corporate presentation growth plan february 2014 vishay today growth drivers organic growth ...
TRANSCRIPT
CORPORATE PRESENTATIONGROWTH PLAN
February 2014
VISHAY TODAY
GROWTH DRIVERS
ORGANIC GROWTH
GROWTH PLAN
NOTES ON FORWARD-LOOKING STATEMENTS
Comments in this presentation other than statements of historical fact may constitute forward-looking statements. Words such as “believe,” “estimate,”
“will be,” “will,” “would,” “expect,” “anticipate,” “plan,” “project,” “intend,” “could,” “should” or other similar words or expressions often identify forward-looking statements.
Such statements are based on current expectations only, and are subject to certain risks, uncertainties and assumptions, many of which are beyond our control. Should one or more of these
risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance or achievements may vary materially from those anticipated, estimated or projected.
Factors that could cause actual results to materially differ are described in our filings with the U.S. Securities and Exchange Commission, including our annual reports on Form 10-K and quarterly reports on Form 10-Q, specifically in the sections titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors .”
The Company undertakes no obligation to update any forward-looking statements.
NON-GAAP FINANCIAL MEASURES
Management uses measures which are not recognized in accordance with U.S. generally accepted accounting principles (“GAAP”) to evaluate its business, and may refer to such measures in this presentation. These measures are considered “non-GAAP financial measures” under the U.S. Securities and Exchange Commission rules. These non-GAAP financial measures are intended to supplement our GAAP measures of performance and liquidity. These non-GAAP measures may include: adjusted net earnings, adjusted gross margin, adjusted operating margin, adjusted earnings per share, free cash, cash available to enhance stockholder value, EBITDA, breakeven point, contribution margin, and various measures and metrics “excluding VPG”.
“Adjusted net earnings” is net earnings (loss) determined in accordance with GAAP, adjusted for various items that Management believes are not indicative of the intrinsic operating performance of the Company, such as restructuring and severance costs, asset write-downs, impairment of goodwill, and other significant charges or credits that are important to understanding our intrinsic operations. The measurement is used by Management to evaluate our performance, and also is a key performance metric for executive compensation. Reconciling items to arrive at adjusted net earnings are more fully described in the Company’s annual report on Form 10-K and its quarterly reports on Forms 10-Q.
“Adjusted gross margin” is gross margin determined in accordance with GAAP (net revenue less costs of products sold and certain other period costs), adjusted to exclude items that Management believes are not indicative of the intrinsic operating performance of the Company, such as losses on purchase commitments and unusual inventory write-downs. It may be expressed in dollars or as a percentage of net revenue. The measurement is used by Management to evaluate the performance of our business segments, as well as the business as a whole. Reconciling items to arrive at adjusted gross margin are also considered in the calculation of adjusted operating margin and adjusted net earnings. Such reconciling items are more fully described in the Company’s annual report on Form 10-K and its quarterly reports on Forms 10-Q.
“Adjusted operating margin” is operating income determined in accordance with GAAP, adjusted for items that Management believes are not indicative of the intrinsic operating performance of the Company. It may be expressed in dollars or as a percentage of net revenue. The measurement is used by Management to evaluate our performance. Reconciling items to arrive at adjusted gross margin are also considered in the calculation of adjusted operating margin; and reconciling items to arrive at adjusted operating margin are also considered in the calculation of adjusted net earnings. Such reconciling items are more fully described in the Company’s annual report on Form 10-K and its quarterly reports on Forms 10-Q.
“Adjusted earnings per share” is “adjusted net earnings” divided by the weighted average diluted shares outstanding for a period, adjusted for the effect of reconciling items, if applicable, on the diluted weighted average shares outstanding. For example, some potential common shares which are anti-dilutive to the computation of GAAP earnings per share may be dilutive after considering reconciling items.
“Free cash” is cash generated from operations in excess of our capital expenditure needs and net of proceeds from the sale of assets. Management uses this measure to evaluate our ability to fund acquisitions, repay debt, and otherwise enhance stockholder value through stock buy-backs or dividends.
“Cash available to enhance stockholder value” is “free cash” less cash paid for acquisitions (including acquisition-related restructuring) and less debt principal payments. While internal growth and targeted acquisitions also enhance stockholder value through the generation of “free cash”, Management uses this measure to evaluate our ability to fund further enhancements to stockholder value, such as stock buy-backs or dividends.
“EBITDA” is earnings before interest income and expense, provision for income taxes, depreciation expense, and amortization expense. Management believes that EBITDA provides additional information with respect to a company’s performance and ability to meet its future capital expenditures and working capital requirements, particularly when evaluating acquisition targets.
“Breakeven point” represents the quantity of output where total revenues and total operating costs are equal (in other words, where the operating income is zero). Management uses this measurement in evaluating our cost structure.
“Contribution margin,” sometimes referred to as “variable margin,” is calculated as net revenue less costs that vary with respect to quantity produced (or another output-related driver). It may be expressed in dollars or as a percentage of net revenue. Management uses this measure to determine the amount of profit to be expected for any increase in revenues in excess of the break-even point.
Measurements “excluding VPG” reflect the historical businesses which are still part of Vishay today. The Company spun-off VPG on July 6, 2010. While VPG does not qualify as a “discontinued operation” under GAAP, Management believes that certain evaluations “excluding VPG” are meaningful, particularly when evaluating growth and other performance metrics. Historical VPG data is reported as a separate operating segment in Vishay’s annual report on Form 10-K and its quarterly reports on Forms 10-Q during the periods it was included in Vishay’s consolidated financial statements: This discrete data is the basis to calculate any measurements “excluding VPG”.
These measures do not have uniform definitions and accordingly, these measures, as calculated by Vishay, may not be comparable to similarly titled measures used by other companies. Such measures should not be viewed as alternatives to GAAP measures of performance or liquidity. However, Management believes such measures are meaningful to an evaluation of our business, as described above. 2
Intensified organic growth.
Targeted acquisitions.
Regular cash dividend program.
Opportunistic stock buy-backs.
While maintaining prudent capital structure.
DRIVE STOCKHOLDER VALUE
3
Broad and competitive product and technology portfolio:
Solution provider and valuable partner for customers.
Broad market penetration
Wide range of end markets.
Balanced geographic manufacturing footprint.
Right mix of sales channels.
Contribution margin of 45% plus.
Reliable generation of “free cash.”
VISHAY TODAY
4
VISHAY TODAY
BALANCED PRODUCT PORTFOLIO
48% PASSIVES - 52% SEMICONDUCTORS
VISHAY SALES 2013
MOSFETS19%
DIODES23%
INFRARED OPTO10%
RESISTORS INDUCTORS
29%
CAPACITORS19%
5
VISHAY TODAY
BROADEST LINE OF DISCRETE SEMICONDUCTORSAND PASSIVE COMPONENTS
� = Major Position � = Minor PositionSource: Company estimates6
VISHAY TODAY
BROAD MARKET PENETRATION
END MARKETS
SALES CHANNELSGEOGRAPHY
VISHAY SALES 2013
COMPUTING13%
CONSUMER8%
AUTOMOTIVE21%
TELECOM11%
INDUSTRIAL29%
POWER SUPPLIES
8%
MILITARY/AERO6%
MEDICAL4%
AMERICAS25%
EUROPE37%
ASIA38%
EMS7%
OEM39%
DISTRIBUTION*54%
* Distribution includes Logistics Service Providers with 5%
7
VISHAY TODAY
BROAD CUSTOMER BASE
OEM
EMS DISTRIBUTION
NO SINGLE OEM CUSTOMER REPRESENTS OVER 7% OF SALES
8
VISHAY TODAY
9
REVENUE AND OPERATING MARGIN1
1) Excl. VPG spin-off. 9
03 04 05 06 07 08 09 10 11 12 13$0
$500
$1,000
$1,500
$2,000
$2,500
$3,000
$3,500
$4,000
$4,500
$0
$50
$100
$150
$200
$250
$300
$350
$400
$450
OPERATING MARGIN REVENUE
OMMILLIONS
REVENUEMILLIONS
VISHAY TODAY
10
CONTRIBUTIVE MARGIN1
1) Excl. VPG spin-off. 10
03 04 05 06 07 08 09 10 11 12 130
5
10
15
20
25
30
35
40
45
50
55
60
0
5
10
15
20
25
30
35
40
45
50
55
60
%
%
VISHAY TODAY
11
RECONCILIATION OF GAAP TO ADJUSTED1
in millions USD 2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 2003
Reconciling items affecting gross margin:
Loss on purchase commitments, Ta write-downs 6 16 (1) 17 18
Product quality claims 3
Reconciling items affecting operating margin:
Restructuring and severance costs 23314 36 57 15 38 27 46 29
Asset write-downs 1 5 4 7 11 27 1
Executive compensation charges (2) 446
Settlement agreement gain (28)
Executive employment agreement charge 58
Impairment of goodwill and indefinite-lived intangibles 1,629
Terminated tender offer expenses 4
Contract termination charge 19
Siliconix transaction-related charges 4
Purchased in-process R&D 10 2
Environmental remediation 4 Gain on sale of building (12) (5) (3)
1) Excl. VPG spin-off.11
VISHAY TODAY
STRONG GENERATION OF FREE CASH
12
03 04 05 06 07 08 09 10 11 12 13$0
$50
$100
$150
$200
$250
$300
$350
$400
$450
$0
$50
$100
$150
$200
$250
$300
$350
$400
$450
CASH FLOWS FROM OPERATIONS LESS CAPITAL EXPENDITURES PROCEEDS FROM SALE OF PROPERTY AND EQUIPMENTSeries3
VISHAY TODAY
Three stock buy-backs for 44.3 million shares total,a 24% reduction of shares out prior to the repurchases.
Total shares out on 31-Dec-13 were 147.3 million.
Repurchases:
13.9 million shares in May 2012 for $150 million.
8.6 million shares in May 2011 for $150 million.
21.7 million shares in November 2010 for $275 million. All financed with 2.25% coupon, 30-year convertibles.
More efficient than repatriation of non-US cash.
ENHANCING STOCKHOLDER VALUE:STOCK BUY BACKS
13
VISHAY TODAY
Initiation of Company’s quarterly cash dividend program:
First ever cash dividend declared 3-Feb-14
$0.06 payable on March 27, 2014 to stockholders of record as of March 3, 2014.
Future payments subject to Board approval.
ENHANCING STOCKHOLDER VALUE:CASH DIVIDEND
14
VISHAY TODAY
Four separate programs:
Total cash costs approx. $32 million.
Total savings approx. $36 million per year.
Approx. half in variable and half in fixed costs.
All implemented by Q1 2016.
No impact on Growth Plan.
RESTRUCTURING PROGRAMS Q1 2016
15
VISHAY TODAY
MOSFETs manufacturing project.
Cash cost approx. $16 million.
Savings approx. $23 million per year at current volume.
Fully implemented by Q1 2016.
Voluntary separation / early retirement program.
Cash cost approx. $13 million.
Savings approx. $10 million per year.
Finalized approx. June 30, 2014
Diodes manufacturing projects
Cash cost approx. $3 million
Savings approx. $3 million per year.
Fully implemented during 2014.
RESTRUCTURING PROGRAMS DETAIL
16
Discrete electronic components—a growth market:
4-6% average/year in value.
8-10% average/year in units.
New macroeconomic growth drivers:
Connectivity.
Mobility.
Sustainability.
OUR MARKETS
17
GROWTH DRIVERS
High efficiency Compact size Competitive
performance and price
CONNECTIVITY ULTRABOOKS: THIN CLIENT COMPUTER
TMBS® diodes
Power Metal Strip®current sense resistors
Pulse capacitors
Thin Film chip resistors
Analog switches;multiplexers
Slew rate controlledload switches
MOSFETs:MicroFoot ®; PowerPAK ®
18
GROWTH DRIVERS
High efficiency Low profile Durable construction
MOSFETs: PowerPAIR®, SC-70
IHLP® power inductors
Power Metal Strip®current sense resistors
TMBS® diodes
High CV tantalum capacitors
RX charging coils
CONNECTIVITY WIRELESS CHARGING
microBUCK® regulators 19
GROWTH DRIVERS
Low profile High efficiency Small solution size High-power density
CONNECTIVITY SOLID STATE DRIVE (SSD)
Low-voltage MOSFET PowerPAK®
IHLP® power inductors
Power Metal Strip®current sense resistors
microBUCK®regulator ICs
High CV tantalum capacitorsHigh-power resistor chips
20
GROWTH DRIVERS
CONNECTIVITY MOBILE PAYMENT SYSTEMS - NFC
High efficiency Small size
Low-voltage MOSFETs
TMBS® diodes
High CV tantalum capacitors
21
GROWTH DRIVERS
MOBILITYPROXIMITY AND GESTURE RECOGNITION
Low Profile Integrated solution Digital and analog output
Pulse capacitors
Photo PIN diodes
Proximity and ambient light sensors
IR bulk emitter
IR receiver
IRDA transceiver
22
GROWTH DRIVERS
MOBILITY48V BOARDNET IMPLEMENTATION
Power Metal Strip®4-Terminal current sense resistors
MOSFETs:PowerPAK® 8x8L
Surface mount PAR® Transient Voltage Suppressors (TVS)
High-voltage capabilities Transient resistant High-power and current density
Planar transformers
Filter film capacitorsMKT 1820
IHLP® power inductors
23
GROWTH DRIVERS
SUSTAINABILITYEFFICIENT MOTOR-DRIVES
Power Metal Strip®4 -Terminal current sense resistors
MOSFETs PowerPAK® 8x8L
Surface Mount PAR®transient voltage suppressors
High-voltage capabilities Transient resistant High-power and current density Long-life
DC-Link and filter film capacitorsMKT 1820, MKP1848
IHLP® power inductors
Discharge, chopper andbraking resistors
Bipolar SCR / diodes modules
IGBT / MOSFET / DIODES modules
24
GROWTH DRIVERS
SUSTAINABILITYENERGY EXPLORATION
High temperature operation Long life High reliability Safety approvals
XMAP / XLMAPinverter modulesWet tantalum
capacitors
Power Schottkybypass diodes
High-temperaturemolded tantalum capacitors Electro-pyrotechnic initiator
Thin film chip resistorsThin Film chip resistors
25
Accelerate development of new products and technologies.
Improve market penetration.
Expand manufacturing capacities.
Increase technical resources.
Develop markets for specialty products in Asia.
INTENSIFIED ORGANIC GROWTH
26
INTENSIFIED ORGANIC GROWTH
ACCELERATED DEVELOPMENT OF NEW PRODUCTS:SEMICONDUCTORS
MOSFETs:• High-voltage (next generations of Super Junction).• Mid-voltage (ThunderFET®) dual trench technology.• Low-voltage (TrenchFET® ) split gate technology in n-channel and p-channel.
Next generations of DrMOS, smart load switches, microBUCK®, integrated current sensing, etc.
Power modules P IGBTs, Diodes, MOSFETs, SCRs. New ultrafast diodes and TVS products. Further expand our eSMP™ package ranges.
Extend integration of optosensors to more “intelligent” circuits:• Encoders for printers.• High-power infrared arrays.• Proximity sensors with ambient light sensors.
• Wide-body optocouplers.
27
INTENSIFIED ORGANIC GROWTH
ACCELERATED DEVELOPMENT OF NEW PRODUCTS:PASSIVE COMPONENTS
Specialty power inductors (IHLP®):• Miniature IHLP 1212 series. High-current IHLP 8787 series.• Coupled inductors and dual inductors.
Planar transformers.
High-power current sense resistors (Power Metal Strip®) / battery shunts. Continued expansion of specialty resistors (high-precision, high-temp.,
wide-terminal, …). High-power resistors, including water cooled. Specialties like thermo fuses and igniters based on resistor technologies.
Heavy-duty film capacitors P improved reliability / performance. Broad range of RF multilayer ceramic chip capacitors. Automotive and medical tantalum capacitors (MicroTan®). High-vibration SuperTan® wet tantalum capacitors (T16 series).
28
INTENSIFIED ORGANIC GROWTH
Get ahead of demand curve for Vishay’s most successful, leading products:
High-voltage Super Junction and low voltage MOSFETs.
Trench, high-voltage and fast-recovery diodes.
SMD couplers and optoelectronic sensors.
High-current power inductors and specialty custom magnetics.
Power resistors, current sensors incl. battery shunts.
Thin film resistors for professional and precision applications.
Power capacitors.
CapEx to remain < $170 M per year.
IMPROVE MARKET PENETRATION BYCAPACITY EXPANSION
29
INTENSIFIED ORGANIC GROWTH
Increase design-ins by expanding Vishay’s technical resources for providing solutions to customers:
Divisional engineering (products and processes).
Field application engineering (FAEs).
IMPROVE MARKET PENETRATION BYINCREASING TECHNICAL RESOURCES
30
INTENSIFIED ORGANIC GROWTH
IMPROVE MARKET PENETRATION BYDEVELOPING MARKETS FOR SPECIALTIES IN ASIA
Expanded technical sales presence in growing markets for specialty products in Asia with focus on China by
Leveraging Vishay’s strength in Europe and the Americas in the following sectors:
Energy (HVAC, wind and solar, oil field).
Consumer (white goods, power, wireless).
Transportation (automotive, locomotive).
31
GROWTH PLAN
GROWTH PLAN
Increase EPS through accelerated internal growth and
targeted specialty product acquisitions.
Concrete plan built from the bottom up and stated
financial targets looking ahead approx. five years.
Focus remains on free cash flow and prudent financial
structure.
32
GROWTH PLAN
EXTERNAL ASSUMPTIONS
Stable economic environment and FX rates.
Historical ASP decline per year for Vishay’s products: Passives 0% - 1% Semis 3% - 4%
Inflation rates for salaries and raw materials:1.5% - 4.5% per location and function resp. raw materials.
33
GROWTH PLAN
INTERNAL ASSUMPTIONS
Fixed cost increases per year in a normal growth environment:
R&D and engineering costs 6%.
Selling costs 5%.
G&A 3%.
Plant fixed costs 3%.
Depreciation 2%.34
GROWTH PLAN
ACQUISITION ASSUMPTIONS
Acquisitions of approx. $100M sales per year.
Specialty businesses, likely in passive components.
Growing like the market at a rate of approx. 4%.
Above average contributive margin – low ASP decline.
Synergies, mostly in SG&A, to be realized quickly.
Restructuring costs: payback of 1 year.
Cash payback incl. restructuring of ˂ 8 years.
Accretive to earnings in less than 12 months.
35
GROWTH PLAN
TYPICAL ACQUISITION: FINANCIALS
$ in millions
Purchase price assumption: 7.5x EBITDA.
PRE- ACQUISTION
YEAR 1 YEAR 4
REVENUES 100 100 112
GM 30 32 36 % 30 32 32
SG&A 20 10 11
AMORTIZATION OF INTANGIBLES 3 3
RESTRUCTURING 12
EBITDA 13 13 28 % 13 13 25
FREE CASH 7 17
36
GROWTH PLAN
RECENT ACQUISITIONS OF SPECIALTY PRODUCT BUSINESSES
Resistor businesses of Huntington Electric
High-power and high-current resistors, resistor assemblies for industrial applications
Acquisition price (net of cash) approx. $19 millionBusiness segment Resistors & InductorsClosing Sep-11
HiRel Systems
High-reliability transformers, inductors, coils, and power conversion products
Acquisition price (net of cash) approx. $86 millionBusiness segment Resistors & InductorsClosing Jan-12
MCB Industrie S.A.
Motion sensors for avionics, military, and space applications and power resistors for energy distribution, traction, and industrial market sectors
Acquisition price (net of cash) approx. $23 millionBusiness segment Resistors & InductorsClosing Jun-13
37
GROWTH PLAN
RESULTS OF GROWTH PLAN NORMALIZED OVER SEVERAL YEARS
Normalized over several years and cycles and assuming an only flat contribution margin of 45% plus, the growth plan results in:
CAGR
Revenues growth 8%.
SG&A to increase at lower rate 6%.
Operating and net income 10%.
Strong free cash flow even after approx. $110 million per year for acquisitions and restructuring of acquisitions.
38
IN SUMMARY
Outgrow the market with CAGR of revenues of approx. 8%.
Increased internal growth.
Targeted acquisitions.
Strong generation of cash available to enhance stockholder value.
Maintain prudent capital structure.
39