Form 8-K - Current report

0000724910 false 0000724910 2024-01-17 2024-01-17

 

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)  January 17, 2024

NVE Corporation
(Exact name of registrant as specified in its charter)

 

Minnesota	000-12196	41-1424202
(State 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 [phone]

                                                                                                                                
(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 each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	NVEC	The NASDAQ Stock Market, LLC

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Item 2.02. Results of Operations and Financial Condition.

Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter ended December 31, 2023.

 

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, 2024, to shareholders of record as of January 29, 2024.

 

 

 

 

 

 

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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  January 17, 2024

NVE CORPORATION (Registrant)  /s/ DANIEL NELSON Daniel Nelson Principal Financial Officer

 

 

 

 

 

 

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INDEX TO EXHIBITS

Exhibit #	Description
99	Press release of NVE Corporation reporting results for the quarter ended December 31, 2023, and announcing a quarterly dividend.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

 

 

 

 

 

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NVE Corporation Reports Third Quarter Results and Announces Quarterly Dividend

 
EDEN PRAIRIE, Minn.—January 17, 2024—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and nine months ended December 31, 2023.

Total revenue for the third quarter of fiscal 2024 decreased 9% to $6.76 million from $7.40 million for the prior-year quarter. The decrease was due to a 12% decrease in product sales, partially offset by a 94% increase in contract research and development revenue. Net income for the third quarter of fiscal 2024 decreased 1% to $4.18 million, or $0.87 per diluted share, compared to $4.23 million, or $0.88 per share, for the prior-year quarter.

 

For the first nine months of fiscal 2024, total revenue decreased 11% to $22.7 million from $25.5 million for the first nine months of the prior year. The decrease was due to an 11% decrease in product sales and a 20% decrease in contract research and development revenue. Net income decreased 8% to $13.3 million, or $2.75 per diluted share, from $14.5 million, or $2.99 per share, for the first nine months of fiscal 2023.

 

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable February 28, 2024, to shareholders of record as of January 29, 2024.

 

“We are pleased to report solid earnings for the quarter and nine months despite a decrease in defense-related product sales and a semiconductor industry downturn,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

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 subject to certain risks and uncertainties including, among others, such factors as 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 sales and revenues, risks of credit losses, risks and uncertainties related to future dividend payments, as well 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, 2023, as updated in our Quarterly Reports on Form 10-Q for the quarters ended December 31 and June 30, 2023.
 

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NVE CORPORATION STATEMENTS OF INCOME QUARTERS AND NINE MONTHS ENDED DECEMBER 31, 2023 AND 2022 (Unaudited)

		Quarter Ended December 31,
		2023				2022
Revenue
Product sales		$	6,366,009			$	7,200,385
Contract research and development			390,251				201,293
Total revenue			6,756,260				7,401,678
Cost of sales			1,355,067				1,478,372
Gross profit			5,401,193				5,923,306
Expenses
Research and development			540,895				700,609
Selling, general, and administrative			389,311				403,449
Total expenses			930,206				1,104,058
Income from operations			4,470,987				4,819,248
Interest income			491,671				406,092
Income before taxes			4,962,658				5,225,340
Provision for income taxes			778,236				994,016
Net income		$	4,184,422			$	4,231,324
Net income per share – basic		$	0.87			$	0.88
Net income per share – diluted		$	0.87			$	0.88
Cash dividends declared per common share		$	1.00			$	1.00
Weighted average shares outstanding
Basic			4,833,401				4,830,826
Diluted			4,837,230				4,832,368
		Nine Months Ended Dec. 31,
		2023				2022
Revenue
Product sales		$	22,183,223			$	24,787,885
Contract research and development			537,727				668,024
Total revenue			22,720,950				25,455,909
Cost of sales			5,034,556				5,533,000
Gross profit			17,686,394				19,922,909
Expenses
Research and development			1,920,095				1,972,505
Selling, general, and administrative			1,298,211				1,210,395
Provision for credit losses			9,514				-
Total expenses			3,227,820				3,182,900
Income from operations			14,458,574				16,740,009
Interest income			1,440,289				1,040,528
Income before taxes			15,898,863				17,780,537
Provision for income taxes			2,587,145				3,318,723
Net income		$	13,311,718			$	14,461,814
Net income per share – basic		$	2.75			$	2.99
Net income per share – diluted		$	2.75			$	2.99
Cash dividends declared per common share		$	3.00			$	3.00
Weighted average shares outstanding
Basic			4,832,992				4,830,826
Diluted			4,839,725				4,831,168

 

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NVE CORPORATION BALANCE SHEETS DECEMBER 31 AND MARCH 31, 2023

		(Unaudited) Dec. 31, 2023				March 31, 2023
ASSETS
Current assets
Cash and cash equivalents		$	4,684,910			$	1,669,896
Marketable securities, short-term (amortized cost of $14,556,450 as of December 31, 2023, and $15,696,135 as of March 31, 2023)			14,335,619				15,513,095
Accounts receivable, net of allowance for credit losses of $15,000			2,245,728				6,523,344
Inventories			7,349,811				6,417,010
Prepaid expenses and other assets			597,305				663,459
Total current assets			29,213,373				30,786,804
Fixed assets
Machinery and equipment			10,501,096				10,484,365
Leasehold improvements			1,956,309				1,956,309
			12,457,405				12,440,674
Less accumulated depreciation and amortization			11,326,985				11,095,236
Net fixed assets			1,130,420				1,345,438
Deferred tax assets			1,290,284				572,038
Marketable securities, long-term (amortized cost of $36,414,391 as of December 31, 2023, and $37,495,846 as of March 31, 2023)			35,670,914				36,125,047
Right-of-use asset – operating lease			324,451				425,843
Total assets		$	67,629,442			$	69,255,170
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable		$	170,701			$	281,712
Accrued payroll and other			460,414				1,375,250
Operating lease			178,490				175,798
Total current liabilities			809,605				1,832,760
Operating lease			218,785				342,908
Total liabilities			1,028,390				2,175,668
Shareholders’ equity
Common stock, $0.01 par value, 6,000,000 shares authorized; 4,833,401 issued and outstanding as of December 31, 2023, and 4,830,826 as of March 31, 2023			48,334				48,308
Additional paid-in capital			19,542,335				19,295,442
Accumulated other comprehensive loss			(753,317	)			(1,213,858	)
Retained earnings			47,763,700				48,949,610
Total shareholders’ equity			66,601,052				67,079,502
Total liabilities and shareholders’ equity		$	67,629,442			$	69,255,170

 

Document and Entity Information	Jan. 17, 2024
Details
Registrant CIK	0000724910
Document Type	8-K
Document Period End Date	Jan. 17, 2024
Document Effective Date	Jan. 17, 2024
Entity Registrant Name	NVE Corp
Entity Incorporation, State or Country Code	MN
Entity File Number	000-12196
Entity Tax Identification Number	41-1424202
Entity Address, Address Line One	11409 Valley View Road
Entity Address, City or Town	Eden Prairie
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55344
Entity Address, Address Description	Address of principal executive offices
Phone Fax Number Description	Registrant’s telephone number, including area code
City Area Code	952
Local Phone Number	829-9217
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	NVEC
Security Exchange Name	NASDAQ
Amendment Flag	false

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