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8-K - FORM 8-K - UNIVERSAL ELECTRONICS INCa8kshell020713.htm


Exhibit 99.1
Contacts: Paul Arling (UEI) 714.918.9500
Becky Herrick (IR Agency) 415.433.3777


UNIVERSAL ELECTRONICS REPORTS FOURTH QUARTER AND YEAR-END 2012 FINANCIAL RESULTS

SANTA ANA, CA – February 21, 2013 – Universal Electronics Inc. (UEI), (NASDAQ: UEIC) reported financial results for the three and twelve months ended December 31, 2012.

“Our fourth quarter results reflect our solid performance and were within our expectations,” stated Paul Arling, UEI's Chairman and CEO. “In 2012, we demonstrated the many applications for our technology and gained traction in the growing regions of the world and in new product categories, such as smart devices and game consoles. For example, we recently announced that LG joined other leading smart device companies in selecting UEI technology to power their innovative new products, further establishing our embedded app technology in these exciting new growth markets. Smart devices represent a large and growing market for us as the introduction and adoption of smart TVs, tablets and smartphones continues to increase.

“The 2013 International Consumer Electronics Show in Las Vegas in January was another successful event for UEI as we further established ourselves as the leader in innovative solutions for home entertainment control. We unveiled a variety of products and technologies that provide a more intuitive and automated control interface for consumers. Our ability to anticipate the changing trends in home entertainment enables us to provide the products and technologies that address our customers' and consumers' evolving needs. We believe this strategy will continue to serve us well in the months and years ahead.”
Financial Results for the Three Months Ended December 31: 2012 Compared to 2011
Net sales were $117.8 million, compared to $117.6 million.
Business Category revenue was $102.8 million, compared to $103.7 million. The Business Category contributed 87.3% of total net sales, compared to 88.2%.
Consumer Category revenue was $15.0 million, compared to $13.9 million. The Consumer Category contributed 12.7% of total net sales, compared to 11.8%.
Adjusted pro forma gross margins were 30.5%, compared to 28.6%.
Adjusted pro forma operating expenses were $27.1 million, compared to $26.2 million.
Adjusted pro forma operating income was $8.9 million, compared to $7.4 million.
Adjusted pro forma net income was $6.3 million, or $0.42 per diluted share, compared to $5.9 million, or $0.40 per diluted share.
At December 31, 2012, cash and cash equivalents was $44.6 million.
Financial Results for the Twelve Months Ended December 31: 2012 Compared to 2011
Net sales were $463.1 million, compared to $468.6 million.
Adjusted pro forma gross margins were 29.1%, compared to 28.0%.
Adjusted pro forma operating expenses were $102.9 million, compared to $100.2 million.
Adjusted pro forma operating income was $31.6 million, compared to $31.0 million.
Adjusted pro forma net income was $23.4 million, or $1.55 per diluted share, compared to $23.6 million, or $1.55 per diluted share.
Financial Outlook
Bryan Hackworth, UEI's CFO, stated: “For many years, we have been at the forefront of advancements in control technologies and solutions, which are now evolving to include Smart Devices. We are very pleased with our early successes embedding UEI technology inside gaming consoles, smartphones, tablets and smart TVs. Initial customer reaction and feedback has been quite positive. We are confident that we will deliver solid growth in 2013 and that our investment in these areas carries significant additional growth potential. Longer term, we believe the profile of our business is one with approximately 5% to 10% average

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annual revenue growth and average earnings growth of between 10% and 15%. Because it is difficult to accurately predict the commencement, timing of launch and magnitude of orders for specific new products across future quarters or within the current fiscal year, we have decided that, going forward, we will only provide detailed guidance for the upcoming quarter.”

For the first quarter of 2013, the company expects net sales to range between $106.0 million and $112.0 million, compared to $103.7 million in the first quarter of 2012. Adjusted pro forma earnings per diluted share for the first quarter of 2013 are expected to range from $0.20 to $0.26, compared to adjusted pro forma earnings per diluted share of $0.19 in the first quarter of 2012.
Conference Call Information
UEI’s management team will hold a conference call today, Thursday, February 21, 2013 at 4:30 p.m. ET / 1:30 p.m. PT, to discuss its fourth quarter and year-end 2012 earnings results, review recent activity and answer questions. To access the call in the U.S. please dial 877-655-6895 and for international calls dial 706-758-0299 approximately 10 minutes prior to the start of the conference. The conference ID is 93200814. The conference call will also be broadcast live over the Internet and available for replay for one year at www.uei.com. In addition, a replay of the call will be available via telephone for two business days, beginning two hours after the call. To listen to the replay, in the U.S., please dial 855-859-2056 and internationally, 404-537-3406. Enter access code 93200814.
Use of Non-GAAP Financial Metrics
Non-GAAP gross margins, Non-GAAP operating expenses, and Non-GAAP net income and earnings per share are supplemental measures of the company's performance that are not required by, and are not presented in accordance with GAAP. The non-GAAP information does not substitute for any performance measure derived in accordance with GAAP. Non-GAAP gross profit is defined as gross profit excluding charges related to the write-up of inventory and depreciation related to acquisitions. Non-GAAP operating expenses are defined as operating expenses excluding acquisition costs, amortization of intangibles, other employee related restructuring costs, as well as costs associated with moving our corporate headquarters from Cypress, CA to Santa Ana, CA. Non-GAAP net income is net income from operations excluding the aforementioned items and the related tax effects as well as the write down of certain deferred tax assets resulting from tax law changes. A reconciliation of non-GAAP financial results to GAAP results is included at the end of this press release.
About Universal Electronics Inc.
Founded in 1986, Universal Electronics Inc. (UEI) is the global leader in wireless control technology for the connected home. UEI designs, develops, and delivers innovative solutions that enable consumers to control entertainment devices, digital media, and home systems. The company’s broad portfolio of patented technologies and database of infrared control software have been adopted by many Fortune 500 companies in the consumer electronics, subscription broadcast, and computing industries. UEI sells and licenses wireless control products through distributors and retailers under the One For All® brand name. For additional information, please visit our website at www.uei.com.

Safe Harbor Statement
This press release contains forward-looking statements that are made pursuant to the Safe-Harbor provisions of the Private Securities Litigation Reform Act of 1995. Words and expressions reflecting something other than historical fact are intended to identify forward-looking statements. These forward-looking statements involve a number of risks and uncertainties, including the benefits anticipated by the Company due to continued innovation of products and technologies, such as solutions to address mode confusion, that eliminate remote control setup, and that transform smart devices (such as smartphones and tablets) and gaming consoles into universal remote controls; the Company's ability to gain market share through the consolidation of our industry and by adding new customers and retaining current customers; the Company's app technologies being embedded in smart devices and game consoles as anticipated by management; the demand for smart devices and game consoles to grow as anticipated by management; the continued global general economic conditions; the benefits the Company expects via the growth of new markets in certain geographic areas including Latin America, Asia-Pacific region, and Eastern Europe; and other factors described in the Company's filings with the U.S. Securities and Exchange Commission. The actual results that the Company achieves may differ materially from any forward-looking statement due to such risks and uncertainties. The Company undertakes no obligations to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.
– Tables Follow –

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UNIVERSAL ELECTRONICS INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share-related data)
 
 
December 31, 2012
 
December 31, 2011
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
44,593

 
$
29,372

Accounts receivable, net
 
91,048

 
82,184

Inventories, net
 
84,381

 
90,904

Prepaid expenses and other current assets
 
3,661

 
3,045

Income tax receivable
 
270

 

Deferred income taxes
 
5,210

 
6,558

Total current assets
 
229,163

 
212,063

Property, plant, and equipment, net
 
77,706

 
80,449

Goodwill
 
30,890

 
30,820

Intangible assets, net
 
29,835

 
32,814

Other assets
 
5,361

 
5,350

Deferred income taxes
 
6,369

 
7,992

Total assets
 
$
379,324

 
$
369,488

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
59,831

 
$
55,430

Line of credit
 

 
2,000

Notes payable
 

 
14,400

Accrued sales discounts, rebates and royalties
 
8,093

 
6,544

Accrued income taxes
 
3,668

 
5,707

Accrued compensation
 
33,398

 
29,204

Deferred income taxes
 
41

 
50

Other accrued expenses
 
10,644

 
13,967

Total current liabilities
 
115,675

 
127,302

Long-term liabilities:
 
 
 
 
Deferred income taxes
 
10,687

 
11,056

Income tax payable
 
525

 
1,136

Other long-term liabilities
 
1,787

 
5

Total liabilities
 
128,674

 
139,499

Commitments and contingencies
 
 
 
 
Stockholders’ equity:
 
 
 
 
Preferred stock, $0.01 par value, 5,000,000 shares authorized; none issued or outstanding
 

 

Common stock, $0.01 par value, 50,000,000 shares authorized; 21,491,398 and 21,142,915 shares issued on December 31, 2012 and 2011, respectively
 
215

 
211

Paid-in capital
 
180,607

 
173,701

Accumulated other comprehensive income (loss)
 
1,052

 
938

Retained earnings
 
170,569

 
154,016

 
 
352,443

 
328,866

Less cost of common stock in treasury, 6,516,382 and 6,353,035 shares on December 31, 2012 and 2011, respectively
 
(101,793
)
 
(98,877
)
Total stockholders’ equity
 
250,650

 
229,989

Total liabilities and stockholders’ equity
 
$
379,324

 
$
369,488


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UNIVERSAL ELECTRONICS INC.
CONSOLIDATED INCOME STATEMENTS
(In thousands, except per share amounts)
 
 
 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
 
2012
 
2011
 
2012
 
2011
Net sales
 
$
117,783

 
$
117,645

 
$
463,090

 
$
468,630

Cost of sales
 
82,081

 
84,285

 
329,653

 
338,569

Gross profit
 
35,702

 
33,360

 
133,437

 
130,061

Research and development expenses
 
3,744

 
2,992

 
14,152

 
12,267

Selling, general and administrative expenses
 
24,068

 
24,102

 
93,083

 
91,218

Operating income
 
7,890

 
6,266

 
26,202

 
26,576

Interest expense, net
 
(39
)
 
(60
)
 
(151
)
 
(270
)
Other expense, net
 
(898
)
 
(304
)
 
(1,413
)
 
(1,075
)
Income before provision for income taxes
 
6,953

 
5,902

 
24,638

 
25,231

Provision for income taxes
 
4,035

 
988

 
8,085

 
5,285

Net income
 
$
2,918

 
$
4,914

 
$
16,553

 
$
19,946

Earnings per share:
 
 
 
 
 
 
 
 
Basic
 
$
0.19

 
$
0.33

 
$
1.11

 
$
1.34

Diluted
 
$
0.19

 
$
0.33

 
$
1.10

 
$
1.31

Shares used in computing earnings per share:
 
 
 
 
 
 
 
 
Basic
 
15,016

 
14,763

 
14,952

 
14,912

Diluted
 
15,180

 
14,919

 
15,110

 
15,213















4



UNIVERSAL ELECTRONICS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 
 
 
Year Ended December 31,
 
 
2012
 
2011
Cash provided by operating activities:
 
 
 
 
Net income
 
$
16,553

 
$
19,946

Adjustments to reconcile net income to net cash provided by operating activities:
 

 

Depreciation and amortization
 
17,613

 
17,335

Provision for doubtful accounts
 
73

 
277

Provision for inventory write-downs
 
2,994

 
5,625

Deferred income taxes
 
2,536

 
(1,043
)
Tax benefit from exercise of stock options and vested restricted stock
 
(83
)
 
280

Excess tax benefit from stock-based compensation
 
(111
)
 
(439
)
Shares issued for employee benefit plan
 
749

 
729

Stock-based compensation
 
4,575

 
4,511

Changes in operating assets and liabilities:
 

 

Accounts receivable
 
(8,998
)
 
3,142

Inventories
 
2,987

 
(30,597
)
Prepaid expenses and other assets
 
(588
)
 
(345
)
Accounts payable and accrued expenses
 
8,186

 
(4,319
)
Accrued income and other taxes
 
(2,943
)
 
(302
)
Net cash provided by operating activities
 
43,543

 
14,800

Cash used for investing activities:
 
 
 
 
Acquisition of property, plant, and equipment
 
(10,463
)
 
(13,630
)
Acquisition of intangible assets
 
(1,140
)
 
(1,064
)
Net cash used for investing activities
 
(11,603
)
 
(14,694
)
Cash used for financing activities:
 
 
 
 
Issuance of debt
 
30,800

 
4,200

Payment of debt
 
(47,200
)
 
(22,800
)
Debt issuance costs
 
(42
)
 

Proceeds from stock options exercised
 
2,204

 
1,677

Treasury stock purchased
 
(3,451
)
 
(9,785
)
Excess tax benefit from stock-based compensation
 
111

 
439

Net cash used for financing activities
 
(17,578
)
 
(26,269
)
Effect of exchange rate changes on cash
 
859

 
1,286

Net increase (decrease) in cash and cash equivalents
 
15,221

 
(24,877
)
Cash and cash equivalents at beginning of year
 
29,372

 
54,249

Cash and cash equivalents at end of year
 
$
44,593

 
$
29,372

 
 
 
 
 
Supplemental Cash Flow Information:
 
 
 
 
Income taxes paid
 
$
10,445

 
$
8,097

Interest payments
 
$
304

 
$
438




5



UNIVERSAL ELECTRONICS INC.
RECONCILIATION OF ADJUSTED PRO FORMA FINANCIAL RESULTS
(In thousands)
(Unaudited)
 
 
 
Three Months Ended
December 31, 2012
 
Three Months Ended
December 31, 2011
 
 
GAAP
 
Adjustments
 
Adjusted
Pro Forma
 
GAAP
 
Adjustments
 
Adjusted
Pro Forma
Net sales
 
$
117,783

 
$

 
$
117,783

 
$
117,645

 
$

 
$
117,645

Cost of sales (1)
 
82,081

 
(277
)
 
81,804

 
84,285

 
(277
)
 
84,008

Gross profit
 
35,702

 
277

 
35,979

 
33,360

 
277

 
33,637

Research and development expenses
 
3,744

 

 
3,744

 
2,992

 

 
2,992

Selling, general and administrative expenses (2)
 
24,068

 
(743
)
 
23,325

 
24,102

 
(890
)
 
23,212

Operating income
 
7,890

 
1,020

 
8,910

 
6,266

 
1,167

 
7,433

Interest expense, net
 
(39
)
 

 
(39
)
 
(60
)
 

 
(60
)
Other expense, net
 
(898
)
 

 
(898
)
 
(304
)
 

 
(304
)
Income before provision for income taxes
 
6,953

 
1,020

 
7,973

 
5,902

 
1,167

 
7,069

Provision for income taxes (4)
 
4,035

 
(2,388
)
 
1,647

 
988

 
179

 
1,167

Net income
 
$
2,918

 
$
3,408

 
$
6,326

 
$
4,914

 
$
988

 
$
5,902

Earnings per share diluted
 
$
0.19

 
$
0.22

 
$
0.42

 
$
0.33

 
$
0.07

 
$
0.40

 
 
 
Twelve Months Ended
December 31, 2012
 
Twelve Months Ended
December 31, 2011
 
 
GAAP
 
Adjustments
 
Adjusted
Pro Forma
 
GAAP
 
Adjustments
 
Adjusted
Pro Forma
Net sales
 
$
463,090

 
$

 
$
463,090

 
$
468,630

 
$

 
$
468,630

Cost of sales (1)
 
329,653

 
(1,108
)
 
328,545

 
338,569

 
(1,108
)
 
337,461

Gross profit
 
133,437

 
1,108

 
134,545

 
130,061

 
1,108

 
131,169

Research and development expenses
 
14,152

 

 
14,152

 
12,267

 

 
12,267

Selling, general and administrative expenses (3)
 
93,083

 
(4,316
)
 
88,767

 
91,218

 
(3,292
)
 
87,926

Operating income
 
26,202

 
5,424

 
31,626

 
26,576

 
4,400

 
30,976

Interest expense, net
 
(151
)
 

 
(151
)
 
(270
)
 

 
(270
)
Other expense, net
 
(1,413
)
 

 
(1,413
)
 
(1,075
)
 

 
(1,075
)
Income before provision for income taxes
 
24,638

 
5,424

 
30,062

 
25,231

 
4,400

 
29,631

Provision for income taxes (4)
 
8,085

 
(1,454
)
 
6,631

 
5,285

 
765

 
6,050

Net income
 
$
16,553

 
$
6,878

 
$
23,431

 
$
19,946

 
$
3,635

 
$
23,581

Earnings per share diluted
 
$
1.10

 
$
0.46

 
$
1.55

 
$
1.31

 
$
0.24

 
$
1.55


(1) 
To reflect depreciation expense for the corresponding periods relating to the mark-up in fixed assets from cost to fair value as part of the Enson Assets Limited acquisition.
(2) 
To reflect $0.7 million of amortization expense for each of the three months ended December 31, 2012 and 2011 relating to intangible assets acquired as part of acquisitions. For the quarter ending December 31, 2011, there was an additional $0.1 million incurred relating to other employee restructuring costs, primarily severance.
(3) 
To reflect $3.0 million of amortization expense for the twelve months ended December 31, 2012 and 2011, relating to intangible assets acquired as part of acquisitions. For the twelve months ended 2012, there were approximately $0.8 million of other employee restructuring costs incurred, primarily severance, as well as $0.5 million incurred relating to moving our corporate headquarters from Cypress, CA to Santa Ana, CA. For the twelve months ended December 31, 2011, there were approximately $0.3 million of other employee restructuring costs incurred, primarily severance.

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(4) 
To reflect $2.8 million of tax expense for the three and twelve months ended December 31, 2012 relating to a valuation allowance applied to the California R&D credit (deferred tax asset) which resulted in a $2.2 million tax expense, net of federal benefit, as well as a $0.6 million write-off of a deferred tax asset in China which was acquired as part of the November 4, 2010 acquisition of Enson Assets Limited. Both of the aforementioned items resulted from tax law changes.

To reflect a tax refund of approximately $0.3 million, recorded on the books of Enson Assets Limited, for the three and twelve months ended December 31, 2012, relating to tax years preceding the acquisition.

To reflect the tax effect of $0.2 million and $1.1 million for the three and twelve months ended December 31, 2012, respectively, relating to the pre-tax income adjustments.

To reflect the tax effect of $0.2 million and $0.8 million for the three and twelve months ended December 31, 2011, respectively, relating to the pre-tax income adjustments.

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