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): November 12, 2013
ALLIED
MOTION TECHNOLOGIES INC.
(Exact
Name of Registrant as Specified in its Charter)
|
Colorado |
0-04041 |
84-0518115 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number)
|
(IRS Employer Identification No.) |
|
455 Commerce Dr., Suite 4, Amherst, NY 14032 |
|
(Address of Principal Executive Offices, including zip code) |
716-242-8634
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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 (see General Instruction A.2. below):
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ 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 November 12, 2013, Allied Motion Technologies Inc. (the “Company”) issued a press release reporting its results of operations for the third quarter ended September 30, 2013. A copy of the press release is attached hereto as Exhibit 99.1.
The information set forth in Items 2.02 and 9.01 of this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and is not incorporated by reference into any filings of Allied Motion Technologies Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filings.
Item 7.01 Regulation FD Disclosure.
On November 12, 2013, the Company issued a press release reporting summary pro forma financial information relating to the Company’s recent acquisition of Globe Motors, Inc. A copy of the press release is attached hereto as Exhibit 99.2.
The information set forth in Items 7.01 and 9.01 of this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and is not incorporated by reference into any filings of Allied Motion Technologies Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filings.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. | |
| Exhibit 99.1 | Allied Motion Technologies Inc. Earnings Press Release dated November 12, 2013. | |
| Exhibit 99.2 | Allied Motion Technologies Inc. Press Release dated November 12, 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.
|
Date: |
November 12, 2013 |
||
|
ALLIED MOTION TECHNOLOGIES INC. |
|||
|
|
|||
|
|
|
By: |
/s/ Robert P. Maida |
|
Robert P. Maida |
|||
|
Chief Financial Officer |
|||
Page 2 of 2
Exhibit 99.1
Allied Motion Reports Results for the Third Quarter Ended September 30, 2013
AMHERST, N.Y.--(BUSINESS WIRE)--November 12, 2013--Allied Motion Technologies Inc. (NASDAQ: AMOT) today announced the results for the quarter ended September 30, 2013. Excluding non-recurring items, the Company achieved adjusted net income for the third quarter of 2013 of $1,239,000 ($.14 per diluted share) compared to $1,321,000 ($.15 per diluted share) for the same period last year. Including the one-time items, net income for the quarter ended September 30, 2013 was $833,000 or $.09 per diluted share compared to net income of $1,321,000 or $.15 per diluted share in the same quarter of 2012. Revenues for the quarter increased 2.3% to $24,876,000 compared to $24,316,000 last year with foreign sales up 13.0% and sales in the U.S. down 5.4%. Cash at September 30, 2013 increased to $11,654,000 compared to $9,728,000 at December 31, 2012. The results for the quarter include $596,000 ($406,000 net of tax) for new business development expenses for the Globe Motors acquisition that was completed October 18, 2013.
Excluding non-recurring items, the company generated adjusted net income for the nine months ended September 30, 2013 of $3,611,000 or $.41 per diluted share, compared to $4,252,000 or $.49 per diluted share for the same period of 2012. Including the one-time items, the Company achieved net income of $2,612,000 or $.30 per diluted share compared to net income of $4,296,000 or $.50 per diluted share for the same nine months last year. The results for the nine months ended September 30, 2013 include $234,000 ($159,000 net of tax) of relocation expense to move our corporate office and key employees from Denver, CO to Amherst, NY and $1,235,000 ($840,000 net of tax) of new business development expenses in conjunction with the acquisition of Globe Motors. Additionally, net income for the nine months ended September 30, 2012 included $301,000 ($222,000 net of tax) received as a concession payment from a landlord for early termination of a building lease. In addition to the concession payment, the results for the nine months ended September 30, 2012, included a pretax charge of $238,000 ($178,000 net of tax) in the first quarter of 2012. This charge was recorded to cover the expected costs of replacing certain products in the field due to an incorrect electronic component in a printed circuit board supplied by one of the Company’s sub-contract suppliers. Revenues decreased 3.4% to $75,371,000 compared to $77,999,000 last year with foreign sales up 4.7% and sales in the U.S. down 9.6%. Of the total 3.4% decrease in sales, 4.5% is due to a decrease in sales volume, partially offset by a 1.1% favorable currency change with the dollar weakening against the Euro and the Swedish Krona.
Beginning in 2013, the Company no longer includes the full value of blanket purchase orders when received from customers and only reports them as bookings when they are actually released to production. To ensure an accurate comparison, we will present bookings and backlog throughout 2013 using our new method as well as presenting them in the same manner as the prior year. Bookings for the quarter ended September 30, 2013 were $25.0 million. Using the prior year method, bookings would have been $30.2 million for the third quarter 2013 compared to $20.2 million for the third quarter of 2012. Backlog as of September 30, 2013 was $27.5 million. Using the prior year method, backlog would have been $37.6 million as of September 30, 2013 compared to $33.2 million as of September 30, 2012, a 13% increase over the prior year. Bookings for the nine months ended September 30, 2013 were $69.5 million. Using the prior year method, bookings would have been $82.0 million compared to last year’s bookings of $66.9 million, a 23% increase over the same period last year.
“We believe our markets have stabilized as the third quarter 2013 results were in line with our expectations and provided us with a slight revenue improvement when compared to the third quarter of 2012”, commented Dick Warzala, President and CEO of Allied Motion. “Comparing the third quarter of 2013 to the same quarter in 2012, our served markets in Medical, Industrial, and Distribution were up, while Vehicle and Aerospace and Defense were down and Electronics was flat. In this quarter, we did incur significant new business development expenses in conjunction with the acquisition of Globe Motors completed on October 18, 2013. In a separate release, we will be disclosing unaudited pro forma financial information reflecting the Globe Motors acquisition for the year ended December 31, 2012 and the nine months ended September 30, 2013. With our new acquisition, we have put ourselves in the position to leverage the capabilities of both companies to create an increasing number of new opportunities by designing innovative “Motion Solutions That Change the Game” and meet the current and emerging needs of our customers in our served market segments.”
Headquartered in Amherst, NY, Allied Motion designs, manufactures and sells motion control products into applications that serve many industry sectors. Allied Motion is a leading supplier of precision and specialty motion control components and systems to a broad spectrum of customers throughout the world.
The statements in this press release and in the Company’s November 13, 2013 conference call that relate to future plans, events or performance are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and may contain the word “believe,” “anticipate,” “expect,” “project,” “intend,” “will continue,” “will likely result,” “should” or words or phrases of similar meaning. Forward-looking statements involve known and unknown risks and uncertainties that may cause actual results of the Company to differ materially from the forward-looking statements. The risks and uncertainties include those associated with the present economic circumstances in the United States and throughout Europe, general business and economic conditions in the Company’s motion markets, introduction of new technologies, products and competitors, the ability to protect the Company’s intellectual property, the ability of the Company to sustain, manage or forecast its growth and product acceptance, success of new corporation strategies and implementation of defined critical issues designed for growth and improvement in profits, the continued success of the Company’s customers to allow the Company to realize revenues from its order backlog and to support the Company’s expected delivery schedules, the continued viability of the Company’s customers and their ability to adapt to changing technology and product demand, the loss of significant customers or enforceability of the Company’s contracts in connection with a merger, acquisition, disposition, bankruptcy, or otherwise, the ability of the Company to meet the technical specifications of its customers, the continued availability of parts and components, increased competition and changes in competitor responses to the Company’s products and services, changes in government regulations, availability of financing, the ability of the Company’s lenders and financial institutions to provide additional funds if needed for operations or for making future acquisitions or the ability of the Company to obtain alternate financing if present sources of financing are terminated, the ability to attract and retain qualified personnel who can design new applications and products for the motion industry, the ability of the Company to identify and consummate favorable acquisitions to support external growth and new technology, the ability of the Company to successfully integrate an acquired business into the Company’s business model without substantial costs, delays, or problems, the ability of the Company to establish low cost region manufacturing and component sourcing capabilities, and the ability of the Company to control costs, including relocation costs, for the purpose of improving profitability. The Company’s ability to compete in this market depends upon its capacity to anticipate the need for new products, and to continue to design and market those products to meet customers’ needs in a competitive world. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements as a prediction of actual results. The Company has no obligation or intent to release publicly any revisions to any forward looking statements, whether as a result of new information, future events, or otherwise.
|
ALLIED MOTION TECHNOLOGIES INC. |
|||||||||||||||||
|
For the Three Months |
For the Nine months |
||||||||||||||||
| HIGHLIGHTS OF OPERATING RESULTS | 2013 | 2012 | 2013 | 2012 | |||||||||||||
| Revenues |
$ |
24,876 |
$ |
24,316 |
$ | 75,371 | $ | 77,999 | |||||||||
| Cost of products sold | 17,638 | 17,217 | 53,075 | 55,112 | |||||||||||||
| Gross margin | 7,238 | 7,099 | 22,296 | 22,887 | |||||||||||||
| Selling expenses | 1,132 | 1,143 | 3,640 | 3,798 | |||||||||||||
| General and administrative expenses | 2,516 | 2,343 | 8,098 | 8,197 | |||||||||||||
| Engineering and development expenses | 1,718 | 1,454 | 5,123 | 4,570 | |||||||||||||
| Business development costs | 596 | -- | 1,235 | -- | |||||||||||||
| Relocation costs | -- | -- | 234 | -- | |||||||||||||
| Amortization of intangible assets | 83 | 126 | 252 | 466 | |||||||||||||
| Total Operating Expenses | 6,045 | 5,066 | 18,582 | 17,031 | |||||||||||||
| Other (expense) income, net | (51 | ) | (91 | ) | 28 | 218 | |||||||||||
| Income before income taxes | 1,142 | 1,942 | 3,742 | 6,074 | |||||||||||||
| Provision for income taxes | (309 | ) | (621 | ) | (1,130 | ) | (1,778 | ) | |||||||||
|
Net income |
$ |
833 |
$ |
1,321 |
$ |
2,612 |
$ |
4,296 |
|||||||||
| PER SHARE AMOUNTS: | |||||||||||||||||
| Diluted income per share |
$ |
0.09 |
$ |
0.15 |
$ | 0.30 | $ | 0.50 | |||||||||
| Diluted weighted average common shares | 8,807 | 8,673 | 8,778 | 8,637 | |||||||||||||
|
CONDENSED BALANCE SHEETS |
September 30,
2013 |
December 31,
2012 |
||||||
| Assets | ||||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | $ | 11,654 | $ | 9,728 | ||||
| Trade receivables, net | 13,429 | 10,806 | ||||||
| Inventories, net | 15,167 | 14,701 | ||||||
| Other current assets | 2,162 | 2,794 | ||||||
| Total Current Assets | 42,412 | 38,029 | ||||||
| Property, plant and equipment, net | 9,649 | 8,631 | ||||||
| Deferred income taxes | 4,115 | 4,103 | ||||||
| Intangible assets, net | 2,227 | 2,431 | ||||||
| Other long-term assets, net | 2,672 | 1,991 | ||||||
| Goodwill | 5,916 | 5,782 | ||||||
| Total Assets | $ | 66,991 | $ | 60,967 | ||||
|
Liabilities and Stockholders’ Equity |
||||||||
| Current Liabilities: | ||||||||
| Debt obligations | $ | 1,141 | $ | 397 | ||||
| Accounts payable | 7,628 | 5,748 | ||||||
| Accrued Liabilities | 5,485 | 5,926 | ||||||
| Total Current Liabilities | 14,254 | 12,071 | ||||||
| Deferred Income Taxes | 885 | 935 | ||||||
| Other long-term liabilities | 6,386 | 5,809 | ||||||
| Total Liabilities | 21,525 | 18,815 | ||||||
| Stockholders’ Equity | 45,466 | 42,152 | ||||||
| Total Liabilities and Stockholders’ Equity | $ | 66,991 | $ | 60,967 | ||||
|
For the Nine months ended |
||||||||
| CONDENSED STATEMENTS OF CASH FLOWS | 2013 | 2012 | ||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | 2,612 | $ | 4,296 | ||||
| Depreciation and amortization | 1,311 | 1,361 | ||||||
| Other | 227 | 1,138 | ||||||
| Changes in working capital | (706 | ) | (6,148 | ) | ||||
| Net cash provided by operating activities | 3,444 | 647 | ||||||
| Cash flows from investing activities: | ||||||||
| Consideration paid for acquisition | -- | (1,350 | ) | |||||
| Purchase of property and equipment | (2,055 | ) | (2,021 | ) | ||||
| Net cash used in investing activities | (2,055 | ) | (3,371 | ) | ||||
|
Cash flows from financing activities: |
||||||||
| Borrowings on line of credit | 724 | -- | ||||||
| Stock transactions under company stock plans | 414 | 355 | ||||||
| Dividends paid | (646 | ) | (629 | ) | ||||
| Net cash provided by (used in) financing activities | 492 | (274 | ) | |||||
| Effect of foreign exchange rate changes on cash | 45 | 100 | ||||||
| Net increase (decrease) in cash and cash equivalents | 1,926 | (2,898 | ) | |||||
| Cash and cash equivalents at beginning of period | 9,728 | 9,155 | ||||||
| Cash and cash equivalents at September 30 | $ | 11,654 | $ | 6,257 | ||||
Reconciliation of Non-GAAP Financial Measures
This press release contains financial information determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles, (“GAAP”). Allied Motion’s management uses the non-GAAP measure “adjusted net income” in their analysis of the Company’s performance. This measure, as used by Allied Motion in past quarters adjusts net income determined in accordance with GAAP to reflect changes in financial results associated with the highlighted charges and income items. Management believes the presentation of this financial measure reflecting these non-GAAP adjustments provides important supplemental information in evaluating the operating results of the Company as distinct from results that include items that are not indicative of ongoing operating results; in particular, those charges and credits that are not directly related to operating unit performance, and that are not a helpful measure of the performance of our underlying business particularly in light of their unpredictable nature. This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for net earnings determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies. Management believes that this non-GAAP supplemental information will be helpful in understanding the Company’s ongoing operating results. This supplemental presentation should not be construed as an inference that the Company’s future results will be unaffected by similar adjustments to net income determined in accordance with GAAP.
Included below is a reconciliation of non-GAAP adjusted financial measures to reported amounts. Non-GAAP adjusted net income is calculated excluding relocation and other highlighted charges and credits.
|
|
Quarter Ended |
Nine months ended |
|||||||||||
| Net Income Reconciliation (in thousands) | 2013 | 2012 | 2013 | 2012 | |||||||||
| As reported net income | $ | 833 | $ | 1,321 | $ | 2,612 | $ | 4,296 | |||||
| Non-GAAP adjustments, net of tax | |||||||||||||
| Relocation costs | -- | -- | 159 | -- | |||||||||
| Business development costs | 406 | -- | 840 | -- | |||||||||
| Concession payment from landlord | -- | -- | -- | (222 | ) | ||||||||
| Non-recurring replacement costs | -- | -- | -- | 178 | |||||||||
| Non-GAAP adjusted net income | $ | 1,239 | $ | 1,321 | $ | 3,611 | $ | 4,252 | |||||
| Per Share Amounts | |||||||||||||
| Non-GAAP adjusted net income per share (diluted) | $ | 0.14 | $ | 0.15 | $ | 0.41 | $ | 0.49 | |||||
| Diluted weighted average common shares | 8,807 | 8,673 | 8,778 | 8,637 | |||||||||
CONTACT:
Allied Motion Technologies Inc.
Robert Maida,
1-716-242-8634
or
Sue Chiarmonte, 1-716-242-8634
Exhibit 99.2
Allied Motion Reports Summary Pro Forma Information from the Globe Motors, Inc. Acquisition
AMHERST, N.Y.--(BUSINESS WIRE)--November 12, 2013--Allied Motion Technologies Inc. (NASDAQ: AMOT) In connection with the closing of Allied Motion's acquisition of Globe Motors, Inc. from Safran USA, Inc., Allied Motion announced that it would disclose unaudited pro forma financial information with respect to the acquisition. Set forth below are certain pro forma financial metrics that assume that the acquisition of Globe Motors took place on the dates indicated. Allied Motion will provide certain audited financial statements for Globe Motors on or before January 3, 2014 in an Amendment to its Form 8-K reporting the completion of the acquisition of Globe Motors. Such Form 8-K Amendment will also contain pro forma consolidated financial statements. If as a result of the audit the historical financial statements of Globe Motors the financial information used to prepare the pro forma metrics set forth below changes, the pro forma financial statements contained in the Amendment to the Form 8-K may differ from the information disclosed below. The pro forma information may not be indicative of the results that actually would have occurred if the acquisition had occurred on the dates indicated or which may be obtained in the future. The transaction will be accounted for using the acquisition method of accounting which requires, among other things, the assets acquired and liabilities assumed to be recognized at their fair values as of the acquisition date. The allocation of the purchase price in preparing the unaudited pro forma information is preliminary and is subject to change. The Globe assets and liabilities have been measured at their estimated fair values at the date of acquisition. Differences between these estimates of fair value and the final acquisition accounting may occur, and those differences could also have an impact on the unaudited pro forma financial information presented below.
The charts below summarize the unaudited pro forma calculation of Revenue, Net Income, Earnings per share, EBITDA and Adjusted EBITDA giving effect to the acquisition as compared to the historical results for Allied Motion for the 9 months ended September 30, 2013 and December 30, 2012 is as follows (in thousands):
| Unaudited Historical | Unaudited | ||||||||||||||||
| Financial Results | Pro Forma | ||||||||||||||||
| Nine Months | Nine Months | ||||||||||||||||
| Ended | Ended | ||||||||||||||||
| September 30, | September 30, | Increase (decrease) | |||||||||||||||
| 2013 | 2013 | $ | % | ||||||||||||||
| Revenues | $ | 75,371 | $ | 164,400 | $ | 89,029 | 118 | % | |||||||||
| Net income | $ | 2,612 | $ | 6,626 | $ | 4,014 | 154 | % | |||||||||
| Net income per share | $ | 0.30 | $ | 0.73 | $ | 0.43 | 143 | % | |||||||||
| EBITDA | $ | 5,083 | $ | 21,439 | $ | 16,356 | 322 | % | |||||||||
| Adjusted EBITDA | $ | 7,226 | $ | 22,654 | $ | 15,428 | 214 | % | |||||||||
| Historical | Unaudited | ||||||||||||||||
| Financial Results | Pro Forma | ||||||||||||||||
| Year Ended | Year Ended | ||||||||||||||||
| December 31, | December 31, | Increase (decrease) | |||||||||||||||
| 2012 | 2012 | $ | % | ||||||||||||||
| Revenues | $ | 101,968 | $ | 208,168 | $ | 106,200 | 104 | % | |||||||||
| Net income | $ | 5,397 | $ | 8,641 | $ | 3,244 | 60 | % | |||||||||
| Net income per share | $ | 0.63 | $ | 0.97 | $ | 0.34 | 54 | % | |||||||||
| EBITDA | $ | 9,309 | $ | 25,537 | $ | 16,228 | 174 | % | |||||||||
| Adjusted EBITDA | $ | 9,918 | $ | 26,555 | $ | 16,637 | 168 | % | |||||||||
“As evidenced by the summary unaudited pro forma information released today, we are excited with the immediate impact the acquisition Globe Motors may have on the operating results of Allied Motion. While we previously released pro forma revenue information and mentioned that the acquisition was accretive, we feel it is important to also provide our shareholders with information relative to the magnitude of the pro forma earnings impact as a result of the Globe acquisition. We believe that Globe is a solid, well-run company and that the synergies provided by the combination of the two organizations will further facilitate the execution of our Strategy for the long term growth and development of Allied Motion. Additionally, we expect the combination to advance our ability to develop 'Motion Solutions That Change the Game' and meet the current and emerging needs of customers in our respective target market segments,” commented Dick Warzala, President and CEO of Allied Motion.
Headquartered in Amherst, NY, Allied Motion designs, manufactures and sells motion control products into applications that serve many industry sectors. Allied Motion is a leading supplier of precision and specialty motion control components and systems to a broad spectrum of customers throughout the world. Globe Motors designs, manufactures, and distributes precision, quality grade subfractional horsepower motors and motorized devices throughout the world and for a wide variety of applications including automotive, medical, commercial, industrial and aerospace.
The statements in this press release and in the Company’s November 13, 2013 conference call that relate to future plans, events or performance are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statements that may predict, forecast, indicate, or imply future results, performance, or achievements. Forward-looking statements involve known and unknown risks and uncertainties that may cause actual results of the Company to differ materially from the forward-looking statements. The risks and uncertainties include international, national and local general business and economic conditions in the Company’s motion markets, introduction of new technologies, products and competitors, the ability to protect the Company’s intellectual property, the ability of the Company to sustain, manage or forecast its growth and product acceptance, success of new corporation strategies and implementation of defined critical issues designed for growth and improvement in profits, the continued success of the Company’s customers to allow the Company to realize revenues from its order backlog and to support the Company’s expected delivery schedules, the continued viability of the Company’s customers and their ability to adapt to changing technology and product demand, the ability of the Company to meet the technical specifications of its customers, the continued availability of parts and components, increased competition and changes in competitor responses to the Company’s products and services, changes in government regulations, availability of financing, the ability of the Company’s lenders and financial institutions to provide additional funds if needed for operations or for making future acquisitions or the ability of the Company to obtain alternate financing if present sources of financing are terminated, the ability to attract and retain qualified personnel who can design new applications and products for the motion industry, the ability of the Company to identify and consummate favorable acquisitions to support growth and new technology, and the ability of the Company to control costs for the purpose of improving profitability. The Company’s ability to compete in this market depends upon its capacity to anticipate the need for new products, and to continue to design and market those products to meet customers’ needs in a competitive world. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements as a prediction of actual results. The Company has no obligation or intent to release publicly any revisions to any forward looking statements, whether as a result of new information, future events, or otherwise.
Non-GAAP Measures
EBITDA and Adjusted EBITDA are provided for information purposes only and are not measures of financial performance under generally accepted accounting principles. Management believes the presentation of these financial measures reflecting non-GAAP adjustments provides important supplemental information in evaluating the operating results of the Company as distinct from results that include items that are not indicative of ongoing operating results; in particular, those charges and credits that are not directly related to operating unit performance, and that are not a helpful measure of the performance of our underlying business particularly in light of their unpredictable nature. This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for net income determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies. In addition, this supplemental presentation should not be construed as an inference that the Company’s future results will be unaffected by similar adjustments to net income determined in accordance with GAAP.
The Company believes EBITDA is often a useful measure of a Company’s operating performance and is a significant basis used by the Company’s management to measure the operating performance of the Company’s business because EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our debt financings, as well as our provision for income tax expense. EBITDA is frequently used as one of the bases for comparing businesses in the Company’s industry.
The Company also believes that Adjusted EBITDA provides helpful information about the operating performance of its business. Adjusted EBITDA excludes stock compensation expense, as well as certain income or expenses which are not indicative of the ongoing performance of the Company. EBITDA and Adjusted EBITDA do not represent and should not be considered as an alternative to net income, operating income, net cash provided by operating activities or any other measure for determining operating performance or liquidity that is calculated in accordance with generally accepted accounting principles.
The Company’s calculation of EBITDA and Adjusted EBITDA for the nine months ended September 30, 2013 and twelve months ended December 31, 2012 is as follows (in thousands):
| Nine Months Ended | Year Ended | ||||||||||||||||
| September 30, 2013 | December 31, 2012 | ||||||||||||||||
| Unaudited | Unaudited | Unaudited | |||||||||||||||
| Historical | Pro Forma | Historical | Pro Forma | ||||||||||||||
| Net income | $ | 2,612 | $ | 6,626 | $ | 5,397 | $ | 8,641 | |||||||||
| Interest expense | 30 | 4,988 | 13 | 6,647 | |||||||||||||
| Provision for income tax | 1,130 | 3,549 | 2,101 | 3,156 | |||||||||||||
| Depreciation and amortization | 1,311 | 6,276 | 1,798 | 7,093 | |||||||||||||
| EBITDA | 5,083 | 21,439 | 9,309 | 25,537 | |||||||||||||
| Stock compensation expense | 674 | 981 | 609 | 1,018 | |||||||||||||
| Relocation costs | 234 | 234 | - | - | |||||||||||||
| Business development costs | 1,235 | - | - | - | |||||||||||||
| Adjusted EBITDA | $ | 7,226 | $ | 22,654 | $ | 9,918 | $ | 26,555 | |||||||||
CONTACT:
Allied Motion Technologies Inc.
Robert Maida or Sue
Chiarmonte, 1-716-242-8634