Form: 8-K

Current report filing

August 6, 2013

Documents



EXHIBIT 99.1


PRESS RELEASE

EMCORE Corporation Announces Financial Results for Third Quarter Ended June 30, 2013

•
Consolidated revenue of $33.5 million
•
Consolidated GAAP net loss of $7.3 million
•
Anticipate Q4 revenue of $42 to $45 million


ALBUQUERQUE, New Mexico, August 6, 2013 - EMCORE Corporation (NASDAQ: EMKR - News), a leading provider of compound semiconductor-based components, subsystems, and systems for the fiber optics and solar power markets, today announced its financial results for its fiscal third quarter ended June 30, 2013.

Financial Results

Revenue:
Consolidated revenue for the third quarter ended June 30, 2013 was $33.5 million, which represents a 18.5% decrease compared to the prior year and a 20.8% decrease from the immediate preceding quarter. On a segment basis, revenue for our Fiber Optics segment was $21.6 million, which represents a 16.5% decrease compared to the prior year and 6.8% decrease compared to the immediate preceding quarter. Revenue for the Photovoltaics segment was $11.9 million, which represents a 21.8% decrease compared to the prior year and 37.8% decrease compared to the immediate preceding quarter. The reduction in the Photovoltaics segment was primarily due to a large international order that was expected to ship in the third quarter but approval to ship was not received prior to June 30 2013. This order has subsequently shipped to the customer and revenue is expected to be recognized in the fourth quarter.

Gross Profit:
Consolidated gross profit was approximately $4.0 million. Consolidated gross margin was 12.1%, which represents an increase from the 10.7% gross margin reported in the prior year and a decrease from the 18.5% gross margin reported in the immediate preceding quarter. On a segment basis, Fiber Optics gross margin was 3.0%, which represents a decrease from the 9.3% gross margin reported in the prior year and a decrease from the 7.0% gross margin reported in the immediate preceding quarter. Photovoltaics gross margin was 28.6%, which represents an increase from the 13.0% gross margin reported in the prior year and a decrease from the 32.5% gross margin reported in the immediate preceding quarter.

Operating Income (Loss):
The consolidated operating loss was $7.7 million, which represents a $1.1 million improvement when compared to the prior year and a $19.8 million deterioration when compared to the immediate preceding quarter. The quarter-over-quarter variance compared to the prior quarter was primarily due to lower gross profit and flood-related insurance proceeds received in the previous quarter.

Net Income (Loss):
The consolidated net loss was $7.3 million, which represents a $1.8 million improvement when compared to the prior year and a $19.0 million deterioration when compared to the immediate preceding quarter. The consolidated net loss per share was $0.27 compared to a net loss per share of $0.38 in the prior year and net income per share of $0.44 in the immediate preceding quarter.




 

Non-GAAP Net Income (Loss):
After excluding certain non-cash and other infrequent transactions as set forth in the attached non-GAAP table, our non-GAAP net loss for the third quarter ended June 30, 2013 was $5.9 million, which represents an improvement of approximately $1.5 million from the prior year and a deterioration of approximately $5.9 million from the immediate preceding quarter. The consolidated non-GAAP net loss per share was $0.22, which represents an improvement from the $0.31 loss per share reported in the prior year and a deterioration from breakeven per share reported in the immediate preceding quarter.

Order Backlog
As of June 30, 2013, order backlog for our Photovoltaics segment totaled $58.1 million, which represents a 59% increase from $36.5 million reported as of March 31, 2013. Order backlog is defined as purchase orders or supply agreements accepted by us with expected product delivery and/or services to be performed and deferred revenue expected to be recognized within the next twelve months. Product sales from our Fiber Optics segment are made pursuant to purchase orders, often with short lead times.

Suncore Joint Venture Equity Sale
EMCORE entered into an equity transfer agreement in June 2013 pursuant to which the Company agreed to transfer its 40% equity interest in Suncore for $4.8 million. Closing is subject to customary conditions, including Chinese regulatory approvals. The payment for the consideration is expected to occur in the Company's fourth fiscal quarter.

Business Outlook
On a consolidated basis, we expect revenue for our fourth quarter ended September 30, 2013 to be in the range of $42 to $45 million.


Conference Call
We will discuss our financial results today at 4:30 p.m. ET. The call will be webcast via the Company's website at http://www.emcore.com. Please go to the site beforehand to download any necessary software. A webcast will be available for replay beginning August 6, 2013 following the conclusion of the call on the Company's website.


Conferences
Management is expecting to present at the following conferences over the next few months:

•
Citi 2013 Global Technology Conference, September 3-4, 2013, at the Hilton, New York, NY.
•
ROTH Capital Partners Semiconductor Corporate Access Day, September 9, 2013, at the St. Regis, San Francisco, CA.


About EMCORE
EMCORE Corporation offers a broad portfolio of compound semiconductor-based products for the fiber optics and solar power markets. EMCORE's Fiber Optics business segment provides optical components, subsystems and systems for high-speed telecommunications, Cable Television (CATV) and Fiber-To-The-Premise (FTTP) networks, as well as products for satellite communications, video transport and specialty photonics technologies for defense and homeland security applications. EMCORE's Solar Photovoltaics business segment provides products for space power applications including high-efficiency multi-junction solar cells, Covered Interconnect Cells (CICs) and complete satellite solar panels. For further information about EMCORE, visit http://www.emcore.com.


Use of Non-GAAP Financial Measures
We provide a non-GAAP net loss disclosure as a supplemental measure to U.S. GAAP regarding our operational performance. This financial measure excludes the impact of certain items; therefore, it has not been calculated in accordance with U.S. GAAP.





We believe that this additional non-GAAP financial measure is useful to investors in assessing our operating performance. We also use this financial measure internally to evaluate our operating performance and for planning and forecasting of future periods. In addition, financial analysts that follow us may focus on and publish both historical results and future projections based on our non-GAAP financial measure. We also believe that it is in the best interest of our investors to provide this non-GAAP information.

While we believe that this non-GAAP financial measure provides useful supplemental information to investors, there are limitations associated with the use of this non-GAAP financial measure. Our non-GAAP financial measure may not be reported by all of our competitors and it may not be directly comparable to similarly titled measures of other companies due to potential differences in calculation. We compensate for these limitations by using this non-GAAP financial measure as a supplement to U.S. GAAP and by providing a reconciliation of our non-GAAP financial measure to its most comparable U.S. GAAP financial measure.

Non-GAAP financial measures are not in accordance with or an alternative for U.S. GAAP. Our non-GAAP financial measure is not meant to be considered in isolation or as a substitute for comparable U.S. GAAP financial measures and it should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP.

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 Exchange Act of 1934. These forward-looking statements are largely based on our current expectations and projections about future events and financial trends affecting the financial condition of our business. Such forward-looking statements include, in particular, projections about our future results included in our Exchange Act reports, statements about our plans, strategies, business prospects, changes and trends in our business and the markets in which we operate.

These forward-looking statements may be identified by the use of terms and phrases such as “anticipates”, “believes”, “can”, “could”, “estimates”, “expects”, “forecasts”, “intends”, “may”, “plans”, “projects”, “targets”, “will”, and similar expressions or variations of these terms and similar phrases. Additionally, statements concerning future matters such as the development of new products, enhancements or technologies, sales levels, expense levels and other statements regarding matters that are not historical are forward-looking statements. We caution that these forward-looking statements relate to future events or our future financial performance and are subject to business, economic, and other risks and uncertainties, both known and unknown, that may cause actual results, levels of activity, performance or achievements of our business or our industry to be materially different from those expressed or implied by any forward-looking statements.

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 related to the asset sales to Sumitomo and Suncore Photovoltaic, and the sale of its 40% interest in Suncore Photovoltaic Technology Co., Ltd.; (b) the rapidly evolving markets for the Company's products and uncertainty regarding the development of these markets; (c) the Company's historical dependence on sales to a limited number of customers and fluctuations in the mix of products and customers in any period; (d) delays and other difficulties in commercializing new products; (e) the failure of new 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; (f) we may not be successful in undertaking the steps currently planned in order to increase our liquidity; (g) uncertainties concerning the availability and cost of commodity materials and specialized product components that we do not make internally; (h) actions by competitors; and (i) other risks and uncertainties described in our filings with the Securities and Exchange Commission (“SEC”).

Neither management nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. All forward-looking statements in this press release are made as of the date hereof, based on information available to us as of the date hereof, and subsequent facts or circumstances may contradict, obviate, undermine, or otherwise fail to support or substantiate such statements. We caution you not to rely on these statements without also considering the risks and uncertainties associated with these statements and our business that are addressed in our filings with the SEC that are available on the SEC's web site located at www.sec.gov, including the sections entitled "Risk Factors" in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. Certain information included in this press release may supersede or supplement forward-looking statements in our other Exchange Act reports filed with the SEC. We assume no obligation to update any forward-looking statement to conform such statements to actual results or to changes in our expectations, except as required by applicable law or regulation.






EMCORE CORPORATION
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)
 
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2013
 
March 31, 2013
 
June 30, 2012
 
June 30, 2013
 
June 30, 2012
Revenue
$
33,473

 
$
42,277

 
$
41,062

 
$
125,056

 
$
116,293

Cost of revenue
29,429

 
34,444

 
36,677

 
102,231

 
103,064

Gross profit
4,044

 
7,833

 
4,385

 
22,825

 
13,229

Operating expense (income):
 
 
 
 
 
 
 
 
 
Selling, general, and administrative
7,039

 
6,771

 
8,758

 
20,714

 
24,603

Research and development
4,674

 
4,112

 
4,996

 
14,176

 
17,757

Impairment
—

 
—

 
1,425

 
—

 
1,425

Litigation settlements
—

 
—

 
1,050

 
—

 
1,050

Flood-related (recovery) loss
—

 
—

 
(293
)
 
—

 
5,519

Flood-related insurance proceeds
—

 
(14,808
)
 
—

 
(19,000
)
 
(5,000
)
Gain on sale of assets
—

 
(413
)
 
(2,793
)
 
(413
)
 
(2,793
)
Total operating expense (income)
11,713

 
(4,338
)
 
13,143

 
15,477

 
42,561

Operating (loss) income
(7,669
)
 
12,171

 
(8,758
)
 
7,348

 
(29,332
)
Other income (expense):
 
 
 
 
 
 
 
 
 
Interest expense, net
(185
)
 
(186
)
 
(146
)
 
(609
)
 
(396
)
Foreign exchange gain (loss)
181

 
(21
)
 
(196
)
 
261

 
60

Loss from equity method investment
—

 
—

 
—

 
—

 
(1,201
)
Change in fair value of financial instruments
373

 
(267
)
 
61

 
343

 
(90
)
Other expense
17

 
—

 
—

 
17

 
—

Total other (expense) income
386

 
(474
)
 
(281
)
 
12

 
(1,627
)
Income (loss) before income tax expense
(7,283
)
 
11,697

 
(9,039
)
 
7,360

 
(30,959
)
Income tax expense
—

 
—

 
—

 
(120
)
 
—

Foreign income tax expense on capital distributions
—

 
—

 
—

 
—

 
(1,644
)
Net income (loss)
$
(7,283
)
 
$
11,697

 
$
(9,039
)
 
$
7,240

 
$
(32,603
)
Per share data:
 
 
 
 
 
 
 
 
 
Net income (loss) per basic share
$
(0.27
)
 
$
0.44

 
$
(0.38
)
 
$
0.27

 
$
(1.39
)
Net income (loss) per diluted share
$
(0.27
)
 
$
0.44

 
$
(0.38
)
 
$
0.27

 
$
(1.39
)
Weighted-average number of basic shares outstanding
26,609

 
26,310

 
23,686

 
26,320

 
23,441

Weighted-average number of diluted shares outstanding
26,609

 
26,642

 
23,686

 
26,620

 
23,441







EMCORE CORPORATION
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
 
As of
 
As of
 
June 30,
2013
 
September 30,
2012
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
5,914

 
$
9,047

Restricted cash
702

 
82

Accounts receivable, net
39,289

 
36,939

Inventory
36,391

 
35,192

Prepaid expenses and other current assets
11,222

 
14,146

Total current assets
93,518

 
95,406

Property, plant, and equipment, net
50,665

 
47,896

Goodwill
20,384

 
20,384

Other intangible assets, net
2,476

 
3,428

Other non-current assets, net
1,067

 
2,752

Total assets
$
168,110

 
$
169,866

LIABILITIES and SHAREHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Borrowings from credit facility
$
20,061

 
$
19,316

Accounts payable
22,460

 
38,814

Warrant liability
327

 
670

Accrued expenses and other current liabilities
26,010

 
32,635

Total current liabilities
68,858

 
91,435

Asset retirement obligations
5,129

 
5,004

Deferred gain associated with sale of assets
3,400

 
3,400

Other long-term liabilities
693

 
1,004

Total liabilities
78,080

 
100,843

Shareholders’ equity:
 
 
 
Common stock
735,982

 
722,345

Treasury stock
(2,071
)
 
(2,071
)
Accumulated other comprehensive income
1,506

 
1,376

Accumulated deficit
(645,387
)
 
(652,627
)
Total shareholders’ equity
90,030

 
69,023

Total liabilities and shareholders’ equity
$
168,110

 
$
169,866








We have provided a reconciliation of our non-GAAP net income (loss) financial measure to its most directly comparable U.S. GAAP financial measure as indicated in the table below:

EMCORE Corporation
Non-GAAP Net Income (Loss)
(in thousands, except per share data)
(unaudited)
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2013
 
March 31, 2013
 
June 30, 2012
 
June 30, 2013
 
June 30, 2012
Net income (loss) - US GAAP
$
(7,283
)
 
$
11,697

 
$
(9,039
)
 
$
7,240

 
$
(32,603
)
Adjustments:
 
 
 
 
 
 
 
 
 
Amortization expense
317

 
317

 
383

 
952

 
1,328

Stock-based compensation expense
1,152

 
1,051

 
1,275

 
3,285

 
5,997

Asset retirement obligations - accretion expense
53

 
54

 
51

 
161

 
172

Specific severance and restructuring charges
241

 
181

 
—

 
422

 
—

Impairment
—

 
—

 
1,425

 
—

 
1,425

Litigation settlements
—

 
—

 
1,050

 
—

 
1,050

Flood-related (recovery) loss
—

 
—

 
(293
)
 
—

 
5,519

Flood-related insurance proceeds
—

 
(14,808
)
 
—

 
(19,000
)
 
(5,000
)
Gain on sale of assets
—

 
(358
)
 
(2,793
)
 
(358
)
 
(2,793
)
Losses on inventory purchase commitments
—

 
—

 
278

 
—

 
1,621

Specific warranty charges
—

 
1,425

 
—

 
1,425

 
—

Foreign exchange gain (loss)
(181
)
 
21

 
196

 
(261
)
 
(60
)
Loss from equity method investment
—

 
—

 
—

 
—

 
1,201

Change in fair value of financial instruments
(373
)
 
267

 
(61
)
 
(343
)
 
90

Interest expense, net
185

 
186

 
146

 
609

 
396

Income tax expense
—

 
—

 
—

 
120

 
 
Foreign income tax expense on capital distributions
—

 
—

 
—

 
—

 
1,644

Total adjustments
1,394

 
(11,664
)
 
1,657

 
(12,988
)
 
12,590

Net income (loss) - Non-GAAP
$
(5,889
)
 
$
33

 
$
(7,382
)
 
$
(5,748
)
 
$
(20,013
)
Net income (loss) - Non-GAAP per basic share
$
(0.22
)
 
$
0.00

 
$
(0.31
)
 
$
0.22

 
$
(0.85
)
Net income (loss) - Non-GAAP per diluted share
$
(0.22
)
 
$
0.00

 
$
(0.31
)
 
$
0.22

 
$
(0.85
)
Weighted average number of basic shares outstanding
26,609

 
26,310

 
23,686

 
26,320

 
23,441

Weighted average number of diluted shares outstanding
26,609

 
26,642

 
23,686

 
26,320

 
23,441






Stock-based compensation expense
The effect of recording stock-based compensation expense was as follows:


Stock-based Compensation Expense
For the Three Months Ended
 
For the Nine Months Ended
 (in thousands)
June 30, 2013
 
March 31, 2013
 
June 30, 2012
 
June 30, 2013
 
June 30, 2012
Cost of revenue
$
311

 
$
290

 
$
220

 
$
916

 
$
1,289

Selling, general, and administrative
485

 
459

 
708

 
1,326

 
2,954

Research and development
356

 
302

 
347

 
1,043

 
1,754

Total stock-based compensation expense
$
1,152

 
$
1,051

 
$
1,275

 
$
3,285

 
$
5,997

 
 
 
 
 
 
 
 
 
 

Contact:
EMCORE Corporation
Mark Weinswig
(505) 332-5000
investor@emcore.com

TTC Group
Victor Allgeier
(646) 290-6400
vic@ttcominc.com