ENPH-2012.12.31-8K
 
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): February 26, 2013
________________________________________________
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)
Registrant’s 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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 February 26, 2013, Enphase Energy, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the fourth quarter and fiscal year ended December 31, 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 February 26, 2013, entitled “Enphase Energy Reports Strong Fourth Quarter 2012 Operating 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: February 26, 2013
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 February 26, 2013, entitled “Enphase Energy Reports Strong Fourth Quarter 2012 Operating Results.”


 
ENPH-2012.12.31-EX99.1


Exhibit 99.1
 
Enphase Energy Reports Strong Fourth Quarter 2012 Operating Results
PETALUMA, Calif. — February 26, 2013 — Enphase Energy, Inc. (NASDAQ: ENPH) announced today financial results for the fourth quarter and fiscal year ended December 31, 2012.
Fourth Quarter 2012 Highlights
Revenue of $57.6 million
Record gross margin of 27.9 percent, up 500 basis points year-over-year
First sequential quarterly decline in operating expenses in the Company's history
Strong positive cash flow from operations of $7.6 million
Shipped over 3,000,000 Enphase microinverters since Company's inception
Enphase Energy reported total revenues for the fourth quarter of $57.6 million. This compares to revenue of $57.1 million for the fourth quarter of 2011, which included approximately $6.5 million of revenue associated with shipments related to the expiring 1603 grant program. Units sold in the fourth quarter of 2012 totaled 384,000. During the quarter, the Company also shipped its 3,000,000th microinverter since its inception.
GAAP gross margin for the fourth quarter of 2012 was 27.9 percent, an increase of 500 basis points when compared to 22.9 percent in the fourth quarter of 2011, and an increase of 110 basis points compared to 26.8 percent in the third quarter of 2012. This was mainly driven by the Company's ongoing cost reduction efforts along with stable pricing.
GAAP operating expenses for the fourth quarter were $22.2 million and non-GAAP operating expenses were $20.3 million, which is approximately 12 percent down from the third quarter of 2012, marking the first sequential decline in quarterly operating expense.
Fourth quarter of 2012 GAAP net loss was $7.7 million, or a loss of $0.19 per share. On a non-GAAP basis, the net loss was $5.0 million, or a loss of $0.12 per share.
Cash flow from operations during the fourth quarter was $7.6 million and net cash flow was $3.6 million. As a result, the Company exited the year with a total cash balance of $45.3 million, up from the third quarter ending cash balance of $41.7 million.
“Our fourth quarter results are encouraging on several fronts,” commented Paul Nahi, CEO of Enphase. “We had a significant improvement in operating performance and continued our gross margin expansion to a new record level. In addition, the fourth quarter is the first time that operating expenses did not increase sequentially and strict working capital management resulted in a positive operating cash flow of $7.6 million. This performance gives us confidence we will begin to realize leverage from the investments we have made in our business infrastructure.”
Full Year 2012 Highlights
Record revenue of $216.7 million, up 45% year-over-year
Record gross margin of 25.5%, up 610 basis points year-over-year
More than 1.5 million microinverters shipped in 2012, up 50% year-over-year
Ended 2012 as the #1 inverter brand by market share in the California residential market
Named World Economic Forum 2013 Technology Pioneer
For the fiscal year 2012, total revenues were $216.7 million, an increase of 45 percent compared to last year. Units sold in 2012 increased to 1.5 million compared to 1.0 million in 2011. GAAP gross margin for the year was 25.5 percent, an increase of 610 basis points year-over-year. GAAP net loss for the year totaled $38.2 million, or $1.24 per share. Non-GAAP net loss was $28.8 million, or a loss of $0.93 per share.






“We finished fiscal 2012 with impressive results highlighted by continued gross margin expansion and significant improvements in cash flow. While European demand softened in the second half of the year, we continue to make good progress with our geographic market expansion strategy,” said Paul Nahi. “Our fourth quarter capped a year of improving strategic and financial performance, underscored by the shipment of our 3,000,000th inverter. This demonstrates the widespread acceptance of our microinverter system offering. Together with the strengthening of our balance sheet attributable to last April's IPO and the additional credit capacity we have put in place, we are well positioned entering 2013 to execute our balanced profitable growth strategy. I am tremendously proud of what we accomplished in our first year as a public company which was made possible by the hard work and commitment of our entire Enphase family.”
Business Outlook
“Looking forward we expect revenues for the first quarter of 2013 to be within a range of $43 million to $46 million, and for gross margin to be within a range of 26 percent to 28 percent,” said Kris Sennesael, CFO of Enphase. “The expected sequential decline in revenue during the first quarter is in line with normal seasonality. We also expect non-GAAP operating expenses for the first quarter of 2013 to be approximately flat compared to the fourth quarter of 2012.”
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 company’s 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 fourth quarter and full year results and first quarter 2013 business outlook 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 877-644-1284; participant passcode 87558671. A live webcast of the conference call will also be accessible from the Investor Relations section of the company's 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 by calling 855-859-2056; participant passcode 87558671 beginning approximately one hour after the call.






Forward-Looking Statements
This press release contains forward-looking statements, including, but not limited to, statements related to Enphase Energy’s 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 Company’s current expectations and inherently involve significant risks and uncertainties. Enphase Energy’s 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 Company’s 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 Company’s 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 Company’s 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 Energy’s Securities and Exchange Commission (SEC) filings and reports, including its most recent report on Form 10-Q filed on November 13, 2012. Additional information will also be set forth in those sections in Enphase Energy’s Annual Report on Form 10-K for the year ended December 31, 2012, which will be filed with the SEC in the first quarter of 2013. 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 Energy’s 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






ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended
December  31,
 
Twelve Months Ended
December 31,
 
2012
 
2011
 
2012
 
2011 
Net revenues
$
57,568

 
$
57,134

 
$
216,678

 
$
149,523

Cost of revenues
41,512

 
44,063

 
161,390

 
120,454

Gross profit
16,056

 
13,071

 
55,288

 
29,069

Operating expenses:
 
 
 
 
 
 
 
Research and development
8,533

 
7,180

 
35,601

 
25,099

Sales and marketing
7,525

 
5,612

 
25,973

 
17,454

General and administrative
6,177

 
4,109

 
24,875

 
15,228

Total operating expenses
22,235

 
16,901

 
86,449

 
57,781

Loss from operations
(6,179
)
 
(3,830
)
 
(31,161
)
 
(28,712
)
Other expense, net:
 
 
 
 
 
 
 
Interest income

 

 
17

 
4

Interest expense
(1,025
)
 
(1,380
)
 
(6,436
)
 
(3,006
)
Other (expense) income
(233
)
 
(327
)
 
13

 
(576
)
Total other expense, net
(1,258
)
 
(1,707
)
 
(6,406
)
 
(3,578
)
Loss before income taxes
(7,437
)
 
(5,537
)
 
(37,567
)
 
(32,290
)
Provision for income taxes
(305
)
 

 
(651
)
 

Net loss attributable to common stockholders
$
(7,742
)
 
$
(5,537
)
 
$
(38,218
)
 
$
(32,290
)
Net loss per share attributable to common stockholders, basic and diluted
$
(0.19
)
 
$
(3.41
)
 
$
(1.24
)

$
(25.73
)
Shares used in computing net loss per share attributable to common stockholders, basic and diluted
40,819

 
1,626

 
30,740

 
1,255








ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
 
As of December 31, 
 
2012
 
2011
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
45,294

 
$
51,524

Accounts receivable, net
27,743

 
17,771

Inventory
19,843

 
11,228

Prepaid expenses and other
2,118

 
1,264

Total current assets
94,998

 
81,787

Property and equipment, net
25,541

 
18,411

Other assets
1,752

 
6,044

Total assets
$
122,291

 
$
106,242

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
11,272

 
$
12,928

Accrued liabilities
19,266

 
10,100

Deferred revenues
933

 
23,414

Current portion of term loans
2,384

 
4,529

Convertible preferred stock warrant liability

 
1,399

Total current liabilities
33,855

 
52,370

Long-term liabilities:
 
 
 
Deferred revenues
7,537

 
3,670

Warranty obligations
15,260

 
6,733

Other liabilities
307

 
145

Term loans
8,677

 
10,148

Convertible notes

 
19,202

Total long-term liabilities
31,781

 
39,898

Total liabilities
65,636

 
92,268

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
 
Convertible preferred stock

 
93,596

Preferred stock

 

Common stock

 

Additional paid-in capital
183,629

 
9,103

Accumulated deficit
(127,026
)
 
(88,808
)
Accumulated other comprehensive income
52

 
83

Total stockholders’ equity
56,655

 
13,974

Total liabilities and stockholders’ equity
$
122,291

 
$
106,242








ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
Year Ended
December 31,
 
2012
 
2011
Cash flows from operating activities:
 
 
 
Net loss
$
(38,218
)
 
$
(32,290
)
Adjustments to reconcile net loss to net cash used in operating activities:
 
 
 
Depreciation and amortization
5,568

 
3,032

Provision for doubtful accounts
1,068

 
127

Net loss on disposal of assets
120

 

Non-cash interest expense
4,777

 
1,835

Stock-based compensation
4,766

 
2,120

Change in fair value of convertible preferred stock warrants
(520
)
 
321

Changes in operating assets and liabilities:
 
 
 
Accounts receivable
(11,040
)
 
(9,874
)
Inventory
(8,615
)
 
(6,708
)
Prepaid expenses and other assets
(711
)
 
(1,648
)
Accounts payable, accrued and other liabilities
16,774

 
17,275

Deferred revenues
(18,614
)
 
25,443

Net cash used in operating activities
(44,645
)
 
(367
)
Cash flows from investing activities:
 
 
 
Purchases of property and equipment
(12,990
)
 
(14,662
)
Net cash used in investing activities
(12,990
)
 
(14,662
)
Cash flows from financing activities:
 
 
 
Proceeds from issuance of convertible notes

 
19,726

Proceeds from private placement of common stock

 
1,858

Proceeds from borrowings under term loans
10,000

 
9,898

Payments of financing costs
(1,031
)
 
(573
)
Repayments of term loans
(14,103
)
 
(1,863
)
Principal payments under capital leases
(96
)
 
(169
)
Proceeds from issuance of common stock under employee stock plans
255

 
190

Proceeds from issuance of common stock in IPO, net of underwriting discounts and commissions
58,609

 

Payment of offering costs
(2,198
)
 
(2,585
)
Net cash provided by financing activities
51,436

 
26,482

Effect of exchange rate changes on cash
(31
)
 
78

Net (decrease) increase in cash and cash equivalents
(6,230
)
 
11,531

Cash and cash equivalents—Beginning of period
51,524

 
39,993

Cash and cash equivalents—End of period
$
45,294

 
$
51,524








ENPHASE ENERGY, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended
December  31, 
 
Twelve Months Ended
December 31,
 
2012
 
2011 
 
2012
 
2011 
Reconciliation of Gross Profit and Gross Margin on a GAAP Basis to Gross Profit and Gross Margin on a Non-GAAP Basis:
 
 
 
 
 
 
 
Gross profit on a GAAP basis
$
16,056

 
$
13,071

 
$
55,288

 
$
29,069

Stock-based compensation
76

 
14

 
196

 
39

Gross profit on a non-GAAP basis
$
16,132

 
$
13,085

 
$
55,484

 
$
29,108

Gross margin on a GAAP basis
27.9
%
 
22.9
%
 
25.5
%
 
19.4
%
Gross margin on a non-GAAP basis
28.0
%
 
22.9
%
 
25.6
%
 
19.5
%
Reconciliation of Operating Expenses on a GAAP Basis to Operating Expenses on a Non-GAAP Basis:
 
 
 
 
 
 
 
Operating expenses on a GAAP basis
$
(22,235
)
 
$
(16,901
)
 
$
(86,449
)
 
$
(57,781
)
Stock-based compensation(1)
1,531

 
667

 
4,570

 
2,081

Severance costs
371

 

 
371

 

Operating expenses on a non-GAAP basis
$
(20,333
)
 
$
(16,234
)
 
$
(81,508
)
 
$
(55,700
)
(1) Includes stock-based compensation as follows:
 
 
 
 
 
 
 
Research and development
$
557

 
$
267

 
$
1,728

 
$
795

Sales and marketing
429

 
187

 
1,254

 
671

General and administrative
545

 
213

 
1,588

 
615

Total
$
1,531

 
$
667

 
$
4,570

 
$
2,081

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
$
(6,179
)
 
$
(3,830
)
 
$
(31,161
)
 
$
(28,712
)
Stock-based compensation
1,607

 
681

 
4,766

 
2,120

Severance costs
371

 

 
371

 

Loss from operations on a non-GAAP basis
$
(4,201
)
 
$
(3,149
)
 
$
(26,024
)
 
$
(26,592
)
Reconciliation of Net Loss on a GAAP Basis to Net Loss on a Non-GAAP Basis:
 
 
 
 
 
 
 
Net loss on a GAAP basis
$
(7,742
)
 
$
(5,537
)
 
$
(38,218
)
 
$
(32,290
)
Stock-based compensation
1,607

 
681

 
4,766

 
2,120

Severance costs
371

 

 
371

 

Non-cash interest expense and write-off of deferred financing costs
808

 
1,090

 
4,777

 
1,835

(Gains) losses from convertible preferred stock warrant liability revaluation

 
48

 
(520
)
 
321

Net loss on a non-GAAP basis
$
(4,956
)
 
$
(3,718
)
 
$
(28,824
)
 
$
(28,014
)
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
$
(0.19
)
 
$
(3.41
)
 
$
(1.24
)
 
$
(25.73
)
Stock-based compensation
0.04

 
0.42

 
0.16

 
1.69

Severance costs
0.01

 
0.00

 
0.01

 
0.00

Non-cash interest expense and write-off of deferred financing costs
0.02

 
0.67

 
0.16

 
1.46

(Gains) losses from convertible preferred stock warrant liability revaluation

 
0.03

 
(0.02
)
 
0.26

Basic and diluted net loss per share on a non-GAAP basis
$
(0.12
)
 
$
(2.29
)
 
$
(0.93
)
 
$
(22.32
)





ENPHASE ENERGY, INC.
SUPPLEMENTAL OPERATING DATA
(Unaudited)
 
Quarterly Period 
 
4Q12
 
3Q12
 
2Q12
 
1Q12
 
4Q11 
Net revenues (in thousands)
$
57,568

 
$
60,813

 
$
55,697

 
$
42,600

 
$
57,134

Gross profit (in thousands)
16,056

 
16,324

 
13,601

 
9,307

 
13,071

Gross margin
27.9
%
 
26.8
%
 
24.4
%
 
21.8
%
 
22.9
%
Microinverter units shipped (in thousands)
384

 
431

 
403

 
292

 
389

Megawatts shipped(1)
82.6

 
92.4

 
86.0

 
62.5

 
82.5

 
 
 
 
 
 
 
 
 
 
(1) Represents the productive capacity of microinverters shipped.