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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
__________________________________
Date of Report (Date of earliest event reported): October 19, 2004
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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
---
(Former name, former address and former fiscal year, 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 (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 19, 2004, Vicor Corporation issued a press release announcing
its financial results for the third quarter of 2004. The full text of that press
release is attached as Exhibit 99.1 hereto and incorporated by reference herein.
The information furnished under this Item 2.02, 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.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is being furnished herewith:
Exhibit
Number Title
- ------ -----
99.1 Vicor Corporation's press release dated October 19, 2004.
[Remainder of page left blank intentionally]
2
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: October 19, 2004 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
- ------ -----
99.1 Vicor Corporation's press release dated October 19, 2004.
4
Exhibit 99.1
Vicor Corporation Announces Third Qtr Results
ANDOVER, Mass.--(BUSINESS WIRE)--Oct. 19, 2004--Vicor Corporation
(NASDAQ: VICR) today announced its financial results for the quarter
ended September 30, 2004. Revenues for the quarter increased to
$43,048,000 compared with $35,877,000 for the corresponding period a
year ago. The Company reported a net loss for the quarter of $572,000
compared with a net loss of $7,120,000 in the corresponding period of
2003, and a diluted loss per share of $.01 compared with a diluted
loss per share of $.17 in the corresponding period of 2003.
For the nine months ended September 30, 2004 revenues increased to
$130,943,000 from $112,310,000 for the same period of 2003. The
Company reported a net loss for the period of $1,701,000 compared with
a net loss of $19,707,000 in 2003, and a diluted loss per share of
$.04 compared with a diluted loss per share of $.47 in 2003.
In the third quarter, revenues increased by 20.0% from the third
quarter of 2003, but decreased by 5.1% on a sequential basis from the
second quarter of 2004. The book to bill ratio for the third quarter
was .94:1 as compared with 1.05:1 in the third quarter of 2003 and
..97:1 in the second quarter of 2004. The Company ended the third
quarter with approximately $38.7 million in backlog compared to $41.2
million at the end of the second quarter and $37.0 million at the end
of 2003.
In the third quarter, gross margin improved to 37.7%, compared
with 23.9% in the third quarter of 2003.
Depreciation and amortization in the quarter was $5.2 million and
capital additions were $1.0 million. Depreciation expense decreased
approximately $300,000 from the third quarter of 2003 and decreased
approximately $96,000 from the second quarter of 2004. For the nine
months ended September 30, 2004 depreciation and amortization was
$15.9 million and capital additions were $3.3 million. This compares
with depreciation and amortization of $16.8 million and capital
additions of $4.6 million in the corresponding period of 2003.
The Company reported a loss before taxes of $72,000 for the
quarter compared with a loss before taxes of $7,803,000 in the
corresponding period of 2003. Tax provisions in 2004 are required as
the Company operates in various state and international taxing
jurisdictions, subject to a variety of income and related taxes, and
due to federal and state taxes for certain minority-owned subsidiaries
that are not part of the Company's consolidated income tax returns.
During the third quarter of 2004, the Company provided additional tax
expense for potential tax liabilities for certain jurisdictions with
open tax periods.
Inventories increased by approximately $3.9 million to $26.0
million as compared with $22.1 million at the end of 2003 and
increased by approximately $2.2 million from the end of the second
quarter of 2004. The increase in inventories was primarily due to raw
materials and reduced levels of production. The slow down in demand
from major markets and geographies that manifested itself at the end
of the second quarter gained momentum in the third quarter with
customers in affected market segments delaying purchases in the face
of adverse or uncertain market conditions.
Cash and short-term investments were $114.4 million, a decrease of
approximately $3.0 million from the end of the second quarter of 2004
and an increase of approximately $5.7 million from the end of 2003.
During the quarter, the Company declared and paid a dividend of
approximately $3.4 million, made an additional $1.0 million investment
in a related entity and repurchased 56,900 shares of its Common Stock
for a total of $606,000. The Company has approximately $25.4 million
remaining on its authorized stock buy-back plan.
During the quarter the Company sampled additional V.I Chips,
including PRM and VTM models. These Factorized Power Architecture
components are slated for general introduction at Electronica, the
World's foremost trade show for assemblies and components in
electronics, taking place in Munich from November 9th to 12th. At
Electronica the Company will also unveil the first family of
VIC-Bricks, DC-to-DC converters made of a PRM and a VTM in an industry
standard Quarter Brick package. VIC-Bricks offer performance and cost
advantages relative to traditional brick assemblies while
demonstrating the power of V.I Chips in the familiar context of an old
standard package. The Company is continuing to develop additional V.I
Chips and increase the breadth of its product offering.
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, today,
Tuesday, October 19, 2004 at 5:00 p.m. (Eastern Time). Shareholders
interested in participating in the call, should call 888-339-2688 at
approximately 4:50 p.m. and use the Passcode 99467485. 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 October
26, 2004. The replay dial-in number is 888-286-8010 and the Passcode
is 84782464. 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," "prospective," "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 and market new products and
technologies cost-effectively, to leverage design wins into increased
product sales, to decrease manufacturing costs, to enter into
licensing agreements that amplify the market opportunity and
accelerate market penetration, to realize significant royalties under
license agreements, to achieve an increased bookings rate over a
longer period, and to successfully leverage the V--I Chips in standard
products to promote market acceptance of Factorized Power, 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 NINE MONTHS ENDED
(Unaudited) (Unaudited)
----------------- -------------------
SEPT 30, SEPT 30, SEPT 30, SEPT 30,
2004 2003 2004 2003
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Net revenues $43,048 $35,877 $130,943 $112,310
Cost of sales 26,817 27,290 82,332 84,279
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Gross margin 16,231 8,587 48,611 28,031
Costs and expenses
Sales & administration 10,141 10,230 30,926 30,948
Research & development 6,706 6,046 19,154 17,213
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16,847 16,276 50,080 48,161
Operating loss (616) (7,689) (1,469) (20,130)
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Other income (expense), net 544 (114) 853 224
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Loss before taxes (72) (7,803) (616) (19,906)
(Provision) benefit for
income taxes (500) 683 (1,085) 199
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Net loss ($572) ($7,120) ($1,701) ($19,707)
======== ======== ========= =========
Net loss per share:
Basic ($0.01) ($0.17) ($0.04) ($0.47)
Diluted ($0.01) ($0.17) ($0.04) ($0.47)
Shares outstanding:
Basic 42,098 41,851 42,021 41,901
Diluted 42,098 41,851 42,021 41,901
VICOR CORPORATION
CONSOLIDATED BALANCE SHEET
(Thousands)
SEPT 30, DEC 31,
2004 2003
(Unaudited) (Unaudited)
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Assets
Current Assets
Cash and cash equivalents $38,325 $41,723
Short-term investments 76,109 67,046
Accounts receivable 22,842 22,493
Inventories, net 26,023 22,080
Deferred tax assets 3,548 3,548
Other current assets 2,311 4,101
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Total current assets 169,158 160,991
Property and equipment, net 70,147 82,366
Other assets 9,918 8,107
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$249,223 $251,464
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Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable $6,920 $5,078
Accrued compensation and benefits 3,541 3,541
Other accrued liabilities 11,387 11,825
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Total current liabilities 21,848 20,444
Deferred income taxes - long-term 4,242 4,362
Stockholders' Equity
Capital stock 149,308 147,155
Retained earnings 178,791 183,863
Treasury stock (104,966) (104,360)
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Total stockholders' equity 223,133 226,658
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$249,223 $251,464
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CONTACT: Vicor Corporation
Mark A. Glazer, 978-470-2900
Fax: 978-749-3439