Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report: October 19, 2018


GENTEX CORPORATION
(Exact name of registrant as specified in its charter)

Michigan
0-10235
38-2030505
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
 
600 North Centennial Street
Zeeland, Michigan
 
 

49464
(Address of principal executive offices)
 
 
(Zip Code)

Registrant's telephone number, including area code: (616) 772-1800
_____________________________________________________________

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):

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))

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    o

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.    o    





Section 2.
Financial Information

Item 2.02
Results of Operations and Financial Condition.

(a)
On October 19, 2018, Gentex Corporation issued a news release announcing financial results for the third quarter ended September 30, 2018. A copy of the news release is attached as Exhibit 99.1 to the Form 8-K.

The information in this Form 8-K and the attached Exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Section 9.    Financial Statements and Exhibits

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibit
    
99.1 – News Release Dated October 19, 2018.


SIGNATURE


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 thereunto duly authorized.

Date: October 19, 2018            
GENTEX CORPORATION
(Registrant)                


By    /s/ Kevin C. Nash
Kevin C. Nash
Its Vice President - Finance and Chief Financial Officer    
    






EXHIBIT INDEX


99.1News Release Dated October 19, 2018



Exhibit
Exhibit 99.1

http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12504343&doc=3

GENTEX REPORTS THIRD QUARTER 2018 FINANCIAL RESULTS
ZEELAND, MI -- (GLOBE NEWSWIRE - October 19, 2018) - Gentex Corporation (NASDAQ: GNTX), a leading supplier of digital vision, connected car, dimmable glass and fire protection technologies, today reported financial results for the three and nine months ended September 30, 2018.

3rd Quarter 2018 Summary

Net Sales growth of 5% quarter over quarter
Gross Margin of 37.6% including negative tariff impact of 60 basis points
Net Income increased 23% quarter over quarter
Earnings per Diluted Share increased 35% quarter over quarter to $0.42 per share
7.5 million shares repurchased during the quarter
$23.1 million of debt repaid during the quarter
For the third quarter of 2018, the Company reported net sales of $460.3 million, which was an increase of 5% compared to net sales of $438.6 million in the third quarter of 2017. When compared with IHS Markit's mid-July forecast for the third quarter of 2018, actual light vehicle production was approximately 5% below forecast in our primary markets of Europe, North America, Japan and Korea. In addition, when compared to the third quarter of 2017, actual light vehicle production declined by approximately 3% in our primary markets. Vehicle production levels during the quarter were impacted negatively by the Worldwide Harmonized Light Vehicle Test Procedure ("WLTP") regulations in Europe and resulted in unit shipments and revenue that were below forecast for the quarter.
"The third quarter of 2018 began with vehicle production estimates pointing toward near double-digit revenue growth for the quarter, but actual vehicle production levels came in considerably lower than anyone expected. We believe much of the headwind in the European market was driven by the WLTP regulation changes that took effect during the third quarter. Despite the difficult production environment, we are pleased that our level of growth outpaced our primary markets by 8% on a quarter over quarter basis, which was driven by launches and continuing ramp-up in production of our Full Display Mirror," said President and CEO Steve Downing.



Exhibit 99.1

For the third quarter of 2018, the gross margin was 37.6%, which was down when compared to a gross margin of 39.0% in the third quarter of 2017. The gross margin during the quarter was negatively impacted by approximately 60 basis points due to the tariffs that became effective during the quarter. "If we take a few minutes to reflect on the gross margin performance for the third quarter, a couple of points become very obvious. First, the gross margin performed well during the quarter when considering the poor performance in vehicle production and the lower than expected revenue growth that this produced. Second, when you consider the 60 basis point headwind the Company experienced in the quarter from the addition of tariffs, the gross margin would have otherwise improved sequentially during each quarter of 2018,” said Downing.
Operating expenses during the third quarter of 2018 were up 8% to $45.6 million when compared to operating expenses of $42.2 million in the third quarter of 2017, primarily due to increased staffing levels.
Income from operations for the third quarter of 2018 decreased 1% to $127.4 million when compared to income from operations of $129.1 million for the third quarter of 2017. The decrease in income from operations was primarily due to increased operating expenses and lower gross margin percentage, which was partially offset by quarter over quarter sales growth.
Other income increased to $3.1 million in the third quarter of 2018 compared to $1.8 million in the third quarter of 2017, primarily due to decreased interest expense and higher investment income.
During the third quarter of 2018, the Company's effective tax rate was 14.7%, down from 31.0% during the third quarter of 2017, primarily driven by the impacts of the Tax Cuts and Jobs Act of 2017 and the tax planning initiatives undertaken by the Company.
Net income for the third quarter of 2018 increased 23% to $111.3 million compared with net income of $90.2 million in the third quarter of 2017.
Earnings per diluted share in the third quarter of 2018 increased 35% to $0.42, compared with earnings per diluted share of $0.31 in the third quarter of 2017, as a result of the lower effective tax rate and a reduction in diluted shares outstanding on a quarter over quarter basis.
Automotive net sales in the third quarter of 2018 were $449.2 million, an increase of 5% compared with automotive net sales of $428.2 million in the third quarter of 2017. This increase in automotive net



Exhibit 99.1

sales was driven by a 6% increase in auto-dimming mirror unit shipments and Full Display Mirror launches and volume increases on a quarter over quarter basis.
Other net sales in the third quarter of 2018, which includes dimmable aircraft windows and fire protection products, were $11.1 million, an increase of 6%, compared to other net sales of $10.5 million in the third quarter of 2017.
Share Repurchases
During the third quarter of 2018, the Company repurchased approximately 7.5 million shares of its common stock at an average price of $22.98 per share, for a total of $172.5 million of share repurchases. As of September 30, 2018, the Company has approximately 12.2 million shares remaining available for repurchase pursuant to the previously announced share repurchase plan, which remains a part of the Company's broader capital allocation strategy that was previously disclosed. The Company intends to continue to repurchase additional shares of its common stock in the future in support of such capital allocation strategy, but share repurchases may vary from time to time and will take into account macroeconomic issues, market trends, and other factors that the Company deems appropriate.
Debt Repayment
During the third quarter of 2018, the Company paid down the remaining principal on its credit facility of $23.1 million. The Company recently entered into a new credit agreement for a $150,000,000 senior revolving credit facility that will mature on October 15, 2023.
Future Estimates
The Company’s forecasts for light vehicle production for the fourth quarter and full year of 2018 are based on IHS Markit's October 2018 forecasts for light vehicle production in North America, Europe, Japan and Korea.
Light Vehicle Production (per IHS Markit October light vehicle production forecast)
(in Millions)
Region
4Q 2018
4Q 2017
% Change
 
Calendar Year 2018
Calendar Year 2017
% Change
North America
4.23

4.11

3
 %
 
17.02

17.06

 %
Europe
5.67

5.69

 %
 
22.22

22.22

 %
Japan and Korea
3.47

3.29

5
 %
 
13.15

13.26

(1
)%
Total Light Vehicle Production
13.37

13.09

2
 %
 
52.39

52.54

 %




Exhibit 99.1

Based on the above IHS Markit light vehicle production forecasts, current forecasted product mix and expense growth estimates, the Company has updated certain portions of its 2018 guidance in the table below. For the fourth quarter of 2018, the Company estimates that revenue will increase between 3% and 7% versus the same quarter last year.
As a result of the recently enacted tariffs by the Office of the United States Trade Representative related to imports from China and tariffs enacted by China on imports from the United States, the Company currently expects additional cost increases of between $2.5 million and $3 million for the fourth quarter of 2018. Total cost increases related to all enacted tariffs are expected to be approximately $5.5 million to $6 million for the fourth quarter of 2018. These expected cost increases are reflected in the Company's updated gross margin guidance provided. The Company continues to monitor and evaluate the impact of such tariffs along with other potential import and export tariffs that may be implemented by other countries which may have application to the Company's raw materials and/or finished products.
“As we move into the fourth quarter, we are expecting to remain in a tough light vehicle production environment due to ongoing regulation issues in Europe and vehicle production levels that so far this year have been lower than the industry expected. Overall, we remain optimistic that the growth of our core auto-dimming mirrors and Full Display Mirror launches will continue to provide growth rates well above vehicle production levels over the balance of 2018 and through calendar year 2019. Additionally, we will continue to work hard to offset the cost increases from the newly enacted tariffs, and we continue to believe that our sales and margin performance throughout the year in combination with the execution of our capital allocation strategy has produced the results we were expecting but that the market has not fully valued. We remain confident that our execution of the strategies we have put in place will continue to create value for our shareholders,” said Downing.




Exhibit 99.1

2018 Calendar Year Guidance
 
Annual Guidance
Item
As of 7/20/18
Updated as of 10/19/18
Net Sales
$1.88 - $1.91 billion
$1.854 - $1.872 billion
Gross Margin (includes additional tariff costs)
37.5% - 38.5%
37.5% - 38.0%
Operating Expenses (E,R&D and S,G&A)
$180 - $185 million
no change
Tax Rate (excluding discrete items)
15 - 18%
no change
Capital Expenditures
$110 - $120 million
$95 - $105 million
Depreciation & Amortization
$105 - $115 million
$105 - $110 million
Finally, based on 2019 light vehicle production forecasts and current forecasted product mix, the Company is making no changes to its previously announced revenue estimates for calendar year 2019, which continues to be estimated to be over and above the foregoing 2018 revenue estimates in the range of 5 - 10%.
Safe Harbor for Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The statements contained in this communication that are not purely historical are forward-looking statements. Forward-looking statements give the Company’s current expectations or forecasts of future events. These forward-looking statements generally can be identified by the use of words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “forecast”, “goal”, “hope”, “may”, “plan”, “project”, “will”, and variations of such words and similar expressions. Such statements are subject to risks and uncertainties that are often difficult to predict and beyond the Company’s control, and could cause the Company’s results to differ materially from those described. These risks and uncertainties include, without limitation: changes in general industry or regional market conditions; changes in consumer and customer preferences for our products (such as cameras replacing mirrors and/or autonomous driving); our ability to be awarded new business; continued uncertainty in pricing negotiations with customers; loss of business from increased competition; changes in strategic relationships; customer bankruptcies or divestiture of customer brands; fluctuation in vehicle production schedules; changes in product mix; raw material shortages; higher raw material, fuel, energy and other costs; unfavorable fluctuations in currencies or interest rates in the regions in which we operate; costs or difficulties related to the integration and/or ability to maximize the value of any new or acquired technologies and businesses; changes in regulatory conditions; warranty and recall claims and other litigation and customer reactions



Exhibit 99.1

thereto; possible adverse results of pending or future litigation or infringement claims; changes in tax laws; import and export duty and tariff rates in or with the countries with which we conduct business; and negative impact of any governmental investigations and associated litigations including securities litigations relating to the conduct of our business. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law or the rules of the NASDAQ Global Select Market. Accordingly, any forward-looking statement should be read in conjunction with the additional information about risks and uncertainties identified under the heading “Risk Factors” in the Company’s latest Form 10-K and Form 10-Q filed with the SEC. Includes content supplied by IHS Markit Light Vehicle Production Forecast (July 16, 2018, and October 16, 2018) (http://www.gentex.com/forecast-disclaimer).
Third Quarter Conference Call
A conference call related to this news release will be simulcast live on the internet beginning at 9:30 a.m. ET today, October 19, 2018. The dial-in number to participate in the call is 844-389-8658, passcode 9479608. Participants may listen to the call via audio streaming at www.gentex.com or by visiting  https://edge.media-server.com/m6/p/mpnvg3fv. A webcast replay will be available approximately 24 hours after the conclusion of the call at http://ir.gentex.com/events-and-presentations/upcoming-past-events.
About The Company
Founded in 1974, Gentex Corporation (The NASDAQ Global Select Market: GNTX) is a leading supplier of digital vision, connected car, dimmable glass and fire protection technologies. Visit the Company’s web site at www.gentex.com.
Contact Information:
Gentex Investor & Media Contact
Josh O'Berski
(616)772-1590 x5814



Exhibit 99.1


GENTEX CORPORATION
AUTO-DIMMING MIRROR SHIPMENTS
(Thousands)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2018
 
2017
 
%
 Change
 
2018
 
2017
 
%
 Change
North American Interior Mirrors
2,108

 
2,102

 
 %
 
6,636

 
6,693

 
(1
)%
North American Exterior Mirrors
1,103

 
842

 
31
 %
 
2,871

 
2,673

 
7
 %
Total North American Mirror Units
3,211

 
2,944

 
9
 %
 
9,507

 
9,366

 
2
 %
International Interior Mirrors
5,154

 
4,794

 
8
 %
 
15,801

 
14,438

 
9
 %
International Exterior Mirrors
1,864

 
1,875

 
(1
)%
 
6,091

 
5,517

 
10
 %
Total International Mirror Units
7,018

 
6,668

 
5
 %
 
21,892

 
19,954

 
10
 %
Total Interior Mirrors
7,262

 
6,896

 
5
 %
 
22,437

 
21,130

 
6
 %
Total Exterior Mirrors
2,967

 
2,717

 
9
 %
 
8,962

 
8,189

 
9
 %
Total Auto-Dimming Mirror Units
10,229

 
9,613

 
6
 %
 
31,399

 
29,320

 
7
 %
Note: Percent change and amounts may not total due to rounding.




Exhibit 99.1

GENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 
(Unaudited)
 
(Unaudited)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2018
 
2017
 
2018
 
2017
Net Sales
$
460,253,433

 
$
438,627,786

 
$
1,380,654,978

 
$
1,335,302,109

 
 
 
 
 
 
 
 
Cost of Goods Sold
287,263,147

 
267,398,126

 
862,231,819

 
821,063,869

Gross Profit
172,990,286

 
171,229,660

 
518,423,159

 
514,238,240

 
 
 

 
 
 
 
Engineering, Research & Development
26,888,999

 
24,770,279

 
80,138,722

 
75,165,946

Selling, General & Administrative
18,673,376

 
17,386,729

 
55,658,189

 
49,708,008

Operating Expenses
45,562,375

 
42,157,008

 
135,796,911

 
124,873,954

 


 


 
 
 
 
Income from Operations
127,427,911

 
129,072,652

 
382,626,248

 
389,364,286

 


 


 
 
 
 
Other Income
3,106,704

 
1,759,391

 
8,641,076

 
4,276,424

Income before Income Taxes
130,534,615

 
130,832,043

 
391,267,324

 
393,640,710

 
 
 


 
 
 
 
Provision for Income Taxes
19,198,798

 
40,601,708

 
59,658,782

 
117,317,687

 
 
 


 
 
 
 
Net Income
$
111,335,817

 
$
90,230,335

 
$
331,608,542

 
$
276,323,023

 

 
 
 
 
 
 
Earnings Per Share

 

 
 
 
 
Basic
$
0.42

 
$
0.32

 
$
1.23

 
$
0.97

Diluted
$
0.42

 
$
0.31

 
$
1.22

 
$
0.96

Weighted Average Shares

 

 
 
 
 
Basic
265,607,128

 
284,661,920

 
270,366,996

 
285,915,565

Diluted
267,595,142

 
287,020,950

 
272,733,502

 
289,061,501

 

 

 
 
 
 
Cash Dividends Declared per Share
$
0.11

 
$
0.10

 
$
0.33

 
$
0.29





Exhibit 99.1

GENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
(Unaudited)
 
 
 
September 30, 2018
 
December 31, 2017
ASSETS
 
 
 
Cash and Cash Equivalents
$
194,017,041

 
$
569,734,496

Short-Term Investments
143,623,541

 
152,538,054

Accounts Receivable, net
247,322,101

 
231,121,788

Inventories
213,394,037

 
216,765,583

Other Current Assets
29,201,873

 
14,403,902

Total Current Assets
827,558,593

 
1,184,563,823

 
 
 
 
Plant and Equipment - Net
497,305,597

 
492,479,330

 
 
 
 
Goodwill
307,365,845

 
307,365,845

Long-Term Investments
141,631,510

 
57,782,418

Intangible Assets
274,500,000

 
288,975,000

Patents and Other Assets
21,027,381

 
20,887,496

Total Other Assets
744,524,736

 
675,010,759

 
 
 
 
Total Assets
$
2,069,388,926

 
$
2,352,053,912

 
 
 
 
LIABILITIES AND SHAREHOLDERS' INVESTMENT
 
 
 
Current Liabilities
$
172,886,490

 
$
243,647,007

Deferred Income Taxes
53,398,181

 
58,888,644

Shareholders' Investment
1,843,104,255

 
2,049,518,261

Total Liabilities & Shareholders' Investment
$
2,069,388,926

 
$
2,352,053,912