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8-K - FORM 8-K - FY11 Q3 FINANCIAL EARNINGS - EMCORE CORPform8-k.htm
 


EXHIBIT 99.1

PRESS RELEASE                                           

EMCORE Corporation Announces Financial Results for its Third Quarter Ended June 30, 2011

·  
Q3 revenue was $49.5 million, in line with guidance
·  
Q4 revenue is projected to be in the range of $51 to $55 million


ALBUQUERQUE, New Mexico, August 3, 2011 – EMCORE Corporation (NASDAQ: EMKRNews), 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 third quarter ended June 30, 2011.


Financial Results

Revenue:
Consolidated revenue for the third quarter ended June 30, 2011 was $49.5 million, which represents a 6% increase compared to the prior year and a 5% increase compared to the immediate preceding quarter.  On a segment basis, revenue for the Fiber Optics segment was $33.3 million, which represents a 6% increase compared to the prior year and an 11% increase compared to the immediate preceding quarter.  Revenue for the Photovoltaics segment was $16.2 million, which represents a 7% increase compared to the prior year and a 6% decrease compared to the immediate preceding quarter.

Gross Profit:
Consolidated gross profit was $9.5 million, which represents a 26% decrease compared to the prior year and a 10% decrease compared to the immediate preceding quarter. Consolidated gross margin was 19.1%, which represents a decrease from both the 27.5% gross margin reported in the prior year and the 22.4% gross margin reported in the immediate preceding quarter.  On a segment basis, Fiber Optics gross margin was 19.4%, which represents a decrease from the 25.9% gross margin reported in the prior year and an increase from the 18.0% gross margin reported in the immediate preceding quarter.   Photovoltaics gross margin was 18.6%, which represents a decrease from both the 30.7% gross margin reported in the prior year and the 30.2% gross margin reported in the immediate preceding quarter.

Operating loss:
The consolidated operating loss was $11.2 million, which represents a $2.9 million increase in operating loss when compared to the prior year and a $7.0 million increase in operating loss when compared to the immediate preceding quarter.  The quarter-over-quarter variance was primarily due to the change in litigation settlements totaling $4.1 million, an increase in non-cash stock-based compensation expense of $1.4 million, and an increase in research and development expense associated with the March 2011 Soliant Energy, Inc. asset acquisition and our Fiber Optics segment.

Net loss:
The consolidated net loss was $11.1 million, which represents a $1.9 million increase in net loss when compared to the prior year and a $5.9 million increase in net loss when compared to the immediate preceding quarter.  The consolidated net loss per share was $0.12, which represents a $0.01 increase in net loss per share when compared to the prior year and a $0.06 increase in net loss per share when compared to the immediate preceding quarter.  During the third quarter ended June 30, 2011, we recorded $0.3 million of non-operating expense related to our Suncore joint venture.
 
Adjusted EBITDA:
After excluding certain non-cash and other adjustments as set forth in the attached non-GAAP table, adjusted EBITDA for the third quarter ended June 30, 2011 was negative $3.2 million, which represents an additional loss of $5.1 million from the adjusted EBITDA reported for the prior year and an additional loss of $0.9 million from the adjusted EBITDA reported for the immediate preceding quarter.

 
Order Backlog
As of June 30, 2011, we had a consolidated order backlog of approximately $66.2 million, a 31% increase from the $50.5 million order backlog reported as of March 31, 2011.  On a segment basis, the Photovoltaics order backlog totaled $39.6 million, a 50% increase from $26.4 million reported as of March 31, 2011.  The Fiber Optics order backlog totaled $26.6 million, a 10% increase from $24.1 million reported as of March 31, 2011.  Order backlog is defined as purchase orders or supply agreements accepted by us with expected product delivery and/or services to be performed within the next twelve months.


Balance Sheet Update
As of June 30, 2011, cash, cash equivalents, and restricted cash totaled approximately $21.1 million.  In May 2011, we completed a common stock private placement of $9.7 million.  In June 2011, we paid our remaining capital contribution obligation to our Suncore joint venture.  We are not required to contribute additional funds in excess of our initial $12 million investment, and at this time, we do not anticipate contributing any additional funds to Suncore.


Business Outlook
For the fourth quarter ending September 30, 2011, we expect consolidated revenue to be $51 to $55 million.


Conference Call
We will discuss our financial results for the quarter ended June 30, 2011 on Wednesday, August 3, 2011 at 4:30 p.m. ET.  The call will be webcast via our website at http://www.emcore.com.  Please go to this site beforehand to download any necessary software.  To participate in the conference call dial (480) 629-9856.  The access code for the call is 4459229.  A webcast will be available on our website beginning August 3, 2011 following the conclusion of the call.
 

 
Investor Conferences
Management will present at the Morgan Keegan Technology Conference on Tuesday, August 9th at 4:25pm ET at the New York Palace Hotel and at the Citi Technology Conference on Thursday, September 8th at 1:35pm ET at the Hilton New York Hotel in New York City. 


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 Photovoltaics segment provides solar products for satellite and terrestrial applications. For satellite applications, EMCORE offers high-efficiency compound semiconductor-based gallium arsenide (GaAs) 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 GaAs solar cells and CPV components for use in solar power concentrator systems.  For specific information about our Company, our products, and the markets we serve, please visit our website at http://www.emcore.com.


 
 

 
 
Use of Non-GAAP Financial Measure
We provide a non–GAAP adjusted EBITDA 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 the additional non–GAAP financial measure is useful to investors in assessing our operating performance.  We also use this measure internally to evaluate our operating performance and this measure is used 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 the 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 transfer of business and operations into joint ventures may be more difficult and/or take longer than anticipated, may be more costly than anticipated and may have unanticipated adverse effects relating to our remaining businesses; (b) the challenge of joint ventures retaining key employees; (c) the impact on the Company, our customers and our suppliers from the current domestic and international economic and financial market conditions; (d) the success of our cost reduction efforts in achieving their expected benefits, 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; (e) delays and other difficulties in commercializing new products; (f) 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; (g) we may not be successful in undertaking the steps currently planned in order to increase our liquidity; and (h) other risks and uncertainties described in our filings with the Securities and Exchange Commission (“SEC”) 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.

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 loss per share)
(unaudited)


   
Three Months Ended
 
Nine Months Ended
   
June 30,
 
March 31,
 
June 30,
 
June 30,
 
June 30,
     
2010
     
2011
     
2011
     
2010
     
2011
 
                                         
Revenue
 
$
46,606
   
$
47,218
   
$
49,480
   
$
137,202
   
$
148,805
 
                                         
Cost of revenue
 
 
33,797
   
 
36,638
   
 
40,010
   
 
99,322
   
 
116,075
 
                                         
Gross profit
 
 
12,809
   
 
10,580
   
 
9,470
   
 
37,880
   
 
32,730
 
                                         
Operating expenses (income):
 
 
     
 
     
 
     
 
     
 
   
   Selling, general, and administrative
 
 
14,004
   
 
9,380
   
 
9,657
   
 
35,254
   
 
27,301
 
   Research and development
 
 
7,147
   
 
7,984
   
 
9,549
   
 
22,256
   
 
24,724
 
   Litigation settlements, net
   
-
     
(2,590
)
   
1,465
     
-
     
(1,125
)
      Total operating expenses
 
 
21,151
   
 
14,774
   
 
20,671
   
 
57,510
   
 
50,900
 
                                         
Operating loss
 
 
(8,342
)
 
 
(4,194
)
 
 
(11,201
)
 
 
(19,630
)
 
 
(18,170
)
                                         
Other expense (income):
 
 
     
 
     
 
     
 
     
 
   
   Interest income
 
 
(3
)
 
 
-
   
 
-
   
 
(22
)
 
 
-
 
   Interest expense
 
 
111
   
 
130
   
 
132
   
 
330
   
 
520
 
   Foreign exchange loss (gain)
   
928
     
(749
)
   
(625
)
   
1,889
     
(1,039
)
   Loss from equity method investment
   
-
     
587
     
259
     
-
     
846
 
   Change in fair value of financial instruments
   
(176
)
   
1,038
     
107
     
634
     
1,417
 
   Other expense
   
12
     
5
     
5
     
348
     
15
 
      Total other expense (income)
 
 
872
   
 
1,011
   
 
(122
)
 
 
3,179
   
 
1,759
 
 
 
 
     
 
     
 
     
 
     
 
   
Net loss
 
$
(9,214
)
 
$
(5,205
)
 
$
(11,079
)
 
$
(22,809
)
 
$
(19,929
)
                                         
                                         
Per share data:
 
 
     
 
     
 
     
 
     
 
   
   
 
     
 
     
 
     
 
     
 
   
Net loss per basic and diluted share
 
$
(0.11
)
 
$
(0.06
)
 
$
(0.12
)
 
$
(0.28
)
 
$
(0.23
)
 
 
 
     
 
     
 
     
 
     
 
   
Weighted-average number of basic and diluted shares outstanding
 
 
84,117
   
 
87,216
   
 
89,843
   
 
82,544
   
 
87,429
 
                                         

 
 
 

 

EMCORE CORPORATION
Condensed Consolidated Balance Sheets
 (in thousands)
(unaudited)
   
As of
June 30,
2011
 
As of
September 30,
2010
ASSETS
               
                 
Current assets:
               
Cash and cash equivalents
 
$
18,829
   
$
19,944
 
Restricted cash
   
2,226
     
1,298
 
Accounts receivable, net
   
37,858
     
40,125
 
Inventory
   
32,506
     
32,056
 
Prepaid expenses and other current assets
   
7,161
     
5,312
 
                 
Total current assets
   
98,580
     
98,735
 
                 
Property, plant and equipment, net
   
44,155
     
46,990
 
Goodwill
   
20,384
     
20,384
 
Other intangible assets, net
   
9,231
     
10,738
 
Equity method investment
   
2,758
     
-
 
Other non-current assets, net
   
3,768
     
991
 
                 
Total assets
 
$
178,876
   
$
177,838
 
                 
LIABILITIES and SHAREHOLDERS’ EQUITY
               
                 
Current liabilities:
               
Borrowings from credit facility
 
$
14,359
   
$
10,573
 
Accounts payable
   
26,997
     
26,156
 
Warrant liability
   
2,088
     
-
 
Accrued expenses and other current liabilities
   
26,485
     
27,115
 
                 
Total current liabilities
   
69,929
     
63,844
 
                 
Warrant liability
   
-
     
475
 
Other long-term liabilities
   
6
     
87
 
                 
Total liabilities
   
69,935
     
64,406
 
                 
Commitments and contingencies
               
                 
Shareholders’ equity:
               
Preferred stock
   
-
     
-
 
    Common stock
   
710,023
     
701,997
 
Accumulated deficit
   
(599,164
)
   
(587,259
)
Accumulated other comprehensive income
   
165
     
777
 
Treasury stock
   
(2,083
)
   
(2,083
)
Total shareholders’ equity
   
108,941
     
113,432
 
                 
Total liabilities and shareholders’ equity
 
$
178,876
   
$
177,838
 



 
 

 

We have provided a reconciliation of the non–GAAP adjusted EBITDA financial measure to its most directly comparable U.S. GAAP financial measure as indicated in the table below:

Non-GAAP Table
Adjusted EBITDA
Unaudited
(in thousands)
 
Three Months Ended
 
Nine Months Ended
   
June 30,
 
March 31,
 
June 30,
 
June 30,
 
June 30,
     
2010
     
2011
     
2011
     
2010
     
2011
 
                                         
Net loss – GAAP
 
$
(9,214
)
 
$
(5,205
)
 
$
(11,079
)
 
$
(22,809
)
 
$
(19,929
)
                                         
Adjustments:
                                       
   Depreciation
   
2,303
     
2,312
     
2,285
     
7,103
     
6,920
 
   Amortization
   
728
     
651
     
648
     
2,163
     
1,983
 
   Interest expense
   
111
     
130
     
132
     
330
     
520
 
   Stock-based compensation expense
   
2,095
     
1,207
     
2,643
     
7,344
     
4,667
 
   Other compensatory stock issuances
   
356
     
282
     
318
     
884
     
905
 
   Corporate legal expense
   
348
     
295
     
137
     
4,855
     
533
 
   Specific A/R reserve adjustments
   
2,400
     
-
     
-
     
1,950
     
-
 
   Specific inventory reserve adjustments
   
-
     
-
     
-
     
(1,185
)
   
-
 
   Tangshan termination fee
   
2,775
     
-
     
-
     
2,775
     
-
 
   Litigation settlements
   
-
     
(2,590
)
   
1,465
     
-
     
(1,125
)
   Loss from equity method investment
   
-
     
587
     
259
     
-
     
846
 
        Total adjustments
   
11,116
     
2,874
     
7,887
     
26.219
     
15,249
 
 
                                       
Adjusted EBITDA – Non-GAAP
 
$
1,902
   
$
(2,331
)
 
$
(3,192
)
 
$
3,410
   
$
(4,680
)



Stock-based compensation expense
by expense category:
(in thousands)
 
Three Months Ended
 
Nine Months Ended
   
June 30,
 
March 31,
 
June 30,
 
June 30,
 
June 30,
     
2010
     
2011
     
2011
     
2010
     
2011
 
                                         
Cost of revenue
 
$
474
   
$
143
   
$
498
   
$
1,349
   
$
754
 
Selling, general, and administrative
   
1,026
     
817
     
1,247
     
4,702
     
2,571
 
Research and development
   
595
     
247
     
898
     
1,293
     
1,342
 
                                         
Total stock-based compensation expense
 
$
2,095
   
$
1,207
   
$
2,643
   
$
7,344
   
$
4,667
 
                                         
Net effect on net loss per basic and diluted share
 
$
(0.02
)
 
$
(0.01
 
)
 
$
(0.03
 
)
 
$
(0.09
)
 
$
(0.05
 
)



Contact:
Mark Weinswig
Chief Financial Officer
(505) 332-5000
investor@emcore.com

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