UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 24, 2013
COHERENT, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-33962 |
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94-1622541 |
(State or other jurisdiction of |
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(Commission File No.) |
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(IRS Employer Identification |
5100 Patrick Henry Drive
Santa Clara, CA 95054
(Address of principal executive offices)
(408) 764-4000
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. Results of Operations and Financial Condition
On April 24, 2013, Coherent, Inc. (the registrant or Coherent) issued a press release regarding its financial results for the fiscal quarter and six months ended March 30, 2013. A copy of the press release is furnished as Exhibit 99.1 to this report.
NON-GAAP FINANCIAL MEASURES: Coherent utilizes a number of different financial measures, both GAAP and non-GAAP, in analyzing and assessing the overall business performance, for making operating decisions and for forecasting and planning future periods. Coherent considers the use of non-GAAP financial measures helpful in assessing its current financial performance, ongoing operations and prospects for the future. Ongoing operations are the ongoing revenue and expenses of the business, excluding certain costs and expenses that Coherent does not anticipate to recur on a quarterly basis or which do not reflect ongoing operations. While Coherent uses non-GAAP financial measures as a tool to enhance its understanding of certain aspects of its financial performance, Coherent does not consider these measures to be a substitute for, or superior to, the information provided by GAAP financial measures. Consistent with this approach, Coherent believes that disclosing non-GAAP financial measures to the readers of its financial statements provides such readers with useful supplemental data that, while not a substitute for GAAP financial measures, allows for greater transparency in the review of its financial and operational performance. In assessing the overall health of its business, Coherent excluded items in the following general categories described below:
Net income and net income per diluted share. We have excluded certain recurring and non-recurring items in order to enhance investors understanding of our ongoing operations and to compare these results across multiple fiscal periods, particularly where a one-time event may have an impact in one fiscal quarter and not another.
Each of the non-GAAP financial measures described above, and used herein, should not be considered in isolation from, or as a substitute for, a measure of financial performance prepared in accordance with GAAP. Further, investors are cautioned that there are inherent limitations associated with the use of each of these non-GAAP financial measures as an analytical tool. In particular, these non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles and many of the adjustments to the GAAP financial measures reflect the exclusion of items that are recurring and will be reflected in Coherents financial results for the foreseeable future. In addition, other companies, including other companies in Coherents industry, may calculate non-GAAP financial measures differently than Coherent does, limiting their usefulness as a comparative tool.
From time to time the Company may disclose supplemental financial information on its corporate website at www.coherent.com under the Investor Relations tab.
ITEM 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
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Description |
99.1 |
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Press release dated April 24, 2013 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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COHERENT, INC. | |
Date: April 24, 2013 |
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By: |
/s/ Bret M. DiMarco |
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Bret M. DiMarco | |
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Executive Vice President and | |
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General Counsel |
Exhibit 99.1
@coherent |
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PRESS RELEASE |
Editorial Contact: |
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For Release: |
Leen Simonet |
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IMMEDIATE |
(408) 764-4110 |
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April 24, 2013 |
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No. 1358 |
Coherent, Inc. Reports Second Fiscal Quarter Results
SANTA CLARA, CA, April 24, 2013 Coherent, Inc. (NASDAQ, COHR), a world leader in providing photonics based solutions to the commercial and scientific research markets, today announced financial results for its second fiscal quarter ended March 30, 2013.
FINANCIAL HIGHLIGHTS
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Three Months Ended |
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Six Months Ended |
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March 30, |
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Dec. 29, |
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March 31, |
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March 30, |
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March 31, |
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2013 |
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2012 |
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2012 |
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2013 |
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2012 |
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GAAP Results |
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(in millions except per share data) |
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Bookings |
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$ |
201.8 |
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$ |
176.0 |
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$ |
183.1 |
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$ |
377.8 |
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$ |
385.0 |
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Net sales |
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$ |
200.1 |
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$ |
183.2 |
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$ |
193.3 |
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$ |
383.3 |
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$ |
384.1 |
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Net income |
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$ |
15.0 |
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$ |
14.2 |
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$ |
16.2 |
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$ |
29.2 |
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$ |
33.2 |
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Diluted EPS |
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$ |
0.61 |
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$ |
0.58 |
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$ |
0.67 |
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$ |
1.20 |
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$ |
1.38 |
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Non-GAAP Results |
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(in millions except per share data) |
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Net income |
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$ |
20.7 |
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$ |
18.6 |
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$ |
18.6 |
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$ |
39.3 |
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$ |
39.4 |
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Diluted EPS |
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$ |
0.84 |
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$ |
0.77 |
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$ |
0.77 |
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$ |
1.61 |
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$ |
1.64 |
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SECOND FISCAL QUARTER DETAILS
For the second fiscal quarter ended March 30, 2013, Coherent announced net sales of $200.1 million and net income, on a U.S. generally accepted accounting principles (GAAP) basis, of $15.0 million, or $0.61 per diluted share. These results compare to net sales of $193.3 million and net income of $16.2 million, or $0.67 per diluted share, for the second quarter of fiscal 2012. Non-GAAP net income for the second quarter of fiscal 2013 was $20.7 million, or $0.84 per diluted share. Non-GAAP net income for the second quarter of fiscal 2012 was $18.6 million, or $0.77 per diluted share. We have revised our presentation of non-GAAP net income and non-GAAP diluted EPS for all periods presented to exclude the effect of intangibles amortization and inventory step up costs. For a complete overview of the differences between GAAP and non-GAAP results, please see the reconciliation table included at the end of our release.
Net sales for the first quarter of fiscal 2013 were $183.2 million and net income, on a GAAP basis, was $14.2 million, or $0.58 per diluted share. Non-GAAP net income for the first quarter of fiscal 2013 was $18.6 million, or $0.77 per diluted share.
Bookings received during the second fiscal quarter ended March 30, 2013 of $201.8 million increased 10.2% from $183.1 million in the same prior year period and increased by 14.7% compared to bookings of $176.0 million in the immediately preceding quarter. The book-to-bill ratio was 1.01, resulting in backlog of $333.0 million at March 30, 2013, compared to a backlog of $348.1 million at December 29, 2012 and a backlog of $349.2 million at March 31, 2012.
Demand improved across many of our commercial end markets. We posted record bookings for materials processing including our first volume order for the Highlight 1000FL fiber laser for flatbed cutting, strong orders for the Highlight D-Series direct diode system for additive manufacturing and several orders for Diamond E-1000 lasers to be used in converting. The advanced packaging (API) market continued to build momentum with orders rising sequentially and year-over-year due to rising demand for any layer HDI PCBs for mobile devices and high-end IC substrates. Orders also picked up in the semicap market as utilization rates rose and end users increased their service needs and expanded capacity for advanced nodes. Bookings for medical OEM applications were at an all-time high and benefitted from our recent acquisition of Lumera Laser. The only market to exhibit softness was the research market where stronger demand in Asia could not overcome the effects of sequestration in the U.S. and belt tightening in Europe, said John Ambroseo, Coherents President and Chief Executive Officer.
Coherent ended the quarter with cash, cash equivalents and short term investments of $204.0 million, an increase of $24.2 million from cash, cash equivalents and short term investments of $179.8 million at December 29, 2012.
CONFERENCE CALL REMINDER
The Company will host a conference call today to discuss its financial results at 1:30 P.M. Pacific (4:30 P.M. Eastern). A listen-only broadcast of the conference call can be accessed on the Companys website at either http://www.coherent.com/Investors/ or http://www.earnings.com. For those who are not able to listen to the live broadcast, the call will be archived for approximately three months on both web sites. A transcript of managements prepared remarks can be found at http://www.coherent.com/Investors/.
Summarized statement of operations information is as follows (unaudited, in thousands except per share data):
|
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Three Months Ended |
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Six Months Ended |
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March 30, |
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Dec. 29, |
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March 31, |
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March 30, |
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March 31, |
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2013 |
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2012 |
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2012 |
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2013 |
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2012 |
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Net sales |
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$ |
200,058 |
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$ |
183,202 |
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$ |
193,284 |
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$ |
383,260 |
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$ |
384,051 |
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Cost of sales (A) (B) (C) (D) |
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123,727 |
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105,567 |
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115,636 |
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229,294 |
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226,044 |
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Gross profit |
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76,331 |
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77,635 |
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77,648 |
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153,966 |
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158,007 |
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Operating expenses: |
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Research & development (A) (B) |
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20,146 |
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19,301 |
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20,323 |
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39,447 |
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39,102 |
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Selling, general & administrative (A) (B) |
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37,346 |
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36,982 |
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35,377 |
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74,328 |
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70,008 |
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Intangibles amortization (C) |
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1,942 |
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854 |
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1,611 |
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2,796 |
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3,247 |
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Total operating expenses |
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59,434 |
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57,137 |
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57,311 |
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116,571 |
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112,357 |
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Income from operations |
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16,897 |
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20,498 |
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20,337 |
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37,395 |
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45,650 |
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Other income (expense), net(B) |
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1,295 |
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(1,437 |
) |
1,912 |
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(142 |
) |
2,430 |
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Income before income taxes |
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18,192 |
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19,061 |
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22,249 |
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37,253 |
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48,080 |
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Provision for income taxes(E) |
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3,190 |
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4,908 |
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6,094 |
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8,098 |
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14,874 |
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Net income |
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$ |
15,002 |
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$ |
14,153 |
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$ |
16,155 |
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$ |
29,155 |
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$ |
33,206 |
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Net income per share: |
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Basic |
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$ |
0.62 |
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$ |
0.60 |
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$ |
0.69 |
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$ |
1.22 |
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$ |
1.41 |
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Diluted |
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$ |
0.61 |
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$ |
0.58 |
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$ |
0.67 |
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$ |
1.20 |
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$ |
1.38 |
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Shares used in computation: |
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Basic |
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24,085 |
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23,770 |
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23,521 |
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23,928 |
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23,491 |
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Diluted |
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24,475 |
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24,222 |
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23,996 |
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24,348 |
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23,979 |
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(A) Stock-related compensation expense included in operating results is summarized below (all footnote amounts are unaudited, in thousands, except per share data):
Stock-related compensation expense
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Three Months Ended |
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Six Months Ended |
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Mar. 30, |
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Dec. 29, |
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Mar. 31, |
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Mar. 30, |
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Mar. 31, |
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2013 |
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2012 |
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2012 |
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2013 |
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2012 |
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Cost of sales |
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$ |
594 |
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$ |
435 |
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$ |
441 |
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$ |
1,029 |
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$ |
810 |
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Research & development |
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467 |
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476 |
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431 |
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943 |
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824 |
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Selling, general & administrative |
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3,581 |
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4,083 |
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3,288 |
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7,664 |
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6,548 |
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Impact on income from operations |
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$ |
4,642 |
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$ |
4,994 |
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$ |
4,160 |
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$ |
9,636 |
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$ |
8,182 |
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For the quarters ended March 30, 2013, December 29, 2012, and March 31, 2012, the impact on net income, net of tax was $3,497 ($0.14 per diluted share), $3,511 ($0.14 per diluted share) and $2,895 ($0.12 per diluted share), respectively. For the six months ended March 30, 2013 and March 31, 2012, the impact on net income, net of tax was $7,008 ($0.29 per diluted share) and $5,589 ($0.23 per diluted share), respectively.
(B) Changes in deferred compensation plan liabilities are included in cost of sales and operating expenses while gains and losses on deferred compensation plan assets are included in other income (expense) net. Deferred compensation expense (benefit) included in operating results is summarized below:
Deferred compensation expense (benefit)
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Three Months Ended |
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Six Months Ended |
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Mar. 30, |
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Dec. 29, |
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Mar. 31, |
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Mar. 30, |
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Mar. 31, |
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2013 |
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2012 |
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2012 |
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2013 |
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2012 |
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Cost of sales |
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$ |
37 |
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$ |
14 |
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$ |
46 |
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$ |
51 |
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$ |
50 |
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Research & development |
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149 |
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62 |
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213 |
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211 |
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232 |
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Selling, general & administrative |
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1,066 |
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426 |
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1,439 |
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1,492 |
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1,555 |
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Impact on income from operations |
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$ |
1,252 |
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$ |
502 |
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$ |
1,698 |
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$ |
1,754 |
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$ |
1,837 |
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For the quarters ended March 30, 2013, December 29, 2012 and March 31, 2012, the impact on other income (expense) net from gains or losses on deferred compensation plan assets was income of $983, income of $294 and income of $1,541, respectively. For the six months ended March 30, 2013 and March 31, 2012, the impact on other income (expense) net was income of $1,277 and income of $1,487, respectively.
(C) For the three and six months ended March 30, 2013, the impact of amortization of intangibles expense was $3,408 ($2,775 net of tax ($0.11 per diluted share)) and $4,589 ($3,642 net of tax ($0.15 per diluted share)), respectively. For the three and six months ended March 31, 2012, the impact of amortization of intangibles expense was $1,611 ($1,162 net of tax ($0.05 per diluted share)) and $3,247 ($2,244 net of tax ($0.09 per diluted share)), respectively.
(D) For the three and six months ended March 30, 2013, the impact on net income of our inventory step up costs related to our recent acquisitions, was $1,130 ($791 net of tax ($0.03 per diluted share)) and $1,222 ($855 net of tax ($0.04 per diluted share)), respectively.
(E) The three and six months ended March 30, 2013 included $1,398 ($0.06 per diluted share) benefit from the renewal of the R&D tax credit for fiscal 2012. The three and six months ended March 31, 2012 included $1,647 ($0.07 per diluted share) release of tax reserves and related interest as a result of the closure of open tax years.
Summarized balance sheet information is as follows (unaudited, in thousands):
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March 30, |
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September 29, |
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ASSETS |
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Current assets: |
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Cash, cash equivalents and short-term investments |
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$ |
203,990 |
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$ |
224,929 |
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Accounts receivable, net |
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134,479 |
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144,345 |
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Inventories |
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166,865 |
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160,113 |
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Prepaid expenses and other assets |
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80,765 |
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85,098 |
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Total current assets |
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586,099 |
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614,485 |
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Property and equipment, net |
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114,368 |
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115,096 |
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Other assets |
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222,896 |
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151,191 |
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Total assets |
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$ |
923,363 |
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$ |
880,772 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Current liabilities: |
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Current portion of long-term obligations |
|
$ |
11 |
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$ |
17 |
|
Accounts payable |
|
39,443 |
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29,088 |
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Other current liabilities |
|
131,970 |
|
124,683 |
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Total current liabilities |
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171,424 |
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153,788 |
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Other long-term liabilities |
|
64,663 |
|
55,328 |
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Total stockholders equity |
|
687,276 |
|
671,656 |
| ||
Total liabilities and stockholders equity |
|
$ |
923,363 |
|
$ |
880,772 |
|
Reconciliation of GAAP to Non-GAAP net income (unaudited, in thousands, net of tax):
|
|
Three Months Ended |
|
Six Months Ended |
| |||||||||||
|
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Mar. 30, |
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Dec. 29, |
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Mar. 31, |
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Mar. 30, |
|
Mar. 31, |
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GAAP net income |
|
$ |
15,002 |
|
$ |
14,153 |
|
$ |
16,155 |
|
$ |
29,155 |
|
$ |
33,206 |
|
Stock-related compensation expense |
|
3,497 |
|
3,511 |
|
2,895 |
|
7,008 |
|
5,589 |
| |||||
Intangibles amortization |
|
2,775 |
|
867 |
|
1,162 |
|
3,642 |
|
2,244 |
| |||||
Inventory step-up |
|
791 |
|
64 |
|
|
|
855 |
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|
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Non-recurring tax expense (release) items |
|
(1,398 |
) |
|
|
(1,647 |
) |
(1,398 |
) |
(1,647 |
) | |||||
Non-GAAP net income |
|
$ |
20,667 |
|
$ |
18,595 |
|
$ |
18,565 |
|
$ |
39,262 |
|
$ |
39,392 |
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|
|
|
|
|
|
|
|
|
|
|
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Non-GAAP net income per diluted share |
|
$ |
0.84 |
|
$ |
0.77 |
|
$ |
0.77 |
|
$ |
1.61 |
|
$ |
1.64 |
|
Founded in 1966, Coherent, Inc. is a world leader in providing photonics based solutions to the commercial and scientific research markets and part of the Standard & Poors SmallCap 600 Index and the Russell 2000. Please direct any questions to Leen Simonet, Chief Financial Officer at 408-764-4110. For more information about Coherent, visit the Companys Web site at http://www.coherent.com/ for product and financial updates.