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IVAC > SEC Filings for IVAC > Form 10-Q on 31-Jul-2009All Recent SEC Filings

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Form 10-Q for INTEVAC INC


31-Jul-2009

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This Quarterly Report on Form 10-Q contains forward-looking statements, which involve risks and uncertainties. Words such as "believes," "expects," "anticipates" and the like indicate forward-looking statements. These forward-looking statements include comments related to Intevac's shipments, projected revenue recognition, product costs, gross margin, operating expenses, interest income, income taxes, cash balances and financial results in 2009; projected customer requirements for Intevac's new and existing products, and when, and if, Intevac's customers will place orders for these products; Intevac's ability to proliferate its technology into major military programs and to develop and introduce commercial imaging products; and the timing of delivery and/or acceptance of the systems and products that comprise Intevac's backlog for revenue; legal proceedings; and internal controls. Intevac's actual results may differ materially from the results discussed in the forward-looking statements for a variety of reasons, including those set forth under "Risk Factors" and in other documents we file from time to time with the Securities and Exchange Commission, including our Annual Report on Form 10-K filed in March 2009 and amended in July 2009, and our periodic Form 10-Q's and Form 8-K's.
Overview
Intevac provides manufacturing equipment and solutions to the hard disk drive industry and offers advanced etch technology systems to the semiconductor industry. Intevac's 200 Lean® platform may be suitable for certain non-magnetic thin-film applications such as optical coatings, photovoltaic and wear-resistant coatings although to date Intevac has not received revenue from such applications. Intevac also provides sensors, cameras and systems for commercial applications in the inspection, medical, scientific and security industries and for government applications such as night vision and long-range target identification. Intevac's customers and potential customers include manufacturers of hard disk drives, semiconductor chips and wafers, as well as medical, scientific and security companies and the U.S. government and its contractors. Intevac reports two segments: Equipment and Intevac Photonics. Effective in the second quarter of 2008, Intevac renamed the Imaging Instrumentation segment to Intevac Photonics. During the third quarter of 2008, Intevac completed the acquisition of certain assets and liabilities of the magnetic media equipment business of OC Oerlikon Balzers Ltd. ("Oerlikon").
Product development and manufacturing activities occur in North America and Asia. Intevac has field offices in Asia to support its equipment customers. Intevac's equipment and service products are highly technical and, with the exception of Japan, are sold primarily through a direct sales force. In Japan, sales are typically made by Intevac's Japanese distributor, Matsubo. During the third quarter of 2008, Intevac entered into an alliance with a Korean equipment manufacturer and distributor, TES Co., Ltd. ("TES"). Under the agreement TES has the rights to manufacture and sell Intevac's Lean Etch® system to the Korean and Chinese markets, and Intevac has the rights to manufacture and sell TES' chemical vapor deposition equipment to customers throughout the rest of the world. To date no sales have been made pursuant to this contract.
Intevac's results are driven primarily by worldwide demand for hard disk drives, which in turn depends on end-user demand for personal computers, enterprise data storage, personal audio and video players and video game platforms. Intevac's business is subject to cyclical industry conditions, as demand for manufacturing equipment and services can change depending on supply and demand for hard disk drives, chips, and other electronic devices, as well as other factors, such as global economic conditions and technological advances in fabrication processes.


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The following table presents certain significant measurements for the three and six months ended June 27, 2009 and June 28 2008:

                                           Three months ended                                      Six months ended
                              June 27,          June 28,             %              June 27,           June 28,              %
                                2009              2008             Change             2009               2008              Change
                                                    (in thousands, except percentages and per share amounts)

Net revenues                 $ 12,318          $ 32,132             (61.7 )%       $  24,626          $ 65,307               (62.3 )%
Gross profit                 $  4,513          $ 13,133             (65.6 )%       $   8,778          $ 28,444               (69.1 )%
Gross margin percent             36.6 %            40.9 %            (4.3 )%            35.7 %            43.6 %             (7.9) %
Net income (loss)            $ (4,487 )        $   (937 )          (378.9 )%       $ (10,260 )        $    626            (1,739.0 )%
Earnings (loss) per
diluted share                $  (0.20 )        $  (0.04 )          (400.0 )%       $   (0.47 )        $   0.03            (1,666.7 )%

Financial results for the second quarter and first six months of fiscal 2009 reflected a challenging environment as Intevac's Equipment customers reduced or delayed capital expenditures as a result of reduced demand, price erosion and industry consolidation. Net sales decreased during the second quarter and first six months of fiscal 2009 primarily due to lower equipment sales to disk manufacturers partially offset by increased Intevac Photonics' product sales. The global economic climate and constrained financing environment have caused a broad slowdown in capital equipment purchases by Intevac's hard drive customers. The net loss for the second quarter and first six months of fiscal 2009 increased compared to the same periods in the prior year due to lower net sales and lower investment income, partially offset by lower operating expenses and higher income tax benefits. The decrease in operating expenses was a result of the global cost reduction plan implemented in the fourth quarter of 2008 and continuing focus on operating efficiency. As part of the global cost reduction plan, Intevac has reduced its global workforce by 21% and reduced its global infrastructure.
For the third quarter of 2009, Intevac expects its Equipment revenue to increase from the second quarter of 2009 but remain below third quarter 2008 levels as a result of lower demand due to the global macroeconomic conditions as hard drive customers experience tightening credit, inventory rationalization throughout all channels and price competition. Intevac expects Intevac Photonics revenues in the third quarter of 2009 to increase from the second quarter of 2009.
"200 Lean®", "AccuLuber™", "ExaminerR™", "Lean Etch®", "LIVAR®", "MicroVista®", "NightVista®", "MOSIR®", "LithoPrime™", "Night Port™" and "NanoVista™", among others, are our trademarks. Results of Operations
Net revenues

                               Three months ended                        Six months ended
                       June 27,      June 28,         %         June 27,      June 28,         %
                         2009          2008        Change         2009          2008        Change
                                            (in thousands, except percentages)

  Equipment            $   6,066     $  25,730       (76.4 )%   $  12,184     $  52,703       (76.9 )%
  Intevac Photonics        6,252         6,402        (2.3 )%      12,442        12,604        (1.3 )%

  Total net revenues   $  12,318     $  32,132       (61.7 )%   $  24,626     $  65,307       (62.3 )%

Net revenues consist primarily of equipment sales used to manufacture thin-film disks, and, to a lesser extent, related equipment and system components; contract research and development related to the development of electro-optical sensors, cameras and systems, low-light imaging products and table-top and handheld Raman instruments.


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Equipment revenue for the three months ended June 27, 2009 decreased over the same period in the prior year as a result of lower sales of disk sputtering systems and spare parts, offset in part by higher sales of disk equipment technology upgrades. During the second quarter of 2009 Intevac recognized revenue on one AccuLuberTM system, disk equipment technology upgrades and spare parts. Equipment revenue for the six months ended June 27, 2009 decreased over the same period in the prior year as a result of lower sales of disk sputtering systems, disk equipment technology upgrades and spare parts. Equipment revenue for the six months ended June 27, 2009 included revenue recognition for, five AccuLuber systems, upgrades and spare parts. Equipment revenue for the three and six months ended June 27, 2009 did not include any 200 Lean systems. During the second quarter of fiscal 2008, Intevac recognized revenue on four 200 Lean systems, disk equipment technology upgrades and spare parts. Equipment revenue for the six months ended June 28, 2008 included revenue recognition for six 200 Lean systems, eleven disk lubrication systems including one AccuLuber system, upgrades and spare parts. While the uncertainty of end market demand continues to dampen expectations for the hard drive market, Intevac expects that in 2009 the demand for equipment will result primarily from the first shipments of patterned media development systems, incremental research and development systems, and the replacement of legacy systems with 200 Leans to support the continued growth in mobile drives. Intevac does not expect any of its hard drive customers to add new systems for capacity in 2009.
Intevac Photonics revenue for the three and six months ended June 27, 2009 decreased over the same periods in the prior year which was the result of decreased contract research and development work, offset in part by increased product sales. Intevac Photonics revenues for the three months ended June 27, 2009 consisted of $3.3 million of research and development contract revenue and $2.9 million of product sales as compared to $4.0 million of research and development contract revenue and $2.4 million of product sales for the three months ended June 28, 2008. Intevac Photonics revenues for the six months ended June 27, 2009 consisted of $7.0 million of research and development contract revenue and $5.5 million of product sales as compared to $8.2 million of research and development contract revenue and $4.4 million of product sales for the six months ended June 28, 2008. The increase in product revenue resulted from higher sales of digital night vision camera modules, systems and commercial products. The decrease in contract research and development revenue was the result of a lower volume of contracts and no revenue from contract close-outs. Intevac expects that in the remainder of 2009, Intevac Photonics revenues will grow driven by government spending as well as growth in commercial products. Substantial growth in future Intevac Photonics revenues is dependent on proliferation of Intevac's technology into major military programs, continued defense spending, the ability to obtain export licenses for foreign customers, obtaining production subcontracts for these programs, and development and sale of commercial products.
Intevac's backlog of orders at June 27, 2009 was $44.0 million, as compared to $20.2 million at December 31, 2008 and $27.7 million at June 28, 2008. The $44.0 million of backlog at June 27, 2009 consisted of $34.0 million of Equipment backlog and $10.0 million of Intevac Photonics backlog. The $20.2 million of backlog at December 31, 2008 consisted of $11.4 million of Equipment backlog and $8.8 million of Intevac Photonics backlog. Backlog at June 27, 2009 included five 200 Lean systems as compared to one at December 31, 2008 and four at June 28, 2008.
International sales decreased by 76.2% to $5.9 million for the three months ended June 27, 2009 from $24.7 million for the three months ended June 28, 2008 and by 77.0% to $11.8 million for the six months ended June 27, 2009 from $51.1 million for the six months ended June 28, 2008. International sales include products shipped to overseas operations of U.S. companies. The decrease in international sales was primarily due to a decrease in net revenues from disk sputtering systems, upgrades and spare parts. Substantially all of Intevac's international sales are to customers in Asia. International sales constituted 47.8% of net revenues for the three months ended June 27, 2009 and 76.9% of net revenues for the three months ended June 28, 2008. International sales constituted 48.0% of net revenues for the six months ended June 27, 2009 and 78.3% of net revenues for the six months ended June 28, 2008. The mix of domestic versus international sales will change from period to period depending on the location of Intevac's largest customers in each period.


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Gross profit

                                          Three months ended                                   Six months ended
                             June 27,          June 28,             %            June 27,          June 28,             %
                               2009              2008            Change            2009              2008            Change
                                                            (in thousands, except percentages)

Equipment gross profit       $ 2,379          $ 10,898            (78.2 )%       $ 4,207          $ 23,606            (82.2 )%
% of Equipment net
revenues                        39.2 %            42.4 %                            34.5 %            44.8 %
Intevac Photonics
gross profit                 $ 2,134          $  2,235             (4.5 )%       $ 4,571          $  4,838             (5.5 )%
% of Intevac Photonics
net revenues                    34.1 %            34.9 %                            36.7 %            38.4 %
Total gross profit           $ 4,513          $ 13,133            (65.6 )%       $ 8,778          $ 28,444            (69.1 )%
% of net revenues               36.6 %            40.9 %                            35.6 %            43.6 %

Cost of net revenues consists primarily of purchased materials and costs attributable to contract research and development, and also includes fabrication, assembly, test and installation labor and overhead, customer-specific engineering costs, warranty costs, royalties, provisions for inventory reserves and scrap. Cost of net revenues for the three and six months ended June 27, 2009 included $104,000 and $211,000 of equity-based compensation expense, respectively. Cost of net revenues for the three and six months ended June 28, 2008 included $204,000 and $453,000 of equity-based compensation expense, respectively.
Equipment gross margin was 39.2% in the three months ended June 27, 2009 compared to 42.4% in the three months ended June 28, 2008 and was 34.5% in the six months ended June 27, 2009 compared to 44.8% in the six months ended June 28, 2008. The lower gross margin was due primarily to lower revenues, lower factory utilization, and costs from an acquired business partially offset by changes in product mix to higher-margin technology upgrades and the savings from the global cost reduction plan implemented in the fourth quarter of 2008. Intevac expects the gross margin for the Equipment business in the third quarter of 2009 will improve over the first half of 2009 due to improved factory utilization and product mix and decline over the third quarter of 2008 due to lower revenue levels. Gross margins in the Equipment business will vary depending on a number of factors, including product mix, product cost, system configuration and pricing, factory utilization, and provisions for excess and obsolete inventory.
Intevac Photonics gross margin was 34.1% in the three months ended June 27, 2009 compared to 34.9% in the three months ended June 28, 2008 and was 36.7% in the six months ended June 27, 2009 compared to 38.4% in the six months ended June 28, 2008. The decrease in gross margin resulted primarily from higher manufacturing costs and higher contract R & D costs as a percentage of net revenues. Intevac expects the gross margin for the Intevac Photonics business in the third quarter of 2009 to improve over the first half of 2009 and the third quarter of 2008, primarily as a result of the projected increase in product sales, which typically carry higher gross margins.

Research and development

                                         Three months ended                                   Six months ended
                             June 27,         June 28,             %             June 27,          June 28,             %
                               2009             2008            Change             2009              2008            Change
                                                            (in thousands, except percentages)

Research and
development expense          $ 7,385          $ 8,418            (12.3 )%       $ 15,415          $ 17,806            (13.4 )%
% of net revenues               60.0 %           26.2 %                             62.6 %            27.3 %

Research and development spending decreased in Equipment and increased in Intevac Photonics during the three and six months ended June 27, 2009 as compared to the three and six months ended June 28, 2008. The decrease in Equipment spending was due primarily to a reduction in spending on the Lean Etch product line (as the


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product design phase is substantially complete and on-going efforts are primarily related to continuous improvement) and savings from the global cost reduction plan implemented in the fourth quarter of 2008, offset by initial investment in photovoltaic development. The increase in Intevac Photonics research and development reflected increased spending for sensor yield improvements, sensor development and digital night vision goggle development. Intevac expects that research and development spending will decrease in the third quarter of 2009 over the second quarter of 2009 primarily as a result of the lower level of spending on Intevac's Lean Etch product line and lower Photonics research and development costs. Intevac expects that research and development spending will decrease in the third quarter of 2009 over the same quarter in the previous year primarily as a result of the lower level of spending on Intevac's Lean Etch product line. Research and development expense for the three and six months ended June 27, 2009 included $394,000 and $838,000 of equity-based compensation expense, respectively. Research and development expense for the three and six months ended June 28, 2008 included $463,000 and $929,000 of equity-based compensation expense, respectively. Research and development expenses do not include costs of $2.0 million and $4.0 million for the three and six months ended June 27, 2009 respectively, or $2.4 million and $4.9 million for the three and six months ended June 28, 2008, respectively, which are related to Intevac Photonics contract research and development and included in cost of net revenues.
Selling, general and administrative

                                         Three months ended                                   Six months ended
                             June 27,         June 28,             %             June 27,          June 28,             %
                               2009             2008            Change             2009              2008            Change
                                                            (in thousands, except percentages)

Selling, general and
administrative expense       $ 5,394          $ 7,413            (27.2 )%       $ 11,103          $ 14,477            (23.3 )%
% of net revenues               43.8 %           23.1 %                             45.1 %            22.2 %

Selling, general and administrative expense consists primarily of selling, marketing, customer support, financial and management costs. The decrease in selling, general and administrative spending in the three and six months ended June 27, 2009 compared to the three and six months ended June 28, 2008 was primarily the result of savings from the global cost reduction plan implemented in the fourth quarter of 2008. Intevac expects that selling, general and administrative expenses will also decrease in the third quarter of 2009 over the amount spent in the same quarter in the previous year and remain flat as compared to the second quarter of 2009. Selling, general and administrative expense for the three and six months ended June 27, 2009 included $814,000 and $1.7 million of equity-based compensation expense, respectively. Selling, general and administrative expense for the three and six months ended June 28, 2008 included $976,000 and $1.9 million of equity-based compensation expense, respectively.
Interest income and other, net

                                         Three months ended                                  Six months ended
                             June 27,         June 28,             %            June 27,         June 28,             %
                               2009             2008            Change            2009             2008            Change
                                                           (in thousands, except percentages)

Interest income and
other, net                   $   228          $   806            (71.7 )%       $   658          $ 2,217            (70.3 )%

Interest income and other, net consists primarily of interest income on investments and foreign currency gains and losses. The decrease in interest and other income in the three and six months ended June 27, 2009 resulted from lower average invested balances, lower interest rates and fluctuations in foreign currency gains and losses. Intevac expects interest income to decrease in the third quarter of 2009 over the same period in the previous year due primarily to lower investment portfolio balances and interest rates.


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Income tax benefit

                                  Three months ended                     Six months ended
                           June 27,     June 28,        %        June 27,     June 28,        %
                             2009         2008       Change        2009         2008       Change
                                             (in thousands, except percentages)

     Income tax benefit    $ 3,551      $   955       271.8 %    $ 6,822      $ 2,248       203.5 %

Intevac's effective income tax rate for the three and six months ended June 27, 2009 was 44.2% and 45.9%, respectively. Intevac's effective income tax rate for the three and six months ended June 28, 2008 was 50.5% and 138.6%, respectively. Intevac adjusts its effective income tax rate each quarter to be consistent with the estimated annual effective income tax rate. The effective income tax rate differs from the applicable statutory rates due primarily to the utilization of deferred and current credits, the effect of permanent differences and the geographical composition of Intevac's worldwide earnings. Intevac's effective income tax rate is highly dependent on the availability of tax credits and the geographic composition of Intevac's worldwide earnings.
During the first quarter of 2009, Intevac established an additional valuation allowance to fully reserve its California state deferred tax assets due to the impact of California tax legislation that was enacted in February 2009. This additional valuation allowance decreased the income tax benefit by $1.0 million. Intevac recognized the effect of the change in valuation allowance as a discrete item during the period.
Liquidity and Capital Resources
At June 27, 2009, Intevac had $96.2 million in cash, cash equivalents, and investments compared to $105.5 million at December 31, 2008. During the first six months of 2009, cash and cash equivalents and investments decreased by $9.3 million due primarily to cash used by operating activities, a scheduled payment to the owners of DeltaNu, LLC, and purchases of fixed assets partially offset by cash received from the sale of Intevac common stock to Intevac's employees through Intevac's employee benefit plans.
Cash, cash-equivalents and investments consist of the following:

                                                    June 27,       December 31,
                                                      2009             2008
                                                           (In thousands)
     Cash and cash equivalents                      $  17,990     $       39,201
     Short-term investments                            11,990                  -
     Long-term investments                             66,187             66,328

     Total cash, cash equivalents and investments   $  96,167     $      105,529

Operating activities used cash of $9.7 million and $20.0 million during the first six months of 2009 and 2008, respectively. The decrease in cash used by operating activities was due primarily to changes in working capital, partially offset by the reduction in net income, and non-cash changes in deferred taxes during the first six months of 2009.
Accounts receivable totaled $17.1 million at June 27, 2009, compared to $15.0 million at December 31, 2008. The increase of $2.1 million in the receivable balance was due to billings at the end of the second quarter for deposits on new orders, partially offset by lower revenues and improved collection activities. Total net inventories increased to $19.6 million at June 27, 2009, compared to $17.7 million at December 31, 2008 primarily as a result of inventory build for planned shipments in the latter half of 2009. Accounts payable increased slightly to $4.5 million at June 27, 2009 compared to $4.2 million at December 31, 2008. Accrued payroll and related liabilities increased by $454,000 during the six months ended June 27, 2009. Customer advances increased by $1.7 million during the first six months of 2009, as a result of new orders received from Intevac's customers in the second quarter.


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Investing activities in the first six months of 2009 used cash of $9.9 million. Purchases of investments, net of proceeds from maturities of investments, totaled $8.5 million. Capital expenditures for the six months ended June 27, 2009 were $1.5 million.
Financing activities in the first six months of 2009 used cash of $1.5 million. Intevac made a scheduled payment of $2.0 million to the owners of DeltaNu, LLC, which Intevac acquired in the first quarter of 2007. Intevac generated $513,000 during the six months ended June 27, 2009 from the sale of Intevac common stock to Intevac's employees through Intevac's employee benefit plans.
It is anticipated that market conditions may remain weak, but Intevac anticipates that its efforts to reduce costs through its global cost reduction . . .

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