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) January 19,2022
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 and nine months ended December 31, 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 February 28, 2022 to shareholders of record as of January 31, 2022.
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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 January19, 2022 | 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 and nine months ended<br>December 31, 2021 and announcing a quarterly dividend. |
| PRESSRELEASE<br><br>For immediate release | |
| --- |
NVE Corporation Reports Third Quarter Results and Announces Quarterly Dividend
EDEN PRAIRIE, Minn.—January 19, 2022—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and nine months ended December 31, 2021.
Total revenue for the third quarter of fiscal 2022 decreased 4% to $6.29 million from $6.53 million in the prior-year quarter. The decrease was due to a 7% decrease in product sales partially offset by an 86% increase in contract research and development revenue. Net income for the third quarter of fiscal 2022 decreased 12% to $3.47 million, or $0.72 per diluted share, compared to $3.93 million, or $0.81 per share, for the prior-year quarter.
For the first nine months of fiscal 2022, total revenue increased 31% to $20.3 million from $15.5 million for the first nine months of the prior year. The increase was due to a 31% increase in product sales and a 17% increase in contract research and development revenue. Net income increased 25% to $10.7 million, or $2.21 per diluted share, from $8.56 million, or $1.77 per share, for the nine months of fiscal 2021.
The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable February 28, 2022 to shareholders of record as of January 31, 2022.
“We are pleased to report solid earnings for the quarter despite supply-chain disruptions that delayed product shipments,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D. “We ended the quarter well-positioned with work-in-process product inventories.”
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, our dependence on criticalsuppliers and packaging vendors, and risks related to the COVID-19 pandemic, aswell as the risk factors listed from time to time in our filings with the SEC,including our Annual Report on Form 10-K for the fiscal year ended March 31, 2021and other reports filed with the SEC.
| NVE CORPORATIONSTATEMENTS OF INCOMEQUARTERS ENDED DECMBER 31, 2021 AND 2020 (Unaudited) | ||||
|---|---|---|---|---|
| Quarter Ended Dec. 31 | ||||
| 2021 | 2020 | |||
| Revenue | ||||
| Product sales | $ | 5,916,790 | $ | 6,332,349 |
| Contract research and development | 374,019 | 201,013 | ||
| Total revenue | 6,290,809 | 6,533,362 | ||
| Cost of sales | 1,385,006 | 1,075,048 | ||
| Gross profit | 4,905,803 | 5,458,314 | ||
| Expenses | ||||
| Research and development | 596,492 | 702,216 | ||
| Selling, general, and administrative | 272,159 | 311,356 | ||
| Total expenses | 868,651 | 1,013,572 | ||
| Income from operations | 4,037,152 | 4,444,742 | ||
| Interest income | 283,940 | 365,498 | ||
| Income before taxes | 4,321,092 | 4,810,240 | ||
| Provision for income taxes | 855,685 | 884,531 | ||
| Net income | $ | 3,465,407 | $ | 3,925,709 |
| Net income per share – basic | $ | 0.72 | $ | 0.81 |
| Net income per share – diluted | $ | 0.72 | $ | 0.81 |
| Cash dividends declared per common share | $ | 1.00 | $ | 1.00 |
| Weighted average shares outstanding | ||||
| Basic | 4,833,604 | 4,833,232 | ||
| Diluted | 4,835,770 | 4,833,261 | ||
| NVE CORPORATIONSTATEMENTS OF INCOMENINE MONTHS ENDED DECEMBER 31, 2021 AND 2020 (Unaudited) | ||||
| --- | --- | --- | --- | --- |
| NineMonths Ended Dec. 31 | ||||
| 2021 | 2020 | |||
| Revenue | ||||
| Product sales | $ | 19,500,567 | $ | 14,850,157 |
| Contract research and development | 766,866 | 653,252 | ||
| Total revenue | 20,267,433 | 15,503,409 | ||
| Cost of sales | 4,698,720 | 2,852,757 | ||
| Gross profit | 15,568,713 | 12,650,652 | ||
| Expenses | ||||
| Research and development | 2,112,630 | 2,399,164 | ||
| Selling, general, and administrative | 1,221,893 | 1,024,549 | ||
| Total expenses | 3,334,523 | 3,423,713 | ||
| Income from operations | 12,234,190 | 9,226,939 | ||
| Interest income | 868,519 | 1,166,102 | ||
| Income before taxes | 13,102,709 | 10,393,041 | ||
| Provision for income taxes | 2,411,228 | 1,833,127 | ||
| Net income | $ | 10,691,481 | $ | 8,559,914 |
| Net income per share – basic | $ | 2.21 | $ | 1.77 |
| Net income per share – diluted | $ | 2.21 | $ | 1.77 |
| Cash dividends declared per common share | $ | 3.00 | $ | 3.00 |
| Weighted average shares outstanding | ||||
| Basic | 4,833,356 | 4,834,324 | ||
| Diluted | 4,835,781 | 4,834,411 | ||
| NVE CORPORATION<br>BALANCE SHEETS<br>DECEMBER 31 AND MARCH 31, 2021 | ||||
| --- | --- | --- | --- | |
| March31, 2021 | ||||
| ASSETS | ||||
| Current assets | ||||
| Cash and cash equivalents | 8,967,657 | $ | 10,427,340 | |
| Marketable securities, short-term | 22,482,494 | 7,678,957 | ||
| Accounts receivable, net of allowance for uncollectible<br>accounts of 15,000 | 3,038,203 | 1,964,281 | ||
| Inventories | 4,367,675 | 3,900,777 | ||
| Prepaid expenses and other assets | 921,846 | 391,278 | ||
| Total current assets | 39,777,875 | 24,362,633 | ||
| Fixed assets | ||||
| Machinery and equipment | 9,312,982 | 9,254,664 | ||
| Leasehold improvements | 1,810,872 | |||
| 11,123,854 | 11,065,536 | |||
| Less accumulated depreciation and amortization | 10,728,853 | |||
| Net fixed assets | 237,476 | 336,683 | ||
| Deferred tax assets | 73,538 | |||
| Marketable securities, long-term | 47,038,669 | |||
| Right-of-use asset – operating lease | 689,216 | |||
| Total assets | 68,048,752 | $ | 72,500,739 | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | 111,243 | $ | 336,591 | |
| Accrued payroll and other | 540,474 | |||
| Operating lease | 150,273 | |||
| Total current liabilities | 1,076,552 | 1,027,338 | ||
| Operating lease | 581,459 | |||
| Total liabilities | 1,608,797 | |||
| Shareholders’ equity | ||||
| Common stock | 48,337 | 48,332 | ||
| Additional paid-in capital | 19,411,158 | 19,338,127 | ||
| Accumulated other comprehensive income | 433,759 | 1,101,119 | ||
| Retained earnings | 50,404,364 | |||
| Total shareholders’ equity | 70,891,942 | |||
| Total liabilities and shareholders’ equity | 68,048,752 | $ | 72,500,739 |
All values are in US Dollars.