-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IJ55IHH33ErJW0hYZstKIgBRhKaK92robHQ4qyoFo5doFbys5qVS8jCwlZwJtEk4 zRQOvbinfOnmqD60xsJ8qw== 0001157523-03-001120.txt : 20030417 0001157523-03-001120.hdr.sgml : 20030417 20030417160903 ACCESSION NUMBER: 0001157523-03-001120 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030417 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030417 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VICOR CORP CENTRAL INDEX KEY: 0000751978 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 042742817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18277 FILM NUMBER: 03654441 BUSINESS ADDRESS: STREET 1: 25 FRONTAGE ROAD CITY: ANDOVER STATE: MA ZIP: 01810 BUSINESS PHONE: 9784702900 MAIL ADDRESS: STREET 1: 25 FRONTAGE RD CITY: ANDOVER STATE: MA ZIP: 01810 8-K 1 a4378262.txt VICOR CORPORATION 8-K 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 17, 2003 -------------- VICOR CORPORATION (Exact name of Registrant as specified in charter) Delaware 0-18277 04-2742817 - ---------------------------- -------------------------- ------------------ (State or other jurisdiction (Commission file number) (IRS employer of incorporation) identification no.) 25 Frontage Road, Andover, Massachusetts 01810 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (978) 470-2900 ---------------------------------------------------- (Registrant's telephone number, including area code) N/A ------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Item 7. Exhibits. (c) Exhibits. The following exhibit is being furnished herewith: Exhibit Number Title - ------- ----- 99.1 Vicor Corporation's press release dated April 17, 2003. Item 9. Regulation FD Disclosure (Information provided under Item 12 - Results of Operations and Financial Condition). The following information is being provided under Item 12 - Results of Operations and Financial Condition. It is being furnished under Item 9 of this Form 8-K in accordance with interim guidance issued by the SEC in release No. 33-8216. Such information, including the Exhibit attached hereto, shall not be deemed "filed" for any purpose, including for purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing. On April 17, 2003, Vicor Corporation issued a press release announcing its financial results for the first quarter of 2003. The full text of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein. [Remainder of page left blank intentionally] 2 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. VICOR CORPORATION Dated: April 17, 2003 By: /s/ Mark A. Glazer -------------------------------- Name: Mark A. Glazer Title: Chief Financial Officer 3 EXHIBIT INDEX Exhibit Number Title - ------- ----- 99.1 Vicor Corporation's press release dated April 17, 2003. 4 EX-99 3 a4378262ex991.txt EXHIBIT 99.1 Exhibit 99.1 Vicor Corporation Announces First Quarter Results ANDOVER, Mass.--(BUSINESS WIRE)--April 17, 2003--Vicor Corporation (NASDAQ:VICR) today announced its financial results for the quarter ended March 31, 2003. Revenues for the quarter were $37,740,000 compared with $34,620,000 for the corresponding period a year ago. The Company reported a loss before taxes of $6,374,000 compared with a loss before taxes of $7,765,000 in 2002. The Company reported a net loss for the quarter of $6,629,000 compared with a net loss of $4,931,000 in 2002, and a diluted loss per share of $.16 compared with a diluted loss per share of $.12 in 2002. Net loss for the quarter ended March 31, 2003 was higher than the comparable quarter in 2002 because of a tax rule change limiting the availability of tax loss carry-backs in 2003 as discussed below. In the first quarter, revenues increased by 9.0% over the first quarter of 2002, but decreased by 9.4% on a sequential basis from the fourth quarter of 2002. The overall book to bill for the first quarter was 1.0:1 compared with 0.9:1 for the fourth quarter of 2002. Orders during the quarter increased by 3.6% compared with the fourth quarter. The order pattern by most customers was focused on filling short-term requirements and, consequently, visibility based on backlog remained limited. The Company finished the first quarter with approximately $32.6 million in backlog compared to $31.9 million at the end of 2002. In the first quarter, gross margin was 23.6%, which was unchanged from the first quarter of 2002, but gross margin decreased by 2.5% sequentially from the fourth quarter of 2002. The Company continued to operate on reduced work schedules for hourly factory employees and required mandatory use of accrued personal time by all others. Depreciation and amortization in the quarter was $5.7 million and capital additions were $1.9 million. The tax provision for the first quarter of 2003 was 4%. During 2002, the Company recorded a tax benefit of 36.5% reducing after tax losses due to a carry-back provision allowed by a temporary change in the tax laws. Beginning in 2003, with tax rules reverting to a carry-back limited to two years, any losses incurred will only be available to offset future taxable income. A provision in 2003 is required as the Company operates in various state and international taxing jurisdictions, subject to a variety of income and related taxes. Cash and short-term investments were $97.8 million, a decrease of $3.1 million from the end of 2002. This decrease is attributable in part to the repurchase of 453,400 shares of the Company's common stock for approximately $2.6 million during the first quarter. The Company has $26 million remaining on its authorized stock buy-back plan. Inventories decreased by approximately $4.0 million to $26.3 million as compared with $30.3 million at the end of 2002. During the quarter, the Company received 110 new design wins for its second-generation modules via its proprietary VDAC design system and 53 new design wins for its VIPAC customer-configurable power systems. The Company believes that some of these design wins will result in future production orders. During the quarter, the Company successfully demonstrated prototype converters exhibiting major advances in power density, conversion efficiency and speed and utilizing proprietary power conversion technologies invented by the Company. Product development opportunities based on these technologies were confidentially reviewed with certain key customers as part of the Company's plan to develop a suite of products for target applications in broad markets. The Company expects to announce first products based on these disruptive technologies later in this quarter. For more information on Vicor and its products, please visit the Company's website at www.vicorpower.com. Earnings Conference Call Vicor will be holding its investor conference call on Thursday, April 17, 2003 at 5:00 p.m. (EDST). Shareholders interested in participating in the call, should call 1-800-299-0433 at approximately 4:50 p.m. and use the Passcode 83631787. Internet users can listen to a real-time audio broadcast of the conference call on the Investor Relations section of Vicor's website at www.vicorpower.com/irwebcast. Please go to the website at least 15 minutes prior to the call to register, download and install any necessary software. For those who cannot participate a replay will be available, shortly after the conclusion of the call, through 5:00 p.m. on April 24, 2003. The replay dial-in number is 1-888-286-8010 and the Passcode is 4376385. In addition, a webcast replay of the conference call will also be available on the Investor Relations section of Vicor's website at www.vicorpower.com/irwebcast beginning shortly after the conclusion of the call. This press release contains certain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. You can identify these statements by our use of the words "may," "will," "would," "plans," "expects," "anticipates," "believes," "continue," "estimate," "project," "intend," and similar expressions. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. These risks and uncertainties include our ability to develop new products cost-effectively and our ability to decrease manufacturing costs, as well as those risks and uncertainties identified in the Company's Annual Report on Form 10-K. The risk factors contained in the Annual Report on Form 10-K may not be exhaustive. Therefore, the information contained in that Form 10-K should be read together with other reports and documents that the Company files with the SEC from time to time, which may supplement, modify, supersede or update those risk factors. Vicor Corporation designs, develops, manufactures and markets modular power components and complete power systems based upon a portfolio of patented technologies. Headquartered in Andover, Massachusetts, Vicor sells its products primarily to the telecommunications, electronic data processing, industrial control and military electronics markets. VICOR CORPORATION CONSOLIDATED STATEMENT OF OPERATIONS (Thousands except for per share amounts) QUARTER ENDED (Unaudited) - ---------------------------------------------------------------------- MAR 31, MAR 31, 2003 2002 - ---------------------------------------------------------------------- Net revenues $37,740 $34,620 - ---------------------------------------------------------------------- Costs and expenses Cost of sales 28,833 26,458 Sales & administration 10,324 10,253 Research & development 5,334 5,107 - ---------------------------------------------------------------------- 44,491 41,818 Operating loss (6,751) (7,198) - ---------------------------------------------------------------------- Other income (expense), net 377 (567) - ---------------------------------------------------------------------- Loss before taxes (6,374) (7,765) Benefit (provision) for income taxes (255) 2,834 - ---------------------------------------------------------------------- Net loss ($ 6,629) ($ 4,931) ====================================================================== Net loss per share: Basic ($ 0.16) ($ 0.12) Diluted ($ 0.16) ($ 0.12) - ---------------------------------------------------------------------- Shares outstanding: Basic 42,054 42,405 Diluted 42,054 42,405 - ---------------------------------------------------------------------- VICOR CORPORATION CONSOLIDATED BALANCE SHEET (Thousands) MAR 31, DEC 31, 2003 2002 (Unaudited) (Unaudited) - ---------------------------------------------------------------------- Assets - ---------------------------------------------------------------------- Current Assets Cash and cash equivalents $72,380 $72,120 Short-term investments 25,466 28,779 Accounts receivable 24,830 22,469 Inventories 26,258 30,325 Refundable income taxes 8,846 8,846 Deferred tax assets 8,126 8,126 Other current assets 2,259 2,399 - ---------------------------------------------------------------------- Total current assets 168,165 173,064 Property and equipment, net 95,120 98,738 Other assets 6,572 6,643 - ---------------------------------------------------------------------- $269,857 $278,445 ====================================================================== Liabilities and Stockholders' Equity - ---------------------------------------------------------------------- Current Liabilities Accounts payable $5,479 $5,724 Accrued compensation and benefits 4,284 3,379 Other accrued liabilities 11,223 11,282 - ---------------------------------------------------------------------- Total current liabilities 20,986 20,385 Deferred income taxes - long term 10,018 10,027 Stockholders' Equity Capital stock 146,444 146,433 Retained earnings 196,769 203,398 Treasury stock (104,360) (101,798) - ---------------------------------------------------------------------- Total stockholders' equity 238,853 248,033 - ---------------------------------------------------------------------- $269,857 $278,445 ====================================================================== CONTACT: Vicor Corporation Mark A. Glazer, 978/470-2900 -----END PRIVACY-ENHANCED MESSAGE-----