EX-99.1 2 exhibit99-1.htm PRESS RELEASE DATED AUGUST 3, 2010 exhibit99-1.htm
Exhibit 99.1
 
VISHAY REPORTS RESULTS FOR SECOND QUARTER 2010
  • Revenues for Q2 2010 were $701.7 million, 9.6% higher than for Q1 2010
     
  • EPS of $0.40 for Vishay including VPG compared to EPS of $0.24 for the previous quarter
     
  • Board decision to limit any post-acquisition debt/EBITDA ratio to 2.5x
     
  • Cash from operations YTD was $177.6 million and capital expenditures were $49.2 million
MALVERN, PENNSYLVANIA – August 3, 2010 – Dr. Felix Zandman, Executive Chairman of the Board, and Dr. Gerald Paul, President and Chief Executive Officer of Vishay Intertechnology, Inc. (NYSE: VSH), announced today that revenues for the fiscal quarter ended July 3, 2010 were $701.7 million, compared to $460.3 million for the fiscal quarter ended June 27, 2009. The net income attributable to Vishay stockholders for the fiscal quarter ended July 3, 2010 was $76.7 million, or $0.40 per diluted share, compared to a net loss attributable to Vishay stockholders of $(58.9) million, or $(0.32) per share for the fiscal quarter ended June 27, 2009.
 
Revenues for the six fiscal months ended July 3, 2010 were $1,342.1 million, compared to $909.8 million for the six fiscal months ended June 27, 2009. The net income attributable to Vishay stockholders for the six fiscal months ended July 3, 2010 was $122.1 million, or $0.63 per diluted share, compared to a net loss attributable to Vishay stockholders of $(88.0) million, or $(0.47) per share for the six fiscal months ended June 27, 2009.
 
Net earnings (loss) from continuing operations attributable to Vishay stockholders include various items affecting comparability, as listed on the attached reconciliation schedule. There were no such reconciling items for the fiscal quarter or six fiscal months ended July 3, 2010. Adjusted net earnings (loss) per share, which excludes these items, was $(0.10) and $(0.18) respectively for the fiscal quarter and six fiscal months ended June 27, 2009.
 
On July 6, 2010, Vishay Intertechnology successfully completed the spin-off of Vishay Precision Group, Inc. (“VPG”) to its stockholders as an independently, publicly-traded company. Until July 6, 2010, VPG was part of Vishay Intertechnology and its assets, liabilities, results of operations, and cash flows are included in the amounts reported in the consolidated financial statements through the date of the spin-off, including as of and for the fiscal periods ending July 3, 2010, discussed above and presented on the accompanying tables. Net earnings of VPG, included in the results of Vishay Intertechnology, were $4.0 million for the second quarter of 2010.
 
Page 1 of 10
 


Commenting on the results for the second quarter 2010, Dr. Paul stated, “In the second quarter 2010, our sales reached close to pre-crisis levels while orders stabilized on higher than pre-crisis levels. Inventories in the supply chain are still very low. Inventory turns at distribution reached record levels. In the quarter, all regions and all end markets remained strong to over-heated, in particular netbook, consumer and fixed telecom. Automotive showed a strong recovery.”
 
Dr. Paul continued, “The second quarter 2010 demonstrated that Vishay has fundamentally improved its earnings power: at close to pre-crisis levels of sales our operating margin and EPS have more than doubled. While we are currently enjoying excellent market conditions, we believe in ongoing and lasting measures for expansion and cost reduction. Thinking long-term we will not invest in manufacturing capacities in order to follow every spike of demand.”
 
Dr. Paul concluded, “The results of the second quarter 2010 and the previous quarter demonstrate that Vishay has, after three challenging years, successfully re-focused on profitability. We are positioned to reach new levels of profitability as sales return to pre-crisis levels.”
 
Commenting on the outlook for the third quarter 2010 Dr. Paul stated, “Based on our backlog and increasing manufacturing capacities, we anticipate revenues of between $650 to $690 million at slightly improved results. Our guidance obviously excludes revenues of VPG subsequent to the spin-off.”
 
Commenting on the Company's spin-off, R&D and acquisition activities, Dr. Felix Zandman, Executive Chairman of the Board and Chief Technical and Business Development Officer, stated, "I believe that our successful completion of the spin-off of Vishay Precision Group as an independent company is a natural evolution, which will enable each company to more effectively execute strategies and allocate resources and that will create value for stockholders of both companies. Already, as of today, the combined market capitalization of both companies is significantly in excess of the market capitalization of Vishay Intertechnology prior to the spinoff.”
 
Dr. Zandman continued, “Our R&D activities progress as planned. We are working closely with our customers to support them with the components required for their new products.”
 
Dr. Zandman concluded, “Based on our strong generation of free cash and the resulting continuous strengthening of our balance sheet, we are now again actively pursuing acquisitions. As previously announced, we are targeting small to mid-size companies. At the same time in order to limit our financial exposure, the Board has refined the Company’s acquisition policy. We will not pursue acquisitions if our post-acquisition debt would exceed 2.5x our pro forma EBITDA. For these purposes, we will calculate pro forma EBITDA to be Vishay’s EBITDA for the four quarters preceding the acquisition plus the adjusted EBITDA of the target for the same quarters. The adjustment is for the expected savings, predominantly through synergies. At this point, we have no concrete targets for a larger acquisition.”
 
Page 2 of 10
 


Following the spin-off, Vishay Intertechnology retains no ownership interest in VPG; however, Vishay Intertechnology will not restate prior financial statements to present VPG as a “discontinued operation” for US GAAP purposes because of continuing involvement, such as common board members and trademark licenses.
 
Additionally, the Company has realigned its US GAAP reportable segments, segregating VPG into its own segment, as detailed in a current report on Form 8-K to be filed with the U.S. Securities and Exchange Commission this morning. This Form 8-K should assist users of financial data in the analysis of Vishay Intertechnology including and excluding VPG, and will be available on the SEC EDGAR website and the Investor Relations section of the Vishay website at http://ir.vishay.com.
 
A conference call to discuss second quarter financial results is scheduled for Tuesday, August 3, 2010 at 9:00 AM ET. The dial-in number for the conference call is 877-589-6174 (+1 706-643-1406 if calling from outside the United States or Canada) and the conference ID is #87060805.
 
There will be a replay of the conference call from 10:30 AM ET on Tuesday, August 3, 2010 through 11:59 PM ET on Sunday, August 8, 2010. The telephone number for the replay is 800-642-1687 (+1 706-645-9291 if calling from outside the United States or Canada) and the access code is #87060805.
 
There will also be a live audio webcast of the conference call. This can be accessed directly from the Investor Relations section of the Vishay website at http://ir.vishay.com.
 
Vishay Intertechnology, Inc., a Fortune 1,000 Company listed on the NYSE (VSH), is one of the world's largest manufacturers of discrete semiconductors (diodes, MOSFETs, and infrared optoelectronics) and passive electronic components (resistors, inductors, and capacitors). These components are used in virtually all types of electronic devices and equipment, in the industrial, computing, automotive, consumer, telecommunications, military, aerospace, power supplies, and medical markets. Vishay’s product innovations, successful acquisition strategy, and "one-stop shop" service have made it a global industry leader. Vishay can be found on the Internet at www.vishay.com.
 
Page 3 of 10
 


This press release includes certain financial measures which are not recognized in accordance with generally accepted accounting principles (“GAAP”), including adjusted net earnings (loss) and adjusted net earnings (loss) per share. These non-GAAP measures should not be viewed as an alternative to GAAP measures of performance. Non-GAAP measures such as adjusted net earnings (loss) and adjusted net earnings (loss) per share do not have uniform definitions. These measures, as calculated by Vishay, may not be comparable to similarly titled measures used by other companies. Management believes that these measures are meaningful to investors because they provide insight with respect to intrinsic operating results of the Company. Reconciling items to arrive at adjusted net earnings represent significant charges or credits that are important to an understanding to the Company’s intrinsic operations. These reconciling items are indicated on the accompanying reconciliation schedule and are more fully described in the Company’s financial statements presented in its annual report on Form 10-K and its quarterly reports presented on Forms 10-Q.
 
Statements contained herein that relate to the Company's future performance, including statements with respect to forecasted revenues, margins, cash generation and acquisition activity, and the general state of the Company, are forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of risks, uncertainties and contingencies, many of which are beyond our control, which may cause actual results, performance or achievements to differ materially from those anticipated. Such statements are based on current expectations only, and are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions, particularly the pace and continuation of recovery in the worldwide economy; difficulties in implementing our cost reduction strategies; changes in foreign currency exchange rates; competition and technological changes in our industries; difficulties in new product development; difficulties in identifying suitable acquisition candidates and consummating a transaction on terms which we consider acceptable; and other factors affecting our operations that are set forth in our Annual Report on Form 10-K for the year ended December 31, 2009 filed with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
 
CONTACT: Dr. Lior E. Yahalomi, Executive Vice President and Chief Financial Officer, or Peter G. Henrici, Senior Vice President Corporate Communications, both of Vishay Intertechnology, Inc., +1-610-644-1300.
 
Page 4 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Summary of Operations
(Unaudited - In thousands except earnings per share)
 
Fiscal quarters ended
      July 3,       April 3,       June 27,
2010 2010 2009
Net revenues $     701,655 $     640,460 $     460,258
Costs of products sold 491,062 473,447 381,484
Gross profit 210,593 167,013 78,774
       Gross margin 30.0%   26.1%   17.1%  
Selling, general, and administrative expenses 109,266 101,888 83,752
Restructuring and severance costs - - 12,090
Settlement agreement gain - - (28,195 )
Executive employment agreement charge - - 57,824
Operating income (loss) 101,327 65,125 (46,697 )
       Operating margin 14.4%   10.2%   -10.1%  
Other income (expense):    
       Interest expense (2,400 ) (2,434 )   (2,787 )
       Other   5,956     44 (5,510 )
       Total other income (expense) - net 3,556 (2,390 ) (8,297 )
Income (loss) before taxes 104,883 62,735   (54,994 )
Income taxes 27,918 17,096 3,715
Net earnings (loss) 76,965   45,639 (58,709 )
Less: net earnings attributable to noncontrolling interests 306 219   156
Net earnings (loss) attributable to Vishay stockholders $ 76,659 $ 45,420 $ (58,865 )
Basic earnings (loss) per share attributable to Vishay stockholders $ 0.41 $ 0.24 $ (0.32 )
Diluted earnings (loss) per share attributable to Vishay stockholders $ 0.40 $ 0.24 $ (0.32 )
Weighted average shares outstanding - basic 186,667 186,641 186,586
Weighted average shares outstanding - diluted 193,084 193,067 186,586

Page 5 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Summary of Operations
(Unaudited - In thousands except earnings per share)
 
Six fiscal months ended
July 3,       June 27,
2010 2009
Net revenues $     1,342,115 $     909,769
Costs of products sold 964,509 762,971
Gross profit 377,606 146,798
       Gross margin 28.1%   16.1%  
Selling, general, and administrative expenses 211,154 171,206
Restructuring and severance costs - 31,023
Settlement agreement gain - (28,195 )
Executive employment agreement charge - 57,824
Operating income (loss) 166,452 (85,060 )
       Operating margin 12.4%   -9.3%  
Other income (expense):
       Interest expense (4,834 ) (5,651 )
       Other 6,000 7,373
       Total other income (expense) - net 1,166 1,722
Income (loss) before taxes 167,618 (83,338 )
Income taxes 45,014 4,425
Net earnings (loss) 122,604 (87,763 )
Less: net earnings attributable to noncontrolling interests   525 229
Net earnings (loss) attributable to Vishay stockholders $ 122,079   $ (87,992 )
Basic earnings (loss) per share attributable to Vishay stockholders $ 0.65 $ (0.47 )
Diluted earnings (loss) per share attributable to Vishay stockholders $ 0.63 $ (0.47 )
Weighted average shares outstanding - basic 186,654 186,572
Weighted average shares outstanding - diluted 193,076 186,572  

Page 6 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Balance Sheets
(In thousands)
 
July 3, December 31,
2010 2009
  (unaudited)      
Assets          
Current assets:
      Cash and cash equivalents $     674,581 $     579,189
      Accounts receivable, net 359,588 284,295
      Inventories:
            Finished goods 116,922 119,723
            Work in process 197,051 192,206  
            Raw materials 135,753 122,940
      Total inventories 449,726 434,869
 
      Deferred income taxes 16,935 16,781
      Prepaid expenses and other current assets 103,166 92,409
Total current assets 1,603,996 1,407,543
 
Property and equipment, at cost:
      Land 94,834 98,623
      Buildings and improvements 503,178 528,438
      Machinery and equipment   2,044,985 2,126,226
      Construction in progress 47,030   36,193
      Allowance for depreciation (1,762,766 )   (1,779,224 )
927,261 1,010,256
 
Intangible assets, net 138,301 153,623
 
Other assets 111,544 148,124
            Total assets $ 2,781,102 $ 2,719,546  
 
Page 7 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Balance Sheets (continued)
(In thousands)
 
July 3, December 31,
2010 2009
(unaudited)      
Liabilities and stockholders' equity
Current liabilities:
       Notes payable to banks $     572 $     24
       Trade accounts payable 134,001 118,216
       Payroll and related expenses 109,535 87,566
       Other accrued expenses 185,469 162,083
       Income taxes 37,087 23,558
       Current portion of long-term debt 78,370 16,054
Total current liabilities 545,034 407,501
 
Long-term debt less current portion 243,607 320,052
Deferred income taxes 18,281   13,062
Deferred grant income 2,296 2,526
Other liabilities 134,226 152,874
Accrued pension and other postretirement costs 277,255   301,930
Total liabilities 1,220,699 1,197,945  
 
Equity:
Vishay stockholders' equity
       Common stock 17,229 17,228
       Class B convertible common stock 1,435 1,435
       Capital in excess of par value 2,318,953 2,317,613
       Retained earnings (accumulated deficit)   (800,726 ) (922,805 )
       Accumulated other comprehensive income 18,348 102,975
       Total Vishay stockholders' equity 1,555,239 1,516,446
Noncontrolling interests 5,164 5,155
Total equity 1,560,403 1,521,601
Total liabilities and equity $ 2,781,102 $ 2,719,546  
 
Page 8 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Consolidated Condensed Statements of Cash Flows
(Unaudited - In thousands)
 
Six fiscal months ended
July 3,       June 27,
2010 2009
Continuing operating activities
Net earnings (loss) $       122,604 $       (87,763 )
Adjustments to reconcile net earnings (loss) to
    net cash provided by continuing operating activities:
       Depreciation and amortization 99,262 110,416
       (Gain) loss on disposal of property and equipment (92 ) 239
       Inventory write-offs for obsolescence 10,853 14,089
       Deferred grant income (313 ) (367 )
       Other 13,436 (8,980 )
       Changes in operating assets and liabilities,
          net of effects of businesses acquired (68,199 ) 41,307
Net cash provided by continuing operating activities 177,551 68,941
 
Continuing investing activities
Purchase of property and equipment (49,193 ) (18,266 )
Proceeds from sale of property and equipment 590 512
Purchase of businesses, net of cash acquired or refunded - 28,195
Proceeds from loans receivable 15,000 -
Other investing activities - 150
Net cash (used in) provided by continuing investing activities (33,603 ) 10,591
 
Continuing financing activities  
Principal payments on long-term debt and capital lease obligations (14,129 ) (15,069 )
Proceeds of long-term debt   - 15,000
Debt issuance costs (456 ) -
Net changes in short-term borrowings 554   (10,660 )
Distributions to noncontrolling interests (516 ) (116 )
Net cash used in continuing financing activities (14,547 )   (10,845 )
Effect of exchange rate changes on cash and cash equivalents (33,927 ) 4,077
Net increase in cash and cash equivalents
    from continuing activities 95,474 72,764
 
Net cash used by discontinued operating activities (82 ) (3,187 )
Net cash provided by discontinued investing activities - -
Net cash used by discontinued financing activities - -
Net cash used by discontinued operations (82 ) (3,187 )
 
Net increase in cash and cash equivalents 95,392 69,577
 
Cash and cash equivalents at beginning of period 579,189 324,164
Cash and cash equivalents at end of period $ 674,581 $ 393,741

Page 9 of 10
 


VISHAY INTERTECHNOLOGY, INC.
Reconciliation of Adjusted Earnings (Loss) Per Share
(Unaudited - In thousands except earnings per share)
 
Fiscal quarters ended Six fiscal months ended
July 3,     April 3,     June 27,     July 3,     June 27,
2010 2010 2009 2010 2009
GAAP net earnings (loss) attributable to Vishay stockholders $     76,659 $     45,420 $     (58,865 ) $     122,079 $     (87,992 )
 
Reconciling items affecting operating margin:
Restructuring and severance costs $ - $ - $ 12,090 $ - $ 31,023
Settlement agreement gain - - (28,195 ) - (28,195 )
Executive employment agreement charge - - 57,824 - 57,824
 
Reconciling items affecting tax expense (benefit):
Tax effects of items above and other one-time tax expense (benefit) $ - $ - $ (1,303 ) $ - $ (5,737 )
 
Adjusted net earnings (loss) $ 76,659 $ 45,420 $ (18,449 ) $ 122,079 $ (33,077 )
 
Adjusted weighted average diluted shares outstanding 193,084 193,067 186,586 193,076 186,572
 
Adjusted earnings (loss) per diluted share * $ 0.40   $ 0.24   $ (0.10 )   $ 0.63   $ (0.18 )

* Includes add-back of interest on exchangeable notes in periods where the notes are dilutive.
 
Page 10 of 10