0000356037-16-000018.txt : 20160216 0000356037-16-000018.hdr.sgml : 20160215 20160216104131 ACCESSION NUMBER: 0000356037-16-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160216 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160216 DATE AS OF CHANGE: 20160216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CSP INC /MA/ CENTRAL INDEX KEY: 0000356037 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 042441294 STATE OF INCORPORATION: MA FISCAL YEAR END: 1219 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10843 FILM NUMBER: 161424431 BUSINESS ADDRESS: STREET 1: 43 MANNING ROAD CITY: BILLERICA STATE: MA ZIP: 01821 BUSINESS PHONE: 9786637598 MAIL ADDRESS: STREET 1: 43 MANNING ROAD CITY: BILLERICA STATE: MA ZIP: 01821 8-K 1 item20212-31x15.htm 8-K 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 Exchange Act of 1934

Date of Report (Date of earliest event reported): February 16, 2016

CSP Incorporated
(Exact name of the registrant as specified in its charter)

Massachusetts
(State or other jurisdiction of incorporation)

000-10843
04-2441294
(Commission File Number)
(IRS Employer Identification No.)

175 Cabot Street - Suite 210, Lowell, Massachusetts
01854
(Address of principal executive offices)
(Zip Code)

(978) 663-7598
(Registrant’s telephone number, including area code)

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:

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))



Item 2.02   Results of Operations and Financial Condition.

On February 16, 2016, CSP Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year 2016 which ended on December 31, 2015. A copy of the press release relating to such announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information set forth in this Form 8-K, including the exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that Section. The information in this Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01   Financial Statements and Exhibits.

(c)    Exhibits
99.1    Press Release Dated February 16, 2016.



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 hereunto duly authorized.

CSP INC.

Date: February 16, 2016

By: /s/Gary W. Levine
Gary W. Levine
Vice President Finance and
Chief Financial Officer


EX-99.1 2 a10q12-31x15991.htm EXHIBIT 99.1 Exhibit
Exhibit 99.1


Contact:    Gary Levine                            
Chief Financial Officer
CSP Inc.
Tel: 978.663.7598 ext. 1200            
Fax: 978.455.3251


CSP Inc. Reports First-Quarter Fiscal 2016 Financial Results
LOWELL, MA, February 16, 2016 - CSP Inc. (NASDAQ: CSPI), a provider of IT solutions and high-performance Ethernet products for diverse applications, today reported financial results for the first quarter of fiscal 2016 ended December 31, 2015.

The Company also announced that its board of directors has voted to pay its quarterly dividend of $0.11 per share to shareholders of record February 26, 2016 payable March 11, 2016.

Management Comments

“We performed well in the first quarter of fiscal 2016, as many of the significant changes that we have made operationally and strategically to the business are beginning to have a positive effect,” said President and Chief Executive Office Victor Dellovo. “For the first quarter, revenues increased 16% year over year and net income grew to $0.07 per diluted share from a net loss per share of $0.12 a year ago.

“Our High Performance Products (HPP) division received royalty revenue for the equivalent of one and one half E-2D planes in Q1, and we expect to receive royalties from three and one half more planes in the second half of fiscal 2016. Myricom’s historical product line continues to perform ahead of our initial expectations, and the commercialization of our next-generation products is progressing well. We expect meaningful revenue from our new network adapters for the financial services market in our third fiscal quarter. Our next-generation products have the potential to expand our commercial market reach and become the primary growth driver for HPP.

“At our Technology Solutions (TS) division, we made significant progress operationally on our core strategy to increase revenues from managed services,” said Dellovo. “On a global basis, we continue to implement new processes and take actions to focus our sales force on generating sales from these higher margin offerings. We are increasing our managed services pipeline, and are beginning to close deals at a greater frequency.

“While we still have much work to do, the most significant changes to transform the business are in place, and we are now focused on the solid execution of our strategy,” said Dellovo. “We have created many opportunities for CSPi, and we are looking forward to capitalizing on our potential in fiscal 2016 and beyond.”

Financial Results

For the first quarter of fiscal 2016, revenue was $23.7 million compared with $20.4 million in the first quarter a year ago.

Gross margin for the first quarter of fiscal 2016 grew to 22% from 19% for the prior-year period due primarily to higher royalty revenues.


Exhibit 99.1


Net income for the first quarter of fiscal 2016 was $283,000, or $0.07 per diluted share, compared with a net loss of $437,000 or $0.12 per share, in the first quarter of fiscal 2015.

Cash and short-term investments decreased to $10.5 million at the end of the first quarter of fiscal 2016 from $11.2 million at the end of the fiscal year 2015. The decrease was the result of the pay down of accounts payable and accrued expenses of $700 thousand, partially offset by cash from operations.


Conference Call Details

CSPi Chief Executive Officer Victor Dellovo and Chief Financial Officer Gary W. Levine will host a conference call at 12:00 P.M (ET) today to review CSPi’s financial results and provide a business update. To listen to a live webcast of the call, please visit the “Investor Relations” section of the company’s website at www.cspi.com. Individuals may also listen to the call via telephone, by dialing 877-876-9173 or 785-424-1670. For interested parties unable to participate in the live call, an archived version of the webcast will be available for approximately one year on CSPi’s website.


About CSP Inc.

CSPi (NASDAQ: CSPI) maintains two distinct and dynamic divisions - High Performance Products and Technology Solutions - with a shared vision for technology excellence. CSPi’s High Performance Products division offers extreme-performance Ethernet products for diverse applications, including cybersecurity, financial trading, content creation/distribution, storage networking applications, as well computer signal processing systems. CSPi’s Technology Solutions division provides innovative technology solutions for network solutions, wireless & mobility, unified communications & collaboration, data center solutions, advanced security, along with professional and managed services across those technology focus areas. CSPi Technology Solutions works with the world’s leading IT software and infrastructure companies to create solutions for the unique IT requirements of its customers. For more information, please visit www.cspi.com.


Safe Harbor 

The Company wishes to take advantage of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995 with respect to statements that may be deemed to be forward-looking under the Act. Such forward-looking statements may include, but are not limited to, those related to expecting to receive royalties from three and half more planes in the second half of fiscal 2016 and expect meaningful revenue from our new network adapters for the financial services market in our third fiscal quarter. The Company cautions that numerous factors could cause actual results to differ materially from forward-looking statements made by the Company. Such risks include general economic conditions, market factors, competitive factors and pricing pressures, and others described in the Company's filings with the SEC. Please refer to the section on forward-looking statements included in the Company's filings with the Securities and Exchange Commission.



Exhibit 99.1

CSP INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
 
 
 
 
 
December 31, 2015
 
September 30, 2015
Assets
 
 
 
Current assets:
 
 
 
  Cash and short-term investments
$
10,531

 
$
11,181

  Accounts receivable, net
18,223

 
19,888

  Inventories
6,182

 
5,749

  Other current assets
3,275

 
3,264

     Total current assets
38,211

 
40,082

Property, equipment and improvements, net
1,611

 
1,564

Other assets
5,295

 
5,350

Total assets
$
45,117

 
$
46,996

 
 
 
 
Liabilities and Shareholders’ Equity
 
 
 
Current liabilities
15,829

 
17,382

Pension and retirement plans
9,730

 
10,009

Non-current liabilities
16

 
15

Total Liabilities
25,575

 
27,406

Shareholders’ equity
19,542

 
19,590

Total liabilities and shareholders’ equity
$
45,117

 
$
46,996




























Exhibit 99.1

CSP INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share data)
 
For the three months ended,
 
December 31, 2015
 
December 31, 2014
Sales:
 
 
 
   Product
$
17,003

 
$
15,653

   Service
6,673

 
4,777

        Total sales
23,676

 
20,430

 
 
 
 
Cost of Sales:
 
 
 
   Product
14,236

 
13,133

   Service
4,250

 
3,342

        Total cost of sales
18,486

 
16,475

 
 
 
 
   Gross profit
5,190

 
3,955

 
 
 
 
Operating expenses:
 
 
 
   Engineering and development
799

 
853

   Selling, general & administrative
4,048

 
4,023

        Total operating expenses
4,847

 
4,876

 
 
 
 
Operating income (loss)
343

 
(921
)
 
 
 
 
Other income (expense), net
28

 
(33
)
 
 
 
 
Income (loss) before income taxes
371

 
(954
)
Income tax expense (benefit)
88

 
(517
)
 
 
 
 
Net income (loss)
$
283

 
$
(437
)
 
 
 
 
Net income (loss) attributable to common stockholders
$
274

 
$
(421
)
 
 
 
 
Income (loss) per share - basic
$
0.08

 
$
(0.12
)
Weighted average shares outstanding - basic
3,569

 
3,490

 
 
 
 
Income (loss) per share - diluted
$
0.07

 
$
(0.12
)
Weighted average shares outstanding - diluted
3,726

 
3,490