Niklas Bjorkman wrote: Firstly I agree with your conclusion. NewSQL takes the best of the traditional databases and NoSQL databases to combine the benefits of both worlds. I do not agree that NewSQL vendors focus on giving scale-out features to transactional data. The NewSQL market is focusing on giving true ACID support combined with extreme performance, stepping away from the traditional relational structures in databases. A lot of developers appreciate the ease of accessing data using SQL and I think we will see more and more databases supporting standard SQL.
As you said - NewSQL databases often maintain the...
In many cases, the end of the year gives you time to step back and take stock of the last 12 months. This is when many of us take a hard look at what worked and what did not, complete performance reviews, and formulate plans for the coming year. For me, it is all of those things plus a time when I u...
API Technologies Corp. (NASDAQ:ATNY) (“API”, “API Technologies”, or the
“Company”), a trusted provider of RF/microwave, microelectronics, and
security solutions for critical and high-reliability applications, today
announced results for the fiscal fourth quarter and twelve months ended
November 30, 2012.
Record bookings of $76.6 million resulting in a book-to-bill ratio of
1.2 to 1 in the fiscal fourth quarter.
Revenue of $280.8 million for the twelve months ended November 30,
2012, up from $197.6 for the twelve months ended November 30, 2011.
Revenue of $62.7 million for the fiscal fourth quarter compared to
$75.1 million in the prior year’s comparable quarter.
On February 6, 2013, announced the repayment of a term loan facility
and entry into new credit agreements.
“Fiscal 2012 was a transformational year for API Technologies, as we
successfully integrated three strategic acquisitions and emerged as a
leading provider of high-reliability electronics solutions,” said Bel
Lazar, President and Chief Executive Officer of API Technologies. “In
spite of ongoing defense industry headwinds and a challenging
macroeconomic environment, we won record orders and achieved a positive
book-to-bill ratio of 1.2 to 1 in the fourth quarter, positioning us for
future growth.”
Results for the Quarter Ended November 30, 2012
API Technologies reported revenue of $62.7 million for the quarter ended
November 30, 2012, compared to $68.4 million in the quarter ended August
31, 2012 and $75.1 million in the quarter ended November 30, 2011.
Gross profit, as a percent of sales, was 20.2% for the quarter ended
November 30, 2012, versus 22.3% for the quarter ended August 31, 2012
and 23.7% for quarter ended November 30, 2011. Excluding restructuring
costs, gross margin was 21.4% in the quarter ended November 30, 2012
compared to 24.9% in the quarter ended August 31, 2012. Adjusted EBITDA
for the quarter ended November 30, 2012 was $8.3 million (13.2% margin)
versus $9.3 million (13.7% margin) for the quarter ended August 31,
2012, and $11.4 million (15.2% margin) for the quarter ended November
30, 2011.
API Technologies posted a net loss of $12.3 million for the quarter
ended November 30, 2012 versus a net loss of $27.7 million for the
quarter ended August 31, 2012 and a net loss of $2.5 million for the
quarter ended November 30, 2011. Restructuring costs recorded in the
quarter ended November 30, 2012 were approximately $3.3 million, versus
$2.2 million in the quarter ended August 31, 2012 and $1.7 million in
the comparable period of 2011. During the quarter ended August 31, 2012,
the Company recorded a Goodwill impairment charge of $24.3 million,
which adjusted the estimated write-down taken in the quarter ended May
31, 2012.
Results for the Twelve Months Ended November 30, 2012
API Technologies reported revenue of $280.8 million for the twelve
months ended November 30, 2012 compared to $197.6 million for the same
period in the prior-year period. The increase in revenue was primarily
due to acquisitions completed in the past twelve months. Gross margin
was 20.0% for the twelve months ended November 30, 2012 versus 20.8% for
the prior-year period. Adjusted EBITDA was $39.6 million for the twelve
months ended November 30, 2012 compared to $16.2 million for the twelve
months ended November 30, 2011.
API Technologies posted a net loss of $148.7 million for the twelve
months ended November 30, 2012 compared to a net loss of $17.3 million
for the twelve months ended November 30, 2011. The increase in net loss
was driven primarily by $111.3 million of Goodwill impairment charges,
$17.7 million of restructuring charges, and $12.6 million of convertible
note financing costs recorded in fiscal 2012. Restructuring costs
recorded in the twelve months ended November 30, 2012 were approximately
$17.7 million compared to approximately $6.0 million for the fiscal year
ended November 30, 2011.
At the end of the November 30, 2012 quarter, the Company had $21.2
million of cash and cash equivalents, including $0.7 million of
restricted cash, and $185.4 million of debt obligations, net of
discounts.
As announced in October, API Technologies’ Board of Directors has
retained Jefferies & Company, Inc. (“Jefferies”) as its financial
advisor. Jefferies continues to assist the Board in evaluating the
unsolicited interest for one or more of the company’s business units, as
well as a full range of strategic alternatives. API noted that there can
be no assurance that this process will result in any agreement or
transaction. API does not intend to discuss or disclose developments
with respect to the Board’s process unless and until the Board has
approved a specific course of action.
Conference Call
API Technologies will host a conference call to review the Company’s
fiscal fourth quarter results tomorrow, February 13, at 10:00 a.m.
Eastern Time. Bel Lazar, President and Chief Executive Officer, and Phil
Rehkemper, Executive Vice President and Chief Financial Officer, will
host the call.
The call will be available by dialing 866-605-3852 or 412-317-6789 and
accessible by webcast at www.apitech.com.
Recorded replays of the webcast will be available for 30 days on the
Company’s website and by telephone for 30 days at 877-344-7529, replay
passcode #10023558, beginning 2:00 p.m. Eastern Time on February 13,
2013.
About API Technologies Corp.
API Technologies designs, develops and manufactures electronic systems,
subsystems, RF and secure solutions for technically demanding defense,
aerospace and commercial applications. API Technologies' customers
include many leading Fortune 500 companies. API Technologies trades on
the NASDAQ under the symbol ATNY. For further information, please visit
the Company website at www.apitech.com.
Non-GAAP Financial Information
In this press release, API has provided a non-GAAP financial measure for
Gross Margin and Adjusted EBITDA. Non-GAAP Gross Margin excludes
restructuring charges and Adjusted EBITDA (Earnings before interest,
taxes, depreciation and amortization), excludes discontinued operations,
restructuring charges, acquisition charges, goodwill impairment,
earn-out reversals, a C-MAC pro forma adjustment, foreign exchange loss,
Spectrum acquisition inventory fair value, stock-based compensation
expenses, amortization of note discounts and deferred financing costs,
and certain other adjustments. Management believes the supplemental
non-GAAP presentations provide investors an additional analytical tool
for understanding the Company’s financial performance by excluding the
impact of items which may obscure trends in the core operating
performance of the business. These are not recognized measures under US
GAAP, do not have a standardized meaning, and are unlikely to be
comparable to similar measures used by other companies. Accordingly,
investors are cautioned that these non-GAAP measures should not be
construed as an alternative to net earnings or loss or gross margin
determined in accordance with GAAP as an indicator of the financial
performance of the Company or as a measure of the Company's liquidity
and cash flows. We expect our financial statements to continue to be
affected by items similar to those excluded in the non-GAAP adjustments
described above, and exclusion of these items from our non-GAAP
financial measures should not be construed as an inference that all such
costs are unusual or infrequent.
Safe Harbor for Forward-Looking Statements
Except for statements of historical fact, the information presented
herein constitutes forward-looking statements. All forward-looking
statements are subject to certain risks, uncertainties and assumptions
which may cause the actual results, performance or achievements of the
Company to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements.
These risks and uncertainties include but are not limited to, general
economic and business conditions, government regulations, our ability to
integrate and consolidate our operations, our ability to expand our
operations in both new and existing markets, the ability of our review
of strategic alternatives to maximize stockholder value and the effect
of growth on our infrastructure. Should one or more of these risks or
uncertainties materialize, or should the assumptions prove incorrect,
actual results may vary in material aspects from those currently
anticipated. The forward-looking statements in this news release should
be read in conjunction with the more detailed descriptions of the above
factors located in our Annual Report on Form 10-K under Part I, Item 1A
“Risk Factors” as well as those additional factors we may describe from
time to time in other filings with the Securities and Exchange
Commission. All information in this release is as of the date hereof. We
undertake no duty to update any forward-looking statement to conform the
statement to actual results or changes in the Company's expectations.
Except as required by law, the Company assumes no obligation to update
or revise any forward-looking statements in this press release, whether
as a result of new information, future events, or otherwise.
API Technologies Corp.
Financial Results
For the Three and Twelve Months Ended November 30, 2012
Consolidated Statement of Operations (unaudited)
in thousands USD
For the Three
For the Three
For the Twelve
For the Twelve
Months Ended
Months Ended
Months Ended
Months Ended
Nov. 30,
Nov. 30,
Nov. 30,
Nov. 30,
2012
2011
2012
2011
Revenue, net
$
62,749
$
75,082
$
280,820
$
197,569
Cost of revenues
Cost of revenues
49,344
57,121
214,460
154,875
Restructuring charges
706
195
10,336
1,514
Total cost of revenues
50,050
57,316
224,796
156,389
Gross profit
12,699
17,766
56,024
41,180
Operating expenses
General and administrative
7,024
5,105
26,825
23,908
Selling expenses
3,940
3,504
15,753
12,057
Research and development
2,406
2,636
10,297
6,176
Business acquisition and related charges
584
638
4,027
13,436
Restructuring charges
2,631
1,453
7,366
4,446
16,585
13,336
64,268
60,023
Operating income (loss)
(3,886
)
4,430
(8,244
)
(18,843
)
Other expenses (income), net
Goodwill impairment
—
—
111,300
—
Interest expense, net
4,311
3,328
16,209
7,729
Amortization of note discounts and deferred financing costs
727
524
15,684
3,900
Other expense (income), net
3,225
228
898
(329
)
8,263
4,080
144,091
11,300
Loss from continuing operations before income taxes
(12,149
)
350
(152,335
)
(30,143
)
Expense (benefit) for income taxes
154
2,837
(3,632
)
(12,851
)
Income (loss) from continuing operations, net of income taxes
(12,303
)
(2,488
)
(148,703
)
(17,292
)
Income (loss) from discontinued operations, net of income taxes
—
—
—
(36
)
Net income (loss)
$
(12,303
)
$
(2,488
)
$
(148,703
)
$
(17,328
)
Income (loss) per share from continuing operations—Basic and
diluted
$
(0.22
)
$
(0.05
)
$
(2.69
)
$
(0.40
)
Income (loss) per share from discontinued operations—Basic and
diluted
$
0.00
$
0.00
$
0.00
$
0.00
Net income (loss) per share—Basic and diluted
$
(0.22
)
$
(0.05
)
$
(2.69
)
$
(0.40
)
Weighted average shares outstanding
Basic
55,368,033
52,404,074
55,314,263
43,177,538
Diluted
55,368,033
52,416,071
55,314,263
43,177,538
Consolidated Balance Sheets (unaudited)
in thousands USD
November 30,
November 30,
2012
2011
Assets
Current
Cash and cash equivalents
$
20,535
$
15,689
Restricted cash
700
700
Accounts receivable
45,229
52,983
Inventories, net
67,962
72,017
Deferred income taxes
1,101
4,797
Prepaid expenses and other current assets
2,644
1,705
138,171
147,891
Fixed assets, net
41,792
44,149
Fixed assets held for sale
900
3,217
Goodwill
156,002
253,170
Intangible assets, net
50,090
50,001
Other non-current assets
9,344
8,019
Total assets
$
396,299
$
506,447
Liabilities and Shareholders’ Equity
Current
Accounts payable and accrued expenses
$
41,487
$
46,002
Deferred revenue
385
1,892
Current portion of long-term debt
2,328
1,917
44,200
49,811
Deferred income taxes
3,410
9,905
Other long-term liabilities
1,048
—
Long-term debt, net of current portion and discount
183,087
165,267
231,745
224,983
Preferred Stock, net of discounts
25,581
—
Shareholders’ equity
Common stock
55
55
Special voting stock
—
—
Additional paid-in capital
326,973
322,675
Common stock subscribed but not issued
2,373
2,373
Accumulated deficit
(192,513
)
(43,810
)
Accumulated other comprehensive income
2,085
171
138,973
281,464
Total Liabilities and Shareholders’ Equity
$
396,299
$
506,447
Consolidated Adjusted EBITDA
in thousands USD
The following table reconciles three and twelve months GAAP net loss
to non-GAAP Adjusted EBITDA from continuing operations.
Three Months Ended
Twelve Months Ended
November 30,
November 30,
2012
2011
2012
2011
Net income (loss)
$
(12,303
)
$
(2,488
)
$
(148,703
)
$
(17,328
)
Adjustments
Interest expense, net
4,311
3,328
16,209
7,729
Amortization of note discounts and deferred financing costs
727
524
15,684
3,900
Depreciation and amortization
5,045
4,056
18,230
10,619
Goodwill impairment
—
—
111,300
—
Income taxes
154
2,837
(3,632
)
(12,851
)
Stock based compensation
290
128
2,224
2,900
Restructuring
3,337
1,650
17,702
5,960
Acquisition related charges
584
638
4,027
13,436
Other adjustments (A)
4,884
—
6,283
92
Spectrum acquisition inventory fair value
—
732
—
1,704
SenDEC earn-out reversal
—
—
(2,213
)
—
C-MAC pro-forma adjustment
924
—
2,100
—
Foreign exchange (gain) loss
301
42
425
42
Discontinued operations
—
—
—
36
Adjusted EBITDA
$
8,254
$
11,447
$
39,636
$
16,239
Adjusted EBITDA Margin
13.2
%
15.2
%
14.1
%
8.2
%
(A)
Charges in 2012 primarily relate to non-cash inventory provisions,
a $1.9 million impairment write-down on assets held for sale ($1.8
million in Q4-2012), and a $1.1 million loss contingency accrual
in Q4-2012.
Additional Adjusted EBITDA Reconciliations
in thousands USD
The following table reconciles three months GAAP net loss to
non-GAAP Adjusted EBITDA for our reportable segments for the quarter
ended November 30, 2012.
SSC
SSIA
Sub-total
SSC & SSIA
EMS
Corporate
Total
Q4
Q4
Q4
Q4
Q4
Q4
Revenue
$ 48,721
$
3,370
$
52,091
$
10,658
$
-
$
62,749
Net Income (loss)
(1,999
)
(246
)
(2,245
)
(2,906
)
(7,152
)
(12,303
)
Adjustments
Interest expense, Net
1,850
(2
)
1,848
86
2,377
4,311
Amortization of note discounts and deferred financing costs
-
-
-
-
727
727
Depreciation & amortization
4,011
134
4,145
820
80
5,045
Goodwill impairment
-
-
-
-
-
-
Income taxes
(119
)
(42
)
(161
)
10
305
154
Stock based compensation
-
-
-
-
290
290
Restructuring
880
634
1,514
1,749
74
3,337
Acquisition related charges
8
-
8
-
576
584
C-MAC pro-forma adjustments
924
-
924
-
-
924
Other adjustments (A)
3,313
-
3,313
373
1,198
4,884
Foreign exchange loss
-
-
-
-
301
301
Net corporate costs (B)
(950
)
(66
)
(1,016
)
(208
)
1,224
-
Add-Back Total
9,917
658
10,575
2,830
7,152
20,557
Adjusted EBITDA
$ 7,918
$
412
$
8,330
$
(76
)
$
-
$
8,254
Adjusted EBITDA Margin
16.3
%
12.2
%
16.0
%
-0.7
%
13.2
%
(A)
Charges relate to non-cash inventory provisions.
(B)
Net Corporate costs are allocated to the three segments by
percentage of total consolidated revenues.
Additional Adjusted EBITDA Reconciliations
in thousands USD
The following table reconciles three months GAAP net loss to
non-GAAP Adjusted EBITDA for our reportable segments for the quarter
ended November 30, 2011.
SSC
SSIA
Sub-total
SSC & SSIA
EMS
Corporate
Total
Q4
Q4
Q4
Q4
Q4
Q4
Revenue
$ 45,651
$
6,456
$
52,107
$
22,975
$
-
$
75,082
Net Income (loss)
1,617
658
2,275
340
(5,103
)
(2,488
)
Adjustments
Interest expense, Net
-
9
9
-
3,319
3,328
Amortization of note discounts and deferred financing costs
-
-
-
-
524
524
Depreciation & amortization
2,832
84
2,916
1,120
20
4,056
Goodwill impairment
-
-
-
-
-
-
Income taxes
2,578
225
2,803
3
31
2,837
Stock based compensation
-
-
-
-
128
128
Restructuring
554
442
996
564
90
1,650
Acquisition related charges
150
-
150
-
488
638
Spectrum fair value adjustments
732
-
732
-
-
732
Foreign exchange loss
32
18
50
-
(8
)
42
Net corporate costs (A)
(311
)
(44
)
(355
)
(156
)
511
-
Add-Back Total
6,567
734
7,301
1,531
5,103
13,935
Adjusted EBITDA
$ 8,184
$
1,392
$
9,576
$
1,871
$
-
$
11,447
Adjusted EBITDA Margin
17.9
%
21.6
%
18.4
%
8.1
%
15.2
%
(A)
Net Corporate costs are allocated to the three segments by
percentage of total consolidated revenues.
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