0001368622false00013686222020-12-032020-12-03

 

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 9, 2021

 

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)

 

 

 

 

900 Innovators Way

 

 

Simi Valley, California

 

93065

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (805) 520-8350

 Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

AVAV

The NASDAQ Stock Market LLC

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):

 

   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   

Item 2.02.  Results of Operations and Financial Condition

 

On March 9, 2021, AeroVironment, Inc. (the “Company”) issued a press release announcing third quarter financial results for the period ended January 30, 2021, a copy of which is attached hereto as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure

The information under Item 2.02 above is incorporated herein by reference.

Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s third quarter fiscal 2021 financial results for the period ended January 30, 2021. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not form a part of, this Current Report on Form 8-K.

 

In addition to historic information, this report, including the exhibits, 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 exhibits, and in our periodic reports filed with the Securities and Exchange Commission.

The information in this Current Report on Form 8-K, including the exhibits, is furnished pursuant to Items 2.02 and 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.  Financial Statements and Exhibits

 

(d)  Exhibits.

 

Exhibit

 

 

Number

 

Description

99.1

 

Press release issued by AeroVironment, Inc., dated March 9, 2021.

99.2

Presentation regarding AeroVironment, Inc.’s third quarter fiscal 2021 financial results dated March 9, 2021.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: March 9, 2021

By:

/s/ Wahid Nawabi

 

 

Wahid Nawabi

 

 

President and Chief Executive Officer

3

Exhibit 99.1

header_pr1

AeroVironment, Inc. Announces Fiscal 2021 Third Quarter Results

SIMI VALLEY, Calif., March 9, 2021 — AeroVironment, Inc. (NASDAQ: AVAV), a global leader in unmanned aircraft systems (UAS), today reported financial results for its third quarter ended January 30, 2021.

Revenue of $78.8 million, a year-over-year increase of 27 percent

Gross margin of $28.6 million, a year-over-year increase of 22 percent

Diluted earnings per share of $0.01, a year-over-year increase of $0.05

Diluted non-GAAP earnings per share of $0.14, a year-over-year increase of $0.15

“Our team delivered year-over-year increases in revenue, gross margin, diluted earnings per share and Non-GAAP diluted earnings per share in the third quarter, despite the ongoing challenges presented by the COVID-19 pandemic,” said Wahid Nawabi, AeroVironment president and chief executive officer. "We continue to shape our portfolio with three transformative acquisitions that we are confident will accelerate our success and value creation. Our acquisition of Arcturus UAV extends our reach and expands our solutions portfolio with medium UAS, which addresses a more than $1 billion segment of the UAS market. Our pending acquisition of Telerob will add a suite of unmanned ground vehicles to our portfolio, expanding our offering to the ground domain for defense and non-defense customers, such as law enforcement and first responders. Through our acquisition of Progeny Systems Corporation’s Intelligent Systems Group, we will accelerate AeroVironment’s development and deployment of critical technologies, such as artificial intelligence and perceptive autonomy, which will help our customers operate more effectively in contested airspace against peer and near-peer adversaries and increase our customer-funded research and development revenue.”

“We continue to build on our momentum and recently received United States government approval for our first export of Switchblade 300 to an allied nation. We are delivering on our commitments while working toward achieving our fiscal year 2021 objectives to produce a fourth consecutive year of profitable, double-digit topline growth.”

FISCAL 2021 THIRD QUARTER RESULTS

Revenue for the third quarter of fiscal 2021 was $78.8 million, an increase of 27% from the third quarter of fiscal 2020 revenue of $61.9 million. The increase in revenue was due to an increase in product sales of $21.9 million, partially offset by a decrease in service revenue of $5.0 million.

Gross margin for the third quarter of fiscal 2021 was $28.6 million, an increase of 22% from the third quarter of fiscal 2020 gross margin of $23.5 million. The increase in gross margin was primarily due to an increase in product margin of $7.2 million, partially offset by a decrease in service margin of $2.1 million. As a percentage of revenue, gross margin decreased to 36% from 38%. The decrease in gross margin percentage was primarily due to an unfavorable product mix.

Loss from operations for the third quarter of fiscal 2021 was $0.6 million, a decrease of $0.5 million from the third quarter of fiscal 2020 loss from operations of $1.1 million. The decrease in loss from operations was primarily a result of an increase in gross margin of $5.2 million, partially offset by an increase in selling, general and administrative (“SG&A”) expense of $2.4 million, and an increase in research and development (“R&D”) expense of $2.3 million. The increase in SG&A expense for the third quarter of fiscal 2021 includes

1


an increase in acquisition related expenses of $3.1 million related to the acquisitions of Arcturus UAV and Progeny Systems Corporation’s Intelligent Systems Group (“ISG”) and the pending acquisition of Telerob GmbH.

Other income, net, for the third quarter of fiscal 2021 was $0.1 million, as compared to $1.2 million for the third quarter of fiscal 2020. The decrease in other income, net was primarily due to a decrease in interest income resulting from a decrease in the average interest rate earned on our investment portfolio.

Benefit from income taxes for the third quarter of fiscal 2021 was $0.9 million, as compared to $38 thousand for the third quarter of fiscal 2020. The increase in benefit from income taxes was primarily due to a decrease in the projected fiscal year 2021 effective tax rate.

Equity method investment loss, net of tax, for the third quarter of fiscal 2021 was $0.1 million, as compared to $1.2 million for the third quarter of fiscal 2020.

Net income attributable to AeroVironment for the third quarter of fiscal 2021 was $0.2 million, as compared to a net loss attributable to AeroVironment of $1.0 million for the third quarter of fiscal 2020.

Earnings per diluted share attributable to AeroVironment for the third quarter of fiscal 2021 was $0.01, as compared to a loss per diluted share attributable to AeroVironment of $0.04 for the third quarter of fiscal 2020.

Non-GAAP earnings per diluted share was $0.14 for the third quarter of fiscal 2021, as compared to a loss of $0.01 for the third quarter of fiscal 2020.

FISCAL 2021 YEAR-TO-DATE RESULTS

Revenue for the first nine months of fiscal 2021 was $258.9 million, an increase of 12% from the first nine months of fiscal 2020 revenue of $232.1 million. The increase in revenue was due to an increase in product sales of $22.6 million and an increase in service revenue of $4.2 million.

Gross margin for the first nine months of fiscal 2021 was $104.9 million, an increase of 5% from the first nine months of fiscal 2020 gross margin of $99.9 million. The increase in gross margin was primarily due to an increase in product margin of $2.8 million and an increase in service margin of $2.2 million. As a percentage of revenue, gross margin decreased to 41% from 43%. The decrease in gross margin percentage was primarily due to an unfavorable product mix.

Income from operations for the first nine months of fiscal 2021 was $25.6 million, a decrease of $0.2 million from the first nine months of fiscal 2020 of $25.8 million. The decrease in income from operations was primarily a result of an increase in R&D expense of $5.8 million, partially offset by an increase in gross margin of $5.0 million and a decrease in SG&A expense of $0.5 million. SG&A expense for the first nine months of fiscal 2021 includes an increase in acquisition related expenses of $3.1 million related to the acquisitions of Arcturus UAV and ISG and the pending acquisition of Telerob.

Other income, net, for the first nine months of fiscal 2021 was $0.5 million, as compared to $4.3 million for the first nine months of fiscal 2020. The decrease in other income, net was primarily due to a decrease in interest income resulting from a decrease in the average interest rate earned on our investment portfolio.

Provision for income taxes for the first nine months of fiscal 2021 was $2.8 million, as compared to $3.2 million for the first nine months of fiscal 2020. The decrease in provision for income taxes was primarily due to a decrease in income before income taxes.

Equity method investment loss, net of tax, for the first nine months of fiscal 2021 was $10.9 million, as compared to $3.4 million for the first nine months of fiscal 2020. Equity method investment loss, net of tax, for the first nine months of fiscal 2021 included a loss of $8.4 million for our proportionate share of the HAPSMobile Inc. joint venture’s impairment of its investment in Loon LLC.

2


Net income attributable to AeroVironment for the first nine months of fiscal 2021 was $12.4 million, a decrease from the first nine months of fiscal 2020 net income attributable to AeroVironment of $23.6 million. The first nine months of fiscal 2021 included the impairment loss of $8.4 million related to HAPSMobile Inc.’s investment in Loon LLC.

Earnings per diluted share attributable to AeroVironment for the first nine months of fiscal 2021 was $0.51, as compared to the first nine months of fiscal 2020 of $0.98. The first nine months of fiscal 2021 included the impairment loss of $8.4 million related to HAPSMobile Inc.’s investment in Loon LLC.

Non-GAAP earnings per diluted share was $1.06 for the first nine months of fiscal 2021, as compared to $1.07 for the first nine months of fiscal 2020.

BACKLOG

As of January 30, 2021, funded backlog (remaining performance obligations under firm orders for which funding is currently appropriated to us under a customer contract) was $103.9 million, as compared to $208.1 million as of April 30, 2020.

FISCAL 2021 — OUTLOOK FOR THE FULL YEAR

For fiscal 2021, the Company narrows its revenue expectations to between $400 million and $410 million, representing the upper half of its prior range. The Company now expects net income of $18 million to $23 million, adjusted EBITDA of $64 million to $69 million and revised earnings per diluted share of $0.76 to $0.96. The revised earnings per diluted share outlook reflects reductions of $0.35 per diluted share for the HAPSMobile Inc. JV impairment of its investment in Loon LLC and $0.53 per diluted share for additional acquisition-related expenses and amortization of intangible assets. The Company continues to expect non-GAAP earnings per diluted share, which excludes the HAPSMobile Inc. impairment of its investment in Loon LLC, amortization of acquired intangible assets and acquisition-related expenses, of between $1.74 and $1.94. This outlook includes the impact of the two recently closed acquisitions in the fourth quarter of fiscal year 2021 and the anticipated closing of the third acquisition in the fourth quarter of fiscal year 2021.

As a result of the significant portfolio-shaping the Company has undertaken to position it for continued growth and success, consisting of the noted acquisitions, the Company is providing a preliminary outlook for the next fiscal year. For fiscal year 2022 the Company expects revenue of between $560 million and $580 million, net income of between $35 million and $40 million, adjusted EBITDA of between $110 million and $115 million, earnings per diluted share of between $1.38 and $1.58 and non-GAAP earnings per diluted share, which excludes acquisition-related expenses and amortization of intangible assets, of between $2.50 and $2.70. This preliminary outlook assumes the closing of the third acquisition in the fourth quarter of fiscal year 2021 and includes estimates of intangible asset amortization, which are subject to final purchase accounting. More refined expectations for fiscal year 2022 may be provided in the Company’s fourth quarter and full fiscal year 2021 earnings release.

The foregoing estimates are forward-looking and reflect management's view of current and future market conditions, subject to certain risks and uncertainties, and including certain assumptions with respect to our ability to efficiently and on a timely basis integrate our acquisitions, 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 AND PRESENTATION

In conjunction with this release, AeroVironment, Inc. will host a conference call today, Tuesday, March 9, 2021, at 1:30 pm Pacific Time that will be webcast live. Wahid Nawabi, president and chief executive officer, Kevin P. McDonnell, chief financial officer and Steven A. Gitlin, chief marketing officer and vice president of investor relations, will host the call.

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4:30 PM ET

3:30 PM CT

2:30 PM MT

1:30 PM PT

Investors may dial into the call by using the following telephone numbers, (877) 561-2749 (U.S.) or (678) 809-1029 (international) and providing the conference ID 9179576 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.

A supplementary investor presentation for the third fiscal quarter 2021 can be accessed at https://investor.avinc.com/events-and-presentations.

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 9, 2021, at approximately 4:30 p.m. Pacific Time through March 16, 2021, at 4:30 p.m. Pacific Time. Dial (855) 859-2056 (U.S.) or (404) 537-3406 (international) and provide the conference ID 9179576.

ABOUT AEROVIRONMENT, INC.

AeroVironment (NASDAQ: AVAV) provides technology solutions at the intersection of robotics, sensors, software analytics and connectivity that deliver more actionable intelligence so you can Proceed with Certainty. Celebrating 50 years of innovation, AeroVironment is a global leader in unmanned aircraft systems and tactical missile systems, and serves defense, government and commercial customers. For more information, visit 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, our ability to successfully consummate the transactions contemplated by the agreement to purchase Telerob on a timely basis, if at all, including the satisfaction of the closing conditions of such transaction; the impact of our recent acquisitions of Arcturus UAV and ISG and our ability to successfully integrate them into our operations; the risk that disruptions will occur from the transactions that will harm our business; any disruptions or threatened disruptions to our relationships with our distributors, suppliers, customers and employees; the ability to timely and sufficiently integrate international operations into our ongoing business and compliance programs; reliance on sales to the U.S. government; availability of U.S. government funding for defense procurement and R&D programs; changes in the timing and/or amount of government spending; our ability to perform under existing contracts and obtain new contracts; risks related to our international business, including compliance with export control laws; potential need for changes in our long-term strategy in response to future developments; the extensive regulatory requirements governing our contracts with the U.S. Government and international customers; the consequences to our financial position,

4


business and reputation that could result from failing to comply with such regulatory requirements; unexpected technical and marketing difficulties inherent in major research and product development efforts; the impact of potential security and cyber threats; changes in the supply and/or demand and/or prices for our products and services; the activities of competitors and increased competition; failure of the markets in which we operate to grow; uncertainty in the customer adoption rate of commercial use unmanned aircraft systems; failure to remain a market innovator and create new market opportunities; changes in significant operating expenses, including components and raw materials; failure to develop new products; the extensive regulatory requirements governing our contracts with the U.S. government; risk of litigation, including but not limited to pending litigation arising from the sale of our EES business; product liability, infringement and other claims; changes in the regulatory environment; the impact of the outbreak related to the strain of coronavirus known as COVID-19 on our business operations; 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.

NON-GAAP MEASURES

In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), this earnings release also contains non-GAAP financial measures. See in the financial tables below the calculation of these measures, the reasons why we believe these measures provide useful information to investors, and a reconciliation of these measures to the most directly comparable GAAP measures.

- Financial Tables Follow –

5


AeroVironment, Inc.

Consolidated Statements of Operations (Unaudited)

(In thousands except share and per share data)

Three Months Ended

Nine Months Ended

 

January 30,

January 25,

January 30,

January 25,

    

2021

    

2020

 

2021

    

2020

 

Revenue:

Product sales

$

58,348

$

36,432

$

182,233

$

159,657

Contract services

 

20,434

 

25,459

 

76,664

 

72,416

 

78,782

 

61,891

 

258,897

 

232,073

Cost of sales:

Product sales

 

35,746

 

21,034

 

102,039

 

82,244

Contract services

 

14,395

 

17,361

 

51,955

 

49,895

 

50,141

 

38,395

 

153,994

 

132,139

Gross margin:

 

 

Product sales

22,602

15,398

80,194

77,413

Contract services

6,039

8,098

24,709

22,521

28,641

23,496

104,903

99,934

Selling, general and administrative

 

15,652

 

13,223

 

42,640

 

43,146

Research and development

 

13,631

 

11,381

 

36,710

 

30,948

(Loss) income from operations

 

(642)

 

(1,108)

 

25,553

 

25,840

Other income:

Interest income, net

 

94

 

1,122

 

417

 

3,717

Other (expense) income, net

 

(37)

 

120

 

68

 

632

(Loss) income before income taxes

 

(585)

 

134

 

26,038

 

30,189

(Benefit from) provision for income taxes

 

(924)

 

(38)

 

2,774

 

3,203

Equity method investment loss, net of tax

(81)

(1,200)

(10,891)

(3,410)

Net income (loss)

258

(1,028)

12,373

23,576

Net (income) loss attributable to noncontrolling interest

(47)

20

12

27

Net income (loss) attributable to AeroVironment, Inc.

$

211

$

(1,008)

$

12,385

$

23,603

Net income (loss) per share attributable to AeroVironment, Inc.

Basic

$

0.01

$

(0.04)

$

0.52

$

0.99

Diluted

$

0.01

$

(0.04)

$

0.51

$

0.98

Weighted-average shares outstanding:

Basic

 

23,942,782

 

23,821,145

 

23,924,017

 

23,790,788

Diluted

 

24,260,874

 

23,821,145

 

24,216,371

 

24,076,195

6


AeroVironment, Inc.

Consolidated Balance Sheets

(In thousands except share data)

January 30,

    

April 30,

2021

2020

    

(Unaudited)

 

Assets

Current assets:

Cash and cash equivalents

$

324,543

$

255,142

Short-term investments

48,499

47,507

Accounts receivable, net of allowance for doubtful accounts of $565 at January 30, 2021 and $1,190 at April 30, 2020

 

26,621

 

73,660

Unbilled receivables and retentions

 

61,084

 

75,837

Inventories

 

53,104

 

45,535

Prepaid expenses and other current assets

 

7,693

 

6,246

Total current assets

 

521,544

 

503,927

Long-term investments

11,222

15,030

Property and equipment, net

 

22,920

 

21,694

Operating lease right-of-use assets

11,281

8,793

Deferred income taxes

 

5,821

 

4,928

Intangibles, net

11,552

13,637

Goodwill

6,340

6,340

Other assets

 

312

 

10,605

Total assets

$

590,992

$

584,954

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

$

15,837

$

19,859

Wages and related accruals

 

20,081

 

23,972

Customer advances

 

4,279

 

7,899

Current operating lease liabilities

4,403

3,380

Income taxes payable

2,370

1,065

Other current liabilities

 

9,158

 

10,778

Total current liabilities

 

56,128

 

66,953

Non-current operating lease liabilities

8,426

6,833

Other non-current liabilities

243

250

Liability for uncertain tax positions

 

1,017

 

1,017

Commitments and contingencies

Stockholders’ equity:

Preferred stock, $0.0001 par value:

Authorized shares—10,000,000; none issued or outstanding at January 30, 2021 and April 30, 2020

 

 

Common stock, $0.0001 par value:

Authorized shares—100,000,000

Issued and outstanding shares—24,102,691 shares at January 30, 2021 and 24,063,639 shares at April 30, 2020

 

2

 

2

Additional paid-in capital

 

184,366

 

181,481

Accumulated other comprehensive income

 

347

 

328

Retained earnings

 

340,475

 

328,090

Total AeroVironment, Inc. stockholders’ equity

 

525,190

 

509,901

Noncontrolling interest

(12)

Total equity

525,178

509,901

Total liabilities and stockholders’ equity

$

590,992

$

584,954

7


AeroVironment, Inc.

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

Nine Months Ended

    

January 30,

    

January 25,

 

2021

2020

Operating activities

Net income

$

12,373

$

23,576

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

Depreciation and amortization

 

8,650

 

7,107

Losses from equity method investments

10,891

3,410

Realized gain from sale of available-for-sale investments

(11)

Provision for doubtful accounts

 

(145)

 

(2)

Other non-cash income

(473)

(719)

Non-cash lease expense

3,592

3,453

Loss on foreign currency transactions

 

1

 

Deferred income taxes

 

(897)

 

(946)

Stock-based compensation

 

4,754

 

4,751

Loss (gain) on sale of property and equipment

2

(71)

Amortization of debt securities

143

(1,291)

Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable

 

47,184

 

3,245

Unbilled receivables and retentions

 

14,753

 

(24,364)

Inventories

 

(7,569)

 

(10,766)

Income tax receivable

821

Prepaid expenses and other assets

 

(1,622)

 

216

Accounts payable

 

(3,346)

 

(1,301)

Other liabilities

(9,318)

7,947

Net cash provided by operating activities

 

78,962

 

15,066

Investing activities

Acquisition of property and equipment

 

(8,472)

 

(8,504)

Equity method investments

(2,150)

(9,551)

Business acquisition, net of cash acquired

(18,641)

Proceeds from sale of property and equipment

81

Redemptions of held-to-maturity investments

 

 

166,917

Purchases of held-to-maturity investments

(162,517)

Redemptions of available-for-sale investments

 

130,066

 

41,150

Purchases of available-for-sale investments

(125,644)

(59,297)

Net cash used in investing activities

 

(6,200)

 

(50,362)

Financing activities

Tax withholding payment related to net settlement of equity awards

(1,955)

(1,009)

Holdback and retention payments for business acquisition

(1,492)

Exercise of stock options

 

86

 

93

Net cash used in financing activities

 

(3,361)

 

(916)

Net increase (decrease) in cash, cash equivalents, and restricted cash

 

69,401

 

(36,212)

Cash, cash equivalents and restricted cash at beginning of period

 

255,142

 

172,708

Cash, cash equivalents and restricted cash at end of period

$

324,543

$

136,496

Supplemental disclosures of cash flow information

Cash paid, net during the period for:

Income taxes

$

2,364

$

518

Non-cash activities

Unrealized loss on available-for-sale investments, net of deferred tax benefit of $2

$

56

$

Change in foreign currency translation adjustments

$

75

$

67

Acquisitions of property and equipment included in accounts payable

$

746

$

263

8


AeroVironment, Inc.

Reconciliation of non-GAAP Earnings per Diluted Share (Unaudited)

Three Months Ended

Three Months Ended

Nine Months Ended

Nine Months Ended

    

January 30, 2021

January 25, 2020

January 30, 2021

January 25, 2020

Earnings (loss) per diluted share

$

0.01

$

(0.04)

$

0.51

$

0.98

Acquisition-related expenses

0.11

0.01

0.14

0.03

Amortization of acquired intangible assets

0.02

0.02

0.06

0.06

HAPSMobile Inc. JV impairment of investment in Loon LLC

0.35

Earnings (loss) per diluted share as adjusted (Non-GAAP)

$

0.14

(0.01)

$

1.06

$

1.07

Reconciliation of Forecast Earnings per Diluted Share (Unaudited)

Fiscal year ending

    

April 30, 2021

Forecast earnings per diluted share

$

0.76 - 0.96

Acquisition-related expenses

0.40

Amortization of acquired intangible assets

0.23

HAPSMobile Inc. JV impairment of investment in Loon LLC

0.35

Forecast earnings per diluted share as adjusted (Non-GAAP)

$

1.74 - 1.94

Reconciliation of Fiscal Year 2020 Actual, and 2021 and 2022 Forecast Non-GAAP adjusted EBITDA (Unaudited)

Fiscal year ending

Fiscal year ending

Fiscal year ending

(in millions)

April 30, 2020

April 30, 2021

April 30, 2022

Net income from continuing operations

$

41

$

18 - 23

$

35 - 40

Interest (income) expense, net

(5)

1

5

Provision for income taxes

6

2

4

Depreciation and amortization

10

21

64

EBITDA (Non-GAAP)

52

42 - 47

108 - 113

Equity Method Investment

6

11

-

Deal and integration costs

1

11

2

Adjusted EBITDA (Non-GAAP)

$

59

$

64 - 69

$

110 - 115

Statement Regarding Non-GAAP Measures

The non-GAAP measures set forth above should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP measures, and may not be comparable to similarly titled measures reported by other companies. Management believes that these measures provide useful information to investors by offering additional ways of viewing our results that, when reconciled to the corresponding GAAP measures, help our investors to understand the long-term profitability trends of our business and compare our profitability to prior and future periods and to our peers. In addition, management uses these non-GAAP measures to evaluate our operating and financial performance.

Non-GAAP Earnings per Diluted Share

We exclude the acquisition-related expenses, amortization of acquisition-related intangible assets and one-time non-operating items because we believe this facilitates more consistent comparisons of operating results

9


over time between our newly acquired and existing businesses, and with our peer companies. We believe, however, that it is important for investors to understand that such intangible assets contribute to revenue generation and that intangible asset amortization will recur in future periods until such intangible assets have been fully amortized.

Adjusted EBITDA (Non-GAAP)

Adjusted EBITDA is defined as net income before interest income, interest expense, income tax expense (benefit) and depreciation and amortization, adjusted for the impact of certain other items, including acquisition related expenses, purchase accounting adjustments, and equity method investment gains or losses. We present Adjusted EBITDA, which is not a recognized financial measure under U.S. GAAP, because we believe it is frequently used by analysts, investors and other interested parties to evaluate companies in our industry. We believe this facilitates more consistent comparisons of operating results over time between our newly acquired and existing businesses, and with our peer companies. We believe, however, that it is important for investors to understand that such intangible assets contribute to revenue generation, intangible asset amortization will recur in future periods until such intangible assets have been fully amortized and that interest and income tax expenses will recur in future periods. In addition, Adjusted EBITDA may not be comparable to similarly titled measures used by other companies in our industry or across different industries.

10


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Contact:

AeroVironment, Inc.

Steven Gitlin

+1 (805) 520-8350

ir@avinc.com

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Exhibit 99.2

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third Quarter Fiscal Year 2021 Earnings Presentation March 9, 2021


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Certain statements in this presentation may constitute "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, our ability to successfully consummate the transactions contemplated by the agreement to purchase Telerob on a timely basis, if at all, including the satisfaction of the closing conditions of such transaction; the impact of our recent acquisitions of Arcturus UAV and ISG and our ability to successfully integrate them into our operations; the risk that disruptions will occur from the transactions that will harm our business; any disruptions or threatened disruptions to our relationships with our distributors, suppliers, customers and employees; the ability to timely and sufficiently integrate international operations into our ongoing business and compliance programs; reliance on sales to the U.S. government; availability of U.S. government funding for defense procurement and R&D programs; changes in the timing and/or amount of government spending; our ability to perform under existing contracts and obtain new contracts; risks related to our international business, including compliance with export control laws; potential need for changes in our long-term strategy in response to future developments; the extensive regulatory requirements governing our contracts with the U.S. Government and international customers; the consequences to our financial position, business and reputation that could result from failing to comply with such regulatory requirements; unexpected technical and marketing difficulties inherent in major research and product development efforts; the impact of potential security and cyber threats; changes in the supply and/or demand and/or prices for our products and services; the activities of competitors and increased competition; failure of the markets in which we operate to grow; uncertainty in the customer adoption rate of commercial use unmanned aircraft systems; failure to remain a market innovator and create new market opportunities; changes in significant operating expenses, including components and raw materials; failure to develop new products; the extensive regulatory requirements governing our contracts with the U.S. government; risk of litigation, including but not limited to pending litigation arising from the sale of our EES business; product liability, infringement and other claims; changes in the regulatory environment; the impact of the outbreak related to the strain of coronavirus known as COVID-19 on our business operations; 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. For a further list and description of such risks and uncertainties, see the reports we file with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available at www.sec.gov or on our website at www.investor.avinc.com/financial-information. 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. Safe Harbor Statement


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Continue to deliver strong results despite continued challenges presented by the COVID-19 pandemic On track to achieve fiscal year 2021 objectives while delivering fourth consecutive year of profitable, double-digit, topline growth Successfully executing long-term growth strategy through recent transformative acquisitions that will accelerate our success over the near and long-term Third Quarter Fiscal Year 2021 Key Messages


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Third Quarter Fiscal Year 2021 Results Metric Third Quarter Fiscal Year 2021 Year-Over-Year Change Notes Revenue $78.8 million +27% Healthy demand across our portfolio Gross profit $28.6 million +22% Increase in revenue resulted in higher gross profit EPS (diluted) $0.01 +$0.05 Higher revenue, partially offset by increased acquisition-related expenses, contributed to an increase in EPS Non-GAAP EPS (diluted) $0.14 +$0.15 Higher revenue and increased acquisition-related expenses contributed to an increase in Non-GAAP EPS1 Funded Backlog $103.9 million -18% COVID-19 pandemic impacting customer order timing 1 Refer to Reconciliation of Non-GAAP Diluted Earnings Per Share on Appendix A (slide #11).


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Update on Strategic Acquisitions Acquisition Status Benefits Arcturus UAV Closed 2/19/21 Expands AeroVironment’s reach into more than $1 billion annual Group 2 and 3 segments1 Increases program diversification with key USSOCOM and US Army customers Introduces attractive contractor-owned, contractor-operated (“COCO”) business model Expected to be immediately accretive to revenue growth, adjusted EBITDA2 and non-GAAP EPS3, and accretive to GAAP EPS in fiscal year 2022 Progeny Systems Corporation Intelligent Systems Group (ISG) Closed 2/23/21 Significantly accelerates AeroVironment’s artificial intelligence and autonomy initiatives with best-in-class computer vision and machine perception capabilities Increases AeroVironment’s customer-funded research and development revenue Broadens the scope of AeroVironment’s advanced robotic systems engineering services for defense and commercial customers Telerob GmbH Close expected by end of AeroVironment fiscal year 2021 (pending German government clearance) Broadens product offering with proven portfolio of UGVs to complement AeroVironment UAS and TMS Expands global footprint; extensive customer base spanning 45 nations Enables multi-domain, intelligent robotic solutions combining UAS, TMS and UGVs Expected to be GAAP EPS accretive within two years, non-GAAP EPS accretive in fiscal year 2022 Submitted joint proposal for multi-year U.S. Air Force EOD robot program; pursuing multiple additional U.S. and international opportunities German market presence supports pending UAS opportunities 1 Renaissance Strategic Advisors - Group 2, 3 UAS Forecast 2020-2030, November 2020 2 Excludes interest income, interest expense, taxes, depreciation, amortization, acquisition-related expenses and equity method losses 3 Excludes intangible assets amortization expense and deal and integration costs


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YEAR-OVER-YEAR INCREASES IN SMALL UAS AND TMS REVENUE OFFSET LOWER HAPS AND OTHER REVENUE


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increase in Third Quarter non-gaap eps from higher revenue, offsetting lower gross margin * Excludes Q3 Fiscal Year 2020 acquisition-related expenses of $0.01 and amortization of intangible assets of $0.02, and Q3 Fiscal Year 2021 acquisition-related expenses of $0.08 and amortization of intangible assets of $0.02 - 0.01 * 0.14 * $(0.02) $- $0.02 $0.04 $0.06 $0.08 $0.10 $0.12 $0.14 $0.16 Q3 Fiscal Year 2020 Q3 Fiscal Year 2021 Non - GAAP Diluted EPS 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Q3 FY20 Q4 FY20 Q1 FY21 Q2 FY21 Q3 FY21 Gross Margin Percentage of Quarterly Revenue Product Revenue Service Revenue Gross Margin


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Visibility Advances Toward Increased Full Fiscal Year Revenue Expectations Revised Revenue Guidance Range as of 3/9/21: $400 million to $410 million 60% visibility 1 71% visibility 1 83% visibility 1 Q3 FY 21 95% visibility 1 based on midpoint of prior guidance range of $390 million to $410 million $87.5 $180.1 $259.0 $200.3 $146.6 $119.8 $75.7 $9.1 $20.3 $3.8 $27.8 $31.1 $29.6 $30.3 $20.5 $- $100 $200 $300 $400 Q4 FY20 (6/23/20) Q1 FY21 Q2 FY21 Q3 FY21 Revenue (millions) Revenue Anticipated This FY from Unfunded Backlog Revenue Anticipated This FY from Qtr-To-Date Bookings, including backlog from two acquired businesses Revenue Anticipated This FY from Funded Backlog Revenue Year-To-Date


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Fiscal Year 2020 Results & Expectations for Fiscal Years 2021 & 2022 As of 3/9/21 Fiscal Year 2020 Actuals Fiscal Year 2021 Expectations1 Fiscal Year 2022 Preliminary Expectations1 Revenue $367 million $400 million - $410 million $560 million - $580 million Net Income from continuing operations $41 million $18 - $23 million $35 - $40 million Adjusted EBITDA (2) $59 million $64 million - $69 million $110 million - $115 million Earnings Per Share (diluted) $1.72 $0.76 - $0.963 $1.38 - $1.58 Non-GAAP Earnings Per Share (diluted) $1.844 $1.74 - $1.945 $2.50 - $2.706 Research & Development Investment 13% ~12% ~10% Tax Rate 11.1% 6% - 8% 10% - 12% Capital Expenditures 3% 4% - 5% 6% - 8% On-track to deliver fourth consecutive year of profitable, double-digit, topline growth 1 Includes closed Arcturus and ISG acquisitions; assumes Telerob closes in Q4 fiscal year 2021. Includes preliminary estimates of intangible asset amortization, which are subject to final purchase accounting. 2 Refer to Adjusted EBITDA reconciliation on Appendix C (slide #13). 3 Reducing fiscal year 2021 earnings per share expectations due to HAPSMobile Inc. JV impairment of its investment in Loon LLC of $0.35 and additional acquisition-related expenses and amortization of intangible assets of $0.53 4 Excludes acquisition-related expenses and amortization of intangible assets of $0.12 5 Excludes acquisition-related expenses and amortization of intangible assets of $0.53 and HAPSMobile Inc. JV impairment of its investment in Loon LLC of $0.35 6 Excludes acquisition-related expenses and amortization of intangible assets of $1.12


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Investor Relations ir@avinc.com +1 (805) 520-8350


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Appendix A – Reconciliation of Non-GAAP Diluted Earnings Per Share (Unaudited) Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended January 30, 2021 January 25, 2020 January 30, 2021 January 25, 2020 Earnings per diluted share $ 0.01 $ (0.04) $ 0.51 $ 0.98 Acquisition related expenses 0.11 0.01 0.14 0.03 Amortization of acquired intangible assets 0.02 0.02 0.06 0.06 HAPSMobile Inc. JV impairment of investment in Loon LLC - - 0.35 - Earnings per diluted share as adjusted (Non-GAAP) $ 0.14 (0.01) $ 1.06 1.07


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Appendix B – Reconciliation of Fiscal Year 2021 Non-GAAP Diluted Earnings Per Share Expectations (Unaudited) Fiscal year ending April 30, 2021 Forecast earnings per diluted share $ 0.76 – 0.96 Acquisition related expenses 0.40 Amortization of acquired intangible assets 0.23 HAPSMobile Inc. joint venture impairment of investment in Loon LLC 0.35 Forecast earnings per diluted share as adjusted (Non-GAAP) $ 1.74 - 1.94


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Appendix C – Reconciliation of Fiscal Year 2020 actual and 2021-2022 forecast Non-GAAP adjusted ebitda (Unaudited) Fiscal year ending April 30, 2020 Fiscal year ending April 30, 2021 (expectations1) Fiscal year ending April 30, 2022 (preliminary expectations1) (in millions) Net income from continuing operations $ 41 $ 18 - 23 $ 35 - 40 Interest (income) expense, net (5) 1 5 Provision for income taxes 6 2 4 Depreciation and amortization 10 21 64 EBITDA (non-GAAP) 52 42 - 47 108 - 113 Equity Method Investment 6 11 - Deal and integration costs 1 11 2 Adjusted EBITDA (non-GAAP) $ 59 $ 64 - 69 $ 110 - 115 1 Includes closed Arcturus and ISG acquisitions and assumes Telerob closes in Q4 FY21. Includes estimates of intangible asset amortization, which are subject to final purchase accounting.