10-Q 1 0001.txt THIRD QUARTER 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange - - Act of 1934 For the quarterly period ended June 30, 2000 Commission file Number 0-6508 IEC ELECTRONICS CORP. ----------------------------------------------------- (Exact name of registrant as specified in its charter.) Delaware 13-3458955 ----------------------------- ----------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 105 Norton Street, Newark, New York 14513 -------------------------------------------------------------------------------- (Address of Principal Executive Offices (Zip Code) (315) 331-7742 -------------------------------------------------------------------------------- Registrant's telephone number, including area code: 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 such filing requirements for the past 90 days. YES [X] NO [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date: Common Stock, $0.01 Par Value - 7,626,565 shares as of August 11, 2000. Page 1 of 14 PART 1 FINANCIAL INFORMATION Page Number Item 1. Financial Statements Consolidated Balance Sheets as of : June 30, 2000 (Unaudited) and September 30, 1999............. 3 Consolidated Statements of Operations for the three months ended: June 30, 2000 (Unaudited) and June 25, 1999 (Unaudited).................................... 4 Consolidated Statements of Operations for the nine months ended: June 30, 2000 (Unaudited) and June 25, 1999 (Unaudited).................................... 5 Consolidated Statement of Cash Flows for the nine months ended: June 30, 2000 (Unaudited) and June 25, 1999 (Unaudited).................................... 6 Notes to Consolidated Financial Statements (Unaudited)....................................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations................... 11 PART II Item 1. Legal Proceedings.............................................. 13 Item 2. Changes in Securities.......................................... 13 Item 3. Defaults Upon Senior Securities................................ 13 Item 4. Submission of Matters to a Vote of Security Holders............ 13 Item 5. Other Information.............................................. 13 Item 6. Exhibits and Reports on Form 8-K............................... 13 Signature ............................................................. 14 Page 2 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS JUNE 30, 2000 AND SEPTEMBER 30, 1999 (in thousands, except for share data)
JUNE 30, 2000 SEPTEMBER 30,1999 ---------------- ------------------ ASSETS (Unaudited) Current Assets: Cash and cash equivalents $ - $4,007 Accounts receivable 32,271 23,734 Inventories 36,254 30,728 Income taxes receivable - 2,966 Other current assets 287 516 --------- ---------- Total current assets 68,812 61,951 --------- ---------- Property, Plant and Equipment, net 15,882 21,778 --------- ---------- Other Assets: Cost in excess of net assets acquired, net 9,908 10,173 Other assets 333 17 ---------- ---------- Total other assets 10,241 10,190 ---------- ---------- $ 94,935 $93,919 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 2,103 $ 1,053 Accounts payable 25,188 21,819 Accrued payroll and related expenses 2,466 3,867 Accrued insurance 1,437 798 Other accrued expenses 1,330 990 -------- -------- Total current liabilities 32,524 28,527 -------- -------- Long-Term Debt 18,097 16,547 -------- -------- Shareholders' Equity: Preferred stock, par value $.01 per share Authorized - 500,000 shares Outstanding - 0 shares - - Common stock, par value $.01 per share Authorized - 50,000,000 shares Outstanding - 7,624,719 shares and 7,583,965, respectively 76 76 Additional paid-in capital 38,689 38,566 Retained earnings 5,999 10,642 Accumulated other comprehensive income - Cumulative translation adjustment (39) (28) Treasury Stock, at cost - 20,573 shares (411) (411) -------- -------- Total shareholders' equity 44,314 48,845 ------- ------- $94,935 $93,919 ======== ======== The accompanying notes to unaudited consolidated financial statements are an integral part of these balance sheets
Page 3 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2000 AND JUNE 25, 1999 (in thousands, except share data)
3 MONTHS ENDED 3 MONTHS ENDED June 30, 2000 June 25, 1999 -------------- ------------------ (Unaudited) (Unaudited) Net sales $54,694 $37,522 Cost of sales 53,991 36,964 ------- ------- Gross profit 703 558 Selling and administrative expenses 3,051 2,632 Reversal of restructuring charges (92) - Customer bankruptcy (recovery) - (102) ------- ------- Operating loss (2,256) (1,972) Interest expense (598) (284) Other income, net 41 9 ------- ------- Loss before benefit from income taxes (2,813) (2,247) Benefit from Income taxes - (541) ------- ------- Net Loss ($2,813) ($1,706) ======== ======= Net loss per common and common equivalent share: Basic ($0.37) ($0.23) Diluted ($0.37) ($0.23) Weighted average number of common and common equivalent shares outstanding: Basic 7,604 7,563 Diluted 7,604 7,563 The accompanying notes to unaudited consolidated financial statements are an integral part of these financial statements.
Page 4 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED JUNE 30, 2000 AND JUNE 25, 1999 (in thousands, except share data)
9 MONTHS ENDED 9 MONTHS ENDED June 30, 2000 June 25, 1999 -------------- ------------------ (Unaudited) (Unaudited) Net sales $162,802 $108,657 Cost of sales 159,703 108,227 ------- ------- Gross profit 3,099 430 Selling and administrative expenses 9,239 8,004 Reversal of restructuring charges (949) - Customer bankruptcy (recovery) - (102) ------- ------- Operating loss (5,191) (7,472) Interest expense (1,512) (560) Life insurance Proceeds 2,000 - Other income, net 55 - ------- ------- Loss before benefit from income taxes (4,648) (8,032) Benefit from Income taxes (5) (2,261) ------- ------- Net (Loss) $ (4,643) $ (5,771) ======= ======= Net loss per common and common equivalent share: Basic ($0.61) ($0.76) Diluted ($0.61) ($0.76) Weighted average number of common and common equivalent shares outstanding: Basic 7,583 7,563 Diluted 7,583 7,563 The accompanying notes to unaudited consolidated financial statements are an integral part of these financial statements.
Page 5 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED JUNE 30, 2000 AND JUNE 25, 1999 (in thousands)
9 MONTHS 9 MONTHS ENDED ENDED JUNE 30, JUNE 25, 2000 1999 ------------ ------------ (Unaudited) (Unaudited) Cash Flows from Operating Activities: Net loss ($4,643) ($5,771) Adjustments to reconcile net loss to net cash (used in)provided by operating activities: Depreciation and amortization 5,361 7,616 Gain on sale of fixed assets (38) (12) Amortization of cost in excess of net assets acquired 265 361 Common Stock issued under Directors stock plan Issuance of Directors Fees in Stock 22 - Changes in operating assets and liabilities: (Increase) decrease Accounts receivable (8,537) 4,861 Inventories (5,526) (11,641) Income taxes receivable 2,966 (683) Other current assets 229 (556) Other Assets (316) 24 Increase (decrease) Accounts payable 3,369 9,359 Accrued payroll and related expenses (1,401) (1,408) Accrued income taxes - - Accrued insurance 639 (597) Other accrued expenses 441 18 ------- -------- Net cash provided by operating activities (7,169) 1,571 ------- -------- Cash Flows from Investing Activities: Purchases of property, plant and equipment (654) (1,348) Proceeds from sale of building - 232 Proceeds from sale of equipment 1,369 - Utilization of restructuring provision for building/equipment (142) - ------- -------- Net cash used in investing activities 573 (1,116) ------- -------- Cash Flows from Financing Activities: Borrowings (repayments) under line of credit agreements 3,126 (2,300) Principal payments on long-term debt (526) (158) -------- -------- Net cash provided by(used in)financing activities 2,600 (2,458) -------- -------- Net (decrease)increase in cash and cash equivalents (3,996) (2,003) Effect of exchange rates changes (11) (11) Cash and cash equivalents at beginning of period 4,007 2,278 -------- -------- Cash and cash equivalents at end of period $ - $264 ======== ======== Supplemental Disclosures of Cash Flow Information: Cash paid (received)during the period for: Interest $1,528 $485 ========== ========== Income taxes ($2,950) ($1,582) ========== ========== Supplemental Disclosure of Noncash Information: During the nine months ended June 30, 2000, the Company issued shares of its common stock in the amount $102 thousand in the settlement of an accrued liability The accompanying notes to unaudited consolidated financial statements are an integral part of these financial statements.
Page 6 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS June 30, 2000 (1) Business and Summary of Significant Accounting Policies Business -------- IEC Electronics Corp. (IEC) is an independent contract manufacturer of complex printed circuit board assemblies and electronic products and systems. IEC offers its customers a wide range of manufacturing services, on either a turnkey or consignment basis, including material procurement and control, manufacturing and test engineering support, statistical quality assurance and complete resource management. Consolidation ------------- The consolidated financial statements include the accounts of IEC Electronics Corp.,and its wholly-owned subsidiaries, IEC Electronics-Edinburg, Texas Inc. (Edinburg), IEC Arab, Alabama Inc.(Arab) until January 26, 2000 when each of Edinburg and Arab merged into IEC and also includes from August 31, 1998, IEC Electronics-Ireland Ltd(Longford), (collectively, the Company). In December 1999, the Company closed its underutilized Longford operations and transferred some of the customers served there to its other operations in New York and Texas. In August 1998, the Company announced plans to close its Arab operations and to transfer many of the customers served in that facility to the Company's other operations in New York and Texas. All significant intercompany transactions and accounts have been eliminated. Revenue Recognition ------------------- The Company recognizes revenues upon shipment of product for both turnkey and consignment contracts. Cash and Cash Equivalents ------------------------- Cash and cash equivalents include money market and bank account balances. The Company's cash and cash equivalents are held and managed by institutions which follow the Company's investment policy. The fair value of the Company's finanical instruments approximates carrying amounts due to the relatively short maturities and variable interest rates of the instruments, which approximate current market interest rates. Inventories ----------- Inventories are stated at the lower of cost (first-in, first-out) or market. The major classifications of inventories are as follows at period end (in thousands): June 30, 2000 September 30, 1999 ---------------- ---------------- (Unaudited) Raw materials $22,806 $23,226 Work-in-process 13,448 7,502 ---------------- ---------------- $36,254 $30,728 ================ ================ Foreign Currency Translation ---------------------------- The assets and liabilities of the Company's foreign subsidiary are translated based on the current exchange rate at the end of the period for the balance sheet and a weighted-average rate for the period of the consolidated statement of operations. Translation adjustments are recorded as a separate component of equity. Transaction gains or losses are included in operations. Page 7 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS June 30, 2000 Unaudited Finanical Statements ------------------------------ The accompanying unaudited financial statements as of June 30, 2000, and for the three and nine months ended June 30, 2000 have been prepared in accordance with generally accepted accounting principles for the interim financia1 information. In the opinion of management, all adjustments considered necessary for a fair presentation, which consist solely of normal recurring adjustments have been included. The accompanying financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's September 30, 1999 Annual Report on Form 10-K. Net Loss per Common and Common Equivalent Share -------------------------------------------------------- (in thousands, except for share and per share data) (Loss)Income Shares Per Share Three Months Ended (Numerator) (Denominator) Amount ------------------------------------------------------------------------------- June 30, 2000 Basic EPS Loss available to common shareholders ($2,813) 7,604,146 ($0.37) ==================================== June 25, 1999 Basic EPS Loss available to common shareholders ($1,706) 7,562,503 ($0.23) ==================================== (Loss)Income Shares Per Share Nine Months Ended (Numerator) (Denominator) Amount ------------------------------------------------------------------------------- June 30, 2000 Basic EPS Loss available to common shareholders ($4,643) 7,582,992 ($0.61) ==================================== June 25, 1999 Basic EPS Loss available to common shareholders ($5,771) 7,562,503 ($0.76) ==================================== Basic EPS was computed by dividing reported earnings available to common shareholders by weighted-average common shares outstanding during the three and nine month period. No reconciliation is provided as the effect would be antidilutive. Page 8 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS June 30, 2000 (2) Comprehensive Income -------------------- The Company adopted Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income"(SFAS No. 130)on October 1, 1998. SFAS No. 130 requires comprehensive income and its components to be presented in the financial statements. Comprehensive income, which includes net (loss) income and foreign currency translation adjustments, was as follows for the three and nine months ended June 30, 2000 and June 25, 1999.(in thousands): 3 MONTHS 3 MONTHS ENDED ENDED June 30, June 25, 2000 1999 ---------- ----------- (Unaudited) (Unaudited) Net (loss) $ (2,813) $ (1,706) Other comprehensive income: Foreign currency translation adjustments (4) (8) ---------- ----------- Comprehensive loss $ (2,817) $ (1,714) ---------- ---------- 9 MONTHS 9 MONTHS ENDED ENDED June 30, June 25, 2000 1999 ---------- ----------- (Unaudited) (Unaudited) Net (loss)income $ (4,643) $ (5,771) Other comprehensive income: Foreign currency translation adjustments (11) (194) ---------- ----------- Comprehensive loss $ (4,654) $ (5,965) ---------- ----------- (3) Financing Arrangements ---------------------- On December 28, 1999, the Company refinanced its existing credit facility with a new bank group. As amended on March 30, 2000, the new agreement is a three year secured asset based facility for $35.0 million. The credit facility consists of two components, the first a $25.0 million revolving credit facility based on eligibility criteria for receivables and inventory. Amounts borrowed are limited to 85 percent of qualified accounts receivable, 20 percent of raw materials, and 30 percent of finished goods inventory, respectively. The second component consists of a $10 million three-year term loan with monthly principal installments based on a five year amortization beginning in April 2000. At June 30, 2000, $20.2 million was outstanding with $14.3 million available under the new three year secured asset based facility. The Company is required to meet certain financial covenants in relation to its aforementioned credit facilities. At June 30, 2000, and through the date of this filing, the Company was in compliance with these debt covenants. During the fourth quarter, Management has begun working with its lenders to obtain amendments to its debt agreement and/or waivers to certain of its financial ratio covenants. If the Company is not able to obtain the necessary amend- ments and/or waivers, management believes that the Company may default on cer- tain of these covenants during the fourth quarter of this fiscal year. However, management believes that such amendments and/or waivers will be successfully obtained. (4) Life Insurance Proceeds ----------------------- The Company's President and Chief Executive Officer died suddenly on December 11, 1999. In the second quarter of fiscal 2000, the Company received non-taxable income from insurance proceeds of approximately $2.0 million (5) Litigation ------------- The Company is subject to legal proceedings and claims which arise in the ordinary course of its business. Although occasional adverse decisions (or settlements) may occur, the Company believes that the final disposition of such matters will not have a material adverse effect on the financial position or results of operations of the Company. Page 9 of 14 IEC ELECTRONICS CORP. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS June 30, 2000 (6) Accounting Pronouncements ------------------------------------ In June 1999, the Financial Accounting Standards Board issued SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of Effective Date of FASB Statement No. 133 for one year". With issuance of SFAS No. 137, the Company is required to adopt SFAS No. 133 on a prospective basis for interim periods and fiscal years beginning March 1, 2001. The Company believes that the effect of adoption of SFAS No. 133 will not be material based on the Company's current risk management strategies. (7) Longford Operations ------------------- In February 2000, a third party purchased from the Company certain assets of Longford and assumed the lease of the Longford facility. This resulted in a benefit of $949 thousand from the reversal of a previously established restructuring reserve. Page 10 of 14 Management's Discussion and Analysis ------------------------------------ Results of Operations - Three Months Ended June 30, 2000, Compared to the -------------------------------------------------------------------------- Three Months Ended June 25, 1999. ---------------------------------- Net sales for the three months ended June 30, 2000, were $54.7 million, compared to $37.5 million for the comparable period of the prior fiscal year, an increase of 45.9%. The increase in sales is primarily due to an increase in demand from the Company's two largest customers. Turnkey sales for the quarter represented 97% and 97% of net sales for the comparable period of the prior fiscal year. Gross profit was $0.7 million or 1.3% of net sales for the three month period ended June 30, 2000 versus $0.6 million or 1.5% of sales in the comparable period of the prior fiscal year. The minimal increase in gross profit is due to improved fixed manufacturing overhead absorption being mitigated by increased material and direct labor costs. Selling and administrative expenses increased to $3.1 million for the three months ended June 30, 2000, from $2.6 million in the comparable quarter of the prior fiscal year. This increase is primarily due to increases in sales commissions, salary and other expenses. As a percentage of net sales, selling and administrative expenses decreased to 5.6% from 7.0% in the comparable period of the prior fiscal year. Net loss for the quarter was ($2.8)million versus ($1.7)million in the comparable period of the prior fiscal year. Loss per share was ($0.37) as compared to loss per share of ($0.23) in the comparable period of prior fiscal year. Excluding the reversal of the previously established re- structuring charge for the closure of the Longford facility of $92 thousand, the net loss would have been ($2.9) million or ($0.38) per share in the current quarter. Higher accounts receivable levels are reflective of the increased volume of sales. At quarter-end the inventory level was $36.3 million, up from $30.7 million since the beginning of the fiscal year. This represents annualized turnover of 5.4. Inventory growth to support increasing production levels is currently a major focus item at IEC. Results of Operations - Nine months Ended June 30, 2000, compared to nine ------------------------------------------------------------------------ months ended June 25, 1999. ---------------------------- Net sales for the nine months ended June 30, 2000, were $162.8 million, as compared to $108.7 million for the comparable period of the prior fiscal year, an increase of 49.8%. Turnkey sales represented 97% and 96% of net sales for the comparable period of the prior fiscal year. Gross profit was $3.1 million or 1.9% of sales in fiscal 2000 versus $0.4 million or 0.4% of sales in the comparable period of the prior fiscal year. The increase was due to higher sales volume and improved fixed manufacturing overhead absorption. Selling and administrative expenses increased to $9.2 million for the nine months ended June 30, 2000, from $8.0 million in the comparable period of the prior fiscal year. This increase is primarily due to increases in sales commissions, salary and other expenses. As a percentage of net sales, selling and administrative expenses decreased to 5.7% from 7.4% in the comparable period of the prior fiscal year. Net loss for the nine months was($4.6) million versus ($5.8) million in the comparable period of the prior fiscal year. Loss per share was ($0.61) as compared to loss per share of ($0.76) per share in the comparable period of the prior fiscal year. Excluding the reversal of the previously established restructuring charge for the closure of the Longford facility of $949 thousand, and the life insurance proceeds of $2.0 million, the net loss would have been ($7.6) million or ($1.00) per share in the current period. Higher accounts receivable levels are reflective of the increased volume of sales. Page 11 of 14 Liquidity and Capital Resources ------------------------------- Net sales for the month of June 2000 were $24.9 million, representing 45.5% of the total net sales for the three month period ending June 30, 2000. The Company operates on a fiscal quarter consisting of four weeks in the first and second months and five weeks in the third month. On December 28, 1999, the Company refinanced its existing credit facility with a new bank group. As amended on March 30, 2000, the new agreement is a three year secured asset based facility for $35.0 million. The credit facility consists of two components, the first a $25.0 million revolving credit facility based on eligibility criteria for receivables and inventory. Amounts borrowed are limited to 85 percent of qualified accounts receivable, 20 percent of raw materials, and 30 percent of finished goods inventory, respectively. The second component consists of a $10 million three-year term loan with monthly principal installments based on a five year amortization beginning in April 2000. At June 30, 2000, $20.2 million was outstanding with $14.3 million available under the new three year secured asset based facility. The Company is required to meet certain financial covenants in relation to its aforementioned credit facilities. At June 30, 2000, and through the date of this filing, the Company was in compliance with these debt covenants. During the fourth quarter, Management has begun working with its lenders to obtain amendments to its debt agreement and/or waivers to certain of its financial ratio covenants. If the Company is not able to obtain the necessary amend- ments and/or waivers, management believes that the Company may default on cer- tain of these covenants during the fourth quarter of this fiscal year. However, management believes that such amendments and/or waivers will be successfully obtained. Subject to the foregoing, the Company believes that its funds generated from operations and its existing credit facilities will be sufficient for the Company to meet its capital expenditures and working capital needs for its operations as presently conducted. The impact of inflation on the Company's operations has been minimal due to the fact that it is able to adjust its bids to reflect any inflationary increases in cost. Year 2000 Conversion -------------------- The Company completed its Year 2000 Project ("Y2K") as scheduled, including addressing leap year calendar date calculation concerns. The possibility of significant interruptions of normal operations has been reduced. As of June 30, 2000, the Company's products, computing, and communications infrastructure systems have operated without Y2K related problems and appear to be Y2K ready. The Company is not aware that any of its major customers or third-party suppliers have experienced significant Y2K related problems. The Company believes that all of its critical systems are Y2K ready. However, this is not a guarantee that the Company has discovered all possible failure points. Specific factors contributing to this uncertainty include failure to identify all systems, non-ready third parties whose systems and operations impact the Company, and other similar uncertainties. Contingency plans are complete and will be implemented if required. Should a significant problem occur, the Company would revert to standard manual contingency procedures to continue operation until the problem is corrected. To date, the Company has spent an estimated $500,000 on this project. The funding for this project comes from operations and working capital. None of the Company's other mission critical information projects have been delayed due to the implementation of the Y2K project. Page 12 of 14 Recently Issued Accounting Standards ------------------------------------ In June 1998, Statement of Financial Accounting Standards No.137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of Effective Date of FASB Statement No. 133",was issued. With issuance of SFAS No.137, the Company is required to adopt SFAS No. 133 on a prospective basis for interim periods and fiscal years beginning March 1, 2001. The Company believes that the effect of adoption of SFAS No.133 will not be material based on the Company's current risk management strategies. Forward-looking Statements -------------------------- Except for historical information, statements in this quarterly report are forward-looking made pursuant to the safe harbor created by the Private Securities Litigation Reform Act of 1995 and are therefore subject to certain risks and uncertainties including timing of orders and shipments, availability of material, product mix and general market conditions that could cause actual results to differ materially from those projected in the forward looking statements. Investors should consider the risks and uncertainties discussed in the Company's Form 10K for the fiscal year ending September 30, 1999 and its other filings with the Securities and Exchange Commission. PART II. OTHER INFORMATION Item 1 -- Legal Proceedings None. Item 2 -- Changes in Securities None. Item 3 -- Defaults Upon Senior Securities None. Item 4 -- Submission of Matters to a Vote of Security Holders None. Item 5 -- Other Information None. Item 6 -- Exhibits and Reports on Form 8-K a. Exhibits None. b. Reports on Form 8-K None. Page 13 of 14 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 thereunto duly authorized. IEC ELECTRONICS CORP. REGISTRANT Dated: August xx, 2000 /s/Russell E. Stingel ----------------------------- Russell E. Stingel Chairman of the Board and Interim Chief Executive Officer Dated: August xx, 2000 /s/Richard L. Weiss ------------------------------ Richard L. Weiss Vice President and Chief Financial Officer Page 14 of 14