0000950159-15-000355.txt : 20151116 0000950159-15-000355.hdr.sgml : 20151116 20151116161723 ACCESSION NUMBER: 0000950159-15-000355 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151116 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20151116 DATE AS OF CHANGE: 20151116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECHPRECISION CORP CENTRAL INDEX KEY: 0001328792 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED STRUCTURAL METAL PRODUCTS [3440] IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51378 FILM NUMBER: 151234716 BUSINESS ADDRESS: STREET 1: 992 OLD EAGLE SCHOOL ROAD STREET 2: SUITE 909 CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 484-693-1700 MAIL ADDRESS: STREET 1: 992 OLD EAGLE SCHOOL ROAD STREET 2: SUITE 909 CITY: WAYNE STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: Techprecision CORP DATE OF NAME CHANGE: 20060309 FORMER COMPANY: FORMER CONFORMED NAME: LOUNSBERRY HOLDINGS II INC DATE OF NAME CHANGE: 20050531 8-K 1 tpcs8k.htm TECHPRECISION CORPORATION FORM 8-K



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): November 16, 2015

TECHPRECISION CORPORATION
(Exact Name of Registrant as Specified in Charter)

Delaware
 
000-51378
 
51-0539828
(State or Other Jurisdiction
of Incorporation or Organization)
 
(Commission File Number)
 
(IRS Employer Identification No.)

992 Old Eagle School Road
Suite 909
Wayne, PA 19087
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (484) 693-1700

Copies to:
 
Scott R. Jones
Pepper Hamilton LLP
3000 Two Logan Sq.
18th and Arch Streets
Philadelphia, PA 19103-2799
Phone: (215) 981-4000
Fax: (215) 981-4750

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))
 
 
 
 
 



 
 
Item 2.02
Results of Operations and Financial Condition.

On a conference call with investors held on November 16, 2015, TechPrecision Corporation announced its financial results for the second fiscal quarter ended September 30, 2015.  The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01
Regulation FD Disclosure.

The information set forth above under Item 2.02 is hereby incorporated by reference.

Item 9.01
Financial Statements and Exhibits.
 
 
(d)
Exhibits
 
 
 
 
 
 
99.1
 
 
 
 
 
 
 
 



 
 

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.






Date: November 16, 2015
By:
/s/ Thomas Sammons
 
Name:
Thomas Sammons
 
Title:
Chief Financial Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 



 
 
 
EXHIBIT INDEX


Exhibit
Number
Exhibit
 
 
99.1
 
 
 
 
 


 
EX-99.1 2 ex99-1.htm EXHIBIT 99.1
 
 
 
Company Contact:
Investor Relations Contact:
Mr. Thomas Sammons
Hayden IR
Chief Financial Officer
Brett Maas
TechPrecision Corporation
Phone:1-646-536-7331
Tel: 1-484-693-1700
Email: brett@haydenir.com
Email: sammonst@ranor.com
Website:  www.haydenir.com
Website:  www.techprecision.com
 

FOR IMMEDIATE RELEASE

TechPrecision Corporation Reports
Second Quarter 2016 Financial Results

Wayne, PA – November 16, 2015 – TechPrecision Corporation (OTCQB: TPCS) ("TechPrecision" or "the Company"), an industry leading global manufacturer of precision, large-scale fabricated and machined metal components and tested systems with customers in the defense, energy and precision industrial sectors, today reported financial results for the second quarter and first six month period of fiscal year 2016, the period ended September 30, 2015.
Second Quarter Recap
"This was another quarter of operational and financial progress, as we delivered our second consecutive quarter of net profit and expanded our sales order backlog by approximately $3 million in the last six months," stated Alexander Shen, TechPrecision's Chief Executive Officer. "Our continued efforts with our core customers enabled us to expand our backlog at September 30, 2015 to approximately $17.5 million compared to $14.3 million at March 31, 2015. We improved profitability in the second quarter of fiscal year 2016 on a sales volume that was 10% lower than the same period last fiscal year. We ended Q2 FY2016 with a 25% decrease in selling, general, and administrative expense, and had a net profit of 6% compared to a net loss of 14% for Q2 FY15. We achieved these results with our consistent sharp focus on productivity initiatives, resource realignment, and top line growth with key customers."
"Moving forward, we intend to maintain the sharp focus that got us to this point of our recovery," continued Mr. Shen. "We plan to increase our backlog and focus on new business contracts with our core customers which utilize our core competencies in custom, large scale, high precision fabrication and machining, and leverage our established expertise, certifications, and qualifications in the defense, nuclear, and precision industrial sectors. We must continue to execute and maintain operational run rate improvements to improve gross margins, and increase the amount of cash generated from operations."
Second Fiscal Quarter 2016 Summary: Three Months Ended September 30
· Net sales were $4.1 million compared to $4.6 million in the year-ago quarter and compared sequentially to the $4.4 million reported in Q1 of fiscal 2016.
· Cost of sales decreased 27% or $1.0 million to $2.7 million compared to $3.7 million in the year-ago quarter.
· Gross profit was $1.4 million compared to a gross profit of $0.9 million in the same quarter last year. Gross margins improved in the second quarter of fiscal 2016 due to better production mix, lower materials and labor costs, and the absence of contract losses. Gross profit in the second quarter of fiscal 2016 improved by $0.1 million sequentially from Q1 of fiscal 2016.
· Selling, general and administrative expenses decreased by approximately 25%, or $0.3 million, to $0.9 million in the second quarter of fiscal 2016 from $1.2 million in the same quarter last year.
· Net income was $0.3 million for the second quarter of fiscal 2016 compared with a net loss of $0.6 million in the prior year second quarter and sequentially with net income $0.2 million in the first quarter of fiscal 2016.
 
 

 

 
Six Months Year-to-Date Financial Results
· Net sales decreased 21% or $2.3 million to $8.5 million from $10.8 million in the year-ago six-month period. Fiscal 2015 revenues were higher because of higher shipments for production furnace components and certain prototypes. The Company shipped $1.8 million of production furnace components for the six months ended September 30, 2014 as required under a purchase agreement with GTAT.
· Cost of sales decreased 40% or $3.9 million to $5.8 million compared to $9.7 million in the year-ago six-month period. In the prior year, higher labor costs, under absorbed overhead and contract losses were the primary factors for the higher cost of sales.
· Gross profit in the first six months of fiscal 2016 was $2.7 million as compared to a gross profit of $1.1 million in the first six months of fiscal 2015. Fiscal 2016 gross margins were aided by a better production mix compared to higher labor costs, under absorbed overhead and contract losses which dampened margins in fiscal 2015.
· The Company continues to pursue efforts to recover significant portions of the contract losses recorded within the fourth quarter of fiscal 2014 and the first quarter of fiscal 2015.
· Selling, general and administrative expenses decreased by approximately 32%, or $0.8 million, to $1.7 million in the first six months of fiscal 2016 from $2.5 million in the same six month period last year.
· Net income was $0.5 million for the first six months of fiscal 2016 compared to a net loss of $1.9 million in the first six months of fiscal 2015.
Balance Sheet Summary
At September 30, 2015, TechPrecision had negative working capital of $1.6 million as compared with negative working capital of $2.0 million at March 31, 2015. Current liabilities at September 30, 2015 and March 31, 2015 included $2.2 million of short-term debt obligations which the Company is currently looking to refinance on a long-term basis. As of September 30, 2015, the Company had $1.6 million in cash and cash equivalents compared to $1.3 million at March 31, 2015.
Teleconference Information
The Company will hold a conference call at 4:30 p.m. Eastern (U.S.) time on Monday, November 16, 2015. To participate in the live conference call, please dial 1-877-407-8133 five to 10 minutes prior to the scheduled conference call time. International callers should dial 1-201-689-8040. When prompted, reference Conference Passcode 13624540.
A replay will be available for one month until December 16, 2015. To access the replay, dial 1-877-660-6853 or 1-201-612-7415. When prompted, enter Conference Passcode 13624540.
The call will also be available live by webcast at TechPrecision Corporation's website, www.techprecision.com, and will also be available over the Internet and accessible at http://www.investorcalendar.com/IC/CEPage.asp?ID=174509.
About TechPrecision Corporation
TechPrecision Corporation, through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. These products are used in a variety of markets including: alternative energy (Solar and Wind), medical, nuclear, defense, industrial, and aerospace to name a few. TechPrecision's goal is to be an end-to-end global service provider to its customers by furnishing customized and integrated "turn-key" solutions for completed products requiring custom fabrication and machining, assembly, inspection and testing. To learn more about the Company, please visit the corporate website at http://www.techprecision.com. Information on the Company's website or any other website does not constitute a part of this press release.
 
 


 
Safe Harbor Statement
This release contains certain "forward-looking statements" relating to the business of the Company and its subsidiary companies. These forward looking statements are often identified by the use of forward-looking terminology such as "believes," expects" or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including recurring operating losses and the availability of appropriate financing facilities impacting our ability to continue as a going concern, to change the composition of our revenues and effectively reduce operating expenses, the Company's ability to generate business from long-term contracts rather than individual purchase orders, its dependence upon a limited number of customers, its ability to successfully bid on projects, and other risks discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (www.sec.gov). All forward-looking statements attributable to the Company or to persons acting on its behalf are expressly qualified in their entirety by these factors other than as required under the securities laws. The Company does not assume a duty to update these forward-looking statements.


-- Tables Follow --


TECHPRECISION CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)

 
 
Three Months Ended
September 30,
   
Six Months Ended
September 30,
 
 
 
2015
   
2014
   
2015
   
2014
 
Net sales
 
$
4,103,887
   
$
4,570,711
   
$
8,478,862
   
$
10,801,052
 
Cost of sales
   
2,696,333
     
3,702,996
     
5,788,449
     
9,715,097
 
Gross profit
   
1,407,554
     
867,715
     
2,690,413
     
1,085,955
 
Selling, general and administrative
   
910,038
     
1,210,136
     
1,714,245
     
2,538,909
 
Income (loss) from operations
   
497,516
     
(342,421
)
   
976,168
     
(1,452,954
)
Other income (expense)
   
1,255
     
(1,211
)
   
1,066
     
(1,158
)
Interest expense (includes OCI reclassifications for cash flow hedges of ($219,359) and ($248,464) in 2014)
   
(244,179
)
   
(458,005
)
   
(516,301
)
   
(618,594
)
Interest income
   
14
     
75
     
24
     
75
 
Total other expense, net
   
(242,910
)
   
(459,141
)
   
(515,211
)
   
(619,677
)
Income (loss) before income taxes
   
254,606
     
(801,562
)
   
460,957
     
(2,072,631
)
Income tax benefit (related to OCI reclassification)
   
--
     
(152,792
)
   
--
     
(152,792
)
Net income (loss)
 
$
254,606
   
$
(648,770
)
 
$
460,957
   
$
(1,919,839
)
Other comprehensive income, before tax:
                               
Change in unrealized loss on cash flow hedges
   
--
     
--
     
--
     
(16,680
)
Reclassification adjustment for cash flow hedges
   
--
     
219,359
     
--
     
248,464
 
Foreign currency translation adjustments
   
1,413
     
17
     
1,352
     
47
 
Other comprehensive income, before tax
   
1,413
     
219,376
     
1,352
     
231,831
 
Tax expense from reclassification adjustment
   
--
     
152,792
     
--
     
152,792
 
Other comprehensive income, net of tax
   
1,413
     
66,584
     
1,352
     
79,039
 
Comprehensive income (loss)
 
$
256,019
   
$
(582,186
)
 
$
462,309
   
$
(1,840,800
)
Net income (loss) per share (basic)
 
$
0.01
   
$
(0.03
)
 
$
0.02
   
$
(0.08
)
Net income (loss) per share (diluted)
 
$
0.01
   
$
(0.03
)
 
$
0.02
   
$
(0.08
)
Weighted average number of shares outstanding (basic)
   
26,113,433
     
24,669,958
     
25,460,435
     
24,336,018
 
Weighted average number of shares outstanding (diluted)
   
26,257,402
     
24,669,958
     
25,503,542
     
24,336,018
 







 
TECHPRECISION CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
 
 
 
September 30,
2015
   
March 31,
2015
 
ASSETS
 
   
 
Current assets:
 
   
 
Cash and cash equivalents
 
$
1,644,613
   
$
1,336,325
 
Accounts receivable, less allowance for doubtful accounts of $25,010 at September 30, 2015 and March 31, 2015
   
818,448
     
826,363
 
Costs incurred on uncompleted contracts, in excess of progress billings
   
1,474,037
     
2,008,244
 
Inventories- raw materials
   
150,633
     
134,812
 
Current deferred taxes
   
826,697
     
826,697
 
Other current assets
   
420,266
     
538,253
 
Total current assets
   
5,334,694
     
5,670,694
 
Property, plant and equipment, net
   
5,232,921
     
5,610,041
 
Other noncurrent assets, net
   
16,210
     
45,490
 
Total assets
 
$
10,583,825
   
$
11,326,225
 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
Current liabilities:
               
Accounts payable
 
$
806,800
   
$
1,526,123
 
Trade notes payable
   
11,173
     
138,237
 
Accrued expenses
   
1,755,386
     
1,665,658
 
Advanced claims payment
   
507,835
     
--
 
Deferred revenues
   
683,838
     
1,211,506
 
Short-term debt
   
2,250,000
     
2,250,000
 
Current portion of long-term debt
   
933,998
     
933,651
 
Total current liabilities
   
6,949,030
     
7,725,175
 
Long-term debt, including capital lease
   
2,018,771
     
2,485,858
 
Noncurrent deferred taxes
   
826,697
     
826,697
 
Commitments and contingent liabilities
               
Stockholders' Equity:
               
Preferred stock - par value $.0001 per share, 10,000,000 shares authorized, of which 9,890,980 are designated as Series A Preferred Stock, with -0- and 1,927,508 shares issued and outstanding at September 30, 2015 and March 31, 2015, respectively (liquidation preference: $0 - September 30, 2015; $549,340 - March 31, 2015)
   
--
     
524,210
 
Common stock - par value $.0001 per share, 90,000,000 shares authorized, 27,324,593 and 24,669,958 shares issued and outstanding at September 30, 2015 and at March 31, 2015, respectively
   
2,719
     
2,467
 
Additional paid in capital
   
7,052,774
     
6,487,589
 
Accumulated other comprehensive income
   
22,209
     
23,561
 
Accumulated deficit
   
(6,288,375
)
   
(6,749,332
)
Total stockholders' equity
   
789,327
     
288,495
 
Total liabilities and stockholders' equity
 
$
10,583,825
   
$
11,326,225
 







 

TECHPRECISION CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
 
 
 
Six Months Ended September 30,
 
 
 
2015
   
2014
 
CASH FLOWS FROM OPERATING ACTIVITIES
 
   
 
Net income (loss)
 
$
460,957
   
$
(1,919,839
)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
               
Depreciation and amortization
   
546,708
     
553,587
 
Stock based compensation expense
   
41,227
     
132,784
 
Net loss on interest rate swaps
   
--
     
49,544
 
Provision for contract losses
   
20,371
     
(576,605
)
Changes in operating assets and liabilities:
               
Accounts receivable
   
7,915
     
228,636
 
Costs incurred on uncompleted contracts, in excess of progress billings
   
534,207
     
1,347,181
 
Inventories – raw materials
   
(15,821
)
   
94,787
 
Other current assets
   
(4,757
)
   
58,999
 
Other noncurrent assets
   
--
     
(169,316
)
Accounts payable
   
(846,386
)
   
(44,849
)
Accrued expenses
   
68,298
     
270,054
 
Advanced claims payment
   
507,835
     
--
 
Deferred revenues
   
(527,667
)
   
(1,192,764
)
Net cash provided by (used in) operating activities
   
792,887
     
(1,167,801
)
                 
CASH FLOWS FROM INVESTING ACTIVITIES
               
Purchases of property, plant and equipment
   
(17,600
)
   
(54,096
)
Net cash used in investing activities
   
(17,600
)
   
(54,096
)
 
               
CASH FLOWS FROM FINANCING ACTIVITIES
               
Borrowings of long-term debt
   
--
     
4,150,000
 
Repayment of long-term debt
   
(466,740
)
   
(3,024,498
)
Deferred loan costs
   
--
     
(141,041
)
Net cash (used in) provided by financing activities
   
(466,740
)
   
984,461
 
Effect of exchange rate on cash and cash equivalents
   
(259
)
   
(1
)
Net increase (decrease) in cash and cash equivalents
   
308,288
     
(237,437
)
Cash and cash equivalents, beginning of period
   
1,336,325
     
1,086,701
 
Cash and cash equivalents, end of period
 
$
1,644,613
   
$
849,264