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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): April 17, 2003
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VICOR CORPORATION
(Exact name of Registrant as specified in charter)
Delaware 0-18277 04-2742817
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(State or other jurisdiction (Commission file number) (IRS employer
of incorporation) identification no.)
25 Frontage Road, Andover, Massachusetts 01810
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(Address of principal executive offices) (Zip Code)
(978) 470-2900
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address and former
fiscal year, if changed since last report)
Item 7. Exhibits.
(c) Exhibits. The following exhibit is being furnished herewith:
Exhibit
Number Title
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99.1 Vicor Corporation's press release dated April 17, 2003.
Item 9. Regulation FD Disclosure (Information provided under Item 12 - Results
of Operations and Financial Condition).
The following information is being provided under Item 12 - Results of
Operations and Financial Condition. It is being furnished under Item 9 of this
Form 8-K in accordance with interim guidance issued by the SEC in release No.
33-8216. Such information, including the Exhibit attached hereto, shall not be
deemed "filed" for any purpose, including for purposes of Section 18 of the
Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933 or the Exchange Act,
regardless of any general incorporation language in such filing.
On April 17, 2003, Vicor Corporation issued a press release announcing its
financial results for the first quarter of 2003. The full text of that press
release is attached as Exhibit 99.1 hereto and incorporated by reference herein.
[Remainder of page left blank intentionally]
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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.
VICOR CORPORATION
Dated: April 17, 2003 By: /s/ Mark A. Glazer
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Name: Mark A. Glazer
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Title
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99.1 Vicor Corporation's press release dated April 17, 2003.
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Exhibit 99.1
Vicor Corporation Announces First Quarter Results
ANDOVER, Mass.--(BUSINESS WIRE)--April 17, 2003--Vicor Corporation
(NASDAQ:VICR) today announced its financial results for the quarter
ended March 31, 2003. Revenues for the quarter were $37,740,000
compared with $34,620,000 for the corresponding period a year ago. The
Company reported a loss before taxes of $6,374,000 compared with a
loss before taxes of $7,765,000 in 2002. The Company reported a net
loss for the quarter of $6,629,000 compared with a net loss of
$4,931,000 in 2002, and a diluted loss per share of $.16 compared with
a diluted loss per share of $.12 in 2002. Net loss for the quarter
ended March 31, 2003 was higher than the comparable quarter in 2002
because of a tax rule change limiting the availability of tax loss
carry-backs in 2003 as discussed below.
In the first quarter, revenues increased by 9.0% over the first
quarter of 2002, but decreased by 9.4% on a sequential basis from the
fourth quarter of 2002. The overall book to bill for the first quarter
was 1.0:1 compared with 0.9:1 for the fourth quarter of 2002. Orders
during the quarter increased by 3.6% compared with the fourth quarter.
The order pattern by most customers was focused on filling short-term
requirements and, consequently, visibility based on backlog remained
limited. The Company finished the first quarter with approximately
$32.6 million in backlog compared to $31.9 million at the end of 2002.
In the first quarter, gross margin was 23.6%, which was unchanged
from the first quarter of 2002, but gross margin decreased by 2.5%
sequentially from the fourth quarter of 2002. The Company continued to
operate on reduced work schedules for hourly factory employees and
required mandatory use of accrued personal time by all others.
Depreciation and amortization in the quarter was $5.7 million and
capital additions were $1.9 million.
The tax provision for the first quarter of 2003 was 4%. During
2002, the Company recorded a tax benefit of 36.5% reducing after tax
losses due to a carry-back provision allowed by a temporary change in
the tax laws. Beginning in 2003, with tax rules reverting to a
carry-back limited to two years, any losses incurred will only be
available to offset future taxable income. A provision in 2003 is
required as the Company operates in various state and international
taxing jurisdictions, subject to a variety of income and related
taxes.
Cash and short-term investments were $97.8 million, a decrease of
$3.1 million from the end of 2002. This decrease is attributable in
part to the repurchase of 453,400 shares of the Company's common stock
for approximately $2.6 million during the first quarter. The Company
has $26 million remaining on its authorized stock buy-back plan.
Inventories decreased by approximately $4.0 million to $26.3
million as compared with $30.3 million at the end of 2002.
During the quarter, the Company received 110 new design wins for
its second-generation modules via its proprietary VDAC design system
and 53 new design wins for its VIPAC customer-configurable power
systems. The Company believes that some of these design wins will
result in future production orders.
During the quarter, the Company successfully demonstrated
prototype converters exhibiting major advances in power density,
conversion efficiency and speed and utilizing proprietary power
conversion technologies invented by the Company. Product development
opportunities based on these technologies were confidentially reviewed
with certain key customers as part of the Company's plan to develop a
suite of products for target applications in broad markets. The
Company expects to announce first products based on these disruptive
technologies later in this quarter.
For more information on Vicor and its products, please visit the
Company's website at www.vicorpower.com.
Earnings Conference Call
Vicor will be holding its investor conference call on Thursday,
April 17, 2003 at 5:00 p.m. (EDST). Shareholders interested in
participating in the call, should call 1-800-299-0433 at approximately
4:50 p.m. and use the Passcode 83631787. Internet users can listen to
a real-time audio broadcast of the conference call on the Investor
Relations section of Vicor's website at www.vicorpower.com/irwebcast.
Please go to the website at least 15 minutes prior to the call to
register, download and install any necessary software. For those who
cannot participate a replay will be available, shortly after the
conclusion of the call, through 5:00 p.m. on April 24, 2003. The
replay dial-in number is 1-888-286-8010 and the Passcode is 4376385.
In addition, a webcast replay of the conference call will also be
available on the Investor Relations section of Vicor's website at
www.vicorpower.com/irwebcast beginning shortly after the conclusion of
the call.
This press release contains certain forward-looking statements as
that term is defined in the Private Securities Litigation Reform Act
of 1995. You can identify these statements by our use of the words
"may," "will," "would," "plans," "expects," "anticipates," "believes,"
"continue," "estimate," "project," "intend," and similar expressions.
These forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from those projected
or anticipated. These risks and uncertainties include our ability to
develop new products cost-effectively and our ability to decrease
manufacturing costs, as well as those risks and uncertainties
identified in the Company's Annual Report on Form 10-K. The risk
factors contained in the Annual Report on Form 10-K may not be
exhaustive. Therefore, the information contained in that Form 10-K
should be read together with other reports and documents that the
Company files with the SEC from time to time, which may supplement,
modify, supersede or update those risk factors.
Vicor Corporation designs, develops, manufactures and markets
modular power components and complete power systems based upon a
portfolio of patented technologies. Headquartered in Andover,
Massachusetts, Vicor sells its products primarily to the
telecommunications, electronic data processing, industrial control and
military electronics markets.
VICOR CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
(Thousands except for per share amounts)
QUARTER ENDED
(Unaudited)
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MAR 31, MAR 31,
2003 2002
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Net revenues $37,740 $34,620
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Costs and expenses
Cost of sales 28,833 26,458
Sales & administration 10,324 10,253
Research & development 5,334 5,107
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44,491 41,818
Operating loss (6,751) (7,198)
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Other income (expense), net 377 (567)
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Loss before taxes (6,374) (7,765)
Benefit (provision) for income taxes (255) 2,834
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Net loss ($ 6,629) ($ 4,931)
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Net loss per share:
Basic ($ 0.16) ($ 0.12)
Diluted ($ 0.16) ($ 0.12)
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Shares outstanding:
Basic 42,054 42,405
Diluted 42,054 42,405
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VICOR CORPORATION
CONSOLIDATED BALANCE SHEET
(Thousands)
MAR 31, DEC 31,
2003 2002
(Unaudited) (Unaudited)
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Assets
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Current Assets
Cash and cash equivalents $72,380 $72,120
Short-term investments 25,466 28,779
Accounts receivable 24,830 22,469
Inventories 26,258 30,325
Refundable income taxes 8,846 8,846
Deferred tax assets 8,126 8,126
Other current assets 2,259 2,399
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Total current assets 168,165 173,064
Property and equipment, net 95,120 98,738
Other assets 6,572 6,643
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$269,857 $278,445
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Liabilities and Stockholders' Equity
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Current Liabilities
Accounts payable $5,479 $5,724
Accrued compensation and benefits 4,284 3,379
Other accrued liabilities 11,223 11,282
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Total current liabilities 20,986 20,385
Deferred income taxes - long term 10,018 10,027
Stockholders' Equity
Capital stock 146,444 146,433
Retained earnings 196,769 203,398
Treasury stock (104,360) (101,798)
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Total stockholders' equity 238,853 248,033
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$269,857 $278,445
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CONTACT: Vicor Corporation
Mark A. Glazer, 978/470-2900