MAXWELL TECHNOLOGIES, INC.

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washingtn, DC FORM 8-K CURRENT REPORT Pursuant t Sectin 13 r 15(d) f the Securities Exchange Act f 1934 Date f Reprt (Date f earliest event Reprted): April 18, 2018 MAXWELL TECHNOLOGIES, INC. (Exact Name f Registrant as Specified in its Charter) Delaware (State r Other Jurisdictin f Incrpratin) (Cmmissin File Number) (I.R.S. Emplyer Identificatin Number) 3888 Calle Frtunada San Dieg, Califrnia (Addresses f principal executive ffices, including zip cde) (858) (Registrant s telephne number, including area cde) Check the apprpriate bx belw if the Frm 8-K filing is intended t simultaneusly satisfy the filing bligatin f the registrant under any f the fllwing prvisins (see General Instructin A.2. belw): Written cmmunicatins pursuant t Rule 425 under the Securities Act (17 CFR ) Sliciting material pursuant t Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-cmmencement cmmunicatins pursuant t Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-cmmencement cmmunicatins pursuant t Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c)) Indicate by check mark whether the registrant is an emerging grwth cmpany as defined in Rule 405 f the Securities Act f 1933 (17 CFR ) r Rule 12b-2 f the Securities Exchange Act f 1934 (17 CFR b-2). Emerging grwth cmpany If an emerging grwth cmpany, indicate by check mark if the registrant has elected nt t use the extended transitin perid fr cmplying with any new r revised financial accunting standards prvided pursuant t Sectin 13(a) f the Exchange Act.

2 Item Results f Operatins and Financial Cnditin. On April 18, 2018, Maxwell Technlgies, Inc. (the Cmpany ) issued a press release annuncing the Cmpany s preliminary revenue results fr its fiscal quarter ended March 31, A cpy f this press release is attached heret as Exhibit This infrmatin cntained in this Item 2.02 f this Current Reprt and Exhibit 99.1 are being furnished and shall nt be deemed t be filed fr purpses f Sectin 18 f the Securities Exchange Act f 1934, as amended (the Exchange Act ), r therwise subject t the liabilities f that Sectin, nr shall they be deemed incrprated by reference in any filing under the Securities Act f 1933, as amended, r the Exchange Act, except as expressly set frth by specific reference in such a filing. Item (d) Exhibits Financial Statements and Exhibits. Exhibit N. Descriptin 99.1 Press release issued by Maxwell Technlgies, Inc. n April 18, 2018 annuncing first quarter 2018 preliminary revenue results.

3 SIGNATURE Pursuant t the requirements f the Securities Exchange Act f 1934, the Registrant has duly caused this reprt t be signed n its behalf by the undersigned hereunt duly authrized. MAXWELL TECHNOLOGIES, INC. Date: April 18, 2018 By: /s/ David Lyle David Lyle Senir Vice President, Chief Financial Officer, Treasurer and Secretary

4 Exhibit 99.1 MaxwellTechnlgiesReprtsPreliminaryFirstQuarter2018Revenue SAN DIEGO April 18, Maxwell Technlgies, Inc. (NASDAQ: MXWL), a leading develper and manufacturer f capacitr-based energy strage and pwer delivery slutins, tday annunced preliminary unaudited revenue results fr the first quarter f Maxwell expects first quarter 2018 revenue t be apprximately $28 millin, falling belw the Cmpany s prir guidance range f $31 millin t $33 millin. The expected revenue shrtfall is directly attributable t the Cmpany s high vltage capacitr prduct line and is related t delays in the prcessing f Chinese tenders fr infrastructure prjects. In additin, we believe that the revenue shrtfall can be further attributed t delays in infrastructure investment by utilities caused by uncertainty frm revisins t taxes and incentives intrduced by U.S. tax refrm and frm ptential increased tariffs n steel annunced during the first quarter by Presidential prclamatin. Our preliminary first quarter revenue results reflect a shrtfall in anticipated rders related t ur high vltage capacitr prducts, said Dr. Franz Fink, Maxwell's President and Chief Executive Officer. While we are disappinted with these unfreseen events, we remain encuraged as we expect a recvery in the secnd half f 2018 as market uncertainties are clarified and delays are mitigated. Mrever, ur revenue frm ur energy strage prduct line appears t exceed ur earlier expectatins fr the first quarter. These preliminary, unaudited results are based n management's initial review f peratins fr the first quarter ended March 31, 2018 and remain subject t cmpletin f the Cmpany's custmary quarterly clsing and review prcedures. CnferenceCallfrFirstQuarter2018FinancialResults Maxwell will reprt full results, including GAAP and nn-gaap grss margin and perating expenses, fr the first quarter ended March 31, 2018 in its regularly scheduled earnings release and cnference call after market clse n Tuesday, May 8, The cnference call and live webcast will take place at 2:00 p.m. PT (5:00 p.m. ET) that day. The call may be accessed by dialing (866) Dmestic r (734) Internatinal, with Cnference ID The cnference call, webcast and subsequent archived replay may be accessed via the fllwing link:

5 Page2f3 AbutMaxwell Maxwell is a glbal leader in the develpment and manufacture f innvative, cst-effective energy strage and pwer delivery slutins. We have develped and transfrmed ur patented, prprietary and fundamental dry electrde manufacturing technlgy that we have histrically used t make ultracapacitrs t create a breakthrugh technlgy that can be applied t the manufacturing f batteries. Our ultracapacitr prducts prvide safe and reliable pwer slutins fr applicatins in cnsumer and industrial electrnics, transprtatin, renewable energy and infrmatin technlgy. Our CONDIS high-vltage grading and cupling capacitrs help t ensure the safety and reliability f electric utility infrastructure and ther applicatins invlving transprt, distributin and measurement f high-vltage electrical energy. Fr mre infrmatin, visit Frward-LkingStatements Maxwell cautins yu that statements included in this news release that are nt a descriptin f histrical facts are frward-lking statements that invlve risks, uncertainties, assumptins and ther factrs which, if they d nt materialize r prve crrect, culd cause Maxwell s results t differ materially frm histrical results r thse expressed r implied by such frward-lking statements. In additin, this news release cntains prjectins fr 2018 financial guidance and lnger-term financial perfrmance gals. The Cmpany s prjectins fr 2018 financial guidance and lnger-term financial perfrmance gals represent current estimates, including initial estimates f the ptential benefits, synergies and cst savings assciated with acquisitins, which are subject t the risk f being inaccurate because f the preliminary nature f the frecasts, the risk f further adjustment, r unanticipated difficulty in develping r selling prducts and technlgies. The ptential risks and uncertainties that culd cause actual grwth and results t differ materially include, but are nt limited t: Our intentins, beliefs and expectatins regarding ur expenses, cst savings, sales, peratins and future financial perfrmance; Our perating results; Our ability t develp, intrduce and cmmercialize new prducts, technlgies applicatins r enhancements t existing prducts and educate prspective custmers; Anticipated grwth and trends in ur business; Our ability t btain sufficient capital t meet ur perating requirements, including, but nt limited t, ur investment requirements fr new technlgy and prducts, r ther needs; Our ability t manage ur lng-term debt and ur ability t service ur debt, including ur cnvertible debt; Risks related t changes in legislatin, regulatin and gvernmental plicy; Risks related t tax laws and tax changes (including U.S. and freign taxes n freign subsidiaries); Risks related t ur internatinal peratins;

6 Page3f3 Our expectatins regarding ur revenues, custmers and distributrs; Our beliefs and expectatins regarding ur market penetratin and expansin effrts, especially cnsidering the small number f vertical markets and a small number f gegraphic regins; Our expectatins regarding the benefits and integratin f recently-acquired businesses and ur ability t make future acquisitins and successfully integrate any such future-acquired businesses; Our ability t prtect ur intellectual prperty rights and t defend claims against us; Dependence upn third party manufacturing and ther service prviders, many f which are lcated utside the U.S. and ur ability t manage reliance upn certain key suppliers; Our anticipated trends and challenges in the markets in which we perate; and Our expectatins and beliefs regarding and the impact f investigatins, claims and litigatin. Fr further infrmatin regarding risks and uncertainties assciated with Maxwell's business, please refer t the Management's Discussin and Analysis f Financial Cnditin and Results f Operatins and Risk Factrs sectins f ur SEC filings, including, but nt limited t, ur annual reprt n Frm 10-K and any subsequent quarterly reprts n Frm 10-Q. Cpies f these dcuments are available with the Securities and Exchange Cmmissin at r may be btained by cntacting Maxwell's investr relatins department at (858) , r at ur investr relatins website: investrs.maxwell.cm. The frward-lking statements cntained herein are based n the current expectatins and assumptins f Maxwell and nt n histrical facts. All infrmatin in this release is as f April 18, The Cmpany undertakes n duty t update any frward-lking statement t reflect actual results r changes in the Cmpany's expectatins. InvestrCntact:Kimberly Tm, CFA, +1 (858) , ir@maxwell.cm