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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

May 2, 2005
Date of Report (date of earliest event reported)

INTEVAC, INC.

(Exact name of Registrant as specified in its charter)
         
State of California   0-26946   94-3125814
(State or other jurisdiction
of incorporation or organization)
  (Commission File Number)   (IRS Employer
Identification Number)

3560 Bassett Street
Santa Clara, CA 95054

(Address of principal executive offices)

(408) 986-9888
(Registrant’s telephone number, including area code)

N/A
(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))

 
 

 


TABLE OF CONTENTS

Item 2.02. Results of Operations and Financial Condition
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1


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Item 2.02. Results of Operations and Financial Condition

     On May 2, 2005, Intevac, Inc. issued a press release reporting its financial results for the three months ended April 2, 2005. A copy of the press release issued by the Company concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(c)   Exhibits

  99.1   Press Release.

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     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.
         
  INTEVAC, INC.
 
 
Date: May 2, 2005  By:   /s/ CHARLES B. EDDY III    
    Charles B. Eddy III   
    Vice President, Finance and Administration, Chief Financial Officer, Treasurer and Secretary   
 

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EXHIBIT INDEX

     
Exhibit    
No.   Description
99.1
  Press Release.

 

 

Exhibit 99.1

      

(INTERVAC LOGO)    
  3560 Bassett Street, Santa Clara CA 95054
     
 
 
   
Charles Eddy
  Dan Matsui/Gene Heller
Chief Financial Officer
  Silverman Heller Associates
(408) 986-9888
  (310) 208-2550

      

INTEVAC INC. REPORTS
FIRST-QUARTER 2005 FINANCIAL RESULTS

Order Backlog Grows to $66 Million on Record Bookings for Disk Manufacturing Equipment

Santa Clara, Calif.—May 2, 2005—Intevac, Inc. (Nasdaq: IVAC) reported financial results for the three-month period ended April 2, 2005.

Revenues were $10.6 million, including $8.5 million of Equipment revenues and $2.1 million of Imaging revenues. Equipment revenues consisted of one 200 Lean system and equipment upgrades, spares, consumables and service. Imaging revenues consisted primarily of research and development contracts. In the first quarter of 2004, revenues were $6.4 million, including $4.1 million of Equipment revenues and $2.3 million of Imaging revenues.

Gross margin was 19% versus 25% for first-quarter of 2004. The decline was primarily due to establishment of a $510,000 reserve for costs the Company expects to incur related to obtaining final customer acceptance of a flat panel manufacturing system shipped in 2003 and recognition of revenue on a 200 Lean disk manufacturing system that was built early in 2004 prior to the completion of cost reduction activities.

Operating expenses were $6.3 million, compared to $5.2 million in first-quarter 2004. The primary reasons for the growth were increased costs related to customer service and support in the equipment business and Sarbanes-Oxley related audit costs.

Net loss for the quarter was $3.9 million or $0.19 per diluted share, compared to a net loss of $3.4 million, or $0.18 per diluted share, in the first quarter of 2004.

Order backlog totaled $66.0 million on April 2, 2005, compared to $10.5 million on December 31, 2004, and $52.0 million on March 27, 2004. The increase in backlog was primarily the result of orders for 16 disk manufacturing systems.

Intevac Chief Executive Kevin Fairbairn commented: “Q1 was an exciting quarter in which we achieved record bookings for disk manufacturing equipment, gained additional major customers for the 200 Lean, and made excellent progress on our next-generation head-mounted night-vision system. As a result of record bookings, order backlog increased to $66 million, all of which is scheduled for 2005 delivery and positions us for significant growth in revenues, compared to 2004.

“Just as important, our materials cost reduction activities are on track, and we expect the combination of higher volume and higher gross margins to significantly improve financial performance relative to 2004 and lead to significant profits in 2005,” Fairbairn added. “We continue to be busy with quotation activity and expect to receive additional orders for 200 Leans for delivery this year.”

 


 

Conference Call Information
The Company will discuss its financial results in a conference call today at 1:30 p.m. PDT (4:30 p.m. EDT). To participate in the teleconference, please call toll-free (800) 291-8929 prior to the start time. For international callers, the dial-in number is (706) 634-0478. You may also listen live via the Internet at the Company’s website, www.Intevac.com, under the Investors link, or at www.FullDisclosure.com. For those unable to attend, these web sites will host an archive of the call. Additionally, a telephone replay of the call will be available for 48 hours beginning today at 3:30 p.m. PDT. You may access the playback by calling (800) 642-1687 or, for international callers (706) 645-9291, and providing conference ID 5585748.

About Intevac
Intevac is the world’s leading supplier of disk sputtering equipment for the thin-film disk industry and a provider of leading edge extreme low light imaging sensors, cameras and systems. For more information please visit our website at www.intevac.com .

Safe Harbor Statement
This press release includes statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). Intevac claims the protection of the safe-harbor for forward-looking statements contained in the Reform Act. These forward-looking statements are often characterized by the terms “may,” “believes,” “projects,” “expects,” or “anticipates,” and do not reflect historical facts. Specific forward-looking statements contained in this press release include, but are not limited to, projected growth in annual revenues relative to 2004, projected reduction in 2005 200 Lean manufacturing costs relative to 2004, projected increase in 2005 gross margin relative to 2004, projected profitability in 2005 and projected increase in backlog of orders shippable for revenue in 2005. The forward-looking statements contained herein involve risks and uncertainties that could cause actual results to differ materially from the Company’s expectations. These risks include, but are not limited to, failure to achieve projected growth in revenues, failure to achieve projected reductions in 200 Lean cost and increases in gross margin, or failure to achieve projected levels of revenue and profitability. Any of these risks could have a material impact on our business, our financial results and our stock price. These risks and other factors are detailed in the Company’s regular filings with the U.S. Securities and Exchange Commission.

[Financial tables on following pages]

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CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)

                 
    3 months ended  
    April 2, 2005     March 27, 2004  
    (Unaudited)     (Unaudited)  
Net revenues
               
Equipment
  $ 8,536     $ 4,153  
Imaging
    2,069       2,282  
 
           
Total net revenues
    10,605       6,435  
Gross profit (loss)
    1,995       1,619  
Gross margin
               
Equipment
    19.7 %     31.2 %
Imaging
    15.0 %     14.1 %
 
           
Consolidated
    18.8 %     25.2 %
Operating expenses
               
Research and development
    3,125       3,058  
Selling, general and administrative
    3,191       2,170  
 
           
Total operating expenses
    6,316       5,228  
Operating income/(loss)
               
Equipment Products
    (2,671 )     (2,200 )
Imaging
    (1,181 )     (889 )
Corporate
    (469 )     (520 )
 
           
Total operating loss
    (4,321 )     (3,609 )
Other income (expense)
    431       237  
 
           
Profit/(Loss) before provision for income taxes
    ($3,890 )     ($3,372 )
Provision for (Benefit from) income taxes
    7       (12 )
 
           
Net Income/(Loss)
    ($3,897 )     ($3,360 )
 
           
Income (loss) per share
               
Basic
    ($0.19 )     ($0.18 )
Diluted a
    ($0.19 )     ($0.18 )
Weighted average common shares outstanding
               
Basic
    20,243       18,736  
Diluted a
    20,243       18,736  

a Diluted earnings per share exclude “as converted” treatment of the Company’s 6 1 / 2 % Convertible Subordinated Notes Due 2009 and the effect of outstanding stock options when these potentially dilutive securities are anti-dilutive to earnings per share

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CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

                 
    April 2, 2005     Dec. 31, 2004  
    (Unaudited)          
ASSETS
               
Current assets
               
Cash, cash equivalents and short term investments
  $ 43,045     $ 42,034  
Accounts receivable, net
    22,068       4,775  
Inventories — production
    17,082       9,120  
Inventories — pending acceptance at customer site
    3,153       6,255  
Prepaid expenses and other current assets
    1,064       956  
 
           
Total current assets
    86,412       63,140  
Property, plant and equipment, net
    5,904       5,996  
Long-term investments
    5,015       8,052  
Investment in 601 California Avenue LLC
    2,431       2,431  
Other long-term assets
    3       3  
 
           
Total assets
  $ 99,765     $ 79,622  
 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current liabilities
               
Accounts payable
    7,491     $ 1,647  
Accrued payroll and related liabilities
    1,556       1,617  
Other accrued liabilities
    3,011       2,943  
Customer advances
    21,496       3,833  
 
           
Total current liabilities
    33,554       10,040  
Other long-term liabilities
    232       207  
Shareholders’ equity
               
Common stock
    95,319       94,802  
Accumulated other comprehensive income
    237       253  
Retained earnings (deficit)
    (29,577 )     (25,680 )
 
           
Total shareholders’ equity
    65,979       69,375  
 
           
Total liabilities and shareholders’ equity
  $ 99,765     $ 79,622  
 
           

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