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PRCP > SEC Filings for PRCP > Form 10-K on 25-Sep-2009All Recent SEC Filings

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Form 10-K for PERCEPTRON INC/MI


25-Sep-2009

Annual Report


ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SAFE HARBOR STATEMENT
We make statements in this Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 13 to the Consolidated Financial Statements that may be "forward-looking statements" within the meaning of the Securities Exchange Act of 1934, including the Company's expectation as to its fiscal year 2010 and future new order bookings, revenue, expenses, net income and backlog levels, trends affecting its future revenue levels, the rate of new orders, the timing of revenue and net income increases from new products which we have recently released or have not yet released, the timing of the introduction of new products and our ability to fund our fiscal year 2010 and future cash flow requirements. We may also make forward-looking statements in our press releases or other public or shareholder communications. When we use words such as "will," "should," "believes," "expects," "anticipates," "estimates" or similar expressions, we are making forward-looking statements. We claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 for all of our forward-looking statements. While we believe that our forward-looking statements are reasonable, you should not place undue reliance on any such forward-looking statements, which speak only as of the date made. Because these forward-looking statements are based on estimates and assumptions that are subject to significant business, economic and competitive uncertainties, many of which are beyond our control or are subject to change, actual results could be materially different. Factors that might cause such a difference include, without limitation, the risks and uncertainties discussed from time to time in our reports filed with the Securities and Exchange Commission, including those listed in "Item 1A - Risk Factors" in this report. Other factors not currently anticipated by management may also materially and adversely affect our financial condition, liquidity or results of operations. Except as required by applicable law, we do not undertake, and expressly disclaim, any obligation to publicly update or alter our statements whether as a result of new information, events or circumstances occurring after the date of this report or otherwise. The Company's expectations regarding future bookings and revenues are projections developed by the Company based upon information from a number of sources, including, but not limited to, customer data and discussions. These projections are subject to change based upon a wide variety of factors, a number of which are discussed above. Certain of these new orders have been delayed in the past and could be delayed in the future. Because the Company's Automated Systems segment products are typically integrated into larger systems or lines, the timing of new orders is dependent on the timing of completion of the overall system or line. In addition, because the Company's Automated Systems segment products have shorter lead times than other components and are required later in the process, orders for the Company's Automated Systems segment products tend to be given later in the integration process. The Company's Technology Products segment products are subject to the timing of firm orders from its customers, which may change on a monthly basis. In addition, because the Company's Technology Products segment products require short lead times from firm order to delivery, the Company purchases long lead time components before firm orders are in hand. A significant portion of the Company's projected revenues and net income depends upon the Company's ability to successfully develop and introduce new products and expand into new geographic markets. Because a significant portion of the Company's revenues are denominated in foreign currencies and are translated for financial reporting purposes into U.S. Dollars, the level of the Company's reported net sales, operating profits and net income are affected by changes in currency exchange rates, principally between U.S. Dollars and Euros. Currency exchange rates are subject to significant fluctuations, due to a number of factors beyond the control of the Company, including general economic conditions in the United States and other countries. Because the Company's expectations regarding future revenues, order bookings, backlog and operating results are based upon assumptions as to the levels of such currency exchange rates, actual results could differ materially from the Company's expectations. Overview
Perceptron, Inc. ("Perceptron" or the "Company") develops, produces and markets non-contact metrology solutions for manufacturing process control as well as sensor and software technologies for non-contact measurement and inspection applications. Perceptron's product offerings are designed to improve quality, increase productivity and decrease costs in manufacturing and product development. Perceptron also produces innovative technology solutions for scanning and inspection, serving industrial, trade and consumer applications. The solutions offered by the Company are divided into two groups: 1) The Technology Products Group made up of ScanWorksâ, WheelWorksâ, sensors for the forest products industry, and commercial products; and 2) The Automated Systems Group made up of AutoGaugeâ, AutoFitâ, AutoScanâ, and AutoGuideâ products and training, consulting and non-warranty support services. The Company services multiple markets, with the largest being the automotive industry. The Company's primary operations are in North America, Europe and Asia.
Fiscal 2009 sales of the Company's Technology Products segment represented 51% of the Company's total sales compared to 46% in fiscal 2008. The increased percentage represented both an increase in the Company's commercial products sales that mitigated lower sales of WheelWorks® and ScanWorks®and the fact that the Company's overall net sales were lower by $11.0 million in fiscal 2009 compared to fiscal 2008. The Company's strategic commercial products initiative, which began in 2007, to reduce its reliance on the automotive market positioned the Company to better weather


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the global recession and the distressed financial conditions of automotive manufacturers in the North American market during fiscal 2009. During fiscal 2009, the Company saw an increase in sales of its commercial products due to sales by Snap-on Logistics Company ("Snap-on") under the BK5500 name and the commercial products sold by Ridge Tool Company ('Ridge Tool") under the SeeSnake®micro™ and microEXPLORER™ Digital Inspection Camera names. In the fourth quarter, the Company began selling a new product to Snap-on marketed by Snap-on under the BK6000 name. The BK6000 includes advanced features over and above those of the BK5500 such as a larger LCD screen to improve viewing, video capture, digital zoom, an audio input jack, external SD card and mini-USB access, and a removable, rechargeable lithium ion battery. Also in the fourth quarter of fiscal 2009, two new accessories were sold to Snap-on to round out their family of products. The two accessories were the 8.5 mm UV imager used for easy detection of leaks and the 9 mm dual view imager that allows users to look either forward through the end of the imager head or look out from the side. The Company is continuing to invest in research and development for new commercial products and has engineering projects underway that should begin to have a positive effect on other Technology Products sales in the second half of fiscal 2010. The Company's Supply Agreement with Ridge Tool, which was scheduled to expire on September 1, 2009, has been extended until October 31, 2009. The Company and Ridge Tool are in discussions related to each other's future business needs. There can be no assurances that Ridge Tool will continue as a distributor of our commercial products beyond October 31, 2009, which would result in reduced revenues from Ridge Tool in fiscal 2010. Margins on the sale of inventory held for Ridge Tool could be reduced if additional costs were incurred, or if sales prices were lower, for sales to the Company's customer. The Company has been, and is currently in, discussions with multiple potential strategic customers in distinct market segments to distribute commercial products designed specifically for their markets.
Fiscal 2009 sales of the Company's Automated Systems segment represented 49% of the Company's total sales compared to 54% in fiscal 2008. Significantly affecting fiscal 2009 Automated Systems sales was the global economic recession, the turbulent automotive market and the severely distressed financial condition of General Motors Company ("GM") and Chrysler Group LLC ("Chrysler") in North America. New vehicle tooling programs represent the most important selling opportunity for the Company's automotive related sales, and the number and timing of new vehicle tooling programs varies in accordance with individual automotive manufacturers' plans. In fiscal 2009 the Company saw changes in new tooling programs, including reductions in scope and timing that resulted in several of the Company's orders being cancelled or delayed. Toward the end of the fourth quarter of fiscal 2009, the Company saw some early indications that may bode well for fiscal 2010 such as previously delayed projects now being scheduled for fiscal year 2010, increased interest by customers in the enhanced functionality that is being incorporated into the AutoGauge® product and increased business activity in Asia. The Company continued its investments in Asia during fiscal 2009 by opening a direct sales, application and support office in Chennai, India.
Outlook - The cost reduction actions implemented in January 2009 along with additional cost reductions in July 2009 are expected to reduce costs by approximately $5.4 million in fiscal 2010 and have positioned the Company to improve its financial performance in the current economic climate and to benefit from future improvements in the economy and global automotive sales. The cost reductions were implemented primarily in the Company's Automated Systems business and did not affect the commercial products portion of the Company's business. Although the Company expects the first quarter of fiscal 2010 to be another difficult quarter there have been some initial signs that conditions in the automotive industry have begun to improve. The Company is in a strong financial position to weather these economic times. At June 30, 2009, the Company had cash, cash equivalents and short-term investments of $23.9 million and no debt compared to $22.2 million of cash and cash equivalents and no debt at June 30, 2008.
Results of Operations
Fiscal Year Ended June 30, 2009, Compared to Fiscal Year Ended June 30, 2008 Overview - The Company reported a net loss of $3.5 million or $0.40 per diluted share, for the fiscal year ended June 30, 2009 compared with net income of $995,000, or $0.11 per diluted share, for the fiscal year ended June 30, 2008. Specific line item results are described below.
Sales - Net sales of $61.5 million for fiscal 2009 decreased $11.0 million, or 15.2%, compared with the same period one year ago. The following tables set forth comparison data for the Company's net sales by segment and geographic location.

    Sales (by segment)
    (in millions)                2009                   2008              Increase/(Decrease)
    Automated Systems     $ 30.1        48.9 %   $ 39.1        53.9 %   $     (9.0 )       (23.0 )%
    Technology Products     31.4        51.1 %     33.4        46.1 %         (2.0 )        (6.0 )%

    Totals                $ 61.5       100.0 %   $ 72.5       100.0 %   $    (11.0 )       (15.2 )%


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    Sales (by location)
    (in millions)                2009                   2008              Increase/(Decrease)
    Americas              $ 38.8        63.1 %   $ 43.3        59.7 %   $     (4.5 )       (10.4 )%
    Europe                  19.3        31.4 %     24.2        33.4 %         (4.9 )       (20.2 )%
    Asia                     3.4         5.5 %      5.0         6.9 %         (1.6 )       (32.0 )%

    Totals                $ 61.5       100.0 %   $ 72.5       100.0 %   $    (11.0 )       (15.2 )%

The decrease of $9.0 million in fiscal 2009 Automated Systems sales compared to fiscal 2008 primarily occurred in the third and fourth quarters and was a direct reflection of the global economic conditions in the automotive industry. The decline occurred primarily in the Americas with lesser declines in Europe and Asia. During the fourth quarter of fiscal 2009, both General Motors Corporation and Chrysler LLC entered into bankruptcy in the United States. These bankruptcies and the process leading up to them disrupted the normal flow of orders and caused several projects to be put on hold or cancelled. Likewise other companies that supported these two automotive companies also took a wait and see position before committing to purchases. Of the $4.9 million decline in sales in Europe $1.5 million was due to lower foreign currency exchange rates in fiscal 2009 compared to fiscal 2008. Asian automotive companies instituted a freeze on capital spending beginning in the third quarter which continued through the fourth quarter. Technology Products' sales decreased primarily from lower sales in WheelWorks® and ScanWorks®, also due to global economic conditions, which were partially mitigated by increased sales of commercial products.
Bookings - Bookings represent new orders received from customers. During fiscal 2009 the Company had new order bookings of $53.5 million compared with new order bookings of $75.0 million during fiscal 2008. The amount of new order bookings during any particular period is not necessarily indicative of the future operating performance of the Company. The following tables set forth comparison data for the Company's bookings by segment and geographic location.

   Bookings (by segment)
   (in millions)                  2009                   2008              Increase/(Decrease)
   Automated Systems       $ 27.5        51.4 %   $ 43.4        57.9 %   $    (15.9 )       (36.6 )%
   Technology Products       26.0        48.6 %     31.6        42.1 %         (5.6 )       (17.7 )%

   Totals                  $ 53.5       100.0 %   $ 75.0       100.0 %   $    (21.5 )       (28.7 )%

   Bookings (by location)
   (in millions)                   2009                   2008              Increase/(Decrease)
   Americas                 $ 29.6        55.3 %   $ 41.9        55.9 %   $    (12.3 )       (29.4 )%
   Europe                     21.8        40.8 %     26.5        35.3 %         (4.7 )       (17.7 )%
   Asia                        2.1         3.9 %      6.6         8.8 %         (4.5 )       (68.2 )%

   Totals                   $ 53.5       100.0 %   $ 75.0       100.0 %   $    (21.5 )       (28.7 )%

Bookings began fiscal year 2009 stronger than in fiscal 2008 and declined thereafter. Bookings in the first quarter were higher than in the first quarter of 2008 by $2.9 million. Second quarter bookings declined by $5.2 million while third quarter bookings declined the most at $11.7 million. While fourth quarter bookings declined by $7.4 million, the decline was less than in the third quarter. Bookings decreased in both segments in all locations. The significant decrease in Automated Systems bookings was primarily in the Americas reflecting the severe negative economic conditions in the automotive industry. The decline in Technology Products bookings occurred primarily in WheelWorks® and ScanWorks® while commercial products bookings were flat year over year. The overall decline in Technology Products was primarily in the Americas and Europe and to a lesser extent in Asia.
Backlog - Backlog represents orders or bookings received by the Company that have not yet been filled. The Company's backlog was $17.4 million as of June 30, 2009 compared with $25.4 million as of June 30, 2008. The following tables set forth comparison data for the Company's backlog by segment and geographic location.

    Backlog (by segment)
    (in millions)                 2009                   2008              Increase/(Decrease)
    Automated Systems      $ 15.0        86.2 %   $ 17.4        68.5 %   $    (2.4 )        (13.8 )%
    Technology Products       2.4        13.8 %      8.0        31.5 %        (5.6 )        (70.0 )%

    Totals                 $ 17.4       100.0 %   $ 25.4       100.0 %   $    (8.0 )        (31.5 )%


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   Backlog (by location)
   (in millions)                  2009                   2008              Increase/(Decrease)
   Americas                $  5.7        32.7 %   $ 14.9        58.7 %   $    (9.2 )        (61.7 )%
   Europe                    11.1        63.8 %      8.6        33.8 %         2.5           29.1 %
   Asia                       0.6         3.5 %      1.9         7.5 %        (1.3 )        (68.4 )%

   Totals                  $ 17.4       100.0 %   $ 25.4       100.0 %   $    (8.0 )        (31.5 )%

The Company generally expects to be able to fill substantially all of the orders in backlog during the following twelve months. The decline in Automated Systems backlog was primarily in value-added services. The decrease in Technology Products was primarily in commercial products and reflected the fact that the Company is off backorder status for these products. The level of backlog during any particular period is not necessarily indicative of the future operating performance of the Company. Most of the backlog is subject to cancellation by the customer.
Gross Profit - Gross profit was $20.9 million, or 34% of sales, in the fiscal year ended June 30, 2009, as compared to $29.8 million, or 41.1% of sales, in the fiscal year ended June 30, 2008. The decline in the gross profit percentage in fiscal 2009 compared to fiscal 2008 was primarily due to lower margins in Automated Systems which was principally a function of the lower sales level and the relatively fixed labor and related costs for this business segment. During fiscal 2009, the Company conducted a global inventory review to consolidate inventory management and levels for its Automated Systems and its ScanWorks® products. As a result of this review, cost of goods sold was negatively impacted by a charge of $1.1 million in fiscal 2009 for obsolete and excess inventory compared to a charge of $453,000 in fiscal 2008. The weaker Euro exchange rate in fiscal 2009 compared to fiscal 2008 also negatively impacted gross margin by approximately $800,000.
Selling, General and Administrative (SG&A) Expenses - SG&A expenses in fiscal 2009 were $16.7 million, compared with $19.3 million in fiscal 2008. Of the $2.6 million decrease, approximately $600,000 was due to costs recorded in fiscal 2008 related to the retirement of a former executive of the Company and $500,000 related to implementing Section 404 of the Sarbanes Oxley Act relating to internal controls over financial reporting. The remaining $1.5 million decrease was primarily due to lower costs in salaries, benefits, travel and entertainment, advertising and sales promotions resulting from the cost reduction actions the Company took in January 2009. Partially offsetting these decreases in fiscal 2009 was a $486,000 charge for bad debt expense compared to a credit to bad debt expense of $171,000 in fiscal 2008. In addition, the weaker Euro exchange rate had the effect of reducing expenses in fiscal 2009 by approximately $400,000.
Engineering, Research and Development (R&D) Expenses - Engineering and R&D expenses were $8.0 million for fiscal 2009, compared with $8.6 million for fiscal 2008. The decrease was primarily due to reductions in engineering and R&D expenses in the Company's Automated Systems business segment. Reductions occurred in contract services, engineering materials and salaries. Engineering and R&D costs for the Company's new commercial products line increased in fiscal 2009 by approximately $100,000 over fiscal 2008 principally for added personnel in product development.
Interest Income, net - Net interest income was $709,000 in fiscal 2009, compared with $1.0 million in fiscal 2008. The decrease in interest income for fiscal year 2009 compared to fiscal 2008 was principally due to lower interest rates during fiscal 2009.
Foreign Currency Gain (Loss) - There was a net foreign currency gain of $64,000 in fiscal 2009 compared with $287,000 in fiscal 2008. The effect in fiscal 2009 was a result of foreign currency gains related to the Yen that was mitigated by foreign currency losses related to both the Real and Euro. The foreign currency gain in fiscal 2008 related to changes in the Yen and Euro. Foreign currency effects are primarily due to the change in foreign exchange rates between the time that the Company's foreign subsidiaries received material denominated in U.S. dollars and when funds were converted to pay for the material received. Impairment on Long-Term Investment - During fiscal 2009 the Company's long-term investments were exchanged for preferred stock of the issuers and the Company determined that these investments had been other-than-temporarily impaired. Based on an independent valuation, the Company wrote down the value of these investments by $728,000 and reclassified $767,000 from other comprehensive income for a total other-than-temporary charge of $1.5 million compared to a write-down in fiscal 2008 of $2.6 million. See Note 1 of the Notes to the Consolidated Financial Statements, "Long and Short-term Investments". Income Taxes - The effective income tax rate of 36.6% for fiscal 2009 compares to (35.6%) for fiscal 2008. Income taxes for fiscal 2008 included the recognition of a $619,000 tax benefit associated with reversing a valuation allowance related to certain tax credits in North America. The effective tax rate for fiscal 2008 excluding this item was 48.8%. In addition, the Company is not able to record a tax benefit for non-cash stock-based compensation expense related to incentive stock options and the Company's Employee Stock Purchase Plan, which had the effect of decreasing the effective tax benefit rate in fiscal 2009 by 0.1% and increasing the effective tax rate in fiscal 2008 by 6.0%. The balance


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of the change in the effective tax rate reflected the effect of the mix of operating profit and loss among the Company's various operating entities and their respective tax rates. See Note 10 of the Notes to the Consolidated Financial Statements, "Income Taxes".
Fiscal Year Ended June 30, 2008, Compared to Fiscal Year Ended June 30, 2007 Overview - The Company reported net income of $995,000 or $0.11 per diluted share, for the fiscal year ended June 30, 2008 compared with net income of $1.5 million, or $0.17 per diluted share, for the fiscal year ended June 30, 2007. Specific line item results are described below.
Sales - Net sales of $72.5 million for fiscal 2008 were up $10.2 million, or 16.4%, compared with the same period one year ago. The following tables set forth comparison data for the Company's net sales by segment and geographic location.

    Sales (by segment)
    (in millions)                2008                   2007              Increase/(Decrease)
    Automated Systems     $ 39.1        53.9 %   $ 42.3        67.9 %   $     (3.2 )        (7.6 )%
    Technology Products     33.4        46.1 %     20.0        32.1 %         13.4          67.0 %

    Totals                $ 72.5       100.0 %   $ 62.3       100.0 %   $     10.2          16.4 %

    Sales (by location)
    (in millions)                2008                   2007              Increase/(Decrease)
    Americas              $ 43.3        59.7 %   $ 33.1        53.1 %   $    10.2           30.8 %
    Europe                  24.2        33.4 %     26.8        43.0 %        (2.6 )         (9.7 )%
    Asia                     5.0         6.9 %      2.4         3.9 %         2.6          108.3 %

    Totals                $ 72.5       100.0 %   $ 62.3       100.0 %   $    10.2           16.4 %

The decrease in fiscal 2008 Automated Systems sales compared to fiscal 2007 was attributable to the turbulent economic conditions in the automotive markets in the Americas and Europe, partially offset by increased sales in Asia. During fiscal 2008, significantly higher gas prices and the generally stagnant U.S. economy caused car companies to lose sales which prompted additional cutbacks in capital spending, new vehicle tooling programs and plant closings. The manufacturers' shift of production to new and fuel efficient models represents a future opportunity for the Company. The sales increase in Asia was primarily in the Automated Systems segment. Mitigating the decrease in European sales was the strength of the Euro which had the effect of increasing sales by $2.9 million over fiscal 2007. Technology Products' sales growth was primarily due to sales of the Company's new commercial product and was the primary reason for the increase in sales in the Americas. ScanWorks® and WheelWorks® also showed increased sales over fiscal 2007.
Bookings - Bookings represent new orders received from customers. During fiscal 2008 the Company had new order bookings of $75.0 million compared with new order bookings of $66.4 million during fiscal 2007. The amount of new order bookings during any particular period is not necessarily indicative of the future operating performance of the Company. The following tables set forth comparison data for the Company's bookings by segment and geographic location.

   Bookings (by segment)
   (in millions)                  2008                   2007               Increase/(Decrease)
   Automated Systems       $ 43.4        57.9 %   $ 38.6        58.1 %   $     4.8             12.4 %
   Technology Products       31.6        42.1 %     27.8        41.9 %         3.8             13.7 %

   Totals                  $ 75.0       100.0 %   $ 66.4       100.0 %   $     8.6             13.0 %

  Bookings (by location)
  (in millions)                   2008                   2007               Increase/(Decrease)
  Americas                 $ 41.9        55.9 %   $ 41.3        62.2 %   $    0.6               1.5 %
  Europe                     26.5        35.3 %     22.7        34.2 %        3.8              16.7 %
  Asia                        6.6         8.8 %      2.4         3.6 %        4.2             175.0 %

  Totals                   $ 75.0       100.0 %   $ 66.4       100.0 %   $    8.6              13.0 %


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Bookings in Automated Systems were up primarily due to increased bookings in Europe and Asia. Increased Technology Products bookings occurred primarily in the commercial products line and offset the lower Automated Systems bookings in the Americas.
Backlog - Backlog represents orders or bookings received by the Company that have not yet been filled. The Company's backlog was $25.4 million as of June 30, 2008 compared with $23.0 million as of June 30, 2007. The following tables set . . .

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