UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT
Pursuant to Section 13 or 15(d) of the |
Date of Report: November 03, 2009
(Date of earliest event reported)
Vicor Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
0-18277
(Commission File Number)
04-2742817
(IRS Employer
Identification Number)
25 Frontage Road, Andover, Massachusetts
(Address of principal executive offices)
01810
(Zip Code)
(978) 470-2900
(Registrant's telephone number, including area code)
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))
- o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Item 2.02. Results of Operations and Financial Condition On November 3, 2009, Vicor Corporation issued a press release announcing its financial results for the third quarter of 2009. 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
(a) Financial statements:
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.
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Dated: November 03, 2009 |
VICOR CORPORATION
By: /s/ James A. Simms |
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| Exhibit No. | Description |
| 99.1 | Press Release of Vicor Corporation dated November 03, 2009 |
ANDOVER, MA -- (Marketwire - November 03, 2009) - Vicor Corporation (NASDAQ: VICR) (the "Company") today reported its financial results for the three month and nine month periods ended September 30, 2009.
Revenues for the third fiscal quarter ended September 30, 2009, decreased to $47,746,000, compared to $51,278,000 for the corresponding period a year ago and $50,627,000 for the second quarter of 2009. Gross margin decreased to $20,668,000 for the third quarter of 2009, compared to $21,903,000 for the corresponding period a year ago and $22,598,000 for the second quarter of 2009. Gross margin, as a percentage of revenue, increased to 43.3% for the third quarter of 2009 compared to 42.7% for the third quarter of 2008, but decreased on a sequential basis from 44.6% for the second quarter of 2009. Net income for the third quarter was $1,691,000, or $0.04 per diluted share, compared to net income of $609,000, or $0.01 per diluted share, for the corresponding period a year ago and net income of $1,341,000, or $0.03 per diluted share, for the second quarter of 2009.
Results for the third quarter of 2009 included a payment of $750,000 received from a vendor with which the Company had entered into a release and settlement agreement resolving alleged product performance issues with certain of the vendor's products. The payment was recorded in "Gain from litigation-related and other settlements, net" in the Company's consolidated statement of operations.
Revenues for the nine months ended September 30, 2009, decreased to $148,821,000 from $154,044,000 for the corresponding period a year ago. Net income for the nine month period was $489,000, or $0.01 per diluted share, compared to a net loss of $(94,000) or $(0.00) per diluted share, for the corresponding period a year ago. The operating results were negatively impacted by aggregate pre-tax charges of $4,083,000 for the cost of severance and other employee-related costs in connection with workforce reductions implemented during the nine months ended September 30, 2009, partially offset by the settlement payment discussed above.
The book-to-bill ratio for the third quarter of 2009 was 1.19:1, as compared to 0.79:1 for the second quarter of 2009. Backlog at the end of the third quarter of 2009 was $50,502,000, as compared to $41,515,000 at the end of the second quarter of 2009.
Commenting on the Company's third quarter performance, Patrizio Vinciarelli, Chairman of the Board, President and Chief Executive Officer, stated, "Vicor continues to benefit during these uncertain economic times from the relative stability of our power components and systems business. While revenue declined sequentially for the quarter, we were profitable and generated cash for the period."
Dr. Vinciarelli continued, "During the third quarter, we accelerated our capital expenditures to expand V·I Chip manufacturing capacity by a factor of three. We are focused on having this capacity on line in Q1, 2010 in anticipation of stepped up demand later in the year."
Depreciation and amortization for the third quarter of 2009 was approximately $2,507,000, and capital additions totaled $1,539,000. For the first nine months of 2009, depreciation and amortization was $7,741,000 and capital additions were $4,282,000, compared to $7,824,000 and $6,557,000, respectively, for the first nine months of 2008. Cash, restricted cash equivalents and short-term investments increased by $5,528,000 to approximately $36,978,000 at the end of the third quarter of 2009 from $31,450,000 at the end of the second quarter of 2009. There were no share repurchases during the quarter, and approximately $8,500,000 remains authorized for additional purchases. Vicor previously announced an indefinite suspension of its semi-annual dividend.
As of September 30, 2009, the Company held approximately $35,900,000, at par value, of auction rate securities. As previously disclosed, conditions in the market for auction rate securities and the repeated failure of auctions by which such securities are priced have led the Company to continue to classify its holdings as long-term investments. Based on the Company's ability to access cash and other short-term investments and its expected operating cash flows, management does not anticipate the current lack of liquidity of holdings of auction rate securities will affect the Company's ability to execute its current operating plan.
The tax provision in 2009 provides for estimated income taxes due in various state and international taxing jurisdictions for which losses incurred by the Company cannot be offset, and for estimated federal and state income taxes for certain minority-owned subsidiaries that are not part of the Company's consolidated income tax returns. The 2009 tax provision also includes discrete items, including benefits for the receipt of a refund for a net operating loss carryback claim and for an expected refund due to certain monetized credits, and expense for increases in accrued interest for potential liabilities. In 2008, the tax provision was based on the estimated annual effective tax rate for 2008, which includes estimated federal, state and foreign income taxes on the Company's projected annual pre-tax income and estimated federal and state income taxes for certain minority-owned subsidiaries that are not part of the Company's consolidated income tax returns, offset by the expected utilization of federal and foreign net operating loss carryforwards. The 2008 tax provision also includes discrete items, including the reduction of its tax reserves by $1,123,000 due to closing tax periods in certain jurisdictions, offset by increases in accrued interest for potential liabilities and expense associated with a reduction in state income tax refunds receivable.
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, November 3, 2009, at 5:00 p.m. Eastern Time. Shareholders interested in participating in the call should call 800-591-6930 at approximately 4:50 p.m. and use the Passcode 21908962. 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 in the conference call, a replay will be available, shortly after the conclusion of the call, through November 18, 2009. The replay dial-in number is 888-286-8010 and the Passcode is 64647193. 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 within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statement in this press release that is not a statement of historical fact is a forward-looking statement, and, the words "believes," "expects," "anticipates," "intend," "estimate," "plans," "assumes," "may," "will," "would," "should," "continue," "prospective," "project," and other similar expressions identify forward-looking statements. Forward-looking statements also include statements regarding bookings, shipments, revenue, profitability, and the Company's capital resources. These statements are based upon the Company's current expectations and estimates as to the prospective events and circumstances that may or may not be within the Company's control and as to which there can be no assurance. Actual results could differ materially from those projected in the forward-looking statements as a result of various factors, including those economic, business, operational and financial considerations set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2008, under Part I, Item I -- "Business," under Part I, Item 1A -- "Risk Factors," under Part I, Item 3 -- "Legal Proceedings," and under Part II, Item 7 -- "Management's Discussion and Analysis of Financial Condition and Results of Operations." The risk factors set forth in the Annual Report on Form 10-K may not be exhaustive. Therefore, the information contained in the Annual Report on Form 10-K should be read together with other reports and documents the Company files with the Securities and Exchange Commission from time to time, including Forms 10-Q, 8-K and 10-K, which may supplement, modify, supersede or update those risk factors. The Company does not undertake any obligation to update any forward-looking statements as a result of future events or developments.
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 electronic data processing, industrial control, military electronics and telecommunications 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,
2009 2008 2009 2008
--------- --------- --------- ---------
Net revenues $ 47,746 $ 51,278 $ 148,821 $ 154,044
Cost of revenues 27,078 29,375 83,724 88,568
--------- --------- --------- ---------
Gross margin 20,668 21,903 65,097 65,476
Operating expenses:
Sales & administration 11,625 13,703 36,467 41,730
Research & development 7,831 7,801 23,193 23,392
Severance charges 126 0 4,083 0
Gain from litigation-
related and other
settlements, net (846) 0 (846) (177)
--------- --------- --------- ---------
Total operating
expenses 18,736 21,504 62,897 64,945
--------- --------- --------- ---------
Income from operations 1,932 399 2,200 531
Other income (expense), net 251 271 562 1,941
--------- --------- --------- ---------
Income before income taxes 2,183 670 2,762 2,472
Provision (benefit) for income
taxes 193 (527) 1,165 65
Loss from equity method
investment, net of tax 0 87 0 1,049
--------- --------- --------- ---------
Consolidated net income 1,990 1,110 1,597 1,358
Less: Net income attributable
to noncontrolling interest 299 501 1,108 1,452
--------- --------- --------- ---------
Net income (loss) attributable
to Vicor Corporation $ 1,691 $ 609 $ 489 ($ 94)
========= ========= ========= =========
Net income (loss) per share
attributable to Vicor
Corporation:
Basic $ 0.04 $ 0.01 $ 0.01 ($ 0.00)
Diluted $ 0.04 $ 0.01 $ 0.01 ($ 0.00)
Shares outstanding:
Basic 41,665 41,660 41,665 41,646
Diluted 41,675 41,685 41,668 41,646
VICOR CORPORATION
CONSOLIDATED BALANCE SHEET
(Thousands)
SEPT 30, DEC 31,
2009 2008
(Unaudited) (Unaudited)
----------- -----------
Assets
Current assets:
Cash and cash equivalents $ 35,895 $ 22,639
Restricted cash equivalents 377 176
Short-term investments 706 1,773
Accounts receivable, net 27,838 28,757
Inventories, net 22,190 26,681
Deferred tax assets 451 451
Other current assets 2,986 2,279
----------- -----------
Total current assets 90,443 82,756
Restricted cash and cash equivalents 210 561
Long-term investments 35,385 35,661
Property and equipment, net 45,023 48,254
Other assets 5,052 4,690
----------- -----------
$ 176,113 $ 171,922
=========== ===========
Liabilities and Equity
Current liabilities:
Accounts payable $ 6,625 $ 5,592
Accrued compensation and benefits 6,269 6,783
Accrued severance charge 813 0
Other accrued liabilities 2,788 4,422
Deferred revenue 2,069 662
----------- -----------
Total current liabilities 18,564 17,459
Long-term deferred revenue 1,300 1,118
Long-term income taxes payable 280 259
Deferred income taxes 1,649 1,660
Equity:
Vicor Corporation stockholders' equity:
Capital stock 162,096 161,591
Retained earnings 110,663 110,174
Accumulated other comprehensive (loss)
income (1,364) (2,767)
Treasury stock (121,827) (121,827)
----------- -----------
Total Vicor Corporation
stockholders' equity 149,568 147,171
Noncontrolling interest 4,752 4,255
----------- -----------
Total equity 154,320 151,426
----------- -----------
$ 176,113 $ 171,922
=========== ===========
For further information contact: James A. Simms Chief Financial Officer Tel: 978-470-2900 Fax: 978-749-3439