Document


 
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): February 28, 2017
________________________________________________
ENPHASE ENERGY, INC.
(Exact name of registrant as specified in its charter)
________________________________________________

Delaware
 
001-35480
 
20-4645388
(State of incorporation)
 
(Commission File No.)
 
(IRS Employer Identification No.)

1420 N. McDowell Blvd
Petaluma, CA 94954
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (707) 774-7000
________________________________________________

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 






Item 2.02. Results of Operations and Financial Condition.
On February 28, 2017, the Company issued a press release announcing the Company’s financial results for the fourth quarter and fiscal year ended December 31, 2016. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information in this Item 2.02 of the Form 8-K and the exhibit attached hereto as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and shall not be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits. 
Exhibit Number
 
Description of Exhibits
99.1
 
Press release of the Company dated February 28, 2017, entitled “Enphase Energy Reports Financial Results for the Fourth Quarter and Fiscal Year 2016.”







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.

Date:
February 28, 2017
ENPHASE ENERGY, INC.
 
 
By:
/s/ Humberto Garcia
 
 
 
Humberto Garcia
 
 
 
Vice President and Chief Financial Officer
 






INDEX TO EXHIBITS
 
Exhibit Number
 
Description of Exhibits
99.1
 
Press release of the Company dated February 28, 2017, entitled “Enphase Energy Reports Financial Results for the Fourth Quarter and Fiscal Year 2016.”


 
Exhibit


Exhibit 99.1
 https://cdn.kscope.io/9b3b8d3325328d6e6d84bab94f84ece7-logoa02.jpg
Enphase Energy Reports Financial Results for the Fourth Quarter and Fiscal Year 2016
PETALUMA, Calif., February 28, 2017—Enphase Energy, Inc. (NASDAQ:ENPH), a global energy technology company, announced today financial results for the fourth quarter and year ended December 31, 2016.
Enphase Energy reported total revenue for the fourth quarter of 2016 of $90.6 million, an increase of 2 percent compared to the third quarter of 2016 and an increase of 38 percent compared to the fourth quarter of 2015. During the fourth quarter of 2016, Enphase sold 194MW (AC) or 815,000 microinverters. GAAP gross margin for the fourth quarter of 2016 was 17.9 percent and non-GAAP gross margin was 18.2 percent.
GAAP operating expenses for the fourth quarter of 2016 were $26.3 million and non-GAAP operating expenses were $23.4 million, a decrease of 19 percent sequentially. GAAP operating loss for the fourth quarter of 2016 was $10.1 million and non-GAAP operating loss was $6.9 million. GAAP net loss for the fourth quarter of 2016 was $13.2 million, or a net loss of $0.21 per share. On a non-GAAP basis, net loss was $9.3 million, or a net loss of $0.15 per share.
The Company exited the quarter with a total cash balance of $17.8 million.
For the fiscal year 2016, total revenue was $322.6 million. During 2016, Enphase shipped a record 726MW (AC) or 3.1 million microinverters. GAAP gross margin for 2016 was 18.0 percent and non-GAAP gross margin was 18.4 percent. GAAP net loss for 2016 totaled $67.5 million, or a net loss of $1.34 per share. Non-GAAP net loss was $52.4 million, or a net loss of $1.04 per share in 2016.
“A more competitive pricing strategy drove our inverter market share gains in the U.S. and globally during the second half of 2016,” said Paul Nahi, president and CEO of Enphase Energy. “The launch of our AC Battery storage solution in Australia and New Zealand during the third quarter and in the U.S. and Europe during the fourth quarter of 2016 helped drive multiple customer wins globally. Our product cost reduction efforts remain on track and we look forward to the U.S. launch of our Enphase Home Energy Solution with IQ™, our next-generation integrated solar, storage and energy management offering, during the first quarter of 2017.”
“We took several actions in the second half of 2016 to strengthen our cash position and reduce our operating expenses to better align Enphase's resources with our long-term growth strategies,” said Bert Garcia, CFO of Enphase Energy. “Our third quarter restructuring initiatives resulted in $20 million of annualized non-GAAP operating expense savings starting in the fourth quarter of 2016.  In addition, we took incremental restructuring actions in the first quarter of 2017, which we expect to result in an additional $18 million of annualized non-GAAP operating expense savings starting in the second quarter of 2017.”
Business Outlook
“We expect our revenue for the first quarter of 2017 to be within a range of $60 million to $65 million,” stated Bert Garcia. “While our first quarter results are typically impacted by normal seasonality, the extraordinarily wet winter in California, where we have a strong presence, has negatively impacted our first quarter guidance. We expect GAAP and non-GAAP gross margin for the first quarter to be within a range of 16 percent to 20 percent. Non-GAAP gross margin excludes approximately 250,000 of stock-based compensation expense. We expect our GAAP operating expense for the first quarter to be within a range of $27.5 million to $29.5 million and non-GAAP operating expense to be within a range of $19 million to $21 million, excluding an estimated $1.5 million of stock-based compensation expense and approximately $7 million of additional restructuring expense.”
Use of Non-GAAP Financial Measures
The Company has presented certain non-GAAP financial measures in this release. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either exclude or include amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles in the United States of America, or GAAP. Reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure can be found in the accompanying tables to this press release. Non-GAAP financial measures presented by the Company include non-GAAP gross profit, gross margin, operating expenses, income (loss) from operations, net income (loss) and diluted net income (loss) per share.
These non-GAAP financial measures do not reflect a comprehensive system of accounting, differ from GAAP measures with the same captions and may differ from non-GAAP financial measures with the same or similar captions that are used by other




companies. In addition, these non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP. As such, these non-GAAP measures should be considered as a supplement to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The Company uses these non-GAAP financial measures to analyze its operating performance and future prospects, develop internal budgets and financial goals, and to facilitate period-to-period comparisons. Enphase believes that these non-GAAP financial measures reflect an additional way of viewing aspects of its operations that, when viewed with its GAAP results, provide a more complete understanding of factors and trends affecting its business.
As presented in the “Reconciliation of Non-GAAP Financial Measures” tables in the accompanying press release, each of the non-GAAP financial measures excludes one or more of the following items for purposes of calculating non-GAAP financial measures to facilitate an evaluation of the Company’s current operating performance and a comparison to its past operating performance:
Stock-based compensation expense. The Company excludes stock-based compensation expense from its non-GAAP measures primarily because they are non-cash in nature. Moreover, the impact of this expense is significantly affected by the Company’s stock price at the time of an award over which management has limited to no control.
Acquisition-related net charges (credits). These items include: (1) revaluation of contingent consideration and its income tax effects, which represent accounting adjustments to state contingent consideration liabilities at their estimated fair value, and (2) amortization of acquired intangibles, which consists of customer relationships. These items relate to a specific prior acquisition and are not reflective of the Company’s ongoing financial performance.
Restructuring charges. The Company excludes restructuring charges due to the nature of the expenses being unplanned and arising outside the ordinary course of continuing operations. These costs primarily consist of cash-based severance related to workforce reduction actions and asset write-downs of property and equipment, lease loss reserves, and other contract termination costs resulting from restructuring initiatives.
Amortization of Debt Issuance Costs. The Company excludes amortization of debt issuance costs because the costs do not represent a cash outflow for the Company except in the period the financing was secured and such amortization expense is not reflective of the Company’s ongoing financial performance.
Conference Call Information
Enphase Energy will host a conference call for analysts and investors to discuss its fourth quarter and full year 2016 results and first quarter 2017 business outlook today at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time). Open to the public, investors may access the call by dialing 877-644-1284; participant passcode 54561708. A live webcast of the conference call, together with accompanying presentation slides, will also be accessible from the “Investor Relations” section of the Company's website at investor.enphase.com. Following the webcast, an archived version will be available on the website for 30 days. In addition, an audio replay of the conference call will be available by calling 855-859-2056; participant pass code 54561708 beginning approximately one hour after the call.
Forward-Looking Statements
This press release contains forward-looking statements, including, but not limited to, statements related to Enphase Energy’s future financial performance, ability to drive down costs, market demands for its microinverters and future products, competitive position and advantages of its technology. These forward-looking statements are based on the Company’s current expectations and inherently involve significant risks and uncertainties. Enphase Energy’s actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks related to: the Company’s ability to raise additional capital to support its business, if required; the future demands for solar energy solutions; the reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications; the Company’s ability to achieve broader market acceptance of its microinverter and home energy solutions and to develop new and enhanced products in response to customer demands and rapid market and technological changes in the solar industry; the success and pricing of competing solar solutions that are or become available; the Company’s ability to effectively manage its operating expenses, its expansion into new markets, and its ability to maintain or achieve anticipated product quality, product performance and cost targets; competition and other factors that may cause potential future price reductions for its products; the Company’s ability to optimally match production with demand, including distribution inventory levels, and dependence on a limited number of outside contract manufacturers and lack of supply contracts with these manufacturers; general economic conditions in domestic and international markets and other risks included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, which is on file with the SEC and available on the SEC’s website at www.sec.gov. Additional information will also be set forth in those sections in Enphase Energy’s Annual Report on Form 10-K for the year ended December 31, 2016, which will be filed with the




SEC in the first quarter of 2017. All information set forth in this press release and its attachments is as of February 28, 2017. Enphase Energy undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations.
A copy of this press release can be found on the investor relations page of Enphase Energy's website at investor.enphase.com.
About Enphase Energy, Inc.

Enphase Energy, a global energy technology company, delivers smart, easy-to-use solutions that connect solar generation, storage and management on one intelligent platform. The Company revolutionized solar with its microinverter technology and produces the world’s only truly integrated solar plus storage solution. Enphase has shipped more than 13 million microinverters, and more than 580,000 Enphase systems have been deployed in more than 100 countries. Visit www.enphase.com for more information.
Enphase Energy®, the Enphase logo and other trademarks or service names are the trademarks of Enphase Energy, Inc.
###
Contact

Christina Carrabino
Enphase Energy, Inc.
Investor Relations
ir@enphaseenergy.com
+1-707-763-4784 x7294




ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
2016
 
2015
 
2016
 
2015
Net revenues
$
90,601

 
$
65,629

 
$
322,591

 
$
357,249

Cost of revenues
74,367

 
49,929

 
264,583

 
249,032

Gross profit
16,234

 
15,700

 
58,008

 
108,217

Operating expenses:
 
 
 
 
 
 
 
Research and development
11,378

 
12,544

 
50,703

 
50,819

Sales and marketing
7,592

 
10,922

 
38,810

 
45,877

General and administrative
6,296

 
7,405

 
27,418

 
30,830

Restructuring charges
1,060

 

 
3,777

 

Total operating expenses
26,326

 
30,871

 
120,708

 
127,526

Loss from operations
(10,092
)
 
(15,171
)
 
(62,700
)
 
(19,309
)
Other income (expense), net
 
 
 
 
 
 
 
Interest expense
(1,181
)
 
(196
)
 
(2,773
)
 
(501
)
Other income (expense)
(1,164
)
 
259

 
(514
)
 
(893
)
Total other income (expense), net
(2,345
)
 
63

 
(3,287
)
 
(1,394
)
Loss before income taxes
(12,437
)
 
(15,108
)
 
(65,987
)
 
(20,703
)
Provision for income taxes
(751
)
 
(675
)
 
(1,475
)
 
(1,379
)
Net loss
$
(13,188
)
 
$
(15,783
)
 
$
(67,462
)
 
$
(22,082
)
Net loss per share:
 
 
 
 
 
 
 
Basic and diluted
$
(0.21
)
 
$
(0.35
)
 
$
(1.34
)
 
$
(0.49
)
Shares used in per share calculation:
 
 
 
 
 
 
 
Basic and diluted
61,881

 
45,504

 
50,519

 
44,632



1



ENPHASE ENERGY, INC.
 
Consolidated Balance Sheets
(In thousands, except par value)
(Unaudited)
 
December 31,
 
2016
 
2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
17,764

 
$
28,452

Accounts receivable, net
61,019

 
46,099

Inventory
31,960

 
40,800

Prepaid expenses and other
7,121

 
6,417

Total current assets
117,864

 
121,768

Property and equipment, net
31,440

 
32,118

Goodwill
3,664

 
3,745

Intangibles, net
945

 
2,220

Other assets
9,663

 
5,677

Total assets
$
163,576

 
$
165,528

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
31,696

 
$
25,569

Accrued liabilities
31,533

 
26,364

Deferred revenues
6,411

 
3,915

Revolving credit facility
10,100

 
17,000

Current portion of term loan
3,032

 

Total current liabilities
82,772

 
72,848

Deferred revenues, non-current
33,893

 
25,115

Warranty obligations, non-current
22,818

 
23,475

Other liabilities
2,025

 
2,641

Term loan, less current portion
20,768

 

Total liabilities
162,276

 
124,079

Commitments and contingencies

 

Stockholders’ equity:
 
 
 
Preferred stock

 

Common stock
1

 

Additional paid-in capital
252,126

 
224,732

Accumulated deficit
(250,535
)
 
(183,073
)
Accumulated other comprehensive loss
(292
)
 
(210
)
Total stockholders’ equity
1,300

 
41,449

Total liabilities and stockholders’ equity
$
163,576

 
$
165,528

 


2



ENPHASE ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)

 
Years Ended
December 31,
 
2016
 
2015
Operating activities:
 
 
 
Net loss
$
(67,462
)
 
$
(22,082
)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
 
 
 
Depreciation and amortization
10,638

 
10,539

Provision for doubtful accounts
3,097

 
1,502

Asset impairment and restructuring
3,190

 
522

Gain on business divestiture
(640
)
 

Amortization of debt issuance costs
145

 
163

Stock-based compensation
10,326

 
12,696

Revaluation of contingent consideration liability

 
(1,827
)
Deferred income tax (benefit) expense
651

 
642

Changes in operating assets and liabilities (net of acquisition/divestiture):
 
 
 
Accounts receivable
(18,017
)
 
(2,482
)
Inventory
8,840

 
(19,210
)
Prepaid expenses and other assets
(4,759
)
 
(5,281
)
Accounts payable, accrued and other liabilities
9,764

 
(6,013
)
Deferred revenues
11,274

 
9,671

Net cash (used in) provided by operating activities
(32,953
)
 
(21,160
)
Investing activities:
 
 
 
Purchases of property and equipment
(12,167
)
 
(12,525
)
Purchases of intangible assets
(678
)
 
(237
)
Business divestitures (acquisitions)
1,050

 

Change in restricted cash

 
300

Net cash used in investing activities
(11,795
)
 
(12,462
)
Financing activities:
 
 
 
Proceeds from public offering of common stock, net of offering costs
16,142

 

Proceeds from term loan, net of issuance costs
23,989

 

Proceeds from borrowings under revolving credit facility
10,000

 
46,000

Payments under revolving credit facility
(16,900
)
 
(29,150
)
Holdback payment related to prior acquisition

 
(300
)
Repayments of term loans

 

Proceeds from issuance of common stock under employee stock plans
1,144

 
4,014

Net cash provided by (used in) financing activities
34,375

 
20,564

Effect of exchange rate changes on cash
(315
)
 
(522
)
Net increase (decrease) in cash and cash equivalents
(10,688
)
 
(13,580
)
Cash and cash equivalents — Beginning of year
28,452

 
42,032

Cash and cash equivalents — End of year
$
17,764

 
$
28,452



3



ENPHASE ENERGY, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(In thousands, except per share data)
(Unaudited)
 
 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
 
2016
 
2015
 
2016
 
2015
Gross profit (GAAP)
 
$
16,234

 
$
15,700

 
$
58,008

 
$
108,217

Stock-based compensation
 
281

 
304

 
1,188

 
1,217

Severance costs
 

 
52

 

 
52

Gross profit (Non-GAAP)
 
$
16,515

 
$
16,056

 
$
59,196

 
$
109,486

 
 
 
 
 
 
 
 
 
Gross margin (GAAP)
 
17.9
%
 
23.9
%
 
18.0
%
 
30.3
%
Stock-based compensation
 
0.3
%
 
0.6
%
 
0.4
%
 
0.3
%
Gross margin (Non-GAAP)
 
18.2
%
 
24.5
%
 
18.4
%
 
30.6
%
 
 
 
 
 
 
 
 
 
Operating expenses (GAAP)
 
$
26,326

 
$
30,871

 
$
120,708

 
$
127,526

Stock-based compensation(1)
 
(1,807
)
 
(2,813
)
 
(9,138
)
 
(11,479
)
Amortization of acquisition-related intangibles
 
(15
)

(45
)

(150
)
 
(180
)
Revaluation of contingent consideration liability
 

 
227

 

 
1,827

Restructuring, asset impairments and other charges
 
(1,060
)
 

 
(3,777
)
 

Severance costs
 

 
(472
)
 

 
(1,952
)
Operating expenses (Non-GAAP)
 
$
23,444


$
27,768


$
107,643


$
115,742

 
 
 
 
 
 
 
 
 
(1) Includes stock-based compensation as follows:
 
 
 
 
 
 
 
 
Research and development
 
$
832

 
$
1,180

 
$
3,879

 
$
4,559

Sales and marketing
 
385

 
652

 
2,144

 
3,162

General and administrative
 
590

 
981

 
3,115

 
3,758

Total
 
$
1,807

 
$
2,813

 
$
9,138

 
$
11,479

 
 
 
 
 
 
 
 
 
Loss from operations (GAAP)
 
$
(10,092
)
 
$
(15,171
)
 
$
(62,700
)
 
$
(19,309
)
Stock-based compensation
 
2,087

 
3,117

 
10,326

 
12,696

Amortization of acquisition-related intangibles
 
15

 
45

 
150

 
180

Revaluation of contingent consideration liability
 

 
(227
)
 

 
(1,827
)
Restructuring, asset impairments and other charges
 
1,060

 

 
3,777

 

Severance costs
 

 
524

 

 
2,004

Loss from operations (Non-GAAP)
 
$
(6,930
)
 
$
(11,712
)
 
$
(48,447
)
 
$
(6,256
)
 
 
 
 
 
 
 
 
 
Net loss (GAAP)
 
$
(13,188
)
 
$
(15,783
)
 
$
(67,462
)
 
$
(22,082
)
Stock-based compensation
 
2,087

 
3,117

 
10,326

 
12,696

Amortization of acquisition-related intangibles
 
15

 
45

 
150

 
180

Revaluation of contingent consideration liability
 

 
(227
)
 

 
(1,827
)
Restructuring, asset impairments and other charges
 
1,060

 

 
3,777

 

Severance costs
 

 
524

 

 
2,004

Non-cash interest expense
 
44

 
43

 
145

 
163

Income tax effect on acquisition/divestiture
 
653

 
745

 
653

 
745

Net loss (Non-GAAP)
 
$
(9,329
)
 
$
(11,536
)
 
$
(52,411
)
 
$
(8,121
)
 
 
 
 
 
 
 
 
 

4



 
 
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
 
2016
 
2015
 
2016
 
2015
Net loss per share (GAAP)
 
$
(0.21
)
 
$
(0.35
)
 
$
(1.34
)
 
$
(0.49
)
Stock-based compensation
 
0.03

 
0.07

 
0.20

 
0.29

Amortization of acquisition-related intangibles
 

 

 

 

Revaluation of contingent consideration liability
 

 

 

 
(0.04
)
Restructuring, asset impairments and other charges
 
0.02

 

 
0.07

 

Severance costs
 

 
0.01

 

 
0.04

Non-cash interest expense
 

 

 

 

Income tax effect on acquisition/divestiture
 
0.01

 
0.02

 
0.01

 
0.02

Net loss per share (Non-GAAP)
 
$
(0.15
)
 
$
(0.25
)
 
$
(1.04
)
 
$
(0.18
)
 
 
 
 
 
 
 
 
 
Shares used in per share calculation (Non-GAAP)
 
61,881

 
45,504

 
50,519

 
44,632


5