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): December 6, 2011

 

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 ct (17 CFR 240.14d-2(B))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4c))

 

 

 



 

Item 2.02.              Results of Operations and Financial Condition

 

On December 6, 2011, AeroVironment, Inc. issued a press release announcing second quarter financial results for the period ended October 29, 2011, 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, 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.

 

The following exhibits are filed herewith:

 

Exhibit

 

 

Number

 

Description

99.1

 

Press release issued by AeroVironment, Inc., dated December 6, 2011.

 

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: December 6, 2011

By:

/s/ Timothy E. Conver

 

 

Timothy E. Conver

 

 

Chairman, President and Chief Executive Officer

 

3


Exhibit 99.1

 

 

AeroVironment, Inc. Announces Fiscal 2012 Second Quarter Results

 

MONROVIA, Calif., Dec. 6, 2011 — AeroVironment, Inc. (NASDAQ: AVAV) today reported financial results for its second quarter ending October 29, 2011.

 

“Continued demand for our unmanned aircraft and efficient energy systems, combined with effective execution by our team, produced second quarter revenue of $80.4 million, a year-over-year increase of 26%, and earnings per diluted share of $0.30, up from $0.01 a year ago,” said Tim Conver, AeroVironment chairman and chief executive officer.  “Backlog of $116.4 million is up 60% quarter-over-quarter and, combined with first half revenue of $142 million, provides good visibility into 75% of our full year performance guidance,” said Tim Conver.

 

Conver added, “Our small unmanned aircraft systems remain high value tools that directly empower the warfighter at a fraction of the cost of larger systems.  Continued expansion of our electric vehicle solutions rollout and the first announced deployment order for Switchblade agile munitions systems in September highlight the continued progress of two potentially significant long-term growth drivers for the business.  Even with the funding uncertainty affecting U.S. government procurement today, I am excited about AeroVironment’s value proposition and our long-term growth prospects.”

 

FISCAL 2012 SECOND QUARTER RESULTS

 

Revenue for the second quarter of fiscal 2012 was $80.4 million, up 26% over second quarter fiscal 2011 revenue of $63.8 million. The increase in revenue resulted from increased sales in our Unmanned Aircraft Systems (UAS) segment of $13.3 million and in our Efficient Energy Systems (EES) segment of $3.3 million.

 

Income from operations for the second quarter of fiscal 2012 was $9.6 million, an increase of $9.2 million from second quarter fiscal 2011 income from operations of $0.4 million. The increase in income from operations resulted from higher gross margin of $8.9 million and lower selling, general and administrative (SG&A) expense of $0.4 million, offset by higher research and development (R&D) expense of $0.1 million.

 

Net income for the second quarter of fiscal 2012 was $6.6 million, an increase of $6.3 million from second quarter fiscal 2011 net income of $0.3 million.

 

Earnings per diluted share for the second quarter of fiscal 2012 were $0.30, an increase of $0.29 from second quarter fiscal 2011 earnings per diluted share of $0.01.

 

FISCAL 2012 YEAR-TO-DATE RESULTS

 

Revenue for the first six months of fiscal 2012 was $142.4 million, up 40% from the first six months of fiscal 2011 revenue of $102.0 million. The increase in revenue resulted from higher sales in our UAS segment of $32.1 million and in our EES segment of $8.3 million.

 

Income from operations for the first six months of fiscal 2012 was $10.0 million, an increase of $16.9 million from the first six months of fiscal 2011 loss from operations of $6.9 million. The increase in income from operations resulted from higher gross margin of $18.5 million and lower R&D expense of $0.3 million, offset by higher SG&A expense of $1.9 million.

 

Net income for the first six months of fiscal 2012 was $6.9 million, an increase of $10.1 million from the first six months of fiscal 2011 net loss of $3.2 million.

 

Earnings per diluted share for the first six months of fiscal 2012 were $0.31, an increase of $0.46 from the first six months of fiscal 2011 loss per share of $0.15.

 

1



 

BACKLOG

 

As of October 29, 2011, funded backlog (unfilled firm orders for which funding is currently appropriated to us under a customer contract) was $116.4 million compared to $82.9 million as of April 30, 2011.

 

FISCAL 2012 — OUTLOOK FOR THE CURRENT QUARTER AND FULL YEAR

 

For the third quarter of fiscal year 2012, the Company expects revenue of $80 to $90 million, and earnings per share of $0.35 to $0.45 on a fully diluted basis.

 

For fiscal year 2012, the Company reiterates its revenue guidance of $321 million to $336 million, and earnings per share of $1.28 to $1.35 on a fully diluted basis.

 

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 demand for our products and services, activities of competitors and 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, December 6, 2011, 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, 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, December 6, 2011, at approximately 4:30 p.m. Pacific Time through Tuesday, December 13, at 9:00 p.m. Pacific Time. Dial (855) 859-2056 and enter the passcode 25758255. 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 battery-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 supply and/or demand and/or prices for our products; 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 (Unaudited)

(In thousands except share and per share data)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

October 29,

 

October 30,

 

October 29,

 

October 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

Product sales

 

$

47,858

 

$

32,494

 

$

77,157

 

$

44,714

 

Contract services

 

32,514

 

31,287

 

65,212

 

57,295

 

 

 

80,372

 

63,781

 

142,369

 

102,009

 

Cost of sales:

 

 

 

 

 

 

 

 

 

Product sales

 

28,499

 

20,646

 

46,371

 

29,332

 

Contract services

 

21,243

 

21,360

 

43,653

 

38,866

 

 

 

49,742

 

42,006

 

90,024

 

68,198

 

Gross margin

 

30,630

 

21,775

 

52,345

 

33,811

 

Selling, general and administrative

 

12,240

 

12,685

 

25,940

 

24,056

 

Research and development

 

8,816

 

8,689

 

16,402

 

16,661

 

Income (loss) from operations

 

9,574

 

401

 

10,003

 

(6,906

)

Other income:

 

 

 

 

 

 

 

 

 

Interest income

 

106

 

45

 

184

 

166

 

Income (loss) before income taxes

 

9,680

 

446

 

10,187

 

(6,740

)

Provision (benefit) for income taxes

 

3,093

 

184

 

3,274

 

(3,559

)

Net income (loss)

 

$

6,587

 

$

262

 

$

6,913

 

$

(3,181

)

Earnings (loss) per share data:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.30

 

$

0.01

 

$

0.32

 

$

(0.15

)

Diluted

 

$

0.30

 

$

0.01

 

$

0.31

 

$

(0.15

)

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

21,763,927

 

21,565,969

 

21,743,990

 

21,555,864

 

Diluted

 

22,255,943

 

22,027,155

 

22,244,697

 

21,555,864

 

 

4



 

AeroVironment, Inc.

Consolidated Balance Sheets

(In thousands except share and per share data)

 

 

 

October 29,
2011

 

April 30,
2011

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

98,589

 

$

62,041

 

Short-term investments

 

78,782

 

126,839

 

Accounts receivable, net of allowance for doubtful accounts of $877 at October 29, 2011 and $639 at April 30, 2011

 

25,571

 

44,376

 

Unbilled receivables and retentions

 

21,676

 

21,966

 

Inventories, net

 

41,435

 

38,137

 

Deferred income taxes

 

2,596

 

2,300

 

Prepaid expenses and other current assets

 

2,974

 

2,372

 

Total current assets

 

271,623

 

298,031

 

Long-term investments

 

22,556

 

6,275

 

Property and equipment, net

 

18,841

 

17,498

 

Deferred income taxes

 

9,733

 

9,762

 

Other assets

 

186

 

181

 

Total assets

 

$

322,939

 

$

331,747

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

19,617

 

$

31,134

 

Wages and related accruals

 

12,831

 

15,458

 

Income taxes payable

 

2,372

 

7,404

 

Other current liabilities

 

8,343

 

7,384

 

Liability for uncertain tax positions

 

724

 

724

 

Total current liabilities

 

43,887

 

62,104

 

Wages and other accruals

 

981

 

762

 

Deferred rent

 

1,185

 

1,275

 

Liability for uncertain tax positions

 

4,138

 

4,138

 

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 — 22,098,896 at October 29, 2011 and 21,949,884 at April 30, 2011

 

2

 

2

 

Additional paid-in capital

 

122,089

 

119,765

 

Accumulated other comprehensive loss

 

(741

)

(784

)

Retained earnings

 

151,398

 

144,485

 

Total stockholders’ equity

 

272,748

 

263,468

 

Total liabilities and stockholders’ equity

 

$

322,939

 

$

331,747

 

 

5



 

AeroVironment, Inc.

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

 

 

Six Months Ended

 

 

 

October 29,
2011

 

October 30,
2010

 

Operating activities

 

 

 

 

 

Net income (loss)

 

$

6,913

 

$

(3,181

)

Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:

 

 

 

 

 

Depreciation and amortization

 

4,141

 

5,493

 

Provision for doubtful accounts

 

246

 

248

 

Deferred income taxes

 

(296

)

(280

)

Stock-based compensation

 

1,535

 

1,077

 

Tax benefit from exercise of stock options

 

376

 

109

 

Excess tax benefit from stock-based compensation

 

(90

)

 

Gain on sale of property and equipment

 

 

(56

)

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

18,559

 

5,098

 

Unbilled receivables and retentions

 

290

 

2,133

 

Inventories

 

(3,298

)

(8,001

)

Income tax receivable

 

 

(2,351

)

Other assets

 

(607

)

(400

)

Accounts payable

 

(11,517

)

1,559

 

Other liabilities

 

(6,481

)

(5,463

)

Net cash provided by (used in) operating activities

 

9,771

 

(4,015

)

Investing activities

 

 

 

 

 

Acquisitions of property and equipment

 

(5,484

)

(3,553

)

Proceeds from the sale of property and equipment

 

 

94

 

Net sales of held-to-maturity investments

 

31,623

 

55,093

 

Net sales of available-for-sale investments

 

225

 

200

 

Net cash provided by investing activities

 

26,364

 

51,834

 

Financing activities

 

 

 

 

 

Excess tax benefit from stock-based compensation

 

90

 

 

Exercise of stock options

 

323

 

180

 

Net cash provided by financing activities

 

413

 

180

 

Net increase in cash and cash equivalents

 

36,548

 

47,999

 

Cash and cash equivalents at beginning of period

 

62,041

 

28,665

 

Cash and cash equivalents at end of period

 

$

98,589

 

$

76,664

 

 

 

 

 

 

 

Supplemental disclosure:

 

 

 

 

 

Unrealized gain (loss) on long-term investments recorded in other comprehensive income (loss), net of deferred taxes of $30 and $10, respectively

 

$

43

 

$

(15

)

 

6



 

Reportable Segment Results are as Follows (Unaudited):

(In thousands)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

October 29,

 

October 30,

 

October 29,

 

October 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

Revenue:

 

 

 

 

 

 

 

 

 

UAS

 

$

66,931

 

$

53,616

 

$

119,136

 

$

87,063

 

EES

 

13,441

 

10,165

 

23,233

 

14,946

 

Total

 

80,372

 

63,781

 

142,369

 

102,009

 

Gross margin:

 

 

 

 

 

 

 

 

 

UAS

 

27,224

 

17,434

 

47,429

 

27,804

 

EES

 

3,406

 

4,341

 

4,916

 

6,007

 

Total

 

30,630

 

21,775

 

52,345

 

33,811

 

Selling, general and administrative

 

12,240

 

12,685

 

25,940

 

24,056

 

Research and development

 

8,816

 

8,689

 

16,402

 

16,661

 

Income (loss) from operations

 

9,574

 

401

 

10,003

 

(6,906

)

Interest income

 

106

 

45

 

184

 

166

 

Income (loss) before income taxes

 

$

9,680

 

$

446

 

$

10,187

 

$

(6,740

)

 

##

 

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Contact:

AeroVironment, Inc.

Steven Gitlin

+1 (626) 357-9983

ir@avinc.com

 

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