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, 2003

 

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)

 

 

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

 

Indicate by check mark whether registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

 

Yes                            ý                                    No                                o

 

As of August 6, 2003, Registrant had only one class of common stock, of which there were 13,799,227 shares outstanding.

 

 

MAXWELL TECHNOLOGIES, INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
For the quarter ended June 30, 2003

 

PART I
Item 1.	Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures
PART II
Item 1.	Legal Proceedings
Item 2.	Changes in Securities and Use of Proceeds
Item 3.	Defaults Upon Senior Securities
Item 4.	Submission of Matters to a Vote of Security Holders
Item 5.	Other Information
Item 6.	Exhibits and Reports on Form 8-K

 

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 “Montena Components” refer to our subsidiary Montena Components, Ltd. which has been renamed Maxwell Technologies, SA; all references to “Electronic Components Group” refer to our former subsidiary, Maxwell Electronic Components Group, Inc. which has been merged into Maxwell; 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 Company’s 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 Company’s Annual Report on Form 10-K for the year ended December 31, 2002. Discussions containing such forward-looking statements may be found in the material set forth under “Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as within this Form 10-Q generally.

 

2

 

MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)

 

		June 30, 2003			December 31, 2002
		(unaudited)
Assets
Current assets:
Cash and cash equivalents		$	1,939		$	3,545
Short-term investments		5,586			7,546
Trade and other accounts receivable, net		6,242			8,530
Inventories		11,378			11,833
Prepaid expenses and other current assets		1,718			1,037
Assets held-for-sale		7,356			7,356
Total current assets		34,219			39,847
Property, plant and equipment, net		10,999			11,653
Other intangible assets, net		2,013			2,009
Goodwill		17,923			17,577
Other non-current assets		292			294
		$	65,446		$	71,380
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued liabilities		$	8,705		$	11,508
Deferred revenue		5,267			2,305
Accrued employee compensation		1,912			1,590
Short-term borrowings and current portion of long-term debt		3,417			570
Deferred tax liability		285			272
Liabilities of discontinued operations		2,372			2,326
Total current liabilities		21,958			18,571
Deferred tax liability		183			183
Long-term debt, excluding current portion		—			2,675
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.10 par value per share, 40,000 shares authorized; 13,787 and 13,726 shares issued and outstanding at June 30, 2003 and December 31, 2002, respectively		1,379			1,373
Additional paid-in capital		112,745			112,255
Accumulated deficit		(71,815		)	(64,015		)
Accumulated other comprehensive income		996			338
Total stockholders’ equity		43,305			49,951
		$	65,446		$	71,380

 

See accompanying notes

 

3

 

MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

 

		Three Months Ended June 30,						Six Months Ended June 30,
		2003			2002			2003			2002
Sales		$	10,653		$	13,155		$	20,894		$	25,944
Costs and expenses:
Cost of sales		9,296			13,951			18,226			25,793
Selling, general and administrative		3,504			4,904			7,577			9,595
Research and development		1,574			2,246			2,881			4,913
Other		(189		)	552			(458		)	338
Total costs and expenses		14,185			21,653			28,226			40,639
Loss from continuing operations before income taxes		(3,532		)	(8,498		)	(7,332		)	(14,695		)
Provision (benefit) for income taxes		(86		)	12			(100		)	(279		)
Loss from continuing operations		(3,446		)	(8,510		)	(7,232		)	(14,416		)
Discontinued operations, net of taxes:
Income (loss) from operations		7			(879		)	(568		)	(1,684		)
Net loss		$	(3,439	)	$	(9,389	)	$	(7,800	)	$	(16,100	)
Basic and diluted net loss per share:													<