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 September 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 November 7, 2003, Registrant had only one class of common stock, of which there were 13,815,313 shares outstanding.

 

 

MAXWELL TECHNOLOGIES, INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
For the quarter ended September 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)

 

		September 30, 2003			December 31, 2002
		(unaudited)
Assets
Current assets:
Cash and cash equivalents		$	3,086		$	3,545
Short-term investments		2,689			7,546
Trade and other accounts receivable, net		7,893			8,530
Inventories		9,340			11,833
Prepaid expenses and other current assets		1,938			1,037
Assets held-for-sale		7,356			7,356
Total current assets		32,302			39,847
Property, plant and equipment, net		10,598			11,653
Other intangible assets, net		1,981			2,009
Goodwill		18,190			17,577
Other non-current assets		293			294
		$	63,364		$	71,380
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and other accrued liabilities		$	6,825		$	10,626
Accrued warranty		1,176			882
Deferred revenue		5,126			2,305
Accrued employee compensation		2,079			1,590
Short-term borrowings and current portion of long-term debt		3,692			570
Deferred tax liability		498			272
Liabilities of discontinued operations		2,161			2,326
Total current liabilities		21,557			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; 13,816 and 13,726 shares issued and outstanding at September 30, 2003 and December 31, 2002, respectively		1,382			1,373
Additional paid-in capital		108,824			112,255
Common shares issuable		4,098			—
Accumulated deficit		(73,889		)	(64,015		)
Accumulated other comprehensive income		1,209			338
Total stockholders’ equity		41,624			49,951
		$	63,364		$	71,380

 

See notes to consolidated financial statements

 

3

 

MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

 

		Three Months Ended September 30,						Nine Months Ended September 30,
		2003			2002			2003			2002
Sales		$	10,993		$	16,564		$	31,887		$	42,509
Costs and expenses:
Cost of sales		9,408			13,858			27,634			39,651
Selling, general and administrative		2,611			5,171			10,188			14,766
Research and development		1,597			2,167			4,478			7,080
Impairment of long lived assets		—			7,628			—			7,628
Loss (gain) on sale of business		(263		)	7,219			(726		)	7,219
Restructuring charge		—			922			—			1,734
Other		(23		)	261			(18		)	29
Total costs and expenses		13,330			37,226			41,556			78,107
Loss from continuing operations before income taxes		(2,337		)	(20,662		)	(9,669		)	(35,598		)
Provision (benefit) for income taxes		(149		)	124			(249		)	(155		)
Minority interest in net loss of subsidiaries		—