|
(Exact name of registrant as specified in charter) |
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(IRS Employer
Identification No.)
|
|
|
(Address of principal executive offices)
|
(Zip Code)
|
N/A |
(Former name or former address, if changed since last report.)
|
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))
|
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
Emerging growth company |
|
Item 2.02
|
Results of Operations and Financial Condition |
Item 5.02
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Item 8.01
|
Other Events |
Item 9.01
|
Financial Statements and Exhibits |
Exhibit No. | Description |
|
|
99.1 |
News release, dated May 5, 2022, by Cognex Corporation (furnished herewith) |
99.2 |
News release, dated May 5, 2022, by Cognex Corporation regarding appointment of new director (filed herewith) |
104 |
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
|
|
COGNEX CORPORATION |
|
|
|
|
Dated: May 5, 2022 | By:/s/ Paul Todgham |
|
Paul Todgham |
|
Senior Vice President and Chief Financial Officer |
NATICK, Mass.--(BUSINESS WIRE)--May 5, 2022--Cognex Corporation (NASDAQ: CGNX) today reported financial results for the first quarter of 2022. Table 1 below shows selected financial data for Q1-22 compared with Q1-21 and Q4-21.
Table 1 |
||||
(Dollars in thousands, except per share amounts) |
||||
|
Revenue |
Net Income |
Net Income |
Non-GAAP |
Quarterly Comparisons |
|
|
|
|
Current quarter: Q1-22 |
$282,407 |
$67,333 |
$0.38 |
$0.42 |
Prior year’s quarter: Q1-21 |
$239,027 |
$69,848 |
$0.39 |
$0.36 |
Change: Q1-21 to Q1-22 |
18% |
(4)% |
(3)% |
17% |
Prior quarter: Q4-21 |
$244,065 |
$53,535 |
$0.30 |
$0.30 |
Change: Q4-21 to Q1-22 |
16% |
26% |
27% |
40% |
*Non-GAAP net income per diluted share excludes discrete tax adjustments. A reconciliation from GAAP to Non-GAAP is shown in Exhibit 2 of this news release. |
“Overall, I am pleased with our first quarter results,” said Robert J. Willett, Chief Executive Officer of Cognex. “Revenue was the second highest of any quarter in our company’s 41-year history and operating margin was above our 30% long-term target. This solid start to the year was driven by the increasing adoption of machine vision technology and the hard work of Cognoids through difficult conditions around the world to support our customers, manage our supply chain, and continue our product development efforts.”
Mr. Willett continued, “While our Q1 results were good, we believe growth momentum is slowing. We are currently hearing from customers that automation projects are taking longer to deploy, and some are being delayed, because of supply chain challenges and staffing shortages.”
Details of the Quarter
Statement of Operations Highlights – First Quarter of 2022
Balance Sheet Highlights – April 3, 2022
Financial Outlook – Q2 2022
Non-GAAP Financial Measures
Analyst Conference Call and Simultaneous Webcast
About Cognex Corporation
Cognex Corporation designs, develops, manufactures, and markets a wide range of image-based products, all of which use artificial intelligence (AI) techniques that give them the human-like ability to make decisions on what they see. Cognex products include machine vision systems, machine vision sensors, and barcode readers that are used in factories and distribution centers around the world where they eliminate production and shipping errors.
Cognex is the world's leader in the machine vision industry, having shipped more than 3 million image-based products, representing over $9 billion in cumulative revenue, since the company's founding in 1981. Headquartered in Natick, Massachusetts, USA, Cognex has offices and distributors located throughout the Americas, Europe, and Asia. For details, visit Cognex online at www.cognex.com.
Certain statements made in this news release, which do not relate solely to historical matters, are forward-looking statements. These statements can be identified by use of the words “expects,” “anticipates,” “estimates,” “believes,” “projects,” “intends,” “plans,” “will,” “may,” “shall,” “could,” “should,” and similar words and other statements of a similar sense. These statements are based on our current estimates and expectations as to prospective events and circumstances, which may or may not be in our control and as to which there can be no firm assurances given. These forward-looking statements, which include statements regarding business and market trends, future financial performance and financial targets, the expected impact of the COVID-19 pandemic on our assets, business and results of operations, customer demand and order rates and timing of related revenue, managing supply shortages, delivery lead times, future product mix, research and development activities, sales and marketing activities, new product offerings and product development activities, capital expenditures, investments, liquidity, dividends and stock repurchases, strategic and growth plans, and estimated tax benefits and expenses and other tax matters, involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include: (1) the reliance on key suppliers to manufacture and deliver quality products; (2) the inability to obtain components for our products; (3) the failure to effectively manage product transitions or accurately forecast customer demand; (4) the inability to manage disruptions to our distribution centers; (5) the inability to design and manufacture high-quality products; (6) the impact, duration, and severity of the COVID-19 pandemic, including the availability and effectiveness of vaccines; (7) the loss of, or curtailment of purchases by, large customers in the logistics industry; (8) information security breaches; (9) the inability to protect our proprietary technology and intellectual property; (10) the inability to attract and retain skilled employees and maintain our unique corporate culture; (11) the technological obsolescence of current products and the inability to develop new products; (12) the failure to properly manage the distribution of products and services; (13) the impact of competitive pressures; (14) the challenges in integrating and achieving expected results from acquired businesses; (15) potential disruptions in our business systems; (16) potential impairment charges with respect to our investments or acquired intangible assets; (17) exposure to additional tax liabilities; (18) fluctuations in foreign currency exchange rates and the use of derivative instruments; (19) unfavorable global economic conditions, including high inflation rates; (20) business disruptions from natural or man-made disasters or public health issues; (21) economic, political, and other risks associated with international sales and operations, including the impact of the war in Ukraine; and (22) our involvement in time-consuming and costly litigation; and the other risks detailed in Cognex reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31, 2021 and Form 10-Q for the fiscal quarter ended April 3, 2022. You should not place undue reliance upon any such forward-looking statements, which speak only as of the date made. Cognex disclaims any obligation to update forward-looking statements after the date of such statements.
Exhibit 1 |
|||||||||||
COGNEX CORPORATION |
|||||||||||
Statements of Operations |
|||||||||||
(Unaudited) |
|||||||||||
Dollars in thousands, except per share amounts |
|||||||||||
|
Three-months Ended |
||||||||||
|
Apr. 3, 2022 |
|
Dec. 31, 2021 |
|
Apr. 4, 2021 |
||||||
|
|
|
|
|
|
||||||
Revenue |
$ |
282,407 |
|
|
$ |
244,065 |
|
|
$ |
239,027 |
|
Cost of revenue (1) |
|
78,790 |
|
|
|
69,082 |
|
|
|
54,045 |
|
Gross margin |
|
203,617 |
|
|
|
174,983 |
|
|
|
184,982 |
|
Percentage of revenue |
|
72 |
% |
|
|
72 |
% |
|
|
77 |
% |
Research, development, and engineering expenses (1) |
|
36,054 |
|
|
|
35,489 |
|
|
|
34,105 |
|
Percentage of revenue |
|
13 |
% |
|
|
15 |
% |
|
|
14 |
% |
Selling, general, and administrative expenses (1) |
|
80,835 |
|
|
|
82,974 |
|
|
|
72,424 |
|
Percentage of revenue |
|
29 |
% |
|
|
34 |
% |
|
|
30 |
% |
Operating income |
|
86,728 |
|
|
|
56,520 |
|
|
|
78,453 |
|
Percentage of revenue |
|
31 |
% |
|
|
23 |
% |
|
|
33 |
% |
Foreign currency gain (loss) |
|
(444 |
) |
|
|
(37 |
) |
|
|
(1,008 |
) |
Investment and other income |
|
1,420 |
|
|
|
1,464 |
|
|
|
1,386 |
|
Income before income tax expense |
|
87,704 |
|
|
|
57,947 |
|
|
|
78,831 |
|
Income tax expense |
|
20,371 |
|
|
|
4,412 |
|
|
|
8,983 |
|
Net income |
$ |
67,333 |
|
|
$ |
53,535 |
|
|
$ |
69,848 |
|
Percentage of revenue |
|
24 |
% |
|
|
22 |
% |
|
|
29 |
% |
|
|
|
|
|
|
||||||
Net income per weighted-average common and common-equivalent share: |
|
|
|
|
|
||||||
Basic |
$ |
0.39 |
|
|
$ |
0.30 |
|
|
$ |
0.40 |
|
Diluted |
$ |
0.38 |
|
|
$ |
0.30 |
|
|
$ |
0.39 |
|
|
|
|
|
|
|
||||||
Weighted-average common and common-equivalent shares outstanding: |
|
|
|
|
|
||||||
Basic |
|
174,146 |
|
|
|
176,123 |
|
|
|
176,288 |
|
Diluted |
|
176,668 |
|
|
|
179,322 |
|
|
|
179,971 |
|
|
|
|
|
|
|
||||||
Cash dividends per common share |
$ |
0.065 |
|
|
$ |
0.065 |
|
|
$ |
0.060 |
|
Cash and investments per common share |
$ |
4.57 |
|
|
$ |
5.17 |
|
|
$ |
4.96 |
|
Book value per common share |
$ |
7.82 |
|
|
$ |
8.15 |
|
|
$ |
7.68 |
|
|
|
|
|
|
|
||||||
(1) Amounts include stock-based compensation expense, as follows: |
|
|
|
|
|
||||||
Cost of revenue |
$ |
563 |
|
|
$ |
380 |
|
|
$ |
248 |
|
Research, development, and engineering |
|
4,448 |
|
|
|
3,377 |
|
|
|
4,003 |
|
Selling, general, and administrative |
|
10,045 |
|
|
|
6,664 |
|
|
|
7,758 |
|
Total stock-based compensation expense |
$ |
15,056 |
|
|
$ |
10,421 |
|
|
$ |
12,009 |
|
|
|
|
|
|
|
Exhibit 2 |
|||||||||||
COGNEX CORPORATION |
|||||||||||
Reconciliation of Selected Items from GAAP to Non-GAAP |
|||||||||||
(Unaudited) |
|||||||||||
Dollars in thousands, except per share amounts |
|||||||||||
|
|||||||||||
|
Three-months Ended |
||||||||||
|
Apr. 3, 2022 |
|
Dec. 31, 2021 |
|
Apr. 4, 2021 |
||||||
Discrete tax adjustments reconciliation |
|
|
|||||||||
Income before income tax expense (GAAP) |
$ |
87,704 |
|
|
$ |
57,947 |
|
|
$ |
78,831 |
|
|
|
|
|
|
|
||||||
Income tax expense (GAAP) |
$ |
20,371 |
|
|
$ |
4,412 |
|
|
$ |
8,983 |
|
Effective tax rate (GAAP) |
|
23 |
% |
|
|
8 |
% |
|
|
11 |
% |
|
|
|
|
|
|
||||||
Discrete tax benefit (expense) related to stock-based compensation |
|
(117 |
) |
|
|
1,148 |
|
|
|
5,207 |
|
Discrete tax benefit (expense) related to tax return filings and other |
|
(6,221 |
) |
|
|
(1,173 |
) |
|
|
— |
|
Total discrete tax adjustments |
$ |
(6,338 |
) |
|
$ |
(25 |
) |
|
$ |
5,207 |
|
|
|
|
|
|
|
||||||
Income tax expense (Non-GAAP) |
$ |
14,033 |
|
|
$ |
4,387 |
|
|
$ |
14,190 |
|
Effective tax rate (Non-GAAP) |
|
16 |
% |
|
|
8 |
% |
|
|
18 |
% |
|
|
|
|
|
|
||||||
Net income (Non-GAAP) |
$ |
73,671 |
|
|
$ |
53,560 |
|
|
$ |
64,641 |
|
Percentage of revenue (Non-GAAP) |
|
26 |
% |
|
|
22 |
% |
|
|
27 |
% |
|
|
|
|
|
|
||||||
Net income per diluted weighted-average common and common-equivalent share (GAAP) |
$ |
0.38 |
|
|
$ |
0.30 |
|
|
$ |
0.39 |
|
Per share impact of discrete tax adjustments identified above |
|
0.04 |
|
|
|
— |
|
|
|
(0.03 |
) |
Net income per diluted weighted-average common and common-equivalent share (Non-GAAP) |
$ |
0.42 |
|
|
$ |
0.30 |
|
|
$ |
0.36 |
|
|
|
|
|
|
|
||||||
Diluted weighted-average common and common-equivalent shares outstanding (GAAP) |
|
176,668 |
|
|
|
179,322 |
|
|
|
179,971 |
|
|
|
|
|
|
|
Exhibit 3 |
|||||
COGNEX CORPORATION |
|||||
Balance Sheets |
|||||
(Unaudited) |
|||||
Dollars in thousands |
|||||
|
Apr. 3, 2022 |
|
Dec. 31, 2021 |
||
Assets |
|
|
|
||
Cash and investments |
$ |
794,164 |
|
$ |
907,364 |
Accounts receivable |
|
155,065 |
|
|
130,348 |
Inventories |
|
136,660 |
|
|
113,102 |
Property, plant, and equipment |
|
77,870 |
|
|
77,546 |
Operating lease assets |
|
32,217 |
|
|
23,157 |
Goodwill and intangible assets |
|
252,228 |
|
|
253,601 |
Deferred tax assets |
|
412,333 |
|
|
418,570 |
Other assets |
|
73,578 |
|
|
79,974 |
|
|
|
|
||
Total assets |
$ |
1,934,115 |
|
$ |
2,003,662 |
|
|
|
|
||
Liabilities and Shareholders' Equity |
|
|
|
||
Accounts payable and accrued expenses |
$ |
107,855 |
|
$ |
136,483 |
Deferred revenue and customer deposits |
|
54,455 |
|
|
35,743 |
Operating lease liabilities |
|
34,530 |
|
|
25,581 |
Income taxes |
|
83,585 |
|
|
66,517 |
Deferred tax liabilities |
|
279,729 |
|
|
293,769 |
Other liabilities |
|
15,216 |
|
|
15,476 |
Shareholders' equity |
|
1,358,745 |
|
|
1,430,093 |
|
|
|
|
||
Total liabilities and shareholders' equity |
$ |
1,934,115 |
|
$ |
2,003,662 |
Susan Conway
Investor Relations
+1 508-650-3353
Susan.conway@cognex.com
NATICK, Mass.--(BUSINESS WIRE)--May 5, 2022--Cognex Corporation (NASDAQ: CGNX) today announced the appointment of Dr. John T.C. Lee, President and Chief Executive Officer of MKS Instruments, Inc., to Cognex’s Board of Directors, effective immediately. Dr. Lee will serve on the Audit Committee and Compensation/Stock Option Committee.
“We are pleased to welcome John to our board,” said Anthony Sun, Chairman of Cognex. “His executive perspective leading a large international technology company and extensive operating experience will strengthen our board. We look forward to his contributions in the years ahead.”
Dr. Lee has been Chief Executive Officer and has served on the board of directors of MKS Instruments, Inc. (NASDAQ: MKSI), a global provider of technologies that enable advanced processes and improve productivity with nearly $3 billion in annual sales, since 2020. Prior to that, he held a series of progressive leadership roles after joining the company in 2007. Earlier in his career, Dr. Lee worked at Applied Materials, Inc., Lucent Technologies, Inc., and AT&T Bell Labs. He has served as Vice Chair and a member of the Executive Committee of the Board of Directors of the Massachusetts High Technology Council since 2021. Dr. Lee holds a B.S. from Princeton University and both an M.S.C.E.P. and a Ph.D. from the Massachusetts Institute of Technology, all in Chemical Engineering.
About Cognex
Cognex Corporation designs, develops, manufactures, and markets a wide range of image-based products, all of which use artificial intelligence (AI) techniques that give them the human-like ability to make decisions on what they see. Cognex products include machine vision systems, machine vision sensors, and barcode readers that are used in factories and distribution centers around the world where they eliminate production and shipping errors.
Cognex is the world's leader in the machine vision industry, having shipped more than 3 million image-based products, representing over $9 billion in cumulative revenue, since the company's founding in 1981. Headquartered in Natick, Massachusetts, USA, Cognex has offices and distributors located throughout the Americas, Europe, and Asia. For details, visit Cognex online at www.cognex.com.
Certain statements made in this news release, which do not relate solely to historical matters, are forward-looking statements. These statements can be identified by use of the words “expects,” “anticipates,” “estimates,” “believes,” “projects,” “intends,” “plans,” “will,” “may,” “shall,” “could,” “should,” and similar words and other statements of a similar sense. These statements are based on our current estimates and expectations as to prospective events and circumstances, which may or may not be in our control and as to which there can be no firm assurances given. These forward-looking statements—which may include statements regarding business and market trends; future financial performance; growth opportunities; and strategic plans—involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include: (1) the inability to attract and retain skilled employees and directors and maintain our unique corporate culture; (2) the failure to effectively manage our growth; (3) the impact of competitive pressures; and the other risks detailed in Cognex reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31, 2021, and Form 10-Q for the fiscal quarter ended April 3, 2022. You should not place undue reliance upon any such forward-looking statements, which speak only as of the date made. Cognex disclaims any obligation to update forward-looking statements after the date of such statements.
Susan Conway
Investor Relations
+1 508-650-3353
susan.conway@cognex.com
Document and Entity Information |
May 04, 2022 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | May 04, 2022 |
Entity Registrant Name | Cognex Corporation |
Entity Incorporation, State or Country Code | MA |
Entity File Number | 001-34218 |
Entity Tax Identification Number | 04-2713778 |
Entity Address, Address Line One | One Vision Drive |
Entity Address, City or Town | Natick |
Entity Address, State or Province | MA |
Entity Address, Postal Zip Code | 01760-2059 |
City Area Code | 508 |
Local Phone Number | 650-3000 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0000851205 |
Title of 12(b) Security | Common Stock, par value $.002 per share |
Trading Symbol | CGNX |
Security Exchange Name | NASDAQ |
-8?20$3;8T.P6BP^0"X9
M9K>]9!:G
?^'C#8G9D)6ZJ
MYQ]FN$1)[K,V<%0H?6?W/]#)]/B>O$5B/E GS@4CY0A\^B>P%#A-O4B9#S(1
MF2%2 5*F1;4XM\R#A6E,"Y:NJB$_@:E:T#HG0PE^?BJ!^),1"X >@X.'=NMM
M^ZZMIOT&;Q0![ O(KP%0%8$.**N@+!B8;"@Z;%^T;]KI>&[&[?.T\BHQB 5>
M,E-7Y2Z(@KG!^ O ?8PS#DAP$8R\0(AHIS'-_O$RMR2I] ]P'2-NF7'(D5MYBBX3%"X"
M"6#@4(X6F'QV?-+Z<7EZ>_I:>"+/_[7!X
M+ER3R2>6W'%Y>B:_EH=R'%R3V#IWX!&?T^A/_-+^>'PU\;
MPZ^7AS"XZ=Z8=^&*P59A\^XD2$?Z;_3"K
M@=F=0SF"O?(_"A^S@X)5,KOQ[. V+2FF;6CJVY0F(Y
-T2^^ ,@'NMJPSM"0KFCB2(BF3
MGOD& D41,0@P6+3DU\^]50 (4M1J$2B UZ=/F@+!0M5=GKM687<23=V]__[?
M&-N=<-,6G^!SY$0NW]O](/\_N?@_&@WVS;&X%W*;1?Y']B4.'8^'(?O3";B\
M2?P[\*UXRKV(60$W([@9[[MBAP='P_.QX\+GD)V=G\)'SOH[^DYSIYG[];X_
MNPN
::'
MP9\YR=B$01(@(YZK0:$JDI>7E\Y+KR-D:DBB./SY^>F;<^MM:
NB'SP-I%U;NK"KF,?4*?",T&<)^R>_ JV(
"TR,#(R,#4P-"YX