Bill Clancy
Analyst · Sidoti and Company
Thanks Wendy. Good morning, everyone, and thank you for joining us on our call today. I would like to start by reviewing some third quarter highlights and then summarizing the financials. Following that, Ziv will provide his view of the third quarter results. Overall, I would say, this was a challenging quarter as we had some unusual events like our ERP implementation in our Foil Technology Product sector, which resulted in lower revenues, driving lower consolidated margins. We believe this phenomenon will be short lived. Revenues for the nine months of 2013 increased 6.9% compared to the first nine months of 2012. Third quarter revenues increased 4.1% compared to the prior year quarter, primarily due to the inclusion of KELK’s revenue. Our consolidated book-to-bill has grown to 1.01 and market demand is solid in most of our segments. For those reasons we are setting our fourth quarter guidance in a range of 59 million to 64 million. Due to factors that Ziv will review later on the call. For a brief review of the financial results let’s start at the top. For the third quarter we reported revenues of 57.7 million a 4.1% increase, compared to 55.4 million for the prior year period. An updated valuation report for the count acquisition resulted in the company recording fair market value adjustments associated with purchase accounting that include approximately 903,000 of Kelk acquisition purchase accounting adjustments which impact the cost of goods sold 57,000 of acquisition cost and 99,000 of restructuring which effects comparability. For the nine months of 2013 the adjustments include approximately 4.4 million of Kelk acquisition purchase accounting adjustments which impact the cost of products sold, 752,000 of acquisition costs and 487,000 of restructuring cost which affect comparability. The consolidated adjusted gross margin for the third quarter of 2013 increased to 34.9% compared to 33.8% for the third quarter of 2012 due to the impact of Kelk’s results in the third quarter this year. Selling general administrative expenses for the quarter were 18.5 million with 32.6% of revenues compared to 15.7 million or 28.3% for last year’s third quarter. The increase of 2.8 million from the prior year is all due to the inclusion of KELK’s business into ours this year. Looking at operating margin on an adjusted basis, without the fair market valuation and acquisition restructuring cost, you can see that is at 2.9%, down from 5.6% in the third quarter last year and 8.4% sequentially. The operating margin change is a result of lower revenues from our recent ERP implementation in our FTP segment. Included in other income and expense was 184,000 of foreign exchange gains during the quarter compared to 207,000 of foreign exchange losses in the third quarter of 2012. We also recorded interest expense of 276,000 in the third quarter of ‘13 compared to interest expense of 75,000 for the same period last year, again primarily related to debt associated with the KELK acquisition. Our GAAP tax rate year-to-date is a negative 11.9% compared to 29.9% for the first nine months of last year. For the fiscal quarter ending September 28, 2013 the company recorded a net tax benefit associated with changes in statutory tax rates. In July, a new tax law was enacted in Israel which effectively increases the corporate income tax rate on certain types of income earned after January 1, 2014. Accordingly, the company’s deferred tax assets in Israel were increased to reflect the higher tax rate which allowed the recording of a one-time benefit of $1.3 million our expected operational tax rate in 2013 is anticipated to be approximately 26%. GAAP net earnings attributable to VPG stockholders in the third quarter were $1.5 million or $0.11 per diluted share compared to GAAP net earnings attributable to VPG stockholders for the third quarter of 2012 of $1.9 million or $0.14 per diluted share. Adjusted net earnings for the third quarter of 2013 were $1.2 million or $0.09 per diluted share versus net earnings of $1.9 million or $0.14 per diluted share for the comparable prior year. The overall impact of foreign exchange rates for the third quarter of 2013 as compared to the prior year period had a negative impact to pre-tax income of $109,000 or $0.01 per diluted share, and for the nine months of 2013 had a negative impact to pre-tax income of 2.2 million or $0.12 per diluted share. Capital expenditures in the third quarter of 2013 were $2.1 million compared to $1.6 million in the third quarter of 2012. Depreciation and amortization for the third quarter of 2013 was $3 million compared to $2.8 million in the third quarter of 2012. Total long-term debt as of September 28th, 2013 and December 31st, 2012 was $24 million and $11.1 million respectively. The increase being attributable to the debt added for the KELK acquisition. During the third quarter of 2013, 5.9 million of our long-term notes which were due at 2102 were converted into 259,687 shares of VPG common-stock. Cash provided by operations was $2.2 million for the third quarter of 2013 compared to cash provided by operations of $7.3 million for the third quarter of 2012. We referred to amount of cash generating from operations of 2.2 million in excess of our capital expenditure needs of 2.1 million and net of proceeds in the sale of assets as free cash. Total free cash flow for the third quarter of 2013 was $133,000 compared to $5.8 million in the third quarter of 2012. We anticipate, we will generate positive cash flow for the year. On slide five, you can see that despite lower quarterly revenues last year, we were able to maintain our gross margin percentage throughout the year end as a result of our focus on improving operational efficiencies and reducing our costs. Despite our challenging third quarter, we anticipate recovering our previous trend. With that, I would now like to turn the call over to Ziv Shoshani, our CEO and President. Ziv?