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): March 31, 2014
CLEAN DIESEL TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
| 001-33710 |
| 06-1393453 |
(State or Other Jurisdiction |
| (Commission File Number) |
| (I.R.S. Employer |
4567 Telephone Road, Suite 100 Ventura, California, 93003 | ||||
(Address of Principal Executive Offices) (Zip Code)
|
(805) 639-9458
(Registrants telephone number, including area code)
(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:
¨ | 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)) |
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Item 2.02 Results of Operations and Financial Condition.
On March 31, 2014, Clean Diesel Technologies, Inc. reported its results for the fourth quarter and fiscal year ended 2013. The press release dated March 31, 2014 is furnished as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
| Description of Exhibits |
99.1 |
| Press Release dated March 31, 2014 |
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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.
CLEAN DIESEL TECHNOLOGIES, INC. | ||
March 31, 2014 | By: | /s/ Nikhil A. Mehta |
Name: Nikhil A. Mehta | ||
Title: Member of the Interim Office of the Chief Executive Officer and Chief Financial Officer |
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Fourth Quarter 2013 Financial Results
Total revenue for the fourth quarter of 2013 was $15.2 million, an increase of $2.8 million, or 22.6%, from $12.4 million for the prior year quarter. Revenue, excluding intercompany sales, for CDTi's Catalyst division for the quarter ended December 31, 2013 was $5.0 million, an increase of $1.0 million, or 23.2%, compared to $4.0 million for the prior year quarter. Revenue for CDTi's Heavy Duty Diesel Systems division for the quarter ended December 31, 2013 increased $1.8 million, or 22.3%, to $10.2 million from $8.4 million for the same prior year quarter.
Total operating expenses for the fourth quarter of 2013 were $6.0 million, including severance and other special charges of $1.2 million, compared to $5.1 million in the prior year quarter.
Gross margin was 31.3%, compared to 22.0% in the prior year period.
Net loss for the fourth quarter of 2013 was $2.5 million, or $0.27 per diluted share, compared to net loss of $2.8 million, or $0.39 per share, in the prior year quarter. Diluted common shares outstanding were 9,294,000 in the current quarter compared to 7,240,000 in the same quarter a year ago, with the increase in the number of shares due principally to the public offering completed in July 2013.
At December 31, 2013 and December 31, 2012, CDTi had cash and cash equivalents of $3.9 million and $6.9 million, respectively.
Full Year 2013 Financial Results
Total revenue for the year ended December 31, 2013 was $55.3 million, a decrease of $5.2 million, or 8.7%, from $60.5 million for the prior year. Revenue, excluding intercompany sales, for CDTis Catalyst division for the year ended December 31, 2013 increased $2.9 million, or 14.1%, to $22.7 million from $19.8 million for the prior year. Revenue for CDTis Heavy Duty Diesel Systems division for the year ended December 31, 2013 decreased $8.1 million, or 19.8%, to $32.6 million from $40.7 million for the prior year.
Total operating expenses for the year ended December 31, 2013 were $19.7 million, compared to $22.5 million for the prior year.
Gross margin was 27.9%, compared to 24.3% in the prior year.
Net loss for the year ended December 31, 2013 was $7.1 million, or $0.86 per share, compared to a net loss of $9.7 million, or $1.34 per share, in the prior year. Diluted common shares outstanding were 8,285,000 for the year ended December 31, 2013 compared to 7,227,000 for the prior year, with the increase in the number of shares due principally to the public offering completed in July 2013.
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CDTi will host a conference call and simultaneous webcast over the Internet beginning at 8:00 a.m. Pacific Time today to discuss its financial results and its business outlook. This conference call will contain forward-looking information. To participate in the conference call, dial +1 (877) 303-9240 and use confirmation code 7144028. International participants should dial +1 (760) 666-3571 and use the same confirmation code. The conference call will be webcast live on CDTi's website at www.cdti.com under the "Investor Relations" section. To listen to the live webcast, participants should visit the site at least 15 minutes prior to the conference to download any required streaming media software. An archived recording of the conference call will be available on the CDTi website for 30 days and a full transcript for one year.
About CDTi
CDTi is a vertically integrated global manufacturer and distributor of emissions control systems and products, focused on the heavy duty diesel and light duty vehicle markets. CDTi utilizes its proprietary patented Mixed Phase Catalyst (MPC®) technology, as well as its ARIS® selective catalytic reduction, Platinum Plus® fuel-borne catalyst, and other related technologies to provide high-value sustainable solutions to reduce emissions, increase energy efficiency and lower the carbon intensity of on- and off-road combustion engine systems. CDTi is headquartered in Ventura, California and currently has operations in the U.S., the U.K., Canada, France, Japan and Sweden. For more information, please visit www.cdti.com.
Forward-Looking Statements Safe Harbor
Certain information contained in this press release constitutes forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. Any statements contained herein that are not statements of historical fact should be considered forward-looking statements. You can identify these forward-looking statements by the use of words such as "believe(s)", "expect(s)", "anticipate(s)", "plan(s)", "may", "will", "would", "intend(s)", "estimate(s)" or similar expressions, as well as other words or expressions referencing future events, conditions or circumstances, whether in the negative or affirmative. Examples of forward-looking statements contained in this press release include, among others, statements regarding cost improvement initiatives, operating synergies, investments, opportunities, increases in demand, and technology and product capabilities. Forward-looking statements are based on a series of expectations, assumptions, estimates and projections which involve substantial uncertainty and risk. In general, actual results may differ materially from those indicated by such forward-looking statements as a result of risks and uncertainties, including but not limited to the risks and uncertainties discussed or referenced in the Company's filings with the Securities and Exchange Commission. In addition, any forward-looking statements represent the Company's estimates only as of the date such statements and should not be relied upon as representing the Company's estimates as of any subsequent date. The Company specifically disclaims any obligation to update forward-looking statements. All forward-looking statements in this press release are qualified in their entirety by this cautionary statement.
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