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): August 27, 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 August 27, 2013, AeroVironment, Inc. issued a press release announcing first quarter financial results for the period ended July 27, 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, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing of AeroVironment, Inc. under the Securities Act of 1933, as amended, 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 August 27, 2013.

 

2



 

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: August 27, 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 2014 First Quarter Results

 

MONROVIA, Calif., August 27, 2013AeroVironment, Inc. (NASDAQ: AVAV) today reported financial results for its first quarter ended July 27, 2013.

 

“While our first quarter revenue was in-line with our previous expectations, it was adversely impacted by several one-time effects, as well as continued government contracting delays.  Despite the current market environment, we have seen a recent pick-up in the number of delayed orders that have been released, contributing to a 29 percent increase in funded backlog compared to last quarter,” said Tim Conver, AeroVironment chairman and chief executive officer.  “The final increment of government fiscal 2012 Raven orders arrived early in the second quarter, supporting the expectation that demand for our small UAS remains an enduring priority.  At the same time, progress on Switchblade tactical missile systems, electric vehicle charging systems and international UAS markets moved us closer to broader adoption and increasing demand in each of those areas, and long-term growth for the company.  Overall, our fiscal 2014 plan remains on track, and we continue to operate within our previously announced guidance range.”

 

FISCAL 2014 FIRST QUARTER RESULTS

 

Revenue for the first quarter of fiscal 2014 was $44.1 million, compared with first quarter fiscal 2013 revenue of $58.7 million. The decline in revenue resulted from decreased sales in the Unmanned Aircraft Systems (UAS) segment of $13.6 million and in the Efficient Energy Systems (EES) segment of $1.0 million.

 

Loss from operations for the first quarter of fiscal 2014 was $7.1 million, compared to loss from operations for the first quarter of fiscal 2013 of $2.3 million. The loss from operations was a result of lower revenue, driven by delayed government contracts, and first quarter reduction in force related costs. This contributed to a lower gross margin of $7.0 million, offset by lower selling, general and administrative (SG&A) expense of $1.2 million and research and development (R&D) expense of $0.9 million.

 

Other expense, net, for the first quarter of fiscal 2014 was $3.2 million, compared to other income for the first quarter of fiscal 2013 of $0.2 million.  The increase in other expense, net, was primarily due to the decrease in fair value of the conversion option in the amount of $3.4 million of the Company’s CybAero convertible bond investment.

 

Net loss for the first quarter of fiscal 2014 was $7.2 million, compared to net loss for the first quarter of fiscal 2013 of $1.4 million.

 

Loss per share for the first quarter of fiscal 2014 was $0.32, compared to loss per share for the first quarter of fiscal 2013 of $0.06.

 

BACKLOG

 

As of July 27, 2013, funded backlog (unfilled firm orders for which funding is currently appropriated to AeroVironment under a customer contract) was $76.9 million, compared to $59.4 million as of April 30, 2013.

 

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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 the 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, August 27, 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, August 27, 2013, at approximately 4:30 p.m. Pacific Time through Tuesday, September 3, at 9:00 p.m. Pacific Time. Dial (855) 859-2056 and enter the passcode 32239505. 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.

 

2



 

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 -

 

3



 

AeroVironment, Inc.

Consolidated Statements of Operations

(In thousands except share and per share data)

 

 

 

Three Months Ended

 

 

 

July 27,

 

July 28,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

Product sales

 

$

27,174

 

$

28,690

 

Contract services

 

16,943

 

29,987

 

 

 

44,117

 

58,677

 

Cost of sales:

 

 

 

 

 

Product sales

 

20,555

 

20,559

 

Contract services

 

11,017

 

18,613

 

 

 

31,572

 

39,172

 

Gross margin

 

12,545

 

19,505

 

Selling, general and administrative

 

12,459

 

13,621

 

Research and development

 

7,190

 

8,136

 

Loss from operations

 

(7,104

)

(2,252

)

Other income (expense):

 

 

 

 

 

Interest income

 

205

 

172

 

Other expense

 

(3,394

)

 

Loss before income taxes

 

(10,293

)

(2,080

)

Benefit for income taxes

 

(3,083

)

(694

)

Net loss

 

$

(7,210

)

$

(1,386

)

Loss per share data:

 

 

 

 

 

Basic

 

$

(0.32

)

$

(0.06

)

Diluted

 

$

(0.32

)

$

(0.06

)

Weighted average shares outstanding:

 

 

 

 

 

Basic

 

22,238,363

 

21,929,455

 

Diluted

 

22,238,363

 

21,929,455

 

 

4



 

AeroVironment, Inc.

Consolidated Balance Sheets

(In thousands except share data)

 

 

 

July 27,
2013

 

April 30,
2013

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

64,339

 

$

75,332

 

Short-term investments

 

64,474

 

73,241

 

Accounts receivable, net of allowance for doubtful accounts of $731 at July 27, 2013 and $936 at April 30, 2013

 

19,604

 

19,770

 

Unbilled receivables and retentions

 

9,719

 

11,304

 

Inventories, net

 

68,663

 

62,561

 

Income tax receivable

 

14,812

 

11,777

 

Deferred income taxes

 

5,189

 

5,166

 

Prepaid expenses and other current assets

 

3,765

 

4,303

 

Total current assets

 

250,565

 

263,454

 

Long-term investments

 

67,595

 

68,916

 

Property and equipment, net

 

26,725

 

24,429

 

Deferred income taxes

 

5,638

 

5,606

 

Other assets

 

1,036

 

1,060

 

Total assets

 

$

351,559

 

$

363,465

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

13,545

 

$

16,144

 

Wages and related accruals

 

9,109

 

12,116

 

Customer advances

 

7,005

 

7,519

 

Other current liabilities

 

7,194

 

6,408

 

Total current liabilities

 

36,853

 

42,187

 

Deferred rent

 

696

 

771

 

Liability for uncertain tax positions

 

5,211

 

5,321

 

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 — 22,672,762 at July 27, 2013 and 22,614,315 at April 30, 2013

 

2

 

2

 

Additional paid-in capital

 

131,398

 

130,527

 

Accumulated other comprehensive loss

 

(753

)

(705

)

Retained earnings

 

178,152

 

185,362

 

Total stockholders’ equity

 

308,799

 

315,186

 

Total liabilities and stockholders’ equity

 

$

351,559

 

$

363,465

 

 

5



 

AeroVironment, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

 

Three Months Ended

 

 

 

July 27,
2013

 

July 28,
2012

 

Operating activities

 

 

 

 

 

Net loss

 

$

(7,210

)

$

(1,386

)

Adjustments to reconcile net loss to cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

2,185

 

2,932

 

Provision for doubtful accounts

 

122

 

240

 

Deferred income taxes

 

(23

)

42

 

Stock-based compensation

 

910

 

840

 

Change in fair value of conversion feature of convertible bonds

 

3,391

 

 

Tax benefit from exercise of stock options

 

28

 

88

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

44

 

6,297

 

Unbilled receivables and retentions

 

1,585

 

3,776

 

Inventories

 

(6,102

)

(966

)

Income tax receivable

 

(3,035

)

(1,755

)

Other assets

 

538

 

433

 

Accounts payable

 

(2,599

)

(7,128

)

Other liabilities

 

(3,010

)

(21,183

)

Net cash used in operating activities

 

(13,176

)

(17,770

)

Investing activities

 

 

 

 

 

Acquisitions of property and equipment

 

(4,457

)

(2,548

)

Net redemptions of held-to-maturity investments

 

6,442

 

9,064

 

Net sales of available-for-sale investments

 

175

 

175

 

Net cash provided by investing activities

 

2,160

 

6,691

 

Financing activities

 

 

 

 

 

Exercise of stock options

 

23

 

69

 

Net cash provided by financing activities

 

23

 

69

 

Net decrease in cash and cash equivalents

 

(10,993

)

(11,010

)

Cash and cash equivalents at beginning of period

 

75,332

 

64,220

 

Cash and cash equivalents at end of period

 

$

64,339

 

$

53,210

 

 

 

 

 

 

 

Supplemental disclosure:

 

 

 

 

 

Unrealized (loss) gain on long-term investments recorded in other comprehensive (loss) income, net of deferred taxes of $32 and $24, respectively

 

$

(48

)

$

37

 

Reclassification from share-based liability compensation to equity

 

$

 

$

401

 

 

6



 

Reportable Segment Results are as Follows (Unaudited):

(In thousands)

 

 

 

Three Months Ended

 

 

 

July 27,

 

July 28,

 

 

 

2013

 

2012

 

Revenue:

 

 

 

 

 

UAS

 

$

35,211

 

$

48,806

 

EES

 

8,906

 

9,871

 

Total

 

44,117

 

58,677

 

Cost of sales:

 

 

 

 

 

UAS

 

24,599

 

32,756

 

EES

 

6,973

 

6,416

 

Total

 

31,572

 

39,172

 

Gross margin:

 

 

 

 

 

UAS

 

10,612

 

16,050

 

EES

 

1,933

 

3,455

 

Total

 

12,545

 

19,505

 

Selling, general and administrative

 

12,459

 

13,621

 

Research and development

 

7,190

 

8,136

 

Loss from operations

 

(7,104

)

(2,252

)

Other income (expense):

 

 

 

 

 

Interest income

 

205

 

172

 

Other expense

 

(3,394

)

 

Loss before income taxes

 

$

(10,293

)

$

(2,080

)

 

##

 

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Contact:

AeroVironment, Inc.

Steven Gitlin

+1 (626) 357-9983

ir@avinc.com

 

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