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)  January 22, 2020

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 nine months ended December 31, 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 February 28, 2020 to shareholders of record as of February3, 2020.

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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  January 22, 2020 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 nine months ended December 31, 2019 and announcing a quarterly dividend.

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EX-99

PRESS RELEASE
For immediate release

NVE Corporation Reports Third Quarter Results and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—January 22, 2020—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and nine months ended December 31, 2019.

Total revenue for the third quarter of fiscal 2020 increased 3% to $6.46 million from $6.27 million in the prior-year quarter. The increase was due to a 3% increase in product sales and a 9% increase in contract research and development revenue. Product sales increased to $6.16 million from $5.99 million in the prior-year quarter. Net income for the third quarter of fiscal 2020 increased 9% to $3.73 million, or $0.77 per diluted share, compared to $3.42 million, or $0.71 per share, for the prior-year quarter.

For the first nine months of fiscal 2020, total revenue decreased 8% to $19.3 million from $20.9 million for the first nine months of the prior year. The decrease was due to a 7% decrease in product sales and a 14% decrease in contract research and development revenue. Net income decreased 4% to $11.2 million, or $2.30 per diluted share, compared to $11.6 million, or $2.40 per diluted share, for the first nine months of fiscal 2019.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable February 28, 2020 to shareholders of record as of February 3, 2020.

“We are pleased to report solid growth in revenue and net income for the quarter,” 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 enacted 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 DECEMBER 31, 2019 AND 2018 (Unaudited)
	Quarter Ended Dec. 31
	2019		2018
Revenue
Product sales	$	6,160,967	$	5,991,241
Contract research and development	303,629		278,164
Total revenue		6,464,596		6,269,405
Cost of sales	1,263,806		1,169,406
Gross profit		5,200,790		5,099,999
Expenses
Research and development		771,468		1,126,975
Selling, general, and administrative	327,989		268,905
Total expenses	1,099,457		1,395,880
Income from operations		4,101,333		3,704,119
Interest income	443,478		457,204
Income before taxes		4,544,811		4,161,323
Provision for income taxes	814,147		739,918
Net income	$	3,730,664	$	3,421,405
Net income per share – basic	$	0.77	$	0.71
Net income per share – diluted	$	0.77	$	0.71
Weighted average shares outstanding
Basic		4,846,010		4,845,010
Diluted		4,847,436		4,850,507

NVE CORPORATION STATEMENTS OF INCOME NINE MONTHS ENDED DECEMBER 31, 2019 AND 2018 (Unaudited)
	Nine Months Ended Dec. 31
	2019		2018
Revenue
Product sales	$	18,434,039	$	19,916,864
Contract research and development	827,198		966,522
Total revenue		19,261,237		20,883,386
Cost of sales	3,701,941		3,918,256
Gross profit		15,559,296		16,965,130
Expenses
Research and development		2,671,131		3,087,964
Selling, general, and administrative	1,026,448		975,114
Total expenses	3,697,579		4,063,078
Income from operations		11,861,717		12,902,052
Interest income	1,358,826		1,325,299
Income before taxes		13,220,543		14,227,351
Provision for income taxes	2,060,398		2,578,287
Net income	$	11,160,145	$	11,649,064
Net income per share – basic	$	2.30	$	2.41
Net income per share – diluted	$	2.30	$	2.40
Weighted average shares outstanding
Basic		4,846,010		4,843,355
Diluted		4,848,506		4,850,120

NVE CORPORATION BALANCE SHEETS DECEMBER 31 AND MARCH 31, 2019
	(Unaudited) Dec. 31, 2019		March 31, 2019
ASSETS
Current assets
Cash and cash equivalents	$	10,153,173	$	6,877,304
Marketable securities, short-term		12,055,363		12,487,821
Accounts receivable, net of allowance for uncollectible accounts of $15,000		2,119,037		2,995,638
Inventories		4,159,742		4,264,876
Prepaid expenses and other assets	845,194		816,045
Total current assets		29,332,509		27,441,684
Fixed assets
Machinery and equipment		9,381,906		9,365,806
Leasehold improvements	1,797,245		1,787,269
		11,179,151		11,153,075
Less accumulated depreciation and amortization	10,529,317		10,258,240
Net fixed assets		649,834		894,835
Deferred tax assets	63,467		353,735
Marketable securities, long-term	50,920,291		54,925,633
Right-of-use asset – operating lease	151,749		-
Total assets	$	81,117,850	$	83,615,887
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	153,470	$	375,188
Accrued payroll and other	558,762		460,488
Operating lease	174,916		-
Total current liabilities		887,148		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)		697,291		(82,725	)
Retained earnings	59,526,033		62,903,918
Total shareholders’ equity	80,230,702		82,780,211
Total liabilities and shareholders’ equity	$	81,117,850	$	83,615,887