0001144204-14-006061.txt : 20140205 0001144204-14-006061.hdr.sgml : 20140205 20140205094204 ACCESSION NUMBER: 0001144204-14-006061 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20140204 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140205 DATE AS OF CHANGE: 20140205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IEC ELECTRONICS CORP CENTRAL INDEX KEY: 0000049728 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 133458955 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-34376 FILM NUMBER: 14574695 BUSINESS ADDRESS: STREET 1: 105 NORTON ST CITY: NEWARK STATE: NY ZIP: 14513 BUSINESS PHONE: 3153317742 MAIL ADDRESS: STREET 1: PO BOX 271 CITY: NEWARK STATE: NY ZIP: 14513 FORMER COMPANY: FORMER CONFORMED NAME: INTERCONTINENTAL ELECTRONICS CORP DATE OF NAME CHANGE: 19730601 8-K/A 1 v367331_8ka.htm FORM 8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 8-K/A

 

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 4, 2014

 

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)(Zip code )

 

(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:

 

  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))

 

 
 

 

Section 1 Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement

 

On February 4, 2014, IEC Electronics Corp. (the “Company”) and Manufacturers and Traders Trust Company (“M&T”) entered into a Fifth Amendment to Fourth Amended and Restated Credit Facility Agreement (the “Fifth Amendment”), which amended the Fourth Amended and Restated Credit Facility Agreement between M&T and the Company (a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed January 25, 2013) as previously amended by the First Amendment to Fourth Amended and Restated Credit Facility Agreement, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 20, 2013, (ii) the Second Amendment to Fourth Amended and Restated Credit Facility Agreement, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 8, 2013, (iii) the Third Amendment to Fourth Amended and Restated Credit Facility Agreement, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 19, 2013 and (iv) the Fourth Amendment to Fourth Amended and Restated Credit Facility Agreement, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 19, 2013 (collectively, the “2013 Credit Agreement”). Pursuant to the Fifth Amendment, M&T agreed to waive events of default arising from the Company’s non-compliance with covenants related to minimum quarterly EBITDARS and the Debt to EBITDARS Ratio (each as defined in the 2013 Credit Agreement) during the fiscal quarter ended December 27, 2013.

 

In addition, the Fifth Amendment modified the covenant requiring the Company to maintain a specified Debt to EBITDARS Ratio to eliminate quarterly measurement periods until the quarter ending December 26, 2014, and to apply thereafter as follows:

 

Debt to EBITDARS:

 

2013 Credit Agreement, as modified by the Fifth Amendment:

12/26/2014 through and including 3/26/2015 <4.50 to 1.00
3/27/2015 through and including 6/25/2015 <3.50 to 1.00
6/26/2015 through and including 9/29/2015 <3.25 to 1.00
9/30/2015 and thereafter < 2.75 to 1.00

 

It also modified the covenant requiring the Company to maintain a specified Fixed Charge Coverage Ratio to eliminate quarterly measurement periods until the quarter ending December 26, 2014, and to apply thereafter as follows:

 

Fixed Charge Coverage:

 

2013 Credit Agreement, as modified by the Fifth Amendment:

12/26/2014 through and including 3/26/2015 ≥1.00 to 1.00
3/27/2015 through and including 6/25/2015 ≥1.15 to 1.00
6/26/2015 and thereafter ≥1.25 to 1.00

 

It further modified the covenant requiring the Company to maintain minimum quarterly EBITDARS to require minimum EBITDARS of $1,250,000 for the quarter ending March 28, 2014, and $1,500,000 for each fiscal quarter ending thereafter.

 

Additionally, the applicable interest rate margin for the period commencing February 4, 2014 and ending March 27, 2015, and thereafter if the Company is not in compliance with its financial covenants, was modified with respect to the Revolver to 4.25% above LIBOR, with respect to the Albuquerque Mortgage Loan to 4.50% above LIBOR and with respect to Term Loan B to 3.25% above LIBOR. The applicable unused fee for the same period was changed to 0.50%.

 

 
 

 

 

Except as so waived and as modified by the Fifth Amendment, the 2013 Credit Agreement remains unchanged. The foregoing description of the Fifth Amendment is a summary of the terms of the Fifth Amendment, and is qualified in its entirety by the text of the Fifth Amendment itself, a copy of which is being filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.

 

Section 2 Financial Information
Item 2.02 Results of Operations and Financial Condition

 

On February 5, 2014, the Company issued a press release announcing its financial results for its first fiscal quarter ended December 27, 2013. A copy of the press release is furnished as Exhibit 99.1 to this report.

 

Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit 10.1 Fifth Amendment to Fourth Amended and Restated Credit Facility Agreement
Exhibit 99.1 Press Release issued by IEC Electronics Corp. on February 5, 2014

 

Neither the filing or furnishing of any exhibit to this report nor the inclusion in such exhibit of a reference to the Company’s Internet address shall, under any circumstances, be deemed to incorporate the information available at such address into this report. The information available at the Company’s Internet address is not part of this report.

 

This Current Report on Form 8-K, including the Exhibits incorporated herein, contains certain statements that are, or may be deemed to be, forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934, and are made in reliance upon the protections provided by such Acts for forward-looking statements. These forward-looking statements (such as when the Company describes what it “believes”, “expects”, or “anticipates” will occur, and other similar statements) include, but are not limited to, statements regarding future sales and operating results, future prospects, the capabilities and capacities of business operations, any financial or other guidance and all statements that are not based on historical fact, but rather reflect the Company’s current expectations concerning future results and events. The ultimate correctness of these forward-looking statements is dependent upon a number of known and unknown risks and events and is subject to various uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be different from any future results, performance or achievements expressed or implied by these statements.

 

 
 

  

The following important factors, among others, could affect future results and events, causing those results and events to differ materially from those views expressed or implied in the Company’s forward-looking statements: business conditions and growth or contraction in the Company’s customers' industries, the electronic manufacturing services industry and the general economy; variability of the Company’s operating results; the Company’s ability to control its material, labor and other costs; the Company’s dependence on a limited number of major customers; the potential consolidation of the Company’s customer base; availability of component supplies; dependence on certain industries; variability and timing of customer requirements; uncertainties as to availability and timing of governmental funding for the Company’s customers; the types and mix of sales to the Company’s customers; the Company’s ability to assimilate acquired businesses and to achieve the anticipated benefits of such acquisitions; unforeseen product failures and the potential product liability claims that may be associated with such failures; the availability of capital and other economic, business and competitive factors affecting the Company’s customers, the Company’s industry and business generally; failure or breach of the Company’s information technology systems; natural disasters; and other factors that the Company may not have currently identified or quantified. Additional risks and uncertainties resulting from the restatement of the Company’s financial statements included in the Company’s Annual Report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on July 3, 2013 and in the Company’s Form 10-Q/A filed on the same date are described in detail in the Company’s Form 10-K for the fiscal year ended September 30, 2013 filed with the SEC on December 24, 2013 (the “2013 Form 10-K”). Any one or more of such risks and uncertainties could have a material adverse effect on the Company or the value of its common stock. For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, see Part I, including the "Risk Factors” and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections, in the 2013 Form 10-K.

   

All forward-looking statements included in this Form 8-K are made only as of the date of this Form 8-K. The Company does not undertake any obligation to, and may not, publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or which it hereafter become aware of. New risks and uncertainties arise from time to time and the Company cannot predict these events or how they may affect it. When considering these risks, uncertainties and assumptions, you should keep in mind the cautionary statements contained in this Form 8-K and any documents incorporated herein by reference. You should read this Form 8-K and the documents that the Company incorporates by reference into this Form 8-K completely and with the understanding that the Company’s actual future results may be materially different from what it expects. All forward-looking statements attributable to the Company are expressly qualified by these cautionary statements.

 
 

 

 

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 5, 2014 By: /s/ Vincent A. Leo  
  Vincent A. Leo  
    Chief Financial Officer  
       

 

 

EX-10.1 2 v367331_ex10-1.htm EXHIBIT 10.1

Exhibit 10.1

 

FIFTH AMENDMENT TO

FOURTH AMENDED AND RESTATED CREDIT FACILITY AGREEMENT

 

THIS FIFTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT FACILITY AGREEMENT (this “Amendment”) is made as of the 4th day of February, 2014, by and between IEC ELECTRONICS CORP., a corporation formed under the laws of the State of Delaware (“Borrower”) and MANUFACTURERS AND TRADERS TRUST COMPANY (“Lender”).

 

W I T N E S S E T H:

 

WHEREAS, the parties hereto are parties to a Fourth Amended and Restated Credit Facility Agreement dated as of January 18, 2013, as amended by the First Amendment to Fourth Amended and Restated Credit Facility Agreement dated as of May 15, 2013, by the Second Amendment to Fourth Amended and Restated Credit Facility Agreement dated as of August 6, 2013, by the Third Amendment to Fourth Amended and Restated Credit Facility Agreement dated as of November 8, 2013 and by the Fourth Amendment to Fourth Amended and Restated Credit Facility Agreement dated as of December 13, 2013 (as amended, modified, supplemented or restated from time to time, the “Credit Agreement”);

 

WHEREAS, Section 12.1, Section 12.2 and Section 12.3 of the Credit Agreement require that the Borrower maintain certain financial covenants unless the Lender otherwise consents in writing; and

 

WHEREAS, Borrower has requested and the Lender has agreed to (i) waive Events of Default arising from non-compliance with the aforementioned covenants in Sections 12.1, 12.2 and 12.3 of the Credit Agreement for the Fiscal Quarter ending December 27, 2013, (ii) modify the covenants in Section 12.1 and 12.3 for future Fiscal Quarters, and (iii) make certain additional amendments to the Credit Agreement, all on the terms and conditions herein set forth.

 

NOW, THEREFORE, for due consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

 

1. DEFINITIONS. All capitalized terms used herein and not defined shall have the meaning given such terms in the Credit Agreement.

 

2. AMENDMENTS. Effective as of the date of this Amendment:

 

(A) Section 1.1 of the Credit Agreement is hereby amended by (i) adding thereto, in alphabetical order, the following new definition:

 

“Fifth Amendment Effective Date” means February 4, 2014.

 

(ii) amending and restating the introductory paragraph in the definition of “Applicable Margin” to read in its entirety as follows:

 

 

 

““Applicable Margin” means, with respect to the applicable facility, the per annum percentage points shown in the applicable column of the table below based on the applicable Debt to EBITDARS Ratio, calculated for Borrower on a consolidated basis and without duplication in accordance with GAAP; provided, however, that for the period commencing on the Fifth Amendment Effective Date and ending on March 27, 2015, with respect to the applicable facility, the Applicable Margin shall be fixed at the following per annum percentage points: 4.25% (Revolving Line Facility), 4.50% (Mortgage Loan Facility) and 3.25% (Term Loan B Facility); provided further however, that if at the end of such period, the Borrower is non-compliant with any covenant under this Agreement, then, notwithstanding the last sentence of this definition, which shall be of no force and effect during such noncompliance following the end of such period, the Applicable Margin shall be fixed at the foregoing percentage points for so long as the Borrower is non-compliant with such covenant:”

 

and (iii) amending and restating the introductory paragraph in the definition of “Applicable Unused Fee” to read in its entirety as follows:

 

““Applicable Unused Fee” means the per annum rate (calculated based upon days elapsed over a 360 day year) shown in the table below based on the applicable Debt to EBITDARS Ratio, calculated for Borrower on a consolidated basis and without duplication in accordance with GAAP; provided, however, that for the period commencing on the Fifth Amendment Effective Date and ending on March 27, 2015, the Applicable Unused Fee shall be fixed at 0.500%); provided, further however, that if at the end of such period, the Borrower is non-compliant with any covenant under this Agreement, then, notwithstanding the last sentence of this definition, which shall be of no force and effect during such noncompliance following the end of such period, the Applicable Unused Fee shall be fixed at 0.500% for so long as the Borrower is non-compliant with such covenant:”

 

(B) Section 12.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

 

“12.1 Debt to EBITDARS. Commencing with the Fiscal Quarter ending December 31, 2014, maintain at all times a Debt to EBITDARS Ratio, on a consolidated basis, no greater than the following ratios for the following periods, reported at the end of each Fiscal Quarter:

 

12/26/2014 through and including 3/26/2015 < 4.50 to 1.00

 

3/27/2015 through and including 6/25/2015 < 3.50 to 1.00

 

6/26/2015 through and including 9/29/15 < 3.25 to 1.00

 

9/30/15 and thereafter < 2.75 to 1.00”

 

(C) Section 12.2 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

 

“Minimum Quarterly EBITDARS. Maintain at all times minimum EBITDARS for the trailing three months, on a consolidated basis, equal to or greater than (i) for the Fiscal Quarter ending 3/28/14, $1,250,000 and (ii) thereafter, for each Fiscal Quarter, $1,500,000, in each case reported at each Fiscal Quarter end.”

 

-2-
 

  

(C) Section 12.3 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

 

Fixed Charge Coverage Ratio. Commencing with the Fiscal Quarter ending December 31, 2014, maintain at all times a Fixed Charge Coverage Ratio, on a consolidated basis, equal to or greater than the following ratios for the following periods, reported at the end of each Fiscal Quarter”

 

12/26/2014 through and including 3/26/15 > 1.00 to 1.00

 

3/27/2015 through and including 6/25/2015 > 1.15 to 1.00

 

6/26/2015 and thereafter > 1.25 to 1.00

 

3. WAIVER. Lender hereby waives any Event of Default arising under Section 14.1(b) of the Credit Agreement as a result of Borrower’s non-compliance with Section 12.1, Section 12.2 and Section 12.3 for the Fiscal Quarter ending December 27, 2013. Borrower acknowledges and agrees that the foregoing waiver shall not constitute a waiver of any Event of Default arising under (i) any other covenant in the Credit Agreement for any period not specified herein or (ii) any financial covenant in the Credit Agreement for any other period.

 

4. Representations and Warranties. Borrower hereby makes the following representations and warranties to the Lender as of the date hereof, each of which shall survive the effectiveness of this Amendment and continue in effect as of the date hereof so long as any Obligations remain unpaid:

 

4.1 Authorization. Borrower has full power and authority to borrow under the Credit Agreement, as amended by this Amendment, and to execute, deliver and perform this Amendment and any documents delivered in connection with it and all other related documents and transactions, all of which have been duly authorized by all proper and necessary corporate action. The execution and delivery of this Amendment by Borrower will not violate the provisions of, or cause a default under, Borrower’s Organizational Documents, any law or any agreement to which Borrower is a party or by which it or its assets are bound.

 

4.2 Binding Effect. This Amendment has been duly executed and delivered by Borrower, and the Credit Agreement, as amended by this Amendment, is the legal, valid and binding obligation of Borrower enforceable against Borrower in accordance with its terms, except to the extent that enforcement of any such obligations of the Borrower may be limited by bankruptcy, insolvency, reorganization or similar laws of general application affecting the rights and remedies of creditors generally.

 

4.3 Consents; Governmental Approvals. No consent, approval or authorization of, or registration, declaration or filing with, any Governmental Authority or any other Person is required in connection with the valid execution, delivery or performance of this Amendment or any other document executed and delivered by Borrower herewith or in connection with any other transactions contemplated hereby.

 

4.4 Representations and Warranties. The representations and warranties contained in the Credit Agreement, as amended by this Amendment, are true on and as of the date hereof with the same force and effect as if made on and as of the date hereof, except for (i) those representations that by their terms are made as of a specific date, (ii) the existence of actions, suits or proceedings disclosed to the Bank in writing prior to the execution and delivery of this Amendment, and (iii) the existence of Material Adverse Changes arising from the restatement of the Borrower’s financial statements for the fiscal year ended September 30, 2012 (and the fiscal quarters contained therein) and the fiscal quarter ended December 28, 2012, as disclosed in the Borrower’s amended Annual Report on Form 10-K/A for the fiscal year ended September 30, 2012 and the Borrower’s amended Quarterly Report on Form 10-Q/A for the fiscal quarter ended December 28, 2012 and as disclosed to the Bank in writing prior to the execution and delivery of this Amendment.

 

-3-
 

  

4.5 No Events of Default. No Event of Default and no event which, with notice and/or the passage of time, would constitute an Event of Default has occurred or is continuing, except as waived in writing by the Lender including by this Amendment.

 

4.6 No Material Misstatements. Neither this Amendment nor any document delivered to Lender by Borrower or any Credit Party to induce Lender to enter into this Amendment contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements herein or therein not misleading in light of the circumstances in which they were made.

 

5. CONDITIONS OF AMENDMENT. The Lender shall have no obligation to execute or deliver this Amendment until each of the following conditions shall have been satisfied:

 

5.1 Authorization. Borrower shall have taken all appropriate corporate action to authorize, and its directors, if and as required by Borrower’s Organizational Documents, shall have adopted resolutions authorizing the execution, delivery and performance of this Amendment and the taking of all other action contemplated by this Amendment, and Lender shall have been furnished with copies of all such corporate action, certified by an authorized officer of Borrower as being true and correct and in full force and effect without amendment on the date hereof, and such other corporate documents as Lender may request.

 

5.2 Consents. Borrower shall have delivered to Lender any and all consents, if any, necessary to permit the transactions contemplated by this Amendment.

 

5.3 Fees. Borrower shall have paid all reasonable fees and disbursements of Lender’s counsel and all recording fees, search fees, charges and taxes in connection with this Amendment and all transactions contemplated hereby or made other arrangements with respect to such payment as are satisfactory to Lender.

 

5.4 Deliveries. Borrower shall have delivered to Lender, this Amendment and such additional documents, consents, authorizations, insurance certificates, governmental consents and other instruments and agreements as Lender or its counsel may reasonably require and all documents, instruments and other legal matters in connection with the Loan Documents shall be reasonably satisfactory to Lender and its counsel.

 

-4-
 

  

5.6 Representations and Warranties. The representations and warranties set forth in this Amendment and in the Loan Documents (except as provided in Section 4.4 of this Amendment) shall be true, correct and complete on the date hereof, except those representations that by their terms are made as of a specific date.

 

5.7 No Event of Default. No Event of Default or Default shall have occurred and be continuing on the date hereof, except as waived by this Amendment.

 

5.8 No Material Misstatements. Neither this Amendment nor any document delivered to Lender by or on behalf of Borrower to induce Lender to enter into this Amendment contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements herein or therein not misleading in light of the circumstances in which they were made.

 

6. MISCELLANEOUS.

 

6.1 Reaffirmation of Security Documents. Borrower hereby (a) acknowledges and reaffirms the execution and delivery of the Security Documents, (b) acknowledges, reaffirms and agrees that the security interests granted under the Security Documents continue in full force and effect as security for all indebtedness, obligations and liabilities under the Loan Documents, as may be amended from time to time, and (c) remakes the representations and warranties set forth in the Security Documents as of the date hereof.

 

6.2 Entire Agreement; Binding Effect. The Credit Agreement, as amended by this Amendment, represents the entire understanding and agreement between the parties hereto with respect to the subject matter hereof. This Amendment supersedes all prior negotiations and any course of dealing between the parties with respect to the subject matter hereof. This Amendment shall be binding upon Borrower and its successors and assigns, and shall inure to the benefit of, and be enforceable by the Lender and its respective successors and assigns. The Credit Agreement, as amended hereby, is in full force and effect and, as so amended, is hereby ratified and reaffirmed in its entirety.

 

6.3 Severability. If any provision of this Amendment shall be determined by a court to be invalid, such provision shall be deemed modified to conform to the minimum requirements of applicable law.

 

6.4 Headings. The section headings inserted in this Amendment are provided for convenience of reference only and shall not be used in the construction or interpretation of this Amendment.

 

6.5 Counterparts. This Amendment may be executed by the parties hereto in separate counterparts (including those delivered by facsimile or other electronic means), each of which, when so executed and delivered, shall be an original, but all such counterparts shall together constitute one and the same instrument.

 

 

[signature page follows]

 

-5-
 

[Fifth Amendment to Amended and Restated Credit Facility Agreement]

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers as of the day and year first above written.

 

 

MANUFACTURERS AND TRADERS TRUST COMPANY,      
       
         
By: /s/ J. Theodore Smith      
  Name: J. Theodore Smith      
  Title: Vice President      
         
         
IEC ELECTRONICS CORP.      
       
         
By: /s/ Vincent A. Leo      
  Name: Vincent A. Leo      
  Title: Chief Financial Officer      
         

 

-6-

EX-99.1 3 v367331_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

105 Norton Street • Newark, NY 14513 • Ph: (315) 331-7742 • Fax: (315) 331-3547 • www.iec-electronics.com

 

IEC Announces Results for the First Quarter of Fiscal 2014

 

Newark, NY – February 5, 2014 – IEC Electronics Corp. (NYSE MKT: IEC) announced its unaudited results for the first quarter of fiscal 2014, ending December 27, 2013.

 

The Company reported revenue of $32.1 million for the quarter and net loss of $1.1 million, or ($0.11) per diluted share. This compares to revenue in the prior year first quarter of $33.0 million and net loss of $101 thousand, or ($0.01) per diluted share. During the first quarter of fiscal 2014, the Company reported restatement and related expenses of $1.2 million compared to none in the first quarter of last year.

W. Barry Gilbert, Chairman of the Board and CEO, stated, “We continue to rebalance our operations and move forward. The rebalancing includes repositioning some of the senior management team. Simultaneously, we continue to invest capital into the company to improve our operating performance while also making changes to our overhead structure. The results of this rebalancing are expected to begin to take effect in the back half of our fiscal year.

 

“Our revenues were down slightly. One of our medical customers is on FDA hold and some of our industrial customers are predicting their sales will be flat or possibly down this year as compared to last year. These shifts create mix changes.

 

“Previously, we discussed that we were helping a communications customer resolve some technical design/manufacturing problems. The issues were resolved and the program has advanced as planned. However, slower than expected demand this past quarter in the customer’s end market has reduced our volume. Nonetheless, this does not dampen our optimism that this customer will become a strong partner moving forward.

 

“Our operations in the western half of the United States, which primarily support our military and aerospace customers, were down slightly as compared to Q1 of the previous year. Even though we have important long term agreements in place, we do not have release dates for some of this work. Importantly, these programs appear to be relatively insensitive to Congressional budget and debt reduction issues and we continue to see healthy long term demand from our military and aerospace customers.

 

“We have had a number of difficult quarters as we work through our issues. However, we are positioned well in solid markets, we have an extraordinary customer base, and our long term perspective has not changed; we view our future to be bright.”

 

 
 

 

Conference Call

IEC will hold a conference call today, Wednesday, February 5, 2014 at 10:00 a.m. Eastern Time, to discuss its financial results for the first quarter ended December 27, 2013.

 

The conference call may be accessed in the U.S. and Canada by dialing toll-free (877) 407-9210. International callers may access the call by dialing (201) 689-8049.

 

A replay of the teleconference will be available for thirty days after the call and may be accessed domestically by dialing (877) 660-6853 and international callers may dial (201) 612-7415. Callers must enter conference i.d. number 13575603.

 

To access the live webcast, log onto the IEC website at http://www.iec-electronics.com.

 

The webcast can also be accessed at http://www.InvestorCalendar.com. An online replay will be available shortly after the call.

 

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 communications 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, precision sheet metal products, and advanced research and testing services. 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. Dynamic Research and Testing Laboratories (DRTL), the Company’s newest business unit, is an ISO 17025 accredited laboratory specializing in the testing and detection of counterfeit electronic parts, as well as component risk mitigation and advanced failure analysis. IEC Electronics is headquartered in Newark, NY (outside of Rochester) and also has operations in Rochester, NY, Albuquerque, NM and Bell Gardens, CA. Additional information about IEC can be found on its web site at www.iec-electronics.com.

 

This release contains certain statements that are, or may be deemed to be, forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934, and are made in reliance upon the protections provided by such Acts for forward-looking statements. These forward-looking statements (such as when the Company describes what it "believes", "expects", or "anticipates" will occur, and other similar statements) include, but are not limited to, statements regarding future sales and operating results, future prospects, the capabilities and capacities of business operations, any financial or other guidance and all statements that are not based on historical fact, but rather reflect the Company's current expectations concerning future results and events. The ultimate correctness of these forward-looking statements is dependent upon a number of known and unknown risks and events and is subject to various uncertainties and other factors that may cause the Company's actual results, performance or achievements to be different from any future results, performance or achievements expressed or implied by these statements.

 

 
 

 

The following important factors, among others, could affect future results and events, causing those results and events to differ materially from those views expressed or implied in the Company's forward-looking statements: business conditions and growth or contraction in the Company's customers' industries, the electronic manufacturing services industry and the general economy; variability of the Company's operating results; the Company's ability to control its material, labor and other costs; the Company's dependence on a limited number of major customers; the potential consolidation of the Company's customer base; availability of component supplies; dependence on certain industries; variability and timing of customer requirements; uncertainties as to availability and timing of governmental funding for the Company's customers; the types and mix of sales to the Company's customers; the Company's ability to assimilate acquired businesses and to achieve the anticipated benefits of such acquisitions; unforeseen product failures and the potential product liability claims that may be associated with such failures; the availability of capital and other economic, business and competitive factors affecting the Company's customers, the Company's industry and business generally; failure or breach of the Company's information technology systems; natural disasters; and other factors that the Company may not have currently identified or quantified. Additional risks and uncertainties resulting from the restatement of the Company's financial statements included in the Company's Annual Report on Form 10-K/A filed with the Securities and Exchange Commission ("SEC") on July 3, 2013 and in the Company's Form 10-Q/A filed on the same date are described in detail in the Company's Form 10-K for the fiscal year ended September 30, 2013 filed with the SEC on December 24, 2013 (the "2013 Form 10-K"). Any one or more of such risks and uncertainties could have a material adverse effect on the Company or the value of its common stock. For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, see Part I, including the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections, in the 2013 Form 10-K.

 

The Company undertakes no obligation to publicly update or correct any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

Contact: Vincent Leo John Nesbett or Jennifer Belodeau
  CFO Institutional Marketing Services (IMS)
  IEC Electronics Corp. (203)972-9200
  (315)332-4308 jnesbett@institutionalms.com
  VLeo@iec-electronics.com jbelodeau@institutionalms.com

 

 
 

 

IEC ELECTRONICS CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
DECEMBER 27, 2013 AND SEPTEMBER 30, 2013
(in thousands, except share and per share data)

 

   December 27, 2013   September 30, 2013 
         
ASSETS        
Current assets          
Cash   1,733    2,499 
Accounts receivable, net of allowance   21,729    27,945 
Inventories, net   21,449    21,904 
Deferred income taxes   1,382    1,382 
Other current assets   1,002    610 
Total current assets   47,295    54,340 
           
Fixed assets, net   19,107    17,946 
Intangible assets, net   2,583    2,647 
Goodwill   2,005    2,005 
Deferred income taxes   12,281    11,652 
Other assets   416    345 
           
Total assets   83,687    88,935 
           
           
LIABILITIES AND STOCKHOLDERS' EQUITY          
           
Current liabilities          
Current portion of long-term debt   2,908    2,778 
Accounts payable   13,295    16,508 
Accrued payroll and related expenses   2,040    2,464 
Other accrued expenses   894    811 
Customer deposits   1,199    187 
Total current liabilities   20,336    22,748 
           
Long-term debt   32,193    34,026 
Other long-term liabilities   163    167 
           
Total liabilities   52,692    56,941 
           
STOCKHOLDERS' EQUITY          
Preferred stock, $0.01 par value:          
500,000 shares authorized; none issued or outstanding          
Common stock, $0.01 par value:   111    110 
Authorized: 50,000,000 shares          
Issued:11,046,172 and 11,006,749 shares, respectively          
Outstanding: 10,029718 and 9,991,291 shares, respectively          
Additional paid-in capital   43,906    43,802 
Retained earnings   (11,582)   (10,483)
Treasury shares at cost - 1,106,454 and 1,015,458 shares, respectively   (1,440)   (1,435)
Total stockholders' equity   30,995    31,994 
           
Total liabilities & stockholders' equity   83,687    88,935 

 

 
 

 

 

IEC ELECTRONICS CORP. AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
THREE MONTH PERIOD ENDED DECEMBER 27, 2013 AND DECEMBER 28, 2012
(in thousands, except share and per share data)

 

   Three Months Ended 
   Dec 27,
2013
   Dec 28,
2012
 
         (restated) 
           
Sales   32,138    32,989 
Cost of sales   28,528    28,824 
Gross profit   3,610    4,165 
           
Operating expenses          
Selling and administrative expenses   3,791    4,046 
Restatement and related expenses   1,156    - 
Operating profit/(loss)   (1,337)   119 
           
Interest and financing expense   360    279 
Other (income)/expense   19    - 
Income/(loss) before provision for income taxes   (1,716)   (160)
           
Provision for/ (benefit from) income tax   (617)   (59)
Net income/(loss)   (1,099)   (101)
           
           
           
Net income/(loss) per common and common equivalent share:     
Basic earnings per share   (0.11)   (0.01)
Diluted earnings per share   (0.11)   (0.01)
           
Weighted average number of common and common equivalent shares outstanding:          
Basic   9,780,896    9,647,210 
Diluted   9,780,896    9,647,210 

 

 

 

 

 

 

GRAPHIC 4 image_004.jpg GRAPHIC begin 644 image_004.jpg M_]C_X``02D9)1@`!`0$`8`!@``#_VP!#``H'!PD'!@H)"`D+"PH,#QD0#PX. M#QX6%Q(9)"`F)2,@(R(H+3DP*"HV*R(C,D0R-CL]0$!`)C!&2T4^2CD_0#W_ MVP!#`0L+"P\-#QT0$!T]*2,I/3T]/3T]/3T]/3T]/3T]/3T]/3T]/3T]/3T] M/3T]/3T]/3T]/3T]/3T]/3T]/3T]/3W_P``1"`!5`-`#`2(``A$!`Q$!_\0` M'P```04!`0$!`0$```````````$"`P0%!@<("0H+_\0`M1```@$#`P($`P4% M!`0```%]`0(#``01!1(A,4$&$U%A!R)Q%#*!D:$((T*QP152T?`D,V)R@@D* M%A<8&1HE)B7J#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN'BX^3EYN?HZ>KQ\O/T]?;W^/GZ_\0`'P$``P$!`0$! M`0$!`0````````$"`P0%!@<("0H+_\0`M1$``@$"!`0#!`<%!`0``0)W``$" M`Q$$!2$Q!A)!40=A<1,B,H$(%$*1H;'!"2,S4O`58G+1"A8D-.$E\1<8&1HF M)R@I*C4V-S@Y.D-$149'2$E*4U155E=865IC9&5F9VAI:G-T=79W>'EZ@H.$ MA8:'B(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4 MU=;7V-G:XN/DY>;GZ.GJ\O/T]?;W^/GZ_]H`#`,!``(1`Q$`/P#V1I$0@,R@ MGU.*3S8_^>B_F*I:IH&E:VFW5-/MKK"E098PQ4'T/4?A7S9%X?M6^*0T%M_V M(:F;?;N.3&'QC/TXS0!]0"5"#AU..N#TH\Z,])$_[Z%9]GXO>O(/C?X:TS1TTN]TRSAM'F9XY1"H56P`0<#C/6@#V_S M8_\`GHOYBCS8_P#GHOYBO)OA[\-O#>O^"=/U'4;.22ZFW[W$[KG#L!P#CH!7 M2'X.>#R"!I\P]QVUTHZF&57`_(U+]IA^U M?9O-C^T;/,\K<-VW.-V/3/&:YG4_AQH5X/.TZW_LB^3F*ZL/W3(?H,`CVKC_ M`(??VU:?%?5[+Q')[+PY%&;KS'EE MSLBC&2<=3Z`5SL?Q3M"^)--N%7U#J3^5:/B'P>_B36DN+FY\BUAB$:J@R[G) M)//`Z^_2JTGPPTIH\1W-XC_WBRG],5SR]JW[NQ[.'66QI15:[D]]]/Z^9JZ9 MXTT75&"178BE/2.<;"?SX/YUN]1Q7DNN?#_4M*C::WQ>VZ\DHN'4>Z]_PJAH MOBW5-$*K!.98!U@F^9?P[C\*E5Y1=JB-YY/2KP]I@YW\G_6GS1[517.:!XVT M[6]L3-]ENS_RRD/WC_LGH?YUJZOJ]GH>GO>7\PCB3\V/8`=S70IQ:NF>+4PU M6G/V8^H7T;'G!G;-8 MRQ,5LCTZ.35*N\TG]_Y:'NM%>.V7CG7;)AF[^T(/X9U#9_'@_K76Z1\2K*Z* MQZG"UI(>/,7YHS_454<1"7D9U\FQ-)72YEY?Y':T5'!/%1_M`?\`((T?_KO)_P"@ MBO7*\C_:`_Y!&C_]=Y/_`$$4`=3\)/\`DFFE?27_`-&-782RI!$\LKA(T4LS M,2_#WP;?:KX(T^[@\5:Q8QR!\6]O)A$P[#@>^,_C6CX@^%NK:AI,T M47B_5KF3:2L-U(3'(?0X/^-`':>&=57Q'H-CK#VZ123HQ4#DJNXC`/7G`-<+ M\==?DL?#UII,#E6OY"TN.\:8./Q8C\JZGX9_\DZT8=Q"1_X\:\S^/P;^W]*) MSL^RMCZ[N?Z4`=7\#-*2T\&2W^W][>W#$M_LI\H'Y[OSKTJN,^$94_#32MG; MS0?KYC5V=`!61<:"DOBRSUR-PDL-M);2+MYD5BK+SVP0?SK7HH`***\_U?XH M+:WLMOIUB)EB/7= M92QDN&@WHS!@N[)'./RS5A/!7B!Y-@TV0'U9U`_/-=7X5\!76F:C#J.H7*I) M%DK#%SU!'S-^/;\ZF%*3DKHWQ6.P]*C+V1`NT-[8')KTSP9I]UIGAFWM[U-DN6;9W4$Y`/O6M;:?:6?_`!ZVL$/_ M`%SC"_RJQ6E.DXOFD[LXL;F$*]-4:4%&-[A7SE#_`,EZ/_8:;_T8:][U;6'T ML*(],O[YF4D"UC#?@22`*\)B\->,(_'0\1MX6 M?1%>1_M`?\@C1_\`KO)_Z"*]&L==>\M9II-)U.V:)-YBFA`9O9<$@FO,OBG; M:_XT-C!I?AS4DM[4NS23*JERV!P,G@8[^M`'8?"3_DFFE?27_P!&-79UY3X* MU?Q7X6\-6^DW'@R\N/LY;;*DRKD,Q;D'/J:W7\;^)=IV>`[\GMFY0?TH`Z+6 M-5L_"NC"86XV^8L,%M``IDD=L!5'3))S^9KBOC?X=DU3PS!JENA:73G)D`Z^ M4V-Q_`@'Z9J#1[3Q9XL^(5CJ/B;3'L-,TY6F@@R-@DQ@=\ELG.?]GM7J,D:2 MQM'(JNC`JRL,@@]010!Y3\"/$$4^C76ARN!/;R&>)2?O1MC./HW_`*$*]8KQ MCQ'\*-7T#6QK?@:4_(V];<.`\1[A2>&7V/;CFM?3OBIK=F@@\1>$=3%PO#26 MT+8;WVDW+7NJW9!N;IAC..B*/X4'84 M`:\F_P`IO*QOP=N[IGMFN2L?AIH\"9O3->3'EF9RBD^P'^)KL**N-24%:+L) MQ3W./OOAEHMRA^RF>TD[%7+C\FK@?$/A#4?#K>9.HFM<_+<1C@?4?PG_`#FO M;J9)&DT31RHKHXPRL,@CT(K:GBJD'J[HB5-/8\?T'Q]JFC%8IV-[:CC9*WS* M/]EO\[.FWSV_P`:HDEF+,2S'J2.]=TU@/M?VJ,?P7`W?\`CW7]:V_"'@O2?$.@ M+=W#W2W`D:-_+D``(/'&/0BI[_X4$`MIVHY/]RX3_P!F'^%;3K46W"9*C*UT M:^B?$?3-2*Q7V;&<\?O#F,GV;M^.*ZY'65`\;*R,,AE.0:\7O?`FOV6+_$,J^6=4NO3Y0`?S`S5_PQX9U?5M;MKV:* M:.&.599+BXR"V#G`SR3Q4?5%!7J2'[2^B1[%5.]U6ST^>UANYUBDNY!%"I!. M]_08K+UG6;I->M]'L$E\V2V>Y>2)49E4,J@`.0.K<]>G3G(Q-6FU6:Q\*G7+ M>."^77(U<1D%6`63#8!.,CMGBN(U.[HKC!KVO:HLEYHMH98X;UX!`XC"21HY M1R7+!@W!(XQT&#UJS'JFL:TNI7&C36T9L;YK1+>=?EE"$"0NPY4G+8QZ#.*X-/O;BVEAOM/:ZC$<)7R'4J,9S\P.[VZ=J`. MAL;^WU*U6YM'+PLS*&*E>5)!X(!Z@U9KB-(\5ZA?Z1H<4SPK?ZI=W$)F$>$1 M(FDR0N>N$`&?7/.,5[6N;2$O)':D$^8T?3<#@'&1CG% M`'5T5E>'+_\`M/1TNEOX+^.1V,=Q`NT,N3C([,!P1Z@UEZ?J>L:[:KJ>F36J M0"^>$VTR\&%'*,2PY#\%AVZ#WH`ZFBN)N/$NJ3^'=3\0V$D(@L)Y0EH\>1+% M$Q#EFZACAB,<#C@U-#JVLZQXGN+.POK:VLTM+:\0O:EWPY;*GYAU"]>WI0!V M%%>=R>)_$4/AJZ\0&XLY(-/O)8YK40$&:))2A(;=\K`A_G72T549R@[Q8FD]SR>[^%^L0N?LL]K M<)V)8H?R(/\`.BS^%^L32#[5-:VZ=R&+G\`!_6O6**Z/KE6UB/91,GP[X>M_ M#>GFUMI))-[;W=S]YL`=.W2M:BBN:4G)W9HE;1!1112`:(T!R%4'U`IU%%`& M'K_AB/6[FTO(KRYL+^TW"&YMR-P5OO*000P..AIMQX4CN;?3HY+^[9[&Z%YY MK%6>:4`C+9'3!/`QV]*G\27]Y9:<1IBA[ULO&I0OD+RPP/7[N>Q85FOXG=-1 M%U`&N=-FM+:8*"H,?FR,NX#&3_#D$]C0!(O@J*'5KFYM-3O[:SNY3/]<27=G"ZB.9L8)Y&5SCG!&:7_A,8C! M*RVK^=##+/+`S;718PA8$$?>^<8'0]KWANUF\Z2ZD",9CM*[67&-N#T`'3/7FLZ\\7L+0W- MM`PD2WFXF<@#=(YR2`.`/85EV_@N&TU6>>VU&^BL; MB8W$NGJR^2TA.2>FX`GDJ#@_3BH]5\23R6%X;%&A-O)L-P&5@'694="IYYR< M''3TXK5T[6#?WDULT`BEMW=)EWYV$'Y.W.Y?F'M0!1?P=;D:A;QW<\>G:C*9 MKFT&-K,WW]K8RH;'(^N,9JY!H<=GK]SJZW$NZ:!(&AVKL5$R5Q@9R,GO6?J% M_JJ>(+J"QD9HX([68HRKL5&>02Y_B/RIQCO[5);^*9+M[(6^G,R7K#R7:=0K M*8R^[C)Z`C&.M`&+X6T!]4T:\MM0FN4LWU*>:2TDAV>8OG%EY(SL.`2._KCB MNS@MIHKZYGDNY98I=OEP,JA8<#!P0,G/7DGVKF=/\4S1Q-)=))<2LIFDCC90 M(HA*Z;E!`)^[R,]ACDXK1A\0S7-[ID<=O"(+TLP?S@V4$8<$8^N,'TXSUH`W MJ*YR^\7)9W5S"+1I?)5B"DHPVUT1AZ`@R#CVYQ5:^\4RSVKI;+]FN;>YB6?+ MJ0%-SY1`R/F!VMZ8R.]`'645B2WUQ<>(KS3Q/]DBMK2.='V@F1F9P3SQM78. M/]JL[2O&DMU!9&]T]HC*D7FNC9P7C9P0F,D?(>.O(ZT`=917/WE]-/?Z2;.\ MN(K>_ED0JT(0J%B=APZY!W+GFJ[^*WLK5G:SFFV"XD%K@3F)#,$*!\?-M/ M.,^E0PZ586XC$%E;QB,839&!M&6.#C''X<4 MV32=/EW>;8VS[W+MNB4[F(P2>.I'%%%``^DZ?)MWV-JVV3SES$IP_3<..OO3 M4TJ".Y22,!(H]S)"J*%5VSN?IG)#$=>Y]:**`'II5DMM;V_V:)HK8AH590=A M'0CT-2R6=O+,)I((GD"[=[("<>F?Q/YT44`1'2K!@`UG;D!63!C!^5OO#Z'` MR/84^.PM(@PCMH5#2"4X0;SA-YCJH.X#"]`.@X__7110!96TMTNGN4AC6>10KR! M1N8#H"?2H8=(T^W93!8VT11S(I2)5PQ&"PP.I'>BB@`31].C:%DL+4-`2T1$ M2YC)ZE>.,^U+!I5A;*BV]E;1+&YD0)$J[6/!88'!]Z**`$DT?3IGD>2PM7>0 MY=FB4ENG4XY^Z/R%(VC::S`MI]JQ5BP)A4X).2>G4D9^O-%%`$\]G;W14W$$ M>:*6:&-Y M(23&[*"4)XR#VJ!M&TYU(:PMB"&!!B'(8Y;\R,GU-%%`"C2-/$R2BQMO-C