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TMCNet:  SUPERCONDUCTOR TECHNOLOGIES INC - 10-Q - Management's Discussion and Analysis of Financial Condition and Results of Operations

[November 12, 2013]

SUPERCONDUCTOR TECHNOLOGIES INC - 10-Q - Management's Discussion and Analysis of Financial Condition and Results of Operations

(Edgar Glimpses Via Acquire Media NewsEdge) General We are a leading company in developing and commercializing high temperature superconductor ("HTS") materials and related technologies. Superconductivity is the unique ability to conduct various signals or energy (e.g., electrical current or radio frequency ("RF") signals) with little or no resistance when cooled to "critical" temperatures. HTS materials are a family of elements that demonstrate superconducting properties at temperatures significantly warmer than previous superconducting materials. Electric currents that flow through conventional conductors encounter resistance that requires power to overcome and generates heat. HTS materials can substantially improve the performance characteristics of electrical systems, reducing power loss, lowering heat generation, and decreasing electrical noise.


Commercialization Our development efforts over the last 25 years have yielded an extensive patent portfolio as well as critical trade secrets, unpatented technology and proprietary knowledge. We have commercialized wireless products using our proprietary technology and are currently focusing our efforts on commercializing this technology in superconducting power applications, RF filters and cryocoolers.

• Wireless Networks. Our current commercial products help maximize the performance of wireless telecommunications networks by improving the quality of uplink signals from mobile wireless devices. Our products increase capacity utilization, lower dropped and blocked calls, extend coverage, and enable higher wireless data throughput - all while reducing capital and operating costs for the carrier.

• Superconducting Power Applications. We are adapting our unique HTS materials deposition techniques to deliver energy efficient, cost-effective and high performance 2G HTS wire technology for next generation power applications. We have identified several large initial target markets for our 2G HTS wire including energy (wind turbines, smart grid) and industrial (motors, generators) applications. To accelerate development and manufacturing processes for our 2G HTS wire, we are partnering with HTS industry leaders and the United States National Labs.

In July 2011, we renewed our three year Cooperative Research and Development Agreement with Los Alamos National Laboratory. These technological interchanges will help us meet the technical challenges and performance metrics for both high performance and cost effective 2G HTS wire.

17 -------------------------------------------------------------------------------- Table of Contents • RF Filters. Our RF filter structures resemble a circuit on a semiconductor using a circuit that is etched into HTS materials that are deposited on a wafer. Our unique and innovative circuits allow us to utilize the characteristics of the HTS materials for this application, and we have developed unique tuning methods that allow us to produce a frequency specific filter. We are also leveraging our unique technology to design advanced reconfigurable filters, which have the potential to drastically reduce the size and cost of mobile devices.

• Cryocoolers. We developed a unique cryocooler that can efficiently and reliably cool HTS circuits to the critical temperature (77 degrees Kelvin), and as a result, our wireless products are maintenance free and reliable enough to be deployed for many years.

Our development efforts can take a significant number of years to commercialize, and we must overcome significant technical barriers and deal with other significant risks.

Our Wireless Business Our current revenue comes from the sale of high performance infrastructure products for wireless communication applications. We have three current product lines all of which relate to wireless base stations: • SuperLink®, a highly compact and reliable receiver front-end HTS wireless filter system to eliminate out-of-band interference for wireless base stations, combining filters with a proprietary cryogenic cooler and a cooled low-noise amplifier; • AmpLink®, a ground-mounted unit for wireless base stations that includes a high-performance amplifier and up to nine dual duplexers; and • SuperPlex, a high-performance multiplexer that provides extremely low insertion loss and excellent cross-band isolation designed to eliminate the need for additional base station antennas and reduce infrastructure costs.

We sell most of our current commercial products to a small number of wireless carriers in the United States, including AT&T and Verizon Wireless. Verizon Wireless and AT&T each accounted for more than 10% of our commercial revenues in each of the last three years. Demand for wireless communications equipment fluctuates dramatically and unpredictably and recently has been trending downward. The wireless communications infrastructure equipment market is extremely competitive and is characterized by rapid technological change, new product development, product obsolescence, evolving industry standards and price erosion over the life of a product. We expect these trends to continue and they may cause significant fluctuations in our quarterly and annual revenues.

Our Strategic Initiatives In addition to our ongoing sale of products for wireless applications described above, we have created several unique capabilities and an HTS manufacturing system related to a new HTS wire platform, RF filters and cryocoolers that we are seeking to commercially deploy by leveraging our leadership in superconducting technologies, extensive intellectual property, and HTS manufacturing expertise.

HTS Wire Platform Our 2G HTS wire product development is focused on large markets where the advantages of HTS wire are recognized by the industry. Our initial product roadmap targets three important applications: superconducting high power transmission cable, superconducting fault current limiters (SFCL) and superconducting rotating machines such as motors and generators.

Superconducting High Power Transmission Cable: Superconducting high power transmission and distribution cable transmit 5 to 10 times the electrical current of traditional copper or aluminum cables with significantly improved efficiency. HTS power cable systems consist of the cable, which is comprised of hundreds of strands of HTS wire wrapped around a copper core, and the cryogenic cooling system to maintain proper operating conditions.

HTS superconducting cables offer solutions for utilities facing challenges that include: substation footprint availability, lack of available rights of way, and high load connections between substations. HTS power cables are particularly suited to high load areas such as the dense urban business districts of large cities, where purchases of easements and construction costs for traditional low capacity cables may be cost prohibitive.

Superconducting Fault Current Limiter (SFCL): With power demand on the rise and new power generation sources being added, the grid has become overcrowded and vulnerable to catastrophic faults. Faults are abnormal flows of electrical current like a short circuit. As the grid is stressed, faults and power blackouts increase in frequency and severity. SFCLs act like powerful surge protectors, preventing harmful faults from taking down substation equipment by reducing the fault current to a safer level (20 - 50% reduction) so that the existing switchgear can still protect the grid. SFCLs protect against damaging fault currents and blackouts while enhancing system safety, stability, and efficiency. A critical benefit for new build outs is the improved system reliability when renewables, like solar and wind, are added.

When compared to a complete substation upgrade, SFCLs are a significantly lower capital investment.

18 -------------------------------------------------------------------------------- Table of Contents Superconducting Rotating Machines - Motors and Generators: Superconducting motors, generators, turbines and other rotating machines are expected to generate large future demand for 2G HTS wire. Coils utilizing HTS wire will enable electric motors and generators to operate at much higher power densities. When compared to a copper wire based electric machine with equivalent output power, future superconducting motors and generators will enable significant size reductions for the motors with higher efficiency. One potential application for high-powered HTS generators is expected to be 10+ megawatt offshore wind turbines. Offshore superconducting wind turbines promise to capture clean energy at a lower cost than competing renewables, while delivering power directly to growing coastal cities. Offshore superconducting wind turbines are a long-term initiative for HTS technologies. Wind energy is taking shape as a critical world resource for electric power. Today, wind energy is primarily land based. The expected future trend is to exploit a largely untapped supply of offshore wind energy. However, it will take time to build enough infrastructure for offshore wind power to significantly contribute to the power grid.

Superconducting wind turbines are expected to play a unique role offshore since conventional technology cannot achieve the necessary "power per tower". The increase in power density provided by superconducting turbines significantly reduces generator weight and maximizes power per tower, turning wind power into an economically viable alternative. Size reduction translates directly to cost savings by greatly reducing the amount of magnetic steel and structural steel required. Superior 2G HTS wire power handling performance at a lower cost will enable superconducting wire to replace incumbent and competing technologies.

RF Filters Conventional RF filters are fabricated primarily from aluminum blocks with hollow cavities, resonators, and tuning elements incorporated to make a frequency specific filter. Our filter structures resemble a circuit on a semiconductor using a circuit that is etched into HTS materials that are deposited on a wafer. Our unique and innovative circuits allow us to utilize the characteristics of the HTS materials for this application. We have also developed unique tuning methods that allow us to produce a frequency specific filter.

In July 2012, we announced that we were contributing, 14 patents regarding our innovative Reconfigurable Resonance™ (RcR) technology, experienced executive leadership and technical expertise as our minority investment in Resonant LLC. In June 2013, Resonant raised $7 million in a private placement exclusive of us, and we exchanged our minority equity interest in Resonant for a convertible note receivable. Resonant intends to commercialize RcR for the mobile communication products industry. The contributed patents do not relate to either our current wireless business nor to our 2G HTS wire initiative.

Cryocoolers HTS circuits need to be cooled to the critical temperature that enables the superconducting properties of the materials to be utilized. To meet this need, we developed a unique cryocooler that can efficiently and reliably cool the circuit to the critical temperature (77 degrees Kelvin). As a result, our wireless products are maintenance free and reliable enough to be deployed for many years.

Results of Operations Quarter and nine months ended September 28, 2013 compared to the quarter and nine months ended September 29, 2012 Net revenues decreased by $1.1 million or 83%, to $229,000 in the third quarter of 2013 from $1.3 million in the third quarter of 2012. Total net revenues decreased by $766,000, or 33%, to $1.6 million in the first nine months of 2013 from $2.3 million in the same period of 2012. Net revenues consist primarily of commercial product revenues and, to a lesser extent, government contract revenues.

Net commercial product revenues decreased by $1.1 million or 82%, to $229,000 in the third quarter of 2013 from $1.3 million in the third quarter of 2012. The decrease is the result of lower sales volume for our SuperLink products. For the first nine months of 2013, net commercial revenue decreased to $1.6 million from $2.2 million in the same period of 2012, a decrease of $614,000, or 28%. The decrease in the nine month period was the result of lower sales of both our SuperLink and AmpLink products. We sell our SuperLink and other performance enhancement products to large North American wireless operators. As our customers continue to invest in 4G networks, spending on 3G data networks, where our products are deployed, has become a secondary priority. This market dynamic has impacted, and we believe will continue to impact, our commercial revenue.

The average sales prices for our products were unchanged. Our two largest customers accounted for 98% of our total net commercial product revenues in the first nine months of 2013 and 93% in the same period of 2012. These customers generally purchase products through non-binding commitments with minimal lead-times. We continue to experience 19-------------------------------------------------------------------------------- Table of Contents challenges to revenue growth in the commercial wireless market. Consequently, our commercial product revenues can fluctuate dramatically from quarter to quarter based on changes in our customers' capital spending patterns, and revenues will continue to be impacted by such challenges.

Government contract and other revenues decreased to $0 in the third quarter of 2013 from $30,000 in the third quarter of 2012. For the first nine months of 2013, there was no government contract revenue and no additional revenue is expected in the remainder of the year. We have refocused these resources to our 2G HTS wire product development. In the first nine months of 2012 government revenue was $152,000.

Cost of commercial product revenues includes all direct costs, manufacturing overhead and provision for excess and obsolete inventories. The cost of commercial product revenues decreased to $290,000 in the third quarter of 2013 compared to $1.0 million for the third quarter of 2012, a decrease of $731,000 or 72%. For the first nine months of 2013, the cost of commercial product revenues totaled $910,000 compared with $2.9 million for the first nine months of 2012, a decrease of $2.0 million, or 69%. The lower costs resulted principally from lower sales and fixed overhead cost reductions. We had an expense provision for obsolete inventories in the first nine months of 2012 of $270,000 compared to no expense provision in the first nine months of 2013.

Our cost of commercial sales includes both variable and fixed cost components.

The variable component consists primarily of materials, assembly and test labor, overhead, which includes transportation costs and warranty costs. The fixed component includes equipment and facility depreciation, purchasing and procurement expenses and quality assurance costs. Given the fixed nature of such costs, the absorption of our production overhead costs into inventory decreases and the amount of production overhead variances expensed to cost of sales increases as production volumes decline since we have fewer units against which to absorb our overhead costs. Conversely, the absorption of our production overhead costs into inventory increases and the amount of production overhead variances expensed to cost of sales decreases as production volumes increase since we have more units against which to absorb our overhead costs. As a result, our gross profit margins generally decrease as revenue and production volumes decline due to lower sales volume and higher amounts of production overhead variances expensed to cost of sales; and our gross profit margins generally increase as our revenue and production volumes increase due to higher sales volume and lower amounts of production overhead variances expensed to cost of sales.

The following is an analysis of our commercial product gross gain (loss): Dollars in thousands Three Months Ended Nine Months Ended September 28, September 29, September 28, September 29, 2013 2012 2013 2012 Net commercial product sales $ 229 100 % $ 1,301 100 % $ 1,560 100 % $ 2,174 100 % Cost of commercial product sales 290 127 % 1,021 78 % 910 58 % 2,943 135 % Gross gain (loss) $ (61 ) (27 )% $ 280 22 % $ 650 42 % $ (769 ) (35 )% We had a gross loss of $61,000 in the third quarter of 2013 from the sale of our commercial products compared to a gross margin of $280,000 in the third quarter of 2012. We experienced a gross loss in the third quarter of 2013 as a result of our lower sales not covering our fixed overhead costs. Year to date in 2013 gross margins were positive as a result of higher sales in the first two quarters along with our wireless manufacturing overhead cost reductions. We experienced positive gross margin in the third period of 2012 as a result of these manufacturing cost reductions. Year to date 2012 cost of commercial product sales still reflected higher manufacturing overhead in the first half of 2012. We regularly review inventory quantities on hand and provide an allowance for excess and obsolete inventory based on numerous factors including sales backlog, historical inventory usage, forecasted product demand, and production requirements for the next twelve months.

There was no cost of government and other contract revenues in the third quarter of 2013 and the first nine months of 2013 compared to $18,000 in the third quarter of 2012 and $113,000 in the first nine months of 2012. We do not expect any government expense for the remainder of 2013 as we have refocused these resources away from contract revenues to our 2G HTS wire product development.

Research and development expenses relate to development of our new wire products and wire products manufacturing processes. These expenses totaled $1.9 million and $4.7 million, respectively, in the three and nine months ended September 28, 2013. These expenses included a $337,000 capital equipment obsolescence write-off. In the three and nine month period ended September 29, 2012 expenses totaled $1.3 million and $3.8 million, respectively. Our 2013 expenses were higher in the current and nine month periods compared to 2012 as a result of our increased efforts to improve the manufacturability of our new HTS wire products.

20 -------------------------------------------------------------------------------- Table of Contents Selling, general and administrative expenses totaled $1.4 million and $3.9 million, respectively, in the three and nine months ended September 28, 2013 compared to $1.2 million and $4.2 million in the three and nine months ended September 29, 2012. The increase in the third quarter of 2013 was due to higher administrative costs while the reduction for the nine month period was the result of a refund of legal expenses associated to our Resonant LLC spin-out, and from lower sales expenses.

Our loss in joint venture in Resonant LLC for the three and nine months ended September 28, 2013 was $0 and $238,000, respectively. In June 2013, we converted our equity investment in Resonant LLC into a subordinated convertible note in Resonant Inc.

Interest income for the three and nine months ended September 28, 2013 was $0 and $1,000, respectively, for the three and nine month periods of 2013, compared to $1,000 and $6,000, respectively, in the three and nine months ended September 29, 2012.

We had a net loss of $3.5 million for the quarter ended September 28, 2013, compared to a net loss of $2.3 million in the same period of 2012. For the nine months ended September 28, 2013 our loss totaled $8.3 million compared to a net loss of $8.7 million for the nine months ended September 29, 2012.

The net loss available to common stockholders totaled $0.42 per common share in the third quarter of 2013, compared to a net loss of $0.69 per common share in the same period of 2012. The net loss available to common stockholders totaled $1.48 per common share in the first nine months of 2013, compared to $2.71 per common share in the first nine months of 2012.

Liquidity and Capital Resources Cash Flow Analysis As of September 28, 2013, we had working capital of $9.0 million, including $10.3 million in cash and cash equivalents, compared to working capital of $3.1 million at December 31, 2012, which included $3.6 million in cash and cash equivalents. We currently invest our excess cash in short-term, investment-grade, money-market instruments with maturities of three months or less.

Cash and cash equivalents increased by $6.6 million from $3.6 million at December 31, 2012 to $10.3 million at September 28, 2013. Cash was increased by financing activities.

Cash used in operations totaled $6.0 million in the first nine months of 2013.

We used $6.1 million to fund the cash portion of our net loss. We also used cash to fund a $0.3 million increase in accounts receivable, inventories, prepaid expenses and patents. Theses uses were slightly offset by an increase in accounts payable and a decrease in other assets.

Net cash used in investing activities totaled $202,000 in the first nine months of 2013. Purchases of equipment for our HTS wire initiative were $209,000 and $7,000 was provided by equipment sales. In the first nine months of 2012, we used $2.8 million to purchase property and equipment and $44,000 was provided by equipment sales.

Cash provided from financing activities totaled $12.8 million, net of expenses, in the first nine months of 2013, and was provided by the sale of 7,189,503 shares of common stock and prefunded warrants and 10,645,011 warrants. In the first nine months of 2012 common stock sales of $6.6 million were offset by $135,000 to repurchase common shares from our employees to satisfy tax withholding obligations that arose upon the vesting of restricted stock awards.

Financing Activities We have historically financed our operations through a combination of cash on hand, cash provided from operations, equipment lease financings, available borrowings under bank lines of credit and both private and public equity offerings.

Contractual Obligations and Commercial Commitments We have not had any material changes outside of the ordinary course of business in our contractual obligations as disclosed in our Annual Report on Form 10-K for 2012.

Capital Expenditures We invested $209,000 of our cash to purchase fixed assets in the first nine months of 2013. At September 28, 2013, there was an additional $334,000 in accounts payable for fixed asset purchases. We plan to invest approximately $1.0 million in fixed assets during the remainder of 2013. These amounts and the $3.6 million spent in 2012, and placed into service in the first quarter of 2013, are for the purchase of equipment and facilities improvements for our HTS wire initiative. We do not plan on having any additional fixed asset expenditures in 2013 for our existing wireless business.

21-------------------------------------------------------------------------------- Table of Contents Future Liquidity As of September 28, 2013, we had $10.3 million in cash and cash equivalents, which are considered sufficient to fund our planned operations through at least June 2014. However, for the nine months ended September 28, 2013, we incurred a net loss of $8.3 million and had negative cash flows from operations of $6.0 million. For the year ended December 31, 2012, we incurred a net loss of $10.9 million and had negative cash flows from operations of $8.2 million.

The accompanying condensed consolidated financial statements included in this Form 10-Q have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Our plans regarding improving our future liquidity will require us to successfully use our expertise and our technology to generate revenues in various ways, including commercial operations, joint ventures and licenses. We have invested and will continue to invest significant capital in our Austin, Texas manufacturing facility to enable us to produce our HTS wire products. However, delays in the timing of our ability to, including but not limited to, raise additional capital, unexpected production delays, and our ability to sell our HTS wire products in large scale could substantially impact our estimates used in the determination of expected future cash flows and/or expected future profitability, if any at all.

To date, we have financed our operations through the proceeds of various convertible debt and equity financings. In connection with our business plan, we anticipate additional increases in operating expenses and capital expenditures as discussed above. We intend to finance these expenses with current cash and further issuances of debt and equity securities. Thereafter, we expect we will need to raise additional capital and generate revenues to meet short-term and long-term operating requirements. Additional financing may not be available on acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be made available in the form of equity and/or debt financing and/or additional short-term borrowing. As such, these factors raise substantial doubt regarding the Company's ability to continue as a going concern. Our condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our independent registered public accounting firm has also included in their audit reports for 2012 and 2011 an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern.

Net Operating Loss Carryforward As of December 31, 2012, we had net operating loss carryforwards for federal and state income tax purposes of approximately $311.9 million and $192.1 million, respectively, which expire in the years 2013 through 2032. However, during 2012, we concluded that under the Internal Revenue Code change of control limitations, a maximum of $105.7 million and $80.9 million, respectively, would be available for reduction of taxable income and reduced both the deferred tax asset and valuation allowance accordingly. Due to the uncertainty surrounding their realization, we recorded a full valuation allowance against our net deferred tax assets. Accordingly, no deferred tax asset has been recorded in the accompanying condensed consolidated balance sheets.

Critical Accounting Policies and Estimates Our discussion and analysis of our historical financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these condensed consolidated financial statements in conformity with those principles requires us to make estimates of certain items and judgments as to certain future events including, for example, those related to bad debts, inventories, valuation of warrant derivatives, recovery of long-lived assets (including intangible assets), income taxes, warranty obligations, and contingencies. These determinations, even though inherently subjective and subject to change, affect the reported amounts of our assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. While we believe that our estimates are based on reasonable assumptions and judgments at the time they are made, some of our assumptions, estimates and judgments will inevitably prove to be incorrect. As a result, actual outcomes will likely differ from our accruals, and those differences-positive or negative-could be material. Some of our accruals are subject to adjustment, as we believe appropriate, based on revised estimates and reconciliation to the actual results when available.

In addition, we identified certain critical accounting policies which affect certain of our more significant estimates and assumptions used in preparing our consolidated financial statements in our Annual Report on Form 10-K for 2012. We have not made any material changes to these policies.

Backlog Our commercial backlog consists of accepted product purchase orders with scheduled delivery dates during the next twelve months. We had commercial backlog of $33,000 at September 28, 2013, compared to $313,000 at December 31, 2012.

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