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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): May 1, 2024

Graphic

Advanced Energy Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware

    

000-26966

    

84-0846841

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1595 Wynkoop Street, Suite 800, Denver, Colorado

    

80202

(Address of principal executive offices)

(Zip Code)

(970) 407-6626

(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 (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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

Common Stock, $0.001 par value

AEIS

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

Item 2.02 Results of Operations and Financial Condition.

The information in this Form 8-K is furnished under “Item 2.02 Results of Operations and Financial Condition” and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

On May 1, 2024, Advanced Energy Industries, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2024. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

    

Description

99.1

Advanced Energy press release dated May 1, 2024 reporting financial results for the quarter ended March 31, 2024

104

The cover page from Advanced Energy Industries, Inc. Current Report on Form 8-K, formatted in Inline XBRL

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.

/s/ Paul Oldham

Date: May 1, 2024

Paul Oldham

Chief Financial Officer & Executive Vice President

Exhibit 99.1

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Financial News Release

Advanced Energy Reports First Quarter 2024 Results

Revenue was $327.5 million, below guidance
GAAP EPS from continuing operations was $0.15, within the guidance range
Non-GAAP EPS was $0.58, within the guidance range

DENVER, Colo., May 1, 2024 - Advanced Energy Industries, Inc. (Nasdaq: AEIS), a global leader in highly engineered, precision power conversion, measurement, and control solutions, today announced financial results for the first quarter ended March 31, 2024.

“Early signs of improving demand give us confidence that the first quarter was a trough for the year and that through the remainder of 2024, revenue will improve with meaningfully higher profitability driven by our actions to expand gross margins and control spending,” said Steve Kelley, president and CEO of Advanced Energy. “Looking forward, I believe that broad customer acceptance of our new products and technologies will drive share gains as our markets recover.”

Quarter Results

Revenue was $327.5 million in the first quarter of 2024, compared with $405.3 million in the fourth quarter of 2023 and $425.0 million in the first quarter of 2023.

GAAP net income from continuing operations was $5.8 million or $0.15 per diluted share in the quarter, compared with $37.9 million or $1.01 per diluted share in the prior quarter, and $31.8 million or $0.84 per diluted share a year ago.

Non-GAAP net income was $21.9 million or $0.58 per diluted share in the first quarter of 2024. This compares with $46.7 million or $1.24 per diluted share in the fourth quarter of 2023, and $47.0 million or $1.24 per diluted share in the first quarter of 2023.

Advanced Energy generated $8.0 million in cash flow from continuing operations during the quarter and paid $3.8 million in quarterly dividends.

A reconciliation of GAAP and non-GAAP measures is provided in the tables below.

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Second Quarter 2024 Guidance

Based on the Company’s current view, beliefs, and assumptions, guidance is within the following ranges:

Q2 2024

Revenue

$ 350 million +/- $20 million

GAAP EPS from continuing operations

$0.25 +/- $0.25

Non-GAAP EPS

$0.73 +/- $0.25

Conference Call

Management will host a conference call today, May 1, 2024, at 2:30 p.m. Eastern Time to discuss the third quarter financial results. To participate in the live earnings conference call, please dial 877-407-0890 approximately ten minutes prior to the start of the meeting and an operator will connect you. International participants can dial +1-201-389-0918. A webcast will also be available on our investor web page at ir.advancedenergy.com in the Events & Presentations section. The archived webcast will be available approximately two hours following the end of the live event.

About Advanced Energy

Advanced Energy Industries, Inc. (Nasdaq: AEIS) is a global leader in the design and manufacture of highly engineered, precision power conversion, measurement and control solutions for mission-critical applications and processes. Advanced Energy’s power solutions enable customer innovation in complex applications for a wide range of industries including semiconductor equipment, industrial production, medical and life sciences, data center computing, networking, and telecommunications. With engineering know-how and responsive service and support for customers around the globe, the company builds collaborative partnerships to meet technology advances, propels growth of its customers and innovates the future of power. Advanced Energy has devoted four decades to perfecting power. It is headquartered in Denver, Colorado, USA. For more information, visit www.advancedenergy.com.

Advanced Energy | Precision. Power. Performance. Trust.

For more information, contact:

Andrew Huang

Advanced Energy Industries, Inc.

970-407-6555

ir@aei.com

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Non-GAAP Measures

This release includes GAAP and non-GAAP income and per-share earnings data and other GAAP and non-GAAP financial information. The non-GAAP results presented below exclude the impact of non-cash related charges, such as stock-based compensation, amortization of intangible assets, and long-term unrealized foreign exchange gains and losses. In addition, we exclude discontinued operations and other non-recurring items such as acquisition-related costs, facility expansion and related costs, restructuring, asset impairments, and other charges, as they are not indicative of future performance. The tax effect of our non-GAAP adjustments represents the anticipated annual tax rate applied to each non-GAAP adjustment after consideration of their respective book and tax treatments. In addition, the tax effect also includes a discrete tax benefit associated with the release of a portion of our deferred tax asset valuation allowance.

The non-GAAP measures included in this release are not prepared in accordance with, or an alternative for, similar measures calculated under generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. We believe that these non-GAAP measures provide useful information to management and investors to evaluate business performance without the impacts of certain non-cash charges, non-economic foreign currency remeasurements, and other cash charges which are not part of our usual operations. We use these non-GAAP measures to assess performance against business objectives, make business decisions, develop budgets, forecast future periods, assess trends, and evaluate financial impacts of various scenarios. In addition, management’s incentive plans include these non-GAAP measures as criteria for achievements. Additionally, we believe that these non-GAAP measures, in combination with its financial results calculated in accordance with GAAP, provide investors with additional perspective. To gain a complete picture of all effects on our financial results from any and all events, management does (and investors should) rely upon the GAAP measures as well, as the items excluded from non-GAAP measures may contribute to not accurately reflecting the underlying performance of the company’s continuing operations for the period in which they are incurred. Furthermore, the use of non-GAAP measures has limitations in that such measures do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP, and these measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP measures.

Forward-Looking Statements

This release and statements we make on the above announced conference call contain, in addition to historical information, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements in this report that are not historical information are forward-looking statements. For example, statements relating to our beliefs, expectations and plans are forward-looking statements, as are statements that certain actions, conditions, or circumstances will continue. The inclusion of words such as "anticipate," "expect," "estimate," "can," "may," "might," "continue," "enables," "plan," "intend," "should," "could," "would," "likely," "potential," or "believe," as well as statements that events or circumstances "will" occur or continue, indicate forward-looking statements. Forward-looking statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to: (a) supply chain disruptions and component shortages that may impact

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our ability to timely manufacture products and deliver to customers; (b) the effects of global macroeconomic conditions upon demand for our products and services, including supply chain cost increases, inflationary pressures, economic downturns, and volatility and cyclicality of the industries we serve; (c) the impact of political and geographical risks, including trade and export regulations, other effects of international disputes, war, terrorism, or geopolitical tensions; (d) managing backlog orders; (e) our ability to develop new products expeditiously and be successful in the design win process; (f) delays in capital spending by end-users in our served markets; (g) the risks and uncertainties related to the integration of acquired companies including SL Power Electronics; (h) the continuing spread of COVID-19 and its potential adverse impact on our operations; (i) our ability to avoid additional costs and lawsuits after the solar inverter wind-down; (j) the accuracy of our assumptions on which our financial statement projections are based; (k) the timing of orders received from customers; (l) our ability to realize benefits from cost improvement efforts including avoided costs, restructuring plans and inorganic growth; (m) unanticipated changes to management’s estimates, reserves or allowances; and (n) changes and adjustments to the tax expense and benefits related to the U.S. tax law changes, any of which could negatively impact our customers’ and our presence, operations, and financial results. These and other risks are described in Advanced Energy’s Form 10-K, Forms 10-Q and other reports and statements filed with the Securities and Exchange Commission (the “SEC”). These reports and statements are available on the SEC’s website at www.sec.gov. Copies may also be obtained from Advanced Energy’s investor relations page at ir.advancedenergy.com or by contacting Advanced Energy’s investor relations at 970-407-6555. Forward-looking statements are made and based on information available to us on the date of this press release. Aspirational goals and targets discussed on the conference call or in the presentation materials should not be interpreted in any respect as guidance. We assume no obligation to update the information in this press release.

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ADVANCED ENERGY INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share data)

    

Three Months Ended

 

March 31, 

December 31, 

 

    

2024

    

2023

    

2023

 

Revenue, net

$

327,475

$

425,040

$

405,271

Cost of revenue

 

214,646

 

269,929

 

262,405

Gross profit

 

112,829

 

155,111

 

142,866

Gross margin %

 

34.5

%

 

36.5

%

 

35.3

%

Operating expenses:

Research and development

 

49,836

 

51,610

 

49,025

Selling, general, and administrative

 

55,124

 

55,358

 

54,932

Amortization of intangible assets

 

6,947

 

7,062

 

7,068

Restructuring, asset impairments, and other charges

 

245

 

1,043

 

18,071

Total operating expenses

 

112,152

 

115,073

 

129,096

Operating income

 

677

 

40,038

 

13,770

Interest income

12,645

3,585

12,810

Interest expense

(7,127)

(2,730)

(7,198)

Other income (expense), net

 

1,379

 

(1,405)

 

(3,184)

Income from continuing operations, before income tax

 

7,574

 

39,488

 

16,198

Income tax provision (benefit)

 

1,787

 

7,736

 

(21,693)

Income from continuing operations

 

5,787

 

31,752

 

37,891

Loss from discontinued operations, net of income tax

 

(571)

 

(831)

 

(389)

Net income

$

5,216

$

30,921

$

37,502

Basic weighted-average common shares outstanding

 

37,359

 

37,475

 

37,297

Diluted weighted-average common shares outstanding

 

37,687

 

37,757

 

37,585

Earnings per share attributable to Advanced Energy Industries, Inc:

Continuing operations:

Basic earnings per share

$

0.15

$

0.85

$

1.02

Diluted earnings per share

$

0.15

$

0.84

$

1.01

Discontinued operations:

Basic loss per share

$

(0.02)

$

(0.02)

$

(0.01)

Diluted loss per share

$

(0.02)

$

(0.02)

$

(0.01)

Net income:

Basic earnings per share

$

0.14

$

0.83

$

1.01

Diluted earnings per share

$

0.14

$

0.82

$

1.00

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ADVANCED ENERGY INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands)

    

March 31, 

    

December 31, 

2024

2023

ASSETS

Current assets:

Cash and cash equivalents

$

1,017,780

$

1,044,556

Accounts receivables, net

 

247,510

 

282,430

Inventories

 

361,337

 

336,137

Other current assets

 

44,990

 

48,771

Total current assets

 

1,671,617

 

1,711,894

Property and equipment, net

 

175,453

 

167,665

Operating lease right-of-use assets

 

106,167

 

95,432

Other assets

 

135,627

 

136,448

Goodwill and intangible assets, net

 

435,224

 

445,318

Total assets

$

2,524,088

$

2,556,757

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

$

137,934

$

141,850

Other accrued expenses

 

123,009

 

156,254

Current portion of long-term debt

20,000

20,000

Current portion of operating lease liabilities

 

17,049

 

17,744

Total current liabilities

 

297,992

 

335,848

Long-term debt

891,495

895,679

Other long-term liabilities

 

191,718

 

181,048

Long-term liabilities

 

1,083,213

 

1,076,727

Total liabilities

 

1,381,205

 

1,412,575

Total stockholders' equity

 

1,142,883

 

1,144,182

Total liabilities and stockholders’ equity

$

2,524,088

$

2,556,757

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ADVANCED ENERGY INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

(in thousands)

    

Three Months Ended March 31, 

    

2024

    

2023

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$

5,216

$

30,921

Less: loss from discontinued operations, net of income tax

 

(571)

 

(831)

Income from continuing operations, net of income tax

 

5,787

 

31,752

Adjustments to reconcile net income to net cash from operating activities:

Depreciation and amortization

 

16,952

 

16,523

Stock-based compensation

 

11,005

 

6,801

Amortization of debt issuance costs and debt discount

816

128

Deferred income tax benefit

(9)

(617)

Loss (gain) on disposal and sale of assets

 

(7)

 

115

Unrealized gain on investment

(441)

Changes in operating assets and liabilities, net of assets acquired

 

(26,110)

 

(22,822)

Net cash from operating activities from continuing operations

 

7,993

 

31,880

Net cash from operating activities from discontinued operations

 

(710)

 

(2,069)

Net cash from operating activities

 

7,283

 

29,811

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of long-term investments

(2,092)

Purchases of property and equipment

 

(16,629)

 

(16,210)

Net cash from investing activities

 

(18,721)

 

(16,210)

CASH FLOWS FROM FINANCING ACTIVITIES:

Payments on long-term borrowings

(5,000)

(5,000)

Dividend payments

(3,810)

(3,814)

Net payments related to stock-based awards

 

(5,327)

 

(1,991)

Net cash from financing activities

 

(14,137)

 

(10,805)

EFFECT OF CURRENCY TRANSLATION ON CASH

 

(1,201)

 

51

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

(26,776)

 

2,847

CASH AND CASH EQUIVALENTS, beginning of period

 

1,044,556

 

458,818

CASH AND CASH EQUIVALENTS, end of period

$

1,017,780

$

461,665

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ADVANCED ENERGY INDUSTRIES, INC.

SUPPLEMENTAL INFORMATION (UNAUDITED)

(in thousands)

Net Revenue by Market

    

Three Months Ended

 

March 31, 

 

December 31, 

    

2024

    

2023

    

2023

Semiconductor Equipment

$

179,903

$

194,209

$

191,375

Industrial and Medical

83,418

123,020

108,600

Data Center Computing

41,902

59,659

62,853

Telecom and Networking

22,252

48,152

42,443

Total

$

327,475

$

425,040

$

405,271

Net Revenue by Geographic Region

    

Three Months Ended

 

March 31, 

 

December 31, 

    

2024

    

2023

    

2023

North America

$

134,079

$

180,942

$

187,240

Asia

151,943

179,183

169,700

Europe

40,553

62,566

47,501

Other

900

2,349

830

Total

$

327,475

$

425,040

$

405,271

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ADVANCED ENERGY INDUSTRIES, INC.

SELECTED OTHER DATA (UNAUDITED)

(in thousands)

Reconciliation of Non-GAAP measure - operating expenses and operating income, excluding certain items

    

Three Months Ended

 

March 31, 

 

December 31, 

    

2024

    

2023

    

2023

Gross profit from continuing operations, as reported

$

112,829

$

155,111

$

142,866

Adjustments to gross profit:

Stock-based compensation

 

829

 

383

 

472

Facility expansion, relocation costs and other

 

1,308

 

957

 

1,146

Acquisition-related costs

44

53

44

Non-GAAP gross profit

115,010

156,504

144,528

Non-GAAP gross margin

35.1%

36.8%

35.7%

Operating expenses from continuing operations, as reported

112,152

115,073

129,096

Adjustments:

Amortization of intangible assets

 

(6,947)

 

(7,062)

 

(7,068)

Stock-based compensation

 

(10,176)

 

(6,418)

 

(7,716)

Acquisition-related costs

 

(1,266)

 

(878)

 

(1,372)

Restructuring, asset impairments, and other charges

 

(245)

 

(1,043)

 

(18,071)

Non-GAAP operating expenses

 

93,518

 

99,672

 

94,869

Non-GAAP operating income

$

21,492

$

56,832

$

49,659

Non-GAAP operating margin

6.6%

13.4%

12.3%

Reconciliation of Non-GAAP measure - income excluding certain items

    

Three Months Ended

March 31, 

December 31, 

    

2024

    

2023

    

2023

Income from continuing operations, less non-controlling interest, net of income tax

$

5,787

$

31,752

$

37,891

Adjustments:

 

 

 

Amortization of intangible assets

 

6,947

 

7,062

 

7,068

Acquisition-related costs

 

1,310

 

931

 

1,416

Facility expansion, relocation costs, and other

 

1,308

 

957

 

1,146

Restructuring, asset impairments, and other charges

245

 

1,043

 

18,071

Unrealized foreign currency loss (gain)

(1,757)

1,053

2,728

Tax effect of non-GAAP adjustments, including certain discrete tax benefits

 

(622)

(1,121)

 

(28,030)

Non-GAAP income, net of income tax, excluding stock-based compensation

 

13,218

41,677

 

40,290

Stock-based compensation, net of tax

 

8,694

 

5,304

 

6,387

Non-GAAP income, net of income tax

$

21,912

$

46,981

$

46,677

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ADVANCED ENERGY INDUSTRIES, INC.

SELECTED OTHER DATA (UNAUDITED)

Reconciliation of non-GAAP measure - per share earnings excluding certain items

    

Three Months Ended

March 31, 

December 31, 

    

2024

    

2023

2023

Diluted earnings per share from continuing operations, as reported

$

0.15

$

0.84

$

1.01

Add back:

Per share impact of non-GAAP adjustments, net of tax

 

0.43

 

0.40

 

0.23

Non-GAAP earnings per share

$

0.58

$

1.24

$

1.24

Reconciliation of Q2 2024 Guidance

Low End

High End

Revenue

    

$330 million

    

$370 million

Reconciliation of non-GAAP earnings per share

 

  

 

  

GAAP earnings per share

$

0.00

$

0.50

Stock-based compensation

 

0.29

 

0.29

Amortization of intangible assets

 

0.19

 

0.19

Restructuring, asset impairments, and other charges

 

0.10

 

0.10

Tax effects of excluded items

 

(0.10)

 

(0.10)

Non-GAAP earnings per share

$

0.48

$

0.98

10