Provision (benefit) for income taxes | The provision (benefit) for income taxes consists of the following: | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Current: | |||||||||||||||||||||||||
Federal | $ | 1,924 | $ | (1,099 | ) | $ | (459 | ) | |||||||||||||||||
Foreign | 1,759 | 1,120 | 241 | ||||||||||||||||||||||
State | 175 | 113 | 76 | ||||||||||||||||||||||
3,858 | 134 | (142 | ) | ||||||||||||||||||||||
Deferred: | |||||||||||||||||||||||||
Federal | (2,698 | ) | (865 | ) | (807 | ) | |||||||||||||||||||
State | (407 | ) | 65 | (58 | ) | ||||||||||||||||||||
Foreign | 543 | (77 | ) | (369 | ) | ||||||||||||||||||||
(2,562 | ) | (877 | ) | (1,234 | ) | ||||||||||||||||||||
$ | 1,296 | $ | (743 | ) | $ | (1,376 | ) | ||||||||||||||||||
Reconciliation of taxes on income computed at the federal statutory rate | A reconciliation of taxes on income computed at the U.S. federal statutory rate to amounts provided is as follows: | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
$ | % | $ | % | $ | % | ||||||||||||||||||||
Tax provision computed at the | |||||||||||||||||||||||||
federal statutory rate | $ | 3,638 | 35 | % | $ | 5,309 | 35 | % | $ | 339 | 34 | % | |||||||||||||
Increase (decrease) in taxes resulting from: | |||||||||||||||||||||||||
Different tax rates | |||||||||||||||||||||||||
applicable to foreign operations | (4,524 | ) | (44 | %) | (4,677 | ) | (31 | %) | (306 | ) | (31 | %) | |||||||||||||
Increase in (reversal of) liability for uncertain | |||||||||||||||||||||||||
tax positions - net | 1,907 | 18 | % | (522 | ) | (3 | %) | (1,421 | ) | (143 | %) | ||||||||||||||
Utilization of research and experimentation, solar and foreign | |||||||||||||||||||||||||
tax credits | (508 | ) | (5 | %) | (1,049 | ) | (7 | %) | - | 0 | % | ||||||||||||||
State taxes, net of federal benefit | (183 | ) | (2 | %) | 117 | 1 | % | - | 0 | % | |||||||||||||||
Current year valuation allowance - U.S. segment | 335 | 3 | % | 49 | 0 | % | 298 | 30 | % | ||||||||||||||||
Federal tax on profit of foreign disregarded entities | |||||||||||||||||||||||||
net of deferred tax | 770 | 7 | % | - | 0 | % | - | 0 | % | ||||||||||||||||
Permanent differences applicable to U.S. operations, | |||||||||||||||||||||||||
including qualified production activity credits, | |||||||||||||||||||||||||
SERP/COLI income, unrealized foreign exchange gains | |||||||||||||||||||||||||
and amortization of purchase accounting intangibles | (11 | ) | 0 | % | (91 | ) | (1 | %) | (260 | ) | (26 | %) | |||||||||||||
Other | (128 | ) | (1 | %) | 121 | 1 | % | (26 | ) | (3 | %) | ||||||||||||||
Tax (benefit) provision computed at the Company's | |||||||||||||||||||||||||
effective tax rate | $ | 1,296 | 12 | % | $ | (743 | ) | (5 | %) | $ | (1,376 | ) | (138 | %) | |||||||||||
Components of deferred income tax assets | Components of deferred income tax assets are as follows: | ||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Tax Effect | Tax Effect | ||||||||||||||||||||||||
Deferred tax assets: | |||||||||||||||||||||||||
State tax credits | $ | 954 | $ | 1,336 | |||||||||||||||||||||
Unfunded pension liability | 1,301 | 668 | |||||||||||||||||||||||
Reserves and accruals | 2,095 | 2,020 | |||||||||||||||||||||||
Federal, state and foreign net operating loss | |||||||||||||||||||||||||
and credit carryforwards | 15,361 | 4,634 | |||||||||||||||||||||||
Depreciation | 962 | 973 | |||||||||||||||||||||||
Amortization | 995 | 588 | |||||||||||||||||||||||
Acquired deferred taxes | 10,775 | - | |||||||||||||||||||||||
Other accruals | 3,253 | 3,303 | |||||||||||||||||||||||
Total deferred tax assets | 35,696 | 13,522 | |||||||||||||||||||||||
Deferred tax liabilities: | |||||||||||||||||||||||||
Reserves and accruals | 68 | 68 | |||||||||||||||||||||||
Depreciation | 707 | 1,076 | |||||||||||||||||||||||
Amortization | 21,191 | 4,762 | |||||||||||||||||||||||
Acquired deferred taxes | 8,053 | - | |||||||||||||||||||||||
Other accruals | 1,522 | 566 | |||||||||||||||||||||||
Total deferred tax liabilities | 31,541 | 6,472 | |||||||||||||||||||||||
Valuation allowance | 6,692 | 2,375 | |||||||||||||||||||||||
Net deferred tax assets/(liabilities) | $ | (2,537 | ) | $ | 4,675 |
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Debt [Abstract] | |||||
Scheduled principal payments of the long-term debt outstanding | Scheduled principal payments of the long-term debt outstanding at December 31, 2014 are as follows (in thousands): | ||||
2015 | $ | 13,438 | |||
2016 | 16,125 | ||||
2017 | 18,812 | ||||
2018 | 24,188 | ||||
2019 | 160,062 | ||||
Total long-term debt | 232,625 | ||||
Less: Current maturities of long-term debt | (13,438 | ) | |||
Noncurrent portion of long-term debt | $ | 219,187 |
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accrued Expenses [Abstract] | |||||||||
Accrued expenses | Accrued expenses consist of the following: | ||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Sales commissions | $ | 3,017 | $ | 1,431 | |||||
Subcontracting labor | 2,217 | 2,406 | |||||||
Salaries, bonuses and related benefits | 17,964 | 13,674 | |||||||
Warranty accrual | 6,032 | - | |||||||
Litigation reserve | - | 723 | |||||||
Other | 13,358 | 4,208 | |||||||
$ | 42,588 | $ | 22,442 | ||||||
Schedule of warranty accrual account for the period from the acquisition date | A tabular presentation of the activity within the warranty accrual account for the year ended December 31, 2014 is presented below: | ||||||||
December 31, | |||||||||
2014 | |||||||||
Beginning balance as of January 1, 2014 | $ | - | |||||||
Warranty accruals acquired in 2014 Acquisitions | 4,397 | ||||||||
Charges and costs accrued | 3,834 | ||||||||
Adjustments related to pre-existing warranties (including changes in estimates) | (66 | ) | |||||||
Less repair costs incurred | (2,061 | ) | |||||||
Currency translation | (72 | ) | |||||||
Ending balance as of December 31, 2014 | $ | 6,032 |
Segments_Tables
Segments (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segments [Abstract] | |||||||||||||
Key financial data | The following is a summary of key financial data: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net Sales to External Customers: | |||||||||||||
North America | $ | 217,258 | $ | 116,548 | $ | 126,469 | |||||||
Asia | 201,338 | 193,647 | 128,319 | ||||||||||
Europe | 68,480 | 38,994 | 31,806 | ||||||||||
$ | 487,076 | $ | 349,189 | $ | 286,594 | ||||||||
Net Sales: | |||||||||||||
North America | $ | 248,007 | $ | 128,472 | $ | 138,966 | |||||||
Asia | 275,765 | 225,151 | 167,756 | ||||||||||
Europe | 114,748 | 40,742 | 33,329 | ||||||||||
Less intercompany | |||||||||||||
net sales | (151,444 | ) | (45,176 | ) | (53,457 | ) | |||||||
$ | 487,076 | $ | 349,189 | $ | 286,594 | ||||||||
Income (Loss) from Operations: | |||||||||||||
North America | $ | (4,465 | ) | $ | (1,560 | ) | $ | 1,336 | |||||
Asia | 13,338 | 15,356 | (42 | ) | |||||||||
Europe | 5,220 | 1,251 | 369 | ||||||||||
$ | 14,093 | $ | 15,047 | $ | 1,663 | ||||||||
Total Assets: | |||||||||||||
North America | $ | 311,298 | $ | 117,261 | $ | 84,609 | |||||||
Asia | 254,822 | 148,780 | 148,351 | ||||||||||
Europe | 69,905 | 42,100 | 42,229 | ||||||||||
$ | 636,025 | $ | 308,141 | $ | 275,189 | ||||||||
Capital Expenditures: | |||||||||||||
North America | $ | 3,862 | $ | 2,064 | $ | 2,455 | |||||||
Asia | 4,089 | 4,551 | 2,003 | ||||||||||
Europe | 1,091 | 325 | 286 | ||||||||||
$ | 9,042 | $ | 6,940 | $ | 4,744 | ||||||||
Depreciation and Amortization Expense: | |||||||||||||
North America | $ | 7,921 | $ | 4,282 | $ | 4,081 | |||||||
Asia | 8,143 | 6,540 | 4,076 | ||||||||||
Europe | 3,682 | 1,560 | 956 | ||||||||||
$ | 19,746 | $ | 12,382 | $ | 9,113 | ||||||||
Schedule of segment sales and income from operations | The acquisitions in 2012-2014 contributed to Bel's segment sales and income from operations as follows: | ||||||||||||
Year Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Sales to External Customers: | |||||||||||||
North America: | |||||||||||||
Power Solutions | $ | 73,530 | $ | - | $ | - | |||||||
Connectivity Solutions | 28,242 | - | - | ||||||||||
Array | 6,842 | 2,074 | - | ||||||||||
108,614 | 2,074 | - | |||||||||||
Asia: | |||||||||||||
Power Solutions | 3,401 | - | - | ||||||||||
Connectivity Solutions | 2,469 | - | - | ||||||||||
TRP | 66,082 | 65,141 | - | ||||||||||
71,952 | 65,141 | - | |||||||||||
Europe: | |||||||||||||
Power Solutions | 23,882 | - | - | ||||||||||
Connectivity Solutions | 2,812 | - | - | ||||||||||
TRP | 2,498 | 1,407 | - | ||||||||||
GigaCom | 8 | 4 | 57 | ||||||||||
Fibreco | 6,197 | 7,483 | 2,062 | ||||||||||
Powerbox | 2,901 | 3,252 | 1,083 | ||||||||||
38,298 | 12,146 | 3,202 | |||||||||||
Net sales from 2012-2014 acquisitions | 218,864 | 79,361 | 3,202 | ||||||||||
Income (loss) from operations: | |||||||||||||
North America: | |||||||||||||
Power Solutions | (712 | ) | - | - | |||||||||
Connectivity Solutions | (2,808 | ) | - | - | |||||||||
Array | (801 | ) | (936 | ) | - | ||||||||
(4,321 | ) | (936 | ) | - | |||||||||
Asia: | |||||||||||||
Power Solutions | (3,603 | ) | - | - | |||||||||
Connectivity Solutions | 493 | - | - | ||||||||||
TRP | 13,152 | 9,007 | - | ||||||||||
10,042 | 9,007 | - | |||||||||||
Europe: | |||||||||||||
Power Solutions | 4,882 | - | - | ||||||||||
Connectivity Solutions | (167 | ) | - | - | |||||||||
TRP | 366 | 289 | - | ||||||||||
GigaCom | (23 | ) | (986 | ) | (392 | ) | |||||||
Fibreco | 817 | 2,101 | 297 | ||||||||||
Powerbox | (1,869 | ) | (392 | ) | 10 | ||||||||
4,006 | 1,012 | (85 | ) | ||||||||||
Total income (loss) from operations | |||||||||||||
from 2012-2014 acquisitions | $ | 9,727 | $ | 9,083 | $ | (85 | ) | ||||||
Schedule of restructuring charges included in income (loss) from operation | The following restructuring charges are included in income (loss) from operations by segment. See Note 3, Restructuring Activities, for further information on the Company's restructuring efforts. | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
North America | $ | 1,539 | $ | 963 | $ | 4,558 | |||||||
Asia | - | 249 | 612 | ||||||||||
Europe | 293 | 175 | 75 | ||||||||||
$ | 1,832 | $ | 1,387 | $ | 5,245 | ||||||||
Entity-wide information net sales to external customers by geographic area and by major product line | The following is a summary of entity-wide information related to the Company's net sales to external customers by geographic area and by major product line. | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net Sales by Geographic Location: | |||||||||||||
United States | $ | 217,258 | $ | 116,548 | $ | 126,469 | |||||||
Macao | 195,469 | 193,647 | 128,319 | ||||||||||
United Kingdom | 22,852 | 16,538 | 13,203 | ||||||||||
Germany | 18,663 | 16,585 | 14,165 | ||||||||||
Switzerland | 15,236 | - | - | ||||||||||
All other foreign countries | 17,598 | 5,871 | 4,438 | ||||||||||
Consolidated net sales | $ | 487,076 | $ | 349,189 | $ | 286,594 | |||||||
Net Sales by Major Product Line: | |||||||||||||
Connectivity solutions | $ | 152,954 | $ | 111,653 | $ | 109,245 | |||||||
Magnetic solutions | 174,255 | 170,166 | 100,529 | ||||||||||
Power solutions and protection | 159,867 | 67,370 | 76,820 | ||||||||||
Consolidated net sales | $ | 487,076 | $ | 349,189 | $ | 286,594 | |||||||
Long-lived assets by geographic area | The following is a summary of long-lived assets by geographic area as of December 31, 2014 and 2013: | ||||||||||||
2014 | 2013 | ||||||||||||
Long-lived Assets by Geographic Location: | |||||||||||||
United States | $ | 43,932 | $ | 30,102 | |||||||||
People's Republic of China (PRC) | 43,174 | 20,985 | |||||||||||
Slovakia | 9,675 | - | |||||||||||
Switzerland | 3,321 | - | |||||||||||
United Kingdom | 2,536 | 1,802 | |||||||||||
All other foreign countries | 1,723 | 1,455 | |||||||||||
Consolidated long-lived assets | $ | 104,361 | $ | 54,344 |
Retirement_Fund_and_Profit_Sha1
Retirement Fund and Profit Sharing Plan (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Retirement Fund and Profit Sharing Plan [Abstract] | |||||||||||||
Net periodic benefit cost related to the SERP | The net periodic benefit cost related to the SERP consisted of the following components during the years ended December 31, 2014, 2013 and 2012: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Service Cost | $ | 542 | $ | 556 | $ | 438 | |||||||
Interest Cost | 541 | 448 | 417 | ||||||||||
Net amortization | 182 | 307 | 230 | ||||||||||
Net periodic benefit cost | $ | 1,265 | $ | 1,311 | $ | 1,085 | |||||||
Information about changes in plan assets and benefit obligation, the funded status | Summarized information about the changes in plan assets and benefit obligation, the funded status and the amounts recorded at December 31, 2014 and 2013 are as follows: | ||||||||||||
2014 | 2013 | ||||||||||||
Fair value of plan assets, January 1 | $ | - | $ | - | |||||||||
Company contributions | 16 | - | |||||||||||
Benefits paid | (16 | ) | - | ||||||||||
Fair value of plan assets, December 31 | $ | - | $ | - | |||||||||
Benefit obligation, January 1 | 10,830 | 11,045 | |||||||||||
Service cost | 542 | 556 | |||||||||||
Interest cost | 541 | 448 | |||||||||||
Plan amendments | - | 502 | |||||||||||
Benefits paid | (16 | ) | - | ||||||||||
Actuarial (gains) losses | 2,308 | (1,721 | ) | ||||||||||
Benefit obligation, December 31 | $ | 14,205 | $ | 10,830 | |||||||||
Underfunded status, December 31 | $ | (14,205 | ) | $ | (10,830 | ) | |||||||
Expected benefit payments | The following benefit payments, which reflect expected future service, are expected to be paid: | ||||||||||||
Years Ending | |||||||||||||
December 31, | |||||||||||||
2015 | $ | 63 | |||||||||||
2016 | 267 | ||||||||||||
2017 | 267 | ||||||||||||
2018 | 267 | ||||||||||||
2019 | 477 | ||||||||||||
2020 - 2024 | 3,876 | ||||||||||||
Gross amounts recognized in accumulated other comprehensive loss, net of tax | The following gross amounts are recognized net of tax in accumulated other comprehensive loss: | ||||||||||||
2014 | 2013 | ||||||||||||
Prior service cost | $ | 1,048 | $ | 1,230 | |||||||||
Net loss | 3,302 | 1,004 | |||||||||||
$ | 4,350 | $ | 2,234 | ||||||||||
Weighted average assumptions used in determining the periodic net cost and benefit obligation related to SERP | The weighted average assumptions used in determining the periodic net cost and benefit obligation information related to the SERP are as follows: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net periodic benefit cost | |||||||||||||
Discount rate | 5 | % | 4 | % | 4.5 | % | |||||||
Rate of compensation increase | 3 | % | 3 | % | 3 | % | |||||||
Benefit obligation | |||||||||||||
Discount rate | 4 | % | 5 | % | 4 | % | |||||||
Rate of compensation increase | 3 | % | 3 | % | 3 | % |
Sharebased_Compensation_Tables
Share-based Compensation (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Share-based Compensation [Abstract] | ||||||||||
Summary of the restricted stock activity | A summary of the restricted stock activity under the Program as of December 31, 2014 is presented below: | |||||||||
Restricted Stock | Weighted Average | Weighted Average | ||||||||
Remaining | ||||||||||
Awards | Shares | Award Price | Contractual Term | |||||||
Outstanding at January 1, 2014 | 412,350 | $ | 18.85 | 3.4 years | ||||||
Granted | 378,000 | 23.57 | ||||||||
Vested | (120,175 | ) | 18.69 | |||||||
Forfeited | (26,900 | ) | 22.03 | |||||||
Outstanding at December 31, 2014 | 643,275 | $ | 21.52 | 3.8 years | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies [Abstract] | |||||
Future minimum lease payments for operating leases | Future minimum lease payments for operating leases are approximately as follows: | ||||
Year Ending | |||||
December 31, | |||||
2015 | $ | 8,295 | |||
2016 | 5,972 | ||||
2017 | 4,472 | ||||
2018 | 2,164 | ||||
2019 | 1,940 | ||||
Thereafter | 4,025 | ||||
$ | 26,868 | ||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Accumulated Other Comprehensive (Loss) Income [Abstract] | |||||||||||||||||||
Components of accumulated other comprehensive loss | The components of accumulated other comprehensive (loss) income as of December 31, 2014 and 2013 are summarized below: | ||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||
Foreign currency translation adjustment | $ | (9,365 | ) | $ | 1,904 | $ | 927 | ||||||||||||
Unrealized holding gain on available-for-sale | |||||||||||||||||||
securities, net of taxes of $259, $169 and $161 as of | |||||||||||||||||||
December 31, 2014, 2013 and 2012 | 429 | 282 | 256 | ||||||||||||||||
Unfunded SERP liability, net of taxes of ($1,325), ($693) | |||||||||||||||||||
and ($1,151) as of December 31, 2014, 2013 and 2012 | (3,026 | ) | (1,541 | ) | (2,610 | ) | |||||||||||||
Accumulated other comprehensive (loss) income | $ | (11,962 | ) | $ | 645 | $ | (1,427 | ) | |||||||||||
Changes in accumulated other comprehensive loss by component | Changes in accumulated other comprehensive (loss) income by component during the year ended December 31, 2014 are as follows. All amounts are net of tax. | ||||||||||||||||||
Unrealized Holding | |||||||||||||||||||
Foreign Currency | Gains on | ||||||||||||||||||
Translation | Available-for- | Unfunded | |||||||||||||||||
Adjustment | Sale Securities | SERP Liability | Total | ||||||||||||||||
Balance at January 1, 2013 | $ | 927 | $ | 256 | $ | (2,610 | ) | $ | (1,427 | ) | |||||||||
Other comprehensive income before reclassifications | 977 | 87 | 761 | 1,825 | |||||||||||||||
Amounts reclassified from accumulated other | |||||||||||||||||||
comprehensive income (loss) | - | (61 | ) | (a) | 308 | (b) | 247 | ||||||||||||
Net current period other comprehensive income | 977 | 26 | 1,069 | 2,072 | |||||||||||||||
Balance at December 31, 2013 | 1,904 | 282 | (1,541 | ) | 645 | ||||||||||||||
Other comprehensive income (loss) before reclassifications | (11,269 | ) | 147 | (1,667 | ) | (12,789 | ) | ||||||||||||
Amounts reclassified from accumulated other | |||||||||||||||||||
comprehensive income (loss) | - | - | 182 | (b) | 182 | ||||||||||||||
Net current period other comprehensive income (loss) | (11,269 | ) | 147 | (1,485 | ) | (12,607 | ) | ||||||||||||
Balance at December 31, 2014 | $ | (9,365 | ) | $ | 429 | $ | (3,026 | ) | $ | (11,962 | ) | ||||||||
(a) | This reclassification relates to the gain on sale of SERP investments during the third quarter of 2013. This is reflected as a gain on sale of investment in the consolidated statements of operations. | ||||||||||||||||||
(b) | This reclassification relates to the amortization of prior service costs and gains/losses associated with the Company's SERP plan. This expense is allocated between cost of sales and selling, general and administrative expense based upon the employment classification of the plan participants. | ||||||||||||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Selected Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||||||||
Quarterly results (unaudited) | Quarterly results for the year ended December 31, 2014 and 2013 are summarized as follows: | ||||||||||||||||
2014 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net sales | $ | 82,646 | $ | 99,439 | $ | 156,341 | $ | 148,650 | |||||||||
Cost of sales | 68,576 | 81,493 | 128,250 | 120,781 | |||||||||||||
Net earnings | 2,503 | 3,065 | 1,507 | 2,020 | |||||||||||||
Net earnings per share: | |||||||||||||||||
Class A common share - basic and diluted | $ | 0.2 | $ | 0.25 | $ | 0.12 | $ | 0.16 | |||||||||
Class B common share - basic and diluted | $ | 0.22 | $ | 0.27 | $ | 0.13 | $ | 0.17 | |||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net sales | $ | 63,028 | $ | 93,981 | $ | 101,164 | $ | 91,016 | |||||||||
Cost of sales | 53,932 | 78,724 | 81,136 | 73,160 | |||||||||||||
Net (loss) earnings | (558 | ) | 1,689 | 7,380 | 7,397 | ||||||||||||
(Loss) earnings per share: | |||||||||||||||||
Class A common share - basic and diluted | $ | (0.05 | ) | $ | 0.14 | $ | 0.62 | $ | 0.61 | ||||||||
Class B common share - basic and diluted | $ | (0.05 | ) | $ | 0.15 | $ | 0.65 | $ | 0.65 |
DESCRIPTION_OF_BUSINESS_AND_SU3
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 09, 2012 | Sep. 12, 2012 | Jul. 31, 2012 | Aug. 20, 2013 | Mar. 29, 2013 | Jun. 19, 2014 | Jul. 25, 2014 | |
Segment | ||||||||||||||||||
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||||||||||||||||
Number of reportable segments | 3 | |||||||||||||||||
Foreign Currency Translation [Abstract] | ||||||||||||||||||
Change in Chinese Renminbi foreign currency exchange rate | 0.80% | |||||||||||||||||
Net currency exchange (losses) gains | $4,300,000 | ($600,000) | $600,000 | |||||||||||||||
Foreign currency translation gains (losses) | -11,269,000 | 977,000 | 281,000 | |||||||||||||||
Numerator [Abstract] | ||||||||||||||||||
Net earnings | 2,020,000 | 1,507,000 | 3,065,000 | 2,503,000 | 7,397,000 | 7,380,000 | 1,689,000 | -558,000 | 9,095,000 | 15,908,000 | 2,373,000 | |||||||
Undistributed earnings (loss) | 5,908,000 | 12,810,000 | -846,000 | |||||||||||||||
Undistributed earnings (loss) allocation - basic and diluted [Abstract] | ||||||||||||||||||
Undistributed earnings (loss) | 5,908,000 | 12,810,000 | -846,000 | |||||||||||||||
Net earnings allocation - basic and diluted [Abstract] | ||||||||||||||||||
Net earnings | 2,020,000 | 1,507,000 | 3,065,000 | 2,503,000 | 7,397,000 | 7,380,000 | 1,689,000 | -558,000 | 9,095,000 | 15,908,000 | 2,373,000 | |||||||
Net earnings per share: [Abstract] | ||||||||||||||||||
Research and development costs | 21,500,000 | 14,100,000 | 12,400,000 | |||||||||||||||
Class A [Member] | ||||||||||||||||||
Numerator [Abstract] | ||||||||||||||||||
Net earnings | 1,580,000 | 2,868,000 | 372,000 | |||||||||||||||
Less dividends declared | 522,000 | 522,000 | 522,000 | |||||||||||||||
Undistributed earnings (loss) | 1,058,000 | 2,346,000 | -150,000 | |||||||||||||||
Undistributed earnings (loss) allocation - basic and diluted [Abstract] | ||||||||||||||||||
Undistributed earnings (loss) | 1,058,000 | 2,346,000 | -150,000 | |||||||||||||||
Net earnings allocation - basic and diluted [Abstract] | ||||||||||||||||||
Net earnings | 1,580,000 | 2,868,000 | 372,000 | |||||||||||||||
Weighted average shares outstanding [Abstract] | ||||||||||||||||||
Weighted average shares outstanding (in shares) | 2,175 | 2,175 | 2,175 | |||||||||||||||
Net earnings per share: [Abstract] | ||||||||||||||||||
Common share - basic and diluted (in dollars per share) | $0.16 | $0.12 | $0.25 | $0.20 | $0.61 | $0.62 | $0.14 | ($0.05) | $0.73 | $1.32 | $0.17 | |||||||
Class B [Member] | ||||||||||||||||||
Earnings Per Share [Line Items] | ||||||||||||||||||
Dividend rate Class B common stock in excess of dividend rate of Class A common stock (in hundredths) | 5.00% | 5.00% | 5.00% | |||||||||||||||
Undistributed earning allocation rate of Class B common stock in excess of Class A common stock (in hundredths) | 5.00% | 5.00% | 5.00% | |||||||||||||||
Numerator [Abstract] | ||||||||||||||||||
Net earnings | 7,515,000 | 13,040,000 | 2,001,000 | |||||||||||||||
Less dividends declared | 2,665,000 | 2,576,000 | 2,697,000 | |||||||||||||||
Undistributed earnings (loss) | 4,850,000 | 10,464,000 | -696,000 | |||||||||||||||
Undistributed earnings (loss) allocation - basic and diluted [Abstract] | ||||||||||||||||||
Undistributed earnings (loss) | 4,850,000 | 10,464,000 | -696,000 | |||||||||||||||
Net earnings allocation - basic and diluted [Abstract] | ||||||||||||||||||
Net earnings | $7,515,000 | $13,040,000 | $2,001,000 | |||||||||||||||
Weighted average shares outstanding [Abstract] | ||||||||||||||||||
Weighted average shares outstanding (in shares) | 9,491 | 9,240 | 9,625 | |||||||||||||||
Net earnings per share: [Abstract] | ||||||||||||||||||
Common share - basic and diluted (in dollars per share) | $0.17 | $0.13 | $0.27 | $0.22 | $0.65 | $0.65 | $0.15 | ($0.05) | $0.79 | $1.41 | $0.21 | |||||||
Machinery and Equipment [Member] | Minimum [Member] | ||||||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||||||
Property, plant and equipment, useful life | 1 year | |||||||||||||||||
Machinery and Equipment [Member] | Maximum [Member] | ||||||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||||||
Property, plant and equipment, useful life | 15 years | |||||||||||||||||
Buildings and Leasehold Improvements [Member] | Minimum [Member] | ||||||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||||||
Property, plant and equipment, useful life | 1 year | |||||||||||||||||
Buildings and Leasehold Improvements [Member] | Maximum [Member] | ||||||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||||||
Property, plant and equipment, useful life | 39 years | |||||||||||||||||
GigaCom Interconnect [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 9-Mar-12 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
Powerbox [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 12-Sep-12 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
Fibreco [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 31-Jul-12 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
Array [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 20-Aug-13 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
TRP [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 29-Mar-13 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
Power Solutions [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 19-Jun-14 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | |||||||||||||||||
Emerson [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Acquisition date | 25-Jul-14 | |||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% |
Acquisitions_Details
Acquisitions (Details) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 19, 2014 | Dec. 31, 2014 | Jun. 19, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Jul. 25, 2014 | Dec. 31, 2014 | Jul. 25, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 09, 2012 | Mar. 09, 2012 | Mar. 09, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Sep. 12, 2012 | Sep. 12, 2012 | Sep. 12, 2012 | Sep. 12, 2012 | Mar. 29, 2013 | Mar. 29, 2013 | Mar. 29, 2013 | Mar. 29, 2013 | Aug. 20, 2013 | Aug. 20, 2013 | Aug. 20, 2013 | Aug. 20, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | ||||
USD ($) | USD ($) | USD ($) | Trademarks [Member] | Technology [Member] | Customer Relationships [Member] | Licensing Agreements [Member] | Noncompete Agreements [Member] | Class A [Member] | Class A [Member] | Class B [Member] | Class B [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Power Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | Connectivity Solutions [Member] | 2014 Acquired Companies [Member] | 2014 Acquired Companies [Member] | 2014 Acquired Companies [Member] | 2014 Acquired Companies [Member] | 2014 Acquired Companies [Member] | 2014 Acquired Companies [Member] | GigaCom Interconnect [Member] | GigaCom Interconnect [Member] | GigaCom Interconnect [Member] | Fibreco [Member] | Fibreco [Member] | Fibreco [Member] | Powerbox Italy [Member] | Powerbox Italy [Member] | Powerbox Italy [Member] | Powerbox Italy [Member] | TRP [Member] | TRP [Member] | TRP [Member] | TRP [Member] | Array [Member] | Array [Member] | Array [Member] | Array [Member] | 2013 Acquired Companies [Member] | 2013 Acquired Companies [Member] | 2013 Acquired Companies [Member] | 2013 Acquired Companies [Member] | ||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Trademarks [Member] | Technology [Member] | Customer Relationships [Member] | Licensing Agreements [Member] | Noncompete Agreements [Member] | USD ($) | USD ($) | USD ($) | Trademarks [Member] | Technology [Member] | Customer Relationships [Member] | Licensing Agreements [Member] | Noncompete Agreements [Member] | USD ($) | Technology [Member] | Customer Relationships [Member] | Licensing Agreements [Member] | Noncompete Agreements [Member] | Acquisition Date Fair Values (As adjusted) [Member] | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | Class B [Member] | Class B [Member] | USD ($) | Acquisition Date Fair Values [Member] | Acquisition Date Fair Values [Member] | USD ($) | Measurement Period Adjustments [Member] | Measurement Period Adjustments [Member] | USD ($) | USD ($) | USD ($) | Acquisition Date Fair Values (As adjusted) [Member] | ||||||||||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Payment for acquisitions, net of cash acquired | $208,693,000 | $30,994,000 | $19,410,000 | $109,900,000 | $98,800,000 | $2,700,000 | € 1,700,000 | $13,700,000 | € 8,700,000 | $3,000,000 | $21,000,000 | $10,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||
Acquisition-related costs | 7,300,000 | 100,000 | 900,000 | 1,300,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Assets acquired [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash | 20,912,000 | 6,544,000 | [1] | 27,456,000 | 8,388,000 | 0 | 8,388,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts receivable | 29,389,000 | 9,375,000 | [1] | 38,764,000 | 11,541,000 | 994,000 | 12,535,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventories | 36,429,000 | [2] | 17,632,000 | [1],[2] | 54,061,000 | 7,355,000 | 993,000 | 8,348,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Other current assets | 7,350,000 | 2,615,000 | [1] | 9,965,000 | 1,619,000 | 428,000 | 2,047,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Property, plant and equipment | 28,175,000 | [3] | 9,900,000 | [1],[3] | 38,075,000 | 5,790,000 | 3,510,000 | 9,300,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Intangible assets | 33,220,000 | 33,220,000 | [4] | 40,000,000 | 40,000,000 | [1],[4] | 73,220,000 | 73,220,000 | 6,110,000 | 1,470,000 | 7,580,000 | ||||||||||||||||||||||||||||||||||||||||||||||||
Other assets | 19,171,000 | [5] | 2,345,000 | [1] | 21,516,000 | 1,349,000 | 1,747,000 | 3,096,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Total identifiable assets | 174,646,000 | 88,411,000 | [1] | 263,057,000 | 42,152,000 | 9,142,000 | 51,294,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Liabilities assumed [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts payable | -26,180,000 | -10,682,000 | [1] | -36,862,000 | -8,234,000 | -676,000 | -8,910,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued expenses | -25,545,000 | [6] | -5,307,000 | [1] | -30,852,000 | -4,465,000 | -285,000 | -4,750,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Other current liabilities | 223,000 | -57,000 | [1] | 166,000 | -759,000 | 0 | -759,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Noncurrent liabilities | -42,062,000 | [5],[6],[7] | -17,314,000 | [1] | -59,376,000 | -586,000 | -1,748,000 | -2,334,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Total liabilities assumed | -93,564,000 | -33,360,000 | [1] | -126,924,000 | -14,044,000 | -2,709,000 | -16,753,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Net identifiable assets acquired | 81,082,000 | 55,051,000 | [1] | 136,133,000 | 28,108,000 | 6,433,000 | 34,541,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill | 117,573,000 | 18,490,000 | 13,559,000 | 49,710,000 | [8] | 50,306,000 | [1],[6] | 100,016,000 | 1,240,000 | 3,572,000 | 4,812,000 | ||||||||||||||||||||||||||||||||||||||||||||||||
Net assets acquired | 130,792,000 | 105,357,000 | [1] | 236,149,000 | 29,348,000 | 10,005,000 | 39,353,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Consideration transferred [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash Paid | 130,792,000 | 105,357,000 | [1] | 236,149,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Assumption of liability | 0 | 0 | [1] | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of consideration transferred | 130,792,000 | 105,357,000 | [1] | 236,149,000 | 29,348,000 | 10,005,000 | 39,353,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Deferred consideration | 0 | 0 | [1] | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total consideration paid/payable | 130,792,000 | 105,357,000 | [1] | 236,149,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Estimated net set-up in fair value related to inventories | 3,273,000 | 2,651,000 | 5,924,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Estimated net set-up in fair value related to property, plant and equipment | 4,300,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value of Identifiable Intangible Assets [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Acquisition date fair value | 8,390,000 | 890,000 | 7,800,000 | 12,200,000 | 11,800,000 | 530,000 | 7,500,000 | 9,000,000 | 22,000,000 | 0 | 1,500,000 | 16,800,000 | 34,200,000 | 11,800,000 | 2,030,000 | ||||||||||||||||||||||||||||||||||||||||||||
Weighted average life | 14 years | 16 years | 8 years | 3 years | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total identifiable assets acquired | 33,220,000 | 33,220,000 | [4] | 40,000,000 | 40,000,000 | [1],[4] | 73,220,000 | 73,220,000 | 6,110,000 | 1,470,000 | 7,580,000 | ||||||||||||||||||||||||||||||||||||||||||||||||
Noncurrent liability and offsetting indemnification asset | 12,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Unaudited Pro forma Consolidated Results of Operations | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue | 629,132,000 | 710,937,000 | 134,300,000 | 75,400,000 | 68,600,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net earnings | 11,705,000 | -65,299,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income (loss) from operations | 14,093,000 | 15,047,000 | 1,663,000 | -1,900,000 | 12,700,000 | 8,400,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings per common share - basic and diluted (in dollars per share) | $0.94 | ($5.52) | $1.02 | ($5.77) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Acquisition-related costs excluded from pro forma net earnings | 14,900,000 | 5,900,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Acquisition-related costs incurred but excluded from pro forma earnings during the period after tax | 9,800,000 | 4,100,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Acquisition of issued and outstanding capital stock (in hundredths) | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash acquired from acquisition | 27,456,000 | 8,359,000 | 2,991,000 | 2,700,000 | 200,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number of restricted shares granted for acquisition (in shares) | 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Compensation expense of grant date fair value of restricted shares | $600,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[1] | The Company acquired the U.S. and U.K. entities of Connectivity Solutions on July 25, 2014 and the China entity of Connectivity Solutions on August 29, 2014. These values represent the estimated fair values as of the respective acquisition dates. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[2] | The inventories noted include the following estimated net step-up in fair value: Estimated Net Step-Up in Fair Value Power Solutions $ 3,273 Connectivity Solutions 2,675 2014 Acquisitions total $ 5,948 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[3] | The property, plant and equipment noted above for Connectivity Solutions includes a $4.3 million step-up based on estimated acquisition-date fair value. There was no step-up for property, plant and equipment for Power Solutions since the estimated acquisition-date fair value approximated the carrying value of those assets. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[4] | The preliminary fair value of identifiable intangible assets related to the 2014 Acquired Companies is shown in the table below. For those intangible assets with finite lives, the acquisition-date fair values will be amortized over their respective estimated future lives utilizing the straight-line method. Acquisition-date Fair Values Power Solutions Connectivity Solutions 2014 Acquisitions Weighted-Average Life Trademarks $ 890 $ 7,500 $ 8,390 Indefinite Customer relationships 12,200 22,000 34,200 16 years Technology 7,800 9,000 16,800 14 years License agreements 11,800 - 11,800 8 years Non-compete agreements 530 1,500 2,030 3 years Total intangible assets acquired $ 33,220 $ 40,000 $ 73,220 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[5] | These amounts include a $12.0 million noncurrent liability and offsetting indemnification asset related to an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd.) for the years 2004 through 2006, as further described in Note 16. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[6] | The Company acquired a liability for uncertain tax positions related to various tax matters for the years 2007 through 2013. While resolution of these tax matters are being actively pursued with the applicable taxing authority, these issues remained unresolved as of the filing date of this Annual Report on Form 10-K. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[7] | Deferred taxes have been established on the previously-mentioned step-ups for inventories, property, plant and equipment and intangible assets. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[8] | The amount of goodwill is provisional as of the filing date, as the fair value determination of inventories acquired, and appraisals related to property, plant and equipment, various intangible assets and certain liabilities such as lease liabilities is still under review. The portion of goodwill, if any, that will be deductible for tax purposes is yet to be determined. |
Restructuring_Activities_Detai
Restructuring Activities (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Activity and liability balances related to restructuring charges [Roll Forward] | |||
Liability, Beginning balance | $0 | $122,000 | |
New Charges | 1,832,000 | 1,387,000 | 5,245,000 |
Cash Payment and Other Settlements | -1,832,000 | -1,509,000 | |
Liability, Ending balance | 0 | 0 | 122,000 |
Restructuring costs | 1,832,000 | 1,387,000 | 5,245,000 |
Severance costs | 3,200,000 | ||
Asset disposals | 1,400,000 | ||
Other expenses | 600,000 | ||
Severance Costs [Member] | |||
Activity and liability balances related to restructuring charges [Roll Forward] | |||
Liability, Beginning balance | 0 | 122,000 | |
New Charges | 1,778,000 | 1,239,000 | |
Cash Payment and Other Settlements | -1,778,000 | -1,361,000 | |
Liability, Ending balance | 0 | 0 | |
Restructuring costs | 1,778,000 | 1,239,000 | |
Transportation of Equipment [Member] | |||
Activity and liability balances related to restructuring charges [Roll Forward] | |||
Liability, Beginning balance | 0 | 0 | |
New Charges | 0 | 100,000 | |
Cash Payment and Other Settlements | 0 | -100,000 | |
Liability, Ending balance | 0 | 0 | |
Restructuring costs | 0 | 100,000 | |
Other Restructuring Costs [Member] | |||
Activity and liability balances related to restructuring charges [Roll Forward] | |||
Liability, Beginning balance | 0 | 0 | |
New Charges | 54,000 | 48,000 | |
Cash Payment and Other Settlements | -54,000 | -48,000 | |
Liability, Ending balance | 0 | 0 | |
Restructuring costs | $54,000 | $48,000 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Goodwill [Roll Forward] | |||
Goodwill, gross beginning of period | $45,431,000 | $40,500,000 | |
Accumulated impairment charges beginning of period | -26,941,000 | -26,941,000 | |
Goodwill, net beginning of period | 18,490,000 | 13,559,000 | |
Goodwill allocation related to acquisitions | 100,016,000 | 4,812,000 | 9,065,000 |
Measurement period adjustments | -496,000 | ||
Foreign currency translation | -437,000 | 119,000 | |
Goodwill, gross end of period | 144,514,000 | 45,431,000 | 40,500,000 |
Accumulated impairment charges end of period | -26,941,000 | -26,941,000 | -26,941,000 |
Goodwill, net end of period | 117,573,000 | 18,490,000 | 13,559,000 |
Components of intangible assets other than goodwill [Abstract] | |||
Gross Carrying Amount | 104,113,000 | 33,010,000 | |
Accumulated Amortization | 8,611,000 | 3,538,000 | |
Net Carrying Amount | 95,502,000 | 29,472,000 | |
Intangible assets acquired | 73,200,000 | 8,900,000 | |
Amortization expense | 5,400,000 | 1,900,000 | 800,000 |
Estimated amortization expense for intangible assets [Abstract] | |||
2015 | 7,481,000 | ||
2016 | 7,181,000 | ||
2017 | 6,848,000 | ||
2018 | 6,556,000 | ||
2019 | 6,515,000 | ||
Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets amortization period | 2 years | ||
Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets amortization period | 24 years | ||
Patents, Licenses and Technology [Member] | |||
Components of intangible assets other than goodwill [Abstract] | |||
Gross Carrying Amount | 38,872,000 | 11,919,000 | |
Accumulated Amortization | 4,297,000 | 1,864,000 | |
Net Carrying Amount | 34,575,000 | 10,055,000 | |
Customer Relationships [Member] | |||
Components of intangible assets other than goodwill [Abstract] | |||
Gross Carrying Amount | 45,836,000 | 11,923,000 | |
Accumulated Amortization | 3,062,000 | 1,191,000 | |
Net Carrying Amount | 42,774,000 | 10,732,000 | |
Non-compete Agreements [Member] | |||
Components of intangible assets other than goodwill [Abstract] | |||
Gross Carrying Amount | 2,781,000 | 787,000 | |
Accumulated Amortization | 1,050,000 | 483,000 | |
Net Carrying Amount | 1,731,000 | 304,000 | |
Trademarks [Member] | |||
Components of intangible assets other than goodwill [Abstract] | |||
Gross Carrying Amount | 16,624,000 | 8,381,000 | |
Accumulated Amortization | 202,000 | 0 | |
Net Carrying Amount | 16,422,000 | 8,381,000 | |
North America [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, gross beginning of period | 18,865,000 | 15,293,000 | |
Accumulated impairment charges beginning of period | -14,066,000 | -14,066,000 | |
Goodwill, net beginning of period | 4,799,000 | 1,227,000 | |
Goodwill allocation related to acquisitions | 50,118,000 | 3,572,000 | |
Measurement period adjustments | -496,000 | ||
Foreign currency translation | 0 | 0 | |
Goodwill, gross end of period | 68,487,000 | 18,865,000 | |
Accumulated impairment charges end of period | -14,066,000 | -14,066,000 | |
Goodwill, net end of period | 54,421,000 | 4,799,000 | |
Reporting unit, Percentage of fair value in excess of carrying amount (in hundredths) | 10.00% | ||
Asia [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, gross beginning of period | 14,107,000 | 12,875,000 | |
Accumulated impairment charges beginning of period | -12,875,000 | -12,875,000 | |
Goodwill, net beginning of period | 1,232,000 | 0 | |
Goodwill allocation related to acquisitions | 35,486,000 | 1,240,000 | |
Measurement period adjustments | 0 | ||
Foreign currency translation | -210,000 | -8,000 | |
Goodwill, gross end of period | 49,383,000 | 14,107,000 | |
Accumulated impairment charges end of period | -12,875,000 | -12,875,000 | |
Goodwill, net end of period | 36,508,000 | 1,232,000 | |
Reporting unit, Percentage of fair value in excess of carrying amount (in hundredths) | 63.00% | ||
Europe [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, gross beginning of period | 12,459,000 | 12,332,000 | |
Accumulated impairment charges beginning of period | 0 | 0 | |
Goodwill, net beginning of period | 12,459,000 | 12,332,000 | |
Goodwill allocation related to acquisitions | 14,412,000 | 0 | |
Measurement period adjustments | 0 | ||
Foreign currency translation | -227,000 | 127,000 | |
Goodwill, gross end of period | 26,644,000 | 12,459,000 | |
Accumulated impairment charges end of period | 0 | 0 | |
Goodwill, net end of period | $26,644,000 | $12,459,000 | |
Reporting unit, Percentage of fair value in excess of carrying amount (in hundredths) | 19.00% |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Gross unrealized gains associated with the investment held in the rabbi trust | $147,000 | $87,000 | ($251,000) |
Fair value of investments | 100,000 | 100,000 | |
Gross unrealized gains | 100,000 | 100,000 | |
Transfers in out between levels | 0 | 0 | |
Carrying amount of long-term debt | 232,625,000 | ||
Investments held in Rabbi Trust [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of investments | 5,800,000 | ||
Available-for-sale securities measured at fair value | 6,500,000 | 3,300,000 | |
Investments held in Rabbi Trust [Member] | SERP [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Gross unrealized gains associated with the investment held in the rabbi trust | 700,000 | 400,000 | |
Fair value of long-term debt | 233,300,000 | ||
Carrying amount of long-term debt | 232,625,000 | ||
Available-for-sale securities measured at fair value | $6,500,000 | $3,300,000 |
Other_Assets_Details
Other Assets (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Cash surrender value of the COLI | $5,800,000 | $8,600,000 | |
Entity surrender value | 5,756,000 | 0 | 0 |
Increase (decrease) in cash surrender value | 200,000 | 700,000 | 300,000 |
Payments to acquire marketable securities | 2,936,000 | 0 | 24,000 |
Fair value of investments | 100,000 | 100,000 | |
Investments held in Rabbi Trust [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Entity surrender value | 2,900,000 | ||
Fair value of investments | 5,800,000 | ||
Fair value of investments | 6,500,000 | 3,300,000 | |
Unrealized gain on investments | 700,000 | 400,000 | |
Supplemental Employee Retirement Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Benefit obligation | 14,205,000 | 10,830,000 | 11,045,000 |
Value of assets earmarked for SERP use but not restricted to that use | 12,300,000 | 11,900,000 | |
Payments to acquire marketable securities | $2,900,000 |
Inventories_net_Details
Inventories, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Components of inventories [Abstract] | ||
Raw materials | $51,638 | $29,428 |
Work in progress | 16,128 | 8,783 |
Finished goods | 45,864 | 31,808 |
Inventories, net | $113,630 | $70,019 |
Property_Plant_and_Equipment_n2
Property, Plant and Equipment, net (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, plant and equipment [Abstract] | |||
Property, plant and equipment, gross | $157,097,000 | $114,907,000 | |
Accumulated depreciation | -86,436,000 | -74,011,000 | |
Property, plant and equipment, net | 70,661,000 | 40,896,000 | |
Depreciation expense | 14,300,000 | 10,500,000 | 8,400,000 |
Land [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment, gross | 3,293,000 | 3,229,000 | |
Buildings and Improvements [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment, gross | 31,067,000 | 25,216,000 | |
Machinery and Equipment [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment, gross | 117,973,000 | 82,420,000 | |
Construction in Progress [Member] | |||
Property, plant and equipment [Abstract] | |||
Property, plant and equipment, gross | $4,764,000 | $4,042,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||||
Liability for uncertain tax position that would impact effective tax rate | $2,800,000 | $2,800,000 | $2,200,000 | ||
Liabilities for uncertain tax positions included in income tax payable | 200,000 | 200,000 | 1,000,000 | ||
Liability for uncertain tax positions noncurrent | 39,767,000 | 39,767,000 | 1,218,000 | ||
Years tax audit notified by foreign tax authority | 2006 and 2009 | ||||
Prior year liability uncertain tax positions relating to 2011 | 200,000 | 200,000 | |||
Decreases resulting from prior period tax positions | -800,000 | -500,000 | |||
Interest and penalties uncertain tax positions recognized reversal | 200,000 | ||||
Reconciliation of beginning and ending amount of liability for uncertain tax positions [Roll Forward] | |||||
Liability for uncertain tax positions - January 1 | 2,711,000 | 2,189,000 | 2,711,000 | 4,132,000 | |
Additions based on tax positions related to the current year | 2,732,000 | 28,000 | 1,221,000 | ||
Additions relating to acquisitions | 35,874,000 | 0 | 0 | ||
Settlement/expiration of statutes of limitations | -825,000 | -550,000 | -2,642,000 | ||
Liability for uncertain tax positions - December 31 | 39,970,000 | 39,970,000 | 2,189,000 | 2,711,000 | |
Accrued interest and penalties uncertain tax positions | 1,600,000 | 1,600,000 | 200,000 | ||
Earnings (loss) before provision (benefit) for income taxes included earnings from domestic operations | -9,200,000 | -1,200,000 | 400,000 | ||
Earnings (loss) from foreign operations | 19,600,000 | 16,300,000 | 600,000 | ||
Current [Abstract] | |||||
Federal | 1,924,000 | -1,099,000 | -459,000 | ||
Foreign | 1,759,000 | 1,120,000 | 241,000 | ||
State | 175,000 | 113,000 | 76,000 | ||
Total | 3,858,000 | 134,000 | -142,000 | ||
Deferred [Abstract] | |||||
Federal | -2,698,000 | -865,000 | -807,000 | ||
State | -407,000 | 65,000 | -58,000 | ||
Foreign | 543,000 | -77,000 | -369,000 | ||
Total | -2,562,000 | -877,000 | -1,234,000 | ||
Tax (benefit) provision computed at the Company's effective tax rate | 1,296,000 | -743,000 | -1,376,000 | ||
Reconciliation of taxes on income computed at the federal statutory rate [Abstract] | |||||
Tax provision computed at the federal statutory rate | 3,638,000 | 5,309,000 | 339,000 | ||
Increase (decrease) in taxes resulting from [Abstract] | |||||
Different tax rates applicable to foreign operations | -4,524,000 | -4,677,000 | -306,000 | ||
Increase in (reversal of) liability for uncertain tax positions - net | 1,907,000 | -522,000 | -1,421,000 | ||
Utilization of research and experimentation, solar and foreign | -508,000 | -1,049,000 | 0 | ||
State taxes, net of federal benefit | -183,000 | 117,000 | 0 | ||
Current year valuation allowance - U.S. segment | 335,000 | 49,000 | 298,000 | ||
Federal tax on profit of foreign disregarded entities net of deferred tax | 770,000 | 0 | 0 | ||
Permanent differences applicable to U.S. operations, including qualified production activity credits, SERP/COLI income, unrealized foreign exchange gains and amortization of purchase accounting intangibles | -11,000 | -91,000 | -260,000 | ||
Other | -128,000 | 121,000 | -26,000 | ||
Tax (benefit) provision computed at the Company's effective tax rate | 1,296,000 | -743,000 | -1,376,000 | ||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Tax provision computed at the federal statutory rate (in hundredths) | 35.00% | 35.00% | 34.00% | ||
Different tax rates and permanent differences applicable to foreign operations (in hundredths) | -44.00% | -31.00% | -31.00% | ||
Increase in (reversal of) liability for uncertain tax positions - net (in hundredths) | 18.00% | -3.00% | -143.00% | ||
Utilization of research and development, solar and foreign tax credits (in hundredths) | -5.00% | -7.00% | 0.00% | ||
State taxes, net of federal benefit (in hundredths) | -2.00% | 1.00% | 0.00% | ||
Current year valuation allowance - U.S. segment (in hundredths) | 3.00% | 0.00% | 30.00% | ||
Federal tax on profit of foreign disregarded entities net of deferred tax (in hundredths) | 7.00% | 0.00% | 0.00% | ||
Permanent differences applicable to U.S. operations, including qualified production activity credits, SERP/COLI income, unrealized foreign exchange gains and amortization of purchase accounting intangibles (in hundredths) | 0.00% | -1.00% | -26.00% | ||
Other (in hundredths) | -1.00% | 1.00% | -3.00% | ||
Tax (benefit) provision computed at the Company's effective tax rate (in hundredths) | 12.00% | -5.00% | -138.00% | ||
Macao corporate profit tax rate (in hundredths) | 12.00% | ||||
PRC income tax rate (in hundredths) | 25.00% | ||||
Deferred tax liability | 31,541,000 | 31,541,000 | 6,472,000 | ||
Unrepatriated foreign earnings | 126,600,000 | 126,600,000 | |||
Estimated federal income tax liability related to unrepatriated foreign earnings | 32,400,000 | 32,400,000 | |||
Deferred tax assets [Abstract] | |||||
State tax credits | 954,000 | 954,000 | 1,336,000 | ||
Unfunded pension liability | 1,301,000 | 1,301,000 | 668,000 | ||
Reserves and accruals | 2,095,000 | 2,095,000 | 2,020,000 | ||
Federal, state and foreign net operating loss and credit carryforwards | 15,361,000 | 15,361,000 | 4,634,000 | ||
Depreciation | 962,000 | 962,000 | 973,000 | ||
Amortization | 995,000 | 995,000 | 588,000 | ||
Acquired deferred taxes | 10,775,000 | 10,775,000 | 0 | ||
Other accruals | 3,253,000 | 3,253,000 | 3,303,000 | ||
Total deferred tax assets | 35,696,000 | 35,696,000 | 13,522,000 | ||
Deferred tax liabilities [Abstract] | |||||
Reserves and accruals | 68,000 | 68,000 | 68,000 | ||
Depreciation | 707,000 | 707,000 | 1,076,000 | ||
Amortization | 21,191,000 | 21,191,000 | 4,762,000 | ||
Acquired deferred taxes | 8,053,000 | 8,053,000 | 0 | ||
Other accruals | 1,522,000 | 1,522,000 | 566,000 | ||
Total deferred tax liabilities | 31,541,000 | 31,541,000 | 6,472,000 | ||
Valuation allowances | 6,692,000 | 6,692,000 | 2,375,000 | ||
Net deferred tax assets/(liabilities) | -2,537,000 | -2,537,000 | 4,675,000 | ||
Expected increase in income tax benefit | 300,000 | ||||
Increase in income tax benefit | 400,000 | ||||
Fibreco, GigaCom and Powerbox [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liability | 2,100,000 | 2,100,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 2,100,000 | 2,100,000 | |||
Fibreco [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liability | 100,000 | 100,000 | |||
Deferred tax liabilities at the date of acquisition | 1,700,000 | 1,700,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 100,000 | 100,000 | |||
GigaCom [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liabilities at the date of acquisition | 600,000 | 600,000 | |||
TRP and Array [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liability | 300,000 | 300,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 300,000 | 300,000 | |||
TRP [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax asset | 2,200,000 | 2,200,000 | |||
Deferred tax liabilities at the date of acquisition | 600,000 | 600,000 | |||
Array [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Operating loss carryforwards | 5,900,000 | 5,900,000 | |||
Deferred tax asset | 2,100,000 | 2,100,000 | |||
Deferred tax liability | 700,000 | 700,000 | |||
Deferred tax liabilities at the date of acquisition | 1,000,000 | 1,000,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 700,000 | 700,000 | |||
Power Solutions [Member] | |||||
Income Taxes [Line Items] | |||||
Years tax audit notified by foreign tax authority | 2007 through 2013 | ||||
Decreases resulting from prior period tax positions | 1,200,000 | ||||
Interest and penalties uncertain tax positions recognized | 1,200,000 | ||||
Reconciliation of beginning and ending amount of liability for uncertain tax positions [Roll Forward] | |||||
Interest and penalties uncertain tax positions recognized until various tax matters are resolved | 2,500,000 | ||||
Accrued interest and penalties uncertain tax positions | 1,600,000 | 1,600,000 | |||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax asset | 7,100,000 | 7,100,000 | |||
Deferred tax liability | 3,100,000 | 3,100,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 3,100,000 | 3,100,000 | |||
Connectivity Solutions [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Operating loss carryforwards | 16,700,000 | 16,700,000 | |||
Deferred tax asset | 1,200,000 | 1,200,000 | |||
Deferred tax liability | 16,400,000 | 16,400,000 | |||
Deferred tax assets [Abstract] | |||||
Federal, state and foreign net operating loss and credit carryforwards | 9,000,000 | 9,000,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 16,400,000 | 16,400,000 | |||
Powerbox [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liabilities at the date of acquisition | 400,000 | 400,000 | |||
Power Solutions and Emerson Network Power Connectivity Solutions [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Deferred tax liability | 8,300,000 | 8,300,000 | |||
Deferred tax liabilities [Abstract] | |||||
Total deferred tax liabilities | 8,300,000 | 8,300,000 | |||
Asia [Member] | Power Solutions [Member] | |||||
Income Taxes [Line Items] | |||||
Years tax audit notified by foreign tax authority | 2004 through 2006 | ||||
Interest and penalties uncertain tax positions recognized | -500,000 | ||||
Reconciliation of beginning and ending amount of liability for uncertain tax positions [Roll Forward] | |||||
Accrued interest and penalties uncertain tax positions | 1,600,000 | 1,600,000 | |||
U.S. Federal [Member] | |||||
Income Taxes [Line Items] | |||||
Years not subject to examination by tax authorities | before 2011 | ||||
Federal and State Jurisdiction [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Operating loss carryforwards | 27,700,000 | 27,700,000 | |||
State Jurisdiction [Member] | |||||
Income Taxes [Line Items] | |||||
Years not subject to examination by tax authorities | before 2008 | ||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Tax credit carryforward | 2,100,000 | 2,100,000 | |||
Capital loss carryforwards | 900,000 | 900,000 | |||
Capital loss carryforward, valuation allowance | 300,000 | 300,000 | |||
Operating loss carryforwards, valuation allowance | 200,000 | 200,000 | |||
Capital loss caryforwards, deferred tax assets | 300,000 | 300,000 | |||
Tax credit carryforward, valuation allowance | 1,200,000 | 1,200,000 | |||
Foreign Jurisdictions [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Operating loss carryforwards | 19,400,000 | 19,400,000 | |||
Tax credit carryforward | 300,000 | 300,000 | |||
Operating loss carryforwards, valuation allowance | 4,900,000 | 4,900,000 | |||
Deferred tax asset | 4,900,000 | 4,900,000 | |||
Foreign Jurisdictions [Member] | Capital Loss Carryforward [Member] | |||||
Increase (decrease) in effective tax rate resulting from [Abstract] | |||||
Capital loss carryforwards | 200,000 | 200,000 | |||
Foreign Jurisdictions [Member] | Asia [Member] | |||||
Income Taxes [Line Items] | |||||
Years not subject to examination by tax authorities | before 2003 | ||||
Foreign Jurisdictions [Member] | Asia [Member] | Power Solutions [Member] | |||||
Reconciliation of beginning and ending amount of liability for uncertain tax positions [Roll Forward] | |||||
Additions relating to acquisitions | $12,000,000 | ||||
Foreign Jurisdictions [Member] | Europe [Member] | |||||
Income Taxes [Line Items] | |||||
Years not subject to examination by tax authorities | before 2007 |
Debt_Details
Debt (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jul. 31, 2014 | |
Line of Credit Facility [Line Items] | |||
Additional borrowings | $90,000,000 | ||
Scheduled principal payments [Abstract] | |||
2015 | 13,438,000 | ||
2016 | 16,125,000 | ||
2017 | 18,812,000 | ||
2018 | 24,188,000 | ||
2019 | 160,062,000 | ||
Total long-term debt | 232,625,000 | ||
Less: Current maturities of long-term debt | -13,438,000 | 0 | |
Noncurrent portion of long-term debt | 219,187,000 | 0 | |
New Secured Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Additional borrowings | 100,000,000 | ||
Percentage of capital stock of foreign subsidiaries given as collateralized security to line of credit (in hundredths) | 65.00% | ||
Basis spread on variable rate (in hundredths) | 2.75% | ||
Interest on borrowings outstanding (in hundredths) | 2.94% | ||
Effective LIBOR rate (in hundredths) | 0.19% | ||
Line of credit, current borrowing capacity | 27,000,000 | ||
Available to borrow without violating our Leverage Ratio covenant | 16,200,000 | ||
Deferred financing costs | 5,800,000 | ||
Deferred financing costs amortization period | 5 years | ||
Interest expense incurred | 4,000,000 | ||
New Secured Credit Agreement [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 1.00% | ||
New Secured Credit Agreement [Member] | Federal Funds Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 0.50% | ||
Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Available line of credit | 30,000,000 | ||
Interest on borrowings outstanding (in hundredths) | 1.40% | ||
Line of credit, current borrowing capacity | 18,000,000 | ||
Line of credit, amount outstanding | 12,000,000 | ||
Line of credit facility, expiration date | 14-Oct-16 | ||
Interest expense incurred | 100,000 | 200,000 | |
Repayments of line of credit | 12,000,000 | ||
Revolving Credit Facility [Member] | New Secured Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Available line of credit | 50,000,000 | ||
Additional borrowings | 20,000,000 | ||
Line of credit, amount outstanding | 23,000,000 | ||
Term Loan [Member] | New Secured Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Available line of credit | 145,000,000 | ||
Line of credit, amount outstanding | 145,000,000 | ||
Delayed Draw Term Loan [Member] | New Secured Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Available line of credit | 70,000,000 | ||
Additional borrowings | 70,000,000 | ||
Line of credit, amount outstanding | $70,000,000 | ||
Minimum [Member] | New Secured Credit Agreement [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 1.75% | ||
Minimum [Member] | New Secured Credit Agreement [Member] | Alternate Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 0.75% | ||
Minimum [Member] | Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 1.00% | ||
Maximum [Member] | New Secured Credit Agreement [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 3.00% | ||
Maximum [Member] | New Secured Credit Agreement [Member] | Alternate Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 2.00% | ||
Maximum [Member] | Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate (in hundredths) | 1.50% |
Accrued_Expenses_Details
Accrued Expenses (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Accrued expenses [Abstract] | ||
Sales commissions | $3,017 | $1,431 |
Subcontracting labor | 2,217 | 2,406 |
Salaries, bonuses and related benefits | 17,964 | 13,674 |
Warranty accrual | 6,032 | 0 |
Litigation reserve | 0 | 723 |
Other | 13,358 | 4,208 |
Accrued expenses | 42,588 | 22,442 |
Power Solutions [Member] | ||
Schedule of warranty accrual account for the period from the acquisition date [Roll Forward] | ||
Beginning balance as of June 19, 2014 | 0 | |
Warranty accruals acquired in 2014 Acquisitions | 4,397 | |
Charges and costs accrued | 3,834 | |
Adjustments related to pre-existing warranties (including changes in estimates) | -66 | |
Less repair costs incurred | -2,061 | |
Currency translation | -72 | |
Ending balance as of December 31, 2014 | $6,032 |
Segments_Details
Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Industry | |||||||||||
Segment | |||||||||||
Segments [Abstract] | |||||||||||
Number of industry in which entity operates | 1 | ||||||||||
Number of reportable operating segments | 3 | ||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | $76,400 | $103,300 | $70,600 | ||||||||
Net Sales | 148,650 | 156,341 | 99,439 | 82,646 | 91,016 | 101,164 | 93,981 | 63,028 | 487,076 | 349,189 | 286,594 |
Income (loss) from operations | 14,093 | 15,047 | 1,663 | ||||||||
Total assets | 636,025 | 308,141 | 636,025 | 308,141 | |||||||
Capital Expenditures | 9,042 | 6,940 | 4,744 | ||||||||
Depreciation and Amortization Expense | 19,746 | 12,382 | 9,113 | ||||||||
Restructuring charges | 1,832 | 1,387 | 5,245 | ||||||||
Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 487,076 | 349,189 | 286,594 | ||||||||
Net Sales | 487,076 | 349,189 | 286,594 | ||||||||
Income (loss) from operations | 14,093 | 15,047 | 1,663 | ||||||||
Total assets | 636,025 | 308,141 | 636,025 | 308,141 | 275,189 | ||||||
Capital Expenditures | 9,042 | 6,940 | 4,744 | ||||||||
Depreciation and Amortization Expense | 19,746 | 12,382 | 9,113 | ||||||||
Restructuring charges | 1,832 | 1,387 | 5,245 | ||||||||
Power Solutions [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Total assets | 203,700 | 203,700 | |||||||||
Connectivity Solutions [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Total assets | 133,100 | 133,100 | |||||||||
2012-2014 Acquired Companies [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 218,864 | 79,361 | 3,202 | ||||||||
Income (loss) from operations | 9,727 | 9,083 | -85 | ||||||||
North America [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 217,258 | 116,548 | 126,469 | ||||||||
Net Sales | 248,007 | 128,472 | 138,966 | ||||||||
Income (loss) from operations | -4,465 | -1,560 | 1,336 | ||||||||
Total assets | 311,298 | 117,261 | 311,298 | 117,261 | 84,609 | ||||||
Capital Expenditures | 3,862 | 2,064 | 2,455 | ||||||||
Depreciation and Amortization Expense | 7,921 | 4,282 | 4,081 | ||||||||
Restructuring charges | 1,539 | 963 | 4,558 | ||||||||
North America [Member] | Power Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 73,530 | 0 | 0 | ||||||||
Income (loss) from operations | -712 | 0 | 0 | ||||||||
North America [Member] | Connectivity Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 28,242 | 0 | 0 | ||||||||
Income (loss) from operations | -2,808 | 0 | 0 | ||||||||
North America [Member] | Array [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 6,842 | 2,074 | 0 | ||||||||
Income (loss) from operations | -801 | -936 | 0 | ||||||||
North America [Member] | 2012-2014 Acquired Companies [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 108,614 | 2,074 | 0 | ||||||||
Income (loss) from operations | -4,321 | -936 | 0 | ||||||||
Asia [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 201,338 | 193,647 | 128,319 | ||||||||
Net Sales | 275,765 | 225,151 | 167,756 | ||||||||
Income (loss) from operations | 13,338 | 15,356 | -42 | ||||||||
Total assets | 254,822 | 148,780 | 254,822 | 148,780 | 148,351 | ||||||
Capital Expenditures | 4,089 | 4,551 | 2,003 | ||||||||
Depreciation and Amortization Expense | 8,143 | 6,540 | 4,076 | ||||||||
Restructuring charges | 0 | 249 | 612 | ||||||||
Asia [Member] | Power Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 3,401 | 0 | 0 | ||||||||
Income (loss) from operations | -3,603 | 0 | 0 | ||||||||
Asia [Member] | Connectivity Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 2,469 | 0 | 0 | ||||||||
Income (loss) from operations | 493 | 0 | 0 | ||||||||
Asia [Member] | TRP [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 66,082 | 65,141 | 0 | ||||||||
Income (loss) from operations | 13,152 | 9,007 | 0 | ||||||||
Asia [Member] | 2012-2014 Acquired Companies [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 71,952 | 65,141 | 0 | ||||||||
Income (loss) from operations | 10,042 | 9,007 | 0 | ||||||||
Europe [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 68,480 | 38,994 | 31,806 | ||||||||
Net Sales | 114,748 | 40,742 | 33,329 | ||||||||
Income (loss) from operations | 5,220 | 1,251 | 369 | ||||||||
Total assets | 69,905 | 42,100 | 69,905 | 42,100 | 42,229 | ||||||
Capital Expenditures | 1,091 | 325 | 286 | ||||||||
Depreciation and Amortization Expense | 3,682 | 1,560 | 956 | ||||||||
Restructuring charges | 293 | 175 | 75 | ||||||||
Europe [Member] | Power Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 23,882 | 0 | 0 | ||||||||
Income (loss) from operations | 4,882 | 0 | 0 | ||||||||
Europe [Member] | Connectivity Solutions [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 2,812 | 0 | 0 | ||||||||
Income (loss) from operations | -167 | 0 | 0 | ||||||||
Europe [Member] | TRP [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 2,498 | 1,407 | 0 | ||||||||
Income (loss) from operations | 366 | 289 | 0 | ||||||||
Europe [Member] | GigaCom [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 8 | 4 | 57 | ||||||||
Income (loss) from operations | -23 | -986 | -392 | ||||||||
Europe [Member] | Fibreco [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 6,197 | 7,483 | 2,062 | ||||||||
Income (loss) from operations | 817 | 2,101 | 297 | ||||||||
Europe [Member] | Powerbox [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 2,901 | 3,252 | 1,083 | ||||||||
Income (loss) from operations | -1,869 | -392 | 10 | ||||||||
Europe [Member] | 2012-2014 Acquired Companies [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales to External Customers | 38,298 | 12,146 | 3,202 | ||||||||
Income (loss) from operations | 4,006 | 1,012 | -85 | ||||||||
Intergeographic Revenues [Member] | Reportable Operating Segments [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | -151,444 | -45,176 | -53,457 | ||||||||
United States [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | 217,258 | 116,548 | 126,469 | ||||||||
Macao [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | 195,469 | 193,647 | 128,319 | ||||||||
Germany [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | 18,663 | 16,585 | 14,165 | ||||||||
United Kingdom [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | 22,852 | 16,538 | 13,203 | ||||||||
All Other Foreign Countries [Member] | |||||||||||
Summary of key financial data [Abstract] | |||||||||||
Net Sales | $17,598 | $5,871 | $4,438 |
Segments_Entity_Wide_Informati
Segments, Entity Wide Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Customer | Customer | Customer | |||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | $148,650 | $156,341 | $99,439 | $82,646 | $91,016 | $101,164 | $93,981 | $63,028 | $487,076 | $349,189 | $286,594 |
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 104,361 | 54,344 | 104,361 | 54,344 | |||||||
Net sales to major customer [Abstract] | |||||||||||
Number of customers representing sales in excess of ten percent | 1 | 2 | 2 | ||||||||
Revenue from major customers | 76,400 | 103,300 | 70,600 | ||||||||
Revenue from major customers, percentage (in hundredths) | 15.70% | 29.60% | 24.60% | ||||||||
Reportable Operating Segments [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 487,076 | 349,189 | 286,594 | ||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 487,076 | 349,189 | 286,594 | ||||||||
Connectivity Solutions [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 152,954 | 111,653 | 109,245 | ||||||||
Magnetic Solutions [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 174,255 | 170,166 | 100,529 | ||||||||
Power Solutions and Protection [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 159,867 | 67,370 | 76,820 | ||||||||
United States [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 217,258 | 116,548 | 126,469 | ||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 43,932 | 30,102 | 43,932 | 30,102 | |||||||
Macao [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 195,469 | 193,647 | 128,319 | ||||||||
China [Member] | |||||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 43,174 | 20,985 | 43,174 | 20,985 | |||||||
United Kingdom [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 22,852 | 16,538 | 13,203 | ||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 2,536 | 1,802 | 2,536 | 1,802 | |||||||
Germany [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 18,663 | 16,585 | 14,165 | ||||||||
Switzerland [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 15,236 | 0 | 0 | ||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 3,321 | 0 | 3,321 | 0 | |||||||
Slovakia [Member] | |||||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | 9,675 | 0 | 9,675 | 0 | |||||||
North America [Member] | Reportable Operating Segments [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 248,007 | 128,472 | 138,966 | ||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 217,258 | 116,548 | 126,469 | ||||||||
North America [Member] | Array [Member] | Reportable Operating Segments [Member] | |||||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 6,842 | 2,074 | 0 | ||||||||
Asia [Member] | |||||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Percentage of identifiable assets (in hundredths) | 35.10% | 35.10% | |||||||||
Asia [Member] | Reportable Operating Segments [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 275,765 | 225,151 | 167,756 | ||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 201,338 | 193,647 | 128,319 | ||||||||
Asia [Member] | TRP [Member] | Reportable Operating Segments [Member] | |||||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 66,082 | 65,141 | 0 | ||||||||
Europe [Member] | Reportable Operating Segments [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 114,748 | 40,742 | 33,329 | ||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 68,480 | 38,994 | 31,806 | ||||||||
Europe [Member] | TRP [Member] | Reportable Operating Segments [Member] | |||||||||||
Net sales to major customer [Abstract] | |||||||||||
Revenue from major customers | 2,498 | 1,407 | 0 | ||||||||
Intergeographic Revenues [Member] | Reportable Operating Segments [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | -151,444 | -45,176 | -53,457 | ||||||||
All Other Foreign Countries [Member] | |||||||||||
Net Sales To External Customers By Geographic Area And Major Product Line [Abstract] | |||||||||||
Consolidated net sales | 17,598 | 5,871 | 4,438 | ||||||||
Long-lived Assets by Geographic Location [Abstract] | |||||||||||
Long-Lived Assets | $1,723 | $1,455 | $1,723 | $1,455 |
Retirement_Fund_and_Profit_Sha2
Retirement Fund and Profit Sharing Plan (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Employer match of the first 1% of compensation contributed by participants (in hundredths) | 100.00% | ||
Percentage of participant contribution under condition one (in hundredths) | 1.00% | ||
Employer match of the next 5% compensation contributed by participants (in hundredths) | 50.00% | ||
Percentage of employee deferrals under condition two (in hundredth) | 5.00% | ||
Maximum employee deferral contribution under Asia Retirement Fund (in hundredths) | 5.00% | ||
Minimum employer matching contribution (in hundredths) | 5.00% | ||
Employer matching contribution (in hundredths) | 7.00% | ||
Amounts recognized in accumulated other comprehensive loss, pretax: | |||
Total amounts recognized in accumulated other comprehensive loss | $3,026,000 | $1,541,000 | $2,610,000 |
SERP [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension expense | 1,300,000 | 1,300,000 | 1,100,000 |
Normal retirement age | 65 years | ||
Number of years of service | 20 years | ||
Number of years of plan participation | 5 years | ||
Percentage of average base compensation payable as normal retirement benefit under the plan (in hundredths) | 40.00% | ||
Early retirement age | 55 years | ||
Number of consecutive calendar years of plan participation to calculate average base compensation | 20 years | ||
Number of monthly payments under the death benefit of the plan | 120 months | ||
Minimum number of monthly payments entitled to beneficiary in case participant dies prior to receiving one hundred twenty monthly payments | 60 months | ||
Period for which beneficiary is entitled to receive benefit | shorter of (i) the time necessary to complete 120 monthly payments or (ii) 60 months | ||
Percentage of participant's annual base salary received by beneficiary for one year from date of death (in hundredths) | 100.00% | ||
Period for which beneficiary will receive hundred percent annual base salary | 1 year | ||
Percentage of participant's annual base salary received by beneficiary for years two through five following date of death (in hundredths) | 50.00% | ||
Period for which beneficiary will receive fifty percent annual base salary | 4 years | ||
Components of SERP expense [Abstract] | |||
Service Cost | 542,000 | 556,000 | 438,000 |
Interest Cost | 541,000 | 448,000 | 417,000 |
Net amortization | 182,000 | 307,000 | 230,000 |
Net periodic benefit cost | 1,265,000 | 1,311,000 | 1,085,000 |
Summary of information about changes in plan assets, benefit obligation, and the funded status [Abstract] | |||
Fair value of plan assets, beginning of period | 0 | 0 | |
Company contributions | 16,000 | 0 | |
Benefits paid | -16,000 | 0 | |
Fair value of plan assets, end of period | 0 | 0 | 0 |
Benefit obligation January 1 | 10,830,000 | 11,045,000 | |
Service cost | 542,000 | 556,000 | 438,000 |
Interest cost | 541,000 | 448,000 | 417,000 |
Plan amendments | 0 | 502,000 | |
Benefits paid | -16,000 | 0 | |
Actuarial (gains) losses | 2,308,000 | -1,721,000 | |
Benefit obligation, December 31 | 14,205,000 | 10,830,000 | 11,045,000 |
Underfunded status, December 31 | -14,205,000 | -10,830,000 | |
Accumulated benefit obligation | 12,100,000 | 9,200,000 | |
Fair value of life insurance policies and marketable securities held in a rabbi trust | 12,300,000 | 11,900,000 | |
Estimated net loss and prior service cost that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next fiscal year | 400,000 | ||
Expected employer contributions in next fiscal year | 100,000 | ||
Expected future benefit payments [Abstract] | |||
2015 | 63,000 | ||
2016 | 267,000 | ||
2017 | 267,000 | ||
2018 | 267,000 | ||
2019 | 477,000 | ||
2020 - 2024 | 3,876,000 | ||
Amounts recognized in accumulated other comprehensive loss, pretax: | |||
Prior service cost | 1,048,000 | 1,230,000 | |
Net loss | 3,302,000 | 1,004,000 | |
Total amounts recognized in accumulated other comprehensive loss | 4,350,000 | 2,234,000 | |
Net periodic benefit cost | |||
Discount rate (in hundredths) | 5.00% | 4.00% | 4.50% |
Rate of compensation increase (in hundredths) | 3.00% | 3.00% | 3.00% |
Benefit obligation | |||
Discount rate (in hundredths) | 4.00% | 5.00% | 4.00% |
Rate of compensation increase (in hundredths) | 3.00% | 3.00% | 3.00% |
Common Class A [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Shares owned by plan (in shares) | 14,253 | ||
Common Class B [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Shares owned by plan (in shares) | 178,239 | ||
Retirement Fund [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Compensation expenses | 300,000 | 300,000 | 300,000 |
Retirement Fund [Member] | Common Class A [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Shares owned by plan (in shares) | 3,323 | ||
Retirement Fund [Member] | Common Class B [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Shares owned by plan (in shares) | 17,342 | ||
401K Plan [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Compensation expenses | $800,000 | $400,000 | $500,000 |
Sharebased_Compensation_Detail
Share-based Compensation (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pretax stock based compensation cost | $2,717,000 | $1,879,000 | $1,767,000 |
Percentage of increments earned for share awards (in hundredths) | 25.00% | ||
Amortization period for market value of common stock awarded | 5 years | ||
Restricted Stock [Member] | |||
Shares [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 412,350 | ||
Granted (in shares) | 378,000 | ||
Vested (in shares) | -120,175 | ||
Forfeited (in shares) | -26,900 | ||
Outstanding, end of period (in shares) | 643,275 | 412,350 | |
Weighted Average Award Price [Roll Forward] | |||
Outstanding, beginning of period (in dollars per share) | $18.85 | ||
Granted (in dollars per share) | $23.57 | ||
Vested (in dollars per share) | $18.69 | ||
Forfeited (in dollars per share) | $22.03 | ||
Outstanding, end of period (in dollars per share) | $21.52 | $18.85 | |
Weighted Average Remaining Contractual Term [Abstract] | |||
Outstanding | 3 years 9 months 18 days | 3 years 4 months 24 days | |
Pretax unrecognized compensation cost | $10,000,000 | ||
Period over which compensation cost is expected to be recognized | 4 years 7 months 6 days | ||
Restricted Stock [Member] | Common Class B [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares issued (in shares) | 378,000 | 162,200 | 130,000 |
2011 Equity Compensation Plan [Member] | Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized under the plan (in shares) | 1,400,000 | ||
Common shares available for future issuance (in shares) | 766,500 |
Common_Stock_Details
Common Stock (Details) (USD $) | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Class of Stock [Line Items] | ||||
Cost of common stock purchased and retired | $3,356,000 | $6,644,000 | ||
Minimum percentage of outstanding common stock held by two shareholders (in hundredths) | 10.00% | |||
Minimum percentage of common stock needs to held by shareholders having more than ten percent of Class A common stock as per class B Protection clause (in hundredths) | 10.00% | |||
Number of days from trigger date to purchase Class B common shares | 90 days | |||
Percentage of common stock held by shareholder one (in hundredths) | 23.50% | |||
Percentage of common stock held by shareholder two (in hundredths) | 11.00% | |||
Percentage shareholding of class B considered as per class B Protection clause | below 10% | |||
Common stock dividends declared | 3,200,000 | 3,100,000 | 3,200,000 | |
Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock purchased and retired (in shares) | 0 | |||
Common stock repurchased during the period (in shares) | 0 | |||
Number of shareholders with ownership in excess of ten percent | 2 | |||
Common stock dividends declared each quarter (in dollars per share) | $0.06 | $0.06 | $0.06 | |
Class B [Member] | ||||
Class of Stock [Line Items] | ||||
Authorized amount of repurchase of outstanding Class B common shares | 10,000,000 | |||
Common stock purchased and retired (in shares) | 0 | 547,366 | 368,723 | |
Cost of common stock purchased and retired | $6,600,000 | $10,000,000 | ||
Common stock repurchased during the period (in shares) | 0 | |||
Common stock dividends declared each quarter (in dollars per share) | $0.07 | $0.07 | $0.07 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Future minimum lease payments for operating leases [Abstract] | |||
2015 | $8,295,000 | ||
2016 | 5,972,000 | ||
2017 | 4,472,000 | ||
2018 | 2,164,000 | ||
2019 | 1,940,000 | ||
Thereafter | 4,025,000 | ||
Total future minimum lease payments for operating leases | 26,868,000 | ||
Rent expense for leases | 7,500,000 | 4,900,000 | 3,400,000 |
Other commitments [Abstract] | |||
Outstanding purchase orders related to raw materials | 50,400,000 | 23,400,000 | |
Outstanding purchase orders related to capital expenditures | 3,700,000 | 3,000,000 | |
Loss Contingencies [Line Items] | |||
Payment to SynQor | 10,900,000 | ||
Amount received from customer | 2,100,000 | ||
Subsequent Event [Line Items] | |||
Noncurrent liability and offsetting indemnification asset | 12,000,000 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Noncurrent liability and offsetting indemnification asset | 12,000,000 | ||
SynQor, Inc [Member] | |||
Loss Contingencies [Line Items] | |||
Number of defendants | 11 | ||
Damages awarded | $700,000 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive (Loss) Income (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Accumulated other comprehensive loss [Abstract] | |||||
Foreign currency translation adjustment | ($9,365) | $1,904 | $927 | ||
Unrealized holding gain on available-for-sale securities, net of taxes of $259, $169 and $161 as of December 31, 2014, 2013 and 2012 | 429 | 282 | 256 | ||
Unfunded SERP liability, net of taxes of ($1,325), $(693) and ($1,151) as of December 31, 2014, 2013 and 2012 | -3,026 | -1,541 | -2,610 | ||
Accumulated other comprehensive (loss) income | -11,962 | 645 | |||
Accumulated other comprehensive loss, tax [Abstract] | |||||
Unrealized holding gains (losses) on available-for-sale securities, tax | 259 | 169 | 161 | ||
Change in unfunded SERP liability, tax | -1,325 | -693 | -1,151 | ||
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward] | |||||
Balance at beginning of period | 645 | -1,427 | |||
Other comprehensive income (loss) before reclassifications | -12,789 | 1,825 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 182 | 247 | |||
Net current period other comprehensive income (loss) | -12,607 | 2,072 | |||
Balance at end of period | -11,962 | 645 | |||
Foreign Currency Translation Adjustment [Member] | |||||
Accumulated other comprehensive loss [Abstract] | |||||
Accumulated other comprehensive (loss) income | -9,365 | 1,904 | |||
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward] | |||||
Balance at beginning of period | 1,904 | 927 | |||
Other comprehensive income (loss) before reclassifications | -11,269 | 977 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | |||
Net current period other comprehensive income (loss) | -11,269 | 977 | |||
Balance at end of period | -9,365 | 1,904 | |||
Unrealized Holding Gains on Available-for-Sale Securities [Member] | |||||
Accumulated other comprehensive loss [Abstract] | |||||
Accumulated other comprehensive (loss) income | 429 | 282 | |||
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward] | |||||
Balance at beginning of period | 282 | 256 | |||
Other comprehensive income (loss) before reclassifications | 147 | 87 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | -61 | [1] | ||
Net current period other comprehensive income (loss) | 147 | 26 | |||
Balance at end of period | 429 | 282 | |||
Unfunded SERP Liability [Member] | |||||
Accumulated other comprehensive loss [Abstract] | |||||
Accumulated other comprehensive (loss) income | -3,026 | -1,541 | |||
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward] | |||||
Balance at beginning of period | -1,541 | -2,610 | |||
Other comprehensive income (loss) before reclassifications | -1,667 | 761 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 182 | [2] | 308 | [2] | |
Net current period other comprehensive income (loss) | -1,485 | 1,069 | |||
Balance at end of period | ($3,026) | ($1,541) | |||
[1] | This reclassification relates to the gain on sale of SERP investments during the third quarter of 2013. This is reflected as a gain on sale of investment in the consolidated statements of operations. | ||||
[2] | This reclassification relates to the amortization of prior service costs and gains/losses associated with the Company's SERP plan. This expense is allocated between cost of sales and selling, general and administrative expense based upon the employment classification of the plan participants. |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Related Party Transactions [Abstract] | |
Inventory purchase payment from joint venture | $4.30 |
Joint venture liability | $0.90 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Selected quarterly financial data [Abstract] | |||||||||||
Net sales | $148,650 | $156,341 | $99,439 | $82,646 | $91,016 | $101,164 | $93,981 | $63,028 | $487,076 | $349,189 | $286,594 |
Cost of sales | 120,781 | 128,250 | 81,493 | 68,576 | 73,108 | 81,132 | 78,717 | 53,932 | 399,100 | 286,952 | 240,115 |
Net earnings | 2,020 | 1,507 | 3,065 | 2,503 | 7,397 | 7,380 | 1,689 | -558 | 9,095 | 15,908 | 2,373 |
Net earnings (Loss) per share [Abstract] | |||||||||||
Restructuring charges | 1,832 | 1,387 | 5,245 | ||||||||
Class A [Member] | |||||||||||
Selected quarterly financial data [Abstract] | |||||||||||
Net earnings | 1,580 | 2,868 | 372 | ||||||||
Net earnings (Loss) per share [Abstract] | |||||||||||
Common share - basic and diluted (in dollars per share) | $0.16 | $0.12 | $0.25 | $0.20 | $0.61 | $0.62 | $0.14 | ($0.05) | $0.73 | $1.32 | $0.17 |
Class B [Member] | |||||||||||
Selected quarterly financial data [Abstract] | |||||||||||
Net earnings | $7,515 | $13,040 | $2,001 | ||||||||
Net earnings (Loss) per share [Abstract] | |||||||||||
Common share - basic and diluted (in dollars per share) | $0.17 | $0.13 | $0.27 | $0.22 | $0.65 | $0.65 | $0.15 | ($0.05) | $0.79 | $1.41 | $0.21 |
Subsequent_Event_Details
Subsequent Event (Details) (Subsequent Event [Member], Network Power Systems [Member], USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Jan. 23, 2015 |
Subsequent Event [Member] | Network Power Systems [Member] | |
Subsequent Event [Line Items] | |
Proceeds from sale of business | $9 |
Proceeds from sale of business in escrow | $1 |
Number of months of manufacturing service agreement | 24 months |
VALUATION_AND_QUALIFYING_ACCOU
VALUATION AND QUALIFYING ACCOUNTS (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Allowance for Doubtful Accounts [Member] | ||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||
Balance at beginning of period | $941 | $743 | $771 | |||
Charged to costs and expenses | 1,434 | 325 | -123 | |||
Charged to other accounts | 0 | [1] | 50 | [1] | 109 | [1] |
Deductions | -386 | [2] | -177 | [2] | -14 | [2] |
Balance at end of period | 1,989 | 941 | 743 | |||
Allowance for Excess and Obsolete Inventory [Member] | ||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||
Balance at beginning of period | 3,941 | 5,490 | 4,776 | |||
Charged to costs and expenses | 4,438 | -85 | 1,345 | |||
Charged to other accounts | -1 | [1] | 7 | [1] | 3 | [1] |
Deductions | -1,569 | [2] | -1,471 | [2] | -634 | [2] |
Balance at end of period | 6,809 | 3,941 | 5,490 | |||
Deferred Tax Assets - Valuation Allowances [Member] | ||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||
Balance at beginning of period | 1,955 | 1,874 | 1,232 | |||
Charged to costs and expenses | 4,766 | 308 | 651 | |||
Charged to other accounts | 0 | [1] | 0 | [1] | 0 | [1] |
Deductions | -29 | [2] | -227 | [2] | -9 | [2] |
Balance at end of period | $6,692 | $1,955 | $1,874 | |||
[1] | Includes foreign currency translation adjustments | |||||
[2] | Write offs |