EXHIBIT 99-1: FY09 Q3 EARNINGS PRESS RELEASE
Published on August 18, 2009
EXHIBIT
99.1
PRESS
RELEASE
EMCORE
Corporation Announces Unaudited Results for Its Third Quarter Ended June 30,
2009
·
|
Company
Generates Positive Cash Flow from Operations for the
Quarter
|
·
|
Photovoltaics
Business Segment Achieves Record Quarterly
Profitability
|
·
|
Consolidated
Order Backlog Increases by 62% to Approximately $50
Million
|
ALBUQUERQUE,
New Mexico, August 17, 2009 – EMCORE Corporation (NASDAQ: EMKR – News), a leading
provider of compound semiconductor-based components and subsystems for the fiber
optics and solar power markets, today announced unaudited financial results for
its fiscal third quarter and nine-month periods ended June 30,
2009.
Quarterly
Results:
Revenue:
Revenue for the third quarter of fiscal 2009 was
$38.5 million, a decrease of
$4.8 million, or 11%, from $43.3 million reported in the
immediately preceding quarter.
On a
segment basis, third quarter revenue for the Photovoltaics segment was $16.1
million, an increase of $1.2 million, or 8%, from $14.9 million reported in the
immediately preceding quarter with the increase due to greater demand for
satellite solar power products. The Photovoltaics segment accounted for 42% of
the Company's consolidated third quarter revenue compared to 34% in the
preceding second fiscal quarter.
Third
quarter revenue for the Fiber Optics segment was $22.4 million, a decrease of
$6.0 million, or 21%, from $28.4 million reported in the immediately preceding
quarter with the decline in revenue concentrated primarily in the telecom and
CATV product lines. The Fiber Optics segment accounted for 58% of the Company's
consolidated third quarter revenue compared to 66% in the preceding second
fiscal quarter.
Gross Profit / (Loss):
After
excluding certain adjustments, as set forth in the attached non-GAAP tables, the
third quarter consolidated non-GAAP gross profit was $5.9 million, a $4.5
million improvement from $1.4 million reported in the preceding quarter with the
corresponding non-GAAP gross margin increasing to 15.3% from 3.3% in the
preceding quarter. On a GAAP basis, the consolidated gross loss for the third
quarter was
$2.4
million,
an improvement of $4.6 million from a $7.0 million gross loss reported in
the preceding quarter. During the quarter, the Company recorded approximately
$6.4 million in non-cash losses on firm inventory purchase commitments and $1.9
million in non-cash inventory reserve adjustments in its Fiber Optics segment,
both of which adversely impacted gross profit and margins.
On a
segment basis, third quarter Photovoltaics non-GAAP gross margin was a record
33.9%, a significant increase from a 20.5% gross margin reported in the
preceding quarter with the improvement due primarily to increased sales of
higher margin satellite solar panels along with improved manufacturing yields on
solar cells. The third quarter marks the second consecutive quarter of
sequentially improved non-GAAP gross margins in the Photovoltaics segment. On a
GAAP basis, the third quarter Photovoltaic gross margin mirrored the non-GAAP
gross margin at 33.9% compared to a negative 24.7% gross margin in the preceding
quarter.
Third
quarter Fiber Optics non-GAAP gross margin was 1.8%, an increase from a negative
5.7% gross margin reported in the preceding quarter with the improvement due
primarily to higher margins in the Company’s broadband product lines. On a GAAP
basis, third quarter Fiber Optics gross margin was negative 35.2%, a decrease
from a negative 11.7% gross margin reported in the preceding quarter with the
decline due primarily to non-cash losses recorded on firm inventory purchase
commitments which will become excess and/or obsolete, non-cash inventory
valuation write-downs and unabsorbed overhead expenses, the result of lower
revenue levels.
Operating
Expenses:
Sales,
general, and administrative expenses for the third quarter totaled
$10.9 million, a decrease of $1.1
million, or 9%, from $12.0 million reported in the preceding quarter. Research and
development expenses for the third quarter totaled $5.7 million, a
decrease of $1.2 million, or 18%, from $6.9 million reported in the preceding
quarter. As a result of the Company’s on-going cost reduction initiatives,
SG&A expenses declined sequentially in each of the last two fiscal quarters
while R&D expenses declined in each of the last four fiscal
quarters.
Impairment:
During
the three months ended June 30, 2009, the Company performed an evaluation of its
Fiber Optics assets for impairment as required by Statement of Financial
Accounting Standard No. 144. As a result of the evaluation, it was
determined that impairment existed, and a charge of $27.0 million was recorded
to write down the long-lived assets to estimated fair value, which was
determined based on a combination of guideline public company comparisons and
discounted estimated future cash flows.
The
current economic and financial market conditions had a significant negative
effect on the Company’s assessment of the fair value of the Fiber Optics asset
groups. The magnitude of the impairment charge resulted from the
effects of recent declines in market values of comparable public companies’ debt
and equity securities and the combined effect of the current slowdown in product
orders and lower product pricing exacerbated by currently high discount rates
used in estimating fair values.
Operating
and Net Loss:
After
excluding certain non-cash and other adjustments, as set forth in the attached
non-GAAP tables, the third quarter consolidated non-GAAP operating loss was $7.2
million, a $7.4 million, or 51%, improvement from a $14.6 million operating loss
reported in the preceding quarter. On a GAAP basis, the third quarter
consolidated operating loss was $46.0 million, a $20.1 million increase from an
operating loss of $25.9 million reported in the preceding quarter.
After
excluding certain non-cash and other adjustments, as set forth in the attached
non-GAAP tables, the third quarter consolidated non-GAAP net loss was $7.3
million, a $7.4 million, or 50%, improvement from a $14.7 million net loss
reported in the preceding quarter. On a GAAP basis, the consolidated
net loss for the third quarter was $45.4 million, a $21.6 million increase from
a net loss of $23.7 million reported in the preceding quarter.
On a per
share basis, the third quarter non-GAAP net loss per share was $0.09, an
improvement of $0.10 per share from a $0.19 loss per share reported in the
preceding quarter. On a GAAP basis, the third quarter net loss per share was
$0.57, an increase of $0.27 per share from a $0.30 net loss per share reported
in the preceding quarter.
Cash
Flow:
On a
consolidated basis, the Company generated positive cash flow from operations
during the third quarter due to the combination of a lower cash operating loss
and the continuation of improved working capital management.
Order
Backlog:
As of
June 30, 2009, the Company had a consolidated order backlog of approximately
$49.6 million, an $18.9 million, or 62%, increase from a $30.7 million order
backlog reported as of the end of the preceding quarter. On a segment basis, the
quarter-end Photovoltaics order backlog totaled $36.2 million, a $16.4 million,
or 83%, increase from $19.8 million reported as of the end of the preceding
quarter. The quarter-end Fiber Optics order backlog totaled $13.4 million, a
$2.5 million, or 23% increase from $10.9 million reported as of the end of the
preceding quarter. Order backlog is defined as purchase orders or supply
agreements accepted by the Company with expected product delivery and / or
services to be performed within the next twelve months.
Liquidity and Balance Sheet
Highlights:
§
|
As
of June 30, 2009, cash, cash equivalents, and restricted cash totaled
approximately $9.9 million and working capital totaled $45.3
million.
|
§
|
During
the third quarter, the Company generated positive cash flow from
operations and positive free cash flow, net of capital
expenditures.
|
§
|
Over
the last two quarters, the Company generated $15.9 million from the
reduction in inventory levels and $15.4 million from the collection of
accounts receivable while, at the same time, lowering its accounts payable
obligations by $23.6 million.
|
§
|
Over
the last two quarters, the Company has reduced the amount of debt
outstanding under its line of credit with Bank of America by $10.5
million, to $5.0 million at the end of the third quarter, and is in full
compliance with its bank financial
covenants.
|
In
addition to continuing to focus on improving profitability and managing its
working capital, the Company continues to pursue and evaluate a number of
capital raising alternatives including debt and/or equity financings, product
joint-venture opportunities and the potential separation or divestiture of
certain portions of the Company’s business. Subsequent to the end of
the third quarter, the Company filed a Form S-3 Registration Statement with the
Securities and Exchange Commission that provides for up to $50 million in debt
and/or equity securities.
Business
Outlook:
For the
fourth quarter of fiscal 2009, ending September 30, 2009, the Company expects
consolidated revenue to be in the range of $38 to $42 million and expects to
generate positive cash flow from operations.
Conference
Call:
EMCORE
will discuss its unaudited results for its fiscal third quarter and nine-month
period ended June 30, 2009 on a conference call to be held on Monday, August 17,
2009 at 5:00 pm ET. To participate in the conference call, U.S.
callers should dial (toll free) 800-930-1344 and international callers should
dial 913-312-0847. The access code for the call is
4504248. A replay of the call will be available beginning August 17,
2009 at 8:00p.m. ET until August 24, 2009 at 11:59 p.m. ET. The
replay call-in number for U.S. callers is 888-203-1112, for international
callers it is 719-457-0820 and the access code is 4504248. The call
also will be web cast via the Company's web site at
http://www.emcore.com. Please go to the site beforehand to download
any necessary software.
About
EMCORE:
EMCORE
Corporation is a leading provider of compound semiconductor–based components and
subsystems for the fiber optics and solar power markets. EMCORE's Fiber Optics
segment offers optical components, subsystems and systems that enable the
transmission of video, voice and data over high–capacity fiber optic cables for
high–speed data and telecommunications, cable television (CATV) and
fiber–to–the–premises (FTTP) networks. EMCORE's Solar Power segment provides
solar products for satellite and terrestrial applications. For satellite
applications, EMCORE offers high–efficiency compound semiconductor–based
multi-junction solar cells, covered interconnect cells and fully integrated
solar panels. For terrestrial applications, EMCORE offers concentrating
photovoltaic (CPV) systems for utility scale solar applications as well as
offering its high–efficiency multi-junction solar cells and CPV components for
use in solar power concentrator systems. For specific information about our
company, our products or the markets we serve, please visit our website at http://www.emcore.com.
Forward–looking
statements:
The
information provided herein may include forward–looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934 relating to future events that involve risks and
uncertainties. Such forward–looking statements include but are not limited to
words such as "expects”, "anticipates”, "intends”, "plans”, believes”, and
"estimates”, and variations of these words and similar expressions, identify
these forward–looking statements. These forward–looking statements also include,
without limitation, (a) any statements or implications regarding our ability to
remain competitive and a leader in its industry, and the future growth of the
Company, or the industry and the economy in general; (b) statements regarding
the expected level and timing of benefits from our current cost reduction
efforts, including (i) expected cost reductions and their impact on our
financial performance, (ii) our ability to reduce operating expenses associated
with recent acquisitions (iii) our continued leadership in technology and
manufacturing in our markets, and (iv) the belief that the cost reduction
efforts will not impact product development or manufacturing execution; (c) any
statement or implication that the products described in this press release (i)
will be successfully introduced or marketed, (ii) will be qualified and
purchased by our customers, or (iii) will perform to any particular
specifications or performance or reliability standards; (d) any and all guidance
provided by us regarding its expected financial performance in future periods,
including, without limitation, with respect to anticipated revenues for the
fourth quarter of fiscal 2009. These forward–looking statements involve risks
and uncertainties that could cause actual results to differ materially from
those projected, including without limitation, the following: (a) the impact on
the Company, our customers and our suppliers from the current worldwide economic
crisis; (b) our cost reduction efforts may not be successful in achieving their
expected benefits, (including, among other things, cost structure, gross margin
and other profitability improvements), due to, among other things, shifts in
product mix, selling price pressures, costs and delays related to product
transfers to lower cost manufacturing locations and associated facility
closures, integration difficulties, and execution concerns; (c) we may encounter
difficulties in integrating recent acquisitions and as a result may sustain
increased operating expenses, delays in commercializing new products, production
difficulties associated with transferring products to our manufacturing
facilities and disruption of customer relationships; (d) the failure of the
products (i) to perform as expected without material defects, (ii) to be
manufactured at acceptable volumes, yields, and cost, (iii) to be qualified and
accepted by our customers, and, (iv) to successfully compete with products
offered by our competitors; (e) we may not be successful in undertaking the
steps currently planned in order to increase our liquidity; and (f) other risks
and uncertainties described in our filings with the Securities and Exchange
Commission such as cancellations, rescheduling or delays in product shipments;
manufacturing capacity constraints; lengthy sales and qualification cycles;
difficulties in the production process; changes in semiconductor industry
growth; increased competition; delays in developing and commercializing new
products; and other factors. The forward–looking statements contained in this
press release are made as of the date hereof and we do not assume any obligation
to update the reasons why actual results could differ materially from those
projected in the forward–looking statements.
EMCORE
CORPORATION
Condensed
Consolidated Statements of Operations
For
the three and nine months ended June 30, 2009 and 2008
(in
thousands, except loss per share)
(unaudited)
Three
Months Ended
June
30,
|
Nine
Months Ended
June
30,
|
||||||||||||
2009
|
2008
|
2009
|
2008
|
||||||||||
Revenue
|
$
|
38,489
|
$ |
75,502
|
$ |
135,829
|
$ |
178,668
|
|||||
Cost
of revenue
|
40,917
|
61,856
|
143,673
|
148,271
|
|||||||||
Gross
(loss) profit
|
(2,428
|
)
|
13,646
|
(7,844
|
)
|
30,397
|
|||||||
Operating
expenses:
|
|||||||||||||
Selling,
general, and administrative
|
10,914
|
13,906
|
35,039
|
36,032
|
|||||||||
Research
and development
|
5,654
|
11,382
|
20,655
|
28,132
|
|||||||||
Impairments
|
27,000
|
-
|
60,781
|
-
|
|||||||||
Total
operating expenses
|
43,568
|
25,288
|
116,475
|
64,164
|
|||||||||
Operating
loss
|
(45,996
|
)
|
(11,642
|
)
|
(124,319
|
)
|
(33,767
|
)
|
|||||
Other
(income) expense:
|
|||||||||||||
Interest
income
|
(3
|
)
|
(124
|
)
|
(83
|
)
|
(778
|
)
|
|||||
Interest
expense
|
105
|
-
|
443
|
1,580
|
|||||||||
Impairment
of investment
|
-
|
-
|
366
|
-
|
|||||||||
Loss
from conversion of subordinated notes
|
-
|
-
|
-
|
4,658
|
|||||||||
Stock–based
expense from tolled options
|
-
|
-
|
-
|
4,316
|
|||||||||
Gain
from sale of investments
|
-
|
(3,692
|
)
|
(3,144
|
)
|
(3,692
|
)
|
||||||
Loss
on disposal of equipment
|
-
|
-
|
-
|
86
|
|||||||||
Foreign
exchange (gain) loss
|
(745
|
)
|
(104
|
)
|
635
|
(302
|
)
|
||||||
Total
other (income) expense
|
(643
|
)
|
(3,920
|
)
|
(1,783
|
)
|
5,868
|
||||||
Net
loss
|
$
|
(45,353
|
)
|
$
|
(7,722
|
)
|
$
|
(122,536
|
)
|
$
|
(39,635
|
)
|
|
Per
share data:
|
|||||||||||||
Basic
and diluted per share data:
|
|||||||||||||
Net
loss
|
$
|
(0.57
|
)
|
$
|
(0.10
|
)
|
$
|
(1.56
|
)
|
$
|
(0.62
|
)
|
|
Weighted-average
number of basic and diluted shares outstanding
|
79,700
|
76,582
|
78,632
|
64,155
|
|||||||||
EMCORE
CORPORATION
Condensed
Consolidated Balance Sheets
As
of June 30, 2009 and September 30, 2008
(In
thousands)
(unaudited)
June
30, 2009
|
September
30, 2008
|
||||||
ASSETS
|
|||||||
Current
assets:
|
|||||||
Cash
and cash equivalents
|
$
|
9,386
|
$
|
18,227
|
|||
Restricted
cash
|
366
|
1,854
|
|||||
Available-for-sale
securities
|
1,400
|
2,679
|
|||||
Accounts
receivable
|
41,892
|
60,313
|
|||||
Inventory,
net
|
39,503
|
64,617
|
|||||
Prepaid
expenses and other current assets
|
4,424
|
7,100
|
|||||
Total
current assets
|
96,971
|
154,790
|
|||||
Property,
plant, and equipment, net
|
57,695
|
83,278
|
|||||
Goodwill
|
20,384
|
52,227
|
|||||
Other
intangible assets, net
|
13,539
|
28,033
|
|||||
Investments
in unconsolidated affiliates
|
-
|
8,240
|
|||||
Available-for-sale
securities, non-current
|
-
|
1,400
|
|||||
Long-term
restricted cash
|
163
|
569
|
|||||
Other
non-current assets, net
|
802
|
741
|
|||||
Total
assets
|
$
|
189,554
|
$
|
329,278
|
|||
LIABILITIES
and SHAREHOLDERS’ EQUITY
|
|||||||
Current
liabilities:
|
|||||||
Line
of credit
|
$
|
4,984
|
$
|
-
|
|||
Short-term
debt
|
889
|
-
|
|||||
Accounts
payable
|
21,861
|
52,266
|
|||||
Accrued
expenses and other current liabilities
|
23,909
|
23,290
|
|||||
Total
liabilities
|
51,643
|
75,556
|
|||||
Commitments
and contingencies
|
|||||||
Shareholders’
equity:
|
|||||||
Preferred
stock, $0.0001 par, 5,882 shares authorized, no shares
outstanding
|
-
|
-
|
|||||
Common
stock, no par value, 200,000 shares authorized, 80,647 shares issued and
80,488 outstanding at June 30, 2009; 77,920 shares issued and 77,761
shares outstanding at September 30, 2008
|
686,392
|
680,020
|
|||||
Accumulated
deficit
|
(547,300
|
)
|
(424,764
|
)
|
|||
Accumulated
other comprehensive income
|
902
|
549
|
|||||
Treasury
stock, at cost; 159 shares as of June 30, 2009 and September 30,
2008
|
(2,083
|
)
|
(2,083
|
)
|
|||
Total
shareholders’ equity
|
137,911
|
253,722
|
|||||
Total
liabilities and shareholders’ equity
|
$
|
189,554
|
$
|
329,278
|
Use
of Non-GAAP Measures
EMCORE
provides non–GAAP gross profit and gross margin, non–GAAP operating loss, and
non–GAAP net loss and net loss per share as supplemental measures to GAAP
regarding our operational performance. These financial measures exclude the
impact of certain items and, therefore, have not been calculated in accordance
with GAAP. A detailed explanation of each of the adjustments to such financial
measures is described below. This press release also contains a reconciliation
of each of these non–GAAP financial measures to its most comparable GAAP
financial measure.
EMCORE
believes that the additional non–GAAP measures are useful to investors in
assessing the Company’s financial condition and performance. In particular,
management believes it is appropriate in evaluating EMCORE's operations to
exclude gains or losses from specific accounts receivable and inventory
write-downs, loss from firm purchase commitments, patent litigation and other
corporate legal–related charges; impairment charges; and warranty, severance and
restructuring–related expenses because these items would make results less
comparable between periods. Management also uses these measures internally to
evaluate the Company's operating performance, and the measures are used for
planning and forecasting of future periods. In addition, many financial analysts
that follow our Company focus on and publish both historical results and future
projections based on non–GAAP financial measures. We believe that it is in the
best interest of our investors to provide this information to analysts so that
they accurately report the non–GAAP financial information. However, non–GAAP
measures are not in accordance with, nor are they a substitute for, GAAP
measures.
While
management believes that these non–GAAP financial measures provide useful
supplemental information to investors, there are limitations associated with the
use of these non–GAAP financial measures. These non–GAAP financial measures are
not prepared in accordance with GAAP, may not be reported by all of the
Company's competitors and may not be directly comparable to similarly titled
measures of the Company's competitors due to potential differences in the exact
method of calculation. The Company compensates for these limitations by using
these non–GAAP financial measures as supplements to GAAP financial measures and
by reviewing the reconciliations of the non–GAAP financial measures to their
most comparable GAAP financial measures.
Non–GAAP
financial measures are not in accordance with, or an alternative for, generally
accepted accounting principles in the United States. The Company's non–GAAP
financial measures are not meant to be considered in isolation or as a
substitute for comparable GAAP financial measures, and should be read only in
conjunction with the Company's consolidated financial statements prepared in
accordance with GAAP.
The
Company has provided a reconciliation of the non–GAAP financial measures to the
most directly comparable GAAP financial measures as indicated in the tables
listed below:
Non-GAAP
Table
Gross
profit (loss) and margin
Unaudited
(in
thousands, except percentages)
|
Three
Months Ended
March 31,
2009
|
Three
Months Ended
June 30,
2009
|
|||||||||||||||||
Fiber
Optics
|
Photovoltaics
|
Total
|
Fiber
Optics
|
Photovoltaics
|
Total
|
||||||||||||||
Gross
(loss) profit – GAAP
|
$
|
(3,330
|
)
|
$
|
(3,675
|
)
|
$
|
(7,005
|
)
|
$
|
(7,889
|
)
|
$
|
5,461
|
$
|
(2,428
|
)
|
||
Specific
adjustments:
|
|||||||||||||||||||
Inventory
valuation
|
1,468
|
5,663
|
7,131
|
1,919
|
-
|
1,919
|
|||||||||||||
Loss
on commitments
|
-
|
-
|
-
|
6,380
|
-
|
6,380
|
|||||||||||||
Product
warranty
|
248
|
1,056
|
1,304
|
-
|
-
|
-
|
|||||||||||||
Gross
(loss) profit – Non-GAAP
|
$
|
(1,614
|
)
|
$
|
3,044
|
$
|
1,430
|
$
|
410
|
$
|
5,461
|
$
|
5,871
|
||||||
Gross
margin – GAAP
|
(11.7%
|
)
|
(24.7%
|
)
|
(16.2%
|
)
|
(35.2%
|
)
|
33.9%
|
(6.3%
|
)
|
||||||||
Gross
margin – Non-GAAP
|
(5.7%
|
)
|
20.5%
|
3.3%
|
1.8%
|
33.9%
|
15.3%
|
Non-GAAP
Table
Operating
Loss
Unaudited
(in
thousands)
|
Three
Months Ended
March
31, 2009
|
Three
Months Ended
June
30, 2009
|
|||||
Operating
loss – GAAP
|
$
|
(25,862
|
)
|
$
|
(45,996
|
)
|
|
Specific
adjustments:
|
|||||||
Impairments
|
-
|
27,000
|
|||||
Provision
for doubtful accounts
|
1,717
|
2,112
|
|||||
Corporate
legal expense
|
836
|
1,325
|
|||||
Severance
and restructuring-related expense
|
294
|
57
|
|||||
Inventory
valuation adjustments
|
7,131
|
1,919
|
|||||
Loss
on commitments
|
-
|
6,380
|
|||||
Product
warranty adjustments
|
1,304
|
-
|
|||||
Operating
loss – Non-GAAP
|
$
|
(14,580
|
)
|
$
|
(7,203
|
)
|
Non-GAAP
Table
Net
Loss
Unaudited
(in
thousands)
|
Three
Months Ended
March
31, 2009
|
Three
Months Ended
June
30, 2009
|
|||||
Net
loss – GAAP
|
$
|
(23,739
|
)
|
$
|
(45,353
|
)
|
|
Specific
adjustments:
|
|||||||
Impairments
|
-
|
27,000
|
|||||
Provision
for doubtful accounts
|
1,717
|
2,112
|
|||||
Corporate
legal expense
|
836
|
1,325
|
|||||
Severance
and restructuring-related expense
|
294
|
57
|
|||||
Inventory
valuation adjustments
|
7,131
|
1,919
|
|||||
Loss
on commitments
|
-
|
6,380
|
|||||
Product
warranty adjustments
|
1,304
|
-
|
|||||
Gain
from sale of investments
|
(3,144
|
)
|
-
|
||||
Foreign
exchange (gain) loss
|
908
|
(745
|
)
|
||||
Net
loss – Non-GAAP
|
$
|
(14,693
|
)
|
$ |
(7,305
|
)
|
|
Net
loss per basic and diluted share – GAAP
|
$
|
(0.30
|
)
|
$
|
(0.57
|
)
|
|
Net
loss per basic and diluted share – Non-GAAP
|
$
|
(0.19
|
)
|
$
|
(0.09
|
)
|
Contacts:
EMCORE
Corporation
Silvia M.
Gentile
Executive
Offices
(505)
323-3417
info@emcore.com
TTC
Group
Victor
Allgeier
(646)
290-6400
info@ttcominc.com