8-K

United States
Securities and Exchange Commission

Washington, D.C. 20579

Form 8-K

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) — April 30, 2009

Littelfuse, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-20388	36-3795742
(State of other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

8755 W. Higgins Road, Suite 500, Chicago, IL 60631
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (773) 628-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EX-99.1

Item 2.02 Results of Operations and Financial Condition

The information in this Form 8-K is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

On April 30, 2009, Littelfuse, Inc. (the “Company”) issued a press release announcing the results of its operations for the quarter ended March 28, 2009. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference to this Item 2.02 as if fully set forth herein.

The press release attached to this Form 8-K includes forward-looking statements that are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include but are not limited to comments with respect to the objectives and strategies, financial condition, results of operations and business of the Company.

These forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward-looking statements will not be achieved. The Company cautions you not to place undue reliance on these forward-looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements.

A copy of the press release is also posted on the Company’s website.

Item 9.01 Financial Statements and Exhibits

d) Exhibits.

     The following exhibit is furnished with this Form 8-K:

99.1 Press Release, dated April 30, 2009

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Signature

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.

	Littelfuse, Inc.
Date: April 30, 2009	By:	/s/ Philip G. Franklin
	Philip G. Franklin
	Vice President, Operations Support, Chief Financial Officer and Treasurer

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Exhibit Index

99.1 Press release, dated April 30, 2009

EX-99.1

Exhibit 99.1

CONTACT: Phil Franklin,
     Vice President, Operations Support, CFO and Treasurer (773) 628-0810

LITTELFUSE REPORTS FIRST QUARTER RESULTS

          CHICAGO, April 30, 2009 — Littelfuse, Inc. (NASDAQ:LFUS) today reported sales and earnings for the first quarter of 2009.

First Quarter Highlights

• Sales for the first quarter of 2009 were $84.4 million, a 37% decline compared to the first quarter of 2008. The slow start to the current year was due to the following:

o Exceptionally weak end markets across all geographies for automotive, consumer electronics and telecom, as a result of the global economic downturn and credit crisis.

o Extended factory shutdowns for automotive OEMs and electronic contract manufacturers in an attempt to bring inventories in line.

o Inventory reductions at electronics distributors in all geographies.

o Weakness in the electrical fuse business, reflecting the downturn in non-residential construction and inventory reductions in the distribution channel.

• On a GAAP basis, the company had a loss of ($0.36) per diluted share in the first quarter of 2009, which was consistent with the company’s guidance. This compared to earnings of $0.19 per diluted share for the first quarter of 2008. The sharp earnings decline compared to the prior year was primarily the result of lower sales and, to a lesser extent, an unfavorable tax rate due to non-recurring tax effects in Asia. These negative impacts were partially offset by reductions in both manufacturing and operating expenses.

• Cash used in operating activities was ($1.9) million for the first quarter of 2009 compared to ($1.0) million for the first quarter of 2008, as unfavorable net income was mostly offset by favorable working capital performance. Capital expenditures for the first quarter of 2009 were $7.2 million compared to $11.5 million for the prior-year quarter.

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• The company ended the first quarter of 2009 with $60.2 million in cash and had $75.0 million of borrowing capacity under its revolving credit facility. At March 28, 2009, the company was in compliance with all debt covenants and expects to remain in compliance for the foreseeable future.

• The book-to-bill ratio for electronics for the first quarter of 2009 was 1.0 and has improved throughout the month of April.

          “The first quarter started even slower than expected, and we did not see much improvement in order rates until well into March,” said Gordon Hunter, Chief Executive Officer. “The initial signs of improvement came from our electronics business in Taiwan and China, and more recently we have seen increased orders from North American distributors. The automotive business in Europe and Asia has come off the lows of January and February, but the U.S. business continues to be very weak.”

          “The extreme weakness of the first quarter and the increasing likelihood of an extended downturn caused us to take further actions to improve cash flow and reduce our breakeven point,” said Phil Franklin, Chief Financial Officer. “Operating expenses, which we previously indicated would be $15 million lower than 2008 levels, are now expected to be more than $20 million below 2008 levels. We also will be making further cuts in manufacturing costs and capital expenditures.”

Outlook

• Sales for the second quarter of 2009 are expected to be in the range of $93 to $97 million, which represents 10 — 15% sequential growth over the first quarter.

• The company believes that at the upper end of its sales guidance, it can return to profitability in the second quarter, excluding any one-time charges. The company is evaluating additional cost savings opportunities and as a result, may incur additional restructuring charges in the second quarter.

• Capital spending for 2009 is now expected to be approximately $23 million.

          “In this challenging environment, we continue to execute well on all of our cost reduction projects and to further reduce our breakeven point. Despite the ongoing uncertainty of the global economy, we expect recurring earnings for the second quarter of 2009 to be substantially better than the first quarter and to continue to improve in the second half of the year,” said Hunter.

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Conference Call Webcast Information

          Littelfuse will host a conference call today, Thursday, April 30, 2009 at 11:00 a.m. Eastern/10:00 a.m. Central time to discuss the first quarter results. The call will be broadcast live over the Internet and can be accessed through the company’s Web site: www.littelfuse.com. Listeners should go to the Web site at least 15 minutes prior to the call to download and install any necessary audio software. The call will be available for replay through June 30, 2009 and can be accessed through the Web site listed above.

About Littelfuse

          As the worldwide leader in circuit protection products and solutions with annual sales of $530.9 million in 2008, the Littelfuse portfolio is backed by industry-leading technical support, design and manufacturing expertise. Littelfuse products are vital components in virtually every product that uses electrical energy, including automobiles, computers, consumer electronics, handheld devices, industrial equipment and telecom/datacom circuits. Littelfuse offers Teccor^®, Wickmann^® and Pudenz^® brand circuit protection products. In addition to its Chicago, Illinois, world headquarters, Littelfuse has sales, distribution, manufacturing and engineering facilities in Brazil, Canada, China, England, Germany, Hong Kong, India, Ireland, Japan, Korea, Mexico, the Netherlands, the Philippines, Singapore, Taiwan and the U.S.

          For more information, please visit Littelfuse’s web site at www.littelfuse.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995.

The statements in this press release that are not historical facts are intended to constitute “forward-looking statements” entitled to the safe-harbor provisions of the PSLRA. These statements may involve risks and uncertainties, including, but not limited to, risks relating to product demand and market acceptance, economic conditions, the impact of competitive products and pricing, product quality problems or product recalls, capacity and supply difficulties or constraints, coal mining exposures reserves, failure of an indemnification for environmental liability, exchange rate fluctuations, commodity price fluctuations, the effect of the company’s accounting policies, labor disputes, restructuring costs in excess of expectations, pension plan asset returns less than assumed, integration of acquisitions and other risks which may be detailed in the company’s other Securities and Exchange Commission filings. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual results and outcomes may differ materially from those indicated or implied in the forward-looking statements. This report should be read in conjunction with information provided in the financial statements appearing in the company’s Annual Report on Form 10-K for the year ended December 27, 2008. For a further discussion of the risk factors of the company, please see Item 1A. “Risk Factors” to the company’s Annual Report on Form 10-K for the year ended December 27, 2008.

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LITTELFUSE, INC.
Net Sales by Business Unit and Geography
(In millions of USD, unaudited)

	First Quarter
	2009		2008		% Change
Business Unit
Electronics	$	51.2	$	84.8		(40	%)
Automotive		18.5		36.3		(49	%)
Electrical*		14.7		12.6		17	%
Total	$	84.4	$	133.7		(37	%)

	First Quarter
	2009		2008		% Change
Geography
Americas	$	36.8	$	49.7		(26	%)
Europe		17.7		33.3		(47	%)
Asia-Pacific		29.9		50.7		(41	%)
Total	$	84.4	$	133.7		(37	%)

* Startco Engineering, acquired at the beginning of the fourth quarter 2008, added $4.3 million in sales to the Electrical business unit in the first quarter of 2009.

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LITTELFUSE, INC.
Condensed Consolidated Balance Sheets
(In thousands of USD, unaudited)

	March 28, 2009			December 27, 2008
ASSETS
Current assets:
Cash and cash equivalents	$	60,204		$	70,937
Accounts receivable, less allowances		52,446			62,126
Inventories		61,528			66,679
Deferred income taxes		11,340			11,693
Prepaid expenses and other current assets		15,332			17,968
Total current assets		200,850			229,403
Property, plant and equipment:
Land		10,885			11,089
Buildings		62,912			68,165
Equipment		303,626			301,835
		377,423			381,089
Accumulated depreciation		(218,652	)		(220,939	)
Net property, plant and equipment		158,771			160,150
Intangible assets, net of amortization:
Patents, licenses and software		12,167			8,077
Distribution network		16,857			11,577
Customer lists, trademarks and tradenames		7,526			2,954
Goodwill		93,757			106,961
		130,307			129,569
Investments		4,516			3,436
Deferred income taxes		15,610			15,235
Other assets		1,097			1,135
Total Assets	$	511,151		$	538,928
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	16,150		$	18,854
Accrued payroll		12,907			17,863
Accrued expenses		12,711			17,220
Accrued severance		5,421			8,393
Accrued income taxes		443			2,570
Current portion of long-term debt		10,441			8,000
Total current liabilities		58,073			72,900
Long-term debt, less current portion		70,000			72,000
Accrued severance		5,242			7,200
Accrued post-retirement benefits		41,962			41,637
Other long-term liabilities		12,275			11,340
Total shareholders’ equity		323,599			333,851
Total Liabilities and Shareholders’ Equity	$	511,151		$	538,928

Common shares issued and outstanding of 21,722,064 and 21,719,734, at March 28, 2009, and December 27, 2008, respectively.

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LITTELFUSE, INC.
Consolidated Statements of Income
(In thousands of USD, except per share data, unaudited)

	For the Three Months Ended
	March 28, 2009			March 29, 2008
Net sales	$	84,403		$	133,708
Cost of sales		66,129			95,227
Gross profit		18,274			38,481
Selling, general and administrative expenses		22,342			25,678
Research and development expenses		4,821			5,623
Amortization of intangibles		1,211			892
		28,374			32,193
Operating (loss) income		(10,100	)		6,288
Interest expense		670			334
Other (income) expense, net		(879	)		313
(Loss) income before income taxes		(9,891	)		5,641
Income taxes		(2,107	)		1,529
Net (loss) income	$	(7,784	)	$	4,112
(Loss) income per share:
Basic	$	(0.36	)	$	0.19
Diluted	$	(0.36	)	$	0.19
Weighted average shares and equivalent shares outstanding:
Basic		21,721			21,782
Diluted		21,727			21,898

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LITTELFUSE, INC.
Consolidated Statements of Cash Flows
(In thousands of USD, unaudited)

	For the Three Months Ended
	March 28, 2009			March 29, 2008
OPERATING ACTIVITIES:
Net (loss) income	$	(7,784	)	$	4,112
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation		7,381			6,643
Amortization of intangibles		1,211			892
Stock-based compensation		1,306			1,003
Changes in operating assets and liabilities:
Accounts receivable		9,350			(4,057	)
Inventories		4,716			(4,246	)
Accounts payable and accrued expenses		(5,163	)		(5,988	)
Accrued payroll and severance		(9,499	)		1,669
Accrued taxes		(5,007	)		1,896
Prepaid expenses and other		1,580			(2,925	)
Net cash used in operating activities		(1,909	)		(1,001	)
INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(7,205	)		(11,455	)
Purchase of business, net of cash acquired		(920	)		(9,280	)
Net cash used in investing activities		(8,125	)		(20,735	)
FINANCING ACTIVITIES:
Proceeds from debt		2,380			31,500
Payments of debt		(2,000	)		(16,646	)
Proceeds from exercise of stock options		33			439
Purchases of common stock		—			(6,623	)
Net cash provided by financing activities		413			8,670
Effect of exchange rate changes on cash		(1,112	)		1,557
Decrease in cash and cash equivalents		(10,733	)		(11,509	)
Cash and cash equivalents at beginning of period		70,937			64,943
Cash and cash equivalents at end of period	$	60,204		$	53,434

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