UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K/A

Amendment No. 1

 

 

Commission file number 001-16047

 

ADVANCED POWER TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

 

405 SW Columbia Street, Bend, Oregon 97702

(Address of principal executive offices and zip code)

 

(541) 382-8028

(Registrant’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

None

 

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $.01 per share

 

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. Yes ý  No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or in any amendment to this Form 10-K/A. o

 

Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes ý  No o

 

The aggregate market value of the voting stock held by non-affiliates of the Registrant as of June 30, 2003, the last trade date for the end of our most recent fiscal second quarter, was $47 million based upon the composite closing price of the Registrant’s Common Stock on the Nasdaq National Market System on that date.

 

The number of shares of the Registrant’s Common Stock outstanding as of March 1, 2004 was 10,509,632 shares.

 

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s proxy statement in connection with its 2004 Annual Meeting of Shareholders are incorporated by reference into Part III.

 

 

ADVANCED POWER TECHNOLOGY, INC.

 

EXPLANATORY NOTE

(Amounts in thousands)

 

We are filing this Amendment No. 1 to our annual report on Form 10-K for the year ended December 31, 2003 as filed with the Securities and Exchange Commission on March 10, 2004. This amendment corrects a typographical error on page F-4 in the Consolidated Statements of Stockholders’ Equity and Comprehensive Income (Loss). The opening December 31, 2000 balances for Additional Paid In Capital and Deferred Stock Compensation of $66,826 and $(330), respectively, were blank on the previous filing and now have been included. The corrected schedule is included below.

 

 

ADVANCED POWER TECHNOLOGY, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (LOSS)

(In thousands, except share amounts)

 

		Common Stock					Treasury Stock					Additional Paid-In			Deferred Stock			Accumulated Other Comprehensive			Comprehensive Income			Accumulated
		Shares		Amount			Shares		Amount			Capital			Compensation			Income			(Loss)			Deficit			Total
Balance, December 31, 2000		8,515,818		$	85		(108,857	)	$	(1,700	)	$	66,826		$	(330)		$	64					$	(13,827	)	$	51,118
Exercise of stock options		320,819		3			—		—			471			—			—						—			474
Tax benefit from exercise of options		—		—			—		—			304			—			—						—			304
Stock compensation		—		—			—		—			39			—			—						—			39
Amortization of deferred stock compensation		—		—			—		—			—			164			—						—			164
Net income		—		—			—		—			—			—			—			$	1,796		1,796			1,796
Unrealized gain on investments		—		—			—		—			—			—			61			61			—			61
Foreign currency translation		—		—			—		—			—			—			(8		)	(8		)	—			(8		)
Comprehensive income																					$	1,849
Balance, December 31, 2001		8,836,637		88			(108,857	)	(1,700		)	67,640			(166		)	117						(12,031		)	53,948
Issuance of shares for acquisition		1,522,976		15			—		—			16,205			—			—						—			16,220
Issuance of stock options for acquisition		—		—			—		—			4,093			—			—						—			4,093
Deferred stock compensation due to acquisition		—		—			—		—			—			(497		)	—						—			(497		)
Exercise of stock options		143,606		2			—		—			365			—			—						—			367
Tax benefit from exercise of options		—		—			—		—			180			—			—						—			180
Amortization of deferred compensation		—		—			—		—			—			485			—						—			485
Stock compensation		—		—			—		—			14			—			—						—			14
Forfeiture of stock options		—		—			—		—			(7		)	7			—						—			—
Net loss		—		—			—		—			—			—			—			$	(3,687	)	$	(3,687	)	(3,687		)
Unrealized loss on investments		—		—			—		—			—			—			(68		)	(68		)	—			(68		)
Foreign currency translation		—		—			—		—			—			—			117			117			—			117
Comprehensive loss																					$	(3,638	)
Balance, December 31, 2002		10,503,219		105			(108,857	)	(1,700		)	88,490			(171		)	166						(15,718		)	71,172
Exercise of stock options		33,496		—			—		—			75			—			—						—			75
Exercise of stock warrants		43,215		1			(7,993	)	(61		)	60			—			—						—			—
Amortization of deferred stock compensation		—		—			—		—			—			150			—						—			150
Net loss		—		—			—		—			—			—			—			$	(3,330	)	$	(3,330	)	(3,330		)
Unrealized loss on investments		—		—			—		—			—			—			(3		)	(3		)	—			(3		)
Foreign currency translation		—		—			—		—			—			—			146			146			—			146
Comprehensive loss																					$	(3,187	)
Balance, December 31, 2003		10,579,930		$	106		(116,850	)	$	(1,761	)	$	88,625		$	(21	)	$	309					$	(19,048	)	$	68,210

 

See accompanying notes to consolidated financial statements.

 

F-4

 

SIGNATURES

 

Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on March 16, 2004.

 

 

	ADVANCED POWER TECHNOLOGY, INC.
	By:		/s/ GREG M. HAUGEN
		Greg M. Haugen
		Vice President, Finance and Administration, Chief Financial Officer and Secretary