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): July 13, 2012
OCEAN POWER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-33417 | 22-2535818 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 1590 Reed Road Pennington, NJ |
08534 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (609) 730-0400
(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)) |
Item 2.02. Results of Operations and Financial Condition
On July 13, 2012, Ocean Power Technologies, Inc. (the “Company”) issued a press release announcing its financial results for the year ended April 30, 2012, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in this Form 8-K (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| 99.1 | Press release issued by the Company dated July 13, 2012. |
2
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.
| OCEAN POWER TECHNOLOGIES, INC. | ||||||
| Date: July 13, 2012 | By: | /s/ BRIAN M. POSNER | ||||
| Brian M. Posner | ||||||
| Chief Financial Officer | ||||||
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EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release issued by the Company dated July 13, 2012. | |
4
Exhibit 99.1
Ocean Power Technologies Announces Results for the
Fiscal Fourth Quarter and Year Ended April 30, 2012
Pennington, NJ – July 13, 2012 – Ocean Power Technologies, Inc. (Nasdaq: OPTT) (“OPT” or “the Company”) today announces financial results for its fiscal 2012 fourth quarter and the year ended April 30, 2012.
Highlights
| • | Operating loss was $16.6 million for the twelve months ended April 30, 2012 versus $21.3 million for the twelve months ended April 30, 2011, primarily reflecting a 37% decrease in product development costs. |
| • | On track to complete construction of OPT’s first PB150 PowerBuoy for the project at Reedsport, Oregon. Factory testing of the device’s power take-off (“PTO”) has been completed and it has been shipped to Oregon Iron Works, where it is now being integrated into the spar of the buoy in preparation for ocean testing. The buoy is expected to be ready for deployment late this summer. |
| • | Signed an agreement with Lockheed Martin Corporation (NYSE: LMT) to develop a proposed 19 megawatt wave energy project in Victoria, Australia. For the project, Lockheed Martin will assist with the design of OPT’s PowerBuoy® technology, lead the production and system integration of the wave-energy converters, and support overall project management. |
| • | Additional milestones reached during fiscal 2012 include successful deployment of the U.S. Navy’s Littoral Expeditionary Autonomous PowerBuoy (“LEAP”) off the coast of New Jersey, and completion of ocean testing of OPT’s first utility-scale PB150 off Scotland. |
| • | Work commenced under the Company’s €2.2 million WavePort project in Spain, which will showcase advancements in OPT’s energy conversion technology. |
“As we begin fiscal 2013, Ocean Power Technologies is taking strides on a number of fronts that we expect will enhance our growth in the quarters to come,” said Charles F. Dunleavy, Chief Executive Officer of OPT. “As expected, we lowered our cash burn this past year and plan to reduce this further in the current fiscal year. Management remains focused on our core technology as well as converting several business development opportunities around the globe into revenue-generating orders. In Australia, Lockheed Martin’s involvement has provided renewed momentum for our project in Victoria. Excellent progress is being made in Oregon and we are also seeing increased activity in other locations internationally. As a result, we believe 2013 will be a year of achievements in our drive to commercialize our PowerBuoys in both the utility and autonomous power markets. These opportunities follow from the hard work and dedication of our employees and the steadfast support of our commercial partners.”
Financial Review
OPT’s contract backlog as of April 30, 2012 was $6.8 million, compared to $7.8 million as of January 31, 2012 and $8.9 million as of April 30, 2011. Backlog includes funded amounts and unfunded amounts that are expected to be funded in the future. Funded backlog was $4.8 million, $5.8 million, and $6.9 million as of April 30, 2012, January 31, 2012, and April 30, 2011, respectively. The Company’s contract backlog consists largely of orders to support its product development.
Results for the Fiscal Fourth Quarter Ended April 30, 2012
For the three months ended April 30, 2012, OPT reported revenues of $1.4 million as compared to revenues of $1.9 million for the three months ended April 30, 2011. This decrease primarily reflects lower revenues related to the Company’s PB150 being prepared for deployment off Reedsport, Oregon, as well as lower revenue tied to the US Navy’s LEAP program on a year-over-year basis, as that project was successfully completed in the third quarter of fiscal 2012. These revenue declines were partially offset by an increase in revenue from the Company’s WavePort project in Spain and from PB500 development work.
The operating loss for the three months ended April 30, 2012 was $4.2 million as compared to an operating loss of $5.4 million for the three months ended April 30, 2011. The reduction in operating loss year-over-year was due primarily to a decrease in product development costs, principally for the PB150 system that underwent successful ocean trials off the coast of Scotland in 2011, in addition to lower costs related to the PB150 PowerBuoy in Reedsport, Oregon. These decreases in product development costs were partially offset by increased investment in advanced technology development. Selling, general and administrative costs for the three months ended April 30, 2012 included expenses of approximately $600,000 related to the impairment of certain assets in connection with a previous project.
The net loss was $4.1 million for the three months ended April 30, 2012 compared to $5.3 million for the same period in the prior year. This decrease in net loss was due primarily to the decline in operating loss.
Results for the Fiscal Year Ended April 30, 2012
For the twelve months ended April 30, 2012, OPT reported revenues of $5.7 million as compared to revenues of $6.7 million for the twelve months ended April 30, 2011. This decrease primarily reflects lower revenues associated with the US Navy’s Deep Water Active Detection System project and declines in revenue tied to the Company’s LEAP program as well as the PB150 being prepared for deployment off Reedsport, Oregon. The fiscal 2012 revenue decline was partially offset by work on the Company’s WavePort project and by the funded development of the PB500 PowerBuoy.
The operating loss for the twelve months ended April 30, 2012 was $16.6 million as compared to an operating loss of $21.3 million for the twelve months ended April 30, 2011. The reduction in operating loss year-over-year was due primarily to a decrease in product development costs, principally for the PB150 system off the coast of Scotland, in addition to lower costs related to the PB150 PowerBuoy in Reedsport, Oregon and the Company’s Hawaii project with the US Navy as this project neared completion during fiscal 2012. Selling, general and administrative costs for the twelve months ended April 30, 2012 included expenses of approximately $600,000 related to the impairment of certain assets in connection with a previous project. Gross profit for the year ended April 30, 2011 was negatively impacted by a reduction in revenues of $240,000 due to a change in the Company’s estimated revenue recognized in connection with its project off the coast of Spain.
2
The net loss was $15.2 million for the twelve months ended April 30, 2012 compared to $20.5 million for the same period in the prior year. This decrease in net loss was due primarily to the decline in operating loss and a higher recorded income tax benefit.
Cash and Investments
On April 30, 2012, total cash, cash equivalents, restricted cash and investments were $33.2 million. The net decrease in cash and investments was $15.2 million for the twelve months ended April 30, 2012, compared to $18.5 million for fiscal 2011. OPT received approximately $1.1 million and $0.4 million in connection with the sale of New Jersey net operating tax losses during the twelve months ended April 30, 2012 and 2011, respectively. The net decrease in cash and investments was lower in fiscal 2012 relative to fiscal 2011, primarily due to the completion of ocean trials of the PB150 off the coast of Scotland. OPT expects its net cash used to continue to decrease in fiscal year 2013.
**********
Additional information may be found in the Company’s Annual Report on Form 10-K that will be filed with the US Securities and Exchange Commission (“SEC”). The Form 10-K may be accessed at www.sec.gov or at the Company’s website in the Investor Relations tab.
**********
Conference Call Details
The Company will host a conference call to review these results at 10:00 a.m. Eastern Time today. Charles F. Dunleavy, Chief Executive Officer, and Brian M. Posner, Chief Financial Officer, will lead the call and webcast.
The call will be available by telephone at 800.638.4817 (toll free in the U.S.) or + 617.614.3943 (for international callers), using passcode 34969253. Investors may also access a webcast by visiting the Company’s website at www.oceanpowertechnologies.com and clicking on the Investor Relations tab, then Webcasts & Presentations. Recorded replays of the conference call will be available on the Company’s website and by telephone at 888.286.8010 (toll free in the U.S.) or 617.801.6888 (for international callers), replay passcode 69012176, beginning at 1:00 p.m. Eastern on July 13, 2012.
Forward-Looking Statements
This release may contain “forward-looking statements” that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect the Company’s current expectations about its future plans and performance, including statements concerning the impact of marketing strategies, new product introductions and innovation, deliveries of product, sales, earnings and margins. These forward-looking statements rely on a number of assumptions and estimates which could be inaccurate and which are subject to risks and uncertainties. Actual results could vary materially from those anticipated or expressed in any forward-looking statement made by the Company. Please refer to the Company’s most recent Forms 10-Q and 10-K and subsequent filings with the SEC for a further discussion of these risks and uncertainties. The Company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of this release.
About Ocean Power Technologies
Ocean Power Technologies, Inc. (Nasdaq: OPTT) is a pioneer in wave-energy technology that harnesses ocean wave resources to generate reliable and clean and environmentally-beneficial electricity. OPT has a strong track record in the advancement of wave energy and participates in an estimated $150 billion annual power generation equipment market. OPT’s proprietary PowerBuoy® system is based on modular, ocean-going buoys that capture and convert predictable wave energy into clean electricity. The Company is widely recognized as a leading developer of on-grid and autonomous wave-energy generation systems, benefiting from 15 years of in-ocean experience. OPT is headquartered in Pennington, New Jersey, USA with an office in Warwick, UK. More information can be found at www.oceanpowertechnologies.com.
**********
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| Company Contacts: Ocean Power Technologies, Inc. Brian M. Posner, Chief Financial Officer |
Telephone: +1 609 730 0400 | |
| Media Contact: Luther Pendragon Neil Thapar, Claire Norbury |
Telephone: +44 20 7618 9100 | |
| Investor Relations Contact: Darrow Associates Chris Witty |
Telephone: +1 646 438 9385 Email: cwitty@darrowir.com | |
4
Consolidated Balance Sheets as of
April 30, 2012 and April 30, 2011
| April 30, 2012 | April 30, 2011 | |||||||
| ASSETS | ||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 9,353,460 | 4,376,136 | |||||
| Marketable securities |
22,369,484 | 26,018,594 | ||||||
| Accounts receivable |
1,064,796 | 1,285,000 | ||||||
| Unbilled receivables |
223,050 | 456,316 | ||||||
| Other current assets |
842,820 | 832,142 | ||||||
|
|
|
|
|
|||||
| Total current assets |
33,853,610 | 32,968,188 | ||||||
| Property and equipment, net |
682,933 | 792,092 | ||||||
| Patents, net |
1,269,457 | 1,222,368 | ||||||
| Restricted cash |
1,453,712 | 1,624,669 | ||||||
| Marketable securities |
— | 16,323,016 | ||||||
| Other noncurrent assets |
181,925 | 622,245 | ||||||
|
|
|
|
|
|||||
| Total assets |
$ | 37,441,637 | 53,552,578 | |||||
|
|
|
|
|
|||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 440,773 | 1,224,728 | |||||
| Accrued expenses |
2,770,094 | 4,302,952 | ||||||
| Deferred credits payable |
600,000 | — | ||||||
| Unearned revenues |
1,073,389 | 344,022 | ||||||
| Current portion of long-term debt |
100,000 | 139,378 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
4,984,256 | 6,011,080 | ||||||
| Long-term debt |
350,000 | 450,000 | ||||||
| Deferred credits |
— | 600,000 | ||||||
|
|
|
|
|
|||||
| Total liabilities |
5,334,256 | 7,061,080 | ||||||
|
|
|
|
|
|||||
| Ocean Power Technologies, Inc. Stockholders’ equity: |
||||||||
| Preferred stock, $0.001 par value; authorized 5,000,000 shares, none issued or outstanding |
— | — | ||||||
| Common stock, $0.001 par value; authorized 105,000,000 shares, issued 10,407,389 and 10,419,183 shares, respectively |
10,407 |
|
10,419 |
| ||||
| Treasury stock, at cost; 23,544 and 7,685 shares, respectively |
(102,388 | ) | (42,734 | ) | ||||
| Additional paid-in capital |
158,296,458 | 157,174,930 | ||||||
| Accumulated deficit |
(125,989,474 | ) | (110,848,972 | ) | ||||
| Accumulated other comprehensive (loss) income |
(78,990 | ) | 175,907 | |||||
|
|
|
|
|
|||||
| Total Ocean Power Technologies, Inc. stockholders’ equity |
32,136,013 | 46,469,550 | ||||||
|
|
|
|
|
|||||
| Noncontrolling interest in Ocean Power Technologies (Australasia) Pty, Ltd |
(28,632 | ) | 21,948 | |||||
|
|
|
|
|
|||||
| Total equity |
32,107,381 | 46,491,498 | ||||||
|
|
|
|
|
|||||
| Total liabilities and stockholders’ equity |
$ | 37,441,637 | 53,552,578 | |||||
|
|
|
|
|
|||||
5
Consolidated Statements of Operations
For the Three and Twelve Months Ended April 30, 2012 and 2011
| Three Months Ended April 30, | Twelve Months Ended April 30, | |||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Revenues |
$ | 1,388,598 | 1,928,667 | 5,738,506 | 6,691,082 | |||||||||||
| Cost of revenues |
1,364,097 | 1,436,814 | 5,683,731 | 6,255,437 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Gross profit |
24,501 | 491,853 | 54,775 | 435,645 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Operating expenses: |
||||||||||||||||
| Product development costs |
1,785,917 | 3,587,518 | 8,337,424 | 13,319,110 | ||||||||||||
| Selling, general and administrative costs |
2,416,440 | 2,338,620 | 8,274,096 | 8,399,325 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total operating expenses |
4,202,357 | 5,926,138 | 16,611,520 | 21,718,435 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Operating loss |
(4,177,856 | ) | (5,434,285 | ) | (16,556,745 | ) | (21,282,790 | ) | ||||||||
| Interest income, net |
76,421 | 142,447 | 418,052 | 689,276 | ||||||||||||
| Foreign exchange loss |
(11,659 | ) | (23,591 | ) | (104,739 | ) | (229,415 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Loss before income taxes |
(4,113,094 | ) | (5,315,429 | ) | (16,243,432 | ) | (20,822,929 | ) | ||||||||
| Income tax benefit |
— | — | 1,053,427 | 364,105 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net loss |
(4,113,094 | ) | (5,315,429 | ) | (15,190,005 | ) | (20,458,824 | ) | ||||||||
| Less: Net loss attributable to the noncontrolling interest in Ocean Power Technologies (Australasia) Pty, Ltd. |
16,699 | 8,158 | 49,503 | 22,950 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net loss attributable to Ocean Power Technologies, Inc. |
$ | (4,096,395 | ) | (5,307,271 | ) | (15,140,502 | ) | (20,435,874 | ) | |||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Basic and diluted net loss per share |
$ | (0.40 | ) | (0.52 | ) | (1.47 | ) | (1.99 | ) | |||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Weighted average shares used to compute basic and diluted net loss per share |
10,290,005 | 10,260,545 | 10,277,661 | 10,246,921 | ||||||||||||
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|
|
|
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|
|||||||||
6
Consolidated Statements of Cash Flows
For the Twelve Months Ended April 30, 2012 and 2011
| Twelve Months Ended April 30, | ||||||||
| 2012 | 2011 | |||||||
| Cash flows from operating activities: |
||||||||
| Net Loss |
$ | (15,190,005 | ) | (20,458,824 | ) | |||
| Adjustments to reconcile net loss to net cash used in operating activities: |
||||||||
| Foreign exchange loss |
104,739 | 229,415 | ||||||
| Depreciation and amortization |
436,062 | 358,722 | ||||||
| Loss on disposals of property, plant and equipment |
52,128 | 5,293 | ||||||
| Impairment of long-lived assets |
358,447 | — | ||||||
| Provision for doubtful accounts receivable |
298,534 | — | ||||||
| Treasury note (discount) premium amortization |
(33,353 | ) | 71,236 | |||||
| Compensation expense related to stock option grants and restricted stock |
1,121,528 | 1,448,286 | ||||||
| Changes in operating assets and liabilities: |
||||||||
| Accounts receivable |
(126,722 | ) | 277,115 | |||||
| Unbilled receivables |
226,840 | 1,396 | ||||||
| Other current assets |
(17,291 | ) | 198,569 | |||||
| Other noncurrent assets |
43,504 | 903,729 | ||||||
| Accounts payable |
(546,709 | ) | (891,417 | ) | ||||
| Accrued expenses |
(1,371,912 | ) | (7,923 | ) | ||||
| Unearned revenues |
729,367 | (761,473 | ) | |||||
| Other noncurrent liabilities |
— | (144,226 | ) | |||||
|
|
|
|
|
|||||
| Net cash used in operating activities |
(13,914,843 | ) | (18,770,102 | ) | ||||
|
|
|
|
|
|||||
| Cash flows from investing activities: |
||||||||
| Purchases of marketable securities |
(18,574,454 | ) | (7,993,642 | ) | ||||
| Maturities of marketable securities |
38,559,110 | 27,059,601 | ||||||
| Restricted cash |
53,936 | (302,871 | ) | |||||
| Purchases of equipment |
(547,252 | ) | (72,998 | ) | ||||
| Payments of patent costs |
(180,011 | ) | (258,732 | ) | ||||
|
|
|
|
|
|||||
| Net cash provided by investing activities |
19,311,329 | 18,431,358 | ||||||
|
|
|
|
|
|||||
| Cash flows from financing activities: |
||||||||
| Proceeds from long-term debt |
— | 250,000 | ||||||
| Repayment of debt |
(139,378 | ) | (6,008 | ) | ||||
| Acquisition of treasury stock |
(59,654 | ) | (36,291 | ) | ||||
|
|
|
|
|
|||||
| Net cash (used in) provided by financing activities |
(199,032 | ) | 207,701 | |||||
|
|
|
|
|
|||||
| Effect of exchange rate changes on cash and cash equivalents |
(220,130 | ) | 270,582 | |||||
|
|
|
|
|
|||||
| Net increase in cash and cash equivalents |
4,977,324 | 139,539 | ||||||
| Cash and cash equivalents, beginning of period |
4,376,136 | 4,236,597 | ||||||
|
|
|
|
|
|||||
| Cash and cash equivalents, end of period |
$ | 9,353,460 | 4,376,136 | |||||
|
|
|
|
|
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7