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Form 8-K IPG PHOTONICS CORP For: Feb 12

February 12, 2019 8:03 AM

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT

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

February 12, 2019
 Date of Report (Date of earliest event reported)

IPG PHOTONICS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
 (State or Other Jurisdiction
 of Incorporation)
 
 
001-33155
 (Commission File No.)
04-3444218
 (IRS Employer
 Identification No.)

50 Old Webster Road
Oxford, Massachusetts 01540
(Address of Principal Executive Offices, including Zip Code)

Registrant’s telephone number, including area code: (508) 373-1100

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)


 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 2.02. Results of Operations and Financial Condition
On February 12, 2019, IPG Photonics Corporation (the "Company") announced its financial results for the quarter ended December 31, 2018. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 referenced herein, shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing by the Company 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 99.1 relating to Item 2.02 shall be deemed to be furnished, and not filed:
99.1  Press Release issued by IPG Photonics Corporation on February 12, 2019 





EXHIBIT INDEX
 
EXHIBIT
NUMBER
DESCRIPTION
99.1 





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
 
IPG PHOTONICS CORPORATION 
February 12, 2019By: /s/ Timothy P.V. Mammen 
Timothy P.V. Mammen 
Senior Vice President and Chief Financial Officer 



Exhibit 99.1
 image1.jpg

IPG Photonics Announces Fourth Quarter 2018 Financial Results
OXFORD, Mass. – February 12, 2019 - IPG Photonics Corporation (NASDAQ: IPGP) today reported financial results for the fourth quarter ended December 31, 2018.
Three Months Ended December 31, Twelve Months Ended December 31, 
(In millions, except per share data) 20182017% Change 20182017% Change 
Revenue $330.1 $361.1 (9)%$1,459.9 $1,408.9 %
Gross margin 50.5 %57.8 %54.8 %56.6 %
Operating income 96.1 148.3 (35)%523.4 551.1 (5)%
Operating margin 29.1 %41.1 %35.9 %39.1 %
Net income attributable to IPG Photonics Corporation 75.6 53.0 43 %404.0 347.6 16 %
Earnings per diluted share $1.40 $0.96 46 %$7.38 $6.36 16 %

Management Comments
"Despite further weakening of the macroeconomic climate in our largest markets, we were able to deliver results in line with our guidance," said Dr. Valentin Gapontsev, IPG Photonics' Chief Executive Officer. "More importantly, we have made meaningful strides in key new product areas and undertaken strategic acquisitions that help us capitalize on the long-term growth opportunities for our laser solutions. We believe our progress delivering on new growth opportunities reinforces our industry leadership in fiber laser technology, strengthens our relationships with leading-edge customers and enables the next-generation of product creation." 
Financial Highlights
Fourth quarter revenue of $330 million decreased 9% year over year. The acquisition of Genesis Systems Group (Genesis), which closed in early December, contributed $8 million of revenue, and currency depreciation relative to the exchange rates assumed in the company's fourth quarter guidance reduced revenue by $2 million. Materials processing sales accounted for 94% of total revenue, decreasing 9% year over year due to lower sales in metal cutting and 3D printing, partially offset by higher sales in welding applications. Sales to other markets increased 5% year-over-year driven by growth in communications, government and medical applications.
Sales of high power continuous wave (CW) lasers, representing 56% of total revenue, decreased 20% year over year. On a year over year basis, pulsed lasers sales increased 33%, medium power CW laser sales decreased 29%, quasi continuous wave (QCW) lasers sales decreased 12% and systems sales increased 42%. By region, sales decreased 19% in China and 12% in Europe but increased 32% in North America and 4% in Japan on a year over year basis.
Earnings per diluted share ("EPS") of $1.40 increased 46% year over year from $0.96 as charges related to the 2017 U.S. Tax Cuts and Jobs Act reduced fourth quarter 2017 net income by $49 million and EPS by $0.90. In the fourth quarter 2018 foreign exchange gains increased EPS by $0.07. The effective tax rate in the quarter was 25%, which benefited from certain discrete tax items. During the fourth quarter, IPG generated $113 million in cash from operations. Capital expenditures were $27 million, and the company repurchased 466 thousand shares for $64 million completing its $125 million repurchase authorization.
As of December 31, 2018, total backlog was $712 million, decreasing 4% year over year. Orders with firm shipment dates were $339 million, up 4% year over year and frame agreements, which are non-binding indications of customer pricing and volume levels, decreased 11% to $374 million. Backlog excluding the acquisition of Genesis was $673 million and decreased by 10% year over year while orders with firm shipment dates excluding Genesis were $299 million, decreasing 8% year over year. Fourth quarter book-to-bill was below 1.0, in line with normal seasonality.



Stock Repurchase Program
Today IPG also announced that its Board of Directors has authorized a new $125 million anti-dilutive stock repurchase program following the completion of its previous $125 million repurchase program. Under the new anti-dilutive program, IPG management is authorized to repurchase shares of common stock in an amount not to exceed the lesser of (a) the number of shares issued to employees and directors under the Company's various employee and director equity compensation and employee stock purchase plans from January 1, 2019 through December 31, 2020 and (b) $125 million, exclusive of any fees, commissions or other expenses. Share repurchases will be made periodically in open-market transactions using the Company's working capital, and are subject to market conditions, legal requirements and other factors. The share repurchase program authorization does not obligate the Company to repurchase any dollar amount or number of its shares, and repurchases may be commenced or suspended from time to time without prior notice.
Business Outlook and Financial Guidance
"While the global macroeconomic and geopolitical challenges affecting the sector and our business have persisted into 2019, we have seen some encouraging signs over the last two months. There has been a modest pickup in order activity since late December, and we are more encouraged by the overall demand environment than we were three months ago. Our conviction around improving market conditions will only be fully validated if these trends continue for the remainder of the first quarter and into the second quarter. We expect pricing headwinds related to more aggressive competition in China to continue, exacerbating this challenging demand environment. However, we are reinforcing our competitive lead in our core metal processing markets, retaining our established relationships with large customers and winning new business with emerging OEM customers. Moreover, we are making competitive strides in new products and applications that significantly expand our addressable market and diversify our end market exposure," said Dr. Gapontsev.
For the first quarter of 2019, IPG expects revenue of $290 million to $320 million. The Company expects the first quarter tax rate to be approximately 25%, excluding effects relating to equity grants. IPG anticipates delivering earnings per diluted share in the range of $1.00 to $1.20, with 53.2 million basic common shares outstanding and 54.1 million diluted common shares outstanding.
Dr. Gapontsev added, "Although conversations with our OEM customers in China suggest cautious optimism regarding a mid-year pickup in demand driven by government stimulus and continued infrastructure investment, we do not have clear visibility into full year OEM order plans at this time. As such, we do not believe it is appropriate to provide full year revenue guidance until this visibility improves. In general, we would expect year over year declines in revenue to persist in the first and second quarter of 2019 due to more challenging comparisons, followed by improving trends in the back half of 2019 driven by potential market recovery and strength in new products and solutions."
As discussed in more detail in the "Safe Harbor" passage of this news release, actual results may differ from this guidance due to various factors including, but not limited to, product demand, order cancellations and delays, competition, tariffs, trade policy changes and general economic conditions. This guidance is based upon current market conditions and expectations, and is subject to the risks outlined in the Company's reports with the SEC, and assumes exchange rates relative to the U.S. Dollar of Euro 0.87, Russian Ruble 69, Japanese Yen 110 and Chinese Yuan 6.86, respectively.
Supplemental Financial Information
Additional supplemental financial information is provided in the Fourth Quarter 2018 Financial Data Workbook available on the investor relations section of the Company's website at investor.ipgphotonics.com.
Conference Call Reminder
The Company will hold a conference call today, February 12, 2019 at 10:00 am ET. To access the call, please dial 877-407-6184 in the US or 201-389-0877 internationally. A live webcast of the call will also be available and archived on the investor relations section of the Company's website at investor.ipgphotonics.com.
Contact
James Hillier
Vice President of Investor Relations
IPG Photonics Corporation
508-373-1467
jhillier@ipgphotonics.com



About IPG Photonics Corporation
IPG Photonics Corporation is the leader in high-power fiber lasers and amplifiers used primarily in materials processing and other diverse applications. The company’s mission is to make its fiber laser technology the tool of choice in mass production. IPG accomplishes this mission by delivering superior performance, reliability and usability at a lower total cost of ownership compared with other types of lasers and non-laser tools, allowing end users to increase productivity and decrease costs. A member of the S&P 500® Index, IPG is headquartered in Oxford, Massachusetts and has more than 25 facilities worldwide. For more information, visit www.ipgphotonics.com.
Safe Harbor Statement
Information and statements provided by IPG and its employees, including statements in this press release, that relate to future plans, events or performance are forward-looking statements. These statements involve risks and uncertainties. Any statements in this press release that are not statements of historical fact are forward-looking statements, including, but not limited to, pricing headwinds related to more aggressive competition in China, reinforcing our competitive lead in our core metal processing markets, retaining our established relationships with large customers and winning new business with emerging OEMs; making competitive strides in new products and applications; estimated tax rate and outstanding sharers, revenue and earnings guidance for the first quarter; improving market conditions; the existence and timing of a mid-year pickup in demand and the causes for them; year-over-year declines in revenue persisting in the first and second quarter of 2019, followed by improving trends in the back half of 2019 and the causes for them. Factors that could cause actual results to differ materially include risks and uncertainties, including risks associated with the strength or weakness of the business conditions in industries and geographic markets that IPG serves, particularly the effect of downturns in the markets IPG serves; uncertainties and adverse changes in the general economic conditions of markets; IPG's ability to penetrate new applications for fiber lasers and increase market share; the rate of acceptance and penetration of IPG's products; inability to manage risks associated with international customers and operations; changes in trade controls and trade policies; foreign currency fluctuations; high levels of fixed costs from IPG's vertical integration; the appropriateness of IPG's manufacturing capacity for the level of demand; competitive factors, including declining average selling prices; the effect of acquisitions and investments; inventory write-downs; asset impairment charges; intellectual property infringement claims and litigation; interruption in supply of key components; manufacturing risks; government regulations and trade sanctions; and other risks identified in IPG's SEC filings. Readers are encouraged to refer to the risk factors described in IPG's Annual Report on Form 10-K (filed with the SEC on February 28, 2018) and its periodic reports filed with the SEC, as applicable. Actual results, events and performance may differ materially. Readers are cautioned not to rely on the forward-looking statements, which speak only as of the date hereof. IPG undertakes no obligation to update the forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.



IPG PHOTONICS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
 
Three Months Ended December 31, Twelve Months Ended December 31, 
2018201720182017
(In thousands, except per share data) 
NET SALES $330,051 $361,055 $1,459,874 $1,408,889 
COST OF SALES 163,303 152,262 659,606 611,978 
GROSS PROFIT 166,748 208,793 800,268 796,911 
OPERATING EXPENSES: 
Sales and marketing 16,284 13,454 57,815 49,801 
Research and development 31,501 26,589 122,769 100,870 
General and administrative 27,572 21,576 102,429 80,668 
(Gain) loss on foreign exchange (4,661)(1,093)(6,150)14,460 
Total operating expenses 70,696 60,526 276,863 245,799 
OPERATING INCOME 96,052 148,267 523,405 551,112 
OTHER INCOME, Net: 
Interest income, net 4,132 86 9,057 737 
Other income, net 681 69 1,933 22 
Total other income 4,813 155 10,990 759 
INCOME BEFORE PROVISION FOR INCOME TAXES 100,865 148,422 534,395 551,871 
PROVISION FOR INCOME TAXES (25,399)(95,466)(130,226)(204,283)
NET INCOME 75,466 52,956 404,169 347,588 
LESS: NET (LOSS) INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (93)— 142 (26)
NET INCOME ATTRIBUTABLE TO IPG PHOTONICS CORPORATION $75,559 $52,956 $404,027 $347,614 
NET INCOME ATTRIBUTABLE TO IPG PHOTONICS CORPORATION PER SHARE: 
Basic $1.42 $0.99 $7.55 $6.50 
Diluted $1.40 $0.96 $7.38 $6.36 
WEIGHTED AVERAGE SHARES OUTSTANDING: 
Basic 53,243 53,460 53,522 53,495 
Diluted 54,107 54,923 54,726 54,699 




IPG PHOTONICS CORPORATION
CONSOLIDATED BALANCE SHEETS
 
December 31, December 31,  
20182017
(In thousands, except share and per
share data) 
ASSETS 
CURRENT ASSETS: 
Cash and cash equivalents $544,358 $909,900 
Short-term investments 500,432 206,257 
Accounts receivable, net 255,509 237,278 
Inventories 403,579 307,712 
Prepaid income taxes 43,782 44,944 
Prepaid expenses and other current assets 57,764 47,919 
Total current assets 1,805,424 1,754,010 
DEFERRED INCOME TAXES, NET 19,165 26,976 
GOODWILL 100,722 55,831 
INTANGIBLE ASSETS, NET 87,139 51,223 
PROPERTY, PLANT AND EQUIPMENT, NET 543,068 460,206 
OTHER ASSETS, NET 18,932 19,009 
TOTAL ASSETS $2,574,450 $2,367,255 
LIABILITIES AND EQUITY 
CURRENT LIABILITIES: 
Current portion of long-term debt $3,671 $3,604 
Accounts payable 36,303 35,109 
Accrued expenses and other liabilities 154,640 144,417 
Income taxes payable 51,161 15,773 
Total current liabilities 245,775 198,903 
DEFERRED INCOME TAXES AND OTHER LONG-TERM LIABILITIES 80,734 100,652 
LONG-TERM DEBT, NET OF CURRENT PORTION 41,707 45,378 
Total liabilities 368,216 344,933 
COMMITMENTS AND CONTINGENCIES 
IPG PHOTONICS CORPORATION STOCKHOLDERS' EQUITY: 
Common stock, $0.0001 par value, 175,000,000 shares authorized; 54,371,701 and 52,941,607 shares issued and outstanding, respectively, at December 31, 2018; 54,007,708 and 53,629,439 shares issued and outstanding, respectively, at December 31, 2017 
Treasury stock, at cost (1,430,094 and 378,269 shares held) (224,998)(48,933)
Additional paid-in capital 744,937 704,727 
Retained earnings 1,848,500 1,443,867 
Accumulated other comprehensive loss (162,896)(77,344)
Total IPG Photonics Corporation stockholders' equity 2,205,548 2,022,322 
NONCONTROLLING INTERESTS 686 — 
Total equity 2,206,234 2,022,322 
TOTAL LIABILITIES AND EQUITY $2,574,450 $2,367,255 





IPG PHOTONICS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Twelve Months Ended December 31, 
20182017
(In thousands) 
CASH FLOWS FROM OPERATING ACTIVITIES: 
Net income $404,169 $347,588 
Adjustments to reconcile net income to net cash provided by operating activities: 
Depreciation and amortization 80,271 64,568 
Provisions for inventory, warranty & bad debt 38,862 44,978 
Other 17,195 54,837 
Changes in assets and liabilities that used cash: 
Accounts receivable and accounts payable (20,240)(60,916)
Inventories (135,440)(71,080)
Other 8,484 25,420 
Net cash provided by operating activities 393,301 405,395 
CASH FLOWS FROM INVESTING ACTIVITIES: 
Purchases of property, plant and equipment (160,343)(126,535)
Proceeds from sales of property, plant and equipment 1,026 15,882 
Purchases of investments (765,310)(211,832)
Proceeds from sales of investments 470,328 212,515 
Acquisitions of businesses, net of cash acquired (109,115)(60,483)
Other 415 (352)
Net cash used in investing activities (562,999)(170,805)
CASH FLOWS FROM FINANCING ACTIVITIES: 
Proceeds on long-term borrowings — 28,000 
Principal payments on long-term borrowings (3,604)(19,842)
Proceeds from issuance of common stock under employee stock option and purchase plans less payments for taxes related to net share settlement of equity awards 12,183 28,654 
Cash contributed by noncontrolling interest 839 — 
Purchase of noncontrolling interests — (197)
Purchase of treasury stock, at cost (176,065)(39,987)
Net cash used in financing activities (166,647)(3,372)
EFFECT OF CHANGES IN EXCHANGE RATES ON CASH AND CASH EQUIVALENTS (29,197)54,827 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (365,542)286,045 
CASH AND CASH EQUIVALENTS — Beginning of period 909,900 623,855 
CASH AND CASH EQUIVALENTS — End of period $544,358 $909,900 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: 
Cash paid for interest $3,052 $2,583 
Cash paid for income taxes $112,762 $155,559 




IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF ACQUISITION RELATED COSTS AND OTHER CHARGES
 
Three Months Ended December 31, Twelve Months Ended December 31, 
(In thousands) 2018201720182017
Step-up of inventory (1)
Cost of sales $— $992 $556 $2,573 
Amortization of intangible assets 
Cost of sales 1,213 1,435 4,840 3,774 
Sales and marketing 976 346 2,690 1,485 
Research and development 160 160 640 640 
Total amortization of intangible assets 2,349 1,941 8,170 5,899 
Impairment charge related to long-lived asset 
General and administrative — — — 162 
Total acquisition related costs and other charges $2,349 $2,933 $8,726 $8,634 
 
(1) 2018 amount relates to Robot Concept and ILT, while 2017 relates to ILT and OptiGrate step-up adjustments on inventory sold during the period.
  





IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF STOCK-BASED COMPENSATION AND ACCOUNTING STANDARD IMPACTS TO NET INCOME AND EARNINGS PER SHARE
 
Three Months Ended December 31, Twelve Months Ended December 31, 
(In thousands) 2018201720182017
Cost of sales $1,292 $1,543 $6,535 $5,863 
Sales and marketing 586 537 2,550 2,041 
Research and development 1,516 1,286 6,410 5,001 
General and administrative 3,190 2,666 12,532 10,116 
Total stock-based compensation 6,584 6,032 28,027 23,021 
Tax benefit recognized (1,578)(1,894)(6,632)(7,367)
Net stock-based compensation $5,006 $4,138 $21,395 $15,654 

(In thousands, except share and per share data) Three Months Ended December 31, Twelve Months Ended December 31, 
2018201720182017
Excess tax benefit on exercise of stock options included in net income $146 $3,700 $13,926 $14,585 
Increase in weighted-average diluted shares outstanding 109,095 407,316 234,955 255,812 




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