8-K
Nve Corp /New/ (NVEC)
UNITED STATESSECURITIES AND EXCHANGE COMMISSION****Washington, D.C. 20549
FORM8-K
CURRENT REPORT****Pursuant toSection 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 19, 2021
NVE Corporation
(Exact name of registrant as specified in its charter)
| Minnesota | 000-12196 | 41-1424202 |
|---|---|---|
| (State<br>or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 11409 Valley View Road, Eden Prairie,Minnesota | 55344 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (952) 829-9217
(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 (see General Instruction A.2. below):
[ ] 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
| Title of<br>each class | Trading<br>symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| CommonStock, $0.01 par value | NVEC | The NASDAQ Stock Market,LLC |
Item 2.02. Results of operationsand financial condition.
Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter ended June 30, 2021.
Item 5.02. Departure of directors or certain officers; election of directors;appointment of certain officers; compensatory arrangements of certain officers.
On July 19, 2021, Curt A. Reynders, our Chief Financial Officer, notified our Board of Directors that he will retire from NVE Corporation effective October 1, 2021.
Item 8.01. Other events.
NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable August 31, 2021 to shareholders of record as of August 2, 2021.
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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.
| Date July21, 2021 | NVE CORPORATION(Registrant)<br><br><br><br> /s/ DANIEL A. BAKER<br><br>Daniel A. Baker<br><br>President and Chief Executive Officer |
|---|
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INDEX TO EXHIBITS
| Exhibit # | Description |
|---|---|
| 99 | Press<br>release of NVE Corporation reporting results for the quarter ended June 30,<br>2021 and announcing a quarterly dividend. |
| PRESSRELEASE<br><br>For immediate release | |
| --- |
NVE Corporation Reports First Quarter Results and Announces Quarterly Dividend
EDEN PRAIRIE, Minn.—July 21, 2021—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter ended June 30, 2021.
Total revenue for the first quarter of fiscal 2022 increased 56% to $7.15 million from $4.59 million in the prior-year quarter. The increase was due to a 60% increase in product sales partially offset by a 14% decrease in contract research and development revenue. Product sales increased to $6.95 million from $4.36 million in the prior-year quarter. Net income for the first quarter of fiscal 2022 increased 48% to $3.58 million, or $0.74 per diluted share, compared to $2.41 million, or $0.50 per share, for the prior-year quarter.
The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable August 31, 2021 to shareholders of record as of August 2, 2021.
“We are pleased to report large increases in product sales, total revenue, and earnings for the quarter as the effects of the COVID-19 pandemic on our revenue subsided,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.
NVE is a leader in the practical commercialization of spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store and transmit information. The company manufactures high-performance spintronic products including sensors and couplers that are used to acquire and transmit data.
Statements used in this press release that relate to future plans, events,financial results or performance are forward-looking statements that are subjectto certain risks and uncertainties including, among others, such factors as risksand uncertainties related to future sales and revenues and risks related to theCOVID-19 pandemic, as well as the risk factors listed from time to time in ourfilings with the SEC, including our Annual Report on Form 10-K for the fiscalyear ended March 31, 2021 and other reports filed with the SEC.
| NVE CORPORATIONSTATEMENTS OF INCOMEQUARTERS ENDED JUNE 30, 2021 AND 2020 (Unaudited) | ||||
|---|---|---|---|---|
| Quarter Ended June 30 | ||||
| 2021 | 2020 | |||
| Revenue | ||||
| Product sales | $ | 6,953,766 | $ | 4,358,635 |
| Contract research and development | 199,397 | 230,627 | ||
| Total revenue | 7,153,163 | 4,589,262 | ||
| Cost of sales | 1,769,581 | 836,422 | ||
| Gross profit | 5,383,582 | 3,752,840 | ||
| Expenses | ||||
| Research and development | 808,142 | 880,983 | ||
| Selling, general, and administrative | 466,618 | 355,011 | ||
| Total expenses | 1,274,760 | 1,235,994 | ||
| Income from operations | 4,108,822 | 2,516,846 | ||
| Interest income | 289,720 | 399,212 | ||
| Income before taxes | 4,398,542 | 2,916,058 | ||
| Provision for income taxes | 818,976 | 504,193 | ||
| Net income | $ | 3,579,566 | $ | 2,411,865 |
| Net income per share – basic | $ | 0.74 | $ | 0.50 |
| Net income per share – diluted | $ | 0.74 | $ | 0.50 |
| Cash dividends declared per common share | $ | 1.00 | $ | 1.00 |
| Weighted average shares outstanding | ||||
| Basic | 4,833,232 | 4,835,038 | ||
| Diluted | 4,836,821 | 4,835,157 | ||
| NVE CORPORATION<br>BALANCE SHEETS<br>JUNE 30 AND MARCH 31, 2021 | ||||
| --- | --- | --- | --- | |
| March31, 2021 | ||||
| ASSETS | ||||
| Current assets | ||||
| Cash and cash equivalents | 8,868,823 | $ | 10,427,340 | |
| Marketable securities, short-term | 17,061,711 | 7,678,957 | ||
| Accounts receivable, net of allowance for uncollectible<br>accounts of 15,000 | 3,319,838 | 1,964,281 | ||
| Inventories | 3,670,026 | 3,900,777 | ||
| Prepaid expenses and other assets | 391,278 | |||
| Total current assets | 33,578,636 | 24,362,633 | ||
| Fixed assets | ||||
| Machinery and equipment | 9,280,343 | 9,254,664 | ||
| Leasehold improvements | 1,810,872 | |||
| 11,091,215 | 11,065,536 | |||
| Less accumulated depreciation and amortization | 10,728,853 | |||
| Net fixed assets | 299,394 | 336,683 | ||
| Deferred tax assets | 73,538 | |||
| Marketable securities, long-term | 47,038,669 | |||
| Right-of-use asset – operating lease | 689,216 | |||
| Total assets | 72,100,389 | $ | 72,500,739 | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | 359,394 | $ | 336,591 | |
| Accrued payroll and other | 540,474 | |||
| Income taxes payable | - | |||
| Operating lease | 150,273 | |||
| Total current liabilities | 1,996,181 | 1,027,338 | ||
| Operating lease | 581,459 | |||
| Total liabilities | 1,608,797 | |||
| Shareholders’ equity | ||||
| Common stock | 48,332 | 48,332 | ||
| Additional paid-in capital | 19,345,365 | 19,338,127 | ||
| Accumulated other comprehensive income | 1,010,954 | 1,101,119 | ||
| Retained earnings | 50,404,364 | |||
| Total shareholders’ equity | 70,891,942 | |||
| Total liabilities and shareholders’ equity | 72,100,389 | $ | 72,500,739 |
All values are in US Dollars.