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): May 9, 2017
CPS TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 0-16088 | 04-2832509 |
|
(State or other jurisdiction of incorporation)
|
(Commission File Number) | (IRS Employer Identification No.) |
| 111 South Worcester Street, Norton, Massachusetts | 02766 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code | 508-222-0614 | |
| (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 (17CFR 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
On May 9, 2017, the Company issued a press release announcing its financial results for the fiscal quarter ended April 1, 2017. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein in its entirety by reference.
Cautionary Note Regarding Forward-Looking Statements.
Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.
Item 9.01 Financial Statements and Exhibits
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EXHIBIT NUMBER
|
DESCRIPTION |
| 99 | Press release dated May 9, 2017 of CPS Technologies Corporation announcing its financial results for the fiscal quarter ended April 1, 2017. |
SIGNATURE
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.
CPS Technologies Corporation (Registrant) | |
| Date: May 11, 2017 | /s/ Ralph M. Norwood Ralph M. Norwood Chief Financial Officer |
EXHIBIT INDEX
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EXHIBIT NUMBER
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DESCRIPTION |
| 99 | Press release dated May 9, 2017 of CPS Technologies Corporation announcing its financial results for the fiscal quarter ended April 1, 2017. |
CPS TECHNOLOGIES CORPORATION ANNOUNCES FIRST QUARTER 2017 RESULTS
CPS Technologies Corporation
Ralph Norwood, Chief Financial Officer
111 South Worcester Street
Norton, MA 02766
Telephone: (508) 222-0614
Web Site: www.alsic.com
Norton, Massachusetts, May 9, 2017. CPS Technologies Corporation (NASDAQ:CPSH) today announced revenues of $2.8 million and a net loss of $604 thousand for the quarter ended April 1, 2017. This compares with revenues of $5.2 million and net income of $197 thousand for the quarter ended April 2, 2016.
Grant Bennett, President and CEO, said: “First quarter 2017 revenues remained at the level experienced in the fourth quarter of 2016 and are reflective of continued weakness in demand for traction baseplates from our major European customers. As mentioned previously, we believe this weakness to be temporary. Towards the end of the first quarter we saw a pickup in orders for baseplates that will be reflected somewhat in our second quarter and primarily in our third and fourth quarter revenues. In the first quarter we had positive meetings in Japan and China with potential major baseplate customers who are now moving forward with qualification of CPS baseplates. We expect our baseplate revenues from Asia will be similar to our revenues from Europe over time.”
Mr. Bennett continued, “Historically a small number of European customers in the traction power module market have generated the majority of our revenues. Demand has been volatile. While we seek to deepen our penetration of this market worldwide, particularly in Asia, we are also focused on diversifying our customer and product base to reduce dependence on any one market and on a small number of customers. Our sales cycle is long, often three to four years, because it usually begins at the design stage of our customers, but once we are designed in, most programs last for many years. We refer to those identified opportunities in various stages of our sales cycle as being in our pipeline. As stated in a letter to shareholders dated April 26, ‘the pipeline is fuller today than it has ever been.”
“Where will growth come in the future? Based on what is in our pipeline today, we see applications in the US defense electronics market becoming a larger share of our revenues, shipments to Japan and China growing, and new products being introduced in both current and new markets. Also, demand in Europe, having proved to be volatile, is beginning to rebound,” said Bennett.
The Company will be hosting its first quarter conference call with investors at 4:30pm on Tuesday, May 9. Those interested in participating in the conference call should dial:
Call in Number: 1-855-863-0441
Conference ID: 16653385
About CPS
CPS Technologies Corporation is a global leader in producing metal-matrix composite components used to improve the reliability
and performance of various electrical systems. CPS products are used in motor controllers for hybrid and electric vehicles, high-speed
trains, subway cars and wind turbines. They are also used as heatspreaders in internet switches, routers and high-performance microprocessors.
CPS also develops and produces metal-matrix composite armor.
Safe Harbor
Statements made in this document that are not historical facts or which apply prospectively, including those relating to 2016
financial results, are forward-looking statements that involve risks and uncertainties. These forward-looking statements are identified
by the use of terms and phrases such as "will," "intends," "believes," "expects," "plans,"
"anticipates" and similar expressions. Investors should not rely on forward looking statements because they are subject
to a variety of risks and uncertainties and other factors that could cause actual results to differ materially from the company's
expectation. Additional information concerning risk factors is contained from time to time in the company's SEC filings, including
its Annual Report on Form 10-K and other periodic reports filed with the SEC. Forward-looking statements contained in this press
release speak only as of the date of this release. Subsequent events or circumstances occurring after such date may render these
statements incomplete or out of date. The company expressly disclaims any obligation to update the information contained in this
release.
| CPS TECHNOLOGIES CORPORATION | ||||||||
| STATEMENT OF OPERATIONS (Unaudited) | ||||||||
| Quarter Ended | ||||||||
| April 1, | April 2, | |||||||
| 2017 | 2016 | |||||||
| Total Revenues | $ | 2,845,299 | $ | 5,215,617 | ||||
| Cost of Sales | 2,925,691 | 4,084,060 | ||||||
| Gross Margin | (80,392) | 1,131,557 | ||||||
| Operating Expenses | 973,430 | 908,169 | ||||||
| Operating Income (loss) | (1,053,822) | 223,388 | ||||||
| Interest income, net | 2,628 | 3,740 | ||||||
| Income (loss) before taxes | (1,051,194) | 227,128 | ||||||
| Income tax provision (benefit) | (446,792) | 30,000 | ||||||
| Net income (loss) | $ | (604,402) | $ | 197,128 | ||||
| Net income (loss) per common share | $ | (0.05) | $ | 0.01 | ||||
| Weighted average shares outstanding | 13,203,436 | 13,198,236 | ||||||
| CPS TECHNOLOGIES CORPORATION | ||||||||
| BALANCE SHEET (Unaudited) | ||||||||
| April 1, | Dec. 31, | |||||||
| 2017 | 2016 | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 2,875,613 | $ | 3,407,760 | ||||
| Accounts receivable, net | 1,753,119 | 1,959,606 | ||||||
| Inventories, net | 1,947,851 | 1,970,961 | ||||||
| Prepaid expenses | 124,827 | 88,443 | ||||||
| Total current assets | 6,701,410 | 7,426,770 | ||||||
| Property and equipment, net | 1,675,510 | 1,783,627 | ||||||
| Deferred taxes | 3,274,141 | 2,827,349 | ||||||
| Total assets | $ | 11,651,061 | $ | 12,037,746 | ||||
| Liabilities and Stockholders' Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 884,420 | $ | 662,482 | ||||
| Accrued expenses | 545,325 | 623,959 | ||||||
| Total current liabilities | 1,429,745 | 1,286,441 | ||||||
| Stockholders' equity | 10,221,316 | 10,751,305 | ||||||
| Total liabilities and stockholders' equity | $ | 11,651,061 | $ | 12,037,746 |