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): June 25, 2013

 

AEROVIRONMENT, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-33261

 

95-2705790

(State or other jurisdiction of

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

incorporation or organization)

 

 

 

 

 

181 W. Huntington Drive, Suite 202

 

 

Monrovia, CA

 

91016

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (626) 357-9983

 

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):

 

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 June 25, 2013, AeroVironment, Inc. issued a press release announcing fourth quarter and full year financial results for the fiscal year ended April 30, 2013, a copy of which is attached hereto as Exhibit 99.1.

 

The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 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, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

 

In addition to historic information, this report, including the exhibit, contains forward-looking statements regarding events, performance and financial trends. Various factors could affect future results and could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Some of those factors are identified in the exhibit, and in our periodic reports filed with the Securities and Exchange Commission.

 

Item 9.01.                                        Financial Statements and Exhibits

 

(d)                                 Exhibits.

 

Exhibit

 

 

Number

 

Description

99.1

 

Press release issued by AeroVironment, Inc., dated June 25, 2013.

 

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SIGNATURE

 

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.

 

 

 

AEROVIRONMENT, INC.

 

 

 

 

 

 

Date: June 25, 2013

By:

/s/ Timothy E. Conver

 

 

Timothy E. Conver

 

 

Chairman, President and Chief Executive Officer

 

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Exhibit 99.1

 

 

AeroVironment, Inc. Announces Fiscal 2013 Fourth Quarter and Fiscal Year End Results

 

MONROVIA, Calif., June 25, 2013AeroVironment, Inc. (NASDAQ: AVAV) today reported financial results for its fourth quarter and fiscal year ended April 30, 2013.

 

 

“Fiscal 2013 performance met our revised guidance, with full year revenue of $240 million and fully diluted EPS of $0.47, including non-operating items,” said Tim Conver, AeroVironment chairman and chief executive officer.  “Government contracting delays for unmanned aircraft systems combined with lower than expected electric vehicle adoption rates to reduce annual revenue by 26 percent compared to fiscal 2012.  Despite these market headwinds, we maintained market leadership in each business area and strengthened our cash position by $11 million, further enhancing our ability to move quickly and decisively when growth opportunities arise.”

 

“We reduced recurring costs early in the first quarter of fiscal 2014 to increase operating profit over last year.  Significant fiscal 2013 revenue growth on Switchblade and international small UAS, along with an organization better aligned with our customers and end markets, positions us to build on our leading market positions as we develop new pathways to long term growth.”

 

FISCAL 2013 FOURTH QUARTER RESULTS

 

Revenue for the fourth quarter of fiscal 2013 was $54.1 million, down 51% from fourth quarter fiscal 2012 revenue of $110.7 million. The decrease in revenue resulted from decreased sales in our Unmanned Aircraft Systems (UAS) segment of $55.0 million and in our Efficient Energy Systems (EES) segment of $1.6 million.

 

Loss from operations for the fourth quarter of fiscal 2013 was $6.0 million compared to income from operations for the fourth quarter of fiscal 2012 of $25.7 million. The loss from operations was a result of lower gross margin of $31.8 million and higher research and development (R&D) expense of $2.0 million, offset by lower selling, general and administrative (SG&A) expense of $2.2 million.

 

Other income for the fourth quarter of fiscal 2013 was $6.2 million compared to other income for the fourth quarter of fiscal 2012 of $0.  The increase was primarily due to the increase in fair value of the conversion option in the amount of $6.2 million of our CybAero convertible bond investment.

 

Net loss for the fourth quarter of fiscal 2013 was $0.8 million compared to net income for the fourth quarter of fiscal 2012 of $17.8 million.

 

Loss per share for the fourth quarter of fiscal 2013 was $0.04 compared to earnings per diluted share for the fourth quarter of fiscal 2012 of $0.80.

 

FISCAL 2013 FULL YEAR RESULTS

 

Revenue for fiscal 2013 was $240.2 million, down 26% from fiscal 2012 revenue of $325.0 million. The decrease in revenue resulted from decreased sales in our UAS segment of $79.4 million and EES segment of $5.4 million.

 

Income from operations for fiscal 2013 was $3.8 million, a decrease of $39.3 million from fiscal 2012 income from operations of $43.1 million. The decrease in income from operations was caused by lower

 

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gross margin of $36.8 million and higher R&D expense of $6.2 million, offset by lower SG&A expense of $3.8 million.

 

Other income for fiscal 2013 was $6.2 million compared to other income for fiscal 2012 of $0.  The increase was primarily due to the increase in fair value of the conversion option in the amount of $6.2 million of our CybAero convertible bond investment.

 

Net income for fiscal 2013 was $10.4 million, a decrease of $20.1 million from fiscal 2012 net income of $30.5 million.

 

Earnings per diluted share for fiscal 2013 were $0.47, a decrease of $0.89 from fiscal 2012 earnings per diluted share of $1.36.  Fiscal 2013 earnings per diluted share included $0.13 from operations, $0.17 from the increase in fair value of our CybAero convertible bond investment and $0.17 from a lower tax rate.

 

BACKLOG

 

As of April 30, 2013, funded backlog (unfilled firm orders for which funding is currently appropriated to us under a customer contract) was $59.4 million compared to $93.2 million as of April 30, 2012.

 

FISCAL 2014 — OUTLOOK FOR THE FULL YEAR

 

For fiscal 2014, the company expects to generate revenue of $230 million to $250 million, and earnings per share from operations of $0.35 to $0.50 on a fully diluted basis, excluding any change in value of our CybAero convertible bond investment.

 

The foregoing estimates are forward looking and reflect management’s view of current and future market conditions, including certain assumptions with respect to our ability to obtain and retain government contracts, changes in the timing and/or amount of government spending, changes in the demand for our products and services, activities of competitors, changes in the regulatory environment, and general economic and business conditions in the United States and elsewhere in the world. Investors are reminded that actual results may differ materially from these estimates.

 

CONFERENCE CALL

 

In conjunction with this release, AeroVironment, Inc. will host a conference call today, Tuesday, June 25, 2013, at 1:30 pm Pacific Time that will be broadcast live over the Internet. Timothy E. Conver, chairman and chief executive officer, Jikun Kim, chief financial officer, Tom Herring, chief operating officer and Steven A. Gitlin, vice president of investor relations, will host the call.

 

4:30 PM ET

3:30 PM CT

2:30 PM MT

1:30 PM PT

 

Investors may dial into the call at (877) 561-2749 (U.S.) or (678) 809-1029 (international) five to ten minutes prior to the start time to allow for registration.

 

Investors with Internet access may listen to the live audio webcast via the Investor Relations page of the AeroVironment, Inc. website, http://investor.avinc.com. Please allow 15 minutes prior to the call to download and install any necessary audio software.

 

Audio Replay Options

 

An audio replay of the event will be archived on the Investor Relations page of the company’s website, at http://investor.avinc.com. The audio replay will also be available via telephone from Tuesday, June 25, 2013, at approximately 4:30 p.m. Pacific Time through Tuesday, July 2, at 9:00 p.m. Pacific Time. Dial

 

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(855) 859-2056 and enter the passcode 94653686. International callers should dial (404) 537-3406 and enter the same passcode number to access the audio replay.

 

ABOUT AEROVIRONMENT, INC.

 

AeroVironment is a technology solutions provider that designs, develops, produces and supports an advanced portfolio of Unmanned Aircraft Systems (UAS) and electric transportation solutions.  Agencies of the U.S. Department of Defense and allied military services use the company’s electric-powered, hand-launched unmanned aircraft systems extensively to provide situational awareness to tactical operating units through real-time, airborne reconnaissance, surveillance and communication.  AeroVironment’s electric transportation solutions include a comprehensive suite of electric vehicle (EV) charging systems, installation and network services for consumers, automakers, utilities and government agencies, power cycling and test systems for EV developers and industrial electric vehicle charging systems for commercial fleets.  More information about AeroVironment is available at www.avinc.com.

 

FORWARD-LOOKING STATEMENTS

 

This press release contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases with similar meaning. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of our control, that may cause our business, strategy or actual results to differ materially from the forward-looking statements.  Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to, reliance on sales to the U.S. government; changes in the timing and/or amount of government spending; changes in the supply and/or demand and/or prices for our products and services; the activities of competitors; failure of the markets in which we operate to grow; failure to expand into new markets; changes in significant operating expenses, including components and raw materials; failure to develop new products; changes in the regulatory environment; and general economic and business conditions in the United States and elsewhere in the world. For a further list and description of such risks and uncertainties, see the reports we file with the Securities and Exchange Commission. We do not intend, and undertake no obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

- Financial Tables Follow -

 

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AeroVironment, Inc.

Consolidated Statements of Operations

(In thousands except share and per share data)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

April 30,

 

April 30,

 

April 30,

 

April 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

(Unaudited)

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

Product sales

 

$

 35,212

 

$

 65,735

 

$

 139,813

 

$

 179,537

 

Contract services

 

18,898

 

44,940

 

100,339

 

145,471

 

 

 

54,110

 

110,675

 

240,152

 

325,008

 

Cost of sales:

 

 

 

 

 

 

 

 

 

Product sales

 

22,588

 

34,389

 

85,643

 

104,347

 

Contract services

 

13,800

 

26,731

 

61,973

 

91,328

 

 

 

36,388

 

61,120

 

147,616

 

195,675

 

Gross margin

 

17,722

 

49,555

 

92,536

 

129,333

 

Selling, general and administrative

 

14,290

 

16,474

 

51,520

 

55,280

 

Research and development

 

9,386

 

7,337

 

37,214

 

30,977

 

(Loss) income from operations

 

(5,954)

 

25,744

 

3,802

 

43,076

 

Other income:

 

 

 

 

 

 

 

 

 

Interest income

 

228

 

149

 

726

 

462

 

Other income

 

6,196

 

 

6,245

 

 

Income before income taxes

 

470

 

25,893

 

10,773

 

43,538

 

Provision for income taxes

 

1,265

 

8,099

 

347

 

13,087

 

Net (loss) income

 

$

 (795)

 

$

 17,794

 

$

 10,426

 

$

 30,451

 

(Loss) earnings per share data:

 

 

 

 

 

 

 

 

 

Basic

 

$

 (0.04)

 

$

 0.81

 

$

 0.47

 

$

 1.40

 

Diluted

 

$

 (0.04)

 

$

 0.80

 

$

 0.47

 

$

 1.36

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

22,170,268

 

21,846,811

 

22,069,842

 

21,783,496

 

Diluted

 

22,170,268

 

22,348,454

 

22,390,420

 

22,315,474

 

 

4



 

AeroVironment, Inc.

Consolidated Balance Sheets

(In thousands except share data)

 

 

 

April 30,

 

 

 

2013

 

2012

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$75,332

 

$64,220

 

Short-term investments

 

73,241

 

77,152

 

Accounts receivable, net of allowance for doubtful accounts of $936 at April 30, 2013 and $921 at April 30, 2012

 

19,770

 

56,417

 

Unbilled receivables and retentions

 

11,304

 

27,034

 

Inventories, net

 

62,561

 

43,539

 

Income tax receivable

 

11,777

 

 

Deferred income taxes

 

5,166

 

7,886

 

Prepaid expenses and other current assets

 

4,303

 

4,030

 

Total current assets

 

263,454

 

280,278

 

Long-term investments

 

68,916

 

58,457

 

Property and equipment, net

 

24,429

 

23,515

 

Deferred income taxes

 

5,606

 

6,700

 

Other assets

 

1,060

 

201

 

Total assets

 

$363,465

 

$369,151

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$16,144

 

$20,213

 

Wages and related accruals

 

12,116

 

19,076

 

Income taxes payable

 

 

8,788

 

Customer advances

 

7,519

 

5,124

 

Other current liabilities

 

6,408

 

9,898

 

Total current liabilities

 

42,187

 

63,099

 

Wages and related accruals

 

 

1,203

 

Deferred rent

 

771

 

1,019

 

Liability for uncertain tax positions

 

5,321

 

4,632

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.0001 par value:

 

 

 

 

 

Authorized shares—10,000,000; none issued or outstanding

 

 

 

Common stock, $0.0001 par value:

 

 

 

 

 

Authorized shares—100,000,000

 

 

 

 

 

Issued and outstanding shares—22,614,315 shares at April 30, 2013 and 22,243,903 at April 30, 2012

 

2

 

2

 

Additional paid-in capital

 

130,527

 

124,954

 

Accumulated other comprehensive loss

 

(705)

 

(694)

 

Retained earnings

 

185,362

 

174,936

 

Total stockholders’ equity

 

315,186

 

299,198

 

Total liabilities and stockholders’ equity

 

$363,465

 

$369,151

 

 

5



 

AeroVironment, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

Year ended April 30,

 

 

 

2013

 

2012

 

2011

 

Operating activities

 

 

 

 

 

 

 

Net income

 

$10,426

 

$30,451

 

$25,909

 

Adjustments to reconcile net income to cash provided by operating activities:

 

 

 

 

 

 

 

Depreciation and amortization

 

10,937

 

8,973

 

10,599

 

Impairment of long-lived assets

 

 

 

2,043

 

Provision for doubtful accounts

 

462

 

291

 

(105)

 

Deferred income taxes

 

3,851

 

(2,579)

 

(1,343)

 

Change in fair value of conversion feature of convertible bonds

 

(6,173)

 

 

 

Stock-based compensation

 

3,470

 

3,196

 

2,306

 

Tax benefit from exercise of stock options

 

1,606

 

1,239

 

1,034

 

Excess tax benefit from stock-based compensation

 

 

(189)

 

(204)

 

Loss (gain) on disposition of property and equipment

 

18

 

(11)

 

(51)

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

36,185

 

(12,332)

 

(5,626)

 

Unbilled receivables and retentions

 

15,730

 

(5,068)

 

(3,256)

 

Inventories

 

(19,022)

 

(5,402)

 

(17,209)

 

Income tax receivable

 

(11,777)

 

 

 

Prepaid expenses and other assets

 

(317)

 

(1,678)

 

(543)

 

Accounts payable

 

(4,069)

 

(10,921)

 

10,929

 

Other liabilities

 

(17,320)

 

12,784

 

9,003

 

Net cash provided by operating activities

 

24,007

 

18,754

 

33,486

 

Investing activities

 

 

 

 

 

 

 

Acquisition of property and equipment

 

(11,834)

 

(14,992)

 

(10,173)

 

Net redemptions (purchases) of held-to-maturity investments

 

2,014

 

(2,575)

 

8,931

 

Acquisition of intangible assets

 

(850)

 

 

 

Purchases of available-for-sale investments

 

(3,037)

 

 

 

Sales of available-for-sale investments

 

600

 

225

 

200

 

Proceeds from sale of property and equipment

 

 

13

 

109

 

Net cash used in investing activities

 

(13,107)

 

(17,329)

 

(933)

 

Financing activities

 

 

 

 

 

 

 

Excess tax benefit from stock-based compensation

 

 

189

 

204

 

Exercise of stock options

 

212

 

565

 

619

 

Net cash provided by financing activities

 

212

 

754

 

823

 

Net increase in cash and cash equivalents

 

11,112

 

2,179

 

33,376

 

Cash and cash equivalents at beginning of year

 

64,220

 

62,041

 

28,665

 

Cash and cash equivalents at end of year

 

$75,332

 

$64,220

 

$62,041

 

Supplemental disclosures of cash flow information

 

 

 

 

 

 

 

Cash paid during the year for:

 

 

 

 

 

 

 

Income taxes

 

$15,262

 

$13,104

 

$9,873

 

Non-cash activities

 

 

 

 

 

 

 

Unrealized (loss) gain on long-term investments recorded in accumulated other comprehensive loss, net of deferred taxes of $37, $56 and $16, respectively

 

$(11)

 

$90

 

$(24)

 

Reclassification from share-based liability compensation to equity

 

$401

 

$—

 

$—

 

 

6



 

Reportable Segment Results are as Follows (Unaudited):

(In thousands)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

April 30,

 

April 30,

 

April 30,

 

April 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

UAS

 

$

42,372

 

$

97,345

 

$

194,276

 

$

273,728

 

EES

 

11,738

 

13,330

 

45,876

 

51,280

 

Total

 

54,110

 

110,675

 

240,152

 

325,008

 

Cost of sales

 

 

 

 

 

 

 

 

 

UAS

 

26,574

 

51,860

 

115,194

 

157,663

 

EES

 

9,814

 

9,260

 

32,422

 

38,012

 

Total

 

36,388

 

61,120

 

147,616

 

195,675

 

Gross margin:

 

 

 

 

 

 

 

 

 

UAS

 

15,798

 

45,485

 

79,082

 

116,065

 

EES

 

1,924

 

4,070

 

13,454

 

13,268

 

Total

 

17,722

 

49,555

 

92,536

 

129,333

 

Selling, general and administrative

 

14,290

 

16,474

 

51,520

 

55,280

 

Research and development

 

9,386

 

7,337

 

37,214

 

30,977

 

(Loss) income from operations

 

(5,954)

 

25,744

 

3,802

 

43,076

 

Interest income

 

228

 

149

 

726

 

462

 

Other income

 

6,196

 

 

6,245

 

 

Income before income taxes

 

$

470

 

$

25,893

 

$

10,773

 

$

43,538

 

 

##

 

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Contact:

AeroVironment, Inc.

Steven Gitlin

+1 (626) 357-9983

ir@avinc.com

 

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