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) May 4, 2015
Adept Technology, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
0-27122 |
94-2900635 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5960 Inglewood Drive, Pleasanton CA |
94588 |
(Address of principal executive offices) |
(Zip Code) |
Registrant's telephone number, including area code: (925) 245-3400
None
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
The following information, including the text of the press release attached as an exhibit to this Form 8-K, is furnished pursuant to Item 2.02 of Form 8-K, "Results of Operations and Financial Condition."
The information contained in Item 2.02 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information contained in this Current Report shall not be incorporated by reference into any registration statement or other document or filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
On May 4, 2015, Adept Technology, Inc. ("Adept") issued a press release announcing its financial results for its fiscal 2015 third quarter ended March 28, 2015. A copy of the press release is attached to this report as Exhibit 99.1 and is incorporated by reference.
The presentation of Adept's financial results for its third quarter ended March 28, 2015 included in this Current Report on Form 8-K is qualified by a detailed discussion of associated material risks set forth in Adept's filings with the Securities and Exchange Commission. This includes Adept's Annual Report on Form 10-K for the year ended June 30, 2014.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release of Adept Technology, Inc. issued May 4, 2015
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.
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Adept Technology, Inc.
(Registrant)
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May 4, 2015
(Date) |
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/s/ SETH HALIO
Seth Halio
Chief Financial Officer |
EXHIBIT 99.1
Adept Technology Reports Fiscal Year 2015 Third Quarter Results
PLEASANTON, Calif., May 4, 2015 (GLOBE NEWSWIRE) -- Adept Technology, Inc. (Nasdaq:ADEP), a leading provider of intelligent robots, autonomous mobile solutions and services, today announced its fiscal 2015 third quarter financial results.
"During the third quarter, our mobile business made significant progress, contributing over 20 percent of total revenues generated by a record number of unit shipments, and receiving orders from 13 new customers, " said Rob Cain, Adept's President and CEO. "Further, total revenues in the third quarter of $14.1 million were within our expectations, despite significant headwinds from the strong dollar. Looking ahead, based on the backlog, pipeline and order activity we have seen so far, we believe revenues in the fourth quarter will be in the range of $13.5 million to $15 million."
Third Quarter Fiscal 2015 Results
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Revenues for the third quarter of fiscal 2015 were $14.1 million, compared with $15.1 million in the third quarter of fiscal 2014.
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Gross margin was 41%, compared with 46% in the third quarter of fiscal 2014.
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Operating expenses were $6.9 million, compared with $6.6 million in the third quarter of fiscal 2014.
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The Company's operating loss for the third quarter was $1.1 million, compared with operating income of $0.3 million in the third quarter of fiscal 2014.
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GAAP net loss attributable to common shareholders of $1.3 million, or $0.10 per share, compared to $0.1 million, or $0.00 per share, in the third quarter of fiscal 2014.
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Non-GAAP adjusted EBITDA loss was $0.9 million in the third quarter of fiscal 2015, compared with adjusted EBITDA of $ 1.2 million in the third quarter of fiscal 2014. A discussion of this non-GAAP measure and reconciliation to the applicable GAAP measure is included below.
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Cash and cash equivalents at March 28, 2015 totaled $2.7 million.
Quarterly Conference Call on May 4, 2015
Rob Cain, President and Chief Executive Officer, and Seth Halio, Chief Financial Officer, will host an investor conference call on Monday, May 4, 2015 at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time), to review the Company's financial and operating performance for the third quarter of fiscal 2015. The call can be accessed by dialing 1-888-364-3109. International callers can dial 1-719-325-2308. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. In addition, the conference call will be available over the Internet at www.adept.com in the Investor Relations section. A webcast archive will also be available following the call's conclusion until the Company reports its financial results for its fourth quarter of fiscal 2015. The call may include statements regarding the Company's anticipated future financial performance and operational activities. These statements will be forward-looking, and actual results may differ materially. The Company intends to continue its practice of not updating forward-looking statements.
Company Profile
Adept is a global, leading provider of intelligent robots, autonomous mobile solutions and services that enable customers to achieve precision, speed, quality and productivity in their assembly, handling, packaging, testing, and logistical processes. With a comprehensive portfolio of high-performance motion controllers, application development software, vision-guidance technology and high-reliability robot mechanisms with autonomous capabilities, Adept provides specialized, cost-effective robotics systems and services to high-growth markets including medical, electronics, food and semiconductor; as well as to traditional industrial markets including machine tool automation and automotive components. More information is available at www.adept.com. All trade names are either trademarks or registered trademarks of their respective holders.
Use of Non-GAAP Financial Information
In addition to presenting GAAP net income (loss), we present non-GAAP adjusted EBITDA (loss), which we define as earnings before (to the extent otherwise applicable) interest expense, income taxes, depreciation and amortization, intangibles and goodwill impairment charges, merger and acquisition related expenses, stock compensation expense, and restructuring charges as a relevant measure of performance approximating operating cash flow, a metric commonly used among technology companies. We believe that this provides meaningful supplemental information to our investors regarding our ongoing operating performance. Adjusted EBITDA (loss) should be considered in addition to, and not as a substitute for, GAAP measures of financial performance. For more information on our adjusted EBITDA (loss) please see the table captioned "Reconciliation of GAAP net income (loss) to Adjusted EBITDA (loss)" below. While we believe that adjusted EBITDA (loss) is useful as described above, it is incomplete and should not be used to evaluate the full performance of the Company or its prospects. Although historically infrequent, unpredictable and significantly variable and thus included in this adjustment, mergers and acquisitions expenses may occur in the future if additional acquisitions are pursued. Further, while we have incurred restructuring expense in the past, this is not a routine aspect of our operating activities and varies in amount and effect. Additionally, stock-based compensation has been, and will continue to be, a recurring expense as an important incentive component of employee compensation. GAAP net income (loss) is the most complete measure available to evaluate all elements of our performance. Similarly, our Consolidated Statement of Cash Flows, as presented in our filings with the Securities and Exchange Commission, provides the full accounting for how we have decided to use resources provided to us from our customers and shareholders.
Forward Looking Statements
This press release contains forward-looking statements including, without limitation, statements about our expectations for stabilization of our business and revenues, market strategies for our sales and opportunities in our geographic markets, and our ability to grow our customer base, revenues, and cash flow. Such statements are based on current expectations about the Company's business. These statements are not guarantees of future performance and involve numerous risks and uncertainties that are difficult to predict. The Company's actual results could differ materially from those expressed in forward-looking statements for a variety of reasons, including but not limited to factors affecting our fluctuating operating results that are difficult to forecast or outside our control; our limited liquidity due to historical operating losses and negative cash flow, the dependence of our growth consistent with our long-term model on the successful execution of our mobile strategy and continued evolution towards collaborative automation, the effect of the current state of the manufacturing sector and other businesses of our customers; the effectiveness and unintended consequences of our restructuring actions and other expense-related matters; changes in our management team; the impact of acquisitions and strategic plans on our cash resources and operations, the Company's inability to accurately forecast or react quickly to changes in demand for our products; seasonality of results, particularly in Europe; risks of technical and commercial acceptance of the Company's new or current products; the costs of international operations, sales and suppliers and the impact of foreign currency exchange; the cyclicality of capital spending of the Company's customers and lack of long-term customer contracts; the highly competitive nature of and rapid technological change within the intelligent automation industry; the lengthy sales cycles for the Company's products; the Company's increasing investment in markets that are subject to increased regulation; risks associated with outsourced manufacturing and single sources of supply; potential delays associated with the development and introduction of new products; and potential costs of regulatory compliance.
For a discussion of risk factors relating to Adept, see Adept's SEC filings, including the Company's annual report on Form 10-K for the fiscal year ended June 30, 2014, which includes the discussion in Management's Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors.
CONDENSED CONSOLIDATED BALANCE SHEETS |
(in thousands, except per share amounts) |
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March 28,
2015 |
June 30,
2014 |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ 2,712 |
$ 7,600 |
Restricted cash |
74 |
194 |
Accounts receivable |
11,057 |
10,974 |
Inventories |
9,921 |
10,296 |
Other current assets |
801 |
545 |
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Total current assets |
24,565 |
29,609 |
Property and equipment, net |
878 |
1,082 |
Goodwill |
1,493 |
1,493 |
Other intangible assets, net |
613 |
796 |
Other assets |
106 |
90 |
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Total assets |
$ 27,655 |
$ 33,070 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Line of credit |
$ 1,750 |
$ — |
Accounts payable |
4,954 |
7,709 |
Accrued payroll and related expenses |
1,919 |
2,235 |
Accrued warranty expense |
901 |
897 |
Deferred revenue |
106 |
644 |
Accrued income tax, current |
— |
10 |
Other accrued liabilities |
624 |
848 |
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Total current liabilities |
10,254 |
12,343 |
Long-term liabilities: |
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Deferred income tax, long-term |
287 |
430 |
Long-term obligations |
7 |
130 |
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Total liabilities |
10,548 |
12,903 |
Stockholders' equity: |
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Common stock |
190,466 |
189,427 |
Treasury stock |
(42) |
(42) |
Accumulated deficit |
(172,967) |
(169,368) |
Accumulated other comprehensive income (loss) |
(350) |
150 |
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Total stockholders' equity |
17,107 |
20,167 |
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Total liabilities and stockholders' equity |
$ 27,655 |
$ 33,070 |
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
(unaudited) |
(in thousands, except per share amounts) |
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Three Months Ended |
Nine Months Ended |
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March 28,
2015 |
March 29,
2014 |
March 28,
2015 |
March 29,
2014 |
Revenues |
$ 14,114 |
$ 15,121 |
$ 40,313 |
$ 43,280 |
Cost of revenues |
8,277 |
8,207 |
22,973 |
23,265 |
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Gross margin |
5,837 |
6,914 |
17,340 |
20,015 |
Operating expenses: |
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Research, development and engineering |
2,041 |
1,774 |
5,413 |
5,180 |
Selling, general and administrative |
4,827 |
4,813 |
14,765 |
14,479 |
Settlement of litigation |
— |
— |
260 |
— |
Amortization of other intangible assets |
61 |
61 |
183 |
183 |
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Total operating expenses |
6,929 |
6,648 |
20,621 |
19,842 |
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Operating income (loss) |
(1,092) |
266 |
(3,281) |
173 |
Interest income (expense), net |
(11) |
12 |
(11) |
7 |
Foreign currency exchange gain (loss) |
(291) |
140 |
(387) |
201 |
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Income (loss) before income taxes |
(1,394) |
418 |
(3,679) |
381 |
Provision for (benefit from) income taxes |
(70) |
153 |
(80) |
310 |
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Net income (loss) |
(1,324) |
265 |
(3,599) |
71 |
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Effects of redeemable convertible preferred stock: |
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Accretion of preferred stock to redemption value |
— |
(234) |
— |
(282) |
Dividends allocated to preferred stockholders |
— |
(43) |
— |
(203) |
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Net loss attributable to common stockholders |
$ (1,324) |
$ (12) |
$ (3,599) |
$ (414) |
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Net loss per share attributable to common stockholders: |
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Basic |
$ (0.10) |
$ (0.00) |
$ (0.28) |
$ (0.04) |
Diluted |
$ (0.10) |
$ (0.00) |
$ (0.28) |
$ (0.04) |
Number of shares used in computing net loss per share attributable to common stockholders |
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Basic |
13,113 |
11,955 |
13,087 |
11,278 |
Diluted |
13,113 |
11,955 |
13,087 |
11,278 |
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Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA (Loss) |
(in thousands) |
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Three Months Ended |
Nine Months Ended |
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March 28,
2015 |
March 29,
2014 |
March 28,
2015 |
March 29,
2014 |
Net income (loss) |
$ (1,324) |
$ 265 |
$ (3,599) |
$ 71 |
Interest income (expense), net |
(11) |
12 |
(11) |
7 |
Provision for (benefit from) income taxes |
(70) |
153 |
(80) |
310 |
Depreciation and amortization |
255 |
273 |
783 |
821 |
Stock compensation expense |
233 |
549 |
684 |
1,640 |
Adjusted EBITDA (loss) |
$ (895) |
$ 1,228 |
$ (2,201) |
$ 2,835 |
CONTACT: Seth Halio
Chief Financial Officer
925-245-3400
Investor.relations@adept.com