UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended June 30, 2016
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition
period from to
Commission File Number: 000-12196
NVE CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota |
|
41-1424202 |
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.) |
|
11409
Valley View Road, Eden Prairie, Minnesota |
|
55344
|
(Address of principal executive offices) |
|
(Zip Code) |
|
(952)
829-9217 |
(Registrants
telephone number, including area code) |
Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
[X] Yes [ ] No
Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post
such files).
[X] Yes [ ] No
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or
a smaller reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule
12b-2 of the Exchange Act.
Large accelerated filer [ ] |
Accelerated filer [X] |
Non-accelerated filer [ ] (Do not check if a smaller reporting company) |
Smaller reporting company [ ] |
Indicate by check mark whether the registrant is
a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No
Indicate the number of shares outstanding of each
of the issuers classes of common stock, as of the latest practicable date.
Common Stock, $0.01 Par Value 4,835,010 shares outstanding
as of July 15, 2016
NVE CORPORATION
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance
Sheets
Statements
of Income for the Quarters Ended June 30, 2016 and 2015
Statements
of Comprehensive Income
Statements
of Cash Flows
Notes
to Financial Statements
Item 2. Managements Discussion
and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative
Disclosures About Market Risk
Item 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 4. Mine Safety Disclosures
Item 6. Exhibits
SIGNATURES
2
Table
of Contents
PART IFINANCIAL INFORMATION
Item 1. Financial Statements.
NVE CORPORATION
BALANCE SHEETS
|
(Unaudited)
June 30, 2016 |
|
March
31, 2016* |
ASSETS |
Current assets |
Cash and cash equivalents
|
$ |
1,905,697 |
|
|
$ |
7,534,593 |
|
Marketable securities, short-term
|
|
19,559,795 |
|
|
|
19,697,384 |
|
Accounts receivable, net of allowance for uncollectible
accounts of $15,000
|
|
2,651,926 |
|
|
|
2,244,086 |
|
Inventories
|
|
3,186,450 |
|
|
|
3,205,233 |
|
Prepaid expenses and other assets
|
701,867 |
|
|
734,524 |
|
Total current assets |
|
28,005,735 |
|
|
|
33,415,820 |
|
Fixed assets |
Machinery and equipment
|
|
8,839,621 |
|
|
|
8,840,033 |
|
Leasehold improvements
|
1,539,965 |
|
|
1,539,965 |
|
|
|
10,379,586 |
|
|
|
10,379,998 |
|
Less accumulated depreciation and amortization
|
8,882,264 |
|
|
8,688,285 |
|
Net fixed assets |
|
1,497,322 |
|
|
|
1,691,713 |
|
Long-term deferred tax assets |
- |
|
|
51,188 |
|
Marketable securities, long-term |
71,170,799 |
|
|
65,695,335 |
|
Total assets |
$ |
100,673,856 |
|
|
$ |
100,854,056 |
|
|
LIABILITIES AND SHAREHOLDERS EQUITY |
Current liabilities |
Accounts payable
|
$ |
297,831 |
|
|
$ |
317,990 |
|
Accrued payroll and other
|
591,821 |
|
|
556,674 |
|
Income taxes payable
|
1,281,154 |
|
|
- |
|
Deferred revenue
|
714,805 |
|
|
714,805 |
|
Total current liabilities |
|
2,885,611 |
|
|
|
1,589,469 |
|
|
Long-term deferred tax liabilities |
|
520 |
|
|
|
- |
|
|
Shareholders equity |
Common stock, $0.01 par value,
6,000,000 shares authorized; 4,835,010 issued and outstanding as of June 30,
2016 and March 31, 2016
|
|
48,350 |
|
|
|
48,350 |
|
Additional paid-in capital
|
|
19,205,682 |
|
|
|
19,205,682 |
|
Accumulated other comprehensive income
|
|
676,962 |
|
|
|
451,359 |
|
Retained earnings
|
77,856,731 |
|
|
79,559,196 |
|
Total shareholders equity |
97,787,725 |
|
|
99,264,587 |
|
Total liabilities and shareholders equity |
$ |
100,673,856 |
|
|
$ |
100,854,056 |
|
*The March 31, 2016 Balance Sheet is derived from the audited financial statements
contained in our Annual Report on Form 10-K
for the fiscal year ended March 31, 2016.
See accompanying notes.
3
Table of Contents
NVE CORPORATION
STATEMENTS OF INCOME
(Unaudited)
|
Quarter Ended June 30 |
2016 |
|
2015 |
Revenue |
Product sales
|
$ |
5,851,214 |
|
|
$ |
7,735,865 |
|
Contract research and development
|
856,558 |
|
|
585,054 |
|
Total revenue |
|
6,707,772 |
|
|
|
8,320,919 |
|
Cost of sales |
1,385,178 |
|
|
1,993,928 |
|
Gross profit |
|
5,322,594 |
|
|
|
6,326,991 |
|
Expenses |
Selling, general, and administrative
|
|
389,915 |
|
|
|
484,764 |
|
Research and development
|
758,368 |
|
|
681,001 |
|
Total expenses |
1,148,283 |
|
|
1,165,765 |
|
Income from operations |
|
4,174,311 |
|
|
|
5,161,226 |
|
Interest income |
437,734 |
|
|
485,798 |
|
Income before taxes |
|
4,612,045 |
|
|
|
5,647,024 |
|
Provision for income taxes |
1,479,500 |
|
|
1,843,798 |
|
Net income |
$ |
3,132,545 |
|
|
$ |
3,803,226 |
|
Net income per share basic |
$ |
0.65 |
|
|
$ |
0.78 |
|
Net income per share diluted |
$ |
0.65 |
|
|
$ |
0.78 |
|
Cash dividends declared per common share |
$ |
1.00 |
|
|
$ |
1.00 |
|
Weighted average shares outstanding |
Basic
|
|
4,835,010 |
|
|
|
4,854,841 |
|
Diluted
|
|
4,837,095 |
|
|
|
4,860,848 |
|
STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
|
Quarter Ended June 30 |
2016 |
|
2015 |
Net income |
$ |
3,132,545 |
|
|
$ |
3,803,226 |
|
Unrealized gain (loss) from marketable securities, net of tax |
225,603 |
|
|
(308,499 |
) |
Comprehensive income |
$ |
3,358,148 |
|
|
$ |
3,494,727 |
|
See accompanying notes.
4
Table of Contents
NVE CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)
|
Quarter
Ended June 30 |
2016 |
|
2015 |
OPERATING ACTIVITIES |
Net income |
$ |
3,132,545 |
|
|
$ |
3,803,226 |
|
Adjustments to reconcile net income to net cash
provided by operating activities:
|
Depreciation
|
|
193,979 |
|
|
|
206,751 |
|
Excess tax benefits
|
|
- |
|
|
|
(318,521 |
) |
Deferred income taxes
|
|
(77,021 |
) |
|
|
311,876 |
|
Changes in operating assets and liabilities:
|
Accounts receivable
|
|
(407,840 |
) |
|
|
(75,764 |
) |
Inventories
|
|
18,783 |
|
|
|
571,891 |
|
Prepaid expenses and other assets
|
|
32,657 |
|
|
|
(271,633 |
) |
Accounts payable and accrued expenses
|
|
1,296,142 |
|
|
|
944,896 |
|
Net cash provided by operating activities |
|
4,189,245 |
|
|
|
5,172,722 |
|
|
INVESTING ACTIVITIES |
Purchases of fixed assets |
412 |
|
|
|
(23,057 |
) |
Purchases of marketable securities |
|
(4,983,543 |
) |
|
|
136,978
|
|
Proceeds from maturities and sales of marketable securities |
|
- |
|
|
|
2,400,000 |
|
Net cash (used in) provided by investing activities |
|
(4,983,131 |
) |
|
|
2,513,921 |
|
|
FINANCING ACTIVITIES |
Proceeds from sale of common stock |
|
- |
|
|
|
262,749 |
|
Excess tax benefits |
|
- |
|
|
|
318,521 |
|
Repurchase of common stock |
|
- |
|
|
|
(556,787 |
) |
Payment of dividends to shareholders |
|
(4,835,010 |
) |
|
|
(4,857,953 |
) |
Net cash used in financing activities |
|
(4,835,010 |
) |
|
|
(4,833,470 |
) |
|
(Decrease) increase in cash and cash equivalents |
|
(5,628,896 |
) |
|
|
2,853,173 |
|
Cash and cash equivalents at beginning of period |
7,534,593 |
|
|
9,437,262 |
|
|
Cash and cash equivalents at end of period |
$ |
1,905,697 |
|
|
$ |
12,290,435 |
|
|
Supplemental disclosures of cash flow information: |
Cash paid during the quarter for income taxes
|
$ |
- |
|
|
$ |
- |
|
See accompanying notes.
5
Table of Contents
NVE CORPORATION
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. DESCRIPTION OF BUSINESS
We develop and sell devices
that use spintronics, a nanotechnology that relies on electron spin rather than
electron charge to acquire, store, and transmit information.
NOTE 2. INTERIM FINANCIAL INFORMATION
The accompanying unaudited financial statements
of NVE Corporation are prepared consistent with accounting principles generally
accepted in the United States and in accordance with Securities and Exchange Commission
rules and regulations. In the opinion of management, these financial statements
reflect all adjustments, consisting only of normal and recurring adjustments,
necessary for a fair presentation of the financial statements. Although we believe
that the disclosures are adequate to make the information presented not misleading,
it is suggested that these unaudited financial statements be read in conjunction
with the audited financial statements and the notes included in our latest annual
financial statements included in our Annual Report on Form
10-K for the fiscal year ended March 31, 2016. The results of operations
for the quarter ended June 30, 2016 are not necessarily indicative of the
results that may be expected for the full fiscal year ending March 31, 2017.
NOTE 3.
RECENTLY ISSUED ACCOUNTING STANDARDS
In June 2016, the Financial Accounting Standards
Board (FASB) issued Accounting Standards Update (ASU)
No. 2016-13, Financial InstrumentsCredit Losses (Topic 326), Measurement
of Credit Losses on Financial Statements.
This ASU requires a financial asset (or a group of financial assets) measured
at amortized cost basis to be presented at the net amount expected to be collected.
The allowance for credit losses is a valuation account that is deducted from the
amortized cost basis of the financial asset(s) to present the net carrying value
at the amount expected to be collected on the financial asset. The amendment is
effective for financial statements issued for fiscal years beginning after December
15, 2019, including interim periods within those fiscal years, which will be fiscal
2021 for us. We have not yet evaluated the impact of ASU 2016-13 on our financial
statements.
NOTE 4. NET INCOME PER SHARE
Net income per basic share is computed based on
the weighted-average number of common shares issued and outstanding during each
period. Net income per diluted share amounts assume exercise of all stock options.
Options totaling 10,000 for the quarter ended June 30, 2016 were not included
in the computation of diluted earnings per share because the exercise prices were
greater than the market price of the common stock.
The following table shows the components of diluted shares:
|
Quarter
Ended June 30 |
2016 |
|
2015 |
Weighted average common shares outstanding basic |
4,835,010 |
|
4,854,841 |
Dilutive effect of stock options |
2,085 |
|
6,007 |
Shares used in computing net income per share
diluted |
4,837,095 |
|
4,860,848 |
6
Table of Contents
NOTE 5. MARKETABLE SECURITIES
Marketable securities with remaining maturities
less than one year are classified as short-term, and those with remaining maturities
greater than one year are classified as long-term. The fair value of our marketable
securities as of June 30, 2016, by maturity, were as follows:
Total |
|
<1
Year |
|
13
Years |
|
35
Years |
$ |
90,730,594 |
|
$ |
19,559,795 |
|
$ |
50,581,928 |
|
$ |
20,588,871 |
As of June 30 and March 31, 2016, our
marketable securities were as follows:
|
As
of June 30, 2016 |
|
As
of March 31, 2016 |
Adjusted
Cost |
|
Gross
Unrealized
Gains |
|
Gross
Unrealized
Losses |
|
Fair
Market
Value |
Adjusted
Cost |
|
Gross
Unrealized
Gains |
|
Gross
Unrealized
Losses |
|
Fair
Market
Value |
Corporate bonds |
$ |
88,332,907 |
|
$ |
1,060,409 |
|
$ |
- |
|
|
$ |
89,393,316 |
|
$ |
83,339,487 |
|
$ |
717,206 |
|
$ |
(10,824 |
) |
|
$ |
84,045,869 |
Municipal bonds |
1,334,451 |
|
2,827 |
|
- |
|
|
1,337,278 |
|
1,344,328 |
|
2,522 |
|
- |
|
|
1,346,850 |
Total |
$ |
89,667,358 |
|
$ |
1,063,236 |
|
$ |
- |
|
|
$ |
90,730,594 |
|
$ |
84,683,815 |
|
$ |
719,728 |
|
$ |
(10,824 |
) |
|
$ |
85,392,719 |
No securities were in an unrealized loss position
as of June 30, 2016. The following table shows the gross unrealized losses
and fair value of our investments with unrealized losses, aggregated by investment
category and length of time that individual securities had been in a continuous
unrealized loss position as of June 30 and March 31, 2016:
|
Less
Than 12 Months |
|
12 Months
or Greater |
|
Total |
Fair
Market
Value |
|
Gross
Unrealized
Losses |
Fair
Market
Value |
|
Gross
Unrealized
Losses |
Fair
Market
Value |
|
Gross
Unrealized
Losses |
As of June 30, 2016 |
|
Corporate bonds |
$ |
- |
|
$ |
- |
|
|
$ |
- |
|
$ |
- |
|
|
$ |
- |
|
$ |
- |
|
|
Municipal bonds |
- |
|
- |
|
|
- |
|
- |
|
|
- |
|
- |
|
|
Total |
$ |
- |
|
$ |
- |
|
|
$ |
- |
|
$ |
- |
|
|
$ |
- |
|
$ |
- |
|
As of March 31, 2016 |
|
Corporate bonds |
$ |
3,003,606 |
|
$ |
(6,703 |
) |
|
$ |
2,599,870 |
|
$ |
(4,121 |
) |
|
$ |
5,603,476 |
|
$ |
(10,824 |
) |
|
Municipal bonds |
- |
|
- |
|
|
- |
|
- |
|
|
- |
|
- |
|
|
Total |
$ |
3,003,606 |
|
$ |
(6,703 |
) |
|
$ |
2,599,870 |
|
$ |
(4,121 |
) |
|
$ |
5,603,476 |
|
$ |
(10,824 |
) |
Because we expect to recover the cost basis of investments
held, we do not consider any of our marketable securities to be impaired as of
June 30, 2016.
7
Table of Contents
NOTE 6. INVENTORIES
Inventories consisted of the following:
|
June 30,
2016 |
|
March
31,
2016 |
Raw materials |
$ |
703,983 |
|
$ |
810,987 |
Work in process |
|
1,880,969 |
|
|
1,653,800 |
Finished goods |
601,498 |
|
740,446 |
Total inventories |
$ |
3,186,450 |
|
$ |
3,205,233 |
NOTE 7.
STOCK-BASED COMPENSATION
There were no stock-based compensation expenses
for the first quarters of fiscal 2017 or 2016.
NOTE 8. INCOME TAXES
Deferred income taxes reflect the net tax effects
of temporary differences between the carrying amount of assets and liabilities
for financial reporting purposes and the amounts used for income tax purposes.
We had no unrecognized tax benefits as of June 30,
2016, and we do not expect any significant unrecognized tax benefits within 12 months
of the reporting date. We recognize interest and penalties related to income tax
matters in income tax expense. As of June 30, 2016 we had no accrued interest
related to uncertain tax positions. The tax years 1999 and 2013 through 2015
remain open to examination by the major taxing
jurisdictions to which we are subject.
NOTE 9.
FAIR VALUE MEASUREMENTS
Generally accepted accounting principles establish
a framework for measuring fair value, provide a definition of fair value and prescribe
required disclosures about fair-value measurements. Generally accepted accounting
principles define fair value as the price that would be received to sell an asset
or paid to transfer a liability. Fair value is a market-based measurement that
should be determined using assumptions that market participants would use in pricing
an asset or liability. Generally accepted accounting principles utilize a valuation
hierarchy for disclosure of fair value measurements. The categorization within
the valuation hierarchy is based on the lowest level of input that is significant
to the fair value measurement. The categories within the valuation hierarchy are
described as follows:
Level 1 Financial instruments with quoted
prices in active markets for identical assets or liabilities. Our Level 1
financial instruments consist of publicly-traded marketable corporate debt
securities, which are classified as available-for-sale. On the balance sheets,
these securities are included in Marketable securities, short term
and Marketable securities, long term. The fair value of our Level 1
marketable securities was $89,393,316 as of June 30, 2016 and $84,045,869
as of March 31, 2016.
Level 2 Financial instruments with quoted
prices in active markets for similar assets or liabilities. Level 2 fair
value measurements are determined using either prices for similar instruments
or inputs that are either directly or indirectly observable, such as interest
rates. We had one Level 2 financial instrument, a municipal debt security,
which is classified as available-for-sale. The fair value of the Level 2
marketable security was $1,337,278 as of June 30, 2016 and
$1,346,850 as of March 31, 2016. The security is included in Marketable
securities, long term on the balance sheets.
Level 3 Inputs to the fair value measurement
are unobservable inputs or valuation techniques. We do not have any financial
assets or liabilities being measured at fair value that are classified as Level 3
financial instruments.
8
Table of Contents
NOTE 10.
STOCK REPURCHASE PROGRAM
On January 21, 2009 we announced that our Board
of Directors authorized the repurchase of up to $2,500,000 of our Common Stock,
and on August 27, 2015 we announced that our Board authorized $5,000,000
of additional repurchases. We did not repurchase any of our Common Stock under
the program during the quarter ended June 30, 2016. The remaining authorization
was $4,540,806 as of June 30, 2016. The Repurchase Program may be modified
or discontinued at any time without notice.
NOTE 11. DIVIDENDS
On July 20, 2016 we announced that our Board
had declared a quarterly cash dividend of $1.00 per share of Common Stock to be
paid August 31, 2016 to shareholders of record as of the close of business
August 1, 2016.
Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations.
Forward-looking statements
Some of the statements made in this Report or in
the documents incorporated by reference in this Report and in other materials
filed or to be filed by us with the Securities and Exchange Commission (SEC)
as well as information included in verbal or written statements made by us constitute
forward-looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements are subject to the safe harbor provisions
of the reform act. Forward-looking statements may be identified by the use of
the terminology such as may, will, expect, anticipate, intend, believe, estimate,
should, or continue, or the negatives of these terms or other variations on these
words or comparable terminology. To the extent that this Report contains forward-looking
statements regarding the financial condition, operating results, business prospects
or any other aspect of NVE, you should be aware that our actual financial condition,
operating results and business performance may differ materially from that projected
or estimated by us in the forward-looking statements. We have attempted to identify,
in context, some of the factors that we currently believe may cause actual future
experience and results to differ from their current expectations. These differences
may be caused by a variety of factors, including but not limited to our reliance
on several large customers for a significant percentage of revenue, uncertainties
related to the economic environments in the industries we serve, uncertainties
related to future contract research and development revenue, uncertainties related
to future stock repurchases and dividend payments, and other specific risks that
may be alluded to in this Report or in the documents incorporated by reference
in this Report.
Further information regarding our risks and uncertainties
are contained in Part I, Item 1A Risk Factors of our Annual Report
on Form 10-K for the year ended March 31,
2016.
General
NVE Corporation, referred to as NVE, we, us, or
our, develops and sells devices that use spintronics, a nanotechnology that relies
on electron spin rather than electron charge to acquire, store and transmit information.
We manufacture high-performance spintronic products including sensors and couplers
that are used to acquire and transmit data. We have also licensed our spintronic
magnetoresistive random access memory technology, commonly known as MRAM.
Critical accounting policies
A description of our critical accounting policies
is provided in Managements Discussion and Analysis of Financial Condition
and Results of Operations in our Annual Report on Form
10-K for the year ended March 31, 2016. As of June 30, 2016 our
critical accounting policies and estimates continued to include investment valuation,
inventory valuation, and deferred tax assets estimation.
9
Table of Contents
Quarter ended June 30, 2016 compared to quarter ended June 30, 2015
The table shown below summarizes the percentage of revenue and quarter-to-quarter changes for
various items:
|
Percentage
of Revenue
Quarter Ended June 30 |
|
Quarter-
to-Quarter
Change |
2016 |
|
2015 |
Revenue |
Product sales
|
87.2 |
% |
|
93.0 |
% |
|
(24.4 |
)% |
Contract research and development
|
12.8 |
% |
|
7.0 |
% |
|
46.4 |
% |
Total revenue |
100.0 |
% |
|
100.0 |
% |
|
(19.4 |
)% |
Cost of sales |
20.7 |
% |
|
24.0 |
% |
|
(30.5 |
)% |
Gross profit |
79.3 |
% |
|
76.0 |
% |
|
(15.9 |
)% |
Expenses |
Selling, general, and administrative
|
5.8 |
% |
|
5.8 |
% |
|
(19.6 |
)% |
Research and development
|
11.3 |
% |
|
8.2 |
% |
|
11.4 |
% |
Total expenses |
17.1 |
% |
|
14.0 |
% |
|
(1.5 |
)% |
Income from operations |
62.2 |
% |
|
62.0 |
% |
|
(19.1 |
)% |
Interest and other income |
6.5 |
% |
|
5.9 |
% |
|
(9.9 |
)% |
Income before taxes |
68.7 |
% |
|
67.9 |
% |
|
(18.3 |
)% |
Provision for income taxes |
22.0 |
% |
|
22.2 |
% |
|
(19.8 |
)% |
Net income |
46.7 |
% |
|
45.7 |
% |
|
(17.6 |
)% |
Total revenue for the quarter ended June 30,
2016 (the first quarter of fiscal 2017) decreased 19% compared to the quarter
ended June 30, 2015 (the first quarter of fiscal 2016). The decrease was
due to a 24% decrease in product sales, partially offset by a 46% increase in
contract research and development revenue.
The decrease in product sales from the prior-year
quarter was due to decreased purchase volume by existing customers. The increase
in contract research and development revenue for the first quarter of fiscal 2017
was due to new contracts.
Gross profit margin increased to 79% of revenue
for the first quarter of fiscal 2017 compared to 76% for the first quarter of
fiscal 2016, due to increased gross profit margins on both product sales and contract
research and development.
Total expenses decreased 1% for the first quarter
of fiscal 2017 compared to the first quarter of fiscal 2016, due to a 20% decrease
in selling, general, and administrative expense, partially offset by an 11% increase
in research and development expense. The decrease in selling, general, and administrative
expense was primarily due to decreases in sales commissions. The increase
in research and development expense was due to an increase in new product development
activities.
Interest income for the first quarter of fiscal
2017 decreased 10% due to a decrease in the average interest rates on our marketable
securities.
The provision for income taxes was $1,479,500 for
the first quarter of fiscal 2017 compared to $1,843,798 for the first quarter
of fiscal 2016. The effective tax rate was 32% of income before taxes for the
first quarter of fiscal 2017 compared to 33% for the first quarter of fiscal 2016.
The 18% decrease in net income in the first quarter
of fiscal 2017 compared to the prior-year quarter was primarily due to decreased
product sales and decreased interest income, partially offset by increases in
contract research and development revenue and gross profit margin.
10
Table of Contents
Liquidity and capital resources
Overview
Cash and cash equivalents were $1,905,697 as of
June 30, 2016 compared to $7,534,593 as of March 31, 2016. The
$5,628,896 decrease in cash and cash equivalents during the quarter was due
to $4,189,245 in net cash provided by operating activities, less $4,983,131
net cash used in investing activities and $4,835,010 net cash used in financing
activities. We currently believe our working capital and cash generated from
operations will be adequate for our needs at least for the next 12 months.
Operating Activities
Income taxes payable increased
$1,281,154 in the first quarter of fiscal 2017 because
we had no estimated income tax payments due in the quarter.
Investing Activities
Net cash used in investing activities was primarily
due to marketable security purchases of $4,983,543.
We had no significant purchases of fixed assets
in the first quarter of fiscal 2017, however our capital expenditures can vary
significantly from quarter to quarter depending on our needs and equipment purchasing
opportunities.
Financing Activities
Net cash used in financing activities in the first
quarter of fiscal 2017 was primarily due to a $4,835,010 cash dividend to shareholders.
In addition to the dividend paid in the first quarter of fiscal 2017, on July 20,
2016 we announced that our Board had declared a cash quarterly dividend of an
additional $1.00 per share of common stock, or $4,835,010
based on shares outstanding as of July 15, 2016, to be paid
August 31, 2016. We plan to fund such dividends through cash provided by
operating activities and proceeds from maturities of marketable securities. All
future dividends will be subject to Board approval and subject to the companys
results of operations, cash and marketable security balances, estimates of future
cash requirements, and other factors the Board may deem relevant. Furthermore,
dividends may be modified or discontinued at any time without notice.
11
Table
of Contents
Item 3. Quantitative and Qualitative Disclosures About
Market Risk.
As discussed in our Annual Report on Form
10-K for the fiscal year ended March 31, 2016, we are exposed to financial
market risks, primarily marketable securities and, to a lesser extent, changes
in currency exchange rates.
Marketable Securities
The primary objective of our investment activities
is to preserve principal while at the same time maximizing after-tax yields without
significantly increasing risk. To achieve this objective, we maintain our portfolio
of cash equivalents and marketable securities in securities including municipal
obligations, corporate obligations, and money market funds. Short-term and long-term
marketable securities are generally classified as available-for-sale and consequently
are recorded on the balance sheet at fair value with unrealized gains or losses
reported as a separate component of accumulated other comprehensive income or
loss, net of estimated tax. Our marketable securities as of June 30, 2016
had remaining maturities between seven and 243 weeks. Marketable securities
had a market value of $90,730,594 as of June 30, 2016, representing approximately
90% of our total assets. We have not used derivative financial instruments
in our investment portfolio.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
Management, with the participation of the Chief
Executive Officer and Chief Financial Officer, has performed an evaluation of
our disclosure controls and procedures that are defined in Rules
13a-15(e) and 15d-15(e) of the
Securities Exchange Act of 1934 (the Exchange Act) as of the end of
the period covered by this Report. This evaluation included consideration of the
controls, processes, and procedures that are designed to ensure that information
required to be disclosed by us in the reports we file under the Exchange Act is
recorded, processed, summarized, and reported within the time periods specified
in the SECs rules and forms and that such information is accumulated and
communicated to our management, including our Chief Executive Officer and Chief
Financial Officer, as appropriate to allow timely decisions regarding required
disclosure. Based on such evaluation, our Chief Executive Officer and Chief Financial
Officer concluded that, as of June 30, 2016, our disclosure controls and
procedures were effective.
Changes in Internal Controls
During the quarter ended June 30, 2016, there
was no change in our internal control over financial reporting that materially
affected, or is reasonably likely to materially affect, our internal control over
financial reporting.
12
Table
of Contents
PART IIOTHER INFORMATION
Item 1. Legal Proceedings.
In the ordinary course of business we may become
involved in litigation. At this time we are not aware of any material pending
or threatened legal proceedings or other proceedings contemplated by governmental
authorities that we expect would have a material adverse impact on our future
results of operation and financial condition.
Item 1A. Risk Factors.
There have been no material changes from the risk
factors disclosed in our Annual Report on Form
10-K for the fiscal year ended March 31, 2016.
Item 4. Mine Safety Disclosures.
Not applicable.
13
Table of Contents
Item 6. Exhibits.
Exhibit #
|
Description
|
|
31.1 |
Certification by Daniel A. Baker pursuant to Rule 13a-14(a)/15d-14(a).
|
31.2 |
Certification by Curt A. Reynders pursuant to Rule 13a-14(a)/15d-14(a).
|
32 |
Certification by Daniel A. Baker and Curt A. Reynders pursuant to 18 U.S.C. Section 1350.
|
101.INS |
XBRL Instance Document
|
101.SCH |
XBRL Taxonomy Extension Schema Document
|
101.CAL |
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF |
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB |
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE |
XBRL Taxonomy Extension Presentation Linkbase Document |
14
Table of Contents
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 thereunto duly authorized.
|
NVE CORPORATION |
(Registrant) |
|
July 20, 2016
|
/s/ DANIEL A. BAKER |
Date
|
Daniel A. Baker |
|
President and Chief Executive Officer |
|
July 20, 2016
|
/s/ CURT A. REYNDERS
|
Date
|
Curt A. Reynders |
|
Chief Financial Officer |
15