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): March 6, 2012

 

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 March 6, 2012, AeroVironment, Inc. issued a press release announcing third quarter financial results for the period ended January 28, 2012, 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 March 6, 2012.

 

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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: March 6, 2012

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 2012 Third Quarter Results

 

MONROVIA, Calif., Mar. 6, 2012 — AeroVironment, Inc. (NASDAQ: AVAV) today reported financial results for its third quarter ending January 28, 2012.

 

“As of the third quarter of fiscal year 2012 our revenue is up 15% and diluted earnings per share have grown by 50% compared to the same point last fiscal year.” said Tim Conver, AeroVironment chairman and chief executive officer.  “Q3 performance would have been much higher but an administrative delay in customer acceptance pushed the delivery of about $20 million in Raven and Puma systems completed in Q3 into the first week of the fourth quarter. This resulted in third quarter revenue of $72 million and fully diluted earnings per share of $0.26, which were lower than planned but do not affect our outlook for the full fiscal year.  Small UAS products and services, electric vehicle test and EV charging systems continue to demonstrate solid performance, Switchblade continues to gain traction with customers and our development programs continue to advance toward future adoption, supporting AeroVironment’s long-term growth objectives.”

 

FISCAL 2012 THIRD QUARTER RESULTS

 

Revenue for the third quarter of fiscal 2012 was $72.0 million, down 15% over third quarter fiscal 2011 revenue of $84.4 million. The decrease in revenue resulted from decreased sales in our Unmanned Aircraft Systems (UAS) segment of $14.5 million partially offset by increased sales in our Efficient Energy Systems (EES) segment of $2.0 million.

 

Income from operations for the third quarter of fiscal 2012 was $7.3 million, a decrease of $8.4 million from third quarter fiscal 2011 income from operations of $15.7 million. The decrease in income from operations resulted from lower gross margin of $6.7 million and higher selling, general and administrative (SG&A) expense of $2.3 million offset by lower research and development (R&D) expense of $0.6 million.

 

Net income for the third quarter of fiscal 2012 was $5.7 million, a decrease of $5.8 million from third quarter fiscal 2011 net income of $11.5 million.

 

Earnings per diluted share for the third quarter of fiscal 2012 were $0.26, a decrease of $0.26 from third quarter fiscal 2011 earnings per diluted share of $0.52.

 

FISCAL 2012 YEAR-TO-DATE RESULTS

 

Revenue for the first nine months of fiscal 2012 was $214.3 million, up 15% from the first nine months of fiscal 2011 revenue of $186.4 million. The increase in revenue resulted from increased sales in our UAS segment of $17.6 million and EES segment of $10.3 million.

 

Income from operations for the first nine months of fiscal 2012 was $17.3 million, an increase of $8.5 million from the first nine months of fiscal 2011 income from operations of $8.8 million. The increase in income from operations was caused by higher gross margin of $11.8 million and lower R&D expense of $0.9 million, partially offset by higher SG&A expense of $4.2 million.

 

Net income for the first nine months of fiscal 2012 was $12.7 million, an increase of $4.4 million from the first nine months of fiscal 2011 net income of $8.3 million.

 

Earnings per diluted share for the first nine months of fiscal 2012 were $0.57, an increase of $0.19 from the first nine months of fiscal 2011 earnings per diluted share of $0.38.

 

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BACKLOG

 

As of January 28, 2012, funded backlog (unfilled firm orders for which funding is currently appropriated to us under a customer contract) was $85.5 million compared to $82.9 million as of April 30, 2011.

 

FISCAL 2012 — OUTLOOK FOR THE FULL YEAR

 

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, March 6, 2012, 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, March 6, 2012, at approximately 4:30 p.m. Pacific Time through Tuesday, March 13, at 9:00 p.m. Pacific Time. Dial (855) 859-2056 and enter the passcode 44382732. 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.

 

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

 

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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 Income (Unaudited)

(In thousands except share and per share data)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

January 28,

 

January 29,

 

January 28,

 

January 29,

 

 

 

2012

 

2011

 

2012

 

2011

 

Revenue:

 

 

 

 

 

 

 

 

 

Product sales

 

$

36,645

 

$

45,996

 

$

113,802

 

$

90,710

 

Contract services

 

35,319

 

38,438

 

100,531

 

95,733

 

 

 

71,964

 

84,434

 

214,333

 

186,443

 

Cost of sales:

 

 

 

 

 

 

 

 

 

Product sales

 

23,587

 

25,869

 

69,958

 

55,201

 

Contract services

 

20,944

 

24,436

 

64,597

 

63,302

 

 

 

44,531

 

50,305

 

134,555

 

118,503

 

Gross margin

 

27,433

 

34,129

 

79,778

 

67,940

 

Selling, general and administrative

 

12,866

 

10,578

 

38,806

 

34,634

 

Research and development

 

7,238

 

7,872

 

23,640

 

24,533

 

Income from operations

 

7,329

 

15,679

 

17,332

 

8,773

 

Other income:

 

 

 

 

 

 

 

 

 

Interest income

 

129

 

49

 

313

 

215

 

Income before income taxes

 

7,458

 

15,728

 

17,645

 

8,988

 

Provision for income taxes

 

1,714

 

4,274

 

4,988

 

715

 

Net income

 

$

5,744

 

$

11,454

 

$

12,657

 

$

8,273

 

Earnings per share data:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.26

 

$

0.53

 

$

0.58

 

$

0.38

 

Diluted

 

$

0.26

 

$

0.52

 

$

0.57

 

$

0.38

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

21,797,802

 

21,594,032

 

21,761,927

 

21,568,541

 

Diluted

 

22,317,015

 

22,096,989

 

22,269,675

 

22,046,479

 

 

4



 

AeroVironment, Inc.

Consolidated Balance Sheets

(In thousands except share and per share data)

 

 

 

January 28,
2012

 

April 30,
2011

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

65,865

 

$

62,041

 

Short-term investments

 

88,572

 

126,839

 

Accounts receivable, net of allowance for doubtful accounts of $984 at January 28, 2012 and $639 at April 30, 2011

 

24,213

 

44,376

 

Unbilled receivables and retentions

 

24,507

 

21,966

 

Inventories, net

 

48,447

 

38,137

 

Deferred income taxes

 

2,810

 

2,300

 

Prepaid expenses and other current assets

 

2,793

 

2,372

 

Total current assets

 

257,207

 

298,031

 

Long-term investments

 

36,497

 

6,275

 

Property and equipment, net

 

20,936

 

17,498

 

Deferred income taxes

 

9,704

 

9,762

 

Other assets

 

201

 

181

 

Total assets

 

$

324,545

 

$

331,747

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

13,375

 

$

31,134

 

Wages and related accruals

 

13,726

 

15,458

 

Income taxes payable

 

1,927

 

7,404

 

Other current liabilities

 

9,114

 

7,384

 

Liability for uncertain tax positions

 

724

 

724

 

Total current liabilities

 

38,866

 

62,104

 

Wages and other accruals

 

1,124

 

762

 

Deferred rent

 

1,081

 

1,275

 

Liability for uncertain tax positions

 

3,656

 

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 — 22,146,714 at January 28, 2012 and 21,949,884 at April 30, 2011

 

2

 

2

 

Additional paid-in capital

 

123,371

 

119,765

 

Accumulated other comprehensive loss

 

(697

)

(784

)

Retained earnings

 

157,142

 

144,485

 

Total stockholders’ equity

 

279,818

 

263,468

 

Total liabilities and stockholders’ equity

 

$

324,545

 

$

331,747

 

 

5



 

AeroVironment, Inc.

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

 

 

Nine Months Ended

 

 

 

January 28,
2012

 

January 29,
2011

 

Operating activities

 

 

 

 

 

Net income

 

$

12,657

 

$

8,273

 

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

 

 

 

 

 

Depreciation and amortization

 

6,418

 

8,105

 

Provision for doubtful accounts

 

354

 

59

 

Deferred income taxes

 

(510

)

125

 

Stock-based compensation

 

2,319

 

1,672

 

Tax benefit from exercise of stock options

 

664

 

493

 

Excess tax benefit from stock-based compensation

 

(115

)

 

Gain on sale of property and equipment

 

(13

)

(54

)

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

19,809

 

(5,866

)

Unbilled receivables and retentions

 

(2,541

)

(859

)

Inventories

 

(10,310

)

(7,952

)

Other assets

 

(441

)

(1,198

)

Accounts payable

 

(17,759

)

2,962

 

Other liabilities

 

(5,678

)

(2,739

)

Net cash provided by operating activities

 

4,854

 

3,021

 

Investing activities

 

 

 

 

 

Acquisitions of property and equipment

 

(9,856

)

(6,207

)

Proceeds from the sale of property and equipment

 

13

 

108

 

Net sales of held-to-maturity investments

 

7,965

 

12,986

 

Net sales of available-for-sale investments

 

225

 

200

 

Net cash (used in) provided by investing activities

 

(1,653

)

7,087

 

Financing activities

 

 

 

 

 

Excess tax benefit from stock-based compensation

 

115

 

 

Exercise of stock options

 

508

 

326

 

Net cash provided by financing activities

 

623

 

326

 

Net increase in cash and cash equivalents

 

3,824

 

10,434

 

Cash and cash equivalents at beginning of period

 

62,041

 

28,665

 

Cash and cash equivalents at end of period

 

$

65,865

 

$

39,099

 

 

 

 

 

 

 

Supplemental disclosure:

 

 

 

 

 

Unrealized gain (loss) on long-term investments recorded in other comprehensive income, net of deferred taxes of $59 and $43, respectively

 

$

87

 

$

(65

)

 

6



 

Reportable Segment Results are as Follows (Unaudited):

(In thousands)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

January 28,

 

January 29,

 

January 28,

 

January 29,

 

 

 

2012

 

2011

 

2012

 

2011

 

Revenue:

 

 

 

 

 

 

 

 

 

UAS

 

$

57,247

 

$

71,733

 

$

176,383

 

$

158,796

 

EES

 

14,717

 

12,701

 

37,950

 

27,647

 

Total

 

71,964

 

84,434

 

214,333

 

186,443

 

Gross margin:

 

 

 

 

 

 

 

 

 

UAS

 

23,151

 

29,003

 

70,580

 

56,807

 

EES

 

4,282

 

5,126

 

9,198

 

11,133

 

Total

 

27,433

 

34,129

 

79,778

 

67,940

 

Selling, general and administrative

 

12,866

 

10,578

 

38,806

 

34,634

 

Research and development

 

7,238

 

7,872

 

23,640

 

24,533

 

Income from operations

 

7,329

 

15,679

 

17,332

 

8,773

 

Interest income

 

129

 

49

 

313

 

215

 

Income before income taxes

 

$

7,458

 

$

15,728

 

$

17,645

 

$

8,988

 

 

##

 

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Contact:

AeroVironment, Inc.

Steven Gitlin

+1 (626) 357-9983

ir@avinc.com

 

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