UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 8, 2012
IEC ELECTRONICS CORP.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 0-6508 | 13-3458955 |
| (Commission File Number) | (IRS Employer Identification No.) |
105 Norton Street, Newark, New York 14513
(Address of principal executive offices)(Zipcode)
(315) 331-7742
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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:
| £ | 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)) |
Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Conditions
On February 8, 2012, IEC Electronics Corp. issued a press release announcing its financial results for the first fiscal quarter ended December 30, 2011. A copy of the press release is furnished as Exhibit 99.1 to this report. Also on February 8, 2012, the Company posted on its website certain supplemental financial data for the fiscal quarter ended December 30, 2011. A copy of that information is furnished as Exhibit 99.2 to this report.
Section 8 - Other Event
Item 8.01 Other Events
IEC Electronics Corp. issued a press release on February 8, 2012, reporting that it has received an order from one of its Medical customers valued at more than $17 Million. A copy of the press release is furnished as Exhibit 99.3 to this report.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99.1 | Press Release issued by IEC Electronics Corp. dated February 8, 2012. |
| 99.2 | Supplemental financial data posted on the website of IEC Electronics Corp. (www.iec-electronics.com) on February 8, 2012. |
| 99.3 | Press Release issued by IEC Electronics Corp. dated February 8, 2012. |
The information in this Form 8-K and Exhibits 99.1, 99.2 and 99.3 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Neither the filing of any exhibit to this report nor the inclusion in such exhibits of a reference to IEC Electronics Corp.’s Internet address shall, under any circumstances, be deemed to incorporate the information available at such address into this report. The information available at IEC Electronics Corp.’s Internet address is not part of this report.
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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.
| IEC Electronics Corp. | ||
| (Registrant) | ||
| Date: February 8, 2012 | By: | /s/ W. Barry Gilbert |
| W. Barry Gilbert | ||
| Chairman, Chief Executive Officer |
| 3 |
Exhibit 99.1
Newark, NY – February 8, 2012 – IEC Electronics Corp. (NYSE Amex: IEC) announced its unaudited results for the first quarter of fiscal 2012 ending December 30, 2011.
The Company reported revenue of $33.8 million for the quarter, operating income of $954 thousand and net income of $948 thousand or $0.09 per diluted share. This compares to revenue in the prior year first quarter of $28.6 million, operating income of $1.96 million and net income of $1.05 million or $0.11 per diluted share.
W. Barry Gilbert, Chairman of the Board and CEO, stated, “While revenues were up for the entire company, earnings were down significantly from the prior quarter. Key sections of the company continue to perform quite well. We continue to increase our revenue and our organic growth was in line with our estimates at just over 12%. Our cash flow remains solid and we continue to reduce our debt. In that regard, since the acquisition of Southern California Braiding, Inc. (“SCB”) a year ago we have reduced our debt by $14 million.”
“This was a difficult quarter for SCB. As previously discussed, funding associated with approved defense programs was delayed. That said, they are on important platforms including B1, F16, Apache, Predator, and Hunter. SCB is a great strategic addition, and we are confident that their near term performance will be rectified and margins and earnings growth are expected to be back on track in the second half of the year.
“SCB purchase documents contained a contingent consideration clause or clawback, for sales shortfall. In this quarter IEC is making a final adjustment to the purchase price of approximately $900 thousand, which is included in other income, for sales goals which were not met. Between last quarter and this quarter there was a total of approximately $2 million recognized in conjunction with the clawback.
IEC continues to view EBITDA (earnings before interest, taxes, depreciation and amortization) as a useful measure of its operating performance because EBITDA eliminates the aberrations produced by, among other non-cash items, our net operating loss carryforward (NOL). It is our view this measure enables the investment community to better evaluate long-term profitability and cash flow being generated by the Company. Q1 fiscal 2012 EBITDA was $2.8 million or $0.28 per share, which compares to $2.4 million or $0.25 per share for the first quarter fiscal 2011.
Mr. Gilbert concluded, “We are moving forward to build shareholder value via stronger customer relations across all of our markets. We thank you for your continued support.”
Conference Call
IEC will host a conference call with investors at 10:00 a.m. Eastern time today, February 8, 2012 to discuss its financial results for the quarter ended December 31, 2011. The call may be accessed in the U.S. and Canada by dialing toll-free 1-877-407-9210. International callers may access the call by dialing 1-201-689-8049. To access a live webcast of the conference call, log onto the IEC website at http://www.iec-electronics.com or http://www.InvestorCalendar.com.
A replay of the teleconference will be available for 30 days after the call and may be accessed domestically by dialing 1-877-660-6853 and international callers may dial 1-201-612-7415. Callers must enter account number 286 and conference number 366229.
About IEC Electronics
IEC Electronics Corporation is a premier provider of electronic manufacturing services (“EMS”) to advanced technology companies primarily in the military and aerospace, medical, industrial and computing sectors. The Company specializes in the custom manufacture of high reliability, complex circuit cards, system level assemblies, a wide array of custom cable and wire harness assemblies, and precision sheet metal products. As a full service EMS provider, IEC is a world-class ISO 9001:2008, AS9100 and ISO13485 certified company. The AS9100 certification enables IEC to serve the military and commercial aerospace markets. The ISO13485 certification supports the quality requirements of medical device markets. The Company is also ITAR registered and NSA approved under the COMSEC standard. IEC Electronics is headquartered in Newark, NY (outside of Rochester) and also has operations in Victor, NY, Rochester, NY, Albuquerque, NM and Bell Gardens, CA. Additional information about IEC can be found on its web site at www.iec-electronics.com.
The foregoing, including any discussion regarding the Company's future prospects, contains certain forward-looking statements that involve risks and uncertainties, including uncertainties associated with economic conditions in the electronics industry, particularly in the principal industry sectors served by the Company, changes in customer requirements and in the volume of sales to principal customers, competition and technological change, the ability of the Company to control manufacturing and operating costs, the ability of the Company to develop and maintain satisfactory relationships with vendors, and the ability of the Company to efficiently integrate acquired companies into its business. The Company's actual results of operations may differ significantly from those contemplated by any forward-looking statements as a result of these and other factors, including factors set forth in the Company's 2011 Annual Report on Form 10-K and in other filings with the Securities and Exchange Commission.
| Contact: | Vincent Leo | John Nesbett or Jennifer Belodeau |
| Acting Vice President & CFO | Institutional Marketing Services | |
| IEC Electronics Corp. | (203)972-9200 | |
| (315)332-4308 | jnesbett@institutionalms.com | |
| VLeo@iec-electronics.com | jbelodeau@institutionalms.com |
| 2 |
Exhibit 99.2
IEC ELECTRONICS CORP - CONSOLIDATED
BALANCE SHEET
DEC 30, 2011 AND SEP 30, 2011
(In Thousands)
| DEC 30, 2011 | SEP 30, 2011 | |||||
| ASSETS | ||||||
| CURRENT ASSETS | ||||||
| Cash | 0 | 0 | ||||
| Accounts Receivable | 19,439 | 19,423 | ||||
| Inventories | 17,111 | 16,093 | ||||
| Deferred Income Taxes | 3,863 | 3,863 | ||||
| Other Current Assets | 2,924 | 1,834 | ||||
| Total Current Assets | 43,337 | 41,213 | ||||
| NET FIXED ASSETS | 18,219 | 17,886 | ||||
| NON-CURRENT ASSETS | ||||||
| Goodwill | 13,810 | 13,810 | ||||
| Intangible Assets | 5,851 | 5,964 | ||||
| Deferred Income Taxes | 6,267 | 6,768 | ||||
| Other Non-Current Assets | 164 | 179 | ||||
| TOTAL ASSETS | 87,648 | 85,820 | ||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||
| CURRENT LIABILITIES | ||||||
| Short Term Borrowings | 6,809 | 6,896 | ||||
| Accounts Payable | 15,012 | 12,750 | ||||
| Accrued Payroll and Related Taxes | 2,837 | 3,092 | ||||
| Other Accrued Expenses | 928 | 851 | ||||
| Other Current Liabilities | 320 | 332 | ||||
| Total Current Liabilities | 25,906 | 23,921 | ||||
| LONG TERM DEBT | 26,952 | 28,213 | ||||
| TOTAL LIABILITIES | 52,858 | 52,134 | ||||
| SHAREHOLDER'S EQUITY | ||||||
| Authorized - 50,000,000 shares | ||||||
| Issued – 10,835,533, Outstanding – 9,820,075 | ||||||
| Common stock, par value $.01 per share | 108 | 108 | ||||
| Treasury Shares at Cost - 1,015,458 shares | (1,435 | ) | (1,435 | ) | ||
| Additional Paid-in Capital | 42,816 | 42,660 | ||||
| Retained Earnings | (6,699 | ) | (7,647 | ) | ||
| TOTAL SHAREHOLDER’S EQUITY | 34,790 | 33,686 | ||||
| TOTAL LIABILITIES & EQUITY | 87,648 | 85,820 | ||||
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IEC ELECTRONICS CORP - CONSOLIDATED
STATEMENT OF INCOME
FOR QUARTER END & YTD DEC 30, 2011 AND DEC 31, 2010
(In Thousands)
| ACTUAL | PRIOR | ACTUAL | PRIOR | |||||||||
| QUARTER | QUARTER | YTD | YTD | |||||||||
| DEC 30, 2011 | DEC 31, 2010 | DEC 30, 2011 | DEC 31, 2010 | |||||||||
| Sales | 33,859 | 28,644 | 33,859 | 28,644 | ||||||||
| Cost of Sales | 28,372 | 23,840 | 28,372 | 23,840 | ||||||||
| Gross Profit | 5,487 | 4,804 | 5,487 | 4,804 | ||||||||
| Less: Operating Expenses | ||||||||||||
| Selling & Administrative Expenses | 4,533 | 2,841 | 4,533 | 2,841 | ||||||||
| Operating Profit | 954 | 1,963 | 954 | 1,963 | ||||||||
| Interest and Financing Expense | 353 | 244 | 353 | 244 | ||||||||
| Other (Income)/Expense | (902 | ) | 13 | (902 | ) | 13 | ||||||
| Net Income before Income Taxes | 1,503 | 1,706 | 1,503 | 1,706 | ||||||||
| Provision for Income Tax | 555 | 657 | 555 | 657 | ||||||||
| Net Income | 948 | 1,049 | 948 | 1,049 | ||||||||
| Basic Earnings Per Share | $ | 0.10 | $ | 0.11 | $ | 0.10 | $ | 0.11 | ||||
| Diluted Earnings Per Share | $ | 0.09 | $ | 0.11 | $ | 0.09 | $ | 0.11 | ||||
| Basic Shares | 9,645,942 | 9,224,877 | 9,645,942 | 9,224,877 | ||||||||
| Diluted Shares | 10,004,359 | 9,766,022 | 10,004,359 | 9,766,022 | ||||||||
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IEC ELECTRONICS CORP - CONSOLIDATED
RECONCILIATION OF NET INCOME TO EBITDA
FOR QUARTER END & YTD DEC 30, 2012 & DEC 31, 2011
| ACTUAL | PRIOR | ACTUAL | PRIOR | |||||||||
| QUARTER | QUARTER | YTD | YTD | |||||||||
| DEC 30, 2011 | DEC 31, 2010 | DEC 30, 2011 | DEC 31, 2010 | |||||||||
| Net Income | 948,210 | 1,049,141 | 948,210 | 1,049,141 | ||||||||
| Provision for / (benefit from) Income Tax | 554,947 | 656,517 | 554,947 | 656,517 | ||||||||
| Depreciation & Amortization Expense | 987,013 | 489,781 | 987,013 | 489,781 | ||||||||
| Net Interest Expense / (Income) | 352,450 | 243,515 | 352,450 | 243,515 | ||||||||
| EBITDA | 2,842,620 | 2,438,954 | 2,842,620 | 2,438,954 | ||||||||
| Basic Earnings per Share | 0.29 | 0.26 | 0.29 | 0.26 | ||||||||
| Diluted Earnings per Share | 0.28 | 0.25 | 0.28 | 0.25 | ||||||||
| Basic Shares | 9,645,942 | 9,224,877 | 9,645,942 | 9,224,877 | ||||||||
| Diluted Shares | 10,004,359 | 9,766,022 | 10,004,359 | 9,766,022 | ||||||||
| 3 |
Exhibit 99.3
Newark, NY – February 8, 2011– IEC Electronics Corp. (NYSE Amex: IEC) announces that it recently received an order from one of its Medical customers valued at more than $17 million. Deliveries are expected to commence during IEC’s fiscal third quarter 2012 and continue into fiscal 2013.
W. Barry Gilbert, Chairman of the Board and CEO, stated, “This is the largest single order that IEC has received in recent years and we are excited to continue our support of this customer and its growing commercial needs. We appreciate their continuing confidence in IEC and we view this award as a statement of our solid relationship.”
About IEC Electronics
IEC Electronics Corporation is a premier provider of electronic manufacturing services (“EMS”) to advanced technology companies primarily in the military and aerospace, medical, industrial and computing sectors. The Company specializes in the custom manufacture of high reliability, complex circuit cards, system level assemblies, a wide array of custom cable and wire harness assemblies, and precision sheet metal products. As a full service EMS provider, IEC is a world-class ISO 9001:2008, AS9100 and ISO13485 certified company. The AS9100 certification enables IEC to serve the military and commercial aerospace markets. The ISO13485 certification supports the quality requirements of medical device markets. The Company is also AC7120 Nadcap accredited for electronics manufacturing to support the most stringent quality requirements of the aerospace industry, as well as ITAR registered and NSA approved under the COMSEC standard. IEC Electronics is headquartered in Newark, NY (outside of Rochester) and also has operations in Victor, NY, Rochester, NY, Albuquerque, NM and Bell Gardens, CA. Additional information about IEC can be found on its web site at www.iec-electronics.com.
The foregoing, including any discussion regarding the Company's future prospects, contains certain forward-looking statements that involve risks and uncertainties, including uncertainties associated with economic conditions in the electronics industry, particularly in the principal industry sectors served by the Company, changes in customer requirements and in the volume of sales to principal customers, competition and technological change, the ability of the Company to control manufacturing and operating costs, the ability of the Company to develop and maintain satisfactory relationships with vendors, and the ability of the Company to efficiently integrate acquired companies into its business. The Company's actual results of operations may differ significantly from those contemplated by any forward-looking statements as a result of these and other factors, including factors set forth in the Company's 2011 Annual Report on Form 10-K and in other filings with the Securities and Exchange Commission.
| Contact: | Vincent Leo | John Nesbett or Jennifer Belodeau |
| Acting Vice President & CFO | Institutional Marketing Services | |
| IEC Electronics Corp. | (203)972-9200 | |
| (315)332-4308 | jnesbett@institutionalms.com | |
| vleo@iec-electronics.com | jbelodeau@institutionalms.com |