Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and the Board of Directors of Power Integrations, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Power Integrations, Inc. and subsidiaries (the "Company") as of December 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with the accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 5, 2021 expressed an unqualified opinion on the Company's internal control over financial reporting.
Change in Accounting Principle
As discussed in Note 12 to the financial statements, effective January 1, 2019, the Company adopted Accounting Standards Update (ASU) 2016-02, Leases (Topic 842), using the optional transition method.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ DELOITTE & TOUCHE LLP
San Jose, California
February 5, 2021
We have served as the Company’s auditor since 2005.
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POWER INTEGRATIONS, INC.
CONSOLIDATED BALANCE SHEETS
December 31,
December 31,
(In thousands, except par value)
2020
2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents
$
258,874
$
178,690
Short-term marketable securities
190,318
232,398
Accounts receivable, net
35,910
24,274
Inventories
102,878
90,380
Prepaid expenses and other current assets
13,252
15,597
Total current assets
601,232
541,339
PROPERTY AND EQUIPMENT, net
166,188
116,619
INTANGIBLE ASSETS, net
12,506
16,865
GOODWILL
91,849
91,849
DEFERRED TAX ASSETS
3,339
2,836
OTHER ASSETS
28,225
34,388
Total assets
$
903,339
$
803,896
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable
$
34,712
$
27,433
Accrued payroll and related expenses
14,806
13,408
Taxes payable
902
584
Other accrued liabilities
12,106
9,051
Total current liabilities
62,526
50,476
LONG-TERM INCOME TAXES PAYABLE
15,588
14,617
DEFERRED TAX LIABILITIES
75
164
OTHER LIABILITIES
14,739
14,093
Total liabilities
92,928
79,350
COMMITMENTS AND CONTINGENCIES (Notes 11, 12 and 13)
STOCKHOLDERS’ EQUITY:
Common stock, $ 0.001 par value
Authorized - 280,000 shares
Outstanding - 59,910 and 58,862 shares in 2020 and 2019, respectively
28
28
Additional paid-in capital
190,920
152,117
Accumulated other comprehensive loss
( 2,163 )
( 3,130 )
Retained earnings
621,626
575,531
Total stockholders’ equity
810,411
724,546
Total liabilities and stockholders’ equity
$
903,339
$
803,896
The accompanying notes are an integral part of these consolidated financial statements.
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POWER INTEGRATIONS, INC.
CONSOLIDATED STATEMENTS OF INCOME
Year Ended December 31,
(In thousands, except per share amounts)
2020
2019
2018
NET REVENUES
$
488,318
$
420,669
$
415,955
COST OF REVENUES
244,728
207,267
201,167
GROSS PROFIT
243,590
213,402
214,788
OPERATING EXPENSES:
Research and development
81,711
73,470
70,580
Sales and marketing
54,497
54,297
53,064
General and administrative
36,895
37,582
35,496
Litigation settlement
—
( 168,969 )
—
Total operating expenses
173,103
( 3,620 )
159,140
INCOME FROM OPERATIONS
70,487
217,022
55,648
OTHER INCOME
4,764
5,392
4,116
INCOME BEFORE INCOME TAXES
75,251
222,414
59,764
PROVISION (BENEFIT) FOR INCOME TAXES
4,075
28,946
( 10,220 )
NET INCOME
$
71,176
$
193,468
$
69,984
EARNINGS PER SHARE:
Basic
$
1.19
$
3.31
$
1.19
Diluted
$
1.17
$
3.24
$
1.16
SHARES USED IN PER SHARE CALCULATION:
Basic
59,657
58,534
58,912
Diluted
60,845
59,632
60,294
The accompanying notes are an integral part of these consolidated financial statements. The Earnings Per Share and Shares Used in Per Share Calculation information presented above reflects the effect of the August 2020 stock split. Refer to Note 10, Earnings Per Share , in this Form 10-K for details .
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POWER INTEGRATIONS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Year Ended December 31,
(In thousands)
2020
2019
2018
Net income
$
71,176
$
193,468
$
69,984
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments, net of $ 0 tax in 2020, 2019 and 2018
( 183 )
( 518 )
( 236 )
Unrealized gain on marketable securities, net of $ 0 tax in 2020, 2019 and 2018
307
849
161
Unrealized actuarial gain (loss) on pension benefits, net of tax of ($ 308 ), $ 497 , and ($ 144 ) in 2020, 2019 and 2018, respectively
843
( 1,772 )
525
Total other comprehensive income (loss)
967
( 1,441 )
450
TOTAL COMPREHENSIVE INCOME
$
72,143
$
192,027
$
70,434
The accompanying notes are an integral part of these consolidated financial statements.
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POWER INTEGRATIONS, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Accumulated
Additional
Other
Total
Common Stock
Paid-In
Comprehensive
Retained
Stockholders’
(In thousands)
Shares
Amount
Capital
Loss
Earnings
Equity
BALANCE AT JANUARY 1, 2018
59,564
$
29
$
198,384
$
( 2,139 )
$
351,408
$
547,682
Issuance of common stock under employee stock option and stock award plans
1,182
—
4,010
—
—
4,010
Repurchase of common stock
( 3,144 )
( 1 )
( 103,153 )
—
—
( 103,154 )
Issuance of common stock under employee stock purchase plan
176
—
5,343
—
—
5,343
Stock-based compensation expense related to employee stock options and awards
—
—
20,027
—
—
20,027
Stock-based compensation expense related to employee stock purchases
—
—
1,553
—
—
1,553
Payment of dividends to stockholders
—
—
—
—
( 18,823 )
( 18,823 )
Unrealized actuarial gain on pension benefits
—
—
—
525
—
525
Unrealized gain on marketable securities
—
—
—
161
—
161
Foreign currency translation adjustment
—
—
—
( 236 )
—
( 236 )
Net income
—
—
—
—
69,984
69,984
BALANCE AT DECEMBER 31, 2018
57,778
28
126,164
( 1,689 )
402,569
527,072
Issuance of common stock under employee stock option and stock award plans
1,130
—
4,359
—
—
4,359
Repurchase of common stock
( 242 )
—
( 7,302 )
—
—
( 7,302 )
Issuance of common stock under employee stock purchase plan
196
—
5,549
—
—
5,549
Stock-based compensation expense related to employee stock awards
—
—
21,686
—
—
21,686
Stock-based compensation expense related to employee stock purchases
—
—
1,661
—
—
1,661
Payment of dividends to stockholders
—
—
—
—
( 20,506 )
( 20,506 )
Unrealized actuarial loss on pension benefits
—
—
—
( 1,772 )
—
( 1,772 )
Unrealized gain on marketable securities
—
—
—
849
—
849
Foreign currency translation adjustment
—
—
—
( 518 )
—
( 518 )
Net income
—
—
—
—
193,468
193,468
BALANCE AT DECEMBER 31, 2019
58,862
28
152,117
( 3,130 )
575,531
724,546
Issuance of common stock under employee stock option and stock award plans
963
—
4,608
—
—
4,608
Repurchase of common stock
( 63 )
—
( 2,636 )
—
—
( 2,636 )
Issuance of common stock under employee stock purchase plan
148
—
5,919
—
—
5,919
Stock-based compensation expense related to employee stock awards
—
—
28,952
—
—
28,952
Stock-based compensation expense related to employee stock purchases
—
—
1,960
—
—
1,960
Payment of dividends to stockholders
—
—
—
—
( 25,081 )
( 25,081 )
Unrealized actuarial gain on pension benefits
—
—
—
843
—
843
Unrealized gain on marketable securities
—
—
—
307
—
307
Foreign currency translation adjustment
—
—
—
( 183 )
—
( 183 )
Net income
—
—
—
—
71,176
71,176
BALANCE AT DECEMBER 31, 2020
59,910
$
28
$
190,920
$
( 2,163 )
$
621,626
$
810,411
The accompanying notes are an integral part of these consolidated financial statements. The Shares presented above reflects the effect of the August 2020 stock split. Refer to Note 10, Earnings Per Share , in this Form 10-K for details .
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POWER INTEGRATIONS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended December 31,
(In thousands)
2020
2019
2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
$
71,176
$
193,468
$
69,984
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation
23,743
19,190
18,918
Amortization of intangibles
4,359
5,213
5,267
Loss on disposal of property and equipment
525
249
553
Stock-based compensation expense
30,912
23,347
21,580
Amortization of premium (accretion of discount) on marketable securities
705
( 192 )
227
Deferred income taxes
( 592 )
4,019
( 4,465 )
Increase (decrease) in accounts receivable allowance for credit losses, net
( 336 )
57
( 28 )
Change in operating assets and liabilities:
Accounts receivable
( 11,300 )
( 13,259 )
5,754
Inventories
( 12,498 )
( 9,523 )
( 23,770 )
Prepaid expenses and other assets
9,153
( 2,132 )
( 1,495 )
Accounts payable
5,697
( 6,556 )
1,336
Taxes payable and accrued liabilities
4,095
10,618
( 9,897 )
Net cash provided by operating activities
125,639
224,499
83,964
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment
( 70,598 )
( 24,114 )
( 24,677 )
Proceeds from sale of property and equipment
651
—
—
Acquisition of technology licenses
—
( 1,026 )
( 900 )
Purchases of marketable securities
( 109,703 )
( 207,240 )
( 62,833 )
Proceeds from sales and maturities of marketable securities
151,385
70,334
157,551
Net cash provided by (used in) investing activities
( 28,265 )
( 162,046 )
69,141
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock under employee stock plans
10,527
9,908
9,353
Repurchase of common stock
( 2,636 )
( 7,302 )
( 103,153 )
Payments of dividends to stockholders
( 25,081 )
( 20,506 )
( 18,823 )
Proceeds from draw on line of credit
—
—
8,000
Payments on line of credit
—
—
( 8,000 )
Net cash used in financing activities
( 17,190 )
( 17,900 )
( 112,623 )
NET INCREASE IN CASH AND CASH EQUIVALENTS
80,184
44,553
40,482
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
178,690
134,137
93,655
CASH AND CASH EQUIVALENTS AT END OF PERIOD
$
258,874
$
178,690
$
134,137
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Unpaid property and equipment
$
5,937
$
4,355
$
1,818
Unpaid technology licenses
$
—
$
—
$
100
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid (received) for income taxes, net (Note 11)
$
( 1,973 )
$
21,327
$
7,437
The accompanying notes are an integral part of these consolidated financial statements.
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POWER INTEGRATIONS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. THE COMPANY:
Power Integrations, Inc. (“Power Integrations” or the “Company”), incorporated in California on March 25, 1988, and reincorporated in Delaware in December 1997, designs, develops, manufactures and markets analog and mixed-signal integrated circuits (ICs) and other electronic components and circuitry used in high-voltage power conversion. The Company’s products are used in power converters that convert electricity from a high-voltage source to the type of power required for a specified downstream use. A large percentage of the Company’s products are ICs used in AC-DC power supplies, which convert the high-voltage AC from a wall outlet to the low-voltage DC required by most electronic devices. Power supplies incorporating the Company’s products are used with all manner of electronic products including mobile phones, computing and networking equipment, appliances, electronic utility meters, battery-powered tools, industrial controls, and “home-automation,” or “internet of things” applications such as networked thermostats, power strips and other building-automation and security devices. The Company also supplies high-voltage LED drivers, which are AC-DC ICs specifically designed for lighting applications that utilize light-emitting diodes. In 2018, the Company introduced a new category of power-conversion ICs: a family of motor-driver ICs addressing brushless DC (BLDC) motors used in refrigerators, HVAC systems, ceiling fans and other consumer-appliance and light commercial applications. The Company also offers high-voltage gate drivers—either standalone ICs or circuit boards containing ICs, electrical isolation components and other circuitry—used to operate high-voltage switches such as insulated-gate bipolar transistors (IGBTs) and silicon-carbide (SiC) MOSFETs. These combinations of switches and drivers are used for power conversion in high-power applications (i.e., power levels ranging from a few kilowatts up to gigawatts) such as industrial motors, solar- and wind-power systems, electric vehicles and high-voltage DC transmission systems.
2. SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS:
Significant Accounting Policies and Estimates
Segment Reporting
The Company is organized and operates as one reportable segment, the design, development, manufacture and marketing of integrated circuits and related components for use primarily in the high-voltage power conversion markets. The Company’s chief operating decision maker, the Chief Executive Officer, reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries after elimination of all intercompany transactions and balances.
Estimates
The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to revenue recognition and allowances for receivables and inventories. These estimates are based on historical facts and various other factors, which the Company believes to be reasonable at the time the estimates are made. However, as the effects of future events cannot be determined with precision, actual results could differ significantly from management’s estimates.
Revenue Recognition
The Company applies the provisions of Accounting Standards Codification (ASC) 606-10, Revenue from Contracts with Customers , and all related appropriate guidance. The Company recognizes revenue under the core principle to depict the transfer of control to the Company’s customers in an amount reflecting the consideration the Company expects to be entitled. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify
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the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied.
Product revenues consist of sales to original equipment manufacturers, or OEMs, merchant power supply manufacturers and distributors. The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. In situations where sales are to a distributor, the Company has concluded that its contracts are with the distributor as the Company holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration of the contract, the Company evaluates certain factors including the customer’s ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligations. In determining the transaction price the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on their relative standalone selling price. The product price as specified on the purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment. Further, in determining whether control has transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer.
Frequently, the Company receives orders for products to be delivered over multiple dates that may extend across several reporting periods. The Company invoices for each delivery upon shipment and recognizes revenues for each distinct product delivered, assuming transfer of control has occurred. As scheduled delivery dates are within one year, under the optional exemption provided by ASC 606-10-50-14 revenues allocated to future shipments of partially completed contracts are not disclosed. The Company has also elected the practical expedient under ASC 340-40-25-4 to expense commissions when incurred as the amortization period of the commission asset the Company would have otherwise recognized is less than one year.
Sales to international customers that are shipped from the Company’s facility outside of the United States are pursuant to EX Works, or EXW, shipping terms, meaning that control of the product transfers to the customer upon shipment from the Company’s foreign warehouse. Sales to international customers that are shipped from the Company’s facility in California are pursuant to Delivered at Frontier, or DAF, shipping terms. As such, control of the product passes to the customer when the shipment reaches the destination country and revenue is recognized upon the arrival of the product in that country. Shipments to customers in the Americas are pursuant to Free on Board, or FOB, point of origin shipping terms meaning that control is passed to the customer upon shipment.
Sales to most distributors are made under terms allowing certain price adjustments and limited rights of return (known as “stock rotation”) of the Company’s products held in their inventory or upon sale to their end customers. Revenue from sales to distributors is recognized upon the transfer of control to the distributor. Frequently, distributors need to sell at a price lower than the standard distribution price in order to win business. At the time the distributor invoices its customer or soon thereafter, the distributor submits a “ship and debit” price adjustment claim to the Company to adjust the distributor’s cost from the standard price to the pre-approved lower price. After the Company verifies that the claim was pre-approved, a credit memo is issued to the distributor for the ship and debit claim. In determining the transaction price, the Company considers ship and debit price adjustments to be variable consideration. Such price adjustments are estimated using the expected value method based on an analysis of actual ship and debit claims, at the distributor and product level, over a period of time considered adequate to account for current pricing and business trends. Historically, actual price adjustments for ship and debit claims relative to those estimated and included when determining the transaction price have not materially differed. Stock rotation rights grant the distributor the ability to return certain specified amounts of inventory. Stock rotation adjustments are an additional form of variable consideration and are also estimated using the expected value method based on historical return rates. Historically, distributor stock rotation adjustments have not been material.
Sales to certain distributors are made under terms that do not include rights of return or price concessions after the product is shipped to the distributor. Accordingly, upon application of steps one through five above, product revenue is recognized upon shipment and transfer of control.
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The Company generally provides an assurance warranty that its products will substantially conform to the published specifications for twelve months from the date of shipment. The Company’s liability is limited to either a credit equal to the purchase price or replacement of the defective part. Returns under warranty have historically been immaterial. As such, the Company does not record a specific warranty reserve or consider activities related to such warranty, if any, to be a separate performance obligation.
Inventories
Inventories (which consist of costs associated with the purchases of wafers from domestic and offshore foundries and of packaged components from offshore assembly manufacturers, as well as internal labor and overhead associated with the testing of both wafers and packaged components) are stated at the lower of cost (first-in, first-out) or market. Provisions, when required, are made to reduce inventories to their estimated net realizable values.
Income Taxes
Income-tax expense is an estimate of current income taxes payable or refundable in the current fiscal year based on reported income before income taxes. Deferred income taxes reflect the effect of temporary differences and carry-forwards that are recognized for financial reporting and income tax purposes.
The Company accounts for income taxes under the provisions of ASC 740, Income Taxe s. Under the provisions of ASC 740, deferred tax assets and liabilities are recognized based on the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, utilizing the tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company recognizes valuation allowances to reduce any deferred tax assets to the amount that it estimates will more likely than not be realized based on available evidence and management’s judgment. The Company limits the deferred tax assets recognized related to certain officers’ compensation to amounts that it estimates will be deductible in future periods based upon Internal Revenue Code Section 162(m). In the event that the Company determines, based on available evidence and management judgment, that all or part of the net deferred tax assets will not be realized in the future, it would record a valuation allowance in the period the determination is made. In addition, the calculation of tax liabilities involves significant judgment in estimating the impact of uncertainties in the application of complex tax laws. Resolution of these uncertainties in a manner inconsistent with the Company’s expectations could have a material impact on the Company’s results of operations and financial position.
Goodwill and Intangible Assets
Goodwill and the Company’s domain name are evaluated in accordance with ASC 350-10, Goodwill and Other Intangible Assets, and an impairment analysis is conducted on an annual basis, or sooner if indicators exist for a potential impairment.
In accordance with ASC 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets , long-lived assets, such as property and equipment and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.
Cash and Cash Equivalents
The Company considers cash invested in highly liquid financial instruments with maturities of three months or less at the date of purchase to be cash equivalents.
Marketable Securities
The Company generally holds securities until maturity; however, they may be sold under certain circumstances including, but not limited to, when necessary for the funding of acquisitions and other strategic investments. As a result, the Company classifies its investment portfolio as available-for-sale. The Company classifies all investments with a
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maturity date greater than three months at the date of purchase as short-term marketable securities in its consolidated balance sheet. As of December 31, 2020, and December 31, 2019, the Company’s marketable securities consisted primarily of commercial paper, corporate bonds, government securities and/or other high-quality commercial securities.
Employee Benefits Plan
The Company sponsors a 401(k) tax-deferred savings plan for all employees in the United States who meet certain eligibility requirements. Participants may contribute up to the amount allowable as a deduction for federal income tax purposes. The Company is not required to contribute; however, the Company contributes a certain percentage of employee annual salaries on a discretionary basis, not to exceed an established threshold. The Company provided for a contribution of approximately $ 1.8 million, $ 1.4 million and $ 1.3 million in 2020, 2019 and 2018, respectively.
Retirement Benefit Obligations (Pension)
The Company recognizes the over-funded or under-funded status of a defined benefit pension or post-retirement plan as an asset or liability in the accompanying consolidated balance sheets. Actuarial gains and losses are recorded in accumulated other comprehensive loss, a component of stockholders’ equity, and are amortized as a component of net periodic cost over the remaining estimated service period of participants.
Foreign Currency Risk and Foreign Currency Translation
As of December 31, 2020, the Company’s primary transactional currency was U.S. dollars; in addition, the Company holds cash in Swiss francs and euros to fund the operations of the Company’s Swiss subsidiary. The foreign exchange rate fluctuation between the U.S. dollar versus the Swiss franc and euro is recorded in other income in the consolidated statements of income.
Gains and losses arising from the remeasurement of non-functional currency balances are recorded in other income in the accompanying consolidated statements of income. The Company realized a foreign exchange transaction loss of $ 0.5 million, $ 0.3 million and $ 0.1 million in 2020, 2019, and 2018 respectively.
The functional currencies of the Company’s other subsidiaries are the local currencies. Accordingly, all assets and liabilities are translated into U.S. dollars at the current exchange rates as of the applicable balance sheet date. Revenues and expenses are translated at the average exchange rate prevailing during the period. Cumulative gains and losses from the translation of the foreign subsidiaries’ financial statements have been included in stockholders’ equity.
Warranty
The Company generally warrants that its products will substantially conform to the published specifications for 12 months from the date of shipment. The Company’s liability is limited to either a credit equal to the purchase price or replacement of the defective part. Returns under warranty have historically been immaterial, and as a result, the Company does not record a specific warranty reserve.
Advertising
Advertising costs are expensed as incurred and amounted to $ 1.2 million, $ 1.4 million and $ 1.2 million in 2020, 2019 and 2018, respectively.
Research and Development
Research and development costs are expensed as incurred.
Indemnifications
The Company sells products to its distributors under contracts, collectively referred to as Distributor Sales Agreements (DSA). Each DSA contains the relevant terms of the contractual arrangement with the distributor, and generally includes certain provisions for indemnifying the distributor against losses, expenses, and liabilities from damages that may be awarded against the distributor in the event the Company’s products are found to infringe upon a patent, copyright, trademark, or other proprietary right of a third party (Customer Indemnification). The DSA generally limits the
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scope of and remedies for the Customer Indemnification obligations in a variety of industry-standard respects, including, but not limited to, limitations based on time and geography, and a right to replace an infringing product. The Company also, from time to time, has granted a specific indemnification right to individual customers.
The Company believes its internal development processes and other policies and practices limit its exposure related to such indemnifications. In addition, the Company requires its employees to sign a proprietary information and inventions agreement, which assigns the rights to its employees’ development work to the Company. To date, the Company has not had to reimburse any of its distributors or customers for any losses related to these indemnifications and no material claims were outstanding as of December 31, 2020. For several reasons, including the lack of prior indemnification claims and the lack of a monetary liability limit for certain infringement cases, the Company cannot determine the maximum amount of potential future payments, if any, related to such indemnifications.
Adoption of New Accounting Standards
In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2016-13, Financial Instruments – Credit Losses (Topic 326) , which modifies the measurement of expected credit losses on certain financial instruments. In addition, for available-for-sale debt securities, the standard eliminates the concept of other-than-temporary impairment and requires the recognition of an allowance for credit losses rather than reductions in the amortized cost of the securities. The Company adopted the new standard in the first quarter of 2020, effective January 1, 2020, using the modified-retrospective approach. For available-for-sale debt securities, the Company has made a policy election to present separately accrued interest receivable within prepaid expenses and other current assets on the consolidated balance sheet. Upon adoption, there was no impact on the Company’s consolidated financial statements.
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3. COMPONENTS OF THE COMPANY’S CONSOLIDATED BALANCE SHEETS:
Accounts Receivable
December 31,
December 31,
(In thousands)
2020
2019
Accounts receivable trade
$
66,703
$
61,036
Accrued ship and debit
( 26,435 )
( 33,475 )
Allowance for stock rotation and rebate
( 3,931 )
( 2,524 )
Allowance for credit losses
( 427 )
( 763 )
Total
$
35,910
$
24,274
The Company maintains an allowance for estimated credit losses resulting from the inability of customers to make required payments. This allowance is established using estimates formulated by the Company’s management based upon factors such as the composition of the accounts receivable aging, historical losses, changes in payments patterns, customer creditworthiness, and current economic trends. Receivables determined to be uncollectible are written off and deducted from the allowance.
Allowance for Credit Losses
Year Ended
(In thousands)
December 31, 2020
Beginning balance
$
( 763 )
Provision for credit loss expense
( 621 )
Receivables written off
198
Recoveries collected
759
Ending balance
$
( 427 )
Inventories
December 31,
December 31,
(In thousands)
2020
2019
Raw materials
$
32,131
$
39,058
Work-in-process
39,469
25,982
Finished goods
31,278
25,340
Total
$
102,878
$
90,380
Property and Equipment
December 31,
December 31,
(In thousands)
2020
2019
Land
$
22,189
$
21,790
Construction-in-progress
34,886
18,604
Building and improvements
64,808
55,785
Machinery and equipment
202,698
168,576
Computer software and hardware and office furniture and fixtures
55,591
52,265
380,172
317,020
Accumulated depreciation
( 213,984 )
( 200,401 )
Total
$
166,188
$
116,619
Depreciation expense for property and equipment for fiscal years ended December 31, 2020, 2019 and 2018, was approximately $ 23.7 million, $ 19.2 million and $ 18.9 million, respectively, and was determined using the straight-line method over the following useful lives:
Building and improvements
4 - 40
years
Machinery and equipment
2 - 8
years
Computer software and hardware and office furniture and fixtures
4 - 7
years
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Total property and equipment (excluding accumulated depreciation) located in the United States at December 31, 2020, 2019 and 2018, was approximately $ 167.0 million, $ 160.7 million and $ 167.6 million, respectively. In 2020, 2019 and 2018 approximately 14 %, 14 % and 12 %, respectively, of total property and equipment (excluding accumulated depreciation) was held in Thailand by one of the Company’s subcontractors. Also in 2020, approximately 14 % of total property and equipment was held by one of the Company’s subcontractors in Malaysia. No other country held 10 % or more of total property and equipment in the periods presented.
Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss for the three years ended December 31, 2020:
Unrealized Gains
and Losses on
Foreign
Available-for-Sale
Defined Benefit
Currency
(In thousands)
Securities
Pension Items
Items
Total
Balance at January 1, 2018
$
( 427 )
$
( 1,237 )
$
( 475 )
$
( 2,139 )
Other comprehensive income (loss) before reclassifications
161
401
( 236 )
326
Amounts reclassified from accumulated other comprehensive loss
—
124
(1)
—
124
Other comprehensive income
161
525
( 236 )
450
Balance at December 31, 2018
( 266 )
( 712 )
( 711 )
( 1,689 )
Other comprehensive income (loss) before reclassifications
849
( 1,839 )
( 518 )
( 1,508 )
Amounts reclassified from accumulated other comprehensive loss
—
67
(1)
—
67
Other comprehensive loss
849
( 1,772 )
( 518 )
( 1,441 )
Balance at December 31, 2019
583
( 2,484 )
( 1,229 )
( 3,130 )
Other comprehensive income (loss) before reclassifications
307
636
( 183 )
760
Amounts reclassified from accumulated other comprehensive loss
—
207
(1)
—
207
Other comprehensive income
307
843
( 183 )
967
Balance at December 31, 2020
$
890
$
( 1,641 )
$
( 1,412 )
$
( 2,163 )
(1) This component of accumulated other comprehensive loss is included in the computation of net periodic pension cost for the years ended December 31, 2020, 2019 and 2018.
4. FAIR VALUE MEASUREMENTS:
ASC 820-10, Fair Value Measurements , clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820-10 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices for identical assets in active markets; (Level 2) inputs other than the quoted prices in active markets that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.
The Company’s cash equivalents and investment instruments are classified within Level 1 or Level 2 of the fair-value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. The type of instrument valued based on quoted market prices in active markets primarily includes money market securities. This type of instrument is generally classified within Level 1 of the fair-value hierarchy. The types of instruments valued based on other observable inputs (Level 2 of the fair-value hierarchy) include investment-grade corporate bonds and commercial paper. Such types of investments are valued by using a multi-dimensional relational model, the inputs are primarily benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. The Company does not hold any instruments that would be classified within Level 3 of the fair-value hierarchy.
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The fair value hierarchy of the Company’s cash equivalents and marketable securities at December 31, 2020, and 2019, was as follows:
Fair Value Measurement at
December 31, 2020
Quoted Prices in
Active Markets for
Significant Other
Identical Assets
Observable Inputs
(In thousands)
Total Fair Value
(Level 1)
(Level 2)
Corporate securities
$
146,658
$
—
$
146,658
Commercial paper
253,855
—
253,855
Money market funds
1,634
1,634
—
Total
$
402,147
$
1,634
$
400,513
Fair Value Measurement at
December 31, 2019
Quoted Prices in
Active Markets for
Significant Other
Identical Assets
Observable Inputs
(In thousands)
Total Fair Value
(Level 1)
(Level 2)
Corporate securities
$
232,398
$
—
$
232,398
Commercial paper
146,955
—
146,955
Money market funds
2,983
2,983
—
Total
$
382,336
$
2,983
$
379,353
The Company did no t transfer any investments between level 1 and level 2 of the fair value hierarchy in the years ended December 31, 2020, and 2019.
5. MARKETABLE SECURITIES:
Amortized cost and estimated fair market value of marketable securities classified as available-for-sale (excluding cash equivalents) at December 31, 2020, were as follows:
Amortized
Gross Unrealized
Estimated Fair
(In thousands)
Cost
Gains
Losses
Market Value
Investments due in 3 months or less:
Commercial paper
$
43,660
$
—
$
—
$
43,660
Corporate securities
19,846
44
—
19,890
Total
63,506
44
—
63,550
Investments due in 4-12 months:
Corporate securities
125,922
846
—
126,768
Total
125,922
846
—
126,768
Total marketable securities
$
189,428
$
890
$
—
$
190,318
The Company did not have any investments due in twelve months or greater as of December 31, 2020. Accrued interest receivable was $ 0.8 million at December 31, 2020 and was recorded within prepaid expenses and other current assets on the condensed consolidated balance sheet.
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Amortized cost and estimated fair market value of marketable securities classified as available-for-sale (excluding cash equivalents) at December 31, 2019, were as follows:
Amortized
Gross Unrealized
Estimated Fair
(In thousands)
Cost
Gains
Losses
Market Value
Investments due in 3 months or less:
Corporate securities
$
15,934
$
18
$
—
$
15,952
Total
15,934
18
—
15,952
Investments due in 4-12 months:
Corporate securities
71,223
269
—
71,492
Total
71,223
269
—
71,492
Investments due in 12 months or greater:
Corporate securities
144,658
302
( 6 )
144,954
Total
144,658
302
( 6 )
144,954
Total marketable securities
$
231,815
$
589
$
( 6 )
$
232,398
Accrued interest receivable was $ 1.3 million at December 31, 2019 and was recorded within prepaid expenses and other current assets on the condensed consolidated balance sheet.
As of December 31, 2020, the Company had no marketable securities classified as available-for-sale (excluding cash equivalents) in a continuous unrealized loss position for which an allowance for credit losses was not recorded. The following table summarizes marketable securities classified as available-for-sale (excluding cash equivalents) in a continuous unrealized loss position for which an allowance for credit losses was not recorded at December 31, 2019:
Less Than 12 Months
12 Months or Longer
Total
Estimated
Gross
Estimated
Gross
Estimated
Gross
Fair Market
Unrealized
Fair Market
Unrealized
Fair Market
Unrealized
(In thousands)
Value
Losses
Value
Losses
Value
Losses
December 31, 2019
Corporate securities
$
13,069
$
( 6 )
$
—
$
—
$
13,069
$
( 6 )
Total marketable securities
$
13,069
$
( 6 )
$
—
$
—
$
13,069
$
( 6 )
The weighted average interest rate of investments at December 31, 2020 and 2019, was approximately 0.89 % and 2.17 %, respectively. In the year ended December 31, 2020, no unrealized losses on marketable securities were recognized in income.
6. GOODWILL AND INTANGIBLE ASSETS:
The carrying amount of goodwill as of December 31, 2020 and 2019 was $ 91.8 million with no changes to goodwill in any of the respective fiscal years.
Intangible assets consist primarily of developed technology, acquired licenses, customer relationships, trade name, domain name, in-process R&D and patent rights, and are reported net of accumulated amortization.
The Company amortizes the cost of all intangible assets over the shorter of the estimated useful life or the term of the developed technology, customer relationships, technology licenses and in-place leases, which range from two to twelve years , with the exception of $ 1.3 million paid to acquire an internet domain name. The Company acquired the rights to the internet domain name www.power.com , which is now the Company’s primary domain name; the cost to acquire the domain name has been recorded as an intangible asset and will not be amortized as it has an indefinite useful life. Amortization of acquired intangible assets was approximately $ 4.4 million, $ 5.2 million and $ 5.3 million in the years ended December 31, 2020, 2019 and 2018, respectively. The Company does not believe there is any significant residual value associated with the following intangible assets:
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December 31, 2020
December 31, 2019
Accumulated
Accumulated
(In thousands)
Gross
Amortization
Net
Gross
Amortization
Net
Domain name
$
1,261
$
—
$
1,261
$
1,261
$
—
$
1,261
Developed technology
37,960
( 29,126 )
8,834
37,960
( 25,933 )
12,027
Customer relationships
16,700
( 15,687 )
1,013
20,030
( 18,098 )
1,932
Technology licenses
1,926
( 528 )
1,398
1,926
( 281 )
1,645
Total intangible assets
$
57,847
$
( 45,341 )
$
12,506
$
61,177
$
( 44,312 )
$
16,865
The estimated future amortization expense related to definite-lived intangible assets at December 31, 2020, is as follows:
Estimated
Amortization
Fiscal Year
(In thousands)
2021
$
3,494
2022
2,415
2023
2,173
2024
1,279
2025
832
Thereafter
1,052
Total
$
11,245
7. STOCK PLANS AND SHARE BASED COMPENSATION:
The share and per share information for all periods presented in this Form 10-K has been adjusted for the effect of the August 2020 stock split. Refer to Note 10, Earnings Per Share , in this Form 10-K for details.
Stock Plans
As of December 31, 2020, the Company had three stock-based compensation plans (the “Plans”) which are described below.
2007 Equity Incentive Plan
The 2007 Equity Incentive Plan (2007 Plan) was adopted by the board of directors on September 10, 2007, and approved by the stockholders on November 7, 2007, as an amendment and restatement of the 1997 Stock Option Plan (1997 Plan). The 2007 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit (RSU) awards, stock appreciation rights, performance-based (PSU) awards, long-term performance based (PRSU) awards and other stock awards to employees, directors and consultants. Pursuant to the 2007 Plan, the exercise price for incentive stock options and non-statutory stock options is generally at least 100 % of the fair market value of the underlying shares on the date of grant. Options generally vest over 48 months measured from the date of grant. Options generally expire no later than ten years after the date of grant, subject to earlier termination upon an optionee’s cessation of employment or service. The 2007 Plan expired in September 2017 with no further grants to be made under this plan; however previous grants under this plan shall remain outstanding until they are exercised, vest, forfeited or expire.
2016 Incentive Award Plan
The 2016 Incentive Award Plan (2016 Plan) was adopted by the board of directors on March 17, 2016 and approved by the stockholders on May 13, 2016. The 2016 Plan provides for the grant of RSU awards, PSU awards and PRSU awards. No other forms of equity-based awards, including stock options and stock appreciation rights, may be granted under the 2016 Plan. As of December 31, 2020, 2.2 million awards have been issued and approximately 2.8 million shares of common stock remain available for future grant under the 2016 Plan.
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1997 Employee Stock Purchase Plan
Under the 1997 Employee Stock Purchase Plan (Purchase Plan), eligible employees may apply accumulated payroll deductions, which may not exceed 15 % of an employee’s compensation, to the purchase of shares of the Company’s common stock at periodic intervals. The purchase price of stock under the Purchase Plan is equal to 85 % of the lower of (i) the fair market value of the Company’s common stock on the first day of each offering period, or (ii) the fair market value of the Company’s common stock on the purchase date (as defined in the Purchase Plan). Each offering period consists of one purchase period of approximately six months ' duration. An aggregate of 7.0 million shares of common stock were reserved for issuance to employees under the Purchase Plan. As of December 31, 2020, of the shares reserved for issuance, 6.6 million shares had been purchased and 0.4 million shares were reserved for future issuance under the Purchase Plan.
Shares Reserved
As of December 31, 2020, the Company had approximately 3.4 million shares of common stock reserved for future grant under all stock plans.
Stock-Based Compensation
The Company applies the provisions of ASC 718-10, Stock Compensation . Under the provisions of ASC 718-10, the Company recognizes the fair value of stock-based compensation in its financial statements over the requisite service period of the individual grants, which generally equals a four-year vesting period. The Company uses estimates of volatility, expected term, risk-free interest rate, dividend yield and forfeitures in determining the fair value of these awards and the amount of compensation expense to recognize. The Company uses the straight-line method to amortize all stock awards granted over the requisite service period of the award.
The following table summarizes the stock-based compensation expense recognized in accordance with ASC 718-10 for the years ended December 31, 2020, 2019 and 2018:
Year Ended December 31,
(In thousands)
2020
2019
2018
Cost of revenues
$
1,963
$
1,237
$
1,097
Research and development
10,378
8,423
7,688
Sales and marketing
6,290
5,015
4,729
General and administrative
12,281
8,672
8,066
Total stock-based compensation expense
$
30,912
$
23,347
$
21,580
The following table summarizes total compensation expense related to unvested awards not yet recognized, net of expected forfeitures, and the weighted average period over which it is expected to be recognized as of December 31, 2020:
Unrecognized Compensation
Weighted Average
Expense for Unvested
Remaining Recognition
Awards
Period
(In thousands)
(In years)
Long-term performance-based awards
$
5,810
1.64
Restricted stock units
34,654
2.62
Purchase plan
202
0.08
Total unrecognized compensation expense
$
40,666
Stock-based compensation expense in the year ended December 31, 2020, was approximately $ 30.9 million (comprising approximately $ 18.7 million related to restricted stock units, $ 10.2 million related to performance-based awards and $ 2.0 million related to the Company’s Purchase Plan).
Stock-based compensation expense in the year ended December 31, 2019, was approximately $ 23.3 million (comprising approximately $ 17.5 million related to restricted stock units, $ 4.1 million related to performance-based awards and $ 1.7 million related to the Company’s Purchase Plan).
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Stock-based compensation expense in the year ended December 31, 2018, was approximately $ 21.6 million comprising approximately $ 16.6 million related to restricted stock units, $ 3.4 million related to performance-based awards and $ 1.6 million related to the Company’s Purchase Plan).
The Company did not grant stock options in the years ended December 31, 2020, 2019 and 2018, and therefore no fair-value assumptions are reported.
The fair value of employees’ stock purchase rights under the Purchase Plan was estimated using the Black-Scholes model with the following weighted-average assumptions used during the three years ended December 31, 2020, 2019 and 2018:
Year Ended December 31,
2020
2019
2018
Risk-free interest rates
0.90
%
2.28
%
1.94
%
Expected volatility rates
47
%
37
%
31
%
Expected dividend yield
0.78
%
0.91
%
0.89
%
Expected term of purchase rights (in years)
0.50
0.50
0.50
Weighted-average estimated fair value of purchase rights
$
15.73
$
19.39
$
17.33
A summary of stock options outstanding as of December 31, 2020, and activity during three years then ended, is presented below:
Weighted-
Average
Weighted-
Remaining
Average
Contractual
Aggregate
Shares
Exercise
Term
Intrinsic Value
(In thousands)
Price
(In years)
(In thousands)
Outstanding at January 1, 2018
1,022
$
14.52
Granted
—
—
Exercised
( 352 )
$
11.30
Forfeited or expired
—
—
Outstanding at December 31, 2018
670
$
16.21
Granted
—
—
Exercised
( 335 )
$
12.98
Forfeited or expired
—
—
Outstanding at December 31, 2019
335
$
19.44
Granted
—
—
Exercised
( 243 )
$
18.99
Forfeited or expired
—
—
Outstanding at December 31, 2020
92
$
20.63
1.05
$
5,643
Vested and Exercisable at December 31, 2020
92
1.05
$
5,643
The total intrinsic value of options exercised during the year ended December 31, 2020, 2019 and 2018, was $ 9.1 million, $ 8.3 million and $ 7.5 million, respectively.
The following table summarizes the stock options outstanding at December 31, 2020:
Options Outstanding
Options Exercisable
Weighted Average
Weighted
Weighted
Remaining
Average
Average
(shares in thousands)
Options
Contractual Term
Exercise
Options
Exercise
Range of Exercise Prices
Outstanding
(in years)
Price
Exercisable
Price
$ 18.48 - $ 19.75
28
0.38
$
18.77
28
$
18.77
$ 21.44 - $ 21.44
64
1.35
$
21.44
64
$
21.44
92
1.05
$
20.63
92
$
20.63
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PSU Awards
Under the performance-based awards program, the Company grants awards in the performance year in an amount equal to twice the target number of shares to be issued if the maximum performance metrics are met. The number of shares that are released at the end of the performance year can range from zero to 200 % of the target number depending on the Company’s performance. The performance metrics of this program are annual targets consisting of a combination of net revenue, non-GAAP operating earnings and strategic goals.
As the net revenue, non-GAAP operating income and strategic goals are considered performance conditions, expense associated with these awards, net of estimated forfeitures, is recognized over the service period based on an assessment of the achievement of the performance targets. The fair value of these PSUs is determined using the fair value of the Company’s common stock on the date of the grant, reduced by the discounted present value of dividends expected to be declared before the awards vest. If the performance conditions are not achieved, no compensation cost is recognized and any previously recognized compensation is reversed.
A summary of PSU awards outstanding as of December 31, 2020, and activity during the three years then ended, is presented below:
Weighted-
Weighted-
Average
Average
Remaining
Aggregate
Shares
Grant Date Fair
Contractual Term
Intrinsic Value
(In thousands)
Value Per Share
(In years)
(In thousands)
Outstanding at January 1, 2018
158
$
32.00
Granted
178
$
31.44
Vested
( 158 )
$
32.00
Forfeited or canceled
( 126 )
$
31.44
Outstanding at December 31, 2018
52
$
31.44
Granted
185
$
35.06
Vested
( 52 )
$
31.44
Forfeited or canceled
( 64 )
$
35.06
Outstanding at December 31, 2019
121
$
35.06
Granted
150
$
46.31
Vested
( 121 )
$
35.06
Forfeited or canceled
—
—
Outstanding at December 31, 2020
150
$
46.27
—
$
12,219
Outstanding and expected to vest at December 31, 2020
150
—
$
12,219
The grant-date fair value of PSU awards released, which were fully vested, in the years ended December 31, 2020, 2019 and 2018 was approximately $ 4.2 million, $ 1.6 million and $ 5.1 million, respectively.
PRSU Awards (Long-term Performance Based)
The Company’s PRSU program provides for the issuance of PRSUs which will vest based on the Company’s performance measured against the PRSU Plan’s established revenue targets. The PRSUs were granted in an amount equal to twice the target number of shares to be issued if the maximum performance metrics are met. The actual number of shares the recipient receives is determined at the end of a three-year performance period based on results achieved versus the Company’s performance goals, and may range from zero to 200 % of the target number. Recipients of a PRSU award generally must remain employed by the Company on a continuous basis through the end of the applicable three-year performance period in order to receive shares subject to that award. The performance goals for PRSUs granted in fiscal 2020, 2019 and 2018 were based on the Company’s annual revenue growth over the respective three-year performance period.
Expense associated with these awards, net of estimated forfeitures, is recorded throughout the year based on an assessment of the expected achievement of the performance targets. If the performance conditions are not achieved, no compensation cost is recognized and any previously recognized compensation is reversed.
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A summary of PRSU awards outstanding as of December 31, 2020, and activity during the three years then ended, is presented below:
Weighted-Average
Aggregate
Weighted-Average
Remaining
Intrinsic
Shares
Grant Date Fair
Contractual Term
Value
(In thousands)
Value Per Share
(In years)
(In thousands)
Outstanding at January 1, 2018
368
$
26.40
Granted
144
$
29.95
Vested
( 76 )
$
26.23
Forfeited or canceled
( 10 )
$
21.63
Outstanding at December 31, 2018
426
$
27.74
Granted
144
$
34.09
Vested
( 140 )
$
21.63
Forfeited or canceled
( 143 )
$
31.50
Outstanding at December 31, 2019
287
$
32.03
Granted
152
$
49.67
Vested
—
—
Forfeited or canceled
( 138 )
$
29.95
Outstanding at December 31, 2020
301
$
41.90
1.51
$
24,637
Outstanding and expected to vest at December 31, 2020
272
1.54
$
22,279
In January 2020 it was determined that no shares subject to the PRSUs granted in 2017 vested in aggregate; thus no shares were released to the Company’s executives in 2020. The grant-date fair value of PRSU awards released, which were fully vested, in the years ended December 31, 2019 and 2018 was approximately $ 3.0 million and $ 2.0 million , respectively.
RSU Awards
RSUs granted to employees typically vest ratably over a four-year period, and are converted into shares of the Company’s common stock upon vesting on a one-for-one basis subject to the employee’s continued service to the Company over that period. The fair value of RSUs is determined using the fair value of the Company’s common stock on the date of the grant, reduced by the discounted present value of dividends expected to be declared before the awards vest. Compensation expense is recognized on a straight-line basis over the requisite service period of each grant adjusted for estimated forfeitures.
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A summary of RSU awards outstanding as of December 31, 2020, and activity during the three years then ended, is presented below:
Weighted-Average
Aggregate
Weighted-Average
Remaining
Intrinsic
Shares
Grant Date Fair
Contractual Term
Value
(In thousands)
Value Per Share
(In years)
(In thousands)
Outstanding at January 1, 2018
1,896
$
27.76
Granted
550
$
31.43
Vested
( 592 )
$
26.89
Forfeited
( 64 )
$
29.72
Outstanding at December 31, 2018
1,790
$
29.10
Granted
582
$
34.90
Vested
( 603 )
$
28.10
Forfeited
( 50 )
$
31.72
Outstanding at December 31, 2019
1,719
$
31.33
Granted
439
$
44.82
Vested
( 599 )
$
30.25
Forfeited
( 41 )
$
36.77
Outstanding at December 31, 2020
1,518
$
35.51
1.42
$
124,239
Outstanding and expected to vest at December 31, 2020
1,423
1.36
$
116,475
The grant-date fair value of RSUs vested in the years ended December 31, 2020, 2019 and 2018, was approximately $ 18.1 million, $ 16.9 million and $ 15.9 million, respectively.
8. SIGNIFICANT CUSTOMERS AND GEOGRAPHIC NET REVENUES:
Customer Concentration
The Company’s top ten customers accounted for approximately 62 %, 54 % and 56 % of revenues in 2020, 2019 and 2018, respectively. A significant portion of these revenues are attributable to sales of the Company’s products to distributors of electronic components. These distributors sell the Company’s products to a broad, diverse range of end users, including OEMs and merchant power supply manufacturers. Sales to distributors in 2020, 2019 and 2018 were $ 367.7 million, $ 304.6 million and $ 313.9 million, respectively. Direct sales to OEMs and power-supply manufacturers accounted for the remainder.
The following customers represented 10% or more of the Company’s net revenues for the respective years :
Year Ended December 31,
Customer
2020
2019
2018
Avnet
19
%
11
%
14
%
Honestar Technologies Co., Ltd.
11
%
*
*
________________________
*Total customer revenue was less than 10 % of net revenues.
No other customers accounted for 10% or more of the Company’s net revenues in the periods presented.
Concentration of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consisted principally of cash investments and trade receivables. The Company does not have any off-balance-sheet credit exposure related to its customers. As of December 31, 2020 and December 31, 2019, 90 % and 63 % of accounts receivable were concentrated with the Company’s top ten customers, respectively.
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The following customers represented 10 % or more of accounts receivable:
December 31,
December 31,
Customer
2020
2019
Powertech Distribution Ltd.
10
%
10
%
Avnet
50
%
*
________________________
*Total customer accounts receivable was less than 10% of net accounts receivables.
No other customers accounted for 10 % or more of the Company’s accounts receivable in the periods presented.
Geographic Net Revenues
The Company markets its products globally through its sales personnel and a worldwide network of independent sales representatives and distributors. Geographic net revenues based on “bill to” customer locations were as follows:
Year Ended December 31,
(In thousands)
2020
2019
2018
United States of America
$
11,065
$
10,662
$
15,315
Hong Kong/China
306,938
237,341
218,752
Taiwan
21,650
36,297
43,081
Korea
40,059
30,395
33,877
Western Europe (excluding Germany)
33,564
36,025
49,834
Japan
17,453
15,496
19,897
Germany
23,242
20,197
14,403
Other
34,347
34,256
20,796
Total net revenues
$
488,318
$
420,669
$
415,955
9. COMMON STOCK REPURCHASES AND CASH DIVIDENDS:
Common Stock Repurchases
Over the years the Company’s board of directors has authorized the use of funds to repurchase shares of the Company’s common stock, including $ 110.0 million in 2018, with repurchases to be executed according to pre-defined price/volume guidelines. In 2018, 2019 and 2020 the Company purchased approximately 3,144,000 , 242,000 and 63,000 shares, respectively, for approximately $ 103.2 million, $ 7.3 million and $ 2.6 million, respectively. As of December 31, 2020, the Company had $ 41.3 million available for future stock repurchases, which has no expiration date. Authorization of future stock repurchase programs is at the discretion of the board of directors and will depend on the Company’s financial condition, results of operations, capital requirements and business conditions as well as other factors.
Common Stock Dividend
The following table presents the quarterly dividends declared per share of the Company’s common stock for the periods indicated:
Year Ended December 31,
2020
2019
2018
First Quarter
$
0.095
$
0.085
$
0.080
Second Quarter
$
0.105
$
0.085
$
0.080
Third Quarter
$
0.110
$
0.085
$
0.080
Fourth Quarter
$
0.110
$
0.095
$
0.080
The Company paid a total of approximately $ 25.1 million, $ 20.5 million and $ 18.8 million in cash dividends during 2020, 2019 and 2018, respectively.
In January 2018, the Company’s board of directors declared a $ 0.080 per share quarterly dividend for each quarter in 2018. In January 2019, the Company’s board of directors declared four quarterly cash dividends of $ 0.085 per share to be paid to stockholders of record at the end of each quarter in 2019. In October 2019, the Company’s board of directors raised the cash dividends per share with the declaration of five cash dividends, consisting of (a) a dividend of $ 0.01 per
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share to be paid to stockholders of record at the end of the fourth quarter in 2019, that was in addition to the dividend of $ 0.085 per share to be paid to stockholders of record at the end of the fourth quarter in 2019 previously declared by the board in January 2019, and (b) a dividend of $ 0.095 per share to be paid to stockholders of record at the end of each quarter in 2020.
In April 2020, the Company’s board of directors raised the cash dividends with the declaration of three cash dividends of $ 0.105 per share (in lieu of the $ 0.095 per share previously announced in October 2019) to be paid to stockholders of record at the end of each of the second, third and fourth quarter in 2020. In July 2020, the Company’s board of directors raised the cash dividends further with the declaration of two cash dividends of $ 0.11 per share (in lieu of the $ 0.105 per share announced in April 2020) to be paid to stockholders of record at the end of each of the third and fourth quarter in 2020. In January 2021, the Company’s board of directors raised the quarterly cash dividend again by $ 0.02 per share with the declaration of four cash dividends of $ 0.13 per share to be paid to stockholders of record at the end of each quarter in 2021.
10. EARNINGS PER SHARE:
Basic earnings per share are calculated by dividing net income by the weighted-average shares of common stock outstanding during the period. Diluted earnings per share are calculated by dividing net income by the weighted-average shares of common stock and dilutive common equivalent shares outstanding during the period. Dilutive common equivalent shares included in this calculation consist of dilutive shares issuable upon the assumed exercise of outstanding common stock options, the assumed vesting of outstanding restricted stock units, the assumed issuance of awards under the stock purchase plan and contingently issuable performance-based awards, as computed using the treasury stock method.
A summary of the earnings per share calculation is as follows:
Year Ended December 31,
(In thousands, except per share amounts)
2020
2019
2018
Basic earnings per share:
Net income
$
71,176
$
193,468
$
69,984
Weighted-average common shares
59,657
58,534
58,912
Basic earnings per share
$
1.19
$
3.31
$
1.19
Diluted earnings per share: (1)
Net income
$
71,176
$
193,468
$
69,984
Weighted-average common shares
59,657
58,534
58,912
Effect of dilutive awards:
Employee stock plans
1,188
1,098
1,382
Diluted weighted-average common shares
60,845
59,632
60,294
Diluted earnings per share
$
1.17
$
3.24
$
1.16
(1) The Company includes the shares underlying performance-based awards in the calculation of diluted earnings per share if the performance conditions have been satisfied as of the end of the reporting period and excludes such shares when the necessary conditions have not been met. The Company has included in the 2020, 2019 and 2018 calculations those shares that were contingently issuable upon the satisfaction of the performance conditions as of the end of the respective periods.
In the years ended December 31, 2020, 2019, and 2018, no outstanding stock awards were determined to be anti-dilutive and therefore were excluded from the computation of diluted earnings per share.
In July 2020, the Company’s board of directors approved a two -for-one stock split in the form of a stock dividend, payable on August 18, 2020, to stockholders of record as of the close of business on August 14, 2020. The Company’s stockholders received one additional share of common stock for each share of common stock held on August 14, 2020 . The share and per share information for all periods presented in this Form 10-K has been adjusted for the effect of the stock split.
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11. PROVISION (BENEFIT) FOR INCOME TAXES:
Income Taxes
The Company accounts for income taxes under the provisions of ASC 740, Income Taxes . Under the provisions of ASC 740, deferred tax assets and liabilities are recognized based on the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, utilizing the tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
U.S. and foreign components of income before income taxes were:
Year Ended December 31,
(In thousands)
2020
2019
2018
U.S. operations
$
( 6,252 )
$
82,692
$
( 6,529 )
Foreign operations
81,503
139,722
66,293
Total income before income taxes
$
75,251
$
222,414
$
59,764
The components of the provision (benefit) for income taxes are as follows:
Year Ended December 31,
(In thousands)
2020
2019
2018
Current provision (benefit):
Federal
$
2,788
$
18,293
$
( 6,382 )
State
( 181 )
184
4
Foreign
1,677
1,293
938
4,284
19,770
( 5,440 )
Deferred provision (benefit):
Federal
348
9,683
( 4,593 )
State
—
—
—
Foreign
( 557 )
( 507 )
( 187 )
( 209 )
9,176
( 4,780 )
Total
$
4,075
$
28,946
$
( 10,220 )
The provision (benefit) for income taxes differs from the amount that would result by applying the applicable federal income tax rate to income before income taxes, as follows:
Year Ended December 31,
2020
2019
2018
Provision (benefit) computed at Federal statutory rate
21.0
%
21.0
%
21.0
%
Business tax credits
( 7.4 )
( 2.4 )
( 9.1 )
Stock-based compensation
( 0.1 )
( 0.2 )
( 2.2 )
Foreign income taxed at different rate
( 22.0 )
( 12.7 )
( 25.0 )
GILTI inclusion
10.7
6.2
10.6
U.S. Tax Act - transition tax
—
0.1
( 16.2 )
Deferred tax asset and liability adjustment
0.3
—
—
Valuation allowance
2.6
0.8
2.8
Other
0.3
0.2
1.0
Total
5.4
%
13.0
%
( 17.1 )
%
The Company’s effective tax rate is impacted by the geographic distribution of the Company’s world-wide earnings in lower-tax jurisdictions, federal research tax credits and the recognition of excess tax benefits related to share-based payments. These benefits were partially offset by foreign income subject to U.S. tax, known as global intangible low-taxed income. The Company’s primary jurisdiction where foreign earnings are derived is the Cayman Islands, which is a non-taxing jurisdiction. Income earned in other foreign jurisdictions was not material. The Company has not been granted any incentivized tax rates and does not operate under any tax holidays in any jurisdiction. Additionally, in 2018 the Company’s effective tax rate was favorably impacted by revisions to the Tax Act resulting in a $ 9.7 million income tax benefit.
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The components of the net deferred income tax assets (liabilities) were as follows:
December 31,
(In thousands)
2020
2019
Deferred tax assets:
Other reserves and accruals
$
3,707
$
3,099
Tax credit carry-forwards
20,713
18,968
Stock compensation
1,494
1,644
Capital losses
158
157
Net operating loss
2,303
899
Other
1,023
1,000
Valuation allowance
( 24,160 )
( 20,822 )
5,238
4,945
Deferred tax liabilities:
Depreciation
( 1,974 )
( 2,273 )
( 1,974 )
( 2,273 )
Net deferred tax assets
$
3,264
$
2,672
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities and projected future taxable income. In the event that the Company determines, based on available evidence and management judgment, that all or part of the net deferred tax assets will not be realized in the future, the Company would record a valuation allowance in the period the determination is made. In addition, the calculation of tax liabilities involves significant judgment in estimating the impact of uncertainties in the application of complex tax laws. Resolution of these uncertainties in a manner inconsistent with the Company’s expectations could have a material impact on its results of operations and financial position.
As of December 31, 2020, the Company continues to maintain a valuation allowance primarily as a result of capital losses for federal purposes, and on its California, New Jersey and Canada deferred tax assets as the Company believes that it is not more likely than not that the deferred tax assets will be fully realized.
As of December 31, 2020, the Company had utilized all of its federal research and development tax credit carryforwards. As of December 31, 2020, the Company had California research and development tax credit carryforwards of approximately $ 30.2 million (there is no expiration of research and development tax credit carryforwards for the state of California) and California net operating losses of $ 44.7 million which will begin to expire in 2032 . As of December 31, 2020, the Company had Canadian scientific research and experimental development tax credit carryforwards of approximately $ 3.4 million and New Jersey research and experimental development tax credit carryforwards of approximately $ 0.7 million, which will start to expire in 2030 and 2026 , respectively.
The Tax Act signed into law on December 22, 2017, generally allows companies to repatriate accumulated foreign earnings without incurring additional U.S. federal taxes beginning after December 31, 2017. Local foreign and U.S. states taxes may still be incurred upon repatriation. The Company has not provided for U.S. taxes on its undistributed earnings of foreign subsidiaries. The determination of the future tax consequences of the remittance of these earnings is not practicable.
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Unrecognized Tax Benefits
The Company applies the provisions of ASC 740-10, relating to accounting for uncertain income taxes. Reconciliation of the beginning and ending amount of unrecognized tax benefits:
Unrecognized
(In thousands)
Tax Benefits
Unrecognized Tax Benefits Balance at January 1, 2018
$
16,683
Gross Increase for Tax Positions of Current Year
1,994
Gross Decrease for Tax Positions of Prior Years
( 70 )
Unrecognized Tax Benefits Balance at December 31, 2018
18,607
Gross Increase for Tax Positions of Current Year
1,379
Gross Decrease for Tax Positions of Prior Years
( 937 )
Unrecognized Tax Benefits Balance at December 31, 2019
19,049
Gross Increase for Tax Positions of Current Year
2,002
Gross Decrease for Tax Positions of Prior Years
—
Unrecognized Tax Benefits Balance at December 31, 2020
$
21,051
The Company’s total unrecognized tax benefits as of December 31, 2020, 2019 and 2018, were $ 21.1 million, $ 19.0 million and $ 18.6 million, respectively. An income tax benefit of $ 11.1 million, net of valuation allowance adjustments, would be recorded if these unrecognized tax benefits are recognized. The Company cannot reasonably estimate the amount of the unrecognized tax benefit that could be adjusted in the next twelve months.
The Company’s continuing practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had accrued interest and penalties of $ 0.1 million as of both December 31, 2020 and 2019, which have been recorded in long-term income taxes payable in the accompanying consolidated balance sheets.
As of December 31, 2020, the Company has concluded all U.S. federal income tax matters for the years through 2012. However, due to tax attributes, the IRS may calculate tax adjustments for subsequent years for positions taken prior to 2012. There are currently no pending income tax audits.
On July 27, 2015, in Altera Corp. v. Commissioner, the U.S. Tax Court issued an opinion related to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement. A final decision was issued by the Tax Court in December 2015. In February 2016, the Commissioner appealed the Tax Court decision. On July 24, 2018, the U.S. Ninth Circuit Court of Appeals reversed the U.S. Tax Court’s decision Altera Corp. v. Commissioner; the reversal was subsequently withdrawn. On June 7, 2019, the Ninth Circuit Court of Appeals overturned the U.S. Tax Court decision; finding that the Government had adequately supported in the record that stock-based compensation should be treated as an intangible development cost in a cost-sharing arrangement and Treasury’s position on the issue was not a policy change, holding stock-based compensation to be a compensable cost under IRC Section 482.
On February 10, 2020, Altera filed a petition for a writ of certiorari asking the Supreme Court to review the Ninth Circuit’s decision. The Supreme Court’s denied the petition for certiorari, and thus the Ninth Circuit’s decision stands. The decision above does not impact the Company as it treats stock-based compensation as a compensable cost under IRC Section 482.
12. LEASES AND COMMITMENTS:
Facilities and Leases
The Company owns its main executive, administrative, manufacturing and technical offices in San Jose, California. The Company also owns a research and development facility in New Jersey, a design center in Germany and a test facility in Switzerland. The Company’s leases consist of operating leases for administrative office spaces, research-and-development facilities and sales offices in various countries around the world. Effective January 1, 2019, the Company adopted Accounting Standards Update 2016-02, Leases (Topic 842), using the optional transition method. The Company determines if an arrangement is a lease at inception. Some lease agreements contain lease and non-lease components, which are accounted for as a single lease component. Total lease expense was $ 2.7 million, $ 2.5 million and $ 2.2 million in the years ended December 31, 2020, 2019 and 2018, respectively, while short-term and variable lease expenses were not material during these periods.
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Balance sheet information related to leases was as follows:
December 31,
December 31,
(In thousands)
Balance Sheet Classification
2020
2019
Right-of-use assets
Operating lease assets
Other assets
$
10,295
$
9,521
Lease liabilities
Current operating lease liabilities
Other accrued liabilities
$
2,682
$
1,954
Non-current operating lease liabilities
Other liabilities
7,345
7,031
Total
$
10,027
$
8,985
Initial lease terms are determined at commencement and may include options to extend or terminate the lease when it is reasonably certain the Company will exercise the option. Remaining lease terms range from one to eight years , some of which include options to extend for up to six years , and some of which include options to terminate within one year . Leases with an initial term of twelve months or less are not recorded on the balance sheet. As the Company’s leases do not provide an implicit rate, the present value of future lease payments is determined using the Company’s incremental borrowing rate based on information available at commencement date.
December 31,
December 31,
Lease term and discount rate
2020
2019
Weighted average remaining lease term
4.2
years
4.8
years
Weighted average discount rate
3.3
%
3.9
%
Supplemental cash flows information related to leases was as follow:
Year Ended December 31,
(In thousands)
2020
2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
2,459
$
2,964
Right-of-use assets obtained in exchange for new operating lease obligations
$
2,947
$
4,884
Future minimum lease payments under all non-cancelable lease agreements as of December 31, 2020, are as follows:
December 31,
(In thousands)
2020
2021
$
2,964
2022
2,840
2023
2,477
2024
1,334
2025
342
Thereafter
830
Total future minimum lease payments
10,787
Less imputed interest
( 760 )
Total
$
10,027
Purchase Obligations
At December 31, 2020, the Company had no non-cancelable purchase obligations that were due beyond one year.
13. LEGAL PROCEEDINGS AND CONTINGENCIES:
From time to time in the ordinary course of business, the Company becomes involved in lawsuits, or customers and distributors may make claims against the Company. In accordance with ASC 450-10, Contingencies , the Company makes a provision for a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.
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On April 1, 2016, Opticurrent, LLC filed a complaint against the Company in the United States District Court for the Eastern District of Texas alleging that the Company infringed one patent pertaining to transistor switch devices and seeking damages for the alleged infringement. The Company filed a motion to transfer the case to the Northern District of California, which the Court granted, and the case was assigned to a new judge in San Francisco following the transfer. On December 21, 2018, the Court granted the Company’s challenge to Opticurrent’s damages expert but denied the Company’s motion for summary judgment. Following a trial in February 2019, a jury issued a finding of direct infringement by the Company but found that the Company did not induce infringement, and awarded Opticurrent damages of $ 6.7 million. The Company challenged those findings in post-trial proceedings, and the Court granted one of the Company’s post-trial motions, reducing the damages award to $ 1.2 million. Although the Court of Appeals affirmed the original findings and the reduced damages award, the Company believes it has strong defenses, and intends to continue to vigorously defend itself against Opticurrent’s claims, including through a pending motion to set aside the judgment in view of a disclaimer that Opticurrent made during reexamination proceedings, which has been fully briefed and argued, with rulings expected in the coming months.
On June 19, 2019, Opticurrent, LLC filed a follow-on lawsuit in the United States District Court for the Northern District of California accusing more of the Company’s products of infringement and seeking damages for the alleged infringement of the same claim of the same patent asserted in the parties’ prior litigation, as described above. Limited discovery has taken place, but proceedings are currently stayed pending resolution of the Company’s motion to set aside the judgment in the parties’ prior litigation, and no schedule has yet been set for expert discovery, dispositive motions, or trial. The Company believes it has strong defenses, and intends to vigorously defend itself against Opticurrent’s claims, with appeals to follow if necessary.
On January 6, 2020, the Company filed a complaint against CogniPower LLC in the United States District Court for the District of Delaware for infringement of two of the Company’s patents and seeking a declaration of non-infringement with respect to patents that CogniPower had charged the Company’s customers with infringing , based on customer use of the Company’s products. In response, CogniPower filed a motion to dismiss the Company’s declaratory judgment claims on the basis that CogniPower had not threatened the Company directly with suit. That motion was granted, so CogniPower’s claims for infringement initially went forward separately in their lawsuit against the Company’s customers in the District of Delaware, but the Company filed a motion to intervene in that lawsuit and received a ruling allowing the Company to intervene in CogniPower’s customer lawsuit on February 1, 2021. Fact discovery and claim construction proceedings are now under way, but the Company believes it has strong claims and defenses, and intends to vigorously defend itself against CogniPower’s claims against the Company’s technology, with appeals to follow if necessary.
The Company is unable to predict the outcome of legal proceedings with certainty, and there can be no assurance that Power Integrations will prevail in the above-mentioned unsettled litigations. These litigations, whether or not determined in Power Integrations’ favor or settled, will be costly and will divert the efforts and attention of the Company’s management and technical personnel from normal business operations, potentially causing a material adverse effect on the business, financial condition and operating results. Currently, the Company is not able to estimate a loss or a range of loss for the ongoing litigation disclosed above, however adverse determinations in litigation could result in monetary losses, the loss of proprietary rights, subject the Company to significant liabilities, require Power Integrations to seek licenses from third parties or prevent the Company from licensing the technology, any of which could have a material adverse effect on the Company’s business, financial condition and operating results.
14. RETIREMENT PLANS:
The Company sponsors a defined benefit pension plan (Pension Plan) for its Swiss subsidiary in accordance with the legal requirements of Switzerland. The plan assets, which provide benefits in the event of an employee’s retirement, death or disability, are held in legally autonomous trustee-administered funds that are subject to Swiss law. Benefits are based on the employee’s age, years of service and salary, and the plan is financed by contributions by both the employee and the Company.
The net periodic benefit cost of the Pension Plan was not material to the Company’s financial statements during the years ended December 31, 2020, 2019 and 2018. At December 31, 2020, the projected benefit obligation was $ 16.6 million, the plan assets were $ 9.7 million and the net pension liability was $ 6.9 million. As of December 31, 2019, the projected benefit obligation was $ 14.8 million, the plan assets were $ 8.2 million, and the net pension liability was $ 6.6 million. The Company has recorded the unfunded amount as a liability in its consolidated balance sheet at December 31,
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2020 and 2019, under the other liabilities caption. The Company expects to make contributions to the Pension Plan of approximately $ 0.4 million during 2021. The unrealized actuarial loss on pension benefits, net of tax, at December 31, 2020, 2019 and 2018 was $ 1.6 million, $ 2.5 million and $ 0.7 million, respectively. These amounts were reflected in Note 3 under the caption accumulated other comprehensive loss.
In accordance with the Compensation-Retirement Benefits Topic of ASC 715-20, Defined Benefits Plan , the Company recognizes the over-funded or under-funded status of its defined post-retirement plan as an asset or liability in its statement of financial position. The Company measured the plan assets and benefit obligations as of the date of the fiscal year-end.
15. BANK LINE OF CREDIT:
On July 27, 2016, the Company entered into a credit agreement with a bank (the "Credit Agreement") that provides the Company with a $ 75.0 million revolving line of credit to use for general corporate purposes with a $ 20.0 million sub-limit for the issuance of standby and trade letters of credit. The Credit Agreement was amended on April 30, 2018, to extend the termination date from July 26, 2019, to April 30, 2022, with all other terms remaining the same. The Company’s ability to borrow under the revolving line of credit is conditioned upon the Company’s compliance with specified covenants, including reporting and financial covenants, primarily a minimum cash requirement and a debt to earnings ratio. The Credit Agreement terminates on April 30, 2022; all advances under the revolving line of credit will become due on such date, or earlier in the event of a default. The Company was compliant with all covenants and had no advances outstanding under the Credit Agreement.
16. SELECTED QUARTERLY INFORMATION (Unaudited):
The following tables set forth certain data from the Company’s consolidated statements of income for each of the quarters in the years ended December 31, 2020 and 2019.
The unaudited quarterly consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements contained herein and include all adjustments that the Company considers necessary for a fair presentation of such information when read in conjunction with the Company’s annual audited consolidated financial statements and notes thereto appearing elsewhere in this report. The operating results for any quarter are not necessarily indicative of the results for any subsequent period or for the entire fiscal year.
Three Months Ended
(unaudited)
Dec. 31,
Sept. 30,
June 30,
Mar. 31,
Dec. 31,
Sept. 30,
June 30,
Mar. 31,
(In thousands, except per share data)
2020
2020
2020
2020
2019(1)
2019
2019
2019
Net revenues
$
150,693
$
121,129
$
106,832
$
109,664
$
114,457
$
114,159
$
102,865
$
89,188
Gross profit
74,005
59,569
53,536
56,480
58,225
58,131
51,572
45,474
Net income
$
27,278
$
14,820
$
13,192
$
15,886
$
158,291
$
17,099
$
10,845
$
7,233
Earnings per share (2)
Basic
$
0.46
$
0.25
$
0.22
$
0.27
$
2.69
$
0.29
$
0.19
$
0.13
Diluted
$
0.45
$
0.24
$
0.22
$
0.27
$
2.64
$
0.29
$
0.19
$
0.13
Shares used in per share calculation (2)
Basic
59,879
59,823
59,712
59,204
58,854
58,770
58,594
57,902
Diluted
61,176
60,852
60,624
60,268
60,010
59,732
59,404
58,892
(1) In October 2019, the Company entered into a favorable litigation settlement with ON Semiconductor Corporation which resulted in a $ 169.0 million net gain.
(2) In July 2020, the Company’s board of directors approved a two -for-one stock split in the form of a stock dividend, payable on August 18, 2020, to stockholders of record as of the close of business on August 14, 2020. The Company’s stockholders received one additional share of common stock for each share of common stock held on August 14, 2020. The share and per share information for all periods presented in this Form 10-K has been adjusted for the effect of the stock split ( Refer to Note 10, Earnings Per Share , in this Form 10-K for details ) .
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Schedule II
Valuation and Qualifying Accounts
The Company maintains an allowance for the distributors’ ship and debit credits relating to the sell-through of the Company’s products. This reserve is established using the Company’s historical ship and debit amounts and levels of inventory in the distributor channels.
The following is a summary of the activity in the allowance for ship and debit credits:
Balance at
Charged to
Beginning of
Costs and
Balance at End
(In thousands)
Period
Expenses
Deductions(1)
of Period
Allowance for ship and debit credits:
Year ended December 31, 2018
$
39,486
$
242,068
$
( 241,436 )
$
40,118
Year ended December 31, 2019
$
40,118
$
230,278
$
( 236,921 )
$
33,475
Year ended December 31, 2020
$
33,475
$
257,765
$
( 264,805 )
$
26,435
(1) Deductions relate to ship and debit credits issued which adjust the sales price from the standard distribution price to the pre-approved lower price. Refer to Note 2, Significant Accounting Policies and Recent Accounting Pronouncements , for the Company’s revenue recognition policy, including the Company’s accounting for ship and debit claims.
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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
Not applicable.