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): November 7, 2012
ENPHASE ENERGY, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-35480 | 20-4645388 | ||
(State of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
1420 N. McDowell Blvd
Petaluma, CA 94954
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: (707) 774-7000
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 November 7, 2012, Enphase Energy, Inc. (the Company) issued a press release announcing the Companys financial results for the third quarter ended September 30, 2012. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information in this Form 8-K and the exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the Securities Act), and shall not be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits. |
Exhibit Number |
Description | |
99.1 | Press release of the Company, dated November 7, 2012, entitled Enphase Energy Reports 36% Year-over-Year Revenue Growth in Third Quarter 2012 Financial Results. |
SIGNATURES
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.
Date: November 7, 2012 | ENPHASE ENERGY, INC. | |||||
By: | /s/ Kris Sennesael | |||||
Kris Sennesael | ||||||
Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
Exhibit Number |
Description | |
99.1 | Press release, of the Company, dated November 7, 2012, entitled Enphase Energy Reports 36% Year-over-Year Revenue Growth in Third Quarter 2012 Financial Results. |
Exhibit 99.1
Enphase Energy Reports 36% Year-over-Year Revenue Growth
in Third Quarter 2012 Financial Results
PETALUMA, Calif. November 7, 2012 Enphase Energy, Inc. (NASDAQ: ENPH), today announced financial results for the third quarter ended September 30, 2012.
Third Quarter 2012 Highlights
| Record quarterly revenue of $60.8 million, up 36% year-over-year |
| Record gross margin of 26.8%, up 770 basis points year-over-year |
| Continued gains in market share in U.S. and European markets |
| First shipments commenced in the United Kingdom |
Total revenues for the third quarter of 2012 were $60.8 million, an increase of 36 percent when compared to the same prior year period, and an increase of 9 percent compared to the second quarter of 2012. Units sold in the third quarter of 2012 increased to 431,000, compared to 286,000 in the third quarter of 2011 and 403,000 in the second quarter of 2012.
Gross profit percentage for the third quarter of 2012 was 26.8 percent, an increase of 770 basis points compared to 19.1 percent in the third quarter of 2011, and an increase of 240 basis points compared to 24.4 percent in the second quarter of 2012.
Operating expenses for the third quarter of 2012 were $24.5 million and non-GAAP operating expenses were $23.1 million. Net loss for the third quarter of 2012 was $8.9 million, or a loss of $0.22 per share, which compares to a net loss of $7.2 million in the year-ago quarter. On a non-GAAP basis, the net loss was $7.4 million for the third quarter of 2012, or a loss of $0.18 per share, which compares to a net loss of $6.2 million in the year-ago quarter.
Enphase made excellent progress in the third quarter of 2012. We started shipping our microinverters into the UK market and launched new initiatives and tools to broaden our reach into the commercial segment, said Paul Nahi, CEO of Enphase Energy. I am proud that we received recognition as a Technology Pioneer from the World Economic Forum. Im pleased with the revenue growth and continuous gross margin expansion, despite a difficult macroeconomic environment and certain challenges in the European markets as result of a drastic and sudden reduction in Feed-in Tariffs. We are confident that microinverters remain poised to become the preferred solution for solar installations, and that Enphase will lead this transition.
Business Highlights
| Launched the new Limitless Partnership to help commercial installers by offering training, technical design resources, on-site field support and expert customer service. |
| Introduced new installer tools including a new version of Enlighten monitoring software, a new ArrayGun iOS mobile application, the Engage Coupler and the Enphase Metering and Management Solution. All of these new tools allow installers to reduce their installation times and improve their productivity. |
| Announced Dynamic Solar as the first authorized UK dealer for the Enphase Microinverter System. Enphase recently entered into the UK solar energy market and established a regional office there in June. |
| Launched the online Enphase Energized AC Solutions Marketplace where solar installers can explore AC solutions from some of the worlds leading PV module brands. |
Financing
The Company also announced today it has entered into two transactions which will provide the Company with additional debt capacity and liquidity. The first is a $50 million asset-based working capital credit facility with Wells Fargo Capital Finance, Inc., which replaces the Companys pre-existing $33 million undrawn line of credit. The second is a new $23 million credit facility, which is intended to replace the Companys pre-existing $7.4 million of term debt and provide up to $15.6 million of additional borrowing capacity. Borrowings under each of the new credit facilities are subject to customary conditions precedent.
CFO Kris Sennesael commented, We are pleased to have completed these financing transactions. Together they will provide the Company with additional financial flexibility as we continue to execute on our strategy.
Business Outlook
Enphase Energy expects net revenues for the fourth quarter of 2012 to be within a range of $52 million to $57 million, and for gross margin to be within a range of 26.5 percent to 28.0 percent.
Use of non-GAAP Financial Measures
The Company has presented certain non-GAAP financial measures in this release. Generally, a non-GAAP financial measure is a numerical measure of a companys performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles in the United States of America, or GAAP. Reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure can be found in the accompanying tables to this press release. These non-GAAP financial measures do not reflect a comprehensive system of accounting, differ from GAAP measures with the same captions and may differ from non-GAAP financial measures with the same or similar captions that are used by other companies. As such, these non-GAAP measures should be considered as a supplement to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.
The Company uses these non-GAAP financial measures to analyze its operating performance and future prospects, develop internal budgets and financial goals, and to facilitate period-to-period comparisons. Enphase believes that these non-GAAP financial measures reflect an additional way of viewing aspects of its operations that, when viewed with our GAAP results, provide a more complete understanding of factors and trends affecting its business.
Conference Call Information
Enphase Energy will host a conference call for analysts and investors to discuss its third quarter results today at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time). Open to the public, investors may access the call by dialing +1-877-644-1284, access code 37742541. A live webcast of the conference call will also be accessible from the Investor Relations section of the Companys website at investor.enphase.com. Following the webcast, an archived version will be available on the website for 30 days. In addition, an audio replay of the conference call will be available approximately one hour after the conclusion of the call. To access the replay, parties in the United States and Canada should call +1-855-859-2056 and enter access code 37742541. International parties can access the replay at +1-404-537-3406 and should enter access code 37742541.
Forward-Looking Statements
This press release contains forward-looking statements, including, but not limited to, statements related to Enphase Energys financial performance, market demands for its microinverters, advantages of its technology, market trends and future financial performance. These forward-looking statements are based on the Companys current expectations and inherently involve significant risks and uncertainties. Enphase Energys actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks related to: the future demands for solar energy solutions; the reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications; the Companys ability to achieve broad market acceptance of its microinverter systems and to develop new and enhanced products in response to customer demands and rapid market and technological changes in the solar industry; the success of competing solar solutions that are or become available; the Companys ability to effectively manage the growth of its organization and expansion into new markets and to maintain or achieve anticipated product quality, product performance and cost metrics; competition and other factors that may cause potential future price reductions for its products; the Companys ability to optimally match production with demand and dependence on a limited number of outside contract manufacturers and lack of supply contracts with these manufacturers; general economic conditions in domestic and international markets; and other risks detailed in the Risk Factors and elsewhere in Enphase Energys Securities and Exchange Commission filings and reports, including its most recent report on Form 10-Q filed on August 13, 2012. Enphase Energy undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations.
A copy of this press release can be found on the investor relations page of Enphase Energys website at investor.enphase.com.
About Enphase Energy, Inc.
Enphase Energy delivers microinverter technology for the solar industry that increases energy production, simplifies design and installation, improves system uptime and reliability, reduces fire safety risk and provides a platform for intelligent energy management. Our semiconductor-based microinverter system converts energy at the individual module level and brings a system-based, high technology approach to solar energy generation. www.enphase.com
###
Contacts
Media Relations
Christine Bennett, Enphase Energy
Global Corporate Communications Manager
pr@enphaseenergy.com
+1-707-763-4784
Or
Investor Relations
David Niederman, The Blueshirt Group
+1-415-217-7722
ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Net revenues |
$ | 60,813 | $ | 44,728 | $ | 159,110 | $ | 92,389 | ||||||||
Cost of revenues |
44,489 | 36,185 | 119,878 | 76,391 | ||||||||||||
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|
|
|||||||||
Gross profit |
16,324 | 8,543 | 39,232 | 15,998 | ||||||||||||
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|
|
|||||||||
Operating expenses: |
||||||||||||||||
Research and development |
10,571 | 6,431 | 27,068 | 17,919 | ||||||||||||
Sales and marketing |
7,039 | 4,567 | 18,448 | 11,842 | ||||||||||||
General and administrative |
6,911 | 3,980 | 18,698 | 11,119 | ||||||||||||
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|
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|
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Total operating expenses |
24,521 | 14,978 | 64,214 | 40,880 | ||||||||||||
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|
|
|
|||||||||
Loss from operations |
(8,197 | ) | (6,435 | ) | (24,982 | ) | (24,882 | ) | ||||||||
Other expense, net: |
||||||||||||||||
Interest income |
3 | | 17 | 4 | ||||||||||||
Interest expense |
(527 | ) | (886 | ) | (5,411 | ) | (1,626 | ) | ||||||||
Other (expense) income |
(56 | ) | 145 | 246 | (249 | ) | ||||||||||
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|
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|
|
|
|||||||||
Total other expense, net |
(580 | ) | (741 | ) | (5,148 | ) | (1,871 | ) | ||||||||
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|
|||||||||
Loss before income taxes |
(8,777 | ) | (7,176 | ) | (30,130 | ) | (26,753 | ) | ||||||||
Provision for income taxes |
(130 | ) | | (346 | ) | | ||||||||||
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|
|||||||||
Net loss attributable to common stockholders |
$ | (8,907 | ) | $ | (7,176 | ) | $ | (30,476 | ) | $ | (26,753 | ) | ||||
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Net loss per share attributable to common stockholders, basic and diluted |
$ | (0.22 | ) | $ | (4.77 | ) | $ | (1.11 | ) | $ | (23.68 | ) | ||||
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Shares used in computing net loss per share attributable to common stockholders, basic and diluted |
40,755 | 1,503 | 27,356 | 1,130 | ||||||||||||
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ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value)
(Unaudited)
September 30, 2012 |
December 31, 2011 |
|||||||
ASSETS | ||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 41,717 | $ | 51,524 | ||||
Accounts receivable, net |
32,734 | 17,771 | ||||||
Inventory |
16,650 | 11,228 | ||||||
Prepaid expenses and other |
7,030 | 1,264 | ||||||
|
|
|
|
|||||
Total current assets |
98,131 | 81,787 | ||||||
Property and equipment, net |
24,926 | 18,411 | ||||||
Other assets |
1,042 | 6,044 | ||||||
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|
|
|
|||||
Total assets |
$ | 124,099 | $ | 106,242 | ||||
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|
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|
|||||
LIABILITIES AND STOCKHOLDERS EQUITY | ||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 15,197 | $ | 12,928 | ||||
Accrued liabilities |
15,331 | 10,100 | ||||||
Deferred revenues |
769 | 23,414 | ||||||
Current portion of term loans |
6,844 | 4,529 | ||||||
Convertible preferred stock warrant liability |
| 1,399 | ||||||
|
|
|
|
|||||
Total current liabilities |
38,141 | 52,370 | ||||||
|
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|
|
|||||
Long-term liabilities: |
||||||||
Deferred revenues |
6,151 | 3,670 | ||||||
Warranty obligations |
11,904 | 6,733 | ||||||
Other liabilities |
272 | 145 | ||||||
Term loans |
5,103 | 10,148 | ||||||
Convertible notes |
| 19,202 | ||||||
|
|
|
|
|||||
Total long-term liabilities |
23,430 | 39,898 | ||||||
|
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|
|
|||||
Total liabilities |
61,571 | 92,268 | ||||||
|
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|
|||||
Commitments and contingencies |
||||||||
Stockholders equity: |
||||||||
Convertible preferred stock |
| 93,596 | ||||||
Preferred stock |
| | ||||||
Common stock |
| | ||||||
Additional paid-in capital |
181,814 | 9,103 | ||||||
Accumulated deficit |
(119,284 | ) | (88,808 | ) | ||||
Accumulated other comprehensive income (loss) |
(2 | ) | 83 | |||||
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|
|
|||||
Total stockholders equity |
62,528 | 13,974 | ||||||
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|
|
|||||
Total liabilities and stockholders equity |
$ | 124,099 | $ | 106,242 | ||||
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ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Nine Months Ended September 30, |
||||||||
2012 | 2011 | |||||||
Cash flows from operating activities: |
||||||||
Net loss |
$ | (30,476 | ) | $ | (26,753 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities: |
||||||||
Depreciation and amortization |
3,938 | 2,020 | ||||||
Provision for doubtful accounts |
60 | 64 | ||||||
Net loss on disposal of assets |
110 | | ||||||
Non-cash interest expense |
3,969 | 745 | ||||||
Stock-based compensation |
3,159 | 1,439 | ||||||
Change in fair value of convertible preferred stock warrants |
(520 | ) | 273 | |||||
Changes in operating assets and liabilities: |
||||||||
Accounts receivable |
(15,023 | ) | (9,609 | ) | ||||
Inventory |
(5,422 | ) | (5,739 | ) | ||||
Prepaid expenses and other assets |
(5,448 | ) | (2,005 | ) | ||||
Accounts payable, accrued and other liabilities |
13,543 | 14,685 | ||||||
Deferred revenues |
(20,164 | ) | 1,651 | |||||
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Net cash used in operating activities |
(52,274 | ) | (23,229 | ) | ||||
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Cash flows from investing activities: |
||||||||
Purchases of property and equipment |
(11,054 | ) | (9,589 | ) | ||||
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Net cash used in investing activities |
(11,054 | ) | (9,589 | ) | ||||
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Cash flows from financing activities: |
||||||||
Proceeds from issuance of convertible notes |
| 12,500 | ||||||
Proceeds from private placement of common stock |
| 1,097 | ||||||
Proceeds from term loans and debt |
2,600 | 9,248 | ||||||
Term loan and debt issuance costs |
| (189 | ) | |||||
Repayments of term loans |
(5,522 | ) | (1,381 | ) | ||||
Principal payments under capital leases |
(96 | ) | (130 | ) | ||||
Proceeds from the exercise of stock options |
47 | 182 | ||||||
Proceeds from issuance of common stock in IPO, net of underwriting discounts and commissions |
58,609 | | ||||||
Payment of offering costs |
(2,032 | ) | (1,886 | ) | ||||
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Net cash provided by financing activities |
53,606 | 19,441 | ||||||
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Effect of exchange rate changes on cash |
(85 | ) | (94 | ) | ||||
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Net decrease in cash and cash equivalents |
(9,807 | ) | (13,471 | ) | ||||
Cash and cash equivalentsBeginning of period |
51,524 | 39,993 | ||||||
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Cash and cash equivalentsEnd of period |
$ | 41,717 | $ | 26,522 | ||||
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ENPHASE ENERGY, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(In thousands, except per share data)
(Unaudited)
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Reconciliation of Gross Profit and Gross Profit Percentage on a GAAP Basis to Gross Profit and Gross Profit Percentage on a Non-GAAP Basis: |
||||||||||||||||
Gross profit on a GAAP basis |
$ | 16,324 | $ | 8,543 | $ | 39,232 | $ | 15,998 | ||||||||
Stock-based compensation |
62 | 11 | 119 | 25 | ||||||||||||
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Gross profit on a non-GAAP basis |
$ | 16,386 | $ | 8,554 | $ | 39,351 | $ | 16,023 | ||||||||
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Net revenues asis |
$ | 60,813 | $ | 44,728 | $ | 159,110 | $ | 92,389 | ||||||||
Gross profit on a GAAP basis |
26.8 | % | 19.1 | % | 24.7 | % | 17.3 | % | ||||||||
Gross profit percentage on a non-GAAP basis |
26.9 | % | 19.1 | % | 24.7 | % | 17.3 | % | ||||||||
Reconciliation of Operating Expenses on a GAAP Basis to Operating Expenses on a Non-GAAP Basis: |
||||||||||||||||
Operating expenses on a GAAP basis |
$ | (24,521 | ) | $ | (14,978 | ) | $ | (64,214 | ) | $ | (40,880 | ) | ||||
Stock-based compensation(1) |
1,389 | 572 | 3,040 | 1,414 | ||||||||||||
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Operating expenses on a non-GAAP basis |
$ | (23,132 | ) | $ | (14,406 | ) | $ | (61,174 | ) | $ | (39,466 | ) | ||||
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(1) Includes stock-based compensation as follows: |
||||||||||||||||
Research and development |
$ | 514 | $ | 215 | $ | 1,171 | $ | 528 | ||||||||
Sales and marketing |
362 | 183 | 826 | 484 | ||||||||||||
General and administrative |
513 | 174 | 1,043 | 402 | ||||||||||||
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Total |
$ | 1,389 | $ | 572 | $ | 3,040 | $ | 1,414 | ||||||||
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Reconciliation of Loss from Operations on a GAAP Basis to Loss from Operations on a Non-GAAP Basis: |
||||||||||||||||
Loss from operations on a GAAP basis |
$ | (8,197 | ) | $ | (6,435 | ) | $ | (24,982 | ) | $ | (24,882 | ) | ||||
Stock-based compensation |
1,451 | 583 | 3,159 | 1,439 | ||||||||||||
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|
|
|||||||||
Loss from operations on a non-GAAP basis |
$ | (6,746 | ) | $ | (5,852 | ) | $ | (21,823 | ) | $ | (23,443 | ) | ||||
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Reconciliation of Net Loss on a GAAP Basis to Net Loss on a Non-GAAP Basis: |
||||||||||||||||
Net loss on a GAAP basis revenues |
$ | (8,907 | ) | $ | (7,176 | ) | $ | (30,476 | ) | $ | (26,753 | ) | ||||
Stock-based compensation |
1,451 | 583 | 3,159 | 1,439 | ||||||||||||
Non-cash interest expense |
66 | 529 | 3,969 | 745 | ||||||||||||
(Gains) losses from convertible preferred stock warrant liability revaluation |
| (108 | ) | (520 | ) | 273 | ||||||||||
|
|
|
|
|
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|
|||||||||
Net loss on a non-GAAP basis |
$ | (7,390 | ) | $ | (6,172 | ) | $ | (23,868 | ) | $ | (24,296 | ) | ||||
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Reconciliation of Basic and Diluted Net Loss per Share on a GAAP Basis to Basic and Diluted Net Loss per Share on a Non-GAAP Basis: |
||||||||||||||||
Basic and diluted net loss per share on a GAAP basis |
$ | (0.22 | ) | $ | (4.77 | ) | $ | (1.11 | ) | $ | (23.68 | ) | ||||
Stock-based compensation |
0.04 | 0.38 | 0.11 | 1.28 | ||||||||||||
Non-cash interest expense |
| 0.35 | 0.15 | 0.66 | ||||||||||||
(Gains) losses from convertible preferred stock warrant liability revaluation |
| (0.07 | ) | (0.02 | ) | 0.24 | ||||||||||
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|||||||||
Basic and diluted net loss per share on a non-GAAP basis |
$ | (0.18 | ) | $ | (4.11 | ) | $ | (0.87 | ) | $ | (21.50 | ) | ||||
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ENPHASE ENERGY, INC.
SUPPLEMENTAL OPERATING DATA
Quarterly Period | ||||||||||||||||||||
3Q12 | 2Q12 | 1Q12 | 4Q11 | 3Q11 | ||||||||||||||||
Net revenues (in thousands) |
$ | 60,813 | $ | 55,697 | $ | 42,600 | $ | 57,134 | $ | 44,728 | ||||||||||
Gross profit (in thousands) |
16,324 | 13,601 | 9,307 | 13,071 | 8,543 | |||||||||||||||
Gross profit percentage |
26.8 | % | 24.4 | % | 21.8 | % | 22.9 | % | 19.1 | % | ||||||||||
Microinverter units shipped (in thousands) |
431 | 403 | 292 | 389 | 286 | |||||||||||||||
Megawatts shipped(1) |
92.4 | 86.0 | 62.5 | 82.5 | 60.6 |
(1) | Represents the productive capacity of microinverters shipped. |