Earnings Per Share

9 Months Ended

Sep. 28, 2019

Note 12 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share attributable to Vishay stockholders (shares in thousands):

	Fiscal quarters ended				Nine fiscal months ended
	September 28, 2019		September 29, 2018		September 28, 2019		September 29, 2018

Numerator:
Net earnings attributable to Vishay stockholders	$	30,038	$	77,876	$	149,974	$	243,339

Denominator:
Denominator for basic earnings per share:
Weighted average shares		144,446		144,215		144,421		144,197
Outstanding phantom stock units		182		168		181		167
Adjusted weighted average shares		144,628		144,383		144,602		144,364

Effect of dilutive securities:
Convertible and exchangeable debt instruments		6		8,062		89		11,827
Restricted stock units		393		501		423		511
Dilutive potential common shares		399		8,563		512		12,338

Denominator for diluted earnings per share:
Adjusted weighted average shares - diluted		145,027		152,946		145,114		156,702

Basic earnings per share attributable to Vishay stockholders	$	0.21	$	0.54	$	1.04	$	1.69

Diluted earnings per share attributable to Vishay stockholders	$	0.21	$	0.51	$	1.03	$	1.55

Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares that would have an antidilutive effect or have unsatisfied performance conditions (in thousands):

	Fiscal quarters ended		Nine fiscal months ended
	September 28, 2019	September 29, 2018	September 28, 2019	September 29, 2018
Convertible debt instruments:
Convertible Senior Notes, due 2025	19,066	19,052	19,058	7,607
Convertible Senior Debentures, due 2041	1,204	-	401	-
Weighted average other	315	307	315	307

The Company’s convertible debt instruments are only convertible for specified periods upon the occurrence of certain events. The Company's convertible debt instruments are not currently convertible. In periods that the convertible debt instruments are not convertible, the certain conditions which could trigger conversion of the debt instruments have been deemed to be non-substantive, and accordingly, the Company assumes the conversion of these instruments in its diluted earnings per share computation during periods in which they are dilutive.

At the direction of its Board of Directors, the Company intends, upon conversion, to repay the principal amounts of any of the convertible debt instruments in cash and settle any additional amounts in shares of Vishay common stock. Accordingly, the convertible instruments are included in the diluted earnings per share computation using the “treasury stock method” (similar to options and warrants) rather than the “if converted method” otherwise required for convertible debt. Under the “treasury stock method,” Vishay calculates the number of shares issuable under the terms of the debentures based on the average market price of Vishay common stock during the period, and that number is included in the total diluted shares figure for the period. If the average market price is less than $12.56, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2040, if the average market price is less than $17.21, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2041, and if the average market price is less than $31.45, no shares are included in the diluted earnings per share computation for the convertible senior notes due 2025.