-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DQCDfJhka0BMPfwLnA8guotJgJRgnosJDeTycYRddE7+bDght90d9nV52Mmw7fZQ qIbNR/m8ZdDT9x4byTAYvA== 0001157523-10-006915.txt : 20101115 0001157523-10-006915.hdr.sgml : 20101115 20101115160051 ACCESSION NUMBER: 0001157523-10-006915 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101115 DATE AS OF CHANGE: 20101115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DPAC TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000784770 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 330033759 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14843 FILM NUMBER: 101192297 BUSINESS ADDRESS: STREET 1: 7321 LINCOLN WAY CITY: GARDEN GROVE STATE: CA ZIP: 92641 BUSINESS PHONE: 7148980007 MAIL ADDRESS: STREET 1: 7321 LINCOLN WAY CITY: GARDEN GROVE STATE: CA ZIP: 92641 FORMER COMPANY: FORMER CONFORMED NAME: DENSE PAC MICROSYSTEMS INC DATE OF NAME CHANGE: 19920703 8-K 1 a6512141.htm DPAC TECHNOLOGIES CORP. 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 8-K

______________________

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

Date of Report (Date of earliest event reported): November 15, 2010

______________________

DPAC Technologies Corp.
(Exact name of registrant as specified in its charter)

______________________


California

0-14843

33-0033759

(State or other jurisdiction

of incorporation)

(Commission File Number)

 

(IRS Employer

Identification No.)


5675 Hudson Industrial Parkway

Hudson, Ohio

 

44236

 

(Address of principal executive offices)

(Zip code)


Registrant’s telephone number, including area code:
(800) 553-1170

Not applicable
(Former name or former address, if changed since last report)

______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02    Results of Operations and Financial Condition.

The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition.”

DPAC Technologies Corp. issued a press release on November 15, 2010 announcing its 2010 third quarter results. A copy of the press release is attached to this Form 8-K as Exhibit 99.1.

Item 9.01   Financial Statements and Exhibits.

(c)   Exhibit.

 
Exhibit 99.1 Press release of DPAC Technologies Corp. dated November 15, 2010.


SIGNATURES

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

DPAC TECHNOLOGIES CORP.

 

 

 

By:

/s/ Stephen J. Vukadinovich

Stephen J. Vukadinovich

Chief Financial Officer

 

Dated:

November 15, 2010


Exhibit Index

Exhibit No.

 

Description

Exhibit 99.1

Press release of DPAC Technologies Corp. dated November 15, 2010.

EX-99.1 2 a6512141ex991.htm EXHIBIT 99.1

Exhibit 99.1

DPAC Technologies Reports Financial Results for Third Quarter 2010

HUDSON, Ohio--(BUSINESS WIRE)--November 15, 2010--DPAC Technologies Corp. (OTCBB: DPAC), a leader in device networking and connectivity solutions, today reported results for its third quarter ended September 30, 2010.

Third Quarter Operating Results

The Company reported revenue of $1.88 million for the third quarter of 2010 compared with $1.43 million for the third quarter of 2009 and $1.98 million for the second quarter of 2010, and which represented an increase of $452,000, or 32%, over the prior year period.

  • Revenue related to the Company’s Device Connectivity products increased by $238,000, or 30%, from the prior year third quarter.
  • Revenue from the Company’s Device Networking products, including the Airborne 802.11 product line, increased by $214,000, or 34%, from the prior year third quarter.

Gross margin percentage for the third quarter was 40.4% compared to 39.0% for the same period of 2009. Total operating expenses incurred in the third quarter of 2010 of $760,000 decreased by $5,000 from the prior year period.

The Company reported a loss from operations of $1,300 as compared to an operating loss of $208,000 for the third quarter of 2009 and an operating profit of $32,000 for the second quarter of 2010. The Company reported a net loss of $219,000 as compared to a net loss of $384,000 for the prior year’s third quarter and a net loss of $93,000 for the second quarter of 2010.

Results for the Nine Months Ended September 30, 2010

For the nine months ended September 30, 2010, the Company reported revenue of $5.63 million compared with revenue of $5.14 million for the nine months ended September 30, 2009, an increase of 10%.

  • Revenue related to the Company’s Device Connectivity products for the first nine months decreased by $126,000, or 4% from the comparable prior year period.
  • Revenue from the Company’s Device Networking products, including the Airborne 802.11 product line, increased by $622,000, or 31% from the comparable prior year period.

Gross margin percentage for the nine months ended September 30, 2010 increased to 43.5% from 40.8% for the same period of 2009. Total operating expenses for the nine months ended September 30, 2010 of $2.36 million decrease by $257,000, or 10%, from the nine months ended September 30, 2009. The Company reported income from operations for the nine months ended September 30, 2010 of $87,000 as compared to an operating loss of $524,000 for the comparable prior year period. The Company reported a net loss of $408,000 as compared to a net loss of $985,000 for the nine months ended September 30, 2009.


Comments

Chief Executive Officer and President Steve Runkel commented, “Our third quarter results demonstrate a continued strengthening in our business. Revenue for the quarter increased over 30% compared to the same period last year. We are particularly pleased to see growth in excess of 30% in both the Device Connectivity and the Device Networking product lines. During the quarter we made substantial progress in resolving several of the supply chain challenges that have impacted the timing of our revenue throughout the year. We expect to see continued progress in this area in Q4.”

Mr. Runkel continued, “We are also pleased to have announced the latest generation of our flagship industrial embedded 802.11 modules during the quarter. The new Airborne WLNG-DP550 series of modules integrates significantly advanced radio performance with our advanced security and device integration functionality to provide the leading Wi-Fi solution for truly industrial applications. An important feature of the WLNG-DP550 series is the backward compatibility with all previous generations allowing our customers to implement advanced functionality without modification to their current product designs.”

About DPAC Technologies

DPAC Technologies provides embedded wireless networking products for machine-to-machine communication applications. DPAC’s Airborne™ and AirborneDirect™ wireless products are used by major OEMs in the transportation, instrumentation and industrial control, homeland security, medical diagnostics and logistics markets to provide remote data collection and control. DPAC Technologies is based in Hudson, OH. The Company’s web site address is www.dpactech.com. Information concerning DPAC is filed by DPAC with the SEC and is available on the SEC website, www.sec.gov.

About Quatech

Quatech, Inc., a wholly-owned subsidiary of DPAC, delivers high performance device networking & connectivity solutions to help companies improve their bottom line performance. Quatech enables reliable machine-to-machine (M2M) communications via secure 802.11 wireless or traditional wired networks with industrial grade (hardened) embedded radios, modules, boards and external device servers and bridges. For local and mobile connections, Quatech serial adapters provide secure connectivity and port expansion via any interface option. Satisfied customers rely on our unique combination of performance and support to improve bottom line performance through real-time remote monitoring & control, streamlined systems and lower total cost of ownership (TCO). Quatech markets its products through a global network of distributors, resellers, systems integrators and original equipment manufacturers (OEMs). Founded in 1983, Quatech is headquartered in Hudson, Ohio, and merged with DPAC Technologies, Inc. in February 2006. www.quatech.com.


Forward-Looking Statements

This press release includes forward-looking statements. You can identify these statements by their forward-looking words such as "may," "will," "expect," "anticipate," "believe," "guidance," "estimate," "intend," "predict," and "continue" or similar words or any connection with any discussion of future events or circumstances or of management's current estimates or beliefs. Forward-looking statements are subject to risks and uncertainties, and therefore results may differ materially from those set forth in those statements. More information about the risks and challenges faced by DPAC Technologies Corp. is contained in the Securities and Exchange Commission filings made by the Company on Form S-4, 10-K, 10-Q and 8-K. DPAC Technologies Corp. specifically disclaims any obligation to update or revise any forward-looking statements whether as a result of new information, future developments or otherwise.


DPAC Technologies Corp.
Summary Consolidated Balance Sheet Information
(Unaudited)
(In 000’s)

   
September 30, December 31,
2010 2009
CURRENT ASSETS: (Unaudited)
Cash $ 29 $ 18
Accounts receivable, net 1,159 1,124
Inventories 941 1,077
Prepaid expenses and other current assets   102   74
Total current assets 2,231 2,293
 
Property, net 662 745
Deferred financing costs 80 102
Goodwill and intangible assets 6,656 7,027
Other assets   16   19
TOTAL $ 9,645 $ 10,186
 
CURRENT LIABILITIES:
Revolving credit facility $ 1,500 $ 1,425
Current portion of long-term debt 329 230
Accounts payable 1,117 1,514
Liability for put warrants 129 100
Other accrued liabilities   516   367
Total current liabilities 3,591 3,636
 
Long-term debt, net of current portion 3,165 3,267
 
Net stockholders' equity 2,889 3,283
   
TOTAL $ 9,645 $ 10,186
 

DPAC Technologies Corp.
Condensed Consolidated Statements of Operations
( Unaudited )
(in 000's)
       
 
For the quarter ended: For the nine months ended:
September 30, September 30,
2010 2009 2010 2009
 
REVENUE $ 1,877 $ 1,425 $ 5,631 $ 5,136
 
COST OF GOODS SOLD   1,119     869     3,181     3,040  

 

GROSS PROFIT 758 556 2,450 2,096
 
OPERATING EXPENSES
Sales and marketing 190 182 555 674
Research and development 178 178 561 599
General and administrative 255 260 847 958
Amortization of intangible assets 136 132 400 377
Restructuring costs   -     12     -     12  

Total operating expenses

  759     764     2,363     2,620  
 
INCOME (LOSS) FROM OPERATIONS (1 ) (208 ) 87 (524 )
 
OTHER EXPENSES:
Interest expense 153 147 467 432
Fair value adjustment for warrant liability   65     29     28     29  

Total other expenses

218 176 495 461
       
NET LOSS $ (219 ) $ (384 ) $ (408 ) $ (985 )
 
PREFERRED STOCK DIVIDENDS   113     47     338     143  
 

NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS

$ (332 ) $ (431 ) $ (746 ) $ (1,128 )
 
NET LOSS PER SHARE:
Net Loss - Basic and diluted $ 0.00   $ 0.00   $ 0.00     ($0.01 )
 
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic and diluted   109,415     105,856     109,415     103,167  
 
 
An itemized reconciliation between net earnings on a GAAP basis and non-GAAP basis is as follows:
 
GAAP net loss $ (219 ) $ (384 ) $ (408 ) $ (985 )
Amortization of intangibles assets 136 132 400 377
Compensation expense for stock options   10     20     50     100  
Non-GAAP net income (loss) $ (73 ) $ (232 ) $ 42   $ (508 )

CONTACT:
DPAC Technologies
Steve Vukadinovich, Chief Financial Officer, 330-655-9000
Steve.Vukadinovich@dpactech.com
or
Steve Runkel, Chief Executive Officer, 330-655-9000
Steve.Runkel@Quatech.com

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