10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 27, 2016

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 0-5109

MICROPAC INDUSTRIES, INC.

 

Delaware	75-1225149
(State of Incorporation)	(IRS Employer Identification No.)
905 E. Walnut, Garland, Texas	75040
(Address of Principal Executive Office)	(Zip Code)

Registrant's Telephone Number, including Area Code (972) 272-3571

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ☐	Accelerated filer  ☐
Non-accelerated filer☐	Smaller reporting company ☒

(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

On October 11, 2016 there were 2,578,315 shares of Common Stock, $0.10 par value outstanding.

1

MICROPAC INDUSTRIES, INC.

FORM 10-Q

August 27, 2016

INDEX

PART I -FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
	Condensed Balance Sheets as of August 27, 2016 (unaudited) and November 30, 2015
	Condensed Statements of Operations for the three and nine months ended August 27, 2016 and August 29, 2015 (unaudited)
	Condensed Statements of Cash Flows for the nine months ended August 27, 2016 and August 29, 2015 (unaudited)
	Notes to Condensed Financial Statements (unaudited)
ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 4 - CONTROLS AND PROCEDURES
PART II-OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
ITEM 1A -RISK FACTORS
ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
ITEM 4 - MINE SAFETY DISCLOSURE
ITEM 5 - OTHER INFORMATION
ITEM 6 - EXHIBITS
SIGNATURES

2

PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

MICROPAC INDUSTRIES, INC.

CONDENSED BALANCE SHEETS

(Dollars in thousands, except share data)

ASSETS

CURRENT ASSETS	08/27/16			11/30/15
	(Unaudited)
Cash and cash equivalents	$	11,448		$	12,651
Short-term investments		2,011			2,004
Receivables, net of allowance for doubtful accounts of         $0 at August 27, 2016  and November 30, 2015		1,802			2,360
Inventories:
Raw materials and supplies		4,102			4,255
Work-in process		3,195			2,613
Total inventories		7,297			6,868
Deferred income taxes		618			693
Prepaid income tax		284			-
Prepaid expenses and other assets		177			161
Total current assets		23,637			24,737
PROPERTY, PLANT AND EQUIPMENT, at cost:
Land		80			80
Buildings		498			498
Facility improvements		1,109			1,109
Furniture and fixtures		669			719
Construction in process equipment		472			347
Machinery and equipment		8,496			8,432
Total property, plant, and equipment		11,324			11,185
Less accumulated depreciation		(9,083	)		(8,929	)
Net property, plant, and equipment		2,241			2,256
Total assets	$	25,878		$	26,993
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$	796		$	404
Accrued compensation		502			666
Deferred revenue		1,563			2,855
Property taxes		69			90
Income taxes payable		4			109
Other accrued liabilities		48			74
Total current liabilities		2,982			4,198
DEFERRED INCOME TAXES		450			360
SHAREHOLDERS' EQUITY
Common stock, ($.10 par value), authorized 10,000,000             shares, 3,078,315 issued and 2,578,315 outstanding at             August 27, 2016 and November 30, 2015		308			308
Additional paid-in capital		885			885
Treasury stock, 500,000 shares, at cost		(1,250	)		(1,250	)
Retained earnings		22,503			22,492
Total shareholders' equity		22,446			22,435
Total liabilities and shareholders' equity	$	25,878		$	26,993

See accompanying notes to financial statements.

3

MICROPAC INDUSTRIES, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Dollars in thousands except share data)

(Unaudited)

	Three months ended						Nine months ended
	08/27/16			08/29/15			08/27/16			08/29/15
NET SALES	$	3,804		$	5,268		$	13,120		$	15,319
COST AND EXPENSES:
Cost of goods sold		(2,697	)		(3,232	)		(8,779	)		(9,248	)
Research and development		(359	)		(351	)		(907	)		(1,336	)
Selling, general & administrative expenses		(970	)		(1,013	)		(3,060	)		(3,070	)
Total cost and expenses		(4,026	)		(4,596	)		(12,746	)		(13,654	)
OPERATING INCOME (LOSS)		(222	)		672			374			1,665
Other income		16			8			22			20
Expense, net		(1	)		(3	)		(1	)		(7	)
INCOME (LOSS) BEFORE TAXES	$	(207	)	$	677		$	395		$	1,678
Benefit (Provision) for taxes		66			(223	)		(126	)		(555	)
NET INCOME (LOSS)	$	(141	)	$	454		$	269		$	1,123
NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED	$	(0.05	)	$	0.18		$	0.10		$	0.44
DIVIDENDS PER SHARE	$	-		$	-		$	0.10		$	0.10
WEIGHTED AVERAGE OF SHARES, basic and diluted		2,578,315			2,578,315			2,578,315			2,578,315

See accompanying notes to financial statements.

4

MICROPAC INDUSTRIES, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)

	Nine months ended
	8/27/16			8/29/15
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	269		$	1,123
Adjustments to reconcile net income to
net cash provided by (used in) operating activities:
Depreciation		218			231
Deferred tax expense		165			70
Changes in certain current assets and liabilities
Accounts receivable		558			(29	)
Inventories		(429	)		(1,572	)
Prepaid expense and other current assets		(16	)		29
Prepaid income taxes		(284	)		210
Deferred revenue		(1,292	)		3,111
Accounts payable		392			(121	)
Accrued compensation		(164	)		(14	)
Other accrued liabilities		(105	)		(13	)
Income taxes payable		(47	)		87
Net cash (used) provided by operating activities		(735	)		3,112
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale of short term investments		4,014			4,011
Purchase of short term investments		(4,021	)		(4,005	)
Additions to property, plant and equipment		(203	)		(351	)
Net cash used in investing activities		(210	)		(345	)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividend		(258	)		(258	)
Net cash used in financing activities		(258	)		(258	)
Net change in cash and cash equivalents		(1,203	)		2,509
Cash and cash equivalents at beginning of period		12,651			9,994
Cash and cash equivalents at end of period	$	11,448		$	12,503

Supplemental Cash Flow Disclosure:

               Cash paid for income taxes $ 350 $ 363

See accompanying notes to financial statements.

5

MICROPAC INDUSTRIES, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

Note 1 BASIS OF PRESENTATION

Business Description

Micropac Industries, Inc. (the "Company"), a Delaware corporation, manufactures and distributes various types of hybrid microelectronic circuits, solid state relays, power controllers, and optoelectronic components and assemblies.  The Company's products are used as components in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200^o C) products.

In the opinion of management, the unaudited financial statements include all adjustments (consisting of only normal, recurring adjustments) necessary to present fairly the financial position as of August 27, 2016, the results of operations for the three months and nine months ended August 27, 2016 and August 29, 2015, and the cash flows for the nine months ended August 27, 2016 and August 29, 2015. Unaudited financial statements are prepared on a basis substantially consistent with those audited for the year ended November 30, 2015. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States have been condensed or omitted pursuant to the rules and regulations promulgated by the Securities and Exchange Commission. The Company's fiscal year ends on the last day of November.

It is suggested that these financial statements be read in conjunction with the November 30, 2015 Form 10-K filed with the SEC, including the audited financial statements and the accompanying notes thereto.

Note 2 SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (US GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and expenses during the reporting period.  Actual results could differ from those estimates.

Revenue Recognition

Sales are recorded as shipments are made based upon contract prices.  Any losses anticipated on fixed price contracts are provided for currently.  Sales are recorded net of sales returns, allowances and discounts.

The Company recognizes sales when four basic criteria are met: (1) persuasive evidence of an arrangement exists; (2) shipment has occurred or services have been rendered; (3) the fee is fixed and determinable; and (4) collectibility is reasonably assured.

Deferred revenue represents prepayments from customers and will be recognized as sales when the products are shipped per the terms of the contract.

Short-Term Investments

The Company has $2,011,000 in short term investments at August 27, 2016. Short-term investments consist of certificates of deposits with initial maturities greater than 90 days.  These investments are reported at historical cost, which approximates fair value. All highly liquid investments with initial maturities of 90 days or less are classified as cash equivalents.  All short-term investments are securities which the Company has the ability and intent to hold to maturity and mature within one year.

Inventories

Inventories are stated at lower of cost or market value and include material, labor and manufacturing overhead.  All inventories are valued using the FIFO (first-in, first-out) method of inventory valuation. The Company determines the need to write inventory down below its cost via an analysis based on the usage of inventory over a three year period and projected usage based on current backlog.

6

Income Taxes

The Company accounts for income taxes using the asset and liability method. Under this method the Company records deferred income taxes for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. The resulting deferred tax liabilities and assets are adjusted to reflect changes in tax law or rates in the period that includes the enactment date.

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost, and depreciation is provided using the straight-line method at rates based upon the following estimated useful lives (in years) of the assets:

Buildings	15
Facility improvements	8-15
Machinery and equipment	5-10
Furniture and fixtures	5-8

Construction in process is carried at cost and depreciated when the asset is placed in service.

The Company assesses long-lived assets for when events or circumstances indicate that an asset may be impaired. The estimated future undiscounted cash flows associated with the asset are compared to the asset's net book value to determine if a write down to market value less cost to sell is required.

Repairs and maintenance are expensed as incurred. Improvements which extend the useful life of property, plant, and equipment are capitalized.

Research and Development Costs

Costs for the design and development of new products and processes are expensed as incurred.

Note 3 NEW ACCOUNTING PRONOUNCEMENTS

On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods and services to customers. ASU No. 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. On July 9, 2015 the FASB agreed to defer the effective date to annual reporting periods beginning after December 15, 2017 and the interim periods within that year. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.

Note 4FAIR VALUE MEASUREMENT

The Company had no financial assets or liabilities measured at fair value on a recurring basis as of August 27, 2016 and November 30, 2015.  The fair value of financial instruments such as cash and cash equivalents, short term investments, accounts receivable, and accounts payable approximate their carrying amount based on the short maturity of these instruments.  There were no nonfinancial assets measured at fair value on a nonrecurring basis at August 27, 2016 and November 30, 2015.

Note 5 COMMITMENTS

On April 23, 2016, the Company renewed the Loan Agreement with a Texas banking institution.  The Loan Agreement provides for revolving credit loans, in amounts not to exceed a total principal balance of $6,000,000, and specific advance loans for acquisitions with an aggregate amount not to exceed $7,500,000 in a single advance or in multiple advances. The Loan Agreement also contains financial covenants to maintain at all times including (i) minimum working capital of not less than $4,000,000, (ii) a ratio of senior funded debt, minus the Company's balance sheet cash on hand to the extent in excess of $2,000,000 to EBITDA of not more than 3.0 to 1.0, and (iii) a ratio of free cash flow to debt service of not less than 1.2 to 1.0. The Company has not, to date, drawn any amounts under the loan agreement or the revolving line of credit and is currently in compliance with the financial covenants.

7

Note 6 EARNINGS PER COMMON SHARE

Basic and diluted earnings per share are computed based upon the weighted average number of shares outstanding during the respective periods. Diluted earnings per share gives effect to all dilutive potential common shares. For the three months ended August 27, 2016 and August 29, 2015, the Company had no dilutive potential common stock.

Note 7 SHAREHOLDERS' EQUITY

On December 16, 2014, the Board of Directors of Micropac Industries, Inc. approved the payment of a special dividend of $0.10 per share for shareholders of record as of January 12, 2015.  The dividend was paid to  shareholders on February 10, 2015.

On December 15, 2015, the Board of Directors of Micropac Industries, Inc. approved the payment of a special dividend of $0.10 per share for shareholders of record as of January 12, 2016.  The dividend was paid to shareholders on February 11, 2016.

8

MICROPAC INDUSTRIES, INC.

(Unaudited)

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Business

Micropac Industries, Inc. (the "Company"), a Delaware corporation, manufactures and distributes various types of hybrid microelectronic circuits, solid state relays, power controllers, and optoelectronic components and assemblies.  The Company's products are used as components in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200^o C) products.  The Company's products are either custom (being application specific circuits designed and manufactured to meet the particular requirements of a single customer) or standard, proprietary components such as catalog items.

The Company's facilities are certified and qualified by Defense Logistics Agency (DLA) to MIL-PRF-38534 (class K-space level), MIL-PRF-19500 JANS (space level), and MIL-PRF-28750 (class K-space level) and is certified to ISO 9001-2002. Micropac is a NASA core supplier, and is registered to AS9100-Aerospace Industry standard for supplier certification. The Company has UL, LLC (UL) approval on the new isolated solid state industrial power controllers.

The Company's core technology is the packaging and interconnecting of miniature electronic components, utilizing thick film substrates, forming microelectronics circuits. Other technologies include light emitting and light sensitive materials and products, including light emitting diodes and silicon phototransistors used in the Company's optoelectronic components and assemblies.

Results of Operations

	Three months ended		Nine months ended
	8/27/2016	8/29/2015	8/27/2016	8/29/2015
NET SALES	100.0%	100.0%	100.0%	100.0%
COST AND EXPENSES:
Cost of Goods Sold	70.9%	61.3%	66.9%	60.4%
Research and development	9.4%	6.7%	6.9%	8.7%
Selling, general & administrative expenses	25.5%	19.2%	23.3%	20.0%
Total cost and expenses	105.8%	87.2%	97.1%	89.1%
OPERATING INCOME (LOSS) BEFORE INTEREST	(5.8)%	12.8%	2.9%	10.9%
AND INCOME TAXES
Interest and other income	0.4%	0.1%	0.1%	0.1%
INCOME (LOSS) BEFORE TAXES	(5.4)%	12.9%	3.0%	11.0%
Benefit (Provision) for taxes	(1.7)%	4.3%	1.0%	3.6%
NET INCOME (LOSS)	(3.7)%	8.6%	2.0%	7.4%

Sales for the three and nine month periods ended August 27, 2016 totaled $3,804,000 and $13,120,000, respectively.  Sales for the third quarter decreased 27.8% or $1,464,000 below sales for the same period of 2015, while sales for the first nine months of 2016 decreased 14.4% or $2,199,000 below the first nine months of 2015 with lower sales of standard solid state relays and standard optocouplers. Sales were 16% in the commercial market, 56% in the military market, and 28% in the space market for the nine months ended August 27, 2016 compared to 15% in the commercial market, 59% in the military market, and 26% in the space market for the nine months ended August 29, 2015.

9

One customer accounted for 15% of the Company's sales for the three months ended August 27, 2016 and two customers accounted for 20% and 12% each of the Company's sales for the nine months ended August 27, 2016, while two customers accounted for 18% and 11% of the Company's sales for the three months ended August 29, 2015, and two customers accounted for 17% and 13% of the Company's sales for the nine months ended August 29, 2015.

Cost of goods sold for the third quarters of 2016 and 2015 totaled 70.9% and 61.3% of net sales, respectively, while cost of goods sold for the nine months ended August 27, 2016 and August 29, 2015 totaled 66.9% and 60.4% of net sales, respectively. The increase in cost of goods sold as a percent of sales resulted in lower gross margins associated with the lower sales of standard products and cost overruns on one customer funded project. In actual dollars, cost of goods sold decreased $535,000 in the third quarter of 2016 compared to the same period of 2015. Year to date cost of goods sold decreased $469,000 for the first nine months of 2016 as compared to the same periods in 2015.

Research and development expense decreased $8,000 for the third quarter of 2016 versus 2015 and decreased $429,000 for the first nine months of 2016 compared to the same period of 2015. The decrease in research and development expense is associated with non-recurring engineering revenue with costs recorded within cost of goods sold associated with the development of custom products for specific applications. The research and development expenditures were associated with continued development of several power management products, fiber optic transceivers and high voltage optocouplers. The Company will continue to invest in development of these products and other new opportunities.

Selling, general and administrative expense for the third quarter and first nine months of 2016 totaled 25.5% and 23.3% respectively of net sales compared to 19.2% and 20.0% for the same periods in 2015. In actual dollars, selling, general and administrative expense decreased $42,000 for the third quarter and decreased $10,000 for the first nine months of 2016 compared to the same periods in 2015.

Provision for taxes decreased $428,000 for the first nine months of 2016 resulting in a benefit being recognized compared to expense in the same period in 2015. The estimated effective tax rate was 32% for 2016 and 33% for 2015.

Net income decreased $593,000 for the third quarter of 2016 versus 2015 and decreased $855,000 for the first nine months of 2016 compared to the same period of 2015.

Liquidity and Capital Resources

Cash and cash equivalents totaled $11,448,000 as of August 27, 2016 compared to $12,651,000 on November 30, 2015, a decrease of $1,203,000.  The decrease in cash and cash equivalents is primarily attributable to $735,000 cash used by operations, a payment of a cash dividend of $258,000, and the investment of $203,000 in equipment.

The Company expects to continue to generate adequate amounts of cash to meet its liquidity needs from the sale of products and services and the collection thereof for at least the next twelve months.

Outlook

New orders for year-to-date 2016 totaled $11,961,000 compared to $12,535,000 for 2015. Backlog totaled $17,765,000 on August 27, 2016 compared to $18,391,000 as of August 29, 2015 and $18,925,000 on November 30, 2015. The backlog represents a mix of the company's products and technologies with 13% in the commercial market, 44% in the military market, and 43% in the space market compared to 22% in the commercial market, 39% in the military market, and 39% in the space market on August 29, 2015.

The Company cannot assure that the results of operations for the interim period presented are indicative of total results for the entire year due to fluctuations in customer delivery schedules, or other factors over which the Company has no control.

Cautionary Statement

This Form 10-Q contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Actual results could differ materially.  Investors are warned that forward-looking statements involve risks and unknown factors including, but not limited to, customer cancellation or rescheduling of orders, problems affecting delivery of vendor-supplied raw materials and components, unanticipated manufacturing problems and availability of direct labor resources.

10

The Company produces silicon phototransistors and light emitting diode die for use in certain military, standard and custom products. Fabrication efforts sometimes may not result in successful results, limiting the availability of these components. Competitors offer commercial level alternatives and our customers may purchase our competitors' products if the Company is not able to manufacture the products using these technologies to meet the customer demands. Approximately $2,030,000 of the Company's backlog is dependent on these semiconductors.

The Company disclaims any responsibility to update the forward-looking statements contained herein, except as may be required by law.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not  applicable

ITEM 4.CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures.

The Chief Executive Officer and Chief Financial Officer of the Company evaluated the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-15) as of August 27, 2016 and, based on this evaluation, concluded that the Company's disclosure controls and procedures are functioning in an effective manner to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms.

(b) Changes in internal controls.

There has been no change in the Company's internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting during the three month period ended August 27, 2016.

11

PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

The Company is not involved in any material current or pending legal proceedings.

ITEM 1A RISK FACTORS

Information about risk factors for the three months and nine months ended August 27, 2016 does not differ materially from that set forth in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended November 30, 2015.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

                None

ITEM 4.                 MINE SAFETY DISCLOSURE

                Not Applicable

ITEM 5.                 OTHER INFORMATION

                None

ITEM 6.                  EXHIBITS

(a)Exhibits

31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002
31.2	Certification of Chief Accounting Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley act of 2002.
32.2	Certification of Chief Accounting Officer pursuant to 18 U. S. C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley act of 2002.
101	Interactive data files pursuant to Rule 405 of Regulation S-T.

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 duly authorized.

 

MICROPAC INDUSTRIES, INC.

October 11, 2016	/s/ Mark King
Date	Mark King
	Chief Executive Officer
October 11, 2016	/s/ Patrick Cefalu
Date	Patrick Cefalu
	Chief Financial Officer

12

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Mark King, certify that:

1. I have reviewed this quarterly report of Micropac Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated: October 11, 2016 /s/ Mark King Mark King Chief Executive Officer (Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Patrick S. Cefalu, certify that:

1. I have reviewed this quarterly report of Micropac Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated: October 11, 2016 /s/ Patrick Cefalu Patrick S. Cefalu Executive Vice President and Chief Financial Officer (Principal Accounting Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATIONPURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Micropac Industries, Inc., a Delaware corporation (the "Company"), does hereby certify, to such officer's knowledge, that:

1. The Quarterly Report on Form 10-Q for the period ended August 27, 2016 (the "Form 10-Q") of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: October 11, 2016 /s/ Mark King Mark King Chief Executive Officer (Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

EXHIBIT 32.2

CERTIFICATIONPURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Micropac Industries, Inc., a Delaware corporation (the "Company"), does hereby certify, to such officer's knowledge, that:

1. The Quarterly Report on Form 10-Q for the period ended August 27, 2016 (the "Form 10-Q") of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: October 11, 2016 /s/ Patrick Cefalu Patrick S. Cefalu Executive Vice President and Chief Financial Officer (Principal Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	9 Months Ended
	Aug. 27, 2016	Oct. 11, 2016
Document and Entity Information
Entity Registrant Name	MICROPAC INDUSTRIES INC
Entity Trading Symbol	mpac
Document Type	10-Q
Document Period End Date	Aug. 27, 2016
Amendment Flag	false
Entity Central Index Key	0000065759
Current Fiscal Year End Date	--11-30
Entity Common Stock, Shares Outstanding		2,578,315
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q3

XML

CONDENSED BALANCE SHEETS - USD ($) $ in Thousands	Aug. 27, 2016	Nov. 30, 2015
CURRENT ASSETS
Cash and cash equivalents	$ 11,448	$ 12,651
Short-term investments	2,011	2,004
Receivables, net of allowance for doubtful accounts of $0 at August 27, 2016 and November 30, 2015	1,802	2,360
Inventories:
Raw materials and supplies	4,102	4,255
Work-in process	3,195	2,613
Total inventories	7,297	6,868
Deferred income taxes	618	693
Prepaid income tax	284
Prepaid expenses and other assets	177	161
Total current assets	23,637	24,737
PROPERTY, PLANT AND EQUIPMENT, at cost:
Land	80	80
Buildings	498	498
Facility improvements	1,109	1,109
Furniture and fixtures	669	719
Construction in process equipment	472	347
Machinery and equipment	8,496	8,432
Total property, plant, and equipment	11,324	11,185
Less accumulated depreciation	(9,083)	(8,929)
Net property, plant, and equipment	2,241	2,256
Total assets	25,878	26,993
CURRENT LIABILITIES:
Accounts payable	796	404
Accrued compensation	502	666
Deferred revenue	1,563	2,855
Property taxes	69	90
Income taxes payable	4	109
Other accrued liabilities	48	74
Total current liabilities	2,982	4,198
DEFERRED INCOME TAXES	450	360
SHAREHOLDERS' EQUITY
Common stock, ($.10 par value), authorized 10,000,000 shares, 3,078,315 issued and 2,578,315 outstanding at August 27, 2016 and November 30, 2015	308	308
Additional paid-in capital	885	885
Treasury stock, 500,000 shares, at cost	(1,250)	(1,250)
Retained earnings	22,503	22,492
Total shareholders' equity	22,446	22,435
Total liabilities and shareholders' equity	$ 25,878	$ 26,993

XML

BALANCE SHEETS PARENTHETICALS - USD ($) shares in Thousands, $ in Thousands	Aug. 27, 2016	Nov. 30, 2015
Parentheticals
Allowance for doubtful accounts	$ 0	$ 0
Common Stock, par value	$ 0.10	$ 0.10
Common Stock, shares authorized	10,000,000	10,000,000
Common Stock, shares issued	3,078,315	3,078,315
Common Stock, shares outstanding	2,578,315	2,578,315
Treasury stock, shares	500,000	500,000

XML

CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Aug. 27, 2016	Aug. 29, 2015	Aug. 27, 2016	Aug. 29, 2015
Revenue
NET SALES	$ 3,804	$ 5,268	$ 13,120	$ 15,319
COST AND EXPENSES:
Cost of goods sold	(2,697)	(3,232)	(8,779)	(9,248)
Research and development	(359)	(351)	(907)	(1,336)
Selling, general & administrative expenses	(970)	(1,013)	(3,060)	(3,070)
Total cost and expenses	(4,026)	(4,596)	(12,746)	(13,654)
OPERATING INCOME (LOSS)	(222)	672	374	1,665
Other income	16	8	22	20
Expense, net	(1)	(3)	(1)	(7)
INCOME (LOSS) BEFORE TAXES	(207)	677	395	1,678
Benefit (Provision) for taxes	66	(223)	(126)	(555)
Net income	$ (141)	$ 454	$ 269	$ 1,123
NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED	$ (0.05)	$ 0.18	$ 0.10	$ 0.44
DIVIDENDS PER SHARE			$ 0.10	$ 0.10
WEIGHTED AVERAGE OF SHARES, basic and diluted	2,578,315	2,578,315	2,578,315	2,578,315

XML

CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Aug. 27, 2016	Aug. 29, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 269	$ 1,123
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation	218	231
Deferred tax expense	165	70
Changes in certain current assets and liabilities
Accounts receivable	558	(29)
Inventories	(429)	(1,572)
Prepaid expense and other current assets	(16)	29
Prepaid income taxes	(284)	210
Deferred revenue	(1,292)	3,111
Accounts payable	392	(121)
Accrued compensation	(164)	(14)
Other accrued liabilities	(105)	(13)
Income taxes payable	(47)	87
Net cash (used) provided by operating activities	(735)	3,112
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale of short term investments	4,014	4,011
Purchase of short term investments	(4,021)	(4,005)
Additions to property, plant and equipment	(203)	(351)
Net cash used in investing activities	(210)	(345)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividend	(258)	(258)
Net cash used in financing activities	(258)	(258)
Net change in cash and cash equivalents	(1,203)	2,509
Cash and cash equivalents at beginning of period	12,651	9,994
Cash and cash equivalents at end of period	11,448	12,503
Supplemental Cash Flow Disclosure:
Cash paid for income taxes	$ 350	$ 363

XML

BASIS OF PRESENTATION

9 Months Ended

Aug. 27, 2016

BASIS OF PRESENTATION

BASIS OF PRESENTATION

Note 1 BASIS OF PRESENTATION

Business Description

Micropac Industries, Inc. (the "Company"), a Delaware corporation, manufactures and distributes various types of hybrid microelectronic circuits, solid state relays, power controllers, and optoelectronic components and assemblies.  The Company's products are used as components in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200^o C) products.

In the opinion of management, the unaudited financial statements include all adjustments (consisting of only normal, recurring adjustments) necessary to present fairly the financial position as of August 27, 2016, the results of operations for the three months and nine months ended August 27, 2016 and August 29, 2015, and the cash flows for the nine months ended August 27, 2016 and August 29, 2015. Unaudited financial statements are prepared on a basis substantially consistent with those audited for the year ended November 30, 2015. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States have been condensed or omitted pursuant to the rules and regulations promulgated by the Securities and Exchange Commission. The Company's fiscal year ends on the last day of November.

It is suggested that these financial statements be read in conjunction with the November 30, 2015 Form 10-K filed with the SEC, including the audited financial statements and the accompanying notes thereto.

XML

SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Aug. 27, 2016

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES

Note 2 SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (US GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and expenses during the reporting period.  Actual results could differ from those estimates.

Revenue Recognition

Sales are recorded as shipments are made based upon contract prices.  Any losses anticipated on fixed price contracts are provided for currently.  Sales are recorded net of sales returns, allowances and discounts.

The Company recognizes sales when four basic criteria are met: (1) persuasive evidence of an arrangement exists; (2) shipment has occurred or services have been rendered; (3) the fee is fixed and determinable; and (4) collectibility is reasonably assured.

Deferred revenue represents prepayments from customers and will be recognized as sales when the products are shipped per the terms of the contract.

Short-Term Investments

The Company has $2,011,000 in short term investments at August 27, 2016. Short-term investments consist of certificates of deposits with initial maturities greater than 90 days.  These investments are reported at historical cost, which approximates fair value. All highly liquid investments with initial maturities of 90 days or less are classified as cash equivalents.  All short-term investments are securities which the Company has the ability and intent to hold to maturity and mature within one year.

Inventories

Inventories are stated at lower of cost or market value and include material, labor and manufacturing overhead.  All inventories are valued using the FIFO (first-in, first-out) method of inventory valuation. The Company determines the need to write inventory down below its cost via an analysis based on the usage of inventory over a three year period and projected usage based on current backlog.

 Income Taxes

The Company accounts for income taxes using the asset and liability method. Under this method the Company records deferred income taxes for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. The resulting deferred tax liabilities and assets are adjusted to reflect changes in tax law or rates in the period that includes the enactment date.

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost, and depreciation is provided using the straight-line method at rates based upon the following estimated useful lives (in years) of the assets:

Buildings	15
Facility improvements	8-15
Machinery and equipment	5-10
Furniture and fixtures	5-8

Construction in process is carried at cost and depreciated when the asset is placed in service.

The Company assesses long-lived assets for when events or circumstances indicate that an asset may be impaired. The estimated future undiscounted cash flows associated with the asset are compared to the asset's net book value to determine if a write down to market value less cost to sell is required.

Repairs and maintenance are expensed as incurred. Improvements which extend the useful life of property, plant, and equipment are capitalized.

Research and Development Costs

Costs for the design and development of new products and processes are expensed as incurred.

XML

NEW ACCOUNTING PRONOUNCEMENTS

9 Months Ended

Aug. 27, 2016

NEW ACCOUNTING PRONOUNCEMENTS

NEW ACCOUNTING PRONOUNCEMENTS

Note 3 NEW ACCOUNTING PRONOUNCEMENTS

On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods and services to customers. ASU No. 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. On July 9, 2015 the FASB agreed to defer the effective date to annual reporting periods beginning after December 15, 2017 and the interim periods within that year. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.

XML

FAIR VALUE MEASUREMENT

9 Months Ended

Aug. 27, 2016

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT

Note 4 FAIR VALUE MEASUREMENT

The Company had no financial assets or liabilities measured at fair value on a recurring basis as of August 27, 2016 and November 30, 2015.  The fair value of financial instruments such as cash and cash equivalents, short term investments, accounts receivable, and accounts payable approximate their carrying amount based on the short maturity of these instruments.  There were no nonfinancial assets measured at fair value on a nonrecurring basis at August 27, 2016 and November 30, 2015.

XML

COMMITMENTS

9 Months Ended

Aug. 27, 2016

COMMITMENTS

COMMITMENTS

Note 5 COMMITMENTS

On April 23, 2016, the Company renewed the Loan Agreement with a Texas banking institution.  The Loan Agreement provides for revolving credit loans, in amounts not to exceed a total principal balance of $6,000,000, and specific advance loans for acquisitions with an aggregate amount not to exceed $7,500,000 in a single advance or in multiple advances. The Loan Agreement also contains financial covenants to maintain at all times including (i) minimum working capital of not less than $4,000,000, (ii) a ratio of senior funded debt, minus the Company's balance sheet cash on hand to the extent in excess of $2,000,000 to EBITDA of not more than 3.0 to 1.0, and (iii) a ratio of free cash flow to debt service of not less than 1.2 to 1.0. The Company has not, to date, drawn any amounts under the loan agreement or the revolving line of credit and is currently in compliance with the financial covenants.

XML

EARNINGS PER COMMON SHARE

9 Months Ended

Aug. 27, 2016

EARNINGS PER COMMON SHARE

EARNINGS PER COMMON SHARE

Note 6 EARNINGS PER COMMON SHARE

Basic and diluted earnings per share are computed based upon the weighted average number of shares outstanding during the respective periods. Diluted earnings per share gives effect to all dilutive potential common shares. For the three months ended August 27, 2016 and August 29, 2015, the Company had no dilutive potential common stock.

XML

SHAREHOLDERS' EQUITY

9 Months Ended

Aug. 27, 2016

SHAREHOLDERS' EQUITY:

SHAREHOLDERS' EQUITY

Note 7 SHAREHOLDERS' EQUITY

On December 16, 2014, the Board of Directors of Micropac Industries, Inc. approved the payment of a special dividend of $0.10 per share for shareholders of record as of January 12, 2015.  The dividend was paid to  shareholders on February 10, 2015.

On December 15, 2015, the Board of Directors of Micropac Industries, Inc. approved the payment of a special dividend of $0.10 per share for shareholders of record as of January 12, 2016.  The dividend was paid to shareholders on February 11, 2016.

XML

Accounting Policies (Policies)

9 Months Ended

Aug. 27, 2016

Accounting policies

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (US GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and expenses during the reporting period.  Actual results could differ from those estimates.

Revenue Recognition

Revenue Recognition

Sales are recorded as shipments are made based upon contract prices.  Any losses anticipated on fixed price contracts are provided for currently.  Sales are recorded net of sales returns, allowances and discounts.

The Company recognizes sales when four basic criteria are met: (1) persuasive evidence of an arrangement exists; (2) shipment has occurred or services have been rendered; (3) the fee is fixed and determinable; and (4) collectibility is reasonably assured.

Deferred revenue represents prepayments from customers and will be recognized as sales when the products are shipped per the terms of the contract.

Short-Term Investments

Short-Term Investments

The Company has $2,011,000 in short term investments at August 27, 2016. Short-term investments consist of certificates of deposits with initial maturities greater than 90 days.  These investments are reported at historical cost, which approximates fair value. All highly liquid investments with initial maturities of 90 days or less are classified as cash equivalents.  All short-term investments are securities which the Company has the ability and intent to hold to maturity and mature within one year.

Inventories

Inventories

Inventories are stated at lower of cost or market value and include material, labor and manufacturing overhead.  All inventories are valued using the FIFO (first-in, first-out) method of inventory valuation. The Company determines the need to write inventory down below its cost via an analysis based on the usage of inventory over a three year period and projected usage based on current backlog.

Income Taxes

Income Taxes

The Company accounts for income taxes using the asset and liability method. Under this method the Company records deferred income taxes for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. The resulting deferred tax liabilities and assets are adjusted to reflect changes in tax law or rates in the period that includes the enactment date.

Property, Plant, and Equipment

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost, and depreciation is provided using the straight-line method at rates based upon the following estimated useful lives (in years) of the assets:

Buildings	15
Facility improvements	8-15
Machinery and equipment	5-10
Furniture and fixtures	5-8

Construction in process is carried at cost and depreciated when the asset is placed in service.

The Company assesses long-lived assets for when events or circumstances indicate that an asset may be impaired. The estimated future undiscounted cash flows associated with the asset are compared to the asset's net book value to determine if a write down to market value less cost to sell is required.

Repairs and maintenance are expensed as incurred. Improvements which extend the useful life of property, plant, and equipment are capitalized.

Research and Development Costs

Research and Development Costs

Costs for the design and development of new products and processes are expensed as incurred.

XML

Property, Plant, and Equipment (Tables)

9 Months Ended

Aug. 27, 2016

Property, Plant, and Equipment {1}

Property, Plant and Equipment

Property, plant, and equipment are carried at cost, and depreciation is provided using the straight-line method at rates based upon the following estimated useful lives (in years) of the assets:

Buildings	15
Facility improvements	8-15
Machinery and equipment	5-10
Furniture and fixtures	5-8

XML

Short term investments (Details)	Aug. 27, 2016 USD ($)
Short term investments Details
Short term investments maturity date more than 90 days	$ 2,011,000

XML

Property Estimated Life (Details)	9 Months Ended
	Aug. 27, 2016
Property Estimated Life
BuildingsAverageLife	15
FacilityImprovementsUsefulLifeMinimum	8
FacilityImprovementsUsefulLifeMaximum	15
Machinery and equipmentUsefulLifeMinimum	5
Machinery and equipmentUsefulLifeMaximum	10
FurnitureAndFixuresUsefulLifeMinimum	5
FurnitureAndFixuresUsefulLifeMaximum	8

XML

Fair Value Measurement (Details) - USD ($)	Aug. 27, 2016	Nov. 30, 2015
Fair Value Measurement
Financial assets or liabilities measured at fair value on a recurring basis	$ 0	$ 0
Nonfinancial assets measured at fair value on a nonrecurring basis	$ 0	$ 0

XML

Commitments (Details)	Apr. 23, 2016 USD ($)
Loan Agreement details
Loan Agreement provides for revolving credit loans,	$ 6,000,000
Advance loans for acquisitions to the Company with an aggregate amount not to exceed	7,500,000
Minimum working capital of not less than	4,000,000
Balance sheet cash on hand to the extent in excess	$ 2,000,000
Maximun EBITDA	3.0
Minimum EBITDA	1.0
Maximun free cash flow to debt service	1.2
Minimum free cash flow to debt service	1.0

XML

Earnings Per Common Share (Details) - shares shares in Thousands	3 Months Ended
	Aug. 27, 2016	Aug. 29, 2015
Earnings Per Common Share Details
Company had dilutive potential common stock	0	0

XML

Shareholders (Details)	Dec. 15, 2015	Dec. 16, 2014
Shareholders
Payment of special dividend to all shareholders	0.10	0.10