8-K

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)  October 23, 2019

NVE Corporation
(Exact name of registrant as specified in its charter)

Minnesota	000-12196	41-1424202
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11409 Valley View Road, Eden Prairie, Minnesota	55344
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (952) 829-9217

                                                                                                                                
(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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 

Emerging growth company  [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [  ] 
 
Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	NVEC	The NASDAQ Stock Market, LLC

Item 2.02. Results of Operations and Financial Condition.
     Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter and six months ended September 30, 2019.


Item 8.01. Other Events.
     NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 29, 2019 to shareholders of record as of November 4, 2019.

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SIGNATURE

     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  October 23, 2019 NVE CORPORATION
(Registrant)

 /s/ CURT A. REYNDERS
Curt A. Reynders
Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit #	Description
99	Press release of NVE Corporation reporting results for the quarter and six months ended September 30, 2019 and announcing a quarterly dividend.

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EX-99

PRESS RELEASE
For immediate release

NVE Corporation Reports Second Quarter Results and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—October 23, 2019—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and six months ended September 30, 2019.

Total revenue for the second quarter of fiscal 2020 decreased 13% to $6.50 million from $7.51 million in the prior-year quarter. The decrease was due to a 12% decrease in product sales and a 30% decrease in contract research and development revenue. Product sales decreased to $6.19 million from $7.05 million in the prior-year quarter. Net income for the second quarter of fiscal 2020 decreased 11% to $3.82 million, or $0.79 per diluted share, compared to $4.28 million, or $0.88 per share, for the prior-year quarter.

For the first six months of fiscal 2020, total revenue decreased 12% to $12.8 million from $14.6 million for the first six months of the prior year. The decrease was due to a 12% decrease in product sales and a 24% decrease in contract research and development revenue. Net income decreased 10% to $7.43 million, or $1.53 per diluted share, compared to $8.23 million, or $1.70 per share, for the first half of fiscal 2019.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 29, 2019 to shareholders of record as of November 4, 2019.

“We are pleased to report solid earnings and a second consecutive quarter of sequential revenue and net income growth,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

NVE is a leader in the practical commercialization of spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store and transmit information. The company manufactures high-performance spintronic products including sensors and couplers that are used to acquire and transmit data.

Statements used in this press release that relate to future plans, events, financial results or performance are forward-looking statements that are subject to certain risks and uncertainties including, among others, such factors as risks and uncertainties related to future sales and revenues, risks related to changes in tariffs and other trade barriers, uncertainties related to the impacts of the Federal Tax Reform Act eneacted in 2017, as well as the risk factors listed from time to time in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2019 and other reports filed with the SEC.
 

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NVE CORPORATION STATEMENTS OF INCOME QUARTERS ENDED SEPTEMBER 30, 2019 AND 2018 (Unaudited)
	Quarter Ended September 30
	2019		2018
Revenue
Product sales	$	6,187,708	$	7,054,977
Contract research and development	314,237		451,098
Total revenue		6,501,945		7,506,075
Cost of sales	1,346,098		1,352,845
Gross profit		5,155,847		6,153,230
Expenses
Research and development		926,596		971,963
Selling, general, and administrative	368,450		377,448
Total expenses	1,295,046		1,349,411
Income from operations		3,860,801		4,803,819
Interest income	456,309		443,325
Income before taxes		4,317,110		5,247,144
Provision for income taxes	495,048		964,534
Net income	$	3,822,062	$	4,282,610
Net income per share – basic	$	0.79	$	0.88
Net income per share – diluted	$	0.79	$	0.88
Cash dividends declared per common share	$	1.00	$	1.00
Weighted average shares outstanding
Basic		4,846,010		4,843,032
Diluted		4,847,881		4,852,644

NVE CORPORATION STATEMENTS OF INCOME SIX MONTHS ENDED SEPTEMBER 30, 2019 AND 2018 (Unaudited)
	Six Months  Ended September 30
	2019		2018
Revenue
Product sales	$	12,273,072	$	13,925,623
Contract research and development	523,569		688,358
Total revenue		12,796,641		14,613,981
Cost of sales	2,438,135		2,748,850
Gross profit		10,358,506		11,865,131
Expenses
Research and development		1,899,663		1,960,989
Selling, general, and administrative	698,459		706,209
Total expenses	2,598,122		2,667,198
Income from operations		7,760,384		9,197,933
Interest income	915,348		868,095
Income before taxes		8,675,732		10,066,028
Provision for income taxes	1,246,251		1,838,369
Net income	$	7,429,481	$	8,227,659
Net income per share – basic	$	1.53	$	1.70
Net income per share – diluted	$	1.53	$	1.70
Cash dividends declared per common share	$	2.00	$	2.00
Weighted average shares outstanding
Basic		4,846,010		4,842,524
Diluted		4,849,357		4,851,072

NVE CORPORATION BALANCE SHEETS SEPTEMBER 30 AND MARCH 31, 2019
	(Unaudited) September 30, 2019		March 31, 2019
ASSETS
Current assets
Cash and cash equivalents	$	14,076,290	$	6,877,304
Marketable securities, short-term		-		12,487,821
Accounts receivable, net of allowance for uncollectible accounts of $15,000		3,215,785		2,995,638
Inventories		4,355,332		4,264,876
Prepaid expenses and other assets	847,259		816,045
Total current assets		22,494,666		27,441,684
Fixed assets
Machinery and equipment		9,381,906		9,365,806
Leasehold improvements	1,787,269		1,787,269
		11,169,175		11,153,075
Less accumulated depreciation and amortization	10,438,174		10,258,240
Net fixed assets		731,001		894,835
Deferred tax assets	68,495		353,735
Marketable securities, long-term	52,798,500		54,925,633
Right-of-use asset – operating lease	188,743		-
Total assets	$	82,281,405	$	83,615,887
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	324,413	$	375,188
Accrued payroll and other	425,547		460,488
Operating lease	173,852		-
Total current liabilities		923,812		835,676
Operating lease	42,782		-
Total liabilities	966,594		835,676
Shareholders’ equity
Common stock		48,460		48,460
Additional paid-in capital		19,958,918		19,910,558
Accumulated other comprehensive income (loss)		666,054		(82,725	)
Retained earnings	60,641,379		62,903,918
Total shareholders’ equity	81,314,811		82,780,211
Total liabilities and shareholders’ equity	$	82,281,405	$	83,615,887