8-K

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): July 25, 2018

AXT, INC.

(Exact name of registrant as specified in its charter)

Delaware	000‑24085	94‑3031310
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4281 Technology Drive

Fremont, California 94538

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:  (510) 438‑4700

Not Applicable

(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. ◻

Item 2.02 Results of Operations and Financial Condition

On July 25, 2018, AXT, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2018.  A copy of the Company’s press release, announcing the results, is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in Exhibit 99.1 hereto discussing the Company’s results of operations and financial condition for the quarter ended June 30, 2018, is being “furnished” in accordance with General Instruction B.2 of Form 8‑K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.  The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits

(d)       Exhibits

99.1     Press release dated July 25, 2018, regarding the financial results of AXT, Inc. for the quarter ended June 30, 2018.

EXHIBIT INDEX

Eptem
Exhibit Number	Description
99.1	Press release dated July 25, 2018, regarding the financial results of AXT, Inc. for the quarter ended June 30, 2018.

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.

	AXT, INC.
Date:  July 25, 2018	By:	/s/ Gary L. Fischer
		Gary L. Fischer
		Chief Financial Officer and Corporate Secretary

EX-99.1

	Exhibit 99.1
	AXT, Inc. Second Quarter 2018 Results
	July 25, 2018
	Page 1 of 5

AXT, Inc. Announces Second Quarter 2018 Financial Results

FREMONT, Calif., July 25, 2018 – AXT, Inc. (NasdaqGS: AXTI), a leading manufacturer of compound semiconductor substrates, today reported financial results for the second quarter, ended June 30, 2018.

Second Quarter 2018 Results

Revenue in the second quarter of 2018 was $27.1 million, compared with $24.4 million in the first quarter of 2018 and $23.6 million in the second quarter of 2017.   

Gross margin was 40.6 percent of revenue in the second quarter of 2018, compared with 39.2 percent of revenue in the first quarter of 2018 and 30.8 percent in the second quarter of 2017.

Operating expenses were $6.5 million in the second quarter of 2018, compared with $5.6 million in the first quarter of 2018 and $5.0 million in the second quarter of 2017. 

Operating profit in the second quarter of 2018 was $4.5 million, compared with operating profit of $3.9 million in the first quarter of 2018 and $2.3 million in the second quarter of 2017.  

Interest and other, net was a gain of $0.4 million in the second quarter of 2018, compared with a loss of $0.4 million in the first quarter of 2018, and a loss of $0.2 million in the second quarter of 2017.  Interest and other, net for the second quarter of 2018 included interest income and other of $0.2 million, a foreign exchange loss of $0.1 million and a net gain of $0.3 million from the seven partially owned companies in the company’s supply chain, accounted for under the equity method.

Income tax expense in the second quarter of 2018 was $0.4 million, compared with $0.3 million in the first quarter of 2018 and $0.3 million in the second quarter of 2017.

Net income in the second quarter of 2018 was $3.9 million, or $0.10 per diluted share, compared with a net income of $2.9 million or $0.07 per diluted share in the first quarter of 2018, and $1.9 million or $0.05 per diluted share in the second quarter of 2017.

AXT, Inc. Second Quarter 2018 Results
	July 25, 2018
	Page 2 of 5

Management Qualitative Comments

“Our financial results for Q2 reflect solid demand in each of our primary product categories,” said Morris Young, chief executive officer.  “Broadly, the demand environment for our wafers remains strong, and we continue to focus on producing high-quality products that meet rigorous application requirements, as well as achieving greater efficiency in our manufacturing process.  We have also seen an uptick in the price of raw materials, and this has enabled a financial improvement in some of the raw material companies in which we have partial ownership.  We are making good progress in the relocation of our gallium arsenide manufacturing line and are encouraged by our success to date.”

Conference Call

The company will host a conference call to discuss these results today at 1:30 p.m. PT. The conference call can be accessed at (844) 892-6598 (passcode 2293858). The call will also be simulcast on the Internet at www.axt.com. Replays will be available at (855) 859-2056 (passcode 2293858) until July 31, 2018. Financial and statistical information to be discussed in the call will be available on the company's website immediately prior to commencement of the call. Additional investor information can be accessed at http://www.axt.com or by calling the company's Investor Relations Department at (510) 438-4700.

About AXT, Inc.   

AXT designs, develops, manufactures and distributes high-performance compound and single element semiconductor substrates comprising indium phosphide (InP), gallium arsenide (GaAs) and germanium (Ge) through its manufacturing facilities in Beijing, China.   AXT’s worldwide headquarters are in Fremont, California where the company maintains its sales, administration and customer service functions.  The company’s substrate products are used primarily in lighting display applications, wireless communications, fiber optic communications and solar cell applications. Its vertical gradient freeze (VGF) process technology for manufacturing semiconductor substrates provides significant benefits over other methods and enabled AXT to become a leading manufacturer of such substrates. AXT has manufacturing facilities in China and, as part of its supply chain strategy, has partial ownership in ten companies in China producing raw materials. For more information, see AXT’s website at http://www.axt.com.

AXT, Inc. Second Quarter 2018 Results
	July 25, 2018
	Page 3 of 5

Safe Harbor Statement

The foregoing paragraphs contain forward-looking statements within the meaning of the Federal securities laws, including, for example, statements regarding the market demand for our products, our growth prospects and opportunities for continued business expansion, our market opportunity, our relocation and our expectations with respect to our business prospects. These forward-looking statements are based upon assumptions that are subject to uncertainties and factors relating to the company’s operations and business environment, which could cause actual results to differ materially from those expressed or implied in the forward-looking statements contained in the foregoing discussion. These uncertainties and factors include but are not limited to: the timing and receipt of significant orders; the cancellation of orders and return of product; emerging applications using chips or devices fabricated on our substrates; end-user acceptance of products containing chips or devices fabricated on our substrates; the ability of the Company to bring new products to market; product announcements by our competitors; the ability to control costs and improve efficiency; the ability to utilize our manufacturing capacity; product yields and their impact on gross margins; the relocation of manufacturing lines; possible factory shutdowns as a result of air pollution in China; policies and regulations in China and other factors as set forth in the company’s Annual Report on Form 10-K, quarterly reports on Form 10-Q and other filings made with the Securities and Exchange Commission.  Each of these factors is difficult to predict and many are beyond the company’s control. The company does not undertake any obligation to update any forward-looking statement, as a result of new information, future events or otherwise.

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FINANCIAL TABLES TO FOLLOW

AXT, Inc. Second Quarter 2018 Results
	July 25, 2018
	Page 4 of 5

AXT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share data)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2018		2017		2018		2017
Revenue	$	27,120	$	23,557	$	51,539	$	44,173
Cost of revenue		16,110		16,301		30,956		30,629
Gross profit		11,010		7,256		20,583		13,544
Operating expenses:
Selling, general and administrative		4,987		3,942		9,209		7,735
Research and development		1,500		1,019		2,920		2,143
Total operating expenses		6,487		4,961		12,129		9,878
Income from operations		4,523		2,295		8,454		3,666
Interest income, net		139		114		281		212
Equity in earnings (loss) of unconsolidated joint ventures		307		(188)		(27)		(1,121)
Other expense, net		(51)		(102)		(266)		(54)
Income before provision for income taxes		4,918		2,119		8,442		2,703
Provision for income taxes		367		321		701		480
Net income		4,551		1,798		7,741		2,223
Less: Net (income) loss attributable to noncontrolling interests		(650)		132		(965)		372
Net income attributable to AXT, Inc.	$	3,901	$	1,930	$	6,776	$	2,595
Net income attributable to AXT, Inc. per common share:
Basic	$	0.10	$	0.05	$	0.17	$	0.07
Diluted	$	0.10	$	0.05	$	0.17	$	0.07
Weighted-average number of common shares outstanding:
Basic		39,001		38,306		38,970		36,238
Diluted		40,216		39,706		40,289		37,645

AXT, Inc. Second Quarter 2018 Results
	July 25, 2018
	Page 5 of 5

AXT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands)

	June 30,		December 31,
	2018		2017
ASSETS
Current assets:
Cash and cash equivalents	$	29,698	$	44,352
Short-term investments		18,802		20,032
Accounts receivable, net		22,434		22,778
Inventories		57,038		45,840
Prepaid expenses and other current assets		9,416		7,519
Total current assets		137,388		140,521
Long-term investments		5,714		12,576
Property, plant and equipment, net		65,174		46,530
Other assets		11,323		11,573
Total assets	$	219,599	$	211,200
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	14,059	$	11,445
Accrued liabilities		11,711		11,149
Total current liabilities		25,770		22,594
Other long-term liabilities		296		289
Total liabilities		26,066		22,883
Stockholders’ equity:
Preferred stock		3,532		3,532
Common stock		39		39
Additional paid-in capital		232,984		231,679
Accumulated deficit		(48,061)		(54,837)
Accumulated other comprehensive income		1,172		3,407
Total AXT, Inc. stockholders’ equity		189,666		183,820
Noncontrolling interests		3,867		4,497
Total stockholders’ equity		193,533		188,317
Total liabilities and stockholders’ equity	$	219,599	$	211,200