UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended June 30, 2002
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period From to
Commission File Number 0-10964
MAXWELL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
95-2390133 |
|
(State or other jurisdiction of |
|
(I.R.S. Employer Identification No.) |
|
incorporation or organization) |
|
|
|
|
|
|
|
8888 Balboa Avenue, San Diego, CA |
|
92123 |
|
(Address of principal executive office) |
|
(Zip Code) |
|
|
|
|
|
(858) 279-5100 |
||
|
Registrants telephone number, including area code |
||
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes ý No o
As of July 29, 2002, Registrant had only one class of common stock, of which there were 13,998,325 shares outstanding.
MAXWELL TECHNOLOGIES, INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
For the quarter ended June 30, 2002
|
|
|
|
|
|
|
|
|
|
Managements Discussion and Analysis of Financial Condition and Results of Operations |
|
|
|
|
|
|
|
Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to Maxwell, the Company, we, us, and our refer to Maxwell Technologies, Inc. and its subsidiaries; all references to Electronic Components Group refer to our subsidiary, Maxwell Electronic Components Group, Inc.; all references to I-Bus/Phoenix refer to our subsidiary, I-Bus/Phoenix, Inc., and its subsidiaries; and all references to PurePulse refer to our subsidiary, PurePulse Technologies, Inc. This Form 10-Q may contain 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. Such forward-looking statements involve risks and uncertainties. The Companys actual results may differ significantly from the results discussed in any forward-looking statements. Factors that might cause such a difference include, but are not limited to, those discussed in Risk Factors included in the Companys Annual Report on Form 10-K for the year ended December 31, 2001. Discussions containing such forward-looking statements may be found in the material set forth under Part I, Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations, as well as within this Form 10-Q generally.
2
PART I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
MAXWELL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
|
|
|
June 30, |
|
December 31, |
|
||
|
|
|
2002 |
|
2001 |
|
||
|
|
|
(unaudited) |
|
(audited) |
|
||
|
Assets |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
6,584 |
|
$ |
13,673 |
|
|
Short-term investments |
|
10,452 |
|
11,886 |
|
||
|
Accounts receivable, net |
|
10,232 |
|
13,984 |
|
||
|
Inventories |
|
13,246 |
|
16,605 |
|
||
|
Prepaid expenses and other current assets |
|
1,134 |
|
1,031 |
|
||
|
Income tax receivable |
|
278 |
|
|
|
||
|
Total current assets |
|
41,926 |
|
57,179 |
|
||
|
Property, plant and equipment, net |
|
20,283 |
|
21,741 |
|
||
|
Goodwill and other non-current assets |
|
12,047 |
|
6,784 |
|
||
|
|
|
$ |
74,256 |
|
$ |
85,704 |
|
|
|
|
|
|
|
|
||
|
Liabilities and Stockholders Equity |
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Accounts payable and accrued liabilities |
|
$ |
8,733 |
|
$ |
12,159 |
|
|
Accrued employee compensation |
|
1,926 |
|
1,586 |
|
||
|
Short-term borrowings |
|
300 |
|
300 |
|
||
|
Net liabilities of discontinued operations |
|
3,006 |
|
1,642 |
|
||
|
Total current liabilities |
|
13,965 |
|
15,687 |
|
||
|
Long-term debt |
|
5,575 |
|
5,700 |
|
||
|
Minority interest |
|
|
|
4,586 |
|
||
|
Stockholders equity: |
|
|
|
|
|
||
|
Common stock |
|
1,143 |
|
1,017 |
|
||
|
Additional paid-in capital |
|
94,312 |
|
84,283 |
|
||
|
Deferred compensation |
|
(102 |
) |
|
|
||
|
Notes receivable from executives for stock purchases |
|
|
|
(897 |
) |
||
|
Accumulated deficit |
|
(39,959 |
) |
(23,859 |
) |
||
|
Accumulated other comprehensive loss |
|
(678 |
) |
(813 |
) |
||
|
Total stockholders equity |
|
54,716 |
|
59,731 |
|
||
|
|
|
$ |
74,256 |
|
$ |
85,704 |
|
3
MAXWELL TECHNOLOGIES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
|
|
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
||||||||
|
|
|
|
|
||||||||||
|
|
|
2002 |
|
2001 |
|
2002 |
|
2001 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Sales |
|
$ |
13,155 |
|
$ |
20,456 |
|
$ |
25,944 |
|
$ |
47,456 |
|
|
Cost of sales |
|
13,951 |
|
18,196 |
|
25,793 |
|
39,047 |
|
||||
|
Gross margin |
|
(796 |
) |
2,260 |
|
151 |
|
8,409 |
|
||||
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
||||
|
Selling, general and administrative |
|
4,904 |
|
6,969 |
|
9,595 |
|
13,236 |
|
||||
|
Research and development |
|
2,246 |
|
2,726 |
|
4,913 |
|
5,925 |
|
||||
|
Restructuring |
|
812 |
|
|
|
812 |
|
|
|
||||
|
|
|
7,962 |
|
9,695 |
|
15,320 |
|
19,161 |
|
||||
|
Operating loss |
|
(8,758 |
) |
(7,435 |
) |
(15,169 |
) |
(10,752 |
) |
||||
|
Gain on sale of business |
|
|
|
39,119 |
|
|
|
39,119 |
|
||||
|
Interest expense |
|
(104 |
) |
(268 |
) |
(192 |
) |
(1,146 |
) |
||||
|
Interest income and other, net |
|
364 |
|
98 |
|
425 |
|
145 |
|
||||
|
Income (loss) before income taxes and minority interest |
|
(8,498 |
) |
31,514 |
|
(14,936 |
) |
27,366 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Provision (credit) for income taxes |
|
12 |
|
11,127 |
|
(279 |
) |
9,687 |
|
||||