10-Q

UNITED STATES
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 September 30, 2020

OR

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

For the transition period from            to          

NORTECH SYSTEMS INCORPORATED

Commission file number 0-13257

State of Incorporation: Minnesota

IRS Employer Identification No. 41-1681094

Executive Offices: 7550 Meridian Circle N., Suite # 150, Maple Grove, MN 55369

Telephone number: (952) 345-2244

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share	NSYS	NASDAQ Capital Market

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 Regulations 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, smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☐	Accelerated Filer ☐
Non-accelerated Filer ☒ Emerging growth company ☐	Smaller Reporting Company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐    

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

Number of shares of $.01 par value common stock outstanding at November 4, 2020 was 2,657,530.

1

TABLE OF CONTENTS

		PAGE
PART I - FINANCIAL INFORMATION
Item 1  -	Financial Statements
	Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)	3
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Cash Flows	5
	Condensed Consolidated Statements of Shareholders’ Equity	6
	Condensed Notes to Consolidated Financial Statements	7-17
Item 2     -	Management's Discussion and Analysis of Financial Condition And Results of Operations	18-25
Item 3     -	Quantitative and Qualitative Disclosures About Market Risk	25
Item 4     -	Controls and Procedures	25
PART II - OTHER INFORMATION
Item 1     -	Legal Proceedings	26
Item 1A. -	Risk Factors	26
Item 2     -	Unregistered Sales of Equity Securities, Use of Proceeds	27
Item 3     -	Defaults on Senior Securities	27
Item 4     -	Mine Safety Disclosures	27
Item 5     -	Other Information	27
Item 6    -	Exhibits	27
SIGNATURES		28

2

PART

ITEM 1. FINANCIAL STATEMENTS

NORTECH SYSTEMS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

(IN THOUSANDS, EXCEPT SHARE DATA)

	THREE MONTHS ENDED						NINE MONTHS ENDED
	SEPTEMBER 30,						SEPTEMBER 30,
	2020			2019			2020			2019
Net Sales	$	26,362		$	30,058		$	80,263		$	85,515
Cost of Goods Sold		24,716			26,423			73,171			76,594
Gross Profit		1,646			3,635			7,092			8,921
Operating Expenses
Selling Expenses		594			589			1,945			2,147
General and Administrative Expenses		2,164			2,333			5,819			7,374
Gain on Sale of Property and Equipment		(3,821	)		-			(3,821	)		-
Total Operating Expenses		(1,063	)		2,922			3,943			9,521
Income (Loss) From Operations		2,709			713			3,149			(600	)
Other Expense
Interest Expense		(126	)		(256	)		(526	)		(780	)
Income (Loss) Before Income Taxes		2,583			457			2,623			(1,380	)
Income Tax Expense		612			44			638			122
Net Income (Loss)	$	1,971		$	413		$	1,985		$	(1,502	)
Net Income (Loss) Per Common Share:
Basic (in dollars per share)	$	0.74		$	0.16		$	0.75		$	(0.56	)
Weighted Average Number of Common Shares Outstanding - Basic (in shares)		2,657,530			2,657,911			2,657,530			2,667,754
Diluted (in dollars per share)	$	0.73		$	0.16		$	0.74		$	(0.56	)
Weighted Average Number of Common Shares Outstanding - Diluted (in shares)		2,703,029			2,657,911			2,678,698			2,667,754
Other comprehensive income (loss)
Foreign currency translation		96			(56	)		54			(56	)
Comprehensive income (loss), net of tax	$	2,067		$	357		$	2,039		$	(1,558	)

See Accompanying Condensed Notes to Condensed Consolidated Financial Statements

3

NORTECH SYSTEMS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS 

(IN THOUSANDS, EXCEPT SHARE DATA)

	SEPTEMBER 30,			DECEMBER 31,
	2020			2019(1)
	(Unaudited)
ASSETS
Current Assets
Cash	$	328		$	351
Restricted Cash		1,366			309
Accounts Receivable, less allowances of $493 and $335		16,019			18,558
Inventories		14,496			14,279
Contract Assets		7,334			7,659
Prepaid Expenses and Other Current Assets		1,274			2,128
Total Current Assets		40,817			43,284
Property and Equipment, Net		6,631			9,581
Operating Lease Assets		8,924			4,827
Goodwill		2,375			2,375
Other Intangible Assets, Net		1,210			1,343
Total Assets	$	59,957		$	61,410
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current Maturities of Long-Term Debt	$	444		$	444
Current Portion of Finance Lease Obligation		652			557
Current Portion of Operating Lease Obligations		614			858
Accounts Payable		11,213			14,014
Accrued Payroll and Commissions		2,912			3,493
Customer Deposits		631			618
Income Tax Payable		398			134
Other Accrued Liabilities		1,382			2,114
Total Current Liabilities		18,246			22,232
Long-Term Liabilities
Long Term Line of Credit		2,546			10,088
Long-Term Debt, Net		6,730			3,179
Long Term Finance Lease Obligation, Net		1,320			1,451
Long-Term Operating Lease Obligation, Net		8,832			4,366
Other Long-Term Liabilities		157			118
Total Long-Term Liabilities		19,585			19,202
Total Liabilities		37,831			41,434
Shareholders' Equity
Preferred Stock, $1 par value; 1,000,000 Shares Authorized: 250,000 Shares Issued and Outstanding		250			250
Common Stock - $0.01 par value; 9,000,000 Shares Authorized: 2,657,530 Shares Issued and Outstanding		27			27
Additional Paid-In Capital		15,859			15,748
Accumulated Other Comprehensive Loss		(203	)		(257	)
Retained Earnings		6,193			4,208
Total Shareholders' Equity		22,126			19,976
Total Liabilities and Shareholders' Equity	$	59,957		$	61,410

See Accompanying Condensed Notes to Condensed Consolidated Financial Statements

⁽¹⁾ The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

4

NORTECH SYSTEMS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS)

	NINE MONTHS ENDED
	SEPTEMBER 30,
	2020			2019
Cash Flows From Operating Activities
Net Income (Loss)	$	1,985		$	(1,502	)
Adjustments to Reconcile Net Income (Loss) to Net Cash
Used In Operating Activities
Depreciation and Amortization		1,703			1,648
Compensation on Stock-Based & Equity Awards		151			226
Deferred Taxes		-			1
Change in Accounts Receivable Allowance		158			101
Change in Inventory Reserves		398			285
Gain on Disposal of Property and Equipment		(3,821	)		-
Changes in Current Operating Items
Accounts Receivable		2,430			(158	)
Inventories		(567	)		(237	)
Contract Assets		325			(780	)
Prepaid Expenses and Other Current Assets		858			(641	)
Accounts Payable		(2,808	)		663
Accrued Payroll and Commissions		(621	)		(120	)
Other Accrued Liabilities		(290	)		281
Net Cash Used in Operating Activities		(99	)		(233	)
Cash Flows from Investing Activities
Proceeds from Sale of Property and Equipment		6,019			-
Purchase of Intangible Asset		(25	)		(37	)
Purchases of Property and Equipment		(397	)		(785	)
Net Cash Provided By (Used In) Investing Activities		5,597			(822	)
Cash Flows from Financing Activities
Net Change in Line of Credit		(7,542	)		3,165
Proceeds from Long-Term Debt		6,077			-
Principal Payments on Long-Term Debt		(2,567	)		(728	)
Principal Payments on Finance Leases		(432	)		(251	)
Stock option exercises		-			7
Share Repurchases		-			(130	)
Net Cash (Used In) Provided By Financing Activities		(4,464	)		2,063
Effect of Exchange Rate Changes on Cash		-			(2	)
Net Change in Cash		1,034			1,006
Cash - Beginning of Period		660			948
Cash - Ending of Period	$	1,694		$	1,954
Reconciliation of cash and restricted cash reported within the condensed consolidated balance sheets
Cash	$	328		$	160
Restricted Cash		1,366			1,794
Total cash and restricted cash reported in the condensed consolidated statements of cash flows	$	1,694		$	1,954
Supplemental Disclosure of Cash Flow Information:
Cash Paid During the Period for Interest	$	526		$	739
Cash Paid (Refunded) During the Period for Income Taxes		262			(83	)
Supplemental Noncash Investing and Financing Activities:
Property and Equipment Purchases in Accounts Payable		6			30
Equipment Acquired under Finance Lease		395			607

See Accompanying Condensed Notes to Condensed Consolidated Financial Statements

5

NORTECH SYSTEMS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(UNAUDITED)

(IN THOUSANDS)

								Accumulated
					Additional			Other			Retained			Total
	Preferred		Common		Paid-In			Comprehensive			Income			Shareholders'
	Stock		Stock		Capital			Loss			Earnings			Equity
BALANCE JUNE 30, 2019	$	250	$	27	$	15,682		$	(233	)	$	3,521		$	19,247
Net Income		-		-		-			-			413			413
Cumulative Adjustment		-		-		-			-			-			-
Foreign currency translation adjustment		-		-		-			(56	)		-			(56	)
Compensation on stock-based awards		-		-		35			-			-			35
Share repurchases		-		-		(4	)		-			-			(4	)
BALANCE SEPTEMBER 30, 2019	$	250	$	27	$	15,713		$	(289	)	$	3,934		$	19,635
BALANCE DECEMBER 31, 2018	$	250	$	27	$	15,610		$	(233	)	$	5,436		$	21,090
Net Income		-		-		-			-			(1,502	)		(1,502	)
Cumulative Adjustment		-		-		-			-			-			-
Foreign currency translation adjustment		-		-		-			(56	)		-			(56	)
Stock option exercises		-		-		7			-			-			7
Compensation on stock-based awards		-		-		226			-			-			226
Share repurchases		-		-		(130	)		-			-			(130	)
BALANCE SEPTEMBER 30, 2019	$	250	$	27	$	15,713		$	(289	)	$	3,934		$	19,635
BALANCE JUNE 30, 2020	$	250	$	27	$	15,823		$	(299	)	$	4,222		$	20,023
Net Income		-		-		-			-			1,971			1,971
Foreign currency translation adjustment		-		-		-			96			-			96
Compensation on stock-based awards		-		-		36			-			-			36
Share repurchases		-		-		-			-			-			-
BALANCE SEPTEMBER 30, 2020	$	250	$	27	$	15,859		$	(203	)	$	6,193		$	22,126
BALANCE DECEMBER 31, 2019	$	250	$	27	$	15,748		$	(257	)	$	4,208		$	19,976
Net Income		-		-		-			-			1,985			1,985
Foreign currency translation adjustment		-		-		-			54			-			54
Stock option exercises		-		-		-			-			-			-
Compensation on stock-based awards		-		-		111			-			-			111
Share repurchases		-		-		-			-			-			-
BALANCE SEPTEMBER 30, 2020	$	250	$	27	$	15,859		$	(203	)	$	6,193		$	22,126

See Accompanying Condensed Notes to Condensed Consolidated Financial Statements

6

CONDENSED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(DOLLARS IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
(UNAUDITED)

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements for the interim periods have been prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the financial information and footnotes required by GAAP for complete financial statements, although we believe the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year or for any other interim period. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In preparing these condensed consolidated financial statements, we have made our best estimates and judgments of certain amounts included in the condensed consolidated financial statements, giving due consideration to materiality. Changes in the estimates and assumptions used by us could have a significant impact on our financial results, since actual results could differ from those estimates.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of Nortech Systems Incorporated and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.

Revenue Recognition

Our revenue is comprised of product, engineering services and repair services. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract by transferring the promised product or service to our customer either when (or as) our customer obtains control of the product or service, with the majority of our revenue being recognized over time including goods produced under contract manufacturing agreements and services revenue. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The majority of our contracts have a single performance obligation. Revenue is recorded net of returns, allowances and customer discounts. Our net sales for services were less than 10% of our total sales for all periods presented, and accordingly, are included in net sales in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs charged to our customers are included in net sales, while the corresponding shipping expenses are included in cost of goods sold.

7

Stock-Based Awards

Following is the status of all stock options as of September 30, 2020:

	Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding - January 1, 2020		372,200		$	3.85
Granted		11,300			2.95
Exercised		-
Cancelled		(16,667	)		3.65
Outstanding - September 30, 2020		366,833		$	3.83		7.88	$	317
Exercisable - September 30, 2020		181,640		$	3.72		7.44	$	176

In May 2017, the shareholders approved the 2017 Stock Incentive Plan which has authorized the issuance of 400,000 shares including an additional 50,000 shares authorized in March 2020. There were 11,300 stock options granted during the nine months ended September 30, 2020.

Total compensation expense was $36 and $35 for the three months ended September 30, 2020 and 2019, respectively, and $111 and $226 for the nine months ended September 30, 2020 and 2019, respectively. As of September 30, 2020, there was $260 of unrecognized compensation which will vest over the next 2.39 years.

In November 2010, the Board of Directors adopted the Nortech Systems Incorporated Equity Appreciation Rights Plan (“2010 Plan”). The total number of Equity Appreciation Right Units (“Units”) that can be issued under the 2010 Plan shall not exceed an aggregate of 1,000,000 Units as amended and restated on March 11, 2015. During the nine months ended September 30, 2019, there were 137,500 Units granted. There were no Units granted during the nine months ended September 30, 2020. Total compensation expense related to the vested outstanding Units based on the estimated appreciation over their remaining terms was approximately $40 for both the three and nine months ended September 30, 2020 and no expense in the three and nine months ended September 30, 2019. The total long-term liability recorded for the Units at September 30, 2020 is $40.

Net Income (Loss) per Common Share

For the three and nine months ended September 30 ,2020, stock options of 45,326 and 21,110, respectively, were included in the computation of diluted income per common share amount as their impact were dilutive. For both the three months and nine months ended September 30, 2019, all stock options were deemed to be antidilutive and, therefore, were not included in the computation of income per common share amount.

8

Restricted Cash

Cash and cash equivalents classified as restricted cash on our condensed consolidated balance sheets are restricted as to withdrawal or use under the terms of certain contractual agreements. The September 30, 2020 balance included lockbox deposits that are temporarily restricted due to timing at the period end. The lockbox deposits are applied against our line of credit the next business day. As of September 30, 2020, we had outstanding letters of credit for $500 in total to Essjay Bemidji Holdings, LLC and Essjay Mankato Holdings, LLC.

Accounts Receivable and Allowance for Doubtful Accounts

Credit is extended based upon an evaluation of the customer’s financial condition and, while collateral is not required, the Company periodically receives surety bonds that guarantee payment. Credit terms are consistent with industry standards and practices. The amounts of trade accounts receivable have been reduced by an allowance for doubtful accounts of $493 at September 30, 2020 and $335 at December 31, 2019.

Inventories

Inventories are stated at the lower of cost (average cost method) or net realizable value. Costs include material, labor, and overhead required in the warehousing and production of our products. Inventory reserves are maintained for the estimated value of the inventories that may have a lower value than stated or quantities in excess of future production needs.

Inventories are as follows:

	September 30,			December 31,
	2020			2019
Raw Materials	$	15,314		$	15,245
Work in Process		607			479
Finished Goods		459			41
Reserves		(1,884	)		(1,486	)
Total	$	14,496		$	14,279

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Additions, improvements and major renewals are capitalized, while maintenance and minor repairs are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are removed from the accounts and the resulting gain or loss is reflected in operations. Leasehold improvements are depreciated over the shorter of their estimated useful lives or their remaining lease terms. All other property and equipment are depreciated by the straight-line method over their estimated useful lives.

In the three months ended September 30, 2020, we closed on a sale and leaseback agreement with Essjay Investment Company, LLC (“Essjay”) relating to the Company’s manufacturing facilities in Bemidji and Mankato, Minnesota. The Company received net proceeds from the sale, excluding closing costs, of approximately $6,019 and recorded a gain on sale of property of equipment of $3,821. The Company entered into lease agreements for the Bemidji, Minnesota facility and the Mankato, Minnesota facility for an initial 15-year term, with multiple 5-year renewal options. See disclosure of leases in Note 5, Leases.

9

Other Intangible Assets

Other intangible assets at September 30, 2020 and December 31, 2019 are as follows:

			September 30, 2020
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	759	$	543
Intellectual Property		3		100		100		-
Trade Names		20		814		214		600
Patents		7		67		-		67
Totals			$	2,283	$	1,073	$	1,210

			December 31, 2019
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	651	$	651
Intellectual Property		3		100		95		5
Trade Names		20		814		183		631
Patents		7		56		-		56
Totals			$	2,272	$	929	$	1,343

Amortization expense for the three and nine months ended September 30, 2020 was $47 and $145 respectively.

Estimated future annual amortization expense (not including projects in process) related to these assets is approximately as follows (in thousands):

Year	Amount
Remainder of 2020	$	46
2021		186
2022		185
2023		185
2024		113
Thereafter		428
Total	$	1,143

Impairment of Goodwill and Other Intangible Assets

In accordance with ASC 350, Goodwill and Other Intangible Assets, goodwill is not amortized but is required to be reviewed for impairment at least annually or when events or circumstances indicate that carrying value may exceed fair value. We test impairment annually as of October 1^st. No events were identified during the nine months ended September 30, 2020 that would require us to test for impairment. In testing goodwill for impairment, we perform a quantitative impairment test, including computing the fair value of the reporting unit and comparing that value to its carrying value. If the fair value is less than its carrying value, then the goodwill is determined to be impaired. In the event that goodwill is impaired, an impairment charge to earnings would become necessary.

10

Impairment Analysis

We evaluate long-lived assets, primarily property and equipment and intangible assets, as well as the related depreciation periods, whenever current events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability for assets to be held and used is based on our projection of the undiscounted future operating cash flows of the underlying assets. To the extent such projections indicate that future undiscounted cash flows are not sufficient to recover the carrying amounts of related assets, a charge might be required to reduce the carrying amount to equal estimated fair value. No impairment expense was recorded during the three and nine months ended September 30, 2020 and 2019, respectively.

Accounting Pronouncements Issued But Not Yet Adopted

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (ASC 326): Measurement of Credit Losses on Financial Instruments,” which amends the guidance on the impairment of financial instruments. The amendments in this update removes the thresholds that entities apply to measure credit losses on financial instruments measured at amortized cost, such as loans, trade receivables, reinsurance recoverables, off-balance-sheet credit exposures, and held-to-maturity securities. Under current U.S. GAAP, entities generally recognize credit losses when it is probable that the loss has been incurred. The guidance removes all current recognition thresholds and introduces the new current expected credit loss (“CECL”) model which will require entities to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that an entity expects to collect over the instrument’s contractual life. The new CECL model is based upon expected losses rather than incurred losses. The amendments in this update are effective for periods beginning after December 15, 2022; early adoption is permitted. We are currently evaluating the impact of this guidance on our financial condition and results of operations.

NOTE 2. CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS

Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and accounts receivable. With regard to cash, we maintain our excess cash balances in checking accounts at primarily two financial institutions, one in the United States and one in China. The account in the United States may at times exceed federally insured limits. Of the $1,694 in cash at September 30, 2020, approximately $244 was held at banks located in China. We grant credit to customers in the normal course of business and do not require collateral on our accounts receivable.

Our largest customer has two divisions that together accounted for 10% or more of our net sales during the three and nine months ended September 30, 2020 and 2019. One division accounted for approximately 20% and 21% of net sales for the three and nine months ended September 30, 2020, respectively, and approximately 19% and 21% for the three and nine months ended September 30, 2019, respectively. The other division accounted for approximately 3% of net sales for both the three months and nine months ended September 30, 2020, and approximately 3% net sales for the three and nine months ended September 30, 2019. Together they accounted for approximately 23% and 24% of net sales for the three and nine months ended September 30, 2020, respectively, and approximately 22% and 24% of net sales for both the three and nine months ended September 30, 2019, respectively. Accounts receivable from the customer at September 30, 2020 and December 31, 2019 represented approximately 37% and 36% of our total accounts receivable, respectively.

11

Export sales represented approximately 9% of net sales for both the three months ended September 30, 2020 and 2019. Export sales represented 10% and 15% of net sales for the nine months ended September 30, 2020 and 2019, respectively.

NOTE 3. REVENUE

Revenue recognition

Our revenue is comprised of product, engineering services and repair services. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract by transferring the promised product or service to our customer either when (or as) our customer obtains control of the product or service, with the majority of our revenue being recognized over time including goods produced under contract manufacturing agreements and services revenue. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The majority of our contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct.

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances and customer discounts. Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs are included in cost of goods sold.

The majority of our revenue is derived from the transfer of goods produced under contract manufacturing agreements which have no alternative use and we have an enforceable right to payment for our performance completed to date. Our performance obligations within our contract manufacturing agreements are generally satisfied over time as the goods are produced based on customer specifications and we have an enforceable right to payment for the goods produced. If these requirements are not met, the revenue is recognized at a point in time, generally upon shipment. Revenue under contract manufacturing agreements that was recognized over time accounted for approximately 80% and 84% of our revenue for the three and nine months ended September 30, 2020, respectively. Revenues under these agreements are generally recognized over time using an input measure based upon the proportion of actual costs incurred.

Accounting for contract manufacturing agreements involves the use of various techniques to estimate total revenue and costs. We estimate profit on these agreements as the difference between total estimated revenue and expected costs to complete the performance obligation within the terms of the agreement and recognize the respective profit as the goods are produced. The estimates to determine the profit earned on the performance obligation are based on anticipated selling prices and historical cost of goods sold and represent our best judgement at the time. Changes in judgements on these above estimates could impact the timing and amount of revenue recognized with a resulting impact on the timing and amount of associated profit.

On occasion our customers provide materials to be used in the manufacturing process and the fair value of the materials is included in revenue as noncash consideration at the point in time when the manufacturing process commences along with the same corresponding amount recorded as cost of goods sold. The inclusion of noncash consideration has no impact on overall profitability.

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Contract Assets

Contract assets, recorded as such in the Condensed Consolidated Balance Sheets, consist of unbilled amounts related to revenue recognized over time. Significant changes in the contract assets balance during the nine months ended September 30, 2020 was as follows:

Nine Months Ended September 30, 2020
Outstanding at January 1, 2020	$	7,659
Increase (decrease) attributed to:
Transferred to receivables from contract assets recognized		(6,104	)
Product transferred over time		5,779
Outstanding at September 30, 2020	$	7,334

We expect substantially all the remaining performance obligations for the contract assets recorded as of September 30, 2020, to be transferred to receivables within 90 days, with any remaining amounts to be transferred within 180 days. We bill our customers upon shipment with payment terms of up to 120 days.

The following tables summarize our net sales by market for the three and nine months ended September 30, 2020:

	Three Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	10,960	$	1,853	$	1,405	$	14,218
Industrial		4,527		791		620		5,938
Aerospace and Defense		5,525		16		665		6,206
Total net sales	$	21,012	$	2,660	$	2,690	$	26,362

	Three Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	14,399	$	1,661	$	983	$	17,043
Industrial		7,279		822		522		8,623
Aerospace and Defense		3,978		133		281		4,392
Total net sales	$	25,656	$	2,616	$	1,786	$	30,058

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	Nine Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	35,835	$	4,454	$	2,464	$	42,753
Industrial		17,434		3,354		1,213		22,001
Aerospace and Defense		14,160		396		953		15,509
Total net sales	$	67,429	$	8,204	$	4,630	$	80,263

	Nine Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	42,039	$	1,914	$	2,053	$	46,006
Industrial		22,847		2,297		1,146		26,290
Aerospace and Defense		12,236		375		608		13,219
Total net sales	$	77,122	$	4,586	$	3,807	$	85,515

NOTE 4. FINANCING ARRANGEMENTS

We have a credit agreement with Bank of America which was entered into on June 15, 2017 and amended effective December 29, 2017 and provides for a line of credit arrangement of $16,000 that expires on June 15, 2022. The credit arrangement also has a $5,000 real estate term note outstanding with a maturity date of June 15, 2022.

Under the Bank of America credit agreement, both the line of credit and real estate term notes are subject to variations in the LIBOR rate. Our line of credit bears interest at a weighted-average interest rate of 3.7% and 5.4% as of September 30, 2020 and 2019, respectively. We had borrowings on our line of credit of $2,546 and $10,088 outstanding as of September 30, 2020 and December 31, 2019, respectively. There are no subjective acceleration clauses under the credit agreement that would accelerate the maturity of our outstanding borrowings.

The line of credit and real estate term notes with Bank of America contain certain covenants which, among other things, require us to adhere to regular reporting requirements, abide by annual shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures. The availability under our line is subject to borrowing base requirements, and advances are at the discretion of the lender. The line of credit is secured by substantially all of our assets. At September 30, 2020, we had unused availability under our line of credit of $8,640, supported by our borrowing base.

The Bank of America Credit Agreement provides for, among other things, a Fixed Charge Coverage Ratio of not less than (i) 1.0 to 1.0, for the three months ending December 31, 2019, six months ending March 31, 2020, nine months ending June 30, 2020 and twelve months ending September 30, 2020 and each Fiscal Quarter end thereafter. The Company met the covenants for the period ended September 30, 2020.

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On April 15, 2020, we entered into a Promissory Note with Bank of America, N.A. (the “Promissory Note”), which provides for an unsecured loan of $6,077 pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act and applicable regulations (the “CARES Act”) of which funds were received on April 22, 2020. The Promissory Note has a term of 2 years with a 1% per annum interest rate. Payments are deferred for 10 months after the end of the Promissory Note covered period (which is defined as 24 weeks after the date of the loan) and we can apply for forgiveness of the Promissory Note after 60 days. Forgiveness of the Promissory Note will be determined in accordance with the provisions of the Cares Act and applicable regulations. Any principal and interest amounts outstanding after the determination of amounts forgiven will be repaid on a monthly basis.

Long-term debt at September 30, 2020 and December 30, 2019 consisted of following:

	September 30,			December 31,
	2020			2019
Real estate term notes bearing interest at one-month LIBOR + 2.25% (3.0% and 4.1% as of September 30, 2020 and December 31, 2019, respectively) maturing June 15, 2022 with monthly payments of approximately $41 plus interest secured by substantially all assets.	$	1,188		$	3,755
Promissory Note		6,077			-
		7,265			3,755
Debt issuance Costs		(91	)		(132	)
Total long-term debt		7,174			3,623
Current maturities of long-term debt		(444	)		(444	)
Long-term debt - net of current maturities	$	6,730		$	3,179

NOTE 5. LEASES

We have operating leases for certain manufacturing sites, office space, and equipment. Most leases include the option to renew, with renewal terms that can extend the lease term from one to five years or more. Right-of-use lease assets and lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments over the lease term which includes renewal periods we are reasonably certain to exercise. Our leases do not contain any material residual value guarantees or material restrictive covenants. At September 30, 2020, we do not have material lease commitments that have not commenced.

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Supplemental balance sheet information related to leases was as follows:

	Balance Sheet Location	September 30, 2020
Assets
Operating lease assets	Operating lease assets	$	8,924
Finance lease assets	Property, Plant and Equipment		2,493
Total leased assets		$	11,417
Liabilities
Current
Current operating lease liabilities	Current Portion of Operating Lease Obligations	$	614
Current finance lease liabilities	Current Portion of Finance Lease Obligations		652
Noncurrent
Long-term operating lease liabilities	Long Term Operating Lease Liabilities, Net		8,832
Long term finance lease liabilities	Long Term Finance Lease Obligations, Net		1,320
Total lease liabilities		$	11,418

Supplemental cash flow information related to leases was as follows:

	Nine Months Ended September 30,
	2020
Operating leases
Cash paid for amounts included in the measurement of lease liabilities	$	686
Right-of-use assets obtained in exchange for lease obligations	$	4,685

Maturities of lease liabilities were as follows:

	Operating Leases			Finance Leases			Total
Remaining 2020	$	351		$	207		$	558
2021		1,264			738			2,002
2022		1,279			575			1,854
2023		1,302			333			1,635
2024		1,374			277			1,651
Thereafter		9,489			20			9,509
Total lease payments	$	15,059		$	2,150		$	17,209
Less: Interest		(5,613	)		(178	)		(5,791	)
Present value of lease liabilities	$	9,446		$	1,972		$	11,418

The lease term and discount rate at September 30, 2020 were as follows:

Weighted-average remaining lease term (years)
Operating leases	11.1
Finance leases	3.3
Weighted-average discount rate
Operating leases	7.4	%
Finance leases	5.2	%

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NOTE 6. INCOME TAXES

On a quarterly basis, we estimate what our effective tax rate will be for the full fiscal year and record a quarterly income tax provision based on the anticipated rate. As the year progresses, we refine our estimate based on the facts and circumstances, including discrete events, by each tax jurisdiction. Our effective tax rate for the three and nine months ended September 30, 2020 was 24% and our effective tax rate for the three and nine months ended September 30, 2019 was 10% and (9%), respectively.

NOTE 7. RELATED PARTY TRANSACTIONS

During three and nine months ended September 30, 2020, we did business with Printed Circuits, Inc. which is 90% owned by the Kunin family, of which, owns a majority of our stock. We had expenses incurred totaling $0 and $35 during the three months ended September 30, 2020 and 2019, and $28 and $87 for the nine months ended September 30, 2020 and 2019, respectively to Printed Circuits, Inc.

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

Overview

We are a Maple Grove, Minnesota based full-service electronics manufacturing services (“EMS”) contract manufacturer of wire and cable assemblies, printed circuit board assemblies, higher-level assemblies and box builds for a wide range of industries. We provide value added engineering services and technical support including design, testing, prototyping and supply chain management to customers mainly in the aerospace and defense, medical, and industrial equipment markets. We maintain facilities in Bemidji, Blue Earth, Mankato, Maple Grove, Merrifield, and Milaca, Minnesota; Monterrey, Mexico; and Suzhou, China. All of our facilities are certified to one or more of the ISO/AS standards, including 9001, AS9100 and 13485, with most having additional certifications based on the needs of the customers they serve.

Recent Developments

Global Pandemic

In March 2020, the World Health Organization recognized the outbreak of a novel coronavirus (“COVID-19”) as a pandemic. While the COVID-19 pandemic has had an impact on our operations, we have been able to continue to operate our manufacturing facilities and provide essential services to our customers. Additionally, in an effort to protect the health and safety of our employees and in compliance with state regulations, we have instituted a work-from-home policy for employees who can perform their job functions offsite, implemented social distancing requirements and other measures to allow manufacturing and other personnel essential to production to continue work within our manufacturing facilities, and suspended all non-essential employee travel.

The full extent to which COVID-19 will directly or indirectly impact our business, financial condition, and results of operations will depend on future developments that are highly uncertain and cannot be accurately predicted, including new information that may emerge concerning COVID-19, the actions taken to contain it or treat its impact and the economic impact on local, regional, national and international markets. We will continue to assess the potential impact of the COVID-19 pandemic on our business, financial condition, and results of operations.

We continue to actively manage our cash and working capital to preserve adequate liquidity and ensure that our business can continue to operate during these uncertain times. 

Facility Consolidation 

To further improve operational efficiencies and lower overhead costs, the Company approved on August 7, 2020, the closure of our Merrifield, Minnesota, production facility, shifting wire and cable assembly, system-level assembly and printed circuit board (PCB) manufacturing to Nortech’s other Minnesota locations. The Merrifield production facility consolidation is expected to be complete on or before December 31, 2020, and will impact approximately 60 employees, who will be offered positions at other Nortech facilities in Minnesota. As of September 30, 2020, this closure did not qualify for held for sale nor discontinued operations accounting.

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Results of Operations

The following table presents statements of operations data as percentages of total net sales for the periods indicated:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2020			2019			2020			2019
Net Sales		100.0	%		100.0	%		100.0	%		100.0	%
Cost of Goods Sold		93.8			87.9			91.2			89.6
Gross Profit		6.2			12.1			8.8			10.4
Selling Expenses		2.3			2.0			2.4			2.5
General and Administrative Expenses		8.2			7.7			7.2			8.6
Gain on Sale of Property and Equipment		(14.5	)		0.0			(4.8	)		0.0
Income (Loss) from Operations		10.2			2.4			4.0			(0.7	)
Other Expenses		(0.5	)		(0.9	)		(0.7	)		(0.9	)
Income (Loss) Before Income Taxes		9.7			1.5			3.3			(1.6	)
Income Tax Expense		2.3			0.1			0.8			0.2
Net Income (Loss)		7.4	%		1.4	%		2.5	%		(1.8	)%

Net Sales

Net sales were $26.4 million in the third quarter of 2020, as compared to $30.1 million in the third quarter of the prior year, a decrease of $3.7 million or 12.3% that was driven in part by the COVID-19 pandemic. Net sales results were varied by markets; the medical market decreased by $2.8 million or 16.6% with medical devices accounting for the largest portion of the decrease. The industrial market decreased by $2.7 million or 31.1% of sales in the third quarter of 2020 as compared to the same quarter of 2019. Net sales from the aerospace and defense markets increased by $1.8 million or 41.3% of sales in the third quarter of 2020 as compared to the third quarter of 2019.

Net sales were $80.3 million in the nine months ended 2020, as compared to $85.5 million in the prior year, a decrease of $5.3 million or 6.1% that was driven in part by the COVID-19 pandemic. Net sales results were varied by markets; the medical market decreased by $3.3 million, or 7.1% with medical device accounting for 45.6% of the decrease and medical component products the remaining 54.4%. The industrial market decreased by $4.3 million of sales or 16.3% for the nine months ended September 30, 2020 as compared to the same period of 2019. Net sales from aerospace and defense markets increased by $2.3 million of sales or 17.3% for the nine months ended September 30, 2020 as compared to the same period of 2019.

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Net sales by our major EMS industry markets for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):

	Three months Ended September 30,							Nine Months Ended September 30,
	2020		2019		%			2020		2019		%
	$		$		Change			$		$		Change
Medical		14,218		17,043		(16.6	)		42,753		46,006		(7.1	)
Industrial		5,938		8,623		(31.1	)		22,001		26,290		(16.3	)
Aerospace and Defense		6,206		4,392		41.3			15,509		13,219		17.3
Total Net Sales		26,362		30,058		(12.3	)		80,263		85,515		(6.1	)

Net sales by timing of transfer of goods and services for the three and nine months ended September 30, 2020 is as follows (in thousands):

	Three Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	10,960	$	1,853	$	1,405	$	14,218
Industrial		4,527		791		620		5,938
Aerospace and Defense		5,525		16		665		6,206
Total net sales	$	21,012	$	2,660	$	2,690	$	26,362

	Nine Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	35,835	$	4,454	$	2,464	$	42,753
Industrial		17,434		3,354		1,213		22,001
Aerospace and Defense		14,160		396		953		15,509
Total net sales	$	67,429	$	8,204	$	4,630	$	80,263

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Net sales by timing of transfer of goods and services for the three and nine months ended September 30, 2019 is as follows (in thousands):

	Three Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	14,399	$	1,661	$	983	$	17,043
Industrial		7,279		822		522		8,623
Aerospace and Defense		3,978		133		281		4,392
Total net sales	$	25,656	$	2,616	$	1,786	$	30,058

	Nine Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	42,039	$	1,914	$	2,053	$	46,006
Industrial		22,847		2,297		1,146		26,290
Aerospace and Defense		12,236		375		608		13,219
Total net sales	$	77,122	$	4,586	$	3,807	$	85,515

Backlog

Our 90-day shipment backlog as of September 30, 2020 was $23 million, a 0.8% decrease from the beginning of the quarter and a 27.8% decrease from the prior year. Backlog for our medical customers has decreased 4.2% from the beginning of the quarter and decreased 35.4% from the prior year. Our industrial customers’ backlog increased 10.4% from the beginning of the quarter and decreased 41.7% from the prior year. The aerospace and defense backlog decreased 2.0% from the beginning of the quarter and increased 14.5% from the prior year. Our backlog consists of firm purchase orders we expect to ship in the next 90 days, with any remaining amounts to be transferred within 180 days.

90-day shipment backlog by our major EMS industry markets are as follows (in thousands):

	Shipment Backlog as of the Period Ended
	September 30,		June 30,		September 30,
	2020		2020		2019
Medical	$	11,484	$	11,987	$	17,778
Industrial		4,860		4,401		8,334
Aerospace and Defense		6,764		6,900		5,909
Total 90-Day Backlog	$	23,108	$	23,288	$	32,021

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Our 90-day backlog varies due to order size, manufacturing delays, contract terms and conditions and timing from customer delivery schedules and releases. These variables cause inconsistencies in comparing the backlog from one period to the next. Our total shipment backlog was $45.7 million at September 30, 2020 compared to $58.1 million at the end of September 30, 2019. This decrease was driven in part to the impact of COVID-19.

Gross Profit

Gross profit as a percent of net sales for the three months ended September 30, 2020 and 2019 was 6.2% and 12.1%, respectively. Gross profit as a percentage of sales for the nine months ended September 30, 2020 and 2019 was 8.8% and 10.4%, respectively. The decrease in both comparisons was driven by lower sales on a fixed cost base in part due to the impact of COVID-19 and increased inventory reserves.

Selling Expense

Selling expenses for the three months ended September 30, 2020 and 2019 was $0.6 million or 2.3% of sales and $0.6 million or 2.0% of sales, respectively. Selling expense for the nine months ended September 30, 2020 and 2019 was $1.9 million or 2.4% of sales and $2.1 million or 2.5% of sales, respectively.

General and Administrative Expense

General and administrative expenses for the three months ended September 30, 2020 and 2019 were $2.2 million or 8.2% of sales and $2.3 million or 7.7% of sales, respectively. General and administrative expenses for the nine months ended September 30, 2020 and 2019 were $5.8 million or 7.2% of sales and $7.4 million or 8.6% of sales, respectively. The decrease in the year to date comparison was due to higher spend in the prior year related one-time expenditures to improve operations in 2019 and the benefits of those cost reduction measures in 2020.

Gain on Sale of Property and Equipment

The gain on sale of property and equipment was $3.8 million in the three and nine months ended September 30, 2020. This gain was due to the sale leaseback transaction we completed in the period relating to the manufacturing facilities in Bemidji and Mankato, Minnesota.

Income (Loss) from Operations

Third quarter 2020 income from operations was $2.7 million compared to $0.7 million for the third quarter in 2019. Income from operations for the first nine months in 2020 was $3.1 million as compared to a loss of $0.6 million for the same comparable period in 2019.  The increase in the income from operations in both comparisons was due to the gain on sale of property and equipment of $3.8 million partially offset by lower gross profit.

Income Taxes

On a quarterly basis, we estimate what our effective tax rate will be for the full fiscal year and record a quarterly income tax provision based on the anticipated rate. As the year progresses, we refine our estimate based on the facts and circumstances, including discrete events, by each tax jurisdiction. Our effective tax rate for the three and nine months ended September 30, 2020 was 24% and our effective tax rate for the three and nine months ended September 30, 2019 was 10% and (9%), respectively.

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Net Income (Loss)

Net income for the three months ended September 30, 2020 and September 30, 2019 was $2.0 and $0.4 million, respectively. Net income for the nine months ended September 30, 2020 was $2.0 million and net loss for the nine months ended September 30, 2019 was $1.5 million.

Liquidity and Capital Resources

Our third quarter sales and shipment backlog were impacted by the COVID-19 pandemic. However, our focus on reducing costs, minimizing capital expenditures, and managing working capital mitigated the impact on liquidity. Due to the inherent uncertainty of this evolving situation, we are unable at this time to predict the likely impact of the COVID-19 pandemic on our future operations. However, we believe that cash provided by operations, funds available under the credit agreement with Bank of America, N.A. (BofA), funds available under a Promissory Note with BofA (“Promissory Note”) pursuant to the Paycheck Protection Program under the Coronavirus Aid, funds received from our sales leaseback transaction and cash on hand will be adequate to meet our liquidity needs, including working capital, capital expenditures, and debt payment obligations.

Net cash used in operating activities for the nine months ended September 30, 2020 and September 30, 2019 was $0.1 million and $0.2 million, respectively.

We have satisfied our liquidity needs over the past several years with cash flows generated from operations and a bank operating line of credit. We have a credit agreement with Bank of America (BofA) which was entered into on June 15, 2017 and amended on December 29, 2017 and provides for a line of credit arrangement of $16.0 million that expires on June 15, 2022. The credit arrangement also has a $5.0 million real estate term note outstanding with a maturity date of June 15, 2022.

Both the line of credit and real estate term notes are subject to fluctuations in the LIBOR rates. The line of credit and real estate term notes with BofA contain certain covenants which, among other things, require us to adhere to regular reporting requirements, abide by annual shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures. The availability under our line is subject to borrowing base requirements, and advances are at the discretion of the lender. The line of credit is secured by substantially all of our assets.

On September 30, 2020, we had outstanding advances of $2.5 million under the line of credit and unused availability of $8.6 million supported by our borrowing base. We believe our financing arrangements and cash flows to be provided by operations will be sufficient to satisfy our future working capital needs. Our working capital was $22.6 million and $21.1 million as of September 30, 2020 and December 31, 2019, respectively.

The Bank of America Credit Agreement provides for, among other things, a Fixed Charge Coverage Ratio of not less than (i) 1.0 to 1.0 for the three months ending December 31, 2019, six months ending March 31, 2020, nine months ending June 30, 2020 and twelve months ending September 30, 2020 and each fiscal quarter end thereafter. The Company met the covenants for the nine months ended September 30, 2020.

On April 15, 2020, we entered into a Promissory Note, which provides for an unsecured loan of $6.1 million pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act and applicable regulations (the “CARES Act”) of which funds were received on April 22, 2020. The Promissory Note has a term of 2 years with a 1% per annum interest rate. Payments are deferred for 10 months after the end of the Promissory Note covered period (which is defined as 24 weeks after the date of the loan) and we can apply for forgiveness of the Promissory Note after 60 days. Forgiveness of the Promissory Note will be determined in accordance with the provisions of the Cares Act and applicable regulations. Any principal and interest amount outstanding after the determination of amounts forgiven will be repaid on a monthly basis. We expect that all or a significant portion of the Promissory Note will be forgiven.

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Off-Balance Sheet Arrangements

We have not engaged in any off-balance sheet activities as defined in Item 303(a)(4) of Regulation S-K.

Critical Accounting Policies and Estimates

Our significant accounting policies and estimates are summarized in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2019. Some of our accounting policies require us to exercise significant judgment in selecting the appropriate assumptions for calculating financial estimates. Such judgments are subject to an inherent degree of uncertainty. These judgments are based on our historical experience, known trends in our industry, terms of existing contracts and other information from outside sources, as appropriate. Actual results could differ from these estimates.

Forward-Looking Statements

Those statements in the foregoing report that are not historical facts are forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

● Volatility in the marketplace which may affect market supply, demand of our products or currency exchange rates;

● Increased competition from within the EMS industry or the decision of OEMs to cease or limit outsourcing;

● Changes in the reliability and efficiency of our operating facilities or those of third parties;

● Risks related to availability of labor;

● Increases in certain raw material costs such as copper and oil;

● Commodity and energy cost instability;

● Risks related to FDA noncompliance;

● The loss of a major customer;

● General economic, financial and business conditions that could affect our financial condition and results of operations;

● Increased or unanticipated costs related to compliance with securities and environmental regulation;

● Disruption of global or local information management systems due to natural disaster or cyber-security incident;

● Outbreaks of epidemic, pandemic, or contagious diseases, such as the recent novel coronavirus that affect our operations, our customers' operations or our suppliers' operations.

The factors identified above are believed to be important factors (but not necessarily all of the important factors) that could cause actual results to differ materially from those expressed in any forward-looking statement made by us. Discussion of these factors is also incorporated in Part I, Item 1A, “Risk Factors,” and should be considered an integral part of Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Unpredictable or unknown factors not discussed herein could also have material adverse effects on forward-looking statements. All forward-looking statements included in this Form 10-Q are expressly qualified in their entirety by the forgoing cautionary statements. We undertake no obligations to update publicly any forward-looking statement (or its associated cautionary language) whether as a result of new information or future events.

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Please refer to forward-looking statements and risks as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and the risks set forth in PART II, ITEM 1A below.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

In accordance with Rule 13a-15(b) of the Securities Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this Quarterly Report on Form 10-Q, our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act). These controls and procedures are designed to ensure that information required to be disclosed in the Company’s Exchange Act reports is (1) recorded, processed, summarized and reported in a timely manner, and (2) accumulated and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based upon their evaluation of these disclosure controls and procedures as of the date of the evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting

Except for the implementation of certain internal controls related to the adoption of the new lease standard (ASC 842), there was no change in our internal control over financial reporting during our most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 

25

PART II

ITEM 1. LEGAL PROCEEDINGS

We are subject to various legal proceedings and claims that arise in the ordinary course of business.

ITEM 1A. RISK FACTORS

We are affected by the risks specific to us as well as factors that affect all businesses operating in a global market. The significant factors known to us that could materially adversely affect our business, financial condition or operating results or could cause our actual results to differ materially from our expectations are described in our annual report on Form 10-K for the fiscal year ended under the heading “Part I – Item 1A.Risk Factors.” Other than as noted below, there have been no material changes in the risk factors from those disclosed in the Annual Report on Form 10-K for the year ended December 31, 2019.

Pandemics or disease outbreaks such as the current novel coronavirus (COVID-19 virus) pandemic have affected and is expected to continue to affect adversely our operations, supply chains, financial condition and results of operations.

The coronavirus (COVID-19) pandemic is adversely affecting, and is expected to continue to affect adversely, our operations, supply chains, financial condition and results of operations, and we have experienced and expect to continue to experience unpredictable reductions in demand for certain of our services. During the current COVID-19 pandemic, the Company has experienced reduced sales, supply chain disruption, reduced customer demand and reduced availability of workforce.

Outbreaks of epidemic, pandemic, or contagious diseases, such as, historically, the Ebola virus, Middle East Respiratory Syndrome, Severe Acute Respiratory Syndrome, or the H1N1 virus, could cause a disruption to our business. Business disruptions could include temporary closures of our facilities or the facilities of our suppliers, reduced demand from customers, unavailability or restricted availability of our material portions of our workforce, raw materials or components necessary to manufacture our products, or disruptions or restrictions on our ability to travel or to distribute our products. Any disruption of our operations, our suppliers or our customers would likely impact our sales and operating results. In addition, a significant outbreak of epidemic, pandemic, or contagious diseases in the human population could result in a widespread health crisis that could adversely affect the economies and financial markets of many countries, resulting in an economic downturn that could affect demand for our products and services. Any of these events could negatively impact our sales and have a material adverse effect on our business, financial condition, results of operations, or cash flows.

We may be subject to additional regulatory scrutiny in the form of an audit or review as a result of our Paycheck Protection Program Promissory Note which would have an adverse effect on our liquidity.

On April 15, 2020, we entered into a Promissory Note with Bank of America, N.A. (the “Promissory Note”), which provides for an unsecured loan of $6.1 million pursuant to the Paycheck Protection Program (“PPP”) under the Coronavirus Aid, Relief, and Economic Security Act and applicable regulations (the “CARES Act”) of which; funds were received on April 22, 2020. On April 23, 2020, the Small Business Administration (“SBA”) issued new guidance that questioned whether a public company with substantial market value and access to capital markets would qualify to participate in the PPP under the CARES Act. Subsequently, on April 28, 2020, the secretary of the Treasury and SBA announced that the government will review all PPP loans of more than $2 million for which a borrower applies for forgiveness. Should we be audited or reviewed by the U.S. Department of Treasury as a result of filing an application for forgiveness or otherwise, such audit or review could result in legal and reputational costs as well as significant use of management time. While the Company believes that it acted in good faith and has complied with all requirements of the PPP, if we are audited and receive an adverse or negative finding in such audit, we could be required to return up to the full amount of the Promissory Note, which would reduce our liquidity by such amount and potentially subject us to fines and penalties.

26

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

As of September 30, 2020, our share repurchase program has expired, and no additional amounts are available for repurchase.

ITEM 3. DEFAULTS ON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

Exhibits

10.1* Third Quarter 2020 Earnings Release

31.1* Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.

31.2* Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.

32* Certification of the Chief Executive Officer and Chief Financial Officer, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101* Financial statements from the quarterly report on Form 10-Q for the quarter ended September 30, 2020, formatted in XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations and Comprehensive Loss, (iii) Condensed Consolidated Statements of Cash Flows, and (iv) the Condensed Notes to Condensed Consolidated Financial Statements.

*Filed herewith

27

Signatures

-------------

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Nortech Systems Incorporated and Subsidiaries

---------------------------------------------------------

Date: November 12, 2020	by /s/ Jay D. Miller
	Jay D. Miller Chief Executive Officer and President Nortech Systems Incorporated
Date: November 12, 2020	by /s/ Christopher D. Jones
	Christopher D. Jones Sr. Vice President and Chief Financial Officer Nortech Systems Incorporated

28

EX-10.1

Exhibit 10.1

November 12, 2020

Nortech Systems Announces Third-Quarter 2020 Results

MINNEAPOLIS, MINNESOTA, USA – Nortech Systems Incorporated (Nasdaq: NSYS) (the “Company”), a leading provider of engineering and manufacturing solutions for complex electromedical and electromechanical products serving the medical, aerospace & defense and industrial markets, reported net sales of $26.3 million for the third quarter ended September 30, 2020, compared with $30.1 million for the third quarter of 2019.

Operating income for the third quarter of 2020 was $2.7 million which includes a gain on sale of property and equipment of $3.8 million; this compares with operating income of $0.7 million for the third quarter of 2019. Net income for the third quarter of 2020 was $2.0 million, or $0.73 per diluted common share. This compares with net income for the third quarter of 2019 of $0.4 million, or $0.16 per diluted common share. Nortech’s backlog at the end of the third quarter 2020 was $45.8 million.

The Company closed on sale and leaseback agreements with Essjay Investment Company, LLC (“Essjay”) relating to the Company’s manufacturing facilities in Bemidji and Mankato, Minnesota during the third quarter of 2020. The Company received net proceeds from the sale, excluding closing costs, of approximately $6.0 million and recorded a gain on sale of property of equipment of $3.8 million. The Company entered into a lease agreement for the Bemidji, Minnesota facility and the Mankato, Minnesota facility for an initial 15-year term, with multiple 5-year renewal options.

The Nortech Merrifield production facility consolidation is on track and expected to be complete on or before December 31, 2020. By the end of 2020, the Company will shift nearly all of its Printed Circuit Board (PCB) manufacturing to its Mankato, Minnesota production facility, Nortech’s PCB center of excellence, and much of its complex wire and cable assembly production to its Bemidji, Minnesota production facility, Nortech’s wire and cable assembly center of excellence. This consolidation is impacting approximately 60 employees, who have been offered positions at other Nortech facilities in Minnesota and given outplacement assistance.

"Although our third quarter revenue, gross profit and backlog have been impacted by the COVID-19 pandemic, we are pleased with our recent improving bookings trend, and the strides we have proactively made to improve our financial liquidity with our sale and leaseback closing, the PPP loan and the plant consolidation continuing as planned. We expect this will allow us to operate through the current COVID-19 pandemic, invest in the business, create positive momentum for 2021, and succeed long term." stated Jay D. Miller, Chief Executive Officer and President.

Nortech, in partnership with our medical, industrial and defense customers, uses intelligence, innovation, speed and global expertise to provide manufacturing and engineering solutions. This enables our customers to be leaders in digital connectivity and data management to achieve their business goals. Nortech strives to be a premier workplace that fosters valued relationships internally and in our communities.

About Nortech Systems Incorporated Nortech Systems is a leading provider of design and manufacturing solutions for complex electromedical devices, electromechanical systems, assemblies, and components. Nortech Systems primarily serves the medical, aerospace & defense, and industrial markets. Its design services span concept development to commercial design, and include medical device, software, electrical, mechanical, and biomedical engineering. Its manufacturing and supply chain capabilities are vertically integrated around wire/cable/interconnect assemblies, printed circuit board assemblies, as well as system-level assembly, integration, and final test. Headquartered in Maple Grove, Minn., Nortech currently has seven manufacturing locations and design centers across the U.S., Latin America, and Asia. Nortech Systems is traded on the NASDAQ Stock Market under the symbol NSYS. Nortech’s website is www.nortechsys.com.

Forward-Looking Statements This press release contains forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. While this release is based on management’s best judgment and current expectations, actual results may differ and involve a number of risks and uncertainties. Specifically, the Company states that the consolidation of the Merrifield facility will be completed by year end yielding operational efficiencies and that its booking trend is improving. Important factors that could cause actual results to differ materially from the forward-looking statements include, without limitation: government regulation, volatility in market conditions which may affect market supply of and demand for the company’s products; increased competition; changes in the reliability and efficiency of operating facilities or those of third parties; risks related to availability of labor; commodity and energy cost instability; general economic, financial and business conditions that could affect the company’s financial condition and results of operations; as well as risk factors listed from time to time in the company’s filings with the SEC.

Contact Information is:

Chris Jones, CFO

cjones@nortechsys.com

952-345-2244

Condensed Consolidated Statements of Operations

(in thousands, except for share data)

	THREE MONTHS ENDED						NINE MONTHS ENDED
	September 30,						September 30,
	Unaudited			Unaudited			Unaudited			Unaudited
	2020			2019			2020			2019
Net Sales	$	26,362		$	30,058		$	80,263		$	85,515
Cost of Goods Sold		24,716			26,423			73,171			76,594
Gross Profit		1,646			3,635			7,092			8,921
		6.2	%		12.1	%		8.8	%		10.4	%
Operating Expenses
Selling Expenses		594			589			1,945			2,147
General and Administrative Expenses		2,164			2,333			5,819			7,374
Gain on Sale of Property and Equipment		(3,821	)		-			(3,821	)		-
Total Operating Expenses		(1,063	)		2,922			3,943			9,521
Income (Loss) from Operations		2,709			713			3,149			(600	)
Interest Expense		(126	)		(256	)		(526	)		(780	)
Income (Loss) Before Income Taxes		2,583			457			2,623			(1,380	)
Income Tax (Benefit) Expense		612			44			638			122
Net Income (Loss)	$	1,971		$	413		$	1,985		$	(1,502	)
Income (Loss) Per Common Share - Diluted	$	0.73		$	0.16		$	0.74		$	(0.56	)
Weighted Average Number of Common Shares Outstanding - Diluted		2,703,029			2,657,911			2,678,698			2,667,754

Condensed Consolidated Balance Sheets

(in thousands)

	September 30,		December 31,
	2020		2019
	Unaudited		Audited
Cash	$	328	$	351
Restricted Cash		1,366		309
Accounts Receivable		16,019		18,558
Inventories		14,496		14,279
Contract Assets		7,334		7,659
Prepaid Expenses and Other Current Assets		1,274		2,128
Property and Other Long-term Assets		15,555		14,408
Goodwill and Other Long-term Assets, Net		3,585		3,718
Total Assets	$	59,957	$	61,410
Accounts Payable	$	11,213	$	14,014
Current Portion of Lease Obligation		1,266		1,415
Other Current Liabilities		5,767		6,803
Long Term Line of Credit		2,546		10,088
Long-term Debt and Other Liabilities		6,887		3,297
Long Term Lease Obligation		10,152		5,817
Shareholders’ Equity		22,126		19,976
Total Liabilities and Shareholders’ Equity	$	59,957	$	61,410

EX-31.1

Exhibit 31.1

Certification of Chief Executive Officer

Pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934

I, Jay D. Miller, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Nortech Systems, Inc. and Subsidiary;

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 officers 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 the report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report 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 officers 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.

Date: November 12, 2020	By:	/s/ Jay D. Miller
		Jay D. Miller
		Chief Executive Officer and President
		Nortech Systems Incorporated

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer

Pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934

I, Christopher D. Jones, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Nortech Systems, Inc. and Subsidiary;

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 officers 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 the report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report 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 officers 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.

Date: November 12, 2020	By:	/s/ Christopher D. Jones
		Christopher D. Jones
		Sr. Vice President and Chief Financial Officer
		Nortech Systems Incorporated

EX-32

Exhibit 32

Written Statement of the Chief Executive Officer

Pursuant to 18 U.S.C. Section 1350

Solely for the purposes of complying with 18 U.S.C. Section 1350, I, the undersigned Jay D. Miller, hereby certify, based on my knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2020 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 12, 2020

By:	/s/ Jay D. Miller
	Jay D. Miller
	Chief Executive Officer and President
	Nortech Systems Incorporated

Written Statement of the Chief Financial Officer

Pursuant to 18 U.S.C. Section 1350

Solely for the purposes of complying with 18 U.S.C. Section 1350, I, the undersigned Christopher D. Jones, hereby certify, based on my knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2020 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 12, 2020

By:	/s/ Christopher D. Jones
	Christopher D. Jones
	Sr. Vice President and Chief Financial Officer
	Nortech Systems Incorporated

XML

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2020	Nov. 04, 2020
Document Information [Line Items]
Entity Registrant Name	NORTECH SYSTEMS INC
Entity Central Index Key	0000722313
Trading Symbol	nsys
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding (in shares)		2,657,530
Entity Shell Company	false
Document Type	10-Q
Document Period End Date	Sep. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Amendment Flag	false
Title of 12(b) Security	Common Stock, par value $.01 per share

XML

Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Net sales	$ 26,362	$ 30,058	$ 80,263	$ 85,515
Cost of Goods Sold	24,716	26,423	73,171	76,594
Gross Profit	1,646	3,635	7,092	8,921
Operating Expenses
Selling Expenses	594	589	1,945	2,147
General and Administrative Expenses	2,164	2,333	5,819	7,374
Gain on Sale of Property and Equipment	(3,821)		(3,821)
Total Operating Expenses	(1,063)	2,922	3,943	9,521
Income (Loss) From Operations	2,709	713	3,149	(600)
Other Expense
Interest Expense	(126)	(256)	(526)	(780)
Income (Loss) Before Income Taxes	2,583	457	2,623	(1,380)
Income Tax Expense	612	44	638	122
Net Income (Loss)	$ 1,971	$ 413	$ 1,985	$ (1,502)
Net Income (Loss) Per Common Share:
Basic (in dollars per share) (in dollars per share)	$ 0.74	$ 0.16	$ 0.75	$ (0.56)
Weighted Average Number of Common Shares Outstanding - Basic (in shares) (in shares)	2,657,530	2,657,911	2,657,530	2,667,754
Diluted (in dollars per share) (in dollars per share)	$ 0.73	$ 0.16	$ 0.74	$ (0.56)
Weighted Average Number of Common Shares Outstanding - Diluted (in shares) (in shares)	2,703,029	2,657,911	2,678,698	2,667,754
Other comprehensive income (loss)
Foreign currency translation	$ 96	$ (56)	$ 54	$ (56)
Comprehensive income (loss), net of tax	$ 2,067	$ 357	$ 2,039	$ (1,558)

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
ASSETS
Cash	$ 328	$ 351	[1]
Restricted Cash	1,366	309	[1]
Accounts Receivable, less allowances of $493 and $335	16,019	18,558	[1]
Inventories	14,496	14,279	[1]
Contract Assets	7,334	7,659	[1]
Prepaid Expenses and Other Current Assets	1,274	2,128	[1]
Total Current Assets	40,817	43,284	[1]
Property and Equipment, Net	6,631	9,581	[1]
Operating Lease Assets	8,924	4,827	[1]
Goodwill	2,375	2,375	[1]
Other Intangible Assets, Net	1,210	1,343	[1]
Total Assets	59,957	61,410	[1]
Current Liabilities
Current Maturities of Long-Term Debt	444	444	[1]
Current Portion of Finance Lease Obligation	652	557	[1]
Current Portion of Operating Lease Obligations	614	858	[1]
Accounts Payable	11,213	14,014	[1]
Accrued Payroll and Commissions	2,912	3,493	[1]
Customer Deposits	631	618
Income Tax Payable	398	134
Other Accrued Liabilities	1,382	2,114	[1]
Total Current Liabilities	18,246	22,232	[1]
Long-Term Liabilities
Long Term Line of Credit	2,546	10,088	[1]
Long-Term Debt, Net	6,730	3,179	[1]
Long Term Finance Lease Obligation, Net	1,320	1,451	[1]
Long-Term Operating Lease Obligation, Net	8,832	4,366	[1]
Other Long-Term Liabilities	157	118	[1]
Total Long-Term Liabilities	19,585	19,202	[1]
Total Liabilities	37,831	41,434	[1]
Shareholders' Equity
Preferred Stock, $1 par value; 1,000,000 Shares Authorized: 250,000 Shares Issued and Outstanding	250	250	[1]
Common Stock - $0.01 par value; 9,000,000 Shares Authorized: 2,657,530 Shares Issued and Outstanding	27	27
Additional Paid-In Capital	15,859	15,748	[1]
Accumulated Other Comprehensive Loss	(203)	(257)	[1]
Retained Earnings	6,193	4,208	[1]
Total Shareholders' Equity	22,126	19,976	[1]
Total Liabilities and Shareholders' Equity	$ 59,957	$ 61,410	[1]

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accounts receivable allowance	$ 493	$ 335	[1]
Preferred stock, par value (in dollars per share)	$ 1	$ 1	[1]
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000	[1]
Preferred stock, shares issued (in shares)	250,000	250,000	[1]
Preferred stock, shares outstanding (in shares)	250,000	250,000	[1]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	9,000,000	9,000,000
Common stock, shares issued (in shares)	2,657,530	2,657,530
Common stock, shares outstanding (in shares)	2,657,530	2,657,530

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash Flows From Operating Activities
Net Income (Loss)	$ 1,985	$ (1,502)
Adjustments to Reconcile Net Income (Loss) to Net Cash
Depreciation and Amortization	1,703	1,648
Compensation on Stock-Based & Equity Awards	151	226
Deferred Taxes		1
Change in Accounts Receivable Allowance	158	101
Change in Inventory Reserves	398	285
Gain on Disposal of Property and Equipment	(3,821)
Changes in Current Operating Items
Accounts Receivable	2,430	(158)
Inventories	(567)	(237)
Contract Assets	325	(780)
Prepaid Expenses and Other Current Assets	858	(641)
Accounts Payable	(2,808)	663
Accrued Payroll and Commissions	(621)	(120)
Other Accrued Liabilities	(290)	281
Net Cash Used in Operating Activities	(99)	(233)
Cash Flows from Investing Activities
Proceeds from Sale of Property and Equipment	6,019
Purchase of Intangible Asset	(25)	(37)
Purchases of Property and Equipment	(397)	(785)
Net Cash Provided By (Used In) Investing Activities	5,597	(822)
Cash Flows from Financing Activities
Net Change in Line of Credit	(7,542)	3,165
Proceeds from Long-Term Debt	6,077
Principal Payments on Long-Term Debt	(2,567)	(728)
Principal Payments on Finance Leases	(432)	(251)
Stock option exercises		7
Share Repurchases		(130)
Net Cash (Used In) Provided By Financing Activities	(4,464)	2,063
Effect of Exchange Rate Changes on Cash		(2)
Net Change in Cash	1,034	1,006
Cash - Beginning of Period	660	948
Cash - Ending of Period	1,694	1,954
Reconciliation of cash and restricted cash reported within the condensed consolidated balance sheets
Cash	328	160
Restricted Cash	1,366	1,794
Cash - Ending of Period	1,694	1,954
Supplemental Disclosure of Cash Flow Information:
Cash Paid During the Period for Interest	526	739
Cash Paid (Refunded) During the Period for Income Taxes	262	(83)
Supplemental Noncash Investing and Financing Activities:
Property and Equipment Purchases in Accounts Payable	6	30
Equipment Acquired under Finance Lease	$ 395	$ 607

XML

Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Cumulative Effect, Period of Adoption, Adjustment [Member] Preferred Stock [Member]	Cumulative Effect, Period of Adoption, Adjustment [Member] Common Stock [Member]	Cumulative Effect, Period of Adoption, Adjustment [Member] Additional Paid-in Capital [Member]	Cumulative Effect, Period of Adoption, Adjustment [Member] AOCI Attributable to Parent [Member]	Cumulative Effect, Period of Adoption, Adjustment [Member] Retained Earnings [Member]	Cumulative Effect, Period of Adoption, Adjustment [Member]	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
BALANCE at Dec. 31, 2018							$ 250	$ 27	$ 15,610	$ (233)	$ 5,436	$ 21,090
Net Income (Loss)											(1,502)	(1,502)
Foreign currency translation adjustment										(56)		(56)
Compensation on stock-based awards									226			226
Share repurchases									(130)			(130)
Stock option exercises									7			7
BALANCE at Sep. 30, 2019							250	27	15,713	(289)	3,934	19,635
BALANCE at Jun. 30, 2019							250	27	15,682	(233)	3,521	19,247
Net Income (Loss)												413
Foreign currency translation adjustment										(56)		(56)
Compensation on stock-based awards									35			35
Share repurchases									(4)			(4)
BALANCE at Sep. 30, 2019							250	27	15,713	(289)	3,934	19,635
BALANCE at Jun. 30, 2019							250	27	15,682	(233)	3,521	19,247
Net Income (Loss)											413	413
BALANCE at Jun. 30, 2020							250	27	15,823	(299)	4,222	20,023
BALANCE at Dec. 31, 2019							250	27	15,748	(257)	4,208	19,976	[1]
Net Income (Loss)											1,985	1,985
Foreign currency translation adjustment										54		54
Compensation on stock-based awards									111			111
Share repurchases
Stock option exercises
BALANCE at Sep. 30, 2020							250	27	15,859	(203)	6,193	22,126
BALANCE at Jun. 30, 2020							250	27	15,823	(299)	4,222	20,023
Net Income (Loss)											1,971	1,971
Foreign currency translation adjustment										96		96
Compensation on stock-based awards									36			36
Share repurchases
BALANCE at Sep. 30, 2020							$ 250	$ 27	$ 15,859	$ (203)	$ 6,193	$ 22,126

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

XML

Note 1 - Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Basis of Presentation and Significant Accounting Policies [Text Block]

NOTE

1.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements for the interim periods have been prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do

not

include all of the financial information and footnotes required by GAAP for complete financial statements, although we believe the disclosures are adequate to make the information presented

not

misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form

10

-K for the year ended

December 31, 2019.

The operating results for the interim periods presented are

not

necessarily indicative of the results expected for the full year or for any other interim period. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In preparing these condensed consolidated financial statements, we have made our best estimates and judgments of certain amounts included in the condensed consolidated financial statements, giving due consideration to materiality. Changes in the estimates and assumptions used by us could have a significant impact on our financial results, since actual results could differ from those estimates.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of Nortech Systems Incorporated and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.

Revenue Recognition

Our revenue is comprised of product, engineering services and repair services. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract by transferring the promised product or service to our customer either when (or as) our customer obtains control of the product or service, with the majority of our revenue being recognized over time including goods produced under contract manufacturing agreements and services revenue. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract's transaction price is allocated to each distinct performance obligation. The majority of our contracts have a single performance obligation. Revenue is recorded net of returns, allowances and customer discounts. Our net sales for services were less than

10%

of our total sales for all periods presented, and accordingly, are included in net sales in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs charged to our customers are included in net sales, while the corresponding shipping expenses are included in cost of goods sold.

Stock-Based Awards

Following is the status of all stock options as of

September 30, 2020:

	Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding - January 1, 2020		372,200		$	3.85
Granted		11,300			2.95
Exercised		-
Cancelled		(16,667	)		3.65
Outstanding - September 30, 2020		366,833		$	3.83		7.88	$	317
Exercisable - September 30, 2020		181,640		$	3.72		7.44	$	176

In

May 2017,

the shareholders approved the

2017

Stock Incentive Plan which has authorized the issuance of

400,000

shares including an additional

50,000

shares authorized in

March 2020.

There were

11,300

stock options granted during the

nine

months ended

September 30, 2020.

Total compensation expense was

$36

and

$35

for the

three

months ended

September 30, 2020

and

2019,

respectively, and

$111

and

$226

for the

nine

months ended

September 30, 2020

and

2019,

respectively. As of

September 30, 2020,

there was

$260

of unrecognized compensation which will vest over the next

2.39

years.

In

November 2010,

the Board of Directors adopted the Nortech Systems Incorporated Equity Appreciation Rights Plan (

“2010

Plan”). The total number of Equity Appreciation Right Units (“Units”) that can be issued under the

2010

Plan shall

not

exceed an aggregate of

1,000,000

Units as amended and restated on

March 11, 2015.

During the

nine

months ended

September 30, 2019,

there were

137,500

Units granted. There were

no

Units granted during the

nine

months ended

September 30, 2020.

Total compensation expense related to the vested outstanding Units based on the estimated appreciation over their remaining terms was approximately

$40

for both the

three

and

nine

months ended

September 30, 2020

and

no

expense in the

three

and

nine

months ended

September 30, 2019.

The total long-term liability recorded for the Units at

September 30, 2020

is

$40.

Net Income (Loss) per Common Share

For the

three

and

nine

months ended

September 30 ,2020,

stock options of

45,326

and

21,110,

respectively, were included in the computation of diluted income per common share amount as their impact were dilutive. For both the

three

months and

nine

months ended

September 30, 2019,

all stock options were deemed to be antidilutive and, therefore, were

not

included in the computation of income per common share amount.

Restricted Cash

Cash and cash equivalents classified as restricted cash on our condensed consolidated balance sheets are restricted as to withdrawal or use under the terms of certain contractual agreements. The

September 30, 2020

balance included lockbox deposits that are temporarily restricted due to timing at the period end. The lockbox deposits are applied against our line of credit the next business day. As of

September 30, 2020,

we had outstanding letters of credit for

$500

in total to Essjay Bemidji Holdings, LLC and Essjay Mankato Holdings, LLC.

Accounts Receivable and Allowance for Doubtful Accounts

Credit is extended based upon an evaluation of the customer's financial condition and, while collateral is

not

required, the Company periodically receives surety bonds that guarantee payment. Credit terms are consistent with industry standards and practices. The amounts of trade accounts receivable have been reduced by an allowance for doubtful accounts of

$493

at

September 30, 2020

and

$335

at

December 31, 2019.

Inventories

Inventories are stated at the lower of cost (average cost method) or net realizable value. Costs include material, labor, and overhead required in the warehousing and production of our products. Inventory reserves are maintained for the estimated value of the inventories that

may

have a lower value than stated or quantities in excess of future production needs.

Inventories are as follows:

	September 30,			December 31,
	2020			2019
Raw Materials	$	15,314		$	15,245
Work in Process		607			479
Finished Goods		459			41
Reserves		(1,884	)		(1,486	)
Total	$	14,496		$	14,279

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Additions, improvements and major renewals are capitalized, while maintenance and minor repairs are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are removed from the accounts and the resulting gain or loss is reflected in operations. Leasehold improvements are depreciated over the shorter of their estimated useful lives or their remaining lease terms. All other property and equipment are depreciated by the straight-line method over their estimated useful lives.

In the

three

months ended

September 30, 2020,

we closed on a sale and leaseback agreement with Essjay Investment Company, LLC (“Essjay”) relating to the Company's manufacturing facilities in Bemidji and Mankato, Minnesota. The Company received net proceeds from the sale, excluding closing costs, of approximately

$6,019

and recorded a gain on sale of property of equipment of

$3,821.

The Company entered into lease agreements for the Bemidji, Minnesota facility and the Mankato, Minnesota facility for an initial

15

-year term, with multiple

5

-year renewal options. See disclosure of leases in Note

5,

Leases.

Other Intangible Asse

ts

Other intangible assets at

September 30, 2020

and

December 31, 2019

are as follows:

			September 30, 2020
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	759	$	543
Intellectual Property		3		100		100		-
Trade Names		20		814		214		600
Patents		7		67		-		67
Totals			$	2,283	$	1,073	$	1,210

			December 31, 2019
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	651	$	651
Intellectual Property		3		100		95		5
Trade Names		20		814		183		631
Patents		7		56		-		56
Totals			$	2,272	$	929	$	1,343

Amortization expense for the

three

and

nine

months ended

September 30, 2020

was

$47

and

$145

respectively.

Estimated future annual amortization expense (

not

including projects in process) related to these assets is approximately as follows (in thousands):

Year	Amount
Remainder of 2020	$	46
2021		186
2022		185
2023		185
2024		113
Thereafter		428
Total	$	1,143

Impairment of Goodwill and Other Intangible Assets

In accordance with ASC

350,

Goodwill and Other Intangible Assets

, goodwill is

not

amortized but is required to be reviewed for impairment at least annually or when events or circumstances indicate that carrying value

may

exceed fair value. We test impairment annually as of

October 1

st

.

No

events were identified during the

nine

months ended

September 30, 2020

that would require us to test for impairment. In testing goodwill for impairment, we perform a quantitative impairment test, including computing the fair value of the reporting unit and comparing that value to its carrying value. If the fair value is less than its carrying value, then the goodwill is determined to be impaired. In the event that goodwill is impaired, an impairment charge to earnings would become necessary.

Impairment Analysis

We evaluate long-lived assets, primarily property and equipment and intangible assets, as well as the related depreciation periods, whenever current events or changes in circumstances indicate that the carrying amount of an asset or asset group

may

not

be recoverable. Recoverability for assets to be held and used is based on our projection of the undiscounted future operating cash flows of the underlying assets. To the extent such projections indicate that future undiscounted cash flows are

not

sufficient to recover the carrying amounts of related assets, a charge might be required to reduce the carrying amount to equal estimated fair value.

No

impairment expense was recorded during the

three

and

nine

months ended

September 30, 2020

and

2019,

respectively.

Accounting Pronouncements Issued But

Not

Yet Adopted

In

June 2016,

the FASB issued ASU

No.

 

2016

-

13,

“Financial Instruments - Credit Losses (ASC

326

): Measurement of Credit Losses on Financial Instruments,” which amends the guidance on the impairment of financial instruments. The amendments in this update removes the thresholds that entities apply to measure credit losses on financial instruments measured at amortized cost, such as loans, trade receivables, reinsurance recoverables, off-balance-sheet credit exposures, and held-to-maturity securities. Under current U.S. GAAP, entities generally recognize credit losses when it is probable that the loss has been incurred. The guidance removes all current recognition thresholds and introduces the new current expected credit loss (“CECL”) model which will require entities to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that an entity expects to collect over the instrument's contractual life. The new CECL model is based upon expected losses rather than incurred losses. The amendments in this update are effective for periods beginning after

December 15, 2022;

early adoption is permitted. We are currently evaluating the impact of this guidance on our financial condition and results of operations.

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Note 2 - Concentration of Credit Risk and Major Customers

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Concentration Risk Disclosure [Text Block]

NOTE

2.

CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS

Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and accounts receivable. With regard to cash, we maintain our excess cash balances in checking accounts at primarily

two

financial institutions,

one

in the United States and

one

in China. The account in the United States

may

at times exceed federally insured limits. Of the

$1,694

in cash at

September 30, 2020,

approximately

$244

was held at banks located in China. We grant credit to customers in the normal course of business and do

not

require collateral on our accounts receivable.

Our largest customer has

two

divisions that together accounted for

10%

or more of our net sales during the

three

and

nine

months ended

September 30, 2020

and

2019.

One division accounted for approximately

20%

and

21%

of net sales for the

three

and

nine

months ended

September 30, 2020,

respectively, and approximately

19%

and

21%

for the

three

and

nine

months ended

September 30, 2019,

respectively. The other division accounted for approximately

3%

of net sales for both the

three

months and

nine

months ended

September 30, 2020,

and approximately

3%

net sales for the

three

and

nine

months ended

September 30, 2019.

Together they accounted for approximately

23%

and

24%

of net sales for the

three

and

nine

months ended

September 30, 2020,

respectively, and approximately

22%

and

24%

of net sales for both the

three

and

nine

months ended

September 30, 2019,

respectively. Accounts receivable from the customer at

September 30, 2020

and

December 31, 2019

represented approximately

37%

and

36%

of our total accounts receivable, respectively.

Export sales represented approximately

9%

of net sales for both the

three

months ended

September 30, 2020

and

2019.

Export sales represented

10%

and

15%

of net sales for the

nine

months ended

September 30, 2020

and

2019,

respectively.

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Note 3 - Revenue

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

NOTE

3.

REVENUE

Revenue recognition

Our revenue is comprised of product, engineering services and repair services. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract by transferring the promised product or service to our customer either when (or as) our customer obtains control of the product or service, with the majority of our revenue being recognized over time including goods produced under contract manufacturing agreements and services revenue. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract's transaction price is allocated to each distinct performance obligation. The majority of our contracts have a single performance obligation, as the promise to transfer products or services is

not

separately identifiable from other promises in the contract and, therefore,

not

distinct.

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances and customer discounts. Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs are included in cost of goods sold.

The majority of our revenue is derived from the transfer of goods produced under contract manufacturing agreements which have

no

alternative use and we have an enforceable right to payment for our performance completed to date. Our performance obligations within our contract manufacturing agreements are generally satisfied over time as the goods are produced based on customer specifications and we have an enforceable right to payment for the goods produced. If these requirements are

not

met, the revenue is recognized at a point in time, generally upon shipment. Revenue under contract manufacturing agreements that was recognized over time accounted for approximately

80%

and

84%

of our revenue for the

three

and

nine

months ended

September 30, 2020,

respectively. Revenues under these agreements are generally recognized over time using an input measure based upon the proportion of actual costs incurred.

Accounting for contract manufacturing agreements involves the use of various techniques to estimate total revenue and costs. We estimate profit on these agreements as the difference between total estimated revenue and expected costs to complete the performance obligation within the terms of the agreement and recognize the respective profit as the goods are produced. The estimates to determine the profit earned on the performance obligation are based on anticipated selling prices and historical cost of goods sold and represent our best judgement at the time. Changes in judgements on these above estimates could impact the timing and amount of revenue recognized with a resulting impact on the timing and amount of associated profit.

On occasion our customers provide materials to be used in the manufacturing process and the fair value of the materials is included in revenue as noncash consideration at the point in time when the manufacturing process commences along with the same corresponding amount recorded as cost of goods sold. The inclusion of noncash consideration has

no

impact on overall profitability.

Contract Assets

Contract assets, recorded as such in the Condensed Consolidated Balance Sheets, consist of unbilled amounts related to revenue recognized over time. Significant changes in the contract assets balance during the

nine

months ended

September 30, 2020

was as follows:

Nine Months Ended September 30, 2020
Outstanding at January 1, 2020	$	7,659
Increase (decrease) attributed to:
Transferred to receivables from contract assets recognized		(6,104	)
Product transferred over time		5,779
Outstanding at September 30, 2020	$	7,334

We expect substantially all the remaining performance obligations for the contract assets recorded as of

September 30, 2020,

to be transferred to receivables within

90

days, with any remaining amounts to be transferred within

180

days. We bill our customers upon shipment with payment terms of up to

120

days.

The following tables summarize our net sales by market for the

three

and

nine

months ended

September 30, 2020:

	Three Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	10,960	$	1,853	$	1,405	$	14,218
Industrial		4,527		791		620		5,938
Aerospace and Defense		5,525		16		665		6,206
Total net sales	$	21,012	$	2,660	$	2,690	$	26,362

	Three Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	14,399	$	1,661	$	983	$	17,043
Industrial		7,279		822		522		8,623
Aerospace and Defense		3,978		133		281		4,392
Total net sales	$	25,656	$	2,616	$	1,786	$	30,058

	Nine Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	35,835	$	4,454	$	2,464	$	42,753
Industrial		17,434		3,354		1,213		22,001
Aerospace and Defense		14,160		396		953		15,509
Total net sales	$	67,429	$	8,204	$	4,630	$	80,263

	Nine Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	42,039	$	1,914	$	2,053	$	46,006
Industrial		22,847		2,297		1,146		26,290
Aerospace and Defense		12,236		375		608		13,219
Total net sales	$	77,122	$	4,586	$	3,807	$	85,515

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Note 4 - Financing Arrangements

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Debt Disclosure [Text Block]

NOTE

4.

FINANCING ARRANGEMENTS

We have a credit agreement with Bank of America which was entered into on

June 15, 2017

and amended effective

December 29, 2017

and provides for a line of credit arrangement of

$16,000

that expires on

June 

15,

2022.

The credit arrangement also has a

$5,000

real estate term note outstanding with a maturity date of

June 15, 2022.

Under the Bank of America credit agreement, both the line of credit and real estate term notes are subject to variations in the LIBOR rate. Our line of credit bears interest at a weighted-average interest rate of

3.7%

and

5.4%

as of

September 30, 2020

and

2019,

respectively. We had borrowings on our line of credit of

$2,546

and

$10,088

outstanding as of

September 30, 2020

and

December 31, 2019,

respectively. There are

no

subjective acceleration clauses under the credit agreement that would accelerate the maturity of our outstanding borrowings.

The line of credit and real estate term notes with Bank of America contain certain covenants which, among other things, require us to adhere to regular reporting requirements, abide by annual shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures. The availability under our line is subject to borrowing base requirements, and advances are at the discretion of the lender. The line of credit is secured by substantially all of our assets. At

September 30, 2020,

we had unused availability under our line of credit of

$8,640,

supported by our borrowing base.

The Bank of America Credit Agreement provides for, among other things, a Fixed Charge Coverage Ratio of

not

less than (i) 

1.0

to

1.0,

for the

three

months ending

December 31, 2019,

six

months ending

March 31, 2020,

nine

months ending

June 30, 2020

and

twelve

months ending

September 30, 2020

and each Fiscal Quarter end thereafter. The Company met the covenants for the period ended

September 30, 2020.

On

April 15, 2020,

we entered into a Promissory Note with Bank of America, N.A. (the “Promissory Note”), which provides for an unsecured loan of

$6,077

pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act and applicable regulations (the “CARES Act”) of which funds were received on

April 22, 2020.

The Promissory Note has a term of

2

years with a

1%

per annum interest rate. Payments are deferred for

10

months after the end of the Promissory Note covered period (which is defined as

24

weeks after the date of the loan) and we can apply for forgiveness of the Promissory Note after

60

days. Forgiveness of the Promissory Note will be determined in accordance with the provisions of the Cares Act and applicable regulations. Any principal and interest amounts outstanding after the determination of amounts forgiven will be repaid on a monthly basis.

Long-term debt at

September 30, 2020

and

December 30, 2019

consisted of following:

	September 30,			December 31,
	2020			2019
Real estate term notes bearing interest at one-month LIBOR + 2.25% (3.0% and 4.1% as of September 30, 2020 and December 31, 2019, respectively) maturing June 15, 2022 with monthly payments of approximately $41 plus interest secured by substantially all assets.	$	1,188		$	3,755
Promissory Note		6,077			-
		7,265			3,755
Debt issuance Costs		(91	)		(132	)
Total long-term debt		7,174			3,623
Current maturities of long-term debt		(444	)		(444	)
Long-term debt - net of current maturities	$	6,730		$	3,179

XML

Note 5 - Leases

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Lease Disclosure [Text Block]

NOTE

5.

LEASES

We have operating leases for certain manufacturing sites, office space, and equipment. Most leases include the option to renew, with renewal terms that can extend the lease term from

one

to

five

years or more. Right-of-use lease assets and lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments over the lease term which includes renewal periods we are reasonably certain to exercise. Our leases do

not

contain any material residual value guarantees or material restrictive covenants. At

September 30, 2020,

we do

not

have material lease commitments that have

not

commenced.

Supplemental balance sheet information related to leases was as follows:

	Balance Sheet Location	September 30, 2020
Assets
Operating lease assets	Operating lease assets	$	8,924
Finance lease assets	Property, Plant and Equipment		2,493
Total leased assets		$	11,417
Liabilities
Current
Current operating lease liabilities	Current Portion of Operating Lease Obligations	$	614
Current finance lease liabilities	Current Portion of Finance Lease Obligations		652
Noncurrent
Long-term operating lease liabilities	Long Term Operating Lease Liabilities, Net		8,832
Long term finance lease liabilities	Long Term Finance Lease Obligations, Net		1,320
Total lease liabilities		$	11,418

Supplemental cash flow information related to leases was as follows:

	Nine Months Ended September 30,
	2020
Operating leases
Cash paid for amounts included in the measurement of lease liabilities	$	686
Right-of-use assets obtained in exchange for lease obligations	$	4,685

Maturities of lease liabilities were as follows:

	Operating Leases			Finance Leases			Total
Remaining 2020	$	351		$	207		$	558
2021		1,264			738			2,002
2022		1,279			575			1,854
2023		1,302			333			1,635
2024		1,374			277			1,651
Thereafter		9,489			20			9,509
Total lease payments	$	15,059		$	2,150		$	17,209
Less: Interest		(5,613	)		(178	)		(5,791	)
Present value of lease liabilities	$	9,446		$	1,972		$	11,418

The lease term and discount rate at

September 30, 2020

were as follows:

Weighted-average remaining lease term (years)
Operating leases	11.1
Finance leases	3.3
Weighted-average discount rate
Operating leases	7.4	%
Finance leases	5.2	%

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Note 6 - Income Taxes

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Income Tax Disclosure [Text Block]

NOTE

6.

INCOME TAXES

On a quarterly basis, we estimate what our effective tax rate will be for the full fiscal year and record a quarterly income tax provision based on the anticipated rate. As the year progresses, we refine our estimate based on the facts and circumstances, including discrete events, by each tax jurisdiction. Our effective tax rate for the

three

and

nine

months ended

September 30, 2020

was

24%

and our effective tax rate for the

three

and

nine

months ended

September 30, 2019

was

10%

and (

9%

), respectively.

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Note 7 - Related Party Transactions

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Related Party Transactions Disclosure [Text Block]

NOTE

7.

RELATED PARTY TRANSACTIONS

During

three

and

nine

months ended

September 30, 2020,

we did business with Printed Circuits, Inc. which is

90%

owned by the Kunin family, of which, owns a majority of our stock. We had expenses incurred totaling

$0

and

$35

during the

three

months ended

September 30, 2020

and

2019,

and

$28

and

$87

for the

nine

months ended

September 30, 2020

and

2019,

respectively to Printed Circuits, Inc.

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Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements for the interim periods have been prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do

not

include all of the financial information and footnotes required by GAAP for complete financial statements, although we believe the disclosures are adequate to make the information presented

not

misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form

10

-K for the year ended

December 31, 2019.

The operating results for the interim periods presented are

not

necessarily indicative of the results expected for the full year or for any other interim period. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In preparing these condensed consolidated financial statements, we have made our best estimates and judgments of certain amounts included in the condensed consolidated financial statements, giving due consideration to materiality. Changes in the estimates and assumptions used by us could have a significant impact on our financial results, since actual results could differ from those estimates.

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

The condensed consolidated financial statements include the accounts of Nortech Systems Incorporated and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.

Revenue [Policy Text Block]

Revenue Recognition

Our revenue is comprised of product, engineering services and repair services. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract by transferring the promised product or service to our customer either when (or as) our customer obtains control of the product or service, with the majority of our revenue being recognized over time including goods produced under contract manufacturing agreements and services revenue. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract's transaction price is allocated to each distinct performance obligation. The majority of our contracts have a single performance obligation. Revenue is recorded net of returns, allowances and customer discounts. Our net sales for services were less than

10%

of our total sales for all periods presented, and accordingly, are included in net sales in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs charged to our customers are included in net sales, while the corresponding shipping expenses are included in cost of goods sold.

Share-based Payment Arrangement [Policy Text Block]

Stock-Based Awards

Following is the status of all stock options as of

September 30, 2020:

	Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding - January 1, 2020		372,200		$	3.85
Granted		11,300			2.95
Exercised		-
Cancelled		(16,667	)		3.65
Outstanding - September 30, 2020		366,833		$	3.83		7.88	$	317
Exercisable - September 30, 2020		181,640		$	3.72		7.44	$	176

In

May 2017,

the shareholders approved the

2017

Stock Incentive Plan which has authorized the issuance of

400,000

shares including an additional

50,000

shares authorized in

March 2020.

There were

11,300

stock options granted during the

nine

months ended

September 30, 2020.

Total compensation expense was

$36

and

$35

for the

three

months ended

September 30, 2020

and

2019,

respectively, and

$111

and

$226

for the

nine

months ended

September 30, 2020

and

2019,

respectively. As of

September 30, 2020,

there was

$260

of unrecognized compensation which will vest over the next

2.39

years.

In

November 2010,

the Board of Directors adopted the Nortech Systems Incorporated Equity Appreciation Rights Plan (

“2010

Plan”). The total number of Equity Appreciation Right Units (“Units”) that can be issued under the

2010

Plan shall

not

exceed an aggregate of

1,000,000

Units as amended and restated on

March 11, 2015.

During the

nine

months ended

September 30, 2019,

there were

137,500

Units granted. There were

no

Units granted during the

nine

months ended

September 30, 2020.

Total compensation expense related to the vested outstanding Units based on the estimated appreciation over their remaining terms was approximately

$40

for both the

three

and

nine

months ended

September 30, 2020

and

no

expense in the

three

and

nine

months ended

September 30, 2019.

The total long-term liability recorded for the Units at

September 30, 2020

is

$40.

Earnings Per Share, Policy [Policy Text Block]

Net Income (Loss) per Common Share

For the

three

and

nine

months ended

September 30 ,2020,

stock options of

45,326

and

21,110,

respectively, were included in the computation of diluted income per common share amount as their impact were dilutive. For both the

three

months and

nine

months ended

September 30, 2019,

all stock options were deemed to be antidilutive and, therefore, were

not

included in the computation of income per common share amount.

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

Restricted Cash

Cash and cash equivalents classified as restricted cash on our condensed consolidated balance sheets are restricted as to withdrawal or use under the terms of certain contractual agreements. The

September 30, 2020

balance included lockbox deposits that are temporarily restricted due to timing at the period end. The lockbox deposits are applied against our line of credit the next business day. As of

September 30, 2020,

we had outstanding letters of credit for

$500

in total to Essjay Bemidji Holdings, LLC and Essjay Mankato Holdings, LLC.

Accounts Receivable [Policy Text Block]

Accounts Receivable and Allowance for Doubtful Accounts

Credit is extended based upon an evaluation of the customer's financial condition and, while collateral is

not

required, the Company periodically receives surety bonds that guarantee payment. Credit terms are consistent with industry standards and practices. The amounts of trade accounts receivable have been reduced by an allowance for doubtful accounts of

$493

at

September 30, 2020

and

$335

at

December 31, 2019.

Inventory, Policy [Policy Text Block]

Inventories

Inventories are stated at the lower of cost (average cost method) or net realizable value. Costs include material, labor, and overhead required in the warehousing and production of our products. Inventory reserves are maintained for the estimated value of the inventories that

may

have a lower value than stated or quantities in excess of future production needs.

Inventories are as follows:

	September 30,			December 31,
	2020			2019
Raw Materials	$	15,314		$	15,245
Work in Process		607			479
Finished Goods		459			41
Reserves		(1,884	)		(1,486	)
Total	$	14,496		$	14,279

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Additions, improvements and major renewals are capitalized, while maintenance and minor repairs are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are removed from the accounts and the resulting gain or loss is reflected in operations. Leasehold improvements are depreciated over the shorter of their estimated useful lives or their remaining lease terms. All other property and equipment are depreciated by the straight-line method over their estimated useful lives.

In the

three

months ended

September 30, 2020,

we closed on a sale and leaseback agreement with Essjay Investment Company, LLC (“Essjay”) relating to the Company's manufacturing facilities in Bemidji and Mankato, Minnesota. The Company received net proceeds from the sale, excluding closing costs, of approximately

$6,019

and recorded a gain on sale of property of equipment of

$3,821.

The Company entered into lease agreements for the Bemidji, Minnesota facility and the Mankato, Minnesota facility for an initial

15

-year term, with multiple

5

-year renewal options. See disclosure of leases in Note

5,

Leases.

Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]

Other Intangible Asse

ts

Other intangible assets at

September 30, 2020

and

December 31, 2019

are as follows:

			September 30, 2020
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	759	$	543
Intellectual Property		3		100		100		-
Trade Names		20		814		214		600
Patents		7		67		-		67
Totals			$	2,283	$	1,073	$	1,210

			December 31, 2019
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	651	$	651
Intellectual Property		3		100		95		5
Trade Names		20		814		183		631
Patents		7		56		-		56
Totals			$	2,272	$	929	$	1,343

Amortization expense for the

three

and

nine

months ended

September 30, 2020

was

$47

and

$145

respectively.

Estimated future annual amortization expense (

not

including projects in process) related to these assets is approximately as follows (in thousands):

Year	Amount
Remainder of 2020	$	46
2021		186
2022		185
2023		185
2024		113
Thereafter		428
Total	$	1,143

Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block]

Impairment of Goodwill and Other Intangible Assets

In accordance with ASC

350,

Goodwill and Other Intangible Assets

, goodwill is

not

amortized but is required to be reviewed for impairment at least annually or when events or circumstances indicate that carrying value

may

exceed fair value. We test impairment annually as of

October 1

st

.

No

events were identified during the

nine

months ended

September 30, 2020

that would require us to test for impairment. In testing goodwill for impairment, we perform a quantitative impairment test, including computing the fair value of the reporting unit and comparing that value to its carrying value. If the fair value is less than its carrying value, then the goodwill is determined to be impaired. In the event that goodwill is impaired, an impairment charge to earnings would become necessary.

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Impairment Analysis

We evaluate long-lived assets, primarily property and equipment and intangible assets, as well as the related depreciation periods, whenever current events or changes in circumstances indicate that the carrying amount of an asset or asset group

may

not

be recoverable. Recoverability for assets to be held and used is based on our projection of the undiscounted future operating cash flows of the underlying assets. To the extent such projections indicate that future undiscounted cash flows are

not

sufficient to recover the carrying amounts of related assets, a charge might be required to reduce the carrying amount to equal estimated fair value.

No

impairment expense was recorded during the

three

and

nine

months ended

September 30, 2020

and

2019,

respectively.

New Accounting Pronouncements, Policy [Policy Text Block]

Accounting Pronouncements Issued But

Not

Yet Adopted

In

June 2016,

the FASB issued ASU

No.

 

2016

-

13,

“Financial Instruments - Credit Losses (ASC

326

): Measurement of Credit Losses on Financial Instruments,” which amends the guidance on the impairment of financial instruments. The amendments in this update removes the thresholds that entities apply to measure credit losses on financial instruments measured at amortized cost, such as loans, trade receivables, reinsurance recoverables, off-balance-sheet credit exposures, and held-to-maturity securities. Under current U.S. GAAP, entities generally recognize credit losses when it is probable that the loss has been incurred. The guidance removes all current recognition thresholds and introduces the new current expected credit loss (“CECL”) model which will require entities to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that an entity expects to collect over the instrument's contractual life. The new CECL model is based upon expected losses rather than incurred losses. The amendments in this update are effective for periods beginning after

December 15, 2022;

early adoption is permitted. We are currently evaluating the impact of this guidance on our financial condition and results of operations.

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Note 1 - Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Share-based Payment Arrangement, Option, Activity [Table Text Block]

	Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding - January 1, 2020		372,200		$	3.85
Granted		11,300			2.95
Exercised		-
Cancelled		(16,667	)		3.65
Outstanding - September 30, 2020		366,833		$	3.83		7.88	$	317
Exercisable - September 30, 2020		181,640		$	3.72		7.44	$	176

Schedule of Inventory, Current [Table Text Block]

	September 30,			December 31,
	2020			2019
Raw Materials	$	15,314		$	15,245
Work in Process		607			479
Finished Goods		459			41
Reserves		(1,884	)		(1,486	)
Total	$	14,496		$	14,279

Schedule of Finite-Lived Intangible Assets [Table Text Block]

			September 30, 2020
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	759	$	543
Intellectual Property		3		100		100		-
Trade Names		20		814		214		600
Patents		7		67		-		67
Totals			$	2,283	$	1,073	$	1,210

			December 31, 2019
			Gross
			Carrying		Accumulated		Net Book
	Years		Amount		Amortization		Value
Customer Relationships		9	$	1,302	$	651	$	651
Intellectual Property		3		100		95		5
Trade Names		20		814		183		631
Patents		7		56		-		56
Totals			$	2,272	$	929	$	1,343

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Year	Amount
Remainder of 2020	$	46
2021		186
2022		185
2023		185
2024		113
Thereafter		428
Total	$	1,143

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Note 3 - Revenue (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]

Nine Months Ended September 30, 2020
Outstanding at January 1, 2020	$	7,659
Increase (decrease) attributed to:
Transferred to receivables from contract assets recognized		(6,104	)
Product transferred over time		5,779
Outstanding at September 30, 2020	$	7,334

Disaggregation of Revenue [Table Text Block]

	Three Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	10,960	$	1,853	$	1,405	$	14,218
Industrial		4,527		791		620		5,938
Aerospace and Defense		5,525		16		665		6,206
Total net sales	$	21,012	$	2,660	$	2,690	$	26,362

	Three Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	14,399	$	1,661	$	983	$	17,043
Industrial		7,279		822		522		8,623
Aerospace and Defense		3,978		133		281		4,392
Total net sales	$	25,656	$	2,616	$	1,786	$	30,058

	Nine Months Ended September 30, 2020
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	35,835	$	4,454	$	2,464	$	42,753
Industrial		17,434		3,354		1,213		22,001
Aerospace and Defense		14,160		396		953		15,509
Total net sales	$	67,429	$	8,204	$	4,630	$	80,263

	Nine Months Ended September 30, 2019
	Product/ Service Transferred Over Time		Product Transferred at Point in Time		Noncash Consideration		Total Net Sales by Market
Medical	$	42,039	$	1,914	$	2,053	$	46,006
Industrial		22,847		2,297		1,146		26,290
Aerospace and Defense		12,236		375		608		13,219
Total net sales	$	77,122	$	4,586	$	3,807	$	85,515

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Note 4 - Financing Arrangements (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Schedule of Long-term Debt Instruments [Table Text Block]

	September 30,			December 31,
	2020			2019
Real estate term notes bearing interest at one-month LIBOR + 2.25% (3.0% and 4.1% as of September 30, 2020 and December 31, 2019, respectively) maturing June 15, 2022 with monthly payments of approximately $41 plus interest secured by substantially all assets.	$	1,188		$	3,755
Promissory Note		6,077			-
		7,265			3,755
Debt issuance Costs		(91	)		(132	)
Total long-term debt		7,174			3,623
Current maturities of long-term debt		(444	)		(444	)
Long-term debt - net of current maturities	$	6,730		$	3,179

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Note 5 - Leases (Tables)

9 Months Ended

Sep. 30, 2020

Notes Tables

Schedule of Supplemental Balance Sheet Information Related to Leases [Table Text Block]

	Balance Sheet Location	September 30, 2020
Assets
Operating lease assets	Operating lease assets	$	8,924
Finance lease assets	Property, Plant and Equipment		2,493
Total leased assets		$	11,417
Liabilities
Current
Current operating lease liabilities	Current Portion of Operating Lease Obligations	$	614
Current finance lease liabilities	Current Portion of Finance Lease Obligations		652
Noncurrent
Long-term operating lease liabilities	Long Term Operating Lease Liabilities, Net		8,832
Long term finance lease liabilities	Long Term Finance Lease Obligations, Net		1,320
Total lease liabilities		$	11,418

Lease, Cost [Table Text Block]

	Nine Months Ended September 30,
	2020
Operating leases
Cash paid for amounts included in the measurement of lease liabilities	$	686
Right-of-use assets obtained in exchange for lease obligations	$	4,685

Weighted-average remaining lease term (years)
Operating leases	11.1
Finance leases	3.3
Weighted-average discount rate
Operating leases	7.4	%
Finance leases	5.2	%

Schedule of Lease Liability Maturity [Table Text Block]

	Operating Leases			Finance Leases			Total
Remaining 2020	$	351		$	207		$	558
2021		1,264			738			2,002
2022		1,279			575			1,854
2023		1,302			333			1,635
2024		1,374			277			1,651
Thereafter		9,489			20			9,509
Total lease payments	$	15,059		$	2,150		$	17,209
Less: Interest		(5,613	)		(178	)		(5,791	)
Present value of lease liabilities	$	9,446		$	1,972		$	11,418

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Note 1 - Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	[1]	May 31, 2017	Nov. 30, 2010
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)				11,300
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares)		45,326		21,110
Letters of Credit Outstanding, Amount		$ 500		$ 500
Accounts Receivable, Allowance for Credit Loss, Current		493		493		$ 335
Proceeds from Sale of Property, Plant, and Equipment, Total		6,019		6,019
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property		3,821		3,821
Amortization of Intangible Assets, Total		47		145
Impairment of Long-Lived Assets to be Disposed of		$ 0	0	$ 0	0
Minnesota Facilities [Member]
Lessee, Operating Lease, Term of Contract (Year)		15 years		15 years
Lessee, Operating Lease, Renewal Term (Year)		5 years		5 years
Share-based Payment Arrangement, Option [Member]
Share-based Payment Arrangement, Expense		$ 36	35	$ 111	226
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total		260		$ 260
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)				2 years 142 days
Stock Appreciation Rights (SARs) [Member]
Share-based Payment Arrangement, Expense		40	$ 0	$ 40	$ 0
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total		$ 40		$ 40
Stock Incentive Plan 2017 [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)								400,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized (in shares)	50,000
Equity Appreciation Rights Plan 2010 [Member] | Stock Appreciation Rights (SARs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)									1,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)				0	137,500

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 1 - Summary of Significant Accounting Policies - Stock Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($) $ / shares shares
Outstanding (in shares) | shares	372,200
Outstanding, weighted average exercise price per share (in dollars per share) | $ / shares	$ 3.85
Granted (in shares) | shares	11,300
Granted, weighted average exercise price per share (in dollars per share) | $ / shares	$ 2.95
Cancelled (in shares) | shares	(16,667)
Cancelled, weighted average exercise price per share (in dollars per share) | $ / shares	$ 3.65
Outstanding (in shares) | shares	366,833
Outstanding, weighted average exercise price per share (in dollars per share) | $ / shares	$ 3.83
Outstanding, weighted average remaining contractual term (Year)	7 years 321 days
Outstanding, aggregate intrinsic value | $	$ 317
Exercisable (in shares) | shares	181,640
Exercisable, weighted average exercise price per share (in dollars per share) | $ / shares	$ 3.72
Exercisable, weighted average remaining contractual term (Year)	7 years 160 days
Exercisable, aggregate intrinsic value | $	$ 176

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Note 1 - Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Raw Materials	$ 15,314	$ 15,245
Work in Process	607	479
Finished Goods	459	41
Reserves	(1,884)	(1,486)
Total	$ 14,496	$ 14,279	[1]

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 1 - Summary of Significant Accounting Policies - Other Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Gross carrying amount	$ 2,283	$ 2,272
Accumulated amortization	1,073	929
Net book value	$ 1,210	$ 1,343	[1]
Customer Relationships [Member]
Remaining lives (Year)	9 years	9 years
Gross carrying amount	$ 1,302	$ 1,302
Accumulated amortization	759	651
Net book value	$ 543	$ 651
Intellectual Property [Member]
Remaining lives (Year)	3 years	3 years
Gross carrying amount	$ 100	$ 100
Accumulated amortization	100	95
Net book value		$ 5
Trade Names [Member]
Remaining lives (Year)	20 years	20 years
Gross carrying amount	$ 814	$ 814
Accumulated amortization	214	183
Net book value	$ 600	$ 631
Patents [Member]
Remaining lives (Year)	7 years	7 years
Gross carrying amount	$ 67	$ 56
Accumulated amortization
Net book value	$ 67	$ 56

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 1 - Summary of Significant Accounting Policies - Estimated Future Annual Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	[1]
Total	$ 1,210	$ 1,343
Finite-lived Intangible Assets, Excluding Projects in Process [Member]
Remainder of 2020	46
2021	186
2022	185
2023	185
2024	113
Thereafter	428
Total	$ 1,143

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 2 - Concentration of Credit Risk and Major Customers (Details Textual) $ in Thousands	3 Months Ended		6 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2020 USD ($)	Sep. 30, 2019	Jun. 30, 2019	Sep. 30, 2020 USD ($)	Sep. 30, 2019	Dec. 31, 2019
Excess Cash Balances, Number of High Credit Quality Financial Institutions				2
Cash, Ending Balance	$ 1,694			$ 1,694
Concentration Risk, Number of Divisions			2	2
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Division One of Largest Customer [Member]
Concentration Risk, Percentage	20.00%	19.00%		21.00%	21.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Division Two of Largest Customer [Member]
Concentration Risk, Percentage	3.00%	3.00%		3.00%	3.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Largest Customer [Member]
Concentration Risk, Percentage	23.00%	22.00%		24.00%	24.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Largest Customer [Member]
Concentration Risk, Percentage				37.00%		36.00%
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | Largest Customer [Member]
Concentration Risk, Percentage	9.00%	9.00%		10.00%	15.00%
UNITED STATES
Excess Cash Balances, Number of High Credit Quality Financial Institutions				1
CHINA
Excess Cash Balances, Number of High Credit Quality Financial Institutions				1
Cash, Ending Balance	$ 244			$ 244

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Note 3 - Revenue 1 (Details Textual)	3 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2020
Percentage of Revenue Transferred to Customers	80.00%	84.00%
Revenue Remaining Performance Obligation, Customers Upon Shipment With Payment Terms (Day)		120 days

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Note 3 - Revenue 2 (Details Textual)	Sep. 30, 2020
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Day)	180 days

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Note 3 - Revenue - Contract Assets (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($)
Outstanding at January 1, 2020	$ 7,659
Transferred to receivables from contract assets recognized	(6,104)
Product transferred over time	5,779
Outstanding at September 30, 2020	$ 7,334

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Note 3 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Net sales	$ 26,362	$ 30,058	$ 80,263	$ 85,515
Medical [Member]
Net sales	14,218	17,043	42,753	46,006
Industrial [Member]
Net sales	5,938	8,623	22,001	26,290
Aerospace and Defense [Member]
Net sales	6,206	4,392	15,509	13,219
Transferred over Time [Member]
Net sales	21,012	25,656	67,429	77,122
Transferred over Time [Member] | Medical [Member]
Net sales	10,960	14,399	35,835	42,039
Transferred over Time [Member] | Industrial [Member]
Net sales	4,527	7,279	17,434	22,847
Transferred over Time [Member] | Aerospace and Defense [Member]
Net sales	5,525	3,978	14,160	12,236
Transferred at Point in Time [Member]
Net sales	2,660	2,616	8,204	4,586
Transferred at Point in Time [Member] | Medical [Member]
Net sales	1,853	1,661	4,454	1,914
Transferred at Point in Time [Member] | Industrial [Member]
Net sales	791	822	3,354	2,297
Transferred at Point in Time [Member] | Aerospace and Defense [Member]
Net sales	16	133	396	375
Noncash Consideration [Member]
Net sales	2,690	1,786	4,630	3,807
Noncash Consideration [Member] | Medical [Member]
Net sales	1,405	983	2,464	2,053
Noncash Consideration [Member] | Industrial [Member]
Net sales	620	522	1,213	1,146
Noncash Consideration [Member] | Aerospace and Defense [Member]
Net sales	$ 665	$ 281	$ 953	$ 608

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Note 4 - Financing Arrangements (Details Textual) $ in Thousands		9 Months Ended
	Apr. 15, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($)	Jun. 15, 2017 USD ($)
Proceeds from Issuance of Long-term Debt, Total		$ 6,077
Paycheck Protection Program CARES Act [Member]
Proceeds from Issuance of Long-term Debt, Total	$ 6,077
Bank of America [Member] | Credit Agreement [Member]
Long-term Line of Credit, Total		2,546		$ 10,088
Line of Credit Facility, Remaining Borrowing Capacity		$ 8,640
Line of Credit, Minimum Fixed Charge Coverage Ratio During the Period		1
Bank of America [Member] | Credit Agreement [Member] | Real Estate Term Note [Member]
Debt Instrument, Face Amount					$ 5,000
Bank of America [Member] | Credit Agreement [Member] | Line of Credit [Member]
Line of Credit Facility, Maximum Borrowing Capacity					$ 16,000
Debt Instrument, Interest Rate During Period		3.70%	5.40%

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Note 4 - Financing Arrangements - Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Long-term debt gross	$ 7,265	$ 3,755
Debt issuance Costs	(91)	(132)
Total long-term debt	7,174	3,623
Current maturities of long-term debt	(444)	(444)	[1]
Long-term debt - net of current maturities	6,730	3,179
Paycheck Protection Program CARES Act [Member]
Long-term debt gross	6,077
Real Estate Term Note [Member]
Long-term debt gross	$ 1,188	$ 3,755

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 4 - Financing Arrangements - Long-term Debt (Details) (Parentheticals) - Real Estate Term Note [Member] - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Interest rate	3.00%	4.10%
Monthly payments	$ 41	$ 41
London Interbank Offered Rate (LIBOR) [Member]
Variable rate basis	2.25%	2.25%

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Note 5 - Leases (Details Textual)	Sep. 30, 2020
Minimum [Member]
Lessee, Operating Lease, Renewal Term (Year)	1 year
Maximum [Member]
Lessee, Operating Lease, Renewal Term (Year)	5 years

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Note 5 - Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	[1]
Operating lease assets	$ 8,924	$ 4,827
Finance lease assets	2,493
Total leased assets	11,417
Current operating lease liabilities	614	858
Current finance lease liabilities	652	557
Long-term operating lease liabilities	8,832	4,366
Long term finance lease liabilities	1,320	$ 1,451
Total lease liabilities	$ 11,418

[1] The balance sheet at December 31, 2019 has been derived from the audited financial statements at that date

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Note 5 - Leases - Lease Cost (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2020 USD ($)
Cash paid for amounts included in the measurement of lease liabilities	$ 686
Right-of-use assets obtained in exchange for lease obligations	$ 4,685
Operating leases (Year)	11 years 36 days
Finance leases (Year)	3 years 109 days
Operating leases	7.40%
Finance leases	5.20%

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Note 5 - Leases - Maturity of Lease Liabilities (Details) $ in Thousands	Sep. 30, 2020 USD ($)
Operating leases, Remaining 2020	$ 351
Finance leases, Remaining 2020	207
Total, Remaining 2020	558
Operating leases, 2021	1,264
Finance leases, 2021	738
Total, 2021	2,002
Operating leases, 2022	1,279
Finance leases, 2022	575
Total, 2022	1,854
Operating leases, 2023	1,302
Finance leases, 2023	333
Total, 2023	1,635
Operating leases, 2024	1,374
Finance leases, 2024	277
Total, 2024	1,651
Operating leases, Thereafter	9,489
Finance leases, Thereafter	20
Total, Thereafter	9,509
Operating leases, total lease payments	15,059
Finance leases, total lease payments	2,150
Total, total lease payments	17,209
Operating leases, less: Interest	(5,613)
Finance leases, less: Interest	(178)
Total, less: Interest	(5,791)
Operating leases, present value of lease liabilities	9,446
Finance leases, present value of lease liabilities	1,972
Total, present value of lease liabilities	$ 11,418

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Note 6 - Income Taxes (Details Textual)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Effective Income Tax Rate Reconciliation, Percent, Total	24.00%	10.00%	24.00%	(9.00%)

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Note 7 - Related Party Transactions (Details Textual) - Subsidiary of Common Parent [Member] - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Nature of Common Ownership or Management Control Relationships	90%		90%
Related Party Transaction, Expenses from Transactions with Related Party	$ 0	$ 35	$ 28	$ 87