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)
October 30, 2012

 
 Active Power, Inc.
(Exact name of registrant as specified in its charter)

Delaware	000-30939	74-2961657	
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)	

2128 W. Braker Lane, BK12
Austin, Texas 78758
(Address of principal executive offices, including zip code)

(512) 836-6464
(Registrant’s telephone number, including area code)

Not Applicable
(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 October 30, 2012, Active Power, Inc. issued a press release reporting its preliminary results of operations for its fiscal quarter ended September 30, 2012. A copy of the press release is furnished herewith as Exhibit 99.1.
 
The information furnished in this Current Report, including under this Item 2.02 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 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 of Active Power, Inc. dated October 30, 2012.	

 

 
 
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.

 	 	ACTIVE POWER, INC.	

Date:  October 30, 2012	By:	 /s/ John Penver	 	
 	 	John Penver	
 	 	Chief Financial Officer	

 

 
 
EXHIBIT INDEX

Exhibit No.	Description	
99.1	Press Release of Active Power, Inc. dated October 30, 2012.	

EXHIBIT 99.1

 
Active Power Reports Third Quarter 2012 Results

UPS Sales Up 51% Compared to Third Quarter of 2011

AUSTIN, Texas (Oct. 30, 2012) – Active Power (NASDAQ: ACPW), manufacturer of UPS (uninterruptible power supply) systems and modular infrastructure solutions, reported results for the third quarter and nine months ended September 30, 2012.

Financial Highlights
 	·	Third quarter revenue of $19.6 million and earnings per share of $(0.01) Revenue for first nine months of 2012 was up 7% to $61.1 million versus the same period in 2011	
 
 	·	UPS system revenue increased 147% to $14.8 million compared to the same period of 2011. The third quarter of 2012 included an unusually high proportion of ancillary equipment related to completion of a large integrated system deployment in EMEA. Excluding this ancillary equipment, UPS product revenue was up 51% compared to the same quarter last year.	
 
 	·	EMEA revenue was up $7.1 million to $9.5 million in third quarter compared to third quarter of 2011 and up $4.7 million to $19.6 million for first nine months of 2012 versus same period in 2011	
 
 	·	Gross margin improved 5% to 29% in third quarter compared to third quarter of 2011 and was up 6% to 31% for first nine months versus the same period in 2011	
 
Operational Highlights
 	·	Received multi-megawatt CleanSource UPS system order from Stanford University for deployment at new Stanford Research Computing Facility	
 
 	·	Deployed an Active Power PowerHouse solution at air traffic control center at Amsterdam Airport Schiphol in The Netherlands	
 
 	·	Completed deployment of CleanSource 1000 kVA UPS system at one of the largest collocation data center facilities in China along the country’s east coast	
 
 	·	Announced Steven Fife as vice president of Finance and who will be appointed CFO on November 1, 2012. Fife has a diverse background across a number of industries including manufacturing and a proven track record in building highly effective finance and accounting functions for small to multibillion dollar organizations.	

 

 
 
Financial Results
 
 	·	Third quarter 2012 revenue was $19.6 million compared to $21.7 million in the previous quarter and $20.6 million in the third quarter of 2011. Revenue for the nine months was $61.1 million versus $57.2 million in the same period in 2011.	

 	·	Gross margin for the quarter was 29% of revenue compared to 36% in the previous quarter and 24% in the third quarter of 2011. Gross margin for the nine months ended September 30, 2012, was 31% compared to 25% in the same period of 2011.	

 	·	Net loss for the third quarter was $847,000, or $(0.01) per share. This compares to net income of $490,000 or $0.01 per share in the previous quarter and a loss of $1.3 million or $(0.02) per share in the third quarter of 2011.   For the nine-months, net loss was $1.5 million or $(0.02) per share, compared to a net loss of $3.8 million or $(0.05) per share in the same period of 2011.	

Management Commentary
“A continued focus on our key priorities drove financial improvements, specifically in growing our core UPS and solutions business,” said Doug Milner, president and CEO, Active Power. “We believe this is evident in the success our sales teams are having in the field with UPS sales increasing 51% compared to the third quarter of 2011 and almost 10% on a year to date basis compared to last year.”

“Moving ahead, we have developed and set into motion a strategic plan for our business over the last several months that is designed to expand and improve upon our product and service offerings and leverage our unique intellectual property. Coupled with the introduction of lean continuous improvement initiatives into company operations, we believe this go-forward plan will enable us to drive more value into the business and help us achieve consistent and improving profitability.”

Outlook
Active Power expects fourth quarter 2012 revenue to range between $17 million and $21 million and full year 2012 revenue between $78 million and $82 million. Fourth quarter earnings per share are expected to be between breakeven to $0.02 and breakeven to $0.01 for full year 2012.

Changes in cash and investments in the fourth quarter are expected to be minimal and driven by changes in working capital requirements.

Conference Call and Webcast
Active Power will host a conference call today, Tuesday, October 30, 2012, at 4:30 p.m. (ET) to discuss its third quarter 2012 results. Interested parties can dial into the call at the time of the event at (866) 838-2054. For callers outside the United States, please dial (904) 520-5766.

 

 
 
To listen to the live webcast, click here. A replay of the webcast will be available via Active Power’s investor relations website at  http://ir.activepower.com .

About Active Power
Founded in 1992, Active Power (NASDAQ: ACPW) designs and manufactures continuous power solutions and critical backup power systems that enable datacenters and other mission critical operations to remain ‘on’ 24 hours a day, seven days a week. Active Power solutions are intelligently efficient, inherently reliable and economically green, providing environmental benefits and energy and space efficiencies to customers’ financial benefit. The company’s products and solutions are built with pride in Austin, Texas, at a state-of-the-art, ISO 9001:2008 registered manufacturing and test facility. Global customers are served via Austin and three regional operations centers located in the United Kingdom, Germany, and China, supporting the deployment of systems in more than 40 countries. For more information, visit  www.activepower.com .

Cautionary Note Regarding Forward-Looking Statements
This release may contain forward-looking statements that involve risks and uncertainties, including statements relating to Active Power’s current expectations of operating results for the fourth quarter of 2012 and full year 2012, its future operating results, and customers’ current intentions. Any forward-looking statements and all other statements that may be made in this news release that are not historical facts are subject to a number of risks and uncertainties, and actual results may differ materially. Factors that could cause the actual results to differ materially from the results predicted include, among others, our dependence on our relationships with Hewlett Packard and Caterpillar, our increased emphasis on larger and more complex system solutions, the deferral or cancellation of sales commitments as a result of general economic conditions or uncertainty, risks related to our international operations, and product performance and quality issues. For more information on the risk factors that could cause actual results to differ from these forward looking statements, please refer to Active Power filings with the Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2011, and its Current Reports on Form 8-K filed since then. Active Power assumes no obligation to update any forward-looking statements or information which are in effect as of their respective dates.

Active Power, CleanSource and CoolAir are registered trademarks of Active Power, Inc. The Active Power logo, PowerHouse and PowerCentre are trademarks of Active Power, Inc. All other trademarks are the properties of their respective companies.

Investor Contact:	Media Contact:	
Ron Both	Lee Higgins	
Liolios Group, Inc.	Senior Public Relations Manager	
949-574-3860	512-744-9488	
acpw@liolios.com	lhiggins@activepower.com	

 

 

ACTIVE POWER, INC.
CONDENSED STATEMENTS OF OPERATIONS
(Thousands, except per share amounts)
(unaudited)

 	 	 	Three	 	 	 	Nine	 	
 	 	 	Months Ended	 	 	 	Months Ended	 	
 	 	 	Sept. 30,	 	 	 	Sept. 30,	 	
 	 	 	2012	 	 	 	2011	 	 	 	2012	 	 	 	2011	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Product revenue	 	$	16,647	 	 	$	16,996	 	 	$	50,534	 	 	$	47,890	 	
Service and other revenue	 	 	2,964	 	 	 	3,612	 	 	 	10,534	 	 	 	9,262	 	
Total revenue	 	 	19,611	 	 	 	20,608	 	 	 	61,068	 	 	 	57,152	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Cost of product revenue	 	 	12,254	 	 	 	13,112	 	 	 	35,608	 	 	 	35,625	 	
Cost of service and other revenue	 	 	1,742	 	 	 	2,649	 	 	 	6,766	 	 	 	7,337	 	
Total cost of goods sold	 	 	13,996	 	 	 	15,761	 	 	 	42,374	 	 	 	42,962	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Gross profit	 	 	5,615	 	 	 	4,847	 	 	 	18,694	 	 	 	14,190	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating expenses:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Research and development	 	 	1,325	 	 	 	1,272	 	 	 	4,045	 	 	 	3,279	 	
Selling and marketing	 	 	3,447	 	 	 	3,527	 	 	 	10,891	 	 	 	10,397	 	
General & administrative	 	 	1,691	 	 	 	1,280	 	 	 	5,175	 	 	 	4,083	 	
Total operating expenses	 	 	6,463	 	 	 	6,079	 	 	 	20,111	 	 	 	17,759	 	
Operating loss	 	 	(848	)	 	 	(1,232	)	 	 	(1,417	)	 	 	(3,569	)	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Interest expense, net	 	 	(80	)	 	 	(68	)	 	 	(246	)	 	 	(149	)	
Other income (expense), net	 	 	81	 	 	 	8	 	 	 	159	 	 	 	(34	)	
Net loss	 	$	(847	)	 	$	(1,292	)	 	$	(1,504	)	 	$	(3,752	)	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Basic & diluted net loss per share	 	$	(0.01	)	 	$	(0.02	)	 	$	(0.02	)	 	$	(0.05	)	
Shares used in computing basic & diluted net loss per share	 	 	95,575	 	 	 	80,119	 	 	 	91,998	 	 	 	79,990	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Comprehensive loss:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Net loss	 	$	(847	)	 	$	(1,292	)	 	$	(1,504	)	 	$	(3,752	)	
Translation gain (loss) on subsidiaries in foreign currencies	 	 	211	 	 	 	(193	)	 	 	(99	)	 	 	. 416	 	
Comprehensive loss	 	$	(636	)	 	$	(1,485	)	 	$	(1,603	)	 	$	(3,336	)	

 

 

ACTIVE POWER, INC.
CONDENSED BALANCE SHEETS
(In thousands)

 	 	Sept. 30	 	 	December 31	 	
 	 	2012	 	 	2011	 	
Assets	 	(unaudited)	 	 	 	 	
 	 	 	 	 	 	 	
Current assets:	 	 	 	 	 	 	
Cash and cash equivalents	 	$	14,079	 	 	$	10,357	 	
Restricted cash	 	 	386	 	 	 	389	 	
Accounts receivable, net	 	 	17,666	 	 	 	11,163	 	
Inventories	 	 	9,362	 	 	 	9,439	 	
Prepaid expenses and other	 	 	 1,457	 	 	 	 414	 	
Total current assets	 	 	42,950	 	 	 	31,762	 	
Property and equipment, net	 	 	2,896	 	 	 	2,861	 	
Deposits and other	 	 	307	 	 	 	404	 	
Total assets	 	$	46,153	 	 	$	35,027	 	
 	 	 	 	 	 	 	 	 	
Liabilities and stockholders' equity	 	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	 	
Current liabilities:	 	 	 	 	 	 	 	 	
Accounts payable	 	$	4,653	 	 	$	4,757	 	
Accrued expenses	 	 	3,849	 	 	 	5,351	 	
Deferred revenue	 	 	5,464	 	 	 	2,366	 	
Revolving line of credit	 	 	5,535	 	 	 	5,535	 	
Total current liabilities	 	 	19,501	 	 	 	18,009	 	
 	 	 	 	 	 	 	 	 	
Long-term liabilities	 	 	798	 	 	 	726	 	
Stockholders' equity:	 	 	 	 	 	 	 	 	
Common stock	 	 	95	 	 	 	80	 	
Treasury stock	 	 	(135	)	 	 	(115	)	
Additional paid-in capital	 	 	288,193	 	 	 	277,023	 	
Accumulated deficit	 	 	(262,399	)	 	 	(260,895	)	
Other accumulated comprehensive income	 	 	100	 	 	 	199	 	
Total stockholders’ equity	 	 	25,854	 	 	 	16,292	 	
Total liabilities and stockholders’ equity	 	$	46,153	 	 	$	35,027