Exhibit 99.1
NEWS RELEASE
| | | | |
For Immediate Release | | Contact: | | Michael Sund |
March 30, 2004 | | | | (858) 503-3233 |
MAXWELL TECHNOLOGIES FILES FORM 10-K, REPORTING 4TH QUARTER AND
FY 2003 FINANCIAL RESULTS; FINAL RESULTS REFLECT EFFECT OF
SWISS PENSION ASSETS ON COMPANY’S FINANCIAL STATEMENTS
SAN DIEGO, Calif.—Maxwell Technologies, Inc. (Nasdaq: MXWL) today filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2003, with the Securities and Exchange Commission. The company reported total revenue for the fourth quarter ended December 31, 2003, of $13.1 million and net income of $3.6 million or $0.25 per share, including a gain of $3.2 million or $0.22 per share, reflecting the effect of certain Swiss pension fund assets in the company’s financial statements. That compares with a net loss of $509,000, or $0.04 per share, on revenue of $15.5 million for the fourth quarter ended December 31, 2002.
For the full year, Maxwell reported total revenue of $45.0 million and a net loss of $6.3 million, or $0.45 per share, including a gain of $3.2 million, or $0.22 per share, reflecting the effect of the Swiss pension fund assets in the company’s financial statements. That compares with a net loss of $40.2 million, or $3.27 per share, for fiscal year 2002.
Without the effect of the pension assets, the company’s net income for the fourth quarter would have been $435,000, or $0.03 per share, and its net loss for the year would have been $9.4 million, or $0.68 per share.
Dr. Richard Balanson, Maxwell’s president and chief executive officer, said that a change from “defined contribution” to “defined benefit” treatment for the pension fund of the company’s Swiss subsidiary resulted in bringing $4.0 million of appreciated fund assets onto the company’s balance sheet. While that change has been determined to be appropriate under United States generally accepted accounting principles (GAAP), Balanson pointed out that the pension assets should be viewed differently from other assets on the company’s balance sheet.
“It is important to recognize that, under Swiss law, the pension plan is managed by an independent, entirely separate, legal entity,” Balanson said. “Thus, while its assets are now carried on Maxwell’s balance sheet, in accordance with U.S. GAAP, the company has no access to those assets. And, although the Swiss pension fund is substantially over-funded, Maxwell still is obliged to continue contributing to it at a rate and over a time period mandated by Swiss pension law. This accounting treatment could create a somewhat distorted picture of the company’s balance sheet and financial results for future periods.”
Maxwell reported preliminary, unaudited 2003 results on March 15, 2004, pending incorporation of the effect of changing accounting treatment for the pension fund for employees of Maxwell Technologies SA in Rossens, Switzerland, which was acquired in July 2002. The pension fund was treated as a defined contribution plan for fiscal 2002, meaning that only the company’s contributions were reflected in Maxwell’s financial statements for that year. In consultation with its auditors, Maxwell recently concluded that the pension more nearly matches the definition of a defined benefit plan under U.S. GAAP, meaning that changes (appreciation or depreciation) of fund assets must be recorded on the company’s balance sheet and reflected in its
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MAXWELL REPORTS FISCAL YEAR 2003 FINANCIAL RESULTS
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income statement. Full details on the change in pension fund accounting treatment and the resulting impact on Maxwell’s financial statements are included in the company’s 2003 Form 10-K.
Maxwell is a leading developer and manufacturer of innovative, cost-effective energy storage and power delivery solutions. Our BOOSTCAP® ultracapacitor cells and multi-cell modules and POWERCACHE® backup power systems provide safe and reliable power solutions for applications in consumer and industrial electronics, transportation and telecommunications. Our CONDIS® high-voltage grading and coupling capacitors help to ensure the safety and reliability of electric utility infrastructure and other applications involving transport, distribution and measurement of high-voltage electrical energy. Our radiation-mitigated microelectronic products include power modules, memory modules and single board computers that incorporate powerful commercial silicon for superior performance and high reliability in aerospace applications. For more information, please visit our website:www.maxwell.com.
This news release contains forward-looking statements that are subject to risks and uncertainties. These include development and acceptance of products based on new technologies, demand for original equipment manufacturers’ products reaching anticipated levels, general economic conditions in the markets served by the company’s products, cost-effective manufacturing of new products, the impact of competitive products and pricing and risks and uncertainties involved in foreign operations. These and other risks are detailed from time-to-time in the Company’s SEC reports, including the report on Form 10-K for the fiscal year ended December 31, 2003. Actual results may differ materially from those projected. These forward-looking statements represent the Company’s judgment as of the date of this news release. The Company disclaims any intent or obligation to update these forward-looking statements.
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MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
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| | December 31,
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| | 2003
| | | 2002
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Assets | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 9,784 | | | $ | 3,545 | |
Short-term investments | | | 2,455 | | | | 7,546 | |
Trade and other accounts receivable, net | | | 5,936 | | | | 8,530 | |
Inventories | | | 7,309 | | | | 11,833 | |
Assets held-for-sale | | | — | | | | 7,356 | |
Prepaid expenses and other current assets | | | 1,143 | | | | 1,037 | |
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Total current assets | | | 26,627 | | | | 39,847 | |
Property, plant and equipment, net | | | 10,769 | | | | 11,653 | |
Other intangible assets, net | | | 2,002 | | | | 2,009 | |
Goodwill | | | 19,478 | | | | 17,577 | |
Prepaid pension assets | | | 3,962 | | | | — | |
Other non-current assets | | | 175 | | | | 294 | |
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| | $ | 63,013 | | | $ | 71,380 | |
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Liabilities and Stockholders’ Equity | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable and accrued liabilities | | $ | 7,650 | | | $ | 10,354 | |
Accrued warranty | | | 1,262 | | | | 1,154 | |
Customer Deposits | | | 599 | | | | 2,305 | |
Accrued employee compensation | | | 1,653 | | | | 1,590 | |
Short-term borrowings and current portion of long-term debt | | | 1,851 | | | | 570 | |
Deferred tax liability | | | 339 | | | | 272 | |
Net liabilities of discontinued operations | | | 1,494 | | | | 2,326 | |
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Total current liabilities | | | 14,848 | | | | 18,571 | |
Deferred tax liability | | | 473 | | | | 183 | |
Long-term debt, excluding current portion | | | — | | | | 2,675 | |
Commitments and contingencies (note 10) | | | | | | | | |
Stockholders’ equity: | | | | | | | | |
Common stock, $0.10 par value per share, 40,000 shares authorized; 14,339 and 13,726 shares issued and outstanding at December 31, 2003 and 2002, respectively | | | 1,434 | | | | 1,373 | |
Additional paid-in capital | | | 113,221 | | | | 112,255 | |
Accumulated deficit | | | (70,310 | ) | | | (64,015 | ) |
Accumulated other comprehensive income | | | 3,347 | | | | 338 | |
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Total stockholders’ equity | | | 47,692 | | | | 49,951 | |
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| | $ | 63,013 | | | $ | 71,380 | |
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See accompanying notes to consolidated financial statements.
MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
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| | Three Months Ended December 31,
| | | Years Ended December 31,
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| | 2003
| | | 2002
| | | 2003
| | | 2002
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Sales | | $ | 13,137 | | | $ | 15,456 | | | $ | 45,024 | | | $ | 57,965 | |
Costs and expenses: | | | | | | | | | | | — | | | | — | |
Cost of sales | | | 9,106 | | | | 11,481 | | | | 36,740 | | | | 51,133 | |
Selling, general and administrative | | | 3,660 | | | | 3,327 | | | | 13,866 | | | | 18,092 | |
Research and development | | | 1,439 | | | | 1,337 | | | | 5,917 | | | | 8,417 | |
Settlement gain | | | | | | | | | | | | | | | | |
Restructuring charges | | | — | | | | (105 | ) | | | — | | | | 1,629 | |
Other deductions, net | | | 134 | | | | 164 | | | | 113 | | | | 7,650 | |
(Gain) loss on sale of asset | | | (1,417 | ) | | | — | | | | (1,417 | ) | | | — | |
(Gain) loss on sale of business | | | 94 | | | | (677 | ) | | | (632 | ) | | | 6,542 | |
Interest expense (income), net | | | 17 | | | | 28 | | | | 1 | | | | (42 | ) |
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Total costs and expenses | | | 10,855 | | | | 15,555 | | | | 52,411 | | | | 93,421 | |
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Income (loss) from continuing operations before income taxes | | | 2,282 | | | | (99 | ) | | | (7,387 | ) | | | (35,456 | ) |
Provision for income taxes | | | 29 | | | | 23 | | | | (220 | ) | | | (132 | ) |
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Loss from continuing operations | | | 2,253 | | | | (122 | ) | | | (7,167 | ) | | | (35,324 | ) |
Discontinued operations, net of taxes: | | | | | | | | | | | — | | | | — | |
Income (loss) from operations | | | 447 | | | | (387 | ) | | | (6 | ) | | | (4,832 | ) |
Gain on disposal | | | — | | | | — | | | | — | | | | — | |
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Net loss from discontinued operations | | | 447 | | | | (387 | ) | | | (6 | ) | | | (4,832 | ) |
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Loss before cumulative effect of change in accounting | | | 2,700 | | | | (509 | ) | | | (7,173 | ) | | | (40,156 | ) |
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Cumulative effect of change in accounting | | | 878 | | | | — | | | | 878 | | | | | |
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Net loss | | $ | 3,578 | | | $ | (509 | ) | | $ | (6,295 | ) | | $ | (40,156 | ) |
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| | | | | | | | | | | 0 | | | | 0 | |
Basic net loss per share: | | | | | | | | | | | 0 | | | | 0 | |
Gain (loss) from continuing operations | | $ | 0.16 | | | $ | (0.01 | ) | | $ | (0.51 | ) | | $ | (2.88 | ) |
Gain (loss) from discontinued operations | | | 0.03 | | | | (0.03 | ) | | | — | | | | (0.39 | ) |
Gain from cumulative effect of change in accounting | | | 0.06 | | | | — | | | | 0.06 | | | | — | |
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Net loss | | $ | 0.25 | | | $ | (0.04 | ) | | $ | (0.45 | ) | | $ | (3.27 | ) |
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Diluted net loss per share: | | | | | | | | | | | | | | | | |
Gain (loss) from continuing operations | | $ | 0.16 | | | $ | (0.01 | ) | | $ | (0.51 | ) | | $ | (2.88 | ) |
Gain (loss) from discontinued operations | | | 0.03 | | | | (0.03 | ) | | | (0.00 | ) | | | (0.39 | ) |
Gain from cumulative effect of change in accounting | | | 0.06 | | | | — | | | | 0.06 | | | | — | |
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Net loss | | $ | 0.25 | | | $ | (0.04 | ) | | $ | (0.45 | ) | | $ | (3.27 | ) |
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Shares used in computing: | | | | | | | | | | | | | | | | |
Basic net loss per share | | | 14,286 | | | | 13,707 | | | | 14,061 | | | | 12,264 | |
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Diluted net loss per share | | | 14,286 | | | | 13,707 | | | | 14,061 | | | | 12,264 | |
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MAXWELL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
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| | Years Ended December 31,
| |
| | 2003
| | | 2002
| | | 2001
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Operating activities: | | | | | | | | | | | | |
Loss from continuing operations | | $ | (7,167 | ) | | $ | (35,324 | ) | | $ | (8,221 | ) |
Adjustments to reconcile loss from continuing operations to net cash used in operating activities: | | | | | | | | | | | | |
Depreciation and amortization | | | 3,805 | | | | 4,633 | | | | 5,295 | |
Non-cash restructuring and other charges | | | — | | | | 3,254 | | | | — | |
Impaired asset write-down | | | — | | | | 7,628 | | | | — | |
Loss (gain) on sales of property and equipment | | | (1,417 | ) | | | — | | | | — | |
Loss (gain) on sales of business | | | (632 | ) | | | 6,542 | | | | (39,119 | ) |
Cancellation of stock notes | | | — | | | | 116 | | | | | |
Minority interest in net income (loss) of subsidiaries | | | — | | | | (241 | ) | | | (710 | ) |
Provision for losses on accounts receivable | | | 241 | | | | 576 | | | | 534 | |
Amortization of deferred compensation | | | — | | | | 182 | | | | 15 | |
Changes in operating assets and liabilities: | | | | | | | | | | | | |
Trade and other accounts receivable | | | 2,335 | | | | 6,846 | | | | 8,039 | |
Inventories | | | 4,449 | | | | 2,184 | | | | 2,441 | |
Prepaid expenses and other current assets | | | 13 | | | | 1,861 | | | | (268 | ) |
Prepaid pension assets | | | (3,962 | ) | | | — | | | | — | |
Deferred income taxes | | | 357 | | | | 75 | | | | 24,640 | |
Accounts payable and accrued liabilities | | | (2,596 | ) | | | (8,709 | ) | | | (7,848 | ) |
Customer deposits | | | (1,706 | ) | | | 2,305 | | | | — | |
Accrued employee compensation | | | 63 | | | | (920 | ) | | | (2,118 | ) |
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Net cash used in operating activities | | | (6,217 | ) | | | (8,992 | ) | | | (17,320 | ) |
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Investing activities: | | | | | | | | | | | | |
Proceeds from sale of businesses | | | 632 | | | | 4,927 | | | | 67,731 | |
Purchases of business, net of cash acquired | | | — | | | | (2,692 | ) | | | 235 | |
Purchases of property and equipment | | | (2,439 | ) | | | (1,796 | ) | | | (6,232 | ) |
Proceeds from sale of equipment | | | 8,872 | | | | — | | | | — | |
Proceeds from sale of short-term investments | | | 7,746 | | | | 14,247 | | | | 14,114 | |
Purchases of short-term investments | | | (2,758 | ) | | | (9,877 | ) | | | (25,921 | ) |
Proceeds from collection of notes receivable | | | — | | | | — | | | | 2,100 | |
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Net cash provided by investing activities | | | 12,053 | | | | 4,809 | | | | 52,027 | |
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Financing activities: | | | | | | | | | | | | |
Principal payments on long-term debt and short-term borrowings | | | (4,520 | ) | | | (3,385 | ) | | | (59,857 | ) |
Proceeds from short-term borrowings | | | 3,013 | | | | 360 | | | | 43,103 | |
Proceeds from issuance of company and subsidiary stock | | | 1,027 | | | | 1,167 | | | | 2,781 | |
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Net cash used in financing activities | | | (480 | ) | | | (1,858 | ) | | | (13,973 | ) |
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Increase (decrease) in cash and cash equivalents from continuing operations | | | 5,356 | | | | (6,041 | ) | | | 20,734 | |
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Net cash used in discontinued operations | | | (838 | ) | | | (4,148 | ) | | | (9,744 | ) |
Effect of exchange rate changes on cash and cash equivalents | | | 843 | | | | 61 | | | | (3 | ) |
Cumulative effect of change in accounting | | | 878 | | | | — | | | | — | |
Increase (decrease) in cash and cash equivalents | | | 6,239 | | | | (10,128 | ) | | | 10,987 | |
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Cash and cash equivalents at beginning of year | | | 3,545 | | | | 13,673 | | | | 2,686 | |
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Cash and cash equivalents at end of year | | $ | 9,784 | | | $ | 3,545 | | | $ | 13,673 | |
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Cash paid for: | | | | | | | | | | | | |
Interest | | $ | 193 | | | $ | 124 | | | $ | 379 | |
Income taxes | | $ | 164 | | | $ | 69 | | | $ | (633 | ) |
See accompanying notes to consolidated financial statements.