NEOPHOTONICS CORPORATION (NYSE:NPTN) Files An 8-K Results of Operations and Financial Condition
Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On January 14, 2019, NeoPhotonics Corporation (the “Company”) issued a press release regarding the Company’s preliminary estimated financial results for the fourth quarter ended December31, 2018.A copy of the Company’s press release is furnished and attached as Exhibit99.1 to this Current Report on Form8-K.
The information contained in this Item 2.02, including Exhibit99.1 hereto, shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or subject to the liabilities of that Sectionor 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 2.02 COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
On January 14, 2019, the Company announced the end-of-life of certain client transceiver modules and therefore will discontinue the manufacture and sale of those products after completing final production in May 2019. This will result in approximately $3.5 million in charges for inventory and asset write-downs in the fourth quarter of 2018 ended December 31, 2018 and accelerated depreciation of approximately $3.0 million, to be amortized over the final production during the first and second quarters of 2019.
This Item 2.02 contains forward-looking statements, including, but not limited to, statements related to the expected costs associated with the overall restructuring actions. These forward-looking statements are based on the Company’s current expectations and inherently involve significant risks and uncertainties. The Company’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 cost reduction efforts and the exiting of product lines. These and other risk factors are discussed under the heading “Risk Factors” in the Company’s Quarterly Report on Form10-Q for the quarter ended September30, 2018, filed by the Company with the Securities and Exchange Commission on November 5, 2018. The Company undertakes no duty or obligation to update any forward-looking statements contained in this Item 2.02 as a result of new information, future events or changes in its expectations.
Item 2.02 OTHER EVENTS
On January 11, 2019, the Company entered in to an agreement to settle its lawsuit with Lestina International Ltd. for a cash payment of $2.2 million. The expense will be recognized in the fourth quarter of 2018. As disclosed in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, the lawsuit is to a purchase commitment for materials related to the product assets sold by one of our foreign subsidiaries to APAT Optoelectronics Components Co., Ltd. in January 2017.
In December 2018, the Company entered into a definitive agreement to sell its manufacturing operations in Russia for approximately book value. This transaction is consistent with the disclosures in the financial statements contained in the Company’s Quarterly Report on Form 10-Q filing for the quarter ended September 30, 2018.
Item 2.02 FINANCIAL STATEMENTS AND EXHIBITS.
(d)Exhibits.
NEOPHOTONICS CORP Exhibit
EX-99.1 2 pressreleaseexht991.htm EXHIBIT 99.1 Exhibit Exhibit 99.1 For Immediate Release NeoPhotonics Announces Preliminary Financial Results for the Fourth Quarter SAN JOSE,…
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About NEOPHOTONICS CORPORATION (NYSE:NPTN)
NeoPhotonics Corporation develops, manufactures and markets optoelectronic products that transmit, receive and switch digital optical signals for communications networks. The Company develops and manufactures Transmitter Products, Receiver Products and Switch Products that are used in ultra-high speed digital optical communications, high speed switching and provisioning, and access connections for wireless and fiber-to-the-home communications networks. Its products are categorized into groups, including High Speed Products and Network Products and Solutions. High Speed Products include products designed for 100G and beyond for telecom and datacenter or content provider networks and applications. Its Network Products and Solutions consist of various products designed for applications below 100G, and include 40G products. It combines its transmitter and receiver products into Transceiver modules.
