10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended  September 30, 2017

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number1-34679

VISHAY PRECISION GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	27-0986328
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification Number)
3 Great Valley Parkway, Suite 150
Malvern, PA 19355	484-321-5300
(Address of Principal Executive Offices) (Zip Code)	(Registrant’s Telephone Number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ý Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. ý Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ¨	Accelerated filer ý
Non-accelerated filer ¨ (Do not check if smaller reporting company)	Smaller reporting company ¨
	Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes ý No

As of November 8, 2017, the registrant had 12,266,407 shares of its common stock and 1,025,158 shares of its Class B convertible common stock outstanding.

VISHAY PRECISION GROUP, INC.

FORM 10-Q

September 30, 2017

CONTENTS

		Page Number
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Condensed Balance Sheets – September 30, 2017 (Unaudited) and December 31, 2016	3
	Consolidated Condensed Statements of Operations (Unaudited) – Fiscal Quarters Ended September 30, 2017 and October 1, 2016	5
	Consolidated Condensed Statements of Operations (Unaudited) – Nine Fiscal Months Ended September 30, 2017 and October 1, 2016	6
	Consolidated Condensed Statements of Comprehensive Income (Loss) (Unaudited) – Fiscal Quarters Ended September 30, 2017 and October 1, 2016	7
	Consolidated Condensed Statements of Comprehensive Income (Loss) (Unaudited) – Nine Fiscal Months Ended September 30, 2017 and October 1, 2016	8
	Consolidated Condensed Statements of Cash Flows (Unaudited) – Nine Fiscal Months Ended September 30, 2017 and October 1, 2016	9
	Consolidated Condensed Statement of Equity (Unaudited)	10
	Notes to Unaudited Consolidated Condensed Financial Statements	11
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	37
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 3.	Defaults Upon Senior Securities	38
Item 4.	Mine Safety Disclosures	38
Item 5.	Other Information	38
Item 6.	Exhibits	39
	SIGNATURES	40

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PART I - FINANCIAL INFORMATION

Item 1.FINANCIAL STATEMENTS

VISHAY PRECISION GROUP, INC. Consolidated Condensed Balance Sheets (In thousands)
	September 30, 2017			December 31, 2016
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	69,891		$	58,452
Accounts receivable, net	43,037			34,270
Inventories:
Raw materials	16,487			15,647
Work in process	22,215			21,115
Finished goods	20,561			19,559
Inventories, net	59,263			56,321
Prepaid expenses and other current assets	9,923			6,831
Total current assets	182,114			155,874
Property and equipment, at cost:
Land	3,428			3,344
Buildings and improvements	49,491			48,454
Machinery and equipment	92,521			89,080
Software	7,787			7,441
Construction in progress	2,338			4,340
Accumulated depreciation	(101,964		)	(97,374		)
Property and equipment, net	53,601			55,285
Goodwill	19,228			18,717
Intangible assets, net	21,025			21,585
Other assets	19,751			19,049
Total assets	$	295,719		$	270,510

Continues on the following page.

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VISHAY PRECISION GROUP, INC. Consolidated Condensed Balance Sheets (continued) (In thousands)
	September 30, 2017			December 31, 2016
	(Unaudited)
Liabilities and equity
Current liabilities:
Trade accounts payable	$	9,673		$	8,264
Payroll and related expenses	14,992			11,978
Other accrued expenses	15,615			13,285
Income taxes	3,193			772
Current portion of long-term debt	2,965			2,623
Total current liabilities	46,438			36,922
Long-term debt, less current portion	30,017			33,529
Deferred income taxes	809			735
Other liabilities	13,793			13,054
Accrued pension and other postretirement costs	15,161			14,713
Total liabilities	106,218			98,953
Commitments and contingencies
Equity:
Common stock	1,288			1,278
Class B convertible common stock	103			103
Treasury stock	(8,765		)	(8,765		)
Capital in excess of par value	192,364			190,373
Retained earnings	38,600			28,731
Accumulated other comprehensive loss	(34,278		)	(40,337		)
Total Vishay Precision Group, Inc. stockholders' equity	189,312			171,383
Noncontrolling interests	189			174
Total equity	189,501			171,557
Total liabilities and equity	$	295,719		$	270,510

See accompanying notes.

-4-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Operations

(Unaudited - In thousands, except per share amounts)

	Fiscal quarter ended
	September 30, 2017			October 1, 2016
Net revenues	$	62,805		$	54,490
Costs of products sold	38,538			34,225
Gross profit	24,267			20,265
Selling, general, and administrative expenses	18,525			16,917
Restructuring costs	423			709
Operating income	5,319			2,639
Other income (expense):
Interest expense	(472		)	(377		)
Other	1,717			(44		)
Other income (expense) - net	1,245			(421		)
Income before taxes	6,564			2,218
Income tax expense	2,239			1,135
Net earnings	4,325			1,083
Less: net earnings attributable to noncontrolling interests	70			32
Net earnings attributable to VPG stockholders	$	4,255		$	1,051
Basic earnings per share attributable to VPG stockholders	$	0.32		$	0.08
Diluted earnings per share attributable to VPG stockholders	$	0.32		$	0.08
Weighted average shares outstanding - basic	13,291			13,192
Weighted average shares outstanding - diluted	13,470			13,422

See accompanying notes.

-5-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Operations

(Unaudited - In thousands, except per share amounts)

	Nine fiscal months ended
	September 30, 2017			October 1, 2016
Net revenues	$	184,911		$	169,115
Costs of products sold	113,368			107,580
Gross profit	71,543			61,535
Selling, general, and administrative expenses	55,551			53,409
Acquisition costs	—			414
Restructuring costs	1,292			2,395
Operating income	14,700			5,317
Other income (expense):
Interest expense	(1,392		)	(1,076		)
Other	1,034			351
Other income (expense) - net	(358		)	(725		)
Income before taxes	14,342			4,592
Income tax expense	4,398			1,164
Net earnings	9,944			3,428
Less: net earnings attributable to noncontrolling interests	75			29
Net earnings attributable to VPG stockholders	$	9,869		$	3,399
Basic earnings per share attributable to VPG stockholders	$	0.74		$	0.26
Diluted earnings per share attributable to VPG stockholders	$	0.73		$	0.25
Weighted average shares outstanding - basic	13,253			13,185
Weighted average shares outstanding - diluted	13,452			13,409

See accompanying notes.

-6-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Comprehensive Income (Loss)

(Unaudited - In thousands)

	Fiscal quarter ended
	September 30, 2017			October 1, 2016
Net earnings	$	4,325		$	1,083
Other comprehensive income (loss):
Foreign currency translation adjustment	2,285			(496		)
Pension and other postretirement actuarial items, net of tax	(29		)	130
Other comprehensive income (loss)	2,256			(366		)
Total comprehensive income	6,581			717
Less: comprehensive income attributable to noncontrolling interests	70			32
Comprehensive income attributable to VPG stockholders	$	6,511		$	685

See accompanying notes.

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VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Comprehensive Income (Loss)

(Unaudited - In thousands)

	Nine fiscal months ended
	September 30, 2017			October 1, 2016
Net earnings	$	9,944		$	3,428
Other comprehensive income (loss):
Foreign currency translation adjustment	6,119			167
Pension and other postretirement actuarial items, net of tax	(60		)	503
Other comprehensive income	6,059			670
Comprehensive income	16,003			4,098
Less: comprehensive income attributable to noncontrolling interests	75			29
Comprehensive income attributable to VPG stockholders	$	15,928		$	4,069

See accompanying notes.

-8-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Cash Flows

(Unaudited - In thousands)

	Nine fiscal months ended
	September 30, 2017			October 1, 2016
Operating activities
Net earnings	$	9,944		$	3,428
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	7,977			8,416
Gain on disposal of property and equipment	(193		)	(24		)
Share-based compensation expense	959			465
Inventory write-offs for obsolescence	1,662			1,410
Deferred income taxes	264			(1,537		)
Other	(907		)	(862		)
Net changes in operating assets and liabilities:
Accounts receivable, net	(7,030		)	2,139
Inventories, net	(3,280		)	(2,891		)
Prepaid expenses and other current assets	(2,937		)	(1,848		)
Trade accounts payable	1,176			453
Other current liabilities	7,166			(2,572		)
Net cash provided by operating activities	14,801			6,577
Investing activities
Capital expenditures	(4,366		)	(6,266		)
Proceeds from sale of property and equipment	442			316
Purchase of business	—			(10,727		)
Net cash used in investing activities	(3,924		)	(16,677		)
Financing activities
Principal payments on long-term debt and capital leases	(1,971		)	(1,599		)
Proceeds from revolving facility	27,000			17,000
Payments on revolving facility	(27,000		)	(12,000		)
Distributions to noncontrolling interests	(60		)	(12		)
Payments of employee taxes on certain share-based arrangements	(303		)	(85		)
Net cash (used in) provided by financing activities	(2,334		)	3,304
Effect of exchange rate changes on cash and cash equivalents	2,896			288
Increase (decrease) in cash and cash equivalents	11,439			(6,508		)
Cash and cash equivalents at beginning of period	58,452			62,641
Cash and cash equivalents at end of period	$	69,891		$	56,133
Supplemental disclosure of non-cash financing transactions:
Conversion of exchangeable notes to common stock	$	(1,303	)	$	—

See accompanying notes.

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VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statement of Equity

(Unaudited - In thousands, except share amounts)

	Common Stock		Class B Convertible Common Stock		Treasury Stock			Capital in Excess of Par Value			Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Total VPG, Inc. Stockholders' Equity			Noncontrolling Interests			Total Equity
Balance at December 31, 2016	$	1,278	$	103	$	(8,765	)	$	190,373		$	28,731	$	(40,337	)	$	171,383		$	174		$	171,557
Net earnings	—		—		—			—			9,869		—			9,869			75			9,944
Other comprehensive income	—		—		—			—			—		6,059			6,059			—			6,059
Share-based compensation expense	—		—		—			959			—		—			959			—			959
Restricted stock issuances (41,322 shares)	4		—		—			(265		)	—		—			(261		)	—			(261		)
Common stock issuance from conversion of exchangeable notes (57,729 shares)	6		—		—			1,297			—		—			1,303			—			1,303
Distributions to noncontrolling interests	—		—		—			—			—		—			—			(60		)	(60		)
Balance at September 30, 2017	$	1,288	$	103	$	(8,765	)	$	192,364		$	38,600	$	(34,278	)	$	189,312		$	189		$	189,501

See accompanying notes.

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Vishay Precision Group, Inc.

Notes to Unaudited Consolidated Condensed Financial Statements

Note 1 – Basis of Presentation

Background

Vishay Precision Group, Inc. (“VPG” or the “Company”) is an internationally recognized designer, manufacturer and marketer of sensors, and sensor-based measurement systems, as well as specialty resistors and strain gages based upon the Company's proprietary technology. The Company provides precision products and solutions, many of which are “designed-in” by its customers, specializing in the growing markets of stress, force, weight, pressure, and current measurements.

Interim Financial Statements

These unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial statements and therefore do not include all information and footnotes necessary for the presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of December 31, 2016 and 2015 and for each of the three years in the period ended December 31, 2016, included in VPG’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC on March 16, 2017. The results of operations for the fiscal quarter ended September 30, 2017 are not necessarily indicative of the results to be expected for the full year. VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2017 and 2016 end on the following dates: 

	2017	2016
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Recent Accounting Pronouncements

In May 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09, “Scope of Modification Accounting”. This ASU clarifies which changes to the terms or conditions of a share-based payment award will require modification accounting. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2017, the FASB issued ASU No. 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”.  This ASU requires the service cost component of net periodic benefit cost to be presented in the same income statement line item as other employee compensation costs. All other components of the net periodic benefit cost will be presented outside of operating income. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The ASU will result in the reclassification of non-service costs components from Cost of products sold and Selling, general and administrative expenses to Other income (expense) - other. For the year ended December 31, 2016, the Company estimates the new standard would have increased Operating income by approximately $0.5 million with an offsetting increase in Other income (expense).

In January 2017, the FASB issued ASU No. 2017‑04, “Simplifying the Test for Goodwill Impairment.” This ASU eliminates the requirement to calculate the implied fair value of goodwill (second step) to measure a goodwill impairment charge. Under the guidance, an impairment charge will be measured based on the excess of the reporting unit’s carrying amount over its fair value (first step). The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

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Note 1 – Basis of Presentation (continued)

In January 2017, FASB issued ASU No. 2017‑01, “Clarifying the Definition of a Business.” This ASU provides a more robust framework to determine when a set of assets and activities constitutes a business.  The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and will be applied prospectively to any transactions occurring within the period of adoption and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In August 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” This ASU is intended to clarify the presentation of certain cash receipts and payments within the statement of cash flows.  The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2017.  Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2016, the FASB issued ASU No. 2016-09,"Improvements to Employee Share-Based Payment Accounting." This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company prospectively adopted this ASU effective January 1, 2017. For the fiscal quarter and nine fiscal months ended September 30, 2017, the tax benefit within income tax expense for the tax effect of share-based payment transactions was not material. Prior to adoption, this amount would have been recorded as a component of Capital in excess of par value. The Company elected to change its accounting policy to recognize forfeitures as they occur.  As a result of this change, there was no cumulative-effect adjustment to retained earnings.  For the fiscal quarter and nine fiscal months ended September 30, 2017, the Company excluded excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share and the related increase in the Company’s diluted weighted average commons shares outstanding was not significant.

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases.  The core principle of this ASU will require lessees to present the assets and liabilities that arise from leases on their balance sheets.  The ASU is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted.  The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330),"which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company prospectively adopted this ASU effective January 1, 2017 and the adoption did not have a significant impact on the Company’s consolidated condensed financial statements.

In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," and modified the standard thereafter. The objective of the ASU is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that will supersede most current revenue recognition guidance.  The basis of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.

The ASU will affect the timing of certain revenue related transactions primarily resulting in earlier recognition of revenue for contracts related to our steel products. The Company expects to adopt the ASU effective January 1, 2018 on a modified retrospective basis through a cumulative adjustment to equity. Upon adoption of the ASU, the Company does not expect the cumulative adjustment to equity to have a material impact to the consolidated financial statements. The estimate is subject to change based on the contracts outstanding as of the effective date of the ASU. The Company will continue to monitor the overall impact the adoption of this ASU will have on the consolidated results of operations, financial position, cash flows and financial statement disclosures to facilitate adoption by January 1, 2018.

-12-

Note 2 – Goodwill

The change in the carrying amount of goodwill by segment is as follows (in thousands):

	Total		Weighing and Control Systems Segment				Foil Technology Products Segment
			KELK Acquisition		Stress-Tek Acquisition		Pacific Acquisition
Balance at December 31, 2016	$	18,717	$	6,364	$	6,311	$	6,042
Foreign currency translation adjustment	511		511		—		—
Balance at September 30, 2017	$	19,228	$	6,875	$	6,311	$	6,042

Note 3 – Restructuring Costs

Restructuring costs represent the cost reduction programs initiated by the Company. Restructuring costs are expensed during the period in which the Company determines it will incur those costs and all requirements for accrual are met. Because these costs are recorded based upon estimates, actual expenditures for the restructuring activities may differ from the initially recorded costs. If the initial estimates are too low or too high, the Company could be required to either record additional expense in future periods or to reverse part of the previously recorded charges.

The Company recorded aggregate restructuring costs of $0.4 million and $0.7 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $1.3 million and $2.4 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively.

Restructuring costs consist mainly of employee termination costs and facility closure costs, which were incurred in connection with various cost reduction programs. The restructuring expenses recorded for the nine fiscal months ended September 30, 2017, represent additional costs related to the previously announced cost reduction programs. During the nine fiscal months ended October 1, 2016, the Company recorded $1.6 million related to cost reduction plans initiated at locations in Europe, the United States, and Canada, $0.4 million related to the closure of our Costa Rica facility, and $0.4 million related to the November 2015 global cost reduction plan.

The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of September 30, 2017 and December 31, 2016, respectively, is included in other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands):

Balance at December 31, 2016	$	1,333
Restructuring costs in 2017	1,292
Cash payments	(2,070		)
Foreign currency translation	1
Balance at September 30, 2017	$	556

Note 4 – Income Taxes

VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate for the fiscal quarter ended September 30, 2017 was 34.1% compared to 51.2% for the fiscal quarter ended October 1, 2016. The effective tax rate for the nine fiscal months ended September 30, 2017 was 30.7% compared to 25.3% for the nine fiscal months ended October 1, 2016. The tax rate in the current fiscal quarter is lower than the prior year fiscal quarter primarily because of higher earnings subject to tax in the current fiscal quarter which reduced the impact of losses on which no tax benefit is provided. The current year nine fiscal month tax rate is higher than the prior year nine fiscal month tax rate primarily because of a tax benefit recorded last year related to the release of a valuation allowance in connection with the acquisition of Pacific. This difference is partially offset by a 2017 foreign currency benefit from a foreign subsidiary with U.S. dollars as its functional currency.

The Company and its subsidiaries are subject to income taxes in the United States. and numerous foreign jurisdictions. Significant judgment is required in evaluating the Company’s tax positions and determining the provision for income taxes. During the ordinary course of business, there are transactions and calculations for which the ultimate tax determination is uncertain. VPG establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes will be due. These reserves are established when VPG believes that certain positions might be challenged despite its belief that the tax return positions

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Note 4 – Income Taxes (continued)

are supportable. VPG adjusts these reserves in light of changing facts and circumstances and the provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate. Penalties and tax-related interest expense are reported as a component of income tax expense. The Company anticipates a reduction in the liability for unrecognized tax benefits between $0.1 million to $0.3 million within twelve months of the balance sheet date due to cash payments and the potential for the expiration of statutes of limitation in certain jurisdictions.

Note 5 – Long-Term Debt

Long-term debt consists of the following (in thousands):

	September 30, 2017			December 31, 2016
2015 Credit Agreement - Revolving Facility	$	9,000		$	9,000
2015 Credit Agreement - U.S. Closing Date Term Facility	3,780			4,128
2015 Credit Agreement - U.S. Delayed Draw Term Facility	9,240			10,092
2015 Credit Agreement - Canadian Term Facility	8,105			8,780
Exchangeable Unsecured Notes, due 2102	2,794			4,097
Other debt	432			509
Deferred financing costs	(369		)	(454		)
Total long-term debt	32,982			36,152
Less: current portion	2,965			2,623
Long-term debt, less current portion	$	30,017		$	33,529

Exchangeable Unsecured Notes, due 2102

Effective May 12, 2017, a holder of the Company's exchangeable notes exercised its option to exchange approximately $1.3 million principal amount of the notes for 57,729 shares of VPG common stock at a contractual put/call rate of $22.57. Following this transaction, VPG has outstanding exchangeable unsecured notes with a principal amount of approximately $2.8 million, which are exchangeable for an aggregate of 123,808 shares of VPG common stock.

Note 6 – Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2017	$	(33,192	)	$	(7,145	)	$	(40,337	)
Other comprehensive income before reclassifications	6,119			—			6,119
Amounts reclassified from accumulated other comprehensive income (loss)	—			(60		)	(60		)
Balance at September 30, 2017	$	(27,073	)	$	(7,205	)	$	(34,278	)

-14-

Note 6 – Accumulated Other Comprehensive Income (Loss) (continued)

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2016	$	(28,704	)	$	(4,417	)	$	(33,121	)
Other comprehensive loss before reclassifications	167			—			167
Amounts reclassified from accumulated other comprehensive income (loss)	—			503			503
Balance at October 1, 2016	$	(28,537	)	$	(3,914	)	$	(32,451	)

Reclassifications of pension and other postretirement actuarial items out of accumulated other comprehensive income (loss) are included in the computation of net periodic benefit cost (see Note 7).

Note 7 – Pension and Other Postretirement Benefits

Employees of VPG participate in various defined benefit pension and other postretirement benefit ("OPEB") plans.

The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):

	Fiscal quarter ended   September 30, 2017					Fiscal quarter ended   October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	119		$	28	$	101		$	25
Interest cost	167			35		192			33
Expected return on plan assets	(133		)	—		(153		)	—
Amortization of actuarial losses	114			28		48			19
Net periodic benefit cost	$	267		$	91	$	188		$	77

	Nine fiscal months ended September 30, 2017					Nine fiscal months ended October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	355		$	84	$	307		$	75
Interest cost	495			105		602			97
Expected return on plan assets	(395		)	—		(486		)	—
Amortization of actuarial losses	338			84		151			57
Net periodic benefit cost	$	793		$	273	$	574		$	229

Note 8 – Share-Based Compensation

The Amended and Restated Vishay Precision Group, Inc. Stock Incentive Program (as amended and restated, the “Plan”) permits the issuance of up to 1,000,000 shares of common stock. At September 30, 2017, the Company had reserved 256,730 shares of common stock for future grants of equity awards (restricted stock, unrestricted stock, restricted stock units ("RSUs"), or stock options) pursuant to the Plan. If any outstanding awards are forfeited by the holder or canceled by the Company, the underlying shares would be available for re-grant to others.

On February 9, 2017, VPG’s three current executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards were comprised of 53,913 RSUs, as determined using the average of the closing stock prices of the Company's common stock for the last five trading days immediately preceding January 1, 2017 and have an aggregate grant-date fair value of $0.9 million. Twenty-five percent of these awards will vest on January 1, 2020, subject to the executives’ continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the satisfaction

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Note 8 – Share-Based Compensation (continued)

of certain performance objectives relating to three-year cumulative “free cash” and net earnings goals, each weighted equally, and the executives' continued employment.

On March 23, 2017, certain VPG employees were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate grant-date fair value of $0.4 million and were comprised of 23,921 RSUs. Twenty-five percent of these awards will vest on January 1, 2020 subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the satisfaction of certain performance objectives relating to three-year cumulative earnings and cash flow goals, and the employees' continued employment.

On May 25, 2017, the Board of Directors approved the issuance of an aggregate of 15,495 RSUs to the independent board members of the Board of Directors and to the non-executive Chairman of the Board of Directors. The awards have an aggregate grant-date fair value of $0.3 million and will vest on the earlier of the next Annual Stockholders meeting or May 25, 2018, subject to the directors' continued service on the Board of Directors.

On July 26, 2017, the Board of Directors approved the issuance of an aggregate of 5,176 RSUs to newly appointed board members of the Board of Directors. These awards represented a pro-rated portion of the annual equity grant made to non-executive directors pursuant to the Plan. The aggregate grant-date fair value of this award was $0.1 million and will vest on the earlier of the next Annual Stockholders meeting or May 25, 2018.

The amount of compensation cost related to share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. VPG determines compensation cost for RSUs based on the grant-date fair value of the underlying common stock. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. The following table summarizes share-based compensation expense recognized (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017		October 1, 2016
Restricted stock units	$	467	$	(83	)	$	959	$	465

During the third quarter of 2017, the Company recorded an increase to share-based compensation expense of $0.2 million based upon a determination that achievement of certain performance objectives associated with awards granted in 2015 to executives and certain other employees were likely to be met. Share based compensation expense related to these performance objectives had been reduced in prior years.

During the third quarter of 2016, it was determined that certain performance objectives associated with awards granted in 2014, 2015 and 2016, to executives and certain other employees were not likely to be fully met. As a result, share-based compensation expense of $0.5 million was reversed based on anticipated performance levels at that time.

Note 9 – Segment Information

VPG reports in three product segments: the Foil Technology Products segment, the Force Sensors segment, and the Weighing and Control Systems segment. The Foil Technology Products reporting segment is comprised of the foil resistor and strain gage operating segments. The Force Sensors reporting segment is comprised of transducers, load cells and modules. The Weighing and Control Systems reporting segment is comprised of instruments, complete systems for process control, and on-board weighing applications.

VPG evaluates reporting segment performance based on multiple performance measures including revenues, gross profits and operating income, exclusive of certain items. Management believes that evaluating segment performance, excluding items such as restructuring costs, acquisition costs, and other items is meaningful because it provides insight with respect to the intrinsic operating results of VPG. The following table sets forth reporting segment information (in thousands):

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Note 9 – Segment Information (continued)

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Net third-party revenues:
Foil Technology Products	$	29,315		$	23,852		$	86,385		$	75,530
Force Sensors	16,596			15,231			47,720			45,465
Weighing and Control Systems	16,894			15,407			50,806			48,120
Total	$	62,805		$	54,490		$	184,911		$	169,115
Gross profit:
Foil Technology Products	$	12,235		$	8,639		$	36,009		$	29,092
Force Sensors	4,746			4,716			12,964			11,903
Weighing and Control Systems	7,286			6,910			22,570			20,540
Total	$	24,267		$	20,265		$	71,543		$	61,535
Reconciliation of segment operating income to consolidated results:
Foil Technology Products	$	6,894		$	3,894		$	19,811		$	14,839
Force Sensors	2,564			2,865			6,242			5,481
Weighing and Control Systems	2,992			2,997			9,691			7,114
Unallocated G&A expenses	(6,708		)	(6,408		)	(19,752		)	(19,308		)
Acquisition costs	—			—			—			(414		)
Restructuring costs	(423		)	(709		)	(1,292		)	(2,395		)
Consolidated condensed operating income	$	5,319		$	2,639		$	14,700		$	5,317
Acquisition costs:
Foil Technology Products	$	—		$	—		$	—		$	(391	)
Weighing and Control Systems	—			—			—			(23		)
	$	—		$	—		$	—		$	(414	)
Restructuring costs:
Foil Technology Products	$	53		$	(416	)	$	(85	)	$	(1,134	)
Force Sensors	(142		)	(78		)	(404		)	(379		)
Weighing and Control Systems	(79		)	(192		)	(366		)	(724		)
Corporate/Other	(255		)	(23		)	(437		)	(158		)
	$	(423	)	$	(709	)	$	(1,292	)	$	(2,395	)

Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. Intersegment sales from the Foil Technology Products segment to the Force Sensors segment and Weighing and Control Systems segment were $0.5 million and $0.8 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively and $1.8 million and $1.9 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively. Intersegment sales from the Force Sensors segment to the Foil Technology Products segment and Weighing and Control Systems segment were $0.3 million and $0.5 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $1.0 million and $1.5 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively. Intersegment sales from the Weighing and Control Systems segment to the Force Sensors segment were $0.4 million and $0.2 million, during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $0.7 million and $0.7 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively.

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Note 10 – Earnings Per Share

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

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	4,255	$	1,051	$	9,869	$	3,399
Adjustment to the numerator for net earnings:
Interest savings assuming conversion of dilutive exchangeable notes, net of tax	6		4		18		12
Numerator for diluted earnings per share:
Net earnings attributable to VPG stockholders	$	4,261	$	1,055	$	9,887	$	3,411
Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,291		13,192		13,253		13,185
Effect of dilutive securities:
Exchangeable notes	124		181		152		181
Restricted stock units	55		49		47		43
Dilutive potential common shares	179		230		199		224
Denominator for diluted earnings per share:
Adjusted weighted average shares	13,470		13,422		13,452		13,409
Basic earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.74	$	0.26
Diluted earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.73	$	0.25

Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands):

	Fiscal quarter ended		Nine fiscal months ended
	September 30, 2017	October 1, 2016	September 30, 2017	October 1, 2016
Weighted average employee stock options	—	18	—	18

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Note 11 – Additional Financial Statement Information

The caption “other” on the consolidated condensed statements of operations consists of the following (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017			October 1, 2016
Foreign exchange gain (loss)	$	169	$	(59	)	$	(463	)	$	436
Interest income	47		42			103			145
Other	1,501		(27		)	1,394			(230		)
	$	1,717	$	(44	)	$	1,034		$	351

Included within Other, for the fiscal quarter ended September 30, 2017, is net proceeds of $1.5 million related to a lease termination payment at the Company's Tianjin, People's Republic of China location. The relocation of operations in Tianjin has been completed and the majority of the expenses associated with the move have been incurred.

Note 12 – Fair Value Measurements

Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement, establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs that reflect the Company’s own assumptions.

An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):

			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
September 30, 2017
Assets
Assets held in rabbi trusts	$	4,899	$	378	$	4,521	$	—
December 31, 2016
Assets
Assets held in rabbi trusts	$	4,772	$	537	$	4,235	$	—

The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale money market funds at September 30, 2017 and December 31, 2016, and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the marketable securities held in the rabbi trust is considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy.

The fair value of the long-term debt, excluding capitalized deferred financing costs, at September 30, 2017 and December 31, 2016 is approximately $33.8 million and $36.0 million, respectively, compared to its carrying value, excluding capitalized deferred financing costs, of $33.0 million and $36.2 million, respectively. The Company estimates the fair value of its long-term debt using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates. The fair value of long-term debt is considered a Level 2 measurement within the fair value hierarchy. The Company’s

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Note 12 – Fair Value Measurements (continued)

financial instruments include cash and cash equivalents whose carrying amounts reported in the consolidated condensed balance sheets approximate their fair values.

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Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

VPG is an internationally recognized designer, manufacturer and marketer of sensors, and sensor-based measurement systems, as well as specialty resistors and strain gages based upon our proprietary technology. We provide precision products and solutions, many of which are “designed-in” by our customers, specializing in the growing markets of stress, force, weight, pressure, and current measurements. A significant portion of our products and solutions are primarily based upon our proprietary foil technology and are produced as part of our vertically integrated structure. We believe this strategy results in higher quality, more cost effective and focused solutions for our customers. Our products are marketed under a variety of brand names that we believe are characterized as having a very high level of precision and quality. Our global operations enable us to produce a wide variety of products in strategically effective geographic locations that also optimize our resources for specific technologies, sensors, assemblies, and systems.

The Company also has a long heritage of innovation in precision foil resistors, foil strain gages, and sensors that convert mechanical inputs into an electronic signal for display, processing, interpretation, or control by our instrumentation and systems products. Our advanced sensor product line continues this heritage by offering high-quality foil strain gages produced in a proprietary, highly automated environment. Precision sensors are essential to the accurate measurement, resolution and display of force, weight, pressure, torque, tilt, motion, or acceleration, especially in the legal-for-trade, commercial, and industrial marketplaces. This expertise served as a foundation for our expansion into strain gage instrumentation, load cells, transducers, weighing modules, and complete systems for process control and on-board weighing. Although our products are typically used in the industrial market, we believe our advanced sensors may find application outside the industrial market.

The precision sensor market is integral to the development of intelligent products across a wide variety of end markets upon which we focus, including medical, agricultural, transportation, industrial, avionics, military, and space applications. We believe that as original equipment manufacturers (“OEMs”) continue a drive to make products “smarter,” they will integrate more sensors and related systems into their solutions to link the mechanical/physical world with digital control and/or response. We believe this offers a substantial growth opportunity for our products and expertise.

VPG reports in three product segments: the Foil Technology Products segment, the Force Sensors segment, and the Weighing and Control Systems segment. The Foil Technology Products reporting segment is comprised of the foil resistor and strain gage operating segments. The Force Sensors reporting segment is comprised of transducers, load cells, and modules. The Weighing and Control Systems reporting segment is comprised of instruments, complete systems for process control, and on-board weighing applications.

Net revenues for the fiscal quarter ended September 30, 2017 were $62.8 million versus $54.5 million for the comparable prior year period. Net earnings attributable to VPG stockholders for the fiscal quarter ended September 30, 2017 were $4.3 million, or $0.32 per diluted share, versus $1.1 million, or $0.08 per diluted share, for the comparable prior year period.

Net revenues for the nine fiscal months ended September 30, 2017 were $184.9 million versus $169.1 million for the comparable prior year period. Net earnings attributable to VPG stockholders for the nine fiscal months ended September 30, 2017 were $9.9 million, or $0.73 per diluted share versus $3.4 million, or $0.25 per diluted share, for the comparable prior year period.

The results of operations for the fiscal quarters ended September 30, 2017 and October 1, 2016 include items affecting comparability as listed in the reconciliations below. The reconciliations below include certain financial measures which are not recognized in accordance with U.S. generally accepted accounting principles ("GAAP") including adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted net earnings and adjusted net earnings per diluted share. These non-GAAP measures should not be viewed as an alternative to GAAP measures of performance. Non-GAAP measures such as adjusted gross profit, adjusted gross profit margin, adjusted net earnings and adjusted net earnings per diluted share do not have uniform definitions. These measures, as calculated by VPG, may not be comparable to similarly titled measures used by other companies. Management believes that these measures are meaningful because they provide insight with respect to intrinsic operating results. The reconciling items presented below represent significant charges or credits which are important to understanding our intrinsic operations.

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The items affecting comparability are (in thousands, except per share amounts):

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Gross profit	$	24,267		$	20,265		$	71,543		$	61,535
Gross profit margin	38.6		%	37.2		%	38.7		%	36.4		%
Reconciling items affecting gross profit margin
Acquisition purchase accounting adjustments (a)	42			46			42			537
Adjusted gross profit	$	24,309		$	20,311		$	71,585		$	62,072
Adjusted gross profit margin	38.7		%	37.3		%	38.7		%	36.7		%

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Operating income	$	5,319		$	2,639		$	14,700		$	5,317
Operating margin	8.5		%	4.8		%	7.9		%	3.1		%
Reconciling items affecting operating margin
Acquisition purchase accounting adjustments (a)	42			46			42			537
Acquisition costs	—			—			—			414
Strategic alternative evaluation costs (b)	—			1,079			—			1,079
Restructuring costs	423			709			1,292			2,395
Adjusted operating income	$	5,784		$	4,473		$	16,034		$	9,742
Adjusted operating margin	9.2		%	8.2		%	8.7		%	5.8		%

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	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017			October 1, 2016		September 30, 2017			October 1, 2016
Net earnings attributable to VPG stockholders	$	4,255		$	1,051	$	9,869		$	3,399
Reconciling items affecting operating margin
Acquisition purchase accounting adjustments (a)	42			46		42			537
Acquisition costs	—			—		—			414
Strategic alternative evaluation costs (b)	—			1,079		—			1,079
Restructuring costs	423			709		1,292			2,395
Reconciling items affecting other income/expense
Net proceeds from lease termination (c)	(1,544		)	—		(1,544		)	—
Less reconciling items affecting income tax expense
Tax effect of reconciling items and discrete tax items	(394		)	27		(339		)	1,317
Adjusted net earnings attributable to VPG stockholders	$	3,570		$	2,858	$	9,998		$	6,507
Adjusted net earnings per diluted share	$	0.27		$	0.21	$	0.74		$	0.49
Weighted average shares outstanding - diluted	13,470			13,422		13,452			13,409

(a) Acquisition purchase accounting adjustments recorded in connection with the acquisition of Stress-Tek and Pacific include fair market value adjustments associated with inventory.

(b) The Company incurred costs associated with the Company's evaluation of strategic alternatives. The evaluation process did not result in the adoption of any particular strategic alternative other that the Company's continued execution of its business plan.

(c) Net proceeds related to a lease termination payment at the Company's Tianjin, Peoples' Republic of China location.

Financial Metrics

We utilize several financial measures and metrics to evaluate performance and assess the future direction of our business. These key financial measures and metrics include net revenues, gross profit margin, end-of-period backlog, book-to-bill ratio, and inventory turnover.

Gross profit margin is computed as gross profit as a percentage of net revenues. Gross profit is generally net revenues less costs of products sold, but could also include certain other period costs. Gross profit margin is a function of net revenues, but also reflects our cost-cutting programs and our ability to contain fixed costs.

End-of-period backlog is one indicator of potential future sales. We include in our backlog only open orders that have been released by the customer for shipment in the next twelve months. If demand falls below customers’ forecasts, or if customers do not control their inventory effectively, they may cancel or reschedule the shipments that are included in our backlog, in many instances without the payment of any penalty. Therefore, backlog is not necessarily indicative of the results expected for future periods.

Another important indicator of demand in our industry is the book-to-bill ratio, which is the ratio of the amount of product ordered during a period compared with the amount of product shipped during that period. A book-to-bill ratio that is greater than one indicates that revenues may increase in future periods. Conversely, a book-to-bill ratio that is less than one is an indicator of lower demand and may foretell declining sales.

We focus on inventory turnover as a measure of how well we manage our inventory. We define inventory turnover for a financial reporting period as our costs of products sold for the four fiscal quarters ending on the last day of the reporting period divided by our average inventory (computed using each quarter-end balance) for this same period. A higher level of inventory turnover reflects more efficient use of our capital.

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The quarter-to-quarter trends in these financial metrics can also be an important indicator of the likely direction of our business. The following tables show net revenues, gross profit margin, end-of-period backlog, book-to-bill ratio, and inventory turnover for our business as a whole and by segment during the five quarters beginning with the third quarter of 2016 through the third quarter of 2017(dollars in thousands):

	3rd Quarter			4th Quarter			1st Quarter			2nd Quarter			3rd Quarter
	2016			2016			2017			2017			2017
Net revenues	$	54,490		$	55,814		$	59,787		$	62,319		$	62,805
Gross profit margin	37.2		%	38.1		%	37.7		%	39.7		%	38.6		%
End-of-period backlog	$	50,300		$	56,800		$	61,400		$	67,500		$	76,200
Book-to-bill ratio	0.98			1.16			1.06			1.08			1.12
Inventory turnover	2.36			2.41			2.64			2.64			2.64

	3rd Quarter			4th Quarter			1st Quarter			2nd Quarter			3rd Quarter
	2016			2016			2017			2017			2017
Foil Technology Products
Net revenues	$	23,852		$	25,412		$	27,764		$	29,306		$	29,315
Gross profit margin	36.2		%	40.6		%	41.4		%	41.9		%	41.7		%
End-of-period backlog	$	23,600		$	28,800		$	31,100		$	34,300		$	35,500
Book-to-bill ratio	0.99			1.26			1.06			1.09			1.03
Inventory turnover	2.57			2.57			2.80			2.90			2.88
Force Sensors
Net revenues	$	15,231		$	14,769		$	15,468		$	15,656		$	16,596
Gross profit margin	31.0		%	25.3		%	23.9		%	28.9		%	28.6		%
End-of-period backlog	$	12,000		$	13,000		$	14,100		$	14,100		$	18,300
Book-to-bill ratio	1.02			1.08			1.06			0.99			1.25
Inventory turnover	1.84			1.93			2.11			1.97			2.02
Weighing and Control Systems
Net revenues	$	15,407		$	15,633		$	16,555		$	17,357		$	16,894
Gross profit margin	44.9		%	46.5		%	44.3		%	45.8		%	43.1		%
End-of-period backlog	$	14,700		$	15,000		$	16,200		$	19,100		$	22,400
Book-to-bill ratio	0.92			1.05			1.06			1.14			1.15
Inventory turnover	2.98			3.08			3.36			3.52			3.41

Net revenues for the third quarter of 2017 increased0.8% from the second quarter of 2017 and 15.3% from the third quarter of 2016, due to increased volume in all three reporting segments.

Net revenues in the Foil Technology Products reporting segment were flat compared to the second quarter of 2017 and increased 22.9% from the third quarter of 2016. Sequentially, declines in volume in the test and measurement market sector in Asia and the Americas, were completely offset by positive foreign currency impacts. Compared to the third quarter of 2016, net revenues increased due to higher revenue related to precision resistors products in the test and measurement market sector in all regions, higher revenues from advanced sensors products in the force measurements market sector in Asia, and higher revenues from Pacific products in the avionics, military and space market sector in the Americas.

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Net revenues in the Force Sensors reporting segment increased 6.0% from the second quarter of 2017, mainly due to higher volume with OEM customers in the force measurement market and distribution customers for the precision weighing market in the Americas, along with positive foreign currency impacts. Net revenues increased 9.0% from the third quarter of 2016, mainly due to higher volume with OEM customers in the precision weighing end market in Europe.

Net revenues in the Weighing and Control Systems reporting segment decreased(2.7)% from the second quarter of 2017 and increased9.7% from the third quarter of 2016. Sequentially, the lower net revenues are primarily related to a decrease in our steel business revenues in Asia and process weighing in the Americas, partially offset by positive foreign currency impacts. Compared to the third quarter of 2016, strong revenues from our on-board weighing products in Europe and the Americas were primarily responsible for the improvement in net revenues.

Overall gross profit margin in the third quarter of 2017 decreased(1.1)% as compared to the second quarter of 2017 and increased1.4% from the third quarter of 2016.

Sequentially, all of our reporting segments contributed to the lower gross profit margin, where an increase in overall revenues and positive foreign currency impacts were offset by higher manufacturing costs. The Weighing and Control Systems segment was responsible for the largest portion of the decline, mainly due to the lower volume in steel business revenues.

Compared to the third quarter of 2016, the Foil Technology Products segment had a higher gross profit margin due to higher volume and manufacturing efficiencies. This improvement was partially offset by a lower gross profit margin in the Force Sensors segment due to manufacturing inefficiencies related to increased production at our facility in India and negative foreign currency impacts and a lower gross profit margin in the Weighing and Control Systems segment due to product mix.

Optimize Core Competence

The Company’s core competency and key value proposition is providing customers with proprietary foil technology products and precision measurement sensors and sensor-based systems. Our foil technology resistors and strain gages are recognized as global market leading products that provide high precision and high stability over extreme temperature ranges and long life. Our force sensor products and our weighing and control systems products are also certified to meet some of the highest levels of precision measurements of force, weight, pressure, torque, tilt, motion, and acceleration. We continue to optimize all aspects of our development, manufacturing and sales processes, including by increasing our technical sales efforts; continuing to innovate in product performance and design; and refining our manufacturing processes.

Our foil technology research group developed innovations that enhance the capability and performance of our strain gages, while simultaneously reducing their size and power consumption as part of our advanced sensors product line. We believe this new foil technology will create new markets as customers “design in” these next generation products in existing and new applications. Our development engineering team is also responsible for creating new processes to further automate manufacturing, and improve productivity and quality. Our advanced sensors manufacturing technology offers us the capability to produce high-quality foil strain gages in a highly automated environment, which we expect to result in reduced manufacturing and lead times, and increased margins. The implementation of this innovative manufacturing technology was the basis for a significant portion of the restructuring efforts we undertook in 2015 and 2016.

We also seek to achieve significant production cost savings through the transfer and expansion of manufacturing operations in countries such as India and Israel, where we can benefit from lower labor costs, improved efficiencies, or available tax and other government-sponsored incentives. For example, in 2016 we relocated a significant portion of our force sensor manufacturing from leased locations with higher labor cost to the owned facility we built in India. We closed a facility in Costa Rica and consolidated its functions with existing operations where significant efficiencies were available. This consolidation of operations is part of our global restructuring and cost reduction program announced in November 2015 and substantially completed in 2016.

Acquisition Strategy

We expect to continue to make strategic acquisitions where opportunities present themselves to grow our segments. Historically, our growth and acquisition strategy has been largely focused on vertical product integration, using our foil strain gages in our force sensor products, and incorporating those products into our weighing and control systems. The acquisitions of Stress-Tek and KELK, each of which employ our foil strain gages to manufacture load cells for their systems, continue this strategy. Additionally, the KELK acquisition resulted in the acquisition of certain optical sensor technology. The Pacific acquisition significantly broadened our existing data acquisition offerings and opened new markets for us. Along with our recent success in microelectromechanical systems ("MEMS") technology for on-board weighing, we expect to expand our expertise, and our acquisition focus, outside our traditional vertical approach to other precision sensor solutions in the fields of measurement of force, weight, pressure, torque, tilt, motion, and acceleration. We believe acquired businesses will benefit from improvements we implement to reduce redundant functions and from our current global manufacturing and distribution footprint.

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Research and Development

Research and development will continue to play a key role in our efforts to introduce innovative products to generate new sales and to improve profitability. We expect to continue to expand our position as a leading supplier of precision foil technology products. We believe our R&D efforts should provide us with a variety of opportunities to leverage technology, products, and our manufacturing base in order to ultimately improve our financial performance.

Cost Management

To be successful, we believe we must seek new strategies for controlling operating costs. Through automation in our plants, we believe we can optimize our capital and labor resources in production, inventory management, quality control, and warehousing. We are in the process of moving some manufacturing from higher-cost countries to lower-cost countries and consolidating to fewer locations. This may enable us to become more efficient and cost competitive, and also maintain tighter controls over the operation.

Production transfers, facility consolidations, and other long-term cost-cutting measures require us to initially incur significant severance and other exit costs. We have begun to realize the benefits of our restructuring through lower labor costs and other operating expenses, and expect to continue reaping these benefits in future periods. However, these programs to improve our profitability also involve certain risks which could materially impact our future operating results, as further detailed in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 16, 2017.

The Company recorded restructuring costs of $0.4 million and $1.3 million during the fiscal quarter and nine fiscal months ended September 30, 2017, respectively. Restructuring costs consist mainly of employee termination costs, including severance and statutory retirement allowances, and facility closure costs, and were incurred in connection with various cost reduction programs.

We are evaluating plans to further reduce our costs by consolidating additional manufacturing operations. These plans may require us to incur restructuring and severance costs in future periods. While streamlining and reducing fixed overhead, we are exercising caution so that we will not negatively impact our customer service, or our ability to further develop products and processes.

Goodwill

We test the goodwill in each of our reporting units for impairment at least annually, and whenever events or changes in circumstances occur indicating that a possible impairment may have been incurred. Determining whether to test goodwill for impairment, and the application of goodwill impairmenttests, require significant managementjudgment, including the identification of reporting units, assigning assets and liabilities to reporting units, assigninggoodwillto reporting units, and determining the fair value of each reporting unit. Changes in these estimates could materially affect the determination of fair value for each reporting unit. A slowdown or deferral of orders for a business, with which we have goodwill associated, could impact our valuation of that goodwill.

Foreign Currency

We are exposed to foreign currency exchange rate risks, particularly due to transactions in currencies other than the functional currencies of certain subsidiaries. U.S. GAAP requires that entities identify the “functional currency” of each of their subsidiaries and measure all elements of the financial statements in that functional currency. A subsidiary’s functional currency is the currency of the primary economic environment in which it operates. In cases where a subsidiary is relatively self-contained within a particular country, the local currency is generally deemed to be the functional currency. However, a foreign subsidiary that is a direct and integral component or extension of the parent company’s operations generally would have the parent company’s currency as its functional currency. We have subsidiaries that fall into each of these categories.

Foreign Subsidiaries which use the Local Currency as the Functional Currency

Our operations in Europe, Canada, and certain locations in Asia primarily generate and expend cash using local currencies, and accordingly, these subsidiaries utilize the local currency as their functional currency. For those subsidiaries where the local currency is the functional currency, assets and liabilities in the consolidated balance sheets have been translated at the rate of exchange as of the balance sheet date. Translation adjustments do not impact the results of operations and are reported as a separate component of equity.

For those subsidiaries where the local currency is the functional currency, revenues and expenses are translated at the average exchange rate for the period. While the translation of revenues and expenses into U.S. dollars does not directly impact the consolidated statement of operations, the translation effectively increases or decreases the U.S. dollar equivalent of revenues generated and expenses incurred in those foreign currencies.

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Foreign Subsidiaries which use the U.S. Dollar as the Functional Currency

Our operations in Israel and certain locations in Asia primarily generate cash in U.S. dollars, and accordingly, these subsidiaries utilize the U.S. dollar as their functional currency. For those foreign subsidiaries where the U.S. dollar is the functional currency, all foreign currency financial statement amounts are remeasured into U.S. dollars. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in the results of operations. While these subsidiaries transact most business in U.S. dollars, they may have significant costs, particularly related to payroll, which are incurred in the local currency.

For the fiscal quarter ended September 30, 2017, exchange rates increased net revenues by $0.6 million, and costs of products sold and selling, general, and administrative expenses by $1.5 million, when compared to the comparable prior year period. For the fiscal nine months ended September 30, 2017, exchange rates reduced net revenues by $1.9 million, and increased costs of products sold and selling, general, and administrative expenses by $0.3 million, when compared to the comparable prior year period.

Off-Balance Sheet Arrangements

As of September 30, 2017 and December 31, 2016, we did not have any off-balance sheet arrangements.

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Results of Operations

Statement of operations’ captions as a percentage of net revenues and the effective tax rates were as follows:

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Costs of products sold	61.4	%	62.8	%	61.3	%	63.6	%
Gross profit	38.6	%	37.2	%	38.7	%	36.4	%
Selling, general, and administrative expenses	29.5	%	31.0	%	30.0	%	31.6	%
Operating income	8.5	%	4.8	%	7.9	%	3.1	%
Income before taxes	10.5	%	4.1	%	7.8	%	2.7	%
Net earnings	6.9	%	2.0	%	5.4	%	2.0	%
Net earnings attributable to VPG stockholders	6.8	%	1.9	%	5.3	%	2.0	%
Effective tax rate	34.1	%	51.2	%	30.7	%	25.3	%

Net Revenues

Net revenues were as follows (dollars in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017			October 1, 2016		September 30, 2017			October 1, 2016
Net revenues	$	62,805		$	54,490	$	184,911		$	169,115
Change versus comparable prior year period	$	8,315				$	15,796
Percentage change versus prior year period	15.3		%			9.3		%

Changes in net revenues were attributable to the following:

	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	14.6	%	10.2	%
Change in average selling prices	(0.4	)%	(0.3	)%
Foreign currency effects	1.1	%	(1.3	)%
Acquisitions	—		0.7	%
Net change	15.3	%	9.3	%

During the fiscal quarter ended September 30, 2017, net revenues increased15.3% as compared to the comparable prior year period due to increased volume in all three reporting segments. During the fiscal nine months ended September 30, 2017, net revenues increased 9.3% as compared to the comparable prior year period. Volume increases from all three reporting segments and added revenues from the acquisition of Pacific, which was acquired on April 6, 2016, contributed to this improvement.

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Gross Profit Margin

Gross profit as a percentage of net revenues was as follows:

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Gross profit margin	38.6	%	37.2	%	38.7	%	36.4	%

The gross profit margin for the fiscal quarter ended September 30, 2017 increased 1.4% compared to the comparable prior year period. The Foil Technology Products segment had higher gross profit margins due to higher volume and manufacturing efficiencies. This improvement was partially offset by lower gross profit margin in the Force Sensors segment due to manufacturing inefficiencies related to increased production at our facility in India and lower gross profit margin in the Weighing and Control Systems segment due to product mix.

The gross profit margin for the nine fiscal months ended September 30, 2017 increased 2.3% compared to the comparable prior year period, mainly due to volume improvements in all reporting segments.

Segments

Analysis of revenues and gross profit margins for each of our reportable segments is provided below.

Foil Technology Products

Net revenues of the Foil Technology Products segment were as follows (dollars in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017			October 1, 2016		September 30, 2017			October 1, 2016
Net revenues	$	29,315		$	23,852	$	86,385		$	75,530
Change versus comparable prior year period	$	5,463				$	10,855
Percentage change versus prior year period	22.9		%			14.4		%

Changes in Foil Technology Products segment net revenues were attributable to the following:

	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	23.1	%	14.0	%
Change in average selling prices	(0.3	)%	(0.2	)%
Foreign currency effects	0.1	%	(0.9	)%
Acquisitions	—		1.5	%
Net change	22.9	%	14.4	%

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Net revenues increased 22.9% for the fiscal quarter ended September 30, 2017, as compared to the comparable prior year period due to higher revenue related to precision resistors products in the test and measurement market sector in all regions, higher revenues from advanced sensors products in the force measurements market sector in Asia, and higher revenues from Pacific products in the avionics, military and space market sector in the Americas.

Net revenues increased 14.4% for the nine fiscal months ended September 30, 2017, as compared to the comparable prior year period due to higher volume from precision resistor OEM customers in the test and measurement market sector in Asia and Europe, higher revenues from advanced sensors products in the force measurements market sector in Asia, and additional revenues from the acquisition of Pacific. This improvement was slightly offset by negative foreign currency impacts relating to the British pound and the Japanese yen.

Gross profit as a percentage of net revenues for the Foil Technology Products segment was as follows:

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Gross profit margin	41.7	%	36.2	%	41.7	%	38.5	%

The gross profit margin increased for the fiscal quarter ended September 30, 2017, when compared to the comparable prior year period due to higher volume and manufacturing efficiencies, partially offset by negative foreign currency impacts. The gross profit margin increased for the nine fiscal months ended September 30, 2017, when compared to the comparable prior year period due to higher volume and labor efficiencies partially offset by negative foreign currency impacts and higher fixed manufacturing costs.

Force Sensors

Net revenues of the Force Sensors segment were as follows (dollars in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017			October 1, 2016		September 30, 2017			October 1, 2016
Net revenues	$	16,596		$	15,231	$	47,720		$	45,465
Change versus comparable prior year period	$	1,365				$	2,255
Percentage change versus prior year period	9.0		%			5.0		%

Changes in Force Sensors segment net revenues were attributable to the following:

	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	8.9	%	6.7	%
Change in average selling prices	(1.2	)%	(1.0	)%
Foreign currency effects	1.3	%	(0.7	)%
Net change	9.0	%	5.0	%

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Net revenues increased 9.0% for the fiscal quarter ended September 30, 2017, as compared to the comparable prior year period, mainly due to higher volume with OEM customers in the precision weighing end market in Europe and positive foreign currency impacts relating mainly to the Euro.

Net revenues increased 5.0% for the nine fiscal months ended September 30, 2017, as compared to the comparable prior year period, mainly due to higher volume, partially offset by negative foreign currency impacts relating to the British pound.

Gross profit as a percentage of net revenues for the Force Sensors segment was as follows:

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Gross profit margin	28.6	%	31.0	%	27.2	%	26.2	%

The gross profit margin for the fiscal quarter ended September 30, 2017 decreased compared to the comparable prior year period as higher volume was offset by manufacturing inefficiencies related to increased production at our facility in India, and negative foreign currency impacts. The gross profit margin for the nine fiscal months ended September 30, 2017 increased from the comparable prior year period mainly due to higher volume and cost savings measures, including headcount reductions from plant closures and relocations.

Weighing and Control Systems

Net revenues of the Weighing and Control Systems segment were as follows (dollars in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017			October 1, 2016		September 30, 2017			October 1, 2016
Net revenues	$	16,894		$	15,407	$	50,806		$	48,120
Change versus comparable prior year period	$	1,487				$	2,686
Percentage change versus prior year period	9.7		%			5.6		%

Changes in Weighing and Control Systems segment net revenues were attributable to the following:

	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	7.4	%	7.6	%
Change in average selling prices	0.2	%	0.3	%
Foreign currency effects	2.1	%	(2.3	)%
Net change	9.7	%	5.6	%

Net revenues increased 9.7% for the fiscal quarter ended September 30, 2017, as compared to the comparable prior year period. Strong revenues from our on-board weighing products in Europe and the Americas were primarily responsible for the improvement in net revenues along with positive foreign currency impacts, mainly related to the Canadian dollar and the Euro.

Net revenues increased 5.6% for the nine fiscal months ended September 30, 2017, as compared to the comparable prior year period due mainly to improvements in the steel business in Asia. This increase was partially offset by negative foreign currency impacts, mainly related to the British pound and the Swedish krona.

Gross profit as a percentage of net revenues for the Weighing and Control Systems segment were as follows:

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Gross profit margin	43.1	%	44.9	%	44.4	%	42.7	%

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The gross profit margin for the fiscal quarter ended September 30, 2017 decreased 1.7% compared to the comparable prior year period, mainly due to product mix as improved revenues were generated from lower margin products.

The gross profit margin for the nine fiscal months endedSeptember 30, 2017 increased 1.5% compared to the comparable prior year period primarily due to higher volume from our steel business.

Selling, General, and Administrative Expenses

Selling, general, and administrative (“SG&A”) expenses are summarized as follows (dollars in thousands):

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Total SG&A expenses	$	18,525		$	16,917		$	55,551		$	53,409
as a percentage of net revenues	29.5		%	31.0		%	30.0		%	31.6		%

SG&A expenses for the fiscal quarter ended September 30, 2017 were higher compared to the comparable prior year period mainly due to higher personnel costs, including wage increases, bonus adjustments and incentive compensation. Additionally SGA expenses for the fiscal quarter ended October 1, 2016 included $1.1 million of strategic evaluation costs. SG&A expenses for the nine fiscal months ended September 30, 2017 were higher compared to the comparable prior year period mainly due to higher personnel costs, including wage increases, bonus adjustments and incentive compensation and additional SG&A expenses of $0.6 million associated with the operations of Pacific, which was acquired on April 6, 2016. Additionally SGA expenses for the fiscal nine fiscal months ended October 1, 2016 included $1.1 million of strategic evaluation costs.

Acquisition Costs

In connection with the acquisitions of Stress-Tek and Pacific, we recorded acquisition costs of $0.4 million in our consolidated condensed financial statements in the nine fiscal months ended October 1, 2016. No acquisition costs were incurred in the fiscal quarter or nine fiscal months ended September 30, 2017.

Restructuring Costs

Restructuring costs represent the cost reduction programs initiated by the Company. Restructuring costs are expensed during the period in which the Company determines it will incur those costs and all requirements for accrual are met. Because these costs are recorded based upon estimates, actual expenditures for the restructuring activities may differ from the initially recorded costs. If the initial estimates are too low or too high, the Company could be required to either record additional expense in future periods or to reverse part of the previously recorded charges.

Restructuring costs consist mainly of employee termination costs and facility closure costs, which were incurred in connection with various cost reduction programs. The restructuring expenses of $0.4 million and $1.3 million recorded for the fiscal quarter and nine fiscal months ended September 30, 2017, respectively, represent additional costs related to the previously announced cost reduction programs. During the nine fiscal months ended October 1, 2016, the Company recorded $1.6 million related to cost reduction plans initiated at locations in Europe, the U.S., and Canada, $0.4 million related to the closure of our Costa Rica facility, and $0.4 million related to the November 2015 global cost reduction plan.

Other Income (Expense)

Interest expense for the fiscal quarter and nine fiscal months ended September 30, 2017 was higher than interest expense in the comparable prior year periods, mainly due to higher debt associated with funding the acquisition of Pacific, which was completed on April 6, 2016.

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The following table analyzes the components of the line “Other” on the consolidated condensed statements of operations (in thousands):

	Fiscal quarter ended
	September 30, 2017		October 1, 2016			Change
Foreign exchange (loss) gain	$	169	$	(59	)	$	228
Interest income	47		42			5
Other	1,501		(27		)	1,528
	$	1,717	$	(44	)	$	1,761

	Nine fiscal months ended
	September 30, 2017			October 1, 2016			Change
Foreign exchange (loss) gain	$	(463	)	$	436		$	(899	)
Interest income	103			145			(42		)
Other	1,394			(230		)	1,624
	$	1,034		$	351		$	683

Foreign currency exchange gains and losses represent the impact of changes in foreign currency exchange rates. For the fiscal quarter ended September 30, 2017, the change in foreign exchange gains and losses during the period, as compared to the prior year period, is largely due to exposure to currency fluctuations with the Israeli shekel, the British pound, the Euro and the Canadian dollar. For the nine fiscal months ended September 30, 2017, the change in foreign exchange gains and losses during the period, as compared to the prior year period, is largely due to exposure to currency fluctuations with the Israeli shekel, the British pound, and the Canadian dollar. A substantial portion of the Canadian dollar currency fluctuation is due to the U.S. dollar denominated term facility maintained by our Canadian subsidiary.

Included in Other, for the fiscal quarter ended September 30, 2017 is net proceeds of $1.5 million related to a lease termination payment at the Tianjin, People's Republic of China location. The relocation of operations in Tianjin has been completed and the majority of the expenses associated with the move have been incurred.

Income Taxes

The effective tax rate for the fiscal quarter ended September 30, 2017 was 34.1% compared to 51.2% for the fiscal quarter ended October 1, 2016. The effective tax rate for the nine fiscal months ended September 30, 2017 was 30.7% compared to 25.3% for the nine fiscal months ended October 1, 2016. The tax rate in the current fiscal quarter is lower than the prior year fiscal quarter primarily because of higher earnings subject to tax in the current fiscal quarter which reduced the impact of losses on which no tax benefit is provided. The current year nine fiscal month tax rate is higher than the prior year nine fiscal month tax rate primarily because of a tax benefit recorded last year related to the release of a valuation allowance in connection with the acquisition of Pacific. This difference is partially offset by a 2017 foreign currency benefit from a foreign subsidiary with US dollars as its functional currency.

We evaluate our deferred income taxes quarterly to determine if valuation allowances are required or should be adjusted. We consider whether valuation allowances should be established against deferred tax assets based on all available evidence, both positive and negative, using a “more likely than not” standard. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carryforward periods, and our ability to identify feasible tax planning strategies. Deferred tax assets may not be recognized in jurisdictions where there is a history of cumulative losses, where there is no taxable income in the carryback period, where there is insufficient evidence to support future earnings and where there is no other positive evidence, such as the likely reversal of taxable temporary differences, that would result in the utilization of deferred tax assets.

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Financial Condition, Liquidity, and Capital Resources

We believe that our current cash and cash equivalents, credit facilities and projected cash from operations will be sufficient to meet our liquidity needs for at least the next 12 months.

In December 2015, we entered into a second amended and restated credit agreement. The terms of our credit agreement provide for the following facilities: (1) a secured revolving facility of $30.0 million (which may be increased by a maximum of $15.0 million at our request, subject to terms of the credit agreement), the proceeds of which can be used for working capital and general corporate purposes, with a sublimit of $10.0 million for letters of credit; (2) a secured closing date term facility of $4.5 million for the Company; (3) a secured delayed draw term facility of $11.0 million for the Company; and (4) a secured term facility of $9.5 million for Vishay Precision Group Canada ULC ("VPG Canada"), our Canadian subsidiary. The credit agreement terminates on December 30, 2020. The term loans are being repaid in quarterly installments.

According to our credit agreement, borrowings under all facilities bear interest at either, upon our option, (1) a base rate which is the greater of the agent’s prime rate, the Federal Funds rate, or a LIBOR floor, plus a margin of 0.25% or (2) LIBOR plus, depending upon our leverage ratio, an interest rate margin ranging from 2.00% to 3.00%. We are also required to pay a quarterly fee of 0.30% per annum to 0.50% per annum on the unused portion of the secured revolving facility, which is determined based on our leverage ratio each quarter. Additional customary fees apply with respect to letters of credit.

The obligations of VPG and the guarantors under our credit agreement are secured by substantially all the assets (excluding real estate) of VPG, and by pledges of stock in certain domestic and foreign subsidiaries, as well as guarantees by substantially all of our domestic subsidiaries and the assets (excluding real estate) of the guarantors. The VPG Canada term facility is secured by substantially all the assets of VPG Canada, and by a secured guarantee of VPG and our domestic subsidiaries. The credit agreement restricts us from paying cash dividends, and requires us to comply with other customary covenants, representations, and warranties, including the maintenance of specific financial ratios. The financial maintenance covenants include a tangible net worth ratio, a leverage ratio, and a fixed charges coverage ratio. We were in compliance with these covenants at September 30, 2017. If we are not in compliance with any of these covenant restrictions, the credit agreement could be terminated by the lenders, and all amounts outstanding pursuant to the credit agreement could become immediately payable.

During the second quarter of 2017, a holder of the Company's exchangeable notes exercised its option to exchange approximately $1.3 million principal amount of the notes for 57,729 shares of VPG common stock at a contractual put/call rate of $22.57. At July 1, 2017, we have outstanding exchangeable unsecured notes with a principal amount of approximately $2.8 million, which are exchangeable for an aggregate of 123,808 shares of VPG common stock. The maturity date of these notes is December 13, 2102.

Our other long-term debt is not significant and consists of zero percent interest rate debt held by our Japanese subsidiary of approximately $0.4 million at September 30, 2017 and $0.5 million at December 31, 2016.

Due to our strong product portfolio and market position, our business has historically generated operating cash flow. For the nine fiscal months ended September 30, 2017, cash provided by operating activities was $14.8 million. This is net of $2.1 million of restructuring payments made during the nine month period. Cash provided by operating activities for the nine fiscal months ended October 1, 2016 was $6.6 million.

As of September 30, 2017, our free cash was $10.9 million. We refer to the amount of cash provided by operating activities ($14.8 million) in excess of our capital expenditures ($4.4 million) and net of proceeds from the sale of assets ($0.5 million) as “free cash,” a measure which management uses to evaluate our ability to fund acquisitions and repay debt. Free cash is also used as a metric for certain of our performance-based equity compensation awards.

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The following table summarizes the components of net cash (debt) at September 30, 2017 and December 31, 2016(in thousands):

	September 30, 2017			December 31, 2016
Cash and cash equivalents	$	69,891		$	58,452
Third-party debt, including current and long-term:
Term loans	21,125			23,000
Revolving debt	9,000			9,000
Third-party debt held by Japanese subsidiary	432			509
Exchangeable notes, due 2102	2,794			4,097
Deferred financing costs	(369		)	(454		)
Total third-party debt	32,982			36,152
Net cash	$	36,909		$	22,300

Measurements such as “free cash” and “net cash (debt)” do not have uniform definitions and are not recognized in accordance with U.S. GAAP. Such measures should not be viewed as alternatives to U.S. GAAP measures of performance or liquidity. However, management believes that “free cash” is a meaningful measure of our ability to fund acquisitions and repay debt, as well as to measure performance under certain of our equity compensation awards. In addition, management believes that an analysis of “net cash (debt)” assists investors in understanding aspects of our cash and debt management. These measures, as calculated by us, may not be comparable to similarly titled measures used by other companies.

Approximately 94% and 83% of our cash and cash equivalents balance at September 30, 2017 and December 31, 2016, respectively, was held by our non-U.S. subsidiaries. If cash is repatriated to the United States, we could be subject to additional U.S. income taxes, state income taxes, incremental foreign income taxes, and withholding taxes payable to various foreign countries. See the following table for the percentage of cash and cash equivalents, by region, at September 30, 2017 and December 31, 2016:

	September 30, 2017		December 31, 2016
Israel	19	%	16	%
Asia	30	%	27	%
Europe	21	%	19	%
United States	6	%	17	%
United Kingdom	13	%	12	%
Canada	11	%	9	%
	100	%	100	%

Our financial condition as of September 30, 2017 remains strong, with a current ratio (current assets to current liabilities) of 3.9 to 1.0, as compared to a ratio of 4.2 to 1.0 at December 31, 2016.

Cash paid for property and equipment for the nine fiscal months ended September 30, 2017 was $4.4 million compared to $6.3 million in the comparable prior year period. Capital expenditures for the nine fiscal months ended September 30, 2017 are comprised of projects related to the normal maintenance of the business.

Safe Harbor Statement

From time to time, information provided by us, including but not limited to statements in this report, or other statements made by or on our behalf, may contain "forward-looking" information within the meaning 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, expected, estimated, or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions; difficulties or delays in completing acquisitions and integrating acquired

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companies (including the acquisitions of Stress-Tek and Pacific Instruments); the inability to realize anticipated synergies and expansion possibilities; difficulties in new product development; changes in competition and technology in the markets that we serve and the mix of our products required to address these changes; changes in foreign currency exchange rates; difficulties in implementing our cost reduction strategies, such as underutilization of production facilities, labor unrest or legal challenges to our lay-off or termination plans, operation of redundant facilities due to difficulties in transferring production to achieve efficiencies; and other factors affecting our operations, markets, products, services, and prices that are set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

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Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in the market risks previously disclosed in Part II, Item 7A “Quantitative and Qualitative Disclosures About Market Risk” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC on March 16, 2017.

Item 4.CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

An evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report to ensure that information required to be disclosed in reports that we file or submit under the Exchange Act are: (1) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms; and (2) accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

During our last fiscal quarter ended September 30, 2017, there was no change in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

-37-

PART II - OTHER INFORMATION

Item 1.LEGAL PROCEEDINGS

None.

Item 1A.RISK FACTORS

In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC on March 16, 2017. The risks described in our Form 10-K are not the only risks that we face. Additional risks not presently known to us, or that we do not currently consider significant, may also have an adverse effect on us. If any of the risks actually occur, our business, results of operations, cash flows or financial condition could suffer.

Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

Item 3.DEFAULTS UPON SENIOR SECURITIES

None.

Item 4.MINE SAFETY DISCLOSURES

Not applicable.

Item 5.OTHER INFORMATION

Not applicable.

-38-

Item 6.EXHIBITS

31.1	Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Ziv Shoshani, Chief Executive Officer.
31.2	Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – William M. Clancy, Chief Financial Officer.
32.1	Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Ziv Shoshani, Chief Executive Officer.
32.2	Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – William M. Clancy, Chief Financial Officer.
101	Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended September 30, 2017, furnished in XBRL (eXtensible Business Reporting Language).

-39-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

VISHAY PRECISION GROUP, INC.

/s/ William M. Clancy

William M. Clancy

Executive Vice President and Chief Financial Officer

(as a duly authorized officer and principal financial and accounting officer)

Date: November 8, 2017

-40-

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Ziv Shoshani, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Vishay Precision Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 8, 2017

/s/ Ziv Shoshani

Ziv Shoshani

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, William M. Clancy, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Vishay Precision Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 8, 2017

/s/ William M. Clancy

William M. Clancy

Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Vishay Precision Group, Inc. (the “Company”) on Form 10-Q for the fiscal quarter ended September 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Ziv Shoshani, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Ziv Shoshani

Ziv Shoshani

Chief Executive Officer

November 8, 2017

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Vishay Precision Group, Inc. (the “Company”) on Form 10-Q for the fiscal quarter ended September 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, William M. Clancy, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ William M. Clancy

William M. Clancy

Chief Financial Officer

November 8, 2017

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 07, 2017
Entity Registrant Name	Vishay Precision Group, Inc.
Entity Central Index Key	0001487952
Current Fiscal Year End Date	--09-30
Trading Symbol	VPG
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Amendment Flag	false
Common Stock
Entity Common Stock, Shares Outstanding		12,266,407
Class B Convertible Common Stock
Entity Common Stock, Shares Outstanding		1,025,158

XML

Consolidated Condensed Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Assets
Cash and cash equivalents	$ 69,891	$ 58,452
Accounts receivable, net	43,037	34,270
Inventories:
Raw materials	16,487	15,647
Work in process	22,215	21,115
Finished goods	20,561	19,559
Inventories, net	59,263	56,321
Prepaid expenses and other current assets	9,923	6,831
Total current assets	182,114	155,874
Property and equipment, at cost:
Land	3,428	3,344
Buildings and improvements	49,491	48,454
Machinery and equipment	92,521	89,080
Software	7,787	7,441
Construction in progress	2,338	4,340
Accumulated depreciation	(101,964)	(97,374)
Property and equipment, net	53,601	55,285
Goodwill	19,228	18,717
Intangible assets, net	21,025	21,585
Other assets	19,751	19,049
Total assets	295,719	270,510
Liabilities and equity
Trade accounts payable	9,673	8,264
Payroll and related expenses	14,992	11,978
Other accrued expenses	15,615	13,285
Income taxes	3,193	772
Current portion of long-term debt	2,965	2,623
Total current liabilities	46,438	36,922
Long-term debt, less current portion	30,017	33,529
Deferred income taxes	809	735
Other liabilities	13,793	13,054
Accrued pension and other postretirement costs	15,161	14,713
Total liabilities	106,218	98,953
Commitments and contingencies
Equity:
Common stock	1,288	1,278
Treasury stock	(8,765)	(8,765)
Capital in excess of par value	192,364	190,373
Retained earnings	38,600	28,731
Accumulated other comprehensive loss	(34,278)	(40,337)
Total Vishay Precision Group, Inc. stockholders' equity	189,312	171,383
Noncontrolling interests	189	174
Total equity	189,501	171,557
Total liabilities and equity	295,719	270,510
Class B Convertible Common Stock
Equity:
Common stock	$ 103	$ 103

XML

Consolidated Condensed Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Income Statement [Abstract]
Net revenues	$ 62,805	$ 54,490	$ 184,911	$ 169,115
Costs of products sold	38,538	34,225	113,368	107,580
Gross profit	24,267	20,265	71,543	61,535
Selling, general, and administrative expenses	18,525	16,917	55,551	53,409
Acquisition costs	0	0	0	414
Restructuring costs	423	709	1,292	2,395
Operating income	5,319	2,639	14,700	5,317
Other income (expense):
Interest expense	(472)	(377)	(1,392)	(1,076)
Other	1,717	(44)	1,034	351
Other income (expense) - net	1,245	(421)	(358)	(725)
Income before taxes	6,564	2,218	14,342	4,592
Income tax expense	2,239	1,135	4,398	1,164
Net earnings	4,325	1,083	9,944	3,428
Less: net earnings attributable to noncontrolling interests	70	32	75	29
Net earnings attributable to VPG stockholders	$ 4,255	$ 1,051	$ 9,869	$ 3,399
Basic earnings per share attributable to VPG stockholders (dollars per share)	$ 0.32	$ 0.08	$ 0.74	$ 0.26
Diluted earnings per share attributable to VPG stockholders (dollars per share)	$ 0.32	$ 0.08	$ 0.73	$ 0.25
Weighted average shares outstanding - basic	13,291	13,192	13,253	13,185
Weighted average shares outstanding - diluted	13,470	13,422	13,452	13,409

XML

Consolidated Condensed Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Statement of Comprehensive Income [Abstract]
Net earnings	$ 4,325	$ 1,083	$ 9,944	$ 3,428
Other comprehensive income (loss):
Foreign currency translation adjustment	2,285	(496)	6,119	167
Pension and other postretirement actuarial items, net of tax	(29)	130	(60)	503
Other comprehensive income (loss)	2,256	(366)	6,059	670
Total comprehensive income	6,581	717	16,003	4,098
Less: comprehensive income attributable to noncontrolling interests	70	32	75	29
Comprehensive income attributable to VPG stockholders	$ 6,511	$ 685	$ 15,928	$ 4,069

XML

Consolidated Condensed Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016
Operating activities
Net earnings	$ 9,944	$ 3,428
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	7,977	8,416
Gain on disposal of property and equipment	(193)	(24)
Share-based compensation expense	959	465
Inventory write-offs for obsolescence	1,662	1,410
Deferred income taxes	264	(1,537)
Other	(907)	(862)
Net changes in operating assets and liabilities:
Accounts receivable, net	(7,030)	2,139
Inventories, net	(3,280)	(2,891)
Prepaid expenses and other current assets	(2,937)	(1,848)
Trade accounts payable	1,176	453
Other current liabilities	7,166	(2,572)
Net cash provided by operating activities	14,801	6,577
Investing activities
Capital expenditures	(4,366)	(6,266)
Proceeds from sale of property and equipment	442	316
Purchase of business	0	(10,727)
Net cash used in investing activities	(3,924)	(16,677)
Financing activities
Principal payments on long-term debt and capital leases	(1,971)	(1,599)
Proceeds from revolving facility	27,000	17,000
Payments on revolving facility	(27,000)	(12,000)
Distributions to noncontrolling interests	(60)	(12)
Payments of employee taxes on certain share-based arrangements	(303)	(85)
Net cash (used in) provided by financing activities	(2,334)	3,304
Effect of exchange rate changes on cash and cash equivalents	2,896	288
Increase (decrease) in cash and cash equivalents	11,439	(6,508)
Cash and cash equivalents at beginning of period	58,452	62,641
Cash and cash equivalents at end of period	69,891	56,133
Supplemental disclosure of non-cash financing transactions:
Conversion of exchangeable notes to common stock	$ (1,303)	$ 0

XML

Consolidated Condensed Statement of Equity - USD ($) $ in Thousands	Total	Common Stock	Class B Convertible Common Stock	Treasury Stock	Capital in Excess of Par Value	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Total VPG, Inc. Stockholders' Equity	Noncontrolling Interests
Balance, beginning at Dec. 31, 2015							$ (33,121)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	$ 3,428
Common stock issuance from conversion of exchangeable notes (57,729 shares)	0
Balance, ending at Oct. 01, 2016							(32,451)
Balance, beginning at Dec. 31, 2016	171,557	$ 1,278	$ 103	$ (8,765)	$ 190,373	$ 28,731	(40,337)	$ 171,383	$ 174
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	9,944					9,869		9,869	75
Other comprehensive income	6,059						6,059	6,059
Share-based compensation expense	959				959			959
Restricted stock issuances (41,322 shares)	(261)	4			(265)			(261)
Common stock issuance from conversion of exchangeable notes (57,729 shares)	1,303	6			1,297			1,303
Distributions to noncontrolling interests	(60)								(60)
Balance, ending at Sep. 30, 2017	$ 189,501	$ 1,288	$ 103	$ (8,765)	$ 192,364	$ 38,600	$ (34,278)	$ 189,312	$ 189

XML

Consolidated Condensed Statement of Equity (Parenthetical) - Common Stock	9 Months Ended
	Sep. 30, 2017 shares
Restricted stock issuances, shares	41,322
Common stock issuance from conversion of exchangeable notes, shares	57,729

XML

Basis of Presentation

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

Background

Vishay Precision Group, Inc. (“VPG” or the “Company”) is an internationally recognized designer, manufacturer and marketer of sensors, and sensor-based measurement systems, as well as specialty resistors and strain gages based upon the Company's proprietary technology. The Company provides precision products and solutions, many of which are “designed-in” by its customers, specializing in the growing markets of stress, force, weight, pressure, and current measurements.

Interim Financial Statements

These unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial statements and therefore do not include all information and footnotes necessary for the presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of December 31, 2016 and 2015 and for each of the three years in the period ended December 31, 2016, included in VPG’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC on March 16, 2017. The results of operations for the fiscal quarter ended September 30, 2017 are not necessarily indicative of the results to be expected for the full year. VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2017 and 2016 end on the following dates: 

	2017	2016
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Recent Accounting Pronouncements

In May 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09, “Scope of Modification Accounting”. This ASU clarifies which changes to the terms or conditions of a share-based payment award will require modification accounting. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2017, the FASB issued ASU No. 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”.  This ASU requires the service cost component of net periodic benefit cost to be presented in the same income statement line item as other employee compensation costs. All other components of the net periodic benefit cost will be presented outside of operating income. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The ASU will result in the reclassification of non-service costs components from Cost of products sold and Selling, general and administrative expenses to Other income (expense) - other. For the year ended December 31, 2016, the Company estimates the new standard would have increased Operating income by approximately $0.5 million with an offsetting increase in Other income (expense).

In January 2017, the FASB issued ASU No. 2017‑04, “Simplifying the Test for Goodwill Impairment.” This ASU eliminates the requirement to calculate the implied fair value of goodwill (second step) to measure a goodwill impairment charge. Under the guidance, an impairment charge will be measured based on the excess of the reporting unit’s carrying amount over its fair value (first step). The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In January 2017, FASB issued ASU No. 2017‑01, “Clarifying the Definition of a Business.” This ASU provides a more robust framework to determine when a set of assets and activities constitutes a business.  The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and will be applied prospectively to any transactions occurring within the period of adoption and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In August 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” This ASU is intended to clarify the presentation of certain cash receipts and payments within the statement of cash flows.  The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2017.  Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2016, the FASB issued ASU No. 2016-09,"Improvements to Employee Share-Based Payment Accounting." This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company prospectively adopted this ASU effective January 1, 2017. For the fiscal quarter and nine fiscal months ended September 30, 2017, the tax benefit within income tax expense for the tax effect of share-based payment transactions was not material. Prior to adoption, this amount would have been recorded as a component of Capital in excess of par value. The Company elected to change its accounting policy to recognize forfeitures as they occur.  As a result of this change, there was no cumulative-effect adjustment to retained earnings.  For the fiscal quarter and nine fiscal months ended September 30, 2017, the Company excluded excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share and the related increase in the Company’s diluted weighted average commons shares outstanding was not significant.

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases.  The core principle of this ASU will require lessees to present the assets and liabilities that arise from leases on their balance sheets.  The ASU is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted.  The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330),"which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company prospectively adopted this ASU effective January 1, 2017 and the adoption did not have a significant impact on the Company’s consolidated condensed financial statements.

In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," and modified the standard thereafter. The objective of the ASU is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that will supersede most current revenue recognition guidance.  The basis of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.

The ASU will affect the timing of certain revenue related transactions primarily resulting in earlier recognition of revenue for contracts related to our steel products. The Company expects to adopt the ASU effective January 1, 2018 on a modified retrospective basis through a cumulative adjustment to equity. Upon adoption of the ASU, the Company does not expect the cumulative adjustment to equity to have a material impact to the consolidated financial statements. The estimate is subject to change based on the contracts outstanding as of the effective date of the ASU. The Company will continue to monitor the overall impact the adoption of this ASU will have on the consolidated results of operations, financial position, cash flows and financial statement disclosures to facilitate adoption by January 1, 2018.

XML

Goodwill

9 Months Ended

Sep. 30, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill

The change in the carrying amount of goodwill by segment is as follows (in thousands):

	Total		Weighing and Control Systems Segment				Foil Technology Products Segment
			KELK Acquisition		Stress-Tek Acquisition		Pacific Acquisition
Balance at December 31, 2016	$	18,717	$	6,364	$	6,311	$	6,042
Foreign currency translation adjustment	511		511		—		—
Balance at September 30, 2017	$	19,228	$	6,875	$	6,311	$	6,042

XML

Restructuring Costs

9 Months Ended

Sep. 30, 2017

Restructuring and Related Activities [Abstract]

Restructuring Costs

Restructuring Costs

Restructuring costs represent the cost reduction programs initiated by the Company. Restructuring costs are expensed during the period in which the Company determines it will incur those costs and all requirements for accrual are met. Because these costs are recorded based upon estimates, actual expenditures for the restructuring activities may differ from the initially recorded costs. If the initial estimates are too low or too high, the Company could be required to either record additional expense in future periods or to reverse part of the previously recorded charges.

The Company recorded aggregate restructuring costs of $0.4 million and $0.7 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $1.3 million and $2.4 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively.

Restructuring costs consist mainly of employee termination costs and facility closure costs, which were incurred in connection with various cost reduction programs. The restructuring expenses recorded for the nine fiscal months ended September 30, 2017, represent additional costs related to the previously announced cost reduction programs. During the nine fiscal months ended October 1, 2016, the Company recorded $1.6 million related to cost reduction plans initiated at locations in Europe, the United States, and Canada, $0.4 million related to the closure of our Costa Rica facility, and $0.4 million related to the November 2015 global cost reduction plan.

The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of September 30, 2017 and December 31, 2016, respectively, is included in other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands):

Balance at December 31, 2016	$	1,333
Restructuring costs in 2017	1,292
Cash payments	(2,070		)
Foreign currency translation	1
Balance at September 30, 2017	$	556

XML

Income Taxes

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate for the fiscal quarter ended September 30, 2017 was 34.1% compared to 51.2% for the fiscal quarter ended October 1, 2016. The effective tax rate for the nine fiscal months ended September 30, 2017 was 30.7% compared to 25.3% for the nine fiscal months ended October 1, 2016. The tax rate in the current fiscal quarter is lower than the prior year fiscal quarter primarily because of higher earnings subject to tax in the current fiscal quarter which reduced the impact of losses on which no tax benefit is provided. The current year nine fiscal month tax rate is higher than the prior year nine fiscal month tax rate primarily because of a tax benefit recorded last year related to the release of a valuation allowance in connection with the acquisition of Pacific. This difference is partially offset by a 2017 foreign currency benefit from a foreign subsidiary with U.S. dollars as its functional currency.

The Company and its subsidiaries are subject to income taxes in the United States. and numerous foreign jurisdictions. Significant judgment is required in evaluating the Company’s tax positions and determining the provision for income taxes. During the ordinary course of business, there are transactions and calculations for which the ultimate tax determination is uncertain. VPG establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes will be due. These reserves are established when VPG believes that certain positions might be challenged despite its belief that the tax return positions are supportable. VPG adjusts these reserves in light of changing facts and circumstances and the provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate. Penalties and tax-related interest expense are reported as a component of income tax expense. The Company anticipates a reduction in the liability for unrecognized tax benefits between $0.1 million to $0.3 million within twelve months of the balance sheet date due to cash payments and the potential for the expiration of statutes of limitation in certain jurisdictions.

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Long-Term Debt

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Long-Term Debt

Long-Term Debt

Long-term debt consists of the following (in thousands):

	September 30, 2017			December 31, 2016
2015 Credit Agreement - Revolving Facility	$	9,000		$	9,000
2015 Credit Agreement - U.S. Closing Date Term Facility	3,780			4,128
2015 Credit Agreement - U.S. Delayed Draw Term Facility	9,240			10,092
2015 Credit Agreement - Canadian Term Facility	8,105			8,780
Exchangeable Unsecured Notes, due 2102	2,794			4,097
Other debt	432			509
Deferred financing costs	(369		)	(454		)
Total long-term debt	32,982			36,152
Less: current portion	2,965			2,623
Long-term debt, less current portion	$	30,017		$	33,529

Exchangeable Unsecured Notes, due 2102

Effective May 12, 2017, a holder of the Company's exchangeable notes exercised its option to exchange approximately $1.3 million principal amount of the notes for 57,729 shares of VPG common stock at a contractual put/call rate of $22.57. Following this transaction, VPG has outstanding exchangeable unsecured notes with a principal amount of approximately $2.8 million, which are exchangeable for an aggregate of 123,808 shares of VPG common stock.

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Accumulated Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2017

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2017	$	(33,192	)	$	(7,145	)	$	(40,337	)
Other comprehensive income before reclassifications	6,119			—			6,119
Amounts reclassified from accumulated other comprehensive income (loss)	—			(60		)	(60		)
Balance at September 30, 2017	$	(27,073	)	$	(7,205	)	$	(34,278	)

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2016	$	(28,704	)	$	(4,417	)	$	(33,121	)
Other comprehensive loss before reclassifications	167			—			167
Amounts reclassified from accumulated other comprehensive income (loss)	—			503			503
Balance at October 1, 2016	$	(28,537	)	$	(3,914	)	$	(32,451	)

Reclassifications of pension and other postretirement actuarial items out of accumulated other comprehensive income (loss) are included in the computation of net periodic benefit cost (see Note 7).

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Pensions and Other Postretirement Benefits

9 Months Ended

Sep. 30, 2017

Retirement Benefits [Abstract]

Pension and Other Postretirement Benefits

Pension and Other Postretirement Benefits

Employees of VPG participate in various defined benefit pension and other postretirement benefit ("OPEB") plans.

The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):

	Fiscal quarter ended   September 30, 2017					Fiscal quarter ended   October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	119		$	28	$	101		$	25
Interest cost	167			35		192			33
Expected return on plan assets	(133		)	—		(153		)	—
Amortization of actuarial losses	114			28		48			19
Net periodic benefit cost	$	267		$	91	$	188		$	77

	Nine fiscal months ended September 30, 2017					Nine fiscal months ended October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	355		$	84	$	307		$	75
Interest cost	495			105		602			97
Expected return on plan assets	(395		)	—		(486		)	—
Amortization of actuarial losses	338			84		151			57
Net periodic benefit cost	$	793		$	273	$	574		$	229

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Share-Based Compensation

9 Months Ended

Sep. 30, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

Share-Based Compensation

The Amended and Restated Vishay Precision Group, Inc. Stock Incentive Program (as amended and restated, the “Plan”) permits the issuance of up to 1,000,000 shares of common stock. At September 30, 2017, the Company had reserved 256,730 shares of common stock for future grants of equity awards (restricted stock, unrestricted stock, restricted stock units ("RSUs"), or stock options) pursuant to the Plan. If any outstanding awards are forfeited by the holder or canceled by the Company, the underlying shares would be available for re-grant to others.

On February 9, 2017, VPG’s three current executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards were comprised of 53,913 RSUs, as determined using the average of the closing stock prices of the Company's common stock for the last five trading days immediately preceding January 1, 2017 and have an aggregate grant-date fair value of $0.9 million. Twenty-five percent of these awards will vest on January 1, 2020, subject to the executives’ continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the satisfaction of certain performance objectives relating to three-year cumulative “free cash” and net earnings goals, each weighted equally, and the executives' continued employment.

On March 23, 2017, certain VPG employees were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate grant-date fair value of $0.4 million and were comprised of 23,921 RSUs. Twenty-five percent of these awards will vest on January 1, 2020 subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2020, subject to the satisfaction of certain performance objectives relating to three-year cumulative earnings and cash flow goals, and the employees' continued employment.

On May 25, 2017, the Board of Directors approved the issuance of an aggregate of 15,495 RSUs to the independent board members of the Board of Directors and to the non-executive Chairman of the Board of Directors. The awards have an aggregate grant-date fair value of $0.3 million and will vest on the earlier of the next Annual Stockholders meeting or May 25, 2018, subject to the directors' continued service on the Board of Directors.

On July 26, 2017, the Board of Directors approved the issuance of an aggregate of 5,176 RSUs to newly appointed board members of the Board of Directors. These awards represented a pro-rated portion of the annual equity grant made to non-executive directors pursuant to the Plan. The aggregate grant-date fair value of this award was $0.1 million and will vest on the earlier of the next Annual Stockholders meeting or May 25, 2018.

The amount of compensation cost related to share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. VPG determines compensation cost for RSUs based on the grant-date fair value of the underlying common stock. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. The following table summarizes share-based compensation expense recognized (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017		October 1, 2016
Restricted stock units	$	467	$	(83	)	$	959	$	465

During the third quarter of 2017, the Company recorded an increase to share-based compensation expense of $0.2 million based upon a determination that achievement of certain performance objectives associated with awards granted in 2015 to executives and certain other employees were likely to be met. Share based compensation expense related to these performance objectives had been reduced in prior years.

During the third quarter of 2016, it was determined that certain performance objectives associated with awards granted in 2014, 2015 and 2016, to executives and certain other employees were not likely to be fully met. As a result, share-based compensation expense of $0.5 million was reversed based on anticipated performance levels at that time.

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Segment Information

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Segment Information

Segment Information

VPG reports in three product segments: the Foil Technology Products segment, the Force Sensors segment, and the Weighing and Control Systems segment. The Foil Technology Products reporting segment is comprised of the foil resistor and strain gage operating segments. The Force Sensors reporting segment is comprised of transducers, load cells and modules. The Weighing and Control Systems reporting segment is comprised of instruments, complete systems for process control, and on-board weighing applications.

VPG evaluates reporting segment performance based on multiple performance measures including revenues, gross profits and operating income, exclusive of certain items. Management believes that evaluating segment performance, excluding items such as restructuring costs, acquisition costs, and other items is meaningful because it provides insight with respect to the intrinsic operating results of VPG. The following table sets forth reporting segment information (in thousands):

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Net third-party revenues:
Foil Technology Products	$	29,315		$	23,852		$	86,385		$	75,530
Force Sensors	16,596			15,231			47,720			45,465
Weighing and Control Systems	16,894			15,407			50,806			48,120
Total	$	62,805		$	54,490		$	184,911		$	169,115
Gross profit:
Foil Technology Products	$	12,235		$	8,639		$	36,009		$	29,092
Force Sensors	4,746			4,716			12,964			11,903
Weighing and Control Systems	7,286			6,910			22,570			20,540
Total	$	24,267		$	20,265		$	71,543		$	61,535
Reconciliation of segment operating income to consolidated results:
Foil Technology Products	$	6,894		$	3,894		$	19,811		$	14,839
Force Sensors	2,564			2,865			6,242			5,481
Weighing and Control Systems	2,992			2,997			9,691			7,114
Unallocated G&A expenses	(6,708		)	(6,408		)	(19,752		)	(19,308		)
Acquisition costs	—			—			—			(414		)
Restructuring costs	(423		)	(709		)	(1,292		)	(2,395		)
Consolidated condensed operating income	$	5,319		$	2,639		$	14,700		$	5,317
Acquisition costs:
Foil Technology Products	$	—		$	—		$	—		$	(391	)
Weighing and Control Systems	—			—			—			(23		)
	$	—		$	—		$	—		$	(414	)
Restructuring costs:
Foil Technology Products	$	53		$	(416	)	$	(85	)	$	(1,134	)
Force Sensors	(142		)	(78		)	(404		)	(379		)
Weighing and Control Systems	(79		)	(192		)	(366		)	(724		)
Corporate/Other	(255		)	(23		)	(437		)	(158		)
	$	(423	)	$	(709	)	$	(1,292	)	$	(2,395	)

Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. Intersegment sales from the Foil Technology Products segment to the Force Sensors segment and Weighing and Control Systems segment were $0.5 million and $0.8 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively and $1.8 million and $1.9 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively. Intersegment sales from the Force Sensors segment to the Foil Technology Products segment and Weighing and Control Systems segment were $0.3 million and $0.5 million during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $1.0 million and $1.5 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively. Intersegment sales from the Weighing and Control Systems segment to the Force Sensors segment were $0.4 million and $0.2 million, during the fiscal quarters ended September 30, 2017 and October 1, 2016, respectively, and $0.7 million and $0.7 million during the nine fiscal months ended September 30, 2017 and October 1, 2016, respectively.

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Earnings Per Share

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

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

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	4,255	$	1,051	$	9,869	$	3,399
Adjustment to the numerator for net earnings:
Interest savings assuming conversion of dilutive exchangeable notes, net of tax	6		4		18		12
Numerator for diluted earnings per share:
Net earnings attributable to VPG stockholders	$	4,261	$	1,055	$	9,887	$	3,411
Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,291		13,192		13,253		13,185
Effect of dilutive securities:
Exchangeable notes	124		181		152		181
Restricted stock units	55		49		47		43
Dilutive potential common shares	179		230		199		224
Denominator for diluted earnings per share:
Adjusted weighted average shares	13,470		13,422		13,452		13,409
Basic earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.74	$	0.26
Diluted earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.73	$	0.25

Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands):

	Fiscal quarter ended		Nine fiscal months ended
	September 30, 2017	October 1, 2016	September 30, 2017	October 1, 2016
Weighted average employee stock options	—	18	—	18

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Additional Financial Statement Information

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Additional Financial Statement Information

Additional Financial Statement Information

The caption “other” on the consolidated condensed statements of operations consists of the following (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017			October 1, 2016
Foreign exchange gain (loss)	$	169	$	(59	)	$	(463	)	$	436
Interest income	47		42			103			145
Other	1,501		(27		)	1,394			(230		)
	$	1,717	$	(44	)	$	1,034		$	351

Included within Other, for the fiscal quarter ended September 30, 2017, is net proceeds of $1.5 million related to a lease termination payment at the Company's Tianjin, People's Republic of China location. The relocation of operations in Tianjin has been completed and the majority of the expenses associated with the move have been incurred.

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Fair Value Measurements

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement, establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs that reflect the Company’s own assumptions.

An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):

			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
September 30, 2017
Assets
Assets held in rabbi trusts	$	4,899	$	378	$	4,521	$	—
December 31, 2016
Assets
Assets held in rabbi trusts	$	4,772	$	537	$	4,235	$	—

The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale money market funds at September 30, 2017 and December 31, 2016, and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the marketable securities held in the rabbi trust is considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy.

The fair value of the long-term debt, excluding capitalized deferred financing costs, at September 30, 2017 and December 31, 2016 is approximately $33.8 million and $36.0 million, respectively, compared to its carrying value, excluding capitalized deferred financing costs, of $33.0 million and $36.2 million, respectively. The Company estimates the fair value of its long-term debt using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates. The fair value of long-term debt is considered a Level 2 measurement within the fair value hierarchy. The Company’s financial instruments include cash and cash equivalents whose carrying amounts reported in the consolidated condensed balance sheets approximate their fair values.

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Basis of Presentation (Policies)

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In May 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09, “Scope of Modification Accounting”. This ASU clarifies which changes to the terms or conditions of a share-based payment award will require modification accounting. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2017, the FASB issued ASU No. 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”.  This ASU requires the service cost component of net periodic benefit cost to be presented in the same income statement line item as other employee compensation costs. All other components of the net periodic benefit cost will be presented outside of operating income. The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and early adoption is permitted. The ASU will result in the reclassification of non-service costs components from Cost of products sold and Selling, general and administrative expenses to Other income (expense) - other. For the year ended December 31, 2016, the Company estimates the new standard would have increased Operating income by approximately $0.5 million with an offsetting increase in Other income (expense).

In January 2017, the FASB issued ASU No. 2017‑04, “Simplifying the Test for Goodwill Impairment.” This ASU eliminates the requirement to calculate the implied fair value of goodwill (second step) to measure a goodwill impairment charge. Under the guidance, an impairment charge will be measured based on the excess of the reporting unit’s carrying amount over its fair value (first step). The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In January 2017, FASB issued ASU No. 2017‑01, “Clarifying the Definition of a Business.” This ASU provides a more robust framework to determine when a set of assets and activities constitutes a business.  The amendments in this ASU are effective for interim and annual reporting periods beginning after December 15, 2017 and will be applied prospectively to any transactions occurring within the period of adoption and early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In August 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” This ASU is intended to clarify the presentation of certain cash receipts and payments within the statement of cash flows.  The amendments in this ASU are effective for interim and annual periods beginning after December 15, 2017.  Early adoption is permitted. The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In March 2016, the FASB issued ASU No. 2016-09,"Improvements to Employee Share-Based Payment Accounting." This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company prospectively adopted this ASU effective January 1, 2017. For the fiscal quarter and nine fiscal months ended September 30, 2017, the tax benefit within income tax expense for the tax effect of share-based payment transactions was not material. Prior to adoption, this amount would have been recorded as a component of Capital in excess of par value. The Company elected to change its accounting policy to recognize forfeitures as they occur.  As a result of this change, there was no cumulative-effect adjustment to retained earnings.  For the fiscal quarter and nine fiscal months ended September 30, 2017, the Company excluded excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share and the related increase in the Company’s diluted weighted average commons shares outstanding was not significant.

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases.  The core principle of this ASU will require lessees to present the assets and liabilities that arise from leases on their balance sheets.  The ASU is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted.  The Company is evaluating the new standard to determine the impact on the Company’s consolidated condensed financial statements.

In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330),"which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company prospectively adopted this ASU effective January 1, 2017 and the adoption did not have a significant impact on the Company’s consolidated condensed financial statements.

In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," and modified the standard thereafter. The objective of the ASU is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that will supersede most current revenue recognition guidance.  The basis of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.

The ASU will affect the timing of certain revenue related transactions primarily resulting in earlier recognition of revenue for contracts related to our steel products. The Company expects to adopt the ASU effective January 1, 2018 on a modified retrospective basis through a cumulative adjustment to equity. Upon adoption of the ASU, the Company does not expect the cumulative adjustment to equity to have a material impact to the consolidated financial statements. The estimate is subject to change based on the contracts outstanding as of the effective date of the ASU. The Company will continue to monitor the overall impact the adoption of this ASU will have on the consolidated results of operations, financial position, cash flows and financial statement disclosures to facilitate adoption by January 1, 2018.

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Basis of Presentation (Tables)

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Fiscal Quarters

The four fiscal quarters in 2017 and 2016 end on the following dates: 

	2017	2016
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

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Goodwill (Tables)

9 Months Ended

Sep. 30, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The change in the carrying amount of goodwill by segment is as follows (in thousands):

	Total		Weighing and Control Systems Segment				Foil Technology Products Segment
			KELK Acquisition		Stress-Tek Acquisition		Pacific Acquisition
Balance at December 31, 2016	$	18,717	$	6,364	$	6,311	$	6,042
Foreign currency translation adjustment	511		511		—		—
Balance at September 30, 2017	$	19,228	$	6,875	$	6,311	$	6,042

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Restructuring Costs (Tables)

9 Months Ended

Sep. 30, 2017

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs

The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of September 30, 2017 and December 31, 2016, respectively, is included in other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands):

Balance at December 31, 2016	$	1,333
Restructuring costs in 2017	1,292
Cash payments	(2,070		)
Foreign currency translation	1
Balance at September 30, 2017	$	556

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Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consists of the following (in thousands):

	September 30, 2017			December 31, 2016
2015 Credit Agreement - Revolving Facility	$	9,000		$	9,000
2015 Credit Agreement - U.S. Closing Date Term Facility	3,780			4,128
2015 Credit Agreement - U.S. Delayed Draw Term Facility	9,240			10,092
2015 Credit Agreement - Canadian Term Facility	8,105			8,780
Exchangeable Unsecured Notes, due 2102	2,794			4,097
Other debt	432			509
Deferred financing costs	(369		)	(454		)
Total long-term debt	32,982			36,152
Less: current portion	2,965			2,623
Long-term debt, less current portion	$	30,017		$	33,529

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Accumulated Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2017

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2017	$	(33,192	)	$	(7,145	)	$	(40,337	)
Other comprehensive income before reclassifications	6,119			—			6,119
Amounts reclassified from accumulated other comprehensive income (loss)	—			(60		)	(60		)
Balance at September 30, 2017	$	(27,073	)	$	(7,205	)	$	(34,278	)

	Foreign Currency Translation Adjustment			Pension and Other Postretirement Actuarial Items			Total
Balance at January 1, 2016	$	(28,704	)	$	(4,417	)	$	(33,121	)
Other comprehensive loss before reclassifications	167			—			167
Amounts reclassified from accumulated other comprehensive income (loss)	—			503			503
Balance at October 1, 2016	$	(28,537	)	$	(3,914	)	$	(32,451	)

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Pensions and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2017

Retirement Benefits [Abstract]

Schedule of Net Pension and Other Retirement Plan Costs

The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):

	Fiscal quarter ended   September 30, 2017					Fiscal quarter ended   October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	119		$	28	$	101		$	25
Interest cost	167			35		192			33
Expected return on plan assets	(133		)	—		(153		)	—
Amortization of actuarial losses	114			28		48			19
Net periodic benefit cost	$	267		$	91	$	188		$	77

	Nine fiscal months ended September 30, 2017					Nine fiscal months ended October 1, 2016
	Pension Plans			OPEB Plans		Pension Plans			OPEB Plans
Net service cost	$	355		$	84	$	307		$	75
Interest cost	495			105		602			97
Expected return on plan assets	(395		)	—		(486		)	—
Amortization of actuarial losses	338			84		151			57
Net periodic benefit cost	$	793		$	273	$	574		$	229

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Share-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-based Compensation Expense

The following table summarizes share-based compensation expense recognized (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017		October 1, 2016
Restricted stock units	$	467	$	(83	)	$	959	$	465

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Schedule of Segment Reporting

The following table sets forth reporting segment information (in thousands):

	Fiscal quarter ended						Nine fiscal months ended
	September 30, 2017			October 1, 2016			September 30, 2017			October 1, 2016
Net third-party revenues:
Foil Technology Products	$	29,315		$	23,852		$	86,385		$	75,530
Force Sensors	16,596			15,231			47,720			45,465
Weighing and Control Systems	16,894			15,407			50,806			48,120
Total	$	62,805		$	54,490		$	184,911		$	169,115
Gross profit:
Foil Technology Products	$	12,235		$	8,639		$	36,009		$	29,092
Force Sensors	4,746			4,716			12,964			11,903
Weighing and Control Systems	7,286			6,910			22,570			20,540
Total	$	24,267		$	20,265		$	71,543		$	61,535
Reconciliation of segment operating income to consolidated results:
Foil Technology Products	$	6,894		$	3,894		$	19,811		$	14,839
Force Sensors	2,564			2,865			6,242			5,481
Weighing and Control Systems	2,992			2,997			9,691			7,114
Unallocated G&A expenses	(6,708		)	(6,408		)	(19,752		)	(19,308		)
Acquisition costs	—			—			—			(414		)
Restructuring costs	(423		)	(709		)	(1,292		)	(2,395		)
Consolidated condensed operating income	$	5,319		$	2,639		$	14,700		$	5,317
Acquisition costs:
Foil Technology Products	$	—		$	—		$	—		$	(391	)
Weighing and Control Systems	—			—			—			(23		)
	$	—		$	—		$	—		$	(414	)
Restructuring costs:
Foil Technology Products	$	53		$	(416	)	$	(85	)	$	(1,134	)
Force Sensors	(142		)	(78		)	(404		)	(379		)
Weighing and Control Systems	(79		)	(192		)	(366		)	(724		)
Corporate/Other	(255		)	(23		)	(437		)	(158		)
	$	(423	)	$	(709	)	$	(1,292	)	$	(2,395	)

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Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Share

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

	Fiscal quarter ended				Nine fiscal months ended
	September 30, 2017		October 1, 2016		September 30, 2017		October 1, 2016
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	4,255	$	1,051	$	9,869	$	3,399
Adjustment to the numerator for net earnings:
Interest savings assuming conversion of dilutive exchangeable notes, net of tax	6		4		18		12
Numerator for diluted earnings per share:
Net earnings attributable to VPG stockholders	$	4,261	$	1,055	$	9,887	$	3,411
Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,291		13,192		13,253		13,185
Effect of dilutive securities:
Exchangeable notes	124		181		152		181
Restricted stock units	55		49		47		43
Dilutive potential common shares	179		230		199		224
Denominator for diluted earnings per share:
Adjusted weighted average shares	13,470		13,422		13,452		13,409
Basic earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.74	$	0.26
Diluted earnings per share attributable to VPG stockholders	$	0.32	$	0.08	$	0.73	$	0.25

Schedule of Antidilutive Effects

Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands):

	Fiscal quarter ended		Nine fiscal months ended
	September 30, 2017	October 1, 2016	September 30, 2017	October 1, 2016
Weighted average employee stock options	—	18	—	18

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Additional Financial Statement Information (Tables)

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Other Income in Operations

The caption “other” on the consolidated condensed statements of operations consists of the following (in thousands):

	Fiscal quarter ended					Nine fiscal months ended
	September 30, 2017		October 1, 2016			September 30, 2017			October 1, 2016
Foreign exchange gain (loss)	$	169	$	(59	)	$	(463	)	$	436
Interest income	47		42			103			145
Other	1,501		(27		)	1,394			(230		)
	$	1,717	$	(44	)	$	1,034		$	351

Included within Other, for the fiscal quarter ended September 30, 2017, is net proceeds of $1.5 million related to a lease termination payment at the Company's Tianjin, People's Republic of China location. The relocation of operations in Tianjin has been completed and the majority of the expenses associated with the move have been incurred.

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities at Fair Value, Recurring

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):

			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
September 30, 2017
Assets
Assets held in rabbi trusts	$	4,899	$	378	$	4,521	$	—
December 31, 2016
Assets
Assets held in rabbi trusts	$	4,772	$	537	$	4,235	$	—

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Basis of Presentation Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016	Dec. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating income	$ 5,319	$ 2,639	$ 14,700	$ 5,317
Other expense	$ (1,717)	$ 44	$ (1,034)	$ (351)
Accounting Standards Update 2017-07 | Pro Forma
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating income					$ 500
Other expense					$ 500

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Goodwill (Schedule of Goodwill) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2017 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 18,717
Foreign currency translation adjustment	511
Ending balance	19,228
KELK Acquisition | Weighing and Control Systems Segment
Goodwill [Roll Forward]
Beginning balance	6,364
Foreign currency translation adjustment	511
Ending balance	6,875
Stress-Tek Acquisition | Weighing and Control Systems Segment
Goodwill [Roll Forward]
Beginning balance	6,311
Foreign currency translation adjustment	0
Ending balance	6,311
Pacific Acquisition | Foil Technology Products Segment
Goodwill [Roll Forward]
Beginning balance	6,042
Foreign currency translation adjustment	0
Ending balance	$ 6,042

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Restructuring Costs (Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Restructuring Cost and Reserve [Line Items]
Restructuring costs	$ 423	$ 709	$ 1,292	$ 2,395
Global Cost Reduction Program
Restructuring Cost and Reserve [Line Items]
Restructuring costs				400
Europe, Canada and United States
Restructuring Cost and Reserve [Line Items]
Restructuring costs				1,600
Costa Rica | Global Cost Reduction Program
Restructuring Cost and Reserve [Line Items]
Restructuring costs				$ 400

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Restructuring Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Restructuring Reserve [Roll Forward]
Restructuring costs	$ 423	$ 709	$ 1,292	$ 2,395
Employee Severance
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance			1,333
Restructuring costs			1,292
Cash payments			(2,070)
Foreign currency translation			1
Restructuring reserve, ending balance	$ 556		$ 556

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Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Income Tax Contingency [Line Items]
Effective tax rate (percent)	34.10%	51.20%	30.70%	25.30%
Minimum
Income Tax Contingency [Line Items]
Anticipated reduction in unrecognized tax benefits	$ 0.1		$ 0.1
Maximum
Income Tax Contingency [Line Items]
Anticipated reduction in unrecognized tax benefits	$ 0.3		$ 0.3

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Long-Term Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Exchangeable Unsecured Notes, due 2102	$ 2,794	$ 4,097
Other debt	432	509
Deferred financing costs	(369)	(454)
Total long-term debt	32,982	36,152
Less: current portion	2,965	2,623
Long-term debt, less current portion	30,017	33,529
Revolving Credit Facility | Credit Agreement 2015
Debt Instrument [Line Items]
Secured debt	9,000	9,000
U.S. Closing Date Term Facility | Credit Agreement 2015
Debt Instrument [Line Items]
Secured debt	3,780	4,128
U.S. Delayed Draw Term Facility | Credit Agreement 2015
Debt Instrument [Line Items]
Secured debt	9,240	10,092
Canadian Term Facilities | Credit Agreement 2015
Debt Instrument [Line Items]
Secured debt	$ 8,105	$ 8,780

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Long-Term Debt (Narrative) (Details) $ / shares in Units, $ in Thousands	May 12, 2017 USD ($) shares $ / shares	Sep. 30, 2017 USD ($)	Dec. 31, 2016 USD ($)
Debt Instrument [Line Items]
Exchangeable unsecured notes, due 2102		$ 2,794	$ 4,097
Unsecured Debt | Exchangeable Unsecured Notes Due 2102
Debt Instrument [Line Items]
Principal amount of notes exchanged for common stock	$ 1,300
Common stock issuance from conversion of exchangeable notes, shares | shares	57,729
Exchangeable notes conversion price amount (in dollars per share) | $ / shares	$ 22.57
Exchangeable unsecured notes, due 2102	$ 2,800
Number of shares of common stock the notes are exchangeable into (in shares) | shares	123,808

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Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	$ 171,557
Balance, ending	189,501
Foreign Currency Translation Adjustment
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(33,192)	$ (28,704)
Other comprehensive income before reclassifications	6,119	167
Amounts reclassified from accumulated other comprehensive income (loss)	0	0
Balance, ending	(27,073)	(28,537)
Pension and Other Postretirement Actuarial Items
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(7,145)	(4,417)
Other comprehensive income before reclassifications	0	0
Amounts reclassified from accumulated other comprehensive income (loss)	(60)	503
Balance, ending	(7,205)	(3,914)
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(40,337)	(33,121)
Other comprehensive income before reclassifications	6,119	167
Amounts reclassified from accumulated other comprehensive income (loss)	(60)	503
Balance, ending	$ (34,278)	$ (32,451)

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Pensions and Other Postretirement Benefits (Schedule of Net Pension and Other Retirement Plan Costs) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Pension Plans
Defined Benefit Plan Disclosure [Line Items]
Net service cost	$ 119	$ 101	$ 355	$ 307
Interest cost	167	192	495	602
Expected return on plan assets	(133)	(153)	(395)	(486)
Amortization of actuarial losses	114	48	338	151
Net periodic benefit cost	267	188	793	574
Other Postretirement Benefit Plan
Defined Benefit Plan Disclosure [Line Items]
Net service cost	28	25	84	75
Interest cost	35	33	105	97
Expected return on plan assets	0	0	0	0
Amortization of actuarial losses	28	19	84	57
Net periodic benefit cost	$ 91	$ 77	$ 273	$ 229

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Share-Based Compensation (Narrative) (Details) $ in Thousands					3 Months Ended		9 Months Ended
	Jul. 26, 2017 USD ($) shares	May 25, 2017 USD ($) shares	Mar. 23, 2017 USD ($) shares	Feb. 09, 2017 USD ($) people shares	Sep. 30, 2017 USD ($) shares	Oct. 01, 2016 USD ($)	Sep. 30, 2017 USD ($) shares	Oct. 01, 2016 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (up to) | shares					1,000,000		1,000,000
Number of shares available for grant | shares					256,730		256,730
Share-based compensation expense | $					$ 467	$ (83)	$ 959	$ 465
Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense | $					$ 200	$ (500)
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of people granted awards | people				3
Percentage of performance based units on total units approved			75.00%	75.00%
Number of RSUs granted (in shares) | shares	5,176	15,495	23,921	53,913
Number of trading days used in grant date fair value calculation				5 days
Weighted average grant date fair value | $	$ 100	$ 300	$ 400	$ 900
Award vesting period (in years)			3 years	3 years
Restricted Stock Units (RSUs) | Vesting on January 1, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights (percentage)			25.00%	25.00%

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Share-Based Compensation (Schedule of Share-based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Restricted stock units	$ 467	$ (83)	$ 959	$ 465

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Segment Information (Narrative) (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017 USD ($)	Oct. 01, 2016 USD ($)	Sep. 30, 2017 USD ($) segment	Oct. 01, 2016 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | segment			3
Net revenues	$ 62,805	$ 54,490	$ 184,911	$ 169,115
Foil Technology Products
Segment Reporting Information [Line Items]
Net revenues	29,315	23,852	86,385	75,530
Foil Technology Products | Intersegment Eliminations
Segment Reporting Information [Line Items]
Net revenues	500	800	1,800	1,900
Force Sensors
Segment Reporting Information [Line Items]
Net revenues	16,596	15,231	47,720	45,465
Force Sensors | Intersegment Eliminations
Segment Reporting Information [Line Items]
Net revenues	300	500	1,000	1,500
Weighing and Control Systems
Segment Reporting Information [Line Items]
Net revenues	16,894	15,407	50,806	48,120
Weighing and Control Systems | Intersegment Eliminations
Segment Reporting Information [Line Items]
Net revenues	$ 400	$ 200	$ 700	$ 700

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Segment Information (Schedule of Segment Reporting) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Segment Reporting Information [Line Items]
Net third-party revenues	$ 62,805	$ 54,490	$ 184,911	$ 169,115
Gross profit	24,267	20,265	71,543	61,535
Segment operating income	5,319	2,639	14,700	5,317
Acquisition costs	0	0	0	(414)
Restructuring costs	(423)	(709)	(1,292)	(2,395)
Foil Technology Products
Segment Reporting Information [Line Items]
Net third-party revenues	29,315	23,852	86,385	75,530
Gross profit	12,235	8,639	36,009	29,092
Acquisition costs	0	0	0	(391)
Restructuring costs	53	(416)	(85)	(1,134)
Force Sensors
Segment Reporting Information [Line Items]
Net third-party revenues	16,596	15,231	47,720	45,465
Gross profit	4,746	4,716	12,964	11,903
Restructuring costs	(142)	(78)	(404)	(379)
Weighing and Control Systems
Segment Reporting Information [Line Items]
Net third-party revenues	16,894	15,407	50,806	48,120
Gross profit	7,286	6,910	22,570	20,540
Acquisition costs	0	0	0	(23)
Restructuring costs	(79)	(192)	(366)	(724)
Operating Segments | Foil Technology Products
Segment Reporting Information [Line Items]
Segment operating income	6,894	3,894	19,811	14,839
Operating Segments | Force Sensors
Segment Reporting Information [Line Items]
Segment operating income	2,564	2,865	6,242	5,481
Operating Segments | Weighing and Control Systems
Segment Reporting Information [Line Items]
Segment operating income	2,992	2,997	9,691	7,114
Segment Reconciling Items
Segment Reporting Information [Line Items]
Unallocated G&A expenses	(6,708)	(6,408)	(19,752)	(19,308)
Acquisition costs	0	0	0	(414)
Restructuring costs	(423)	(709)	(1,292)	(2,395)
Corporate/Other
Segment Reporting Information [Line Items]
Restructuring costs	$ (255)	$ (23)	$ (437)	$ (158)

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Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Numerator:
Net earnings attributable to VPG stockholders	$ 4,255	$ 1,051	$ 9,869	$ 3,399
Adjustment to the numerator for net earnings:
Interest savings assuming conversion of dilutive exchangeable notes, net of tax	6	4	18	12
Numerator for diluted earnings per share:
Net earnings attributable to VPG stockholders	$ 4,261	$ 1,055	$ 9,887	$ 3,411
Denominator:
Weighted average shares	13,291	13,192	13,253	13,185
Effect of dilutive securities:
Exchangeable notes	124	181	152	181
Restricted stock units	55	49	47	43
Dilutive potential common shares	179	230	199	224
Denominator for diluted earnings per share:
Adjusted weighted average shares	13,470	13,422	13,452	13,409
Basic earnings per share attributable to VPG stockholders (dollars per share)	$ 0.32	$ 0.08	$ 0.74	$ 0.26
Diluted earnings per share attributable to VPG stockholders (dollars per share)	$ 0.32	$ 0.08	$ 0.73	$ 0.25

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Earnings Per Share (Schedule of Antidilutive Effects) (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average employee stock options (in shares)	0	18	0	18

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Additional Financial Statement Information (Schedule of Other Items in Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Oct. 01, 2016	Sep. 30, 2017	Oct. 01, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Foreign exchange gain (loss)	$ 169	$ (59)	$ (463)	$ 436
Interest income	47	42	103	145
Other		(27)		(230)
Other	1,501		1,394
Other nonoperating income (expense)	$ 1,717	$ (44)	$ 1,034	$ 351

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Additional Financial Statement Information Additional Financial Statement Information (Narrative) (Details) $ in Millions	3 Months Ended
	Sep. 30, 2017 USD ($)
China
Condensed Financial Statements, Captions [Line Items]
Proceeds from lease termination payments	$ (1.5)

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Fair Value Measurements (Schedule of Assets and Liabilities at Fair Value, Recurring) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	$ 4,899	$ 4,772
Level 1 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	378	537
Level 2 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	4,521	4,235
Level 3 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	$ 0	$ 0

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Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Fair Value Disclosures [Abstract]
Long-term debt, fair value	$ 33.8	$ 36.0
Long-term debt, carrying value	$ 33.0	$ 36.2