Form 8-K MAXWELL TECHNOLOGIES For: Oct 23
Tweet
Share
E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_____________________________________________________________
FORM 8-K
_____________________________________________________________�
CURRENT REPORT
Pursuant to Section�13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): October�23, 2014
_____________________________________________________________�
MAXWELL TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
_____________________________________________________________�
Delaware | � | 001-15477 | � | 95-2390133 |
(State or Other Jurisdiction of Incorporation) | � | (Commission File Number) | � | (I.R.S. Employer Identification Number) |
3888 Calle Fortunada
San Diego, California 92123
(Addresses of principal executive offices, including zip code)
(858) 503-3300
(Registrants telephone number, including area code)
_____________________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
� | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
� | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
� | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
� | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item�2.02. Results of Operations and Financial Condition.
On October�23, 2014, Maxwell Technologies, Inc. (the Company ) issued a press release announcing the Companys results for its third quarter ended September�30, 2014. A copy of this press release is attached hereto as Exhibit 99.1.
This information and the exhibits hereto are being furnished and shall not be deemed to be filed for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liabilities of that Section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item�9.01. Financial Statements and Exhibits.
(d) | Exhibits |
Exhibit�No. | Description | |
99.1 | Press release issued by Maxwell Technologies, Inc. on October 23, 2014 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
�
MAXWELL TECHNOLOGIES, INC. | |||
By: | � | /s/ Kevin S. Royal | |
� | Kevin S. Royal | ||
� | Chief Financial Officer | ||
Date: October�23, 2014
EXHIBIT INDEX
�
Exhibit�No. | Description | |
99.1 | Press release issued by Maxwell Technologies, Inc. on October 23, 2014 | |
Exhibit 99.1
NEWS RELEASE
For Immediate Release������������������������
October�23, 2014��������
MAXWELL TECHNOLOGIES REPORTS THIRD QUARTER FINANCIAL RESULTS
_________________
CONFERENCE CALL & WEBCAST AT 5 P.M. (EDT) TODAY - DETAILS BELOW
SAN DIEGO, Calif. - Maxwell Technologies, Inc. (Nasdaq: MXWL) today reported revenue of $41.6 million for its third quarter ended September�30, 2014, down 10 percent from the $46.1 million recorded in the second quarter ended June�30, 2014, and down 19 percent from the $51.2 million recorded in the third quarter of 2013.
Third quarter ultracapacitor revenue decreased by 15 percent sequentially to $28.8 million, compared with $33.9 million in the second quarter ended June�30, 2014, and was down 22 percent compared with the $37.0 million recorded in the third quarter of 2013. Sales of high voltage capacitor and microelectronics products totaled $12.8 million in Q314, up 5 percent sequentially from the $12.2 million recorded in the second quarter and down 10 percent from the $14.2 million recorded in Q313.
Third quarter revenue was in line with our expectations, said Dr. Franz Fink, Maxwells president and CEO. Ultracapacitor sales into the wind energy, automotive and electric rail markets were solid, as were sales of our high voltage capacitor products, but ultracapacitor sales into the hybrid bus market in China were down sequentially, compared with Q2. "
On a U.S. generally accepted accounting principles (GAAP) basis, operating loss for the third quarter 2014 was $2.3 million, compared with an operating loss of $567,000 in Q214 and operating income of $6.2 million in Q313. GAAP net loss for Q314 was $3.3 million, or $0.11 per share, compared with a net loss of $1.2 million, or $0.04 per share in Q214 and net income of $6.0 million, or $0.21 per diluted share, in Q313.
On a non-GAAP basis, the Company reported operating loss of $1.3 million in Q314 compared with operating income of $599,000 in Q214 and operating income of $6.9 million in Q313. Non-GAAP net loss for Q314 was $2.3 million, or $0.08 cents per share, compared with net loss of $15,000, or zero cents per share in Q214 and net income of $6.7 million, or $0.23 per diluted share, in Q313. A reconciliation of GAAP to non-GAAP financial measures is included as an addendum to this release.
GAAP gross margin was 37 percent in Q314, compared with 36 percent in Q214 and 41 percent in Q313. GAAP operating expenses totaled approximately $17.7 million, or 43 percent of revenue, in Q314, compared with $17.2 million, or 37 percent of revenue, in Q214, and $14.9 million, or 29 percent of revenue, in Q313. Non-GAAP operating expenses totaled approximately $16.9 million, or 41 percent of revenue, in Q314 compared with $16.2 million, or 35 percent of revenue, in Q214 and $14.4 million, or 28 percent of revenue, in Q313. Cash and cash equivalents totaled $30.8 million as of September�30, 2014, compared with $30.7 million as of June�30, 2014. Complete financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations will be available with the filing of the Company's Quarterly Report on Form 10-Q with the Securities & Exchange Commission.
Outlook: Based on customer forecasts and order flow indicating increasing ultracapacitor sales into the hybrid bus market in China, along with higher sales into the wind energy market and continuing solid sales for other ultracapacitor applications and our high voltage and microelectronic products, total revenue for the fourth quarter is likely to increase by 20 to 25% compared with that reported in the third quarter.
��
Non-GAAP Financial Measures: The Company uses non-GAAP financial measures for internal evaluation and to report the results of its business. These non-GAAP financial measures include non-GAAP gross profit, non-GAAP operating expenses, non-GAAP income (loss) from operations, non-GAAP net income (loss), and non-GAAP net income (loss) per diluted share. These measures are not in accordance with, nor an alternative to, GAAP. These measures are intended to supplement GAAP financial information, and may be computed differently from non-GAAP financial measures used by other companies. The Company believes that these measures provide useful information to its management, board of directors and investors about its operating activities and business trends related to its financial condition and results of operations. The
-more-
Company believes that it is useful to provide investors with information to understand how specific line items in the statement of operations are affected by certain non-cash or non-recurring items, such as stock-based compensation expense.
In addition, the Company's management and board of directors use these non-GAAP financial measures in developing operating budgets and in reviewing the Company's results of operations, as non-cash and non-recurring items have limited impact on current and future operating decisions. Additionally, the Company believes that inclusion of non-GAAP financial measures provide consistency and comparability with its past reports of financial results. However, investors should be aware that non-GAAP measures have inherent limitations and should be read in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP. Please refer to the accompanying tables for a detailed reconciliation of GAAP to non-GAAP gross profit, operating expenses, income from operations, net income, and net income per share.
Management will conduct a conference call and simultaneous webcast to discuss third quarter of 2014 financial results and the future outlook at 5 p.m. (EDT) today. The call may be accessed by dialing toll-free, (866) 952-1906 from the U.S. and Canada, or (785) 424-1825 for international callers, and entering the conference ID, MAXWELL. The live web cast and subsequent archived replay may be accessed at the Company's web site via the following link: http://investors.maxwell.com/phoenix.zhtml?c=94560&p=irol-calendar.
Maxwell is a global leader in the development and manufacture of innovative, cost-effective energy storage and power delivery solutions. Our ultracapacitor products provide safe and reliable power solutions for applications in consumer and industrial electronics, transportation, renewable energy and information technology. Our CONDIS� high-voltage grading and coupling capacitors help to ensure the safety and reliability of electric utility infrastructure and other applications involving transport, distribution and measurement of high-voltage electrical energy. Our radiation-hardened microelectronic products for satellites and spacecraft include single board computers and components incorporating our proprietary RADPAK� packaging and shielding technology that enables them to perform reliably in space. For more information, visit www.maxwell.com.
Forward-looking statements: Statements in this news release that are forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties. Such risks, uncertainties and contingencies include, but are not limited to, the following:
" | the accuracy of customer demand forecasts and our reliance on them for planning and resource allocation; |
" | our ability to remain competitive and stimulate customer demand through successful introduction of new products, and to educate our prospective customers on the products we offer; |
" | dependence upon the sale of products to a small number of customers and vertical markets, some of which are heavily dependent on government funding or government subsidies which may or may not continue in the future; |
" | dependence upon the sale of products into Asia and Europe, where macroeconomic factors outside our control may adversely affect our sales; |
" | risks related to our international operations including, but not limited to, our ability to adequately comply with the changing rules and regulations in countries where our business is conducted, our ability to oversee and control our foreign subsidiaries and their operations, our ability to effectively manage foreign currency exchange rate fluctuations arising from our international operations, and our ability to continue to comply with the U.S. Foreign Corrupt Practices Act as well as the anti-bribery laws of foreign jurisdictions; |
" | successful acquisition, development and retention of key personnel; |
" | our ability to effectively manage our reliance upon certain suppliers of key component parts, specialty equipment and logistical services; |
" | our ability to match production volume to actual customer demand; |
" | our ability to manage product quality problems; |
" | our ability to protect our intellectual property rights and to defend claims against us; |
" | our ability to effectively identify, enter into, manage and benefit from strategic alliances; |
" | occurrence of a catastrophic event at any of our facilities; |
" | occurrence of a technology systems failure, network disruption, or breach in data security; |
" | our ability to obtain sufficient capital to meet our operating or other needs; and, |
" | our ability to manage and minimize the impact of unfavorable legal proceedings. |
-more-
For further information regarding risks and uncertainties associated with Maxwell's business, please refer to the Management's Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors sections of our SEC filings, including, but not limited to, our annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of these documents may be obtained by contacting Maxwell's investor relations department at (858) 503-3434, or at our investor relations website: investors.maxwell.com. All information in this release is as of October�23, 2014. The Company undertakes no duty to update any forward-looking statement to reflect actual results or changes in the Company's expectations.
Media & Investor Contact: Michael Sund, +1 858.503.3233; [email protected]
# # #
MAXWELL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September�30, 2014 | June�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | ||||||||||||||||
Revenue | $ | 41,593 | $ | 46,074 | $ | 51,197 | $ | 133,668 | $ | 154,555 | ||||||||||
Cost of revenue | 26,123 | 29,474 | 30,084 | 83,728 | 93,636 | |||||||||||||||
Gross profit | 15,470 | 16,600 | 21,113 | 49,940 | 60,919 | |||||||||||||||
Operating expenses: | ||||||||||||||||||||
Selling, general and administrative | 10,823 | 10,944 | 9,455 | 32,706 | 32,945 | |||||||||||||||
Research and development | 6,923 | 6,223 | 5,450 | 19,317 | 16,851 | |||||||||||||||
Total operating expenses | 17,746 | 17,167 | 14,905 | 52,023 | 49,796 | |||||||||||||||
Income (loss) from operations | (2,276 | ) | (567 | ) | 6,208 | (2,083 | ) | 11,123 | ||||||||||||
Interest expense, net | 49 | 28 | 36 | 116 | 121 | |||||||||||||||
Amortization of debt discount and prepaid debt costs | 5 | 5 | 16 | 15 | 46 | |||||||||||||||
Income (loss) before income taxes | (2,330 | ) | (600 | ) | 6,156 | (2,214 | ) | 10,956 | ||||||||||||
Income tax provision | 962 | 581 | 129 | 1,940 | 1,802 | |||||||||||||||
Net income (loss) | $ | (3,292 | ) | $ | (1,181 | ) | $ | 6,027 | $ | (4,154 | ) | $ | 9,154 | |||||||
Net income (loss) per common share: | ||||||||||||||||||||
Basic | $ | (0.11 | ) | $ | (0.04 | ) | $ | 0.21 | $ | (0.14 | ) | $ | 0.32 | |||||||
Diluted | $ | (0.11 | ) | $ | (0.04 | ) | $ | 0.21 | $ | (0.14 | ) | $ | 0.32 | |||||||
Weighted average common shares outstanding: | ||||||||||||||||||||
Basic | 29,284 | 29,206 | 28,884 | 29,146 | 28,857 | |||||||||||||||
Diluted | 29,284 | 29,206 | 28,940 | 29,146 | 28,883 | |||||||||||||||
MAXWELL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(Unaudited)
September�30, 2014 | December�31, 2013 | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 30,798 | $ | 30,647 | ||||
Trade and other accounts receivable, net | 30,636 | 29,869 | ||||||
Inventories | 52,009 | 44,736 | ||||||
Prepaid expenses and other current assets | 2,779 | 2,314 | ||||||
��Total current assets | 116,222 | 107,566 | ||||||
Property and equipment, net | 41,018 | 44,941 | ||||||
Goodwill | 24,462 | 25,978 | ||||||
Pension asset | 10,576 | 10,568 | ||||||
Other non-current assets | 878 | 1,034 | ||||||
��Total assets | $ | 193,156 | $ | 190,087 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable and accrued liabilities | $ | 30,696 | $ | 25,616 | ||||
Accrued employee compensation | 10,270 | 8,788 | ||||||
Deferred revenue and customer deposits | 2,826 | 1,043 | ||||||
Short-term borrowings and current portion of long-term debt | 9,280 | 7,914 | ||||||
Deferred tax liability | 813 | 890 | ||||||
��Total current liabilities | 53,885 | 44,251 | ||||||
Deferred tax liability, long-term | 2,008 | 2,125 | ||||||
Long-term debt, excluding current portion | 44 | 100 | ||||||
Other long-term liabilities | 3,201 | 3,401 | ||||||
��Total liabilities | 59,138 | 49,877 | ||||||
Stockholders' equity: | ||||||||
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,838 and 29,563 shares issued and outstanding at September 30, 2014 and December�31, 2013, respectively | 2,983 | 2,953 | ||||||
Additional paid-in capital | 276,261 | 271,928 | ||||||
Accumulated deficit | (155,948 | ) | (151,794 | ) | ||||
Accumulated other comprehensive income | 10,722 | 17,123 | ||||||
��Total stockholders' equity | 134,018 | 140,210 | ||||||
��Total liabilities and stockholders' equity | $ | 193,156 | $ | 190,087 | ||||
MAXWELL TECHNOLOGIES, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(Unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September�30, 2014 | June�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | ||||||||||||||||
Gross Profit Reconciliation: | ||||||||||||||||||||
GAAP gross profit | $ | 15,470 | $ | 16,600 | $ | 21,113 | $ | 49,940 | $ | 60,919 | ||||||||||
Stock-based compensation expense included in cost of sales | A | 145 | 190 | 228 | 587 | 762 | ||||||||||||||
Non-GAAP gross profit | $ | 15,615 | $ | 16,790 | $ | 21,341 | $ | 50,527 | $ | 61,681 | ||||||||||
Total Operating Expenses Reconciliation: | ||||||||||||||||||||
GAAP total operating expenses | $ | 17,746 | $ | 17,167 | $ | 14,905 | $ | 52,023 | $ | 49,796 | ||||||||||
Stock-based compensation expense | A | (866 | ) | (976 | ) | (491 | ) | (2,347 | ) | (1,860 | ) | |||||||||
Non-GAAP total operating expenses | $ | 16,880 | $ | 16,191 | $ | 14,414 | $ | 49,676 | $ | 47,936 | ||||||||||
Income (Loss) From Operations Reconciliation: | ||||||||||||||||||||
GAAP income (loss) from operations | $ | (2,276 | ) | $ | (567 | ) | $ | 6,208 | $ | (2,083 | ) | $ | 11,123 | |||||||
Stock-based compensation expense | A | 1,011 | 1,166 | 719 | 2,934 | 2,622 | ||||||||||||||
Non-GAAP income (loss) from operations | $ | (1,265 | ) | $ | 599 | $ | 6,927 | $ | 851 | $ | 13,745 | |||||||||
Net Income (Loss) Reconciliation: | ||||||||||||||||||||
GAAP net income (loss) | $ | (3,292 | ) | $ | (1,181 | ) | $ | 6,027 | $ | (4,154 | ) | $ | 9,154 | |||||||
Stock-based compensation expense | A | 1,011 | 1,166 | 719 | 2,934 | 2,622 | ||||||||||||||
Non-GAAP net income (loss) | $ | (2,281 | ) | $ | (15 | ) | $ | 6,746 | $ | (1,220 | ) | $ | 11,776 | |||||||
Net Income (Loss) per Diluted Share Reconciliation: | ||||||||||||||||||||
GAAP net income (loss) per diluted share | $ | (0.11 | ) | $ | (0.04 | ) | $ | 0.21 | $ | (0.14 | ) | $ | 0.32 | |||||||
Stock-based compensation expense | A | 0.03 | 0.04 | 0.02 | 0.10 | 0.09 | ||||||||||||||
Non-GAAP net income (loss) per diluted share | $ | (0.08 | ) | $ | $ | 0.23 | $ | (0.04 | ) | $ | 0.41 | |||||||||
See note on next page
MAXWELL TECHNOLOGIES, INC.
(A) | Stock-based compensation expense consists of non-cash charges for employee stock options, restricted stock awards, restricted stock units and employee stock purchase plan awards. Results include stock-based compensation expense as follows (in thousands): | ||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September�30, 2014 | June�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | |||||||||||||||||
Cost of revenue | $ | 145 | $ | 190 | $ | 228 | $ | 587 | $ | 762 | |||||||||||
Selling, general and administrative | 716 | 733 | 332 | 1,705 | 1,337 | ||||||||||||||||
Research and development | 150 | 243 | 159 | 642 | 523 | ||||||||||||||||
Total stock-based compensation expense | $ | 1,011 | $ | 1,166 | $ | 719 | $ | 2,934 | $ | 2,622 | |||||||||||
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- Qifu Technology Filed 2023 Annual Report on Form 20-F
- JD.com to Report First Quarter 2024 Financial Results on May 16, 2024
- Decisions of the Annual General Meeting of Shareholders of Grigeo AB
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!
