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, 2018

OR

☐ Transition Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
For the transition period from _____ to _____

Commission file number: 0-24020

SYPRIS SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware	61-1321992
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)
101 Bullitt Lane, Suite 450
Louisville, Kentucky 40222	(502) 329-2000
(Address of principal executive	(Registrant’s telephone number,
offices) (Zip code)	including area code)

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 is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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	☒ Smaller reporting company
☐ Emerging growth 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

As of November 3, 2018, the Registrant had 21,398,182 shares of common stock outstanding.

Table of Contents

Part I. Financial Information
	Item 1.	Financial Statements
		Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2018 and October 1, 2017	2
		Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended September 30, 2018 and October 1, 2017	3
		Consolidated Balance Sheets at September 30, 2018 and December 31, 2017	4
		Consolidated Cash Flow Statements for the Nine Months Ended September 30, 2018 and October 1, 2017	5
		Consolidated Statements of Stockholders’ Equity for the Nine Months Ended September 30, 2018 and October 1, 2017	6
		Notes to Consolidated Financial Statements	7
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	27
	Item 4.	Controls and Procedures	28
Part II. Other Information
	Item 1.	Legal Proceedings	29
	Item 1A.	Risk Factors	29
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	29
	Item 3.	Defaults Upon Senior Securities	29
	Item 4.	Mine Safety Disclosures	29
	Item 5.	Other Information	29
	Item 6.	Exhibits	29
Signatures			30

1

Part I.     Financial Information

Item 1.     Financial Statements

Sypris Solutions, Inc.

Consolidated Statements of Operations

(in thousands, except for per share data)

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2018			2017			2018			2017
	(Unaudited)						(Unaudited)
Net revenue	$	21,101		$	21,371		$	64,014		$	60,805
Cost of sales		19,899			20,630			57,847			58,988
Gross profit		1,202			741			6,167			1,817
Selling, general and administrative		2,942			3,134			9,261			10,125
Research and development		0			5			0			36
Severance, relocation and other costs		274			357			1,088			2,235
Operating loss		(2,014	)		(2,755	)		(4,182	)		(10,579	)
Interest expense, net		231			208			665			602
Other expense (income), net		56			115			(1,651	)		(1,663	)
Loss before taxes		(2,301	)		(3,078	)		(3,196	)		(9,518	)
Income tax expense		35			55			121			70
Net loss	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Loss per share:
Basic	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Diluted	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Weighted average shares outstanding:
Basic		20,555			20,397			20,497			20,305
Diluted		20,555			20,397			20,497			20,305
Dividends declared per common share	$	0.00		$	0.00		$	0.00		$	0.00

The accompanying notes are an integral part of the consolidated financial statements.

2

Sypris Solutions, Inc.

Consolidated Statements of Comprehensive Loss

(in thousands)

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2018			2017			2018			2017
	(Unaudited)						(Unaudited)
Net loss	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Other comprehensive income (loss)
Foreign currency translation adjustments		395			(47	)		297			1,133
Comprehensive loss	$	(1,941	)		(3,180	)	$	(3,020	)	$	(8,455	)

The accompanying notes are an integral part of the consolidated financial statements.

3

Sypris Solutions, Inc.

Consolidated Balance Sheets

(in thousands, except for share data)

	September 30,			December 31,
	2018			2017
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	8,623		$	8,144
Accounts receivable, net		11,471			9,317
Inventory, net		18,856			17,641
Other current assets		6,020			2,003
Assets held for sale		2,016			2,898
Total current assets		46,986			40,003
Property, plant and equipment, net		14,766			15,574
Other assets		881			1,578
Total assets	$	62,633		$	57,155
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	14,472		$	10,465
Accrued liabilities		15,027			10,330
Current portion of capital lease obligations		577			829
Total current liabilities		30,076			21,624
Long-term capital lease obligations		2,959			3,397
Note payable – related party		6,446			6,435
Other liabilities		8,686			8,769
Total liabilities		48,167			40,225
Stockholders’ equity:
Preferred stock, par value $0.01 per share, 975,150 shares authorized; no shares issued		0			0
Series A preferred stock, par value $0.01 per share, 24,850 shares authorized; no shares issued		0			0
Common stock, non-voting, par value $0.01 per share, 10,000,000 shares authorized; no shares issued		0			0
Common stock, par value $0.01 per share, 30,000,000 shares authorized; 21,414,374 shares issued and 21,398,182 outstanding in 2018 and 21,438,269 shares issued and 21,422,077 outstanding in 2017		214			214
Additional paid-in capital		154,244			153,858
Accumulated deficit		(114,738	)		(111,591	)
Accumulated other comprehensive loss		(25,254	)		(25,551	)
Treasury stock, 16,192 shares in 2018 and 2017		0			0
Total stockholders’ equity		14,466			16,930
Total liabilities and stockholders’ equity	$	62,633		$	57,155

The accompanying notes are an integral part of the consolidated financial statements.

4

Sypris Solutions, Inc.

Consolidated Cash Flow Statements

(in thousands)

	Nine Months Ended
	September 30,			October 1,
	2018			2017
	(Unaudited)
Cash flows from operating activities:
Net loss	$	(3,317	)	$	(9,588	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,988			2,929
Stock-based compensation expense		493			563
Deferred loan costs recognized		11			45
Insurance recovery gain		(2,275	)		0
Net loss (gain) on the sale of assets		241			(2,664	)
Provision for excess and obsolete inventory		(125	)		145
Other noncash items		127			622
Contributions to pension plans		(77	)		0
Changes in operating assets and liabilities:
Accounts receivable		(2,164	)		(2,552	)
Inventory		(2,184	)		(7,713	)
Other current assets		(2,681	)		658
Accounts payable		4,007			5,617
Accrued and other liabilities		4,891			3,392
Net cash used in operating activities		(1,065	)		(8,546	)
Cash flows from investing activities:
Capital expenditures		(1,321	)		(1,457	)
Proceeds from sale of assets		1,388			2,750
Insurance proceeds for recovery of property damage, net		2,275			0
Change in restricted cash		0			1,500
Net cash provided by investing activities		2,342			2,793
Cash flows from financing activities:
Capital lease payments		(691	)		(149	)
Indirect repurchase of shares of minimum statutory tax withholdings		(107	)		(123	)
Net cash used in financing activities		(798	)		(272	)
Net increase (decrease) in cash and cash equivalents		479			(6,025	)
Cash and cash equivalents at beginning of period		8,144			15,270
Cash and cash equivalents at end of period	$	8,623		$	9,245

The accompanying notes are an integral part of the consolidated financial statements.

5

Sypris Solutions, Inc.

Consolidated Statements of Stockholders’ equity

(in thousands)

													Accumulated
							Additional						Other
	Common Stock						Paid-In			Accumulated			Comprehensive			Treasury
	Shares			Amount			Capital			Deficit			Loss			Stock
January 1, 2017 balance		21,329,690		$	213		$	153,252		$	(100,769	)	$	(26,598	)	$	0
Net loss		0			0			0			(9,588	)		0			0
Foreign currency translation adjustment		0			0			0			0			1,133			0
Restricted common stock grant		199,000			2			(2	)		0			0			0
Noncash compensation		42,000			0			563			0			0			0
Treasury stock		(39,000	)		0			0			0			0			0
Retire treasury stock		(109,613	)		(1	)		(122	)		0			0			0
October 1, 2017 balance		21,422,077		$	214		$	153,691		$	(110,357	)	$	(25,465	)	$	0

												Accumulated
						Additional						Other
	Common Stock					Paid-In			Accumulated			Comprehensive			Treasury
	Shares			Amount		Capital			Deficit			Loss			Stock
January 1, 2018 balance		21,422,077		$	214	$	153,858		$	(111,591	)	$	(25,551	)	$	0
Net loss		0			0		0			(3,317	)		0			0
Adoption of new accounting standards		0			0		0			170			0			0
Foreign currency translation adjustment		0			0		0			0			297			0
Noncash compensation		42,000			0		493			0			0			0
Retire treasury stock		(65,895	)		0		(107	)		0			0			0
September 30, 2018 balance		21,398,182		$	214	$	154,244		$	(114,738	)	$	(25,254	)	$	0

The accompanying notes are an integral part of the consolidated financial statements.

6

Sypris Solutions, Inc.

Notes to Consolidated Financial Statements

(1) Nature of Business

All references to “Sypris,” the “Company,” “we” or “our” include Sypris Solutions, Inc. and its wholly-owned subsidiaries. Sypris is a diversified provider of truck components, oil and gas pipeline components and aerospace and defense electronics. The Company produces a wide range of manufactured products, often under multi-year, sole-source contracts. The Company offers such products through its two business segments, Sypris Technologies, Inc. (“Sypris Technologies”) and Sypris Electronics, LLC (“Sypris Electronics”) (See Note 14).

(2) Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of Sypris Solutions, Inc. and its wholly-owned subsidiaries and have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Accordingly, pursuant to such rules and regulations, certain notes and other financial information included in audited financial statements have been condensed or omitted. The December 31, 2017 consolidated balance sheet data was derived from audited statements, but does not include all disclosures required by U.S. GAAP. The Company’s operations are domiciled in the United States (U.S.) and Mexico, and we serve a wide variety of domestic and international customers. All intercompany transactions and accounts have been eliminated.

These unaudited consolidated financial statements reflect, in the opinion of management, all material adjustments (which include only normal recurring adjustments) necessary to fairly state the results of operations, financial position and cash flows for the periods presented, and the disclosures herein are adequate to make the information presented not misleading. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Actual results for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements, and notes thereto, for the year ended December 31, 2017 as presented in the Company’s Annual Report on Form 10-K.

Certain prior period amounts within the footnotes have been reclassified to conform to current period presentation.

(3) Recent Accounting Pronouncements

In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 - Revenue from Contracts with Customers (ASC 606), which supersedes nearly all existing revenue recognition guidance. Subsequent to the issuance of ASU 2014-09, the FASB clarified the new guidance through several additional ASUs; hereinafter the collection of revenue guidance is referred to as “ASC 606.”

ASC 606 is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and any assets recognized from costs incurred to fulfill a contract. The Company adopted the guidance effective January 1, 2018 using the modified retrospective approach for all contracts not completed as of the date of adoption. Results for reporting periods beginning January 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 605, Revenue Recognition.

We recorded a net decrease to beginning accumulated deficit of $170,000 as of January 1, 2018, for the cumulative impact of adopting the new guidance. The impact primarily arises from a change in how we account for certain federally funded programs within Sypris Electronics where we transfer control of the products to the customer as they are produced (i.e., a change from recognizing revenue at a point in time to recognizing revenue over time, resulting in revenue being recognized earlier in the process of completing the performance obligation).

7

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheet as of January 1, 2018 from the adoption of ASC 606:

							Opening
	Balance at			ASC 606			Balance at
	Dec. 31, 2017			Adjustments			Jan. 1, 2018
Assets
Inventories – net	$	17,641		$	(655	)	$	16,986
Contract assets		0			825			825
Liabilities and Equity
Accumulated deficit	$	(111,591	)	$	170		$	(111,421	)

Under the modified retrospective method of adoption, we are also required to disclose in the first year of adoption the hypothetical impact to our financial statements if we had continued to follow our accounting policies under ASC 605 during the period.  We estimate that the impact to revenue for the three and nine months ended September 30, 2018 would have been an increase of approximately $24,000 and a decrease of $1,002,000, respectively, representing the amount of revenue recognized over time versus at a point in time under ASC 606.  Additionally, the adoption of ASC 606 increased our operating loss and net loss by $71,000, or less than $0.01 per share for the three months ended September 30, 2018 and decreased our operating loss and net loss by $115,000, or $0.01 per share, for the nine months ended September 30, 2018.

The following table summarizes the effect of adopting ASC 606 on our unaudited consolidated statement of operations for the three months ended September 30, 2018:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Net revenue	$	21,125		$	(24	)	$	21,101
Cost of sales		19,852			47			19,899
Gross profit		1,273			(71	)		1,202
Selling, general and administrative		2,942			0			2,942
Severance, equipment relocation and other costs		274			0			274
Operating loss		(1,943	)		(71	)		(2,014	)
Interest expense, net		231			0			231
Other (income), net		56			0			56
Income before taxes		(2,230	)		(71	)		(2,301	)
Income tax expense		35			0			35
Net income	$	(2,265	)	$	(71	)	$	(2,336	)

The following table summarizes the effect of adopting ASC 606 on our unaudited consolidated statement of operations for the nine months ended September 30, 2018:

	Legacy GAAP			Impact of		As Reported
	Sept. 30, 2018			ASC 606		Sept. 30, 2018
Net revenue	$	63,012		$	1,002	$	64,014
Cost of sales		56,960			887		57,847
Gross profit		6,052			115		6,167
Selling, general and administrative		9,261			0		9,261
Severance, equipment relocation and other costs		1,088			0		1,088
Operating loss		(4,297	)		115		(4,182	)
Interest expense, net		665			0		665
Other (income), net		(1,651	)		0		(1,651	)
Loss before taxes		(3,311	)		115		(3,196	)
Income tax expense		121			0		121
Net loss	$	(3,432	)	$	115	$	(3,317	)

8

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheets as of September 30, 2018 from the adoption of ASC 606:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Assets
Inventories – net	$	20,397		$	(1,541	)	$	18,856
Contract assets		0			1,826			1,826
Liabilities and Equity
Accumulated deficit	$	(115,023	)	$	285		$	(114,738	)

In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842). The new standard was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This standard affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this update supersedes FASB Accounting Standards Codification (“ASC”) 840, Leases. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company will adopt this update beginning on January 1, 2019 using a modified retrospective transition method. The Company expects to elect certain practical expedients permitted under the transition guidance within the standard where comparative periods of adoption do not need to be restated. The Company expects the valuation of right of use assets and lease liabilities, previously described as operating leases, to be the present value of the Company’s forecasted future lease commitments. The Company is continuing to assess the overall impacts of the new standard, including the discount rate to be applied in these valuations, and expects the amendments will have a material impact on our consolidated financial statements, primarily from the recognition of right-of-use assets and lease liabilities on our consolidated balance sheets and changes to related disclosures.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU 2017-07). The update requires employers to present the service cost component of the net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. The other components of net benefit cost, including interest cost, expected return on plan assets, amortization of prior service cost/credit and actuarial gain/loss, and settlement and curtailment effects, are to be presented outside of any subtotal of operating income. The income statement guidance requires application on a retrospective basis. The Company adopted the ASU on January 1, 2018, and as a result operating income increased $299,000 and other income decreased by $299,000 for the nine months ended October 1, 2017. The Company used the practical expedient provided in ASU 2017-07 that permits the use of the amounts disclosed in its benefit plans notes for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. These changes in presentation do not result in any changes to net loss or loss per share. Details of the components of net periodic benefit costs are provided in Note 17.

In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU 2018-02). Under existing U.S. GAAP, the effects of changes in tax rates and laws on deferred tax balances are recorded as a component of income tax expense in the period in which the law was enacted. When deferred tax balances related to items originally recorded in accumulated other comprehensive income are adjusted, certain tax effects become stranded in accumulated other comprehensive income. The amendments in ASU 2018-02 allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). The amendments in this ASU also require certain disclosures about stranded tax effects. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption in any period is permitted. The Company does not expect the adoption of ASU 2018-02 to have a material impact on the Company’s consolidated financial statements.

In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract (ASU 2018-15). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This new guidance will be effective for public companies for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the effect that the new guidance will have on its consolidated financial statements and related disclosures.

9

(4) Revenue from Contracts with Customers

The Company recognizes revenue when it satisfies a performance obligation by transferring control of a promised product or rendering a service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for the product or service (the “transaction price”). The Company’s transaction price in its contracts with customers is generally fixed; no payment discounts, rebates or refunds are included within its contracts. The Company also does not provide service-type warranties either via written agreement or customary business practice, nor does it allow customer returns. In connection with the sale of various parts to customers, the Company is subject to typical assurance warranty obligations covering the compliance of the electronics parts produced to agreed-upon specifications (See Note 15). Customer returns, when they occur, relate to quality rework issues and are not connected to any repurchase obligation of the Company.

A performance obligation is a promise in a contract to transfer a distinct product or render a service to a customer and is the unit of account to which the transaction price is allocated under ASC 606. When a contract contains multiple performance obligations, we allocate the transaction price to the individual performance obligations using the price at which the promised goods or services would be sold to customers on a standalone basis. For most sales within our Sypris Technologies segment and a portion of sales within Sypris Electronics, control transfers to the customer at a point in time. Indicators that control has transferred include the Company having a present right to payment, the customer obtaining legal title and the customer having the significant risks and rewards of ownership. The Company’s principal terms of sale are FOB Shipping Point, or equivalent, and, as such, the Company primarily transfers control and records revenue for product sales upon shipment.

For contracts where Sypris Electronics serves as a contractor for aerospace and defense companies under federally funded programs, we generally recognize revenue over time as we perform because of continuous transfer of control to the customer. This continuous transfer of control to the customer is supported by clauses in the contracts that allow the customer to unilaterally terminate the contract for convenience, pay us for costs incurred plus a reasonable profit and take control of any work in process. Because of control transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. We use labor hours incurred as a measure of progress for these contracts because it best depicts the Company’s performance of the obligation to the customer, which occurs as we incur labor on our contracts. Under this measure of progress, the extent of progress towards completion is measured based on the ratio of labor hours incurred to date to the total estimated labor hours at completion of the performance obligation.

Our contract profit margins may include estimates of revenues for goods or services on which the customer and the Company have not reached final agreements, such as contract changes, settlements of disputed claims, and the final amounts of requested equitable adjustments permitted under the contract. These estimates are based upon management's best assessment of the totality of the circumstances and are included in our contract profit based upon contractual provisions and our relationships with each customer.

The majority of our arrangements are for one year or less. For the remaining population of non-cancellable contracts greater than one year we had $17,364,000 of remaining performance obligations as of September 30, 2018, all of which were long-term Sypris Electronics’ contracts. We expect to recognize approximately 18% of our remaining performance obligations as revenue in the three months ended December 31, 2018, 70% in 2019 and the balance thereafter.

10

Disaggregation of Revenue

The following table summarizes revenue from contracts with customers for the three and nine months ended September 30, 2018:

	Three Months		Nine Months
	Ended,		Ended
	Sept. 30, 2018		Sept. 30, 2018
	(Unaudited)
Sypris Technologies – transferred point in time	$	14,852	$	44,686
Sypris Electronics – transferred point in time		1,510		3,664
Sypris Electronics – transferred over time		4,739		15,664
Net revenue	$	21,101	$	64,014

Contract Balances

Differences in the timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets) and deferred revenue, customer deposits and billings in excess of revenue recognized (contract liabilities) on the consolidated balance sheets.

Contract assets – Contract assets include unbilled amounts typically resulting from sales under contracts where revenue is recognized over time and revenue recognized exceeds the amount billed to the customer, and the right to payment is subject to conditions other than the passage of time. Contract assets are generally classified as current assets in the consolidated balance sheet. The balance of contract assets as of September 30, 2018 and at the date of adoption of ASC 606 were $1,826,000 and $825,000, respectively, and are included within other current assets in the accompanying consolidated balance sheets.

Contract liabilities – Some of the Company’s contracts within Sypris Electronics are billed as work progresses in accordance with the contract terms and conditions, either at periodic intervals or upon achievement of certain milestones. Often this results in billing occurring prior to revenue recognition resulting in contract liabilities. Additionally, the Company occasionally receives cash payments from customers in advance of the Company’s performance resulting in contract liabilities. These contract liabilities are classified as either current or long-term in the consolidated balance sheet based on the timing of when the Company expects to recognize revenue. As of September 30, 2018 and at the date of adoption of ASC 606, contract liabilities were $4,659,000 and $1,509,000, respectively, and are included within accrued liabilities in the accompanying consolidated balance sheets. Payments received from customers in advance of revenue recognition are not considered to be significant financing components because they are used to meet working capital demands that can be higher in the early stages of a contract.

The Company recognized revenue from contract liabilities of $543,000 and $1,614,000 for the three and nine months ended September 30, 2018, respectively. The Company recognized revenue from contract liabilities of $1,545,000 and $2,889,000 for the three and nine months ended October 1, 2017, respectively.

Practical expedients and exemptions

Sales commissions are expensed when incurred because the amortization period would have been one year or less. These costs are recorded in selling, general and administrative expense in the consolidated statements of operations.

We do not disclose the value of unsatisfied performance obligations for contracts with original expected lengths of one year or less.

(5) Strategic Actions

The Company completed a number of strategic actions during the past three years in response to the nonrenewal of supply agreements with certain Tier I automotive customers primarily due to global pricing constraints, the downturn in the commercial vehicle market beginning in the fourth quarter of 2015 and other market and economic factors impacting the Company. Strategic actions taken included: (i) initiation of the Company’s exit from the Broadway Plant (defined below) (see Note 6), (ii) the sale of Sypris Electronics’ SioMetrics, Cyber Range, Information Security Solutions and Data Systems product lines (the “CSS business”) in 2016, (iii) the sale and leaseback of the Company’s facility in Toluca, Mexico in 2016, (iv) the sale of the Company’s manufacturing facility in Morganton, North Carolina in 2015, (v) the capacity reallocation of certain oil and gas industry components to Mexico, (vi) the relocation of its Sypris Electronics operation to a new facility beginning in 2017, and (vii) reductions in employment costs through reduced work schedules, senior management pay reductions and deferral of merit increases and certain benefit payments. Using a portion of the proceeds generated from the asset sales noted above, the Company paid off all of its most senior secured debt consisting of a “Term Loan” and “Revolving Credit Facility” in August 2016. During this period, the Company also received the benefit of cash infusions from Gill Family Capital Management, Inc. (“GFCM”) in the form of secured promissory note obligations totaling $6,500,000 in principal, originally scheduled to mature in 2019. The GFCM note was amended during 2017 to, among others things, extend the maturity dates so that the note matures in part in 2021, 2023 and 2025 (see Note 13).

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The Company has embraced a strategic change in its business by repositioning away from certain of its traditional Tier 1 customers that represent the primary suppliers to the original equipment manufacturers (“OEMs”) in the commercial vehicle markets, while targeting to replace these customers with longer-term relationships, especially among the OEMs and others who place a higher value on the Company’s innovation, flexibility and core commitment to lean manufacturing principles. Among the customer programs not being renewed was a supply agreement with Meritor Inc. (“Meritor”), which expired on January 1, 2017, which utilized production at the Company’s Louisville, Kentucky automotive and commercial vehicle manufacturing plant (the “Broadway Plant”). The Company similarly has experienced a reduction in certain portions of its business with Eaton Corporation (“Eaton”). As a result of these decisions, the Company experienced a significant reduction in its commercial vehicle revenues in 2017 (See Note 6). Subsequent to the end of the third quarter of 2018, the Company entered into a three-year agreement to supply axle shafts to Sistemas Automotrices de Mexico, S.A. de C.V. (“Sisamex”), as well as a number of other product lines for periods of up to six years from the commencement of production.

(6) Exit and Disposal Activities

On February 21, 2017, the Board of Directors approved a modified exit or disposal plan with respect to the Broadway Plant, which included the relocation of production to other Company facilities, as needed, and/or the closure of the plant. The relocation of production was complete as of the end of 2017. The Company has relocated certain assets from the Broadway Plant to other manufacturing facilities, as needed, to serve its existing and target customer base and identified underutilized or non-core assets for disposal. Management expects to apply the proceeds from the sale of any underutilized or non-core assets to help fund the costs to transfer any additional equipment from the Broadway Plant. Management is currently evaluating options for the real estate and any remaining assets in the Broadway Plant.

As a result of these initiatives, the Company recorded charges of $1,088,000, or $0.05 per share, and $2,235,000, or $0.11 per share, during the first nine months of 2018 and 2017, respectively, related to the transition of production from the Broadway Plant, which is included in severance, relocation and other costs in the consolidated statement of operations. All $1,088,000 incurred during the nine months ended September 30, 2018 was recorded within Sypris Technologies. Of these costs, $254,000 was for equipment relocation costs and $834,000 was primarily related to mothball costs associated with the closed facility. The charges for the nine months ended October 1, 2017 included $1,017,000 for severance and benefit related costs and $1,218,000 for equipment relocation costs. A summary of the total pre-tax charges is as follows (in thousands):

			Costs Incurred
			Nine Months		Total		Remaining
	Total		Ended		Recognized		Costs to be
	Program		Sept. 30, 2018		to date		Recognized
Severance and benefit related costs	$	1,350	$	0	$	1,350	$	0
Asset impairments		188		0		188		0
Equipment relocation costs		1,804		254		1,678		126
Other		1,302		834		877		425
	$	4,644	$	1,088	$	4,093	$	551

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A summary of costs and related reserves for the transition of production from the Broadway Plant at September 30, 2018 is as follows (in thousands):

	Accrued				Cash			Accrued
	Balance at				Payments			Balance at
	Dec. 31,		2018		or Asset			Sept. 30,
	2017		Charge		Write-Offs			2018
Severance and benefit-related costs	$	145	$	0	$	(145	)	$	0
Equipment relocation costs		0		254		(254	)		0
Other		0		834		(834	)		0
	$	145	$	1,088	$	(1,233	)	$	0

The Company expects to incur additional pre-tax costs of approximately $551,000 within Sypris Technologies, the majority of which is expected to be cash expenditures.

As noted above, management expects to apply proceeds from the sale of underutilized or non-core assets to help fund the costs to transfer additional equipment from the Broadway Plant and the transition of the related production. The following assets have been segregated and included in assets held for sale in the consolidated balance sheets (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Machinery, equipment, furniture and fixtures	$	16,819		$	28,874
Accumulated depreciation		(14,803	)		(25,976	)
Total assets	$	2,016		$	2,898

(7) Property Insurance Settlement

Subsequent to the transfer of production from the Broadway Plant, the primary water supply and sprinkler pipes within the facility suffered freeze damage during an extended period of extreme cold temperatures. The Company and its insurer reached a full and final settlement agreement with respect to the claim during the second quarter of 2018. Insurance proceeds are recorded to the extent of the losses and then, only if recovery is realized or probable. Any gains in excess of losses are recognized only when the contingencies regarding the recovery are resolved and the amount is fixed or determinable. During the nine months ended September 30, 2018, the Company received insurance proceeds of $2,447,000 and recognized an insurance recovery gain of $2,275,000, net of expenses incurred for claim related expenses.

The Company is currently evaluating options related to the disposition of the Broadway Plant, including the extent to which repairs, if any, are made to the facility. The Company considered the need for an impairment recognition based on the change in the facility’s physical condition following the freeze damage. Although the fair market value of the facility was reduced by the freeze damage, the Company determined the fair market value of the building and land exceeds the net book value as of September 30, 2018.

(8) Other Expense (Income), Net

As described in Note 3, the Company adopted ASU 2017-07 in the first quarter of 2018. ASU 2017-07 requires the Company to disaggregate the service cost component from the other components of net periodic benefit costs and requires application on a retrospective basis. Accordingly, the other components of net periodic benefit costs included in other income for the three and nine-month periods ended September 30, 2018 were $161,000 and $483,000, respectively. The components of net periodic benefit costs included in other income for the three and nine month periods ended October 1, 2017 were $100,000 and $299,000, respectively.

During the nine months ended September 30, 2018, the Company recognized an insurance recovery gain of $2,275,000 related to the settlement of a property insurance claim on the Broadway Plant (see Note 7). Additionally, the Company recognized a net loss of $241,000 related to the sale of certain idle assets and foreign currency related translation gains of $92,000 related to the U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency.

13

During the three and nine months ended October 1, 2017, the Company recognized net gains of $127,000 and $2,664,000, respectively, related to the sale of idle assets. Additionally, the Company recognized foreign currency related translation losses of $147,000 and $751,000, respectively, related to the U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency.

(9) Stock-Based Compensation

During the nine months ended September 30, 2018, the Company granted 754,750 options under a long-term incentive program. These awards vest on the third anniversary of the grant date. The options have a five-year term and cliff vest at three years of service. The grants did not have a significant impact on the Company’s consolidated financial statements during the three and nine months ended September 30, 2018.

(10) Loss Per Common Share

The Company computes earnings per share using the two-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. Restricted stock granted by the Company is considered a participating security since it contains a non-forfeitable right to dividends.

Our potentially dilutive securities include potential common shares related to our stock options and restricted stock. Diluted earnings per share considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. Diluted earnings per share excludes the impact of common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. For the three and nine months ended September 30, 2018 and October 1, 2017, diluted weighted average common shares do not include the impact of any outstanding stock options and unvested compensation-related shares because the effect of these items on diluted net loss would be anti-dilutive.

A reconciliation of the weighted average shares outstanding used in the calculation of basic and diluted loss per common share is as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2018			2017			2018			2017
	(Unaudited)						(Unaudited)
Loss attributable to stockholders:
Net loss as reported	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Less distributed and undistributed earnings allocable to restricted award holders		0			0			0			0
Net loss allocable to common stockholders	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Loss per common share attributable to stockholders:
Basic	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Diluted	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Weighted average shares outstanding – basic		20,555			20,397			20,497			20,305
Weighted average additional shares assuming conversion of potential common shares		0			0			0			0
Weighted average shares outstanding – diluted		20,555			20,397			20,497			20,305

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(11) Inventory

Inventory consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Raw materials	$	12,000		$	10,011
Work in process		6,663			7,150
Finished goods		1,264			1,645
Reserve for excess and obsolete inventory		(1,071	)		(1,165	)
Total	$	18,856		$	17,641

(12) Property, Plant and Equipment

Property, plant and equipment consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Land and land improvements	$	219		$	219
Buildings and building improvements		11,287			11,140
Machinery, equipment, furniture and fixtures		56,506			54,554
Construction in progress		1,604			998
		69,616			66,911
Accumulated depreciation		(54,850	)		(51,337	)
	$	14,766		$	15,574

(13) Debt

Debt outstanding consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Current:
Current portion of capital lease obligation	$	577		$	829
Long Term:
Note payable – related party	$	6,500		$	6,500
Capital lease obligation		2,959			3,397
Less unamortized debt issuance and modification costs		(54	)		(65	)
Long term debt net of unamortized debt costs	$	9,405		$	9,832

Note Payable – Related Party

The Company has received the benefit of cash infusions from GFCM in the form of secured promissory note obligations totaling $6,500,000 in principal as of September 30, 2018 and December 31, 2017. GFCM is an entity controlled by the Company’s chairman, president and chief executive officer, Jeffrey T. Gill and one of our directors, R. Scott Gill. GFCM, Jeffrey T. Gill and R. Scott Gill are significant beneficial stockholders of the Company. The promissory note bears interest at a rate of 8.0% per year until March 31, 2019 and, thereafter, at the greater of 8.0% or 500 basis points above the five-year Treasury note average during the preceding 90-day period, in each case, payable quarterly. The maturity dates for the obligation are as follows: $2,500,000 of the obligation on April 1, 2021, $2,000,000 on April 1, 2023, and the balance on April 1, 2025. The note allows for up to an 18-month deferral of payment for up to 60% of the interest due on the portion of the notes maturing in April of 2021 and 2023.

Obligations under the promissory note are guaranteed by all of the subsidiaries and are secured by a first priority lien on substantially all assets of the Company.

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Capital Lease Obligation

On March 9, 2016, the Company completed the sale of its 24-acre Toluca property for 215,000,000 Mexican Pesos, or approximately $12,182,000 in U.S. dollars. Simultaneously, the Company entered into a ten-year lease of the 9 acres and buildings currently occupied by the Company and needed for its ongoing business in Toluca. As a result of the Toluca Sale-Leaseback, the Company has a capital lease obligation of $2,764,000 for the building as of September 30, 2018.

In January 2018, the Company entered into a 36-month capital lease for $1,277,000 for new production equipment installed at its Sypris Electronics facility during 2017. The balance of the capital lease obligation as of September 30, 2018 was $772,000.

(14) Segment Data

The Company is organized into two business segments, Sypris Technologies and Sypris Electronics. The segments are each managed separately because of the distinctions between the products, markets, customers, technologies and workforce skills of the segments. Sypris Technologies manufactures forged and finished steel components and subassemblies, high-pressure closures and other fabricated products. Sypris Electronics is focused on circuit card and full “box build” manufacturing, high reliability manufacturing, systems assembly and integration, design for manufacturability and design to specification work. There was no intersegment net revenue recognized in any of the periods presented.

The following table presents financial information for the reportable segments of the Company (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2018			2017			2018			2017
	(Unaudited)						(Unaudited)
Net revenue:
Sypris Technologies	$	14,852		$	13,547		$	44,686		$	40,366
Sypris Electronics		6,249			7,824			19,328			20,439
	$	21,101		$	21,371		$	64,014		$	60,805
Gross profit (loss):
Sypris Technologies	$	1,329		$	(574	)	$	5,366		$	(895	)
Sypris Electronics		(127	)		1,315			801			2,712
	$	1,202		$	741		$	6,167		$	1,817
Operating (loss) income:
Sypris Technologies	$	(129	)	$	(2,164	)	$	550		$	(7,373	)
Sypris Electronics		(776	)		493			(1,169	)		671
General, corporate and other		(1,109	)		(1,084	)		(3,563	)		(3,877	)
	$	(2,014	)	$	(2,755	)	$	(4,182	)	$	(10,579	)
(Loss) income before taxes:
Sypris Technologies	$	(263	)	$	(2,357	)	$	1,971		$	(5,942	)
Sypris Electronics		(828	)		493			(1,264	)		674
General, corporate and other		(1,210	)		(1,214	)		(3,903	)		(4,250	)
	$	(2,301	)	$	(3,078	)	$	(3,196	)	$	(9,518	)

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	September 30,		December 31,
	2018		2017
	(Unaudited)
Total assets:
Sypris Technologies	$	32,285	$	31,725
Sypris Electronics		21,230		17,440
General, corporate and other		9,118		7,990
	$	62,633	$	57,155
Total liabilities:
Sypris Technologies	$	27,537	$	23,854
Sypris Electronics		12,681		8,352
General, corporate and other		7,949		8,019
	$	48,167	$	40,225

(15) Commitments and Contingencies

The provision for estimated warranty costs is recorded at the time of sale and periodically adjusted to reflect actual experience. The Company’s warranty liability, which is included in accrued liabilities in the accompanying consolidated balance sheets as of September 30, 2018 and December 31, 2017 was $570,000 and $666,000, respectively. The Company’s warranty expense for the three and nine months ended September 30, 2018 and October 1, 2017 was not material.

The Company bears insurance risk as a member of a group captive insurance entity for certain general liability, automobile and workers’ compensation insurance programs, a self-insured worker’s compensation program and a self-insured employee health program. The Company records estimated liabilities for its insurance programs based on information provided by the third-party plan administrators, historical claims experience, expected costs of claims incurred but not paid, and expected costs to settle unpaid claims. The Company monitors its estimated insurance-related liabilities on a quarterly basis. As facts change, it may become necessary to make adjustments that could be material to the Company’s consolidated results of operations and financial condition.

The Company is involved in certain litigation and contract issues arising in the normal course of business. While the outcome of these matters cannot, at this time, be predicted in light of the uncertainties inherent therein, management does not expect that these matters will have a material adverse effect on the consolidated financial position or results of operations of the Company.

The Company accounts for loss contingencies in accordance with U.S. GAAP.  Estimated loss contingencies are accrued only if the loss is probable and the amount of the loss can be reasonably estimated.  With respect to a particular loss contingency, it may be probable that a loss has occurred but the estimate of the loss is within a wide range or undeterminable.  If the Company deems an amount within the range to be a better estimate than any other amount within the range, that amount will be accrued.  However, if no amount within the range is a better estimate than any other amount, the minimum amount of the range is accrued.

The Company has various current and previously-owned facilities subject to a variety of environmental regulations. The Company has received certain indemnifications either from companies previously owning these facilities or from purchasers of those facilities. As of September 30, 2018 and December 31, 2017, no amounts were accrued for any environmental matters.

On December 27, 2017, the U.S. Department of Labor (the “DOL”) filed a lawsuit alleging that the Company had misinterpreted the language of the Company’s 401(k) Plans (collectively, the “Plan”). The DOL does not appear to dispute that the Company reached such interpretation in good faith and after consulting with independent ERISA counsel. If the DOL’s allegations were upheld by a court, the Company could be required to make additional contributions into the accounts of its Plan participants. The Company regards the DOL’s allegations to be without merit and plans to vigorously defend the matter.

17

During the year ended December 31, 2017, the Company became aware of a lawsuit involving one of Sypris Electronics’ customers and its primary distributor. This customer informed the Company that, as a result of the lawsuit, the customer would no longer operate its business, and that it has transferred this business to a designated successor. The Company holds $969,000 of inventory related specifically to this customer as of September 30, 2018. On December 21, 2017, the Company entered into a new supply agreement with the designated successor, which provides for purchases of the aforementioned inventory and additional purchases in excess of our inventories on hand and for prices in excess of our cost. As of September 30, 2018, the Company has recognized revenue of $68,000 under the new supply agreement and has received purchase orders in compliance with the new supply agreement. No assurances can be given that the successor customer will be successful or will continue to comply with the terms of the new agreement, which could adversely affect our ability to recoup any or all of our investment in these inventories. Given the uncertainties described above, no estimate currently can be made of a range of amounts of loss that are reasonably possible should the program with the successor not be successful.

As of September 30, 2018, the Company had outstanding purchase commitments of approximately $15,417,000, primarily for the acquisition of inventory and manufacturing equipment.

(16) Income Taxes

The provision for income taxes includes federal, state, local and foreign taxes. The Company’s effective tax rate varies from period to period due to the proportion of foreign and domestic pre-tax income expected to be generated by the Company. The Company provides for income taxes for its domestic operations at a statutory rate of 21% and 35% in 2018 and 2017, respectively, and for its foreign operations at a statutory rate of 30% in 2018 and 2017. Reconciling items between the federal statutory rate and the effective tax rate also include the expected usage of federal net operating loss carryforwards, state income taxes, valuation allowances and certain other permanent differences.

The Company recognizes liabilities or assets for the deferred tax consequences of temporary differences between the tax bases of assets or liabilities and their reported amounts in the financial statements in accordance with ASC 740, Income Taxes (ASC 740). These temporary differences will result in taxable or deductible amounts in future years when the reported amounts of assets or liabilities are recovered or settled. ASC 740 requires that a valuation allowance be established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company evaluates its deferred tax position on a quarterly basis and valuation allowances are provided as necessary. During this evaluation, the Company reviews its forecast of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred tax assets to determine if a valuation allowance is needed. Based on its current forecast, the Company has established a valuation allowance against the domestic and foreign net deferred tax asset. Until an appropriate level and characterization of profitability is attained, the Company expects to continue to maintain a valuation allowance on its net deferred tax assets related to future U.S. and non-U.S. tax benefits.

In December 2017, the Tax Act was enacted. The Tax Act includes a number of changes to previous U.S. tax laws that impact the Company, most notably a reduction of the U.S. corporate income tax rate from 35 percent to 21 percent for tax years beginning after December 31, 2017. The Company recognized the income tax effects of the Tax Act in the financial statements included in its 2017 Annual Report on Form 10-K in accordance with Staff Accounting Bulletin No. 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes, in the reporting period in which the Tax Act was signed into law.

The Tax Act also provides that undistributed and previously untaxed post-1986 foreign earnings will be deemed distributed in 2017 and be subject to tax at reduced effective rates (Transition Tax). The Company estimates it has a net cumulative deficit in Earnings & Profits (E&P) from its foreign subsidiaries and, consequently, will not be subject to the Transition Tax. In the event that a final calculation were to result in a nominal Transition Tax, as the Company has a Net Operating Loss in excess of the accumulated E&P of its Mexican subsidiaries as of December 31, 2017, it will not incur a liability for the deemed repatriation of foreign earnings. Additionally, as of September 30, 2018 and December 31, 2017, the Company’s U.S. deferred liability for cumulative undistributed earnings has been eliminated.

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(17) Employee Benefit Plans

Pension expense (benefit) consisted of the following (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2018			2017			2018			2017
	(Unaudited)						(Unaudited)
Service cost	$	1		$	1		$	3		$	4
Interest cost on projected benefit obligation		329			380			987			1,139
Net amortizations, deferrals and other costs		158			174			474			521
Expected return on plan assets		(326	)		(454	)		(978	)		(1,361	)
Net periodic benefit cost	$	162		$	101		$	486		$	303

(18) Accumulated Other Comprehensive Loss

The Company’s accumulated other comprehensive loss consists of employee benefit-related adjustments and foreign currency translation adjustments.

Accumulated other comprehensive loss consisted of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Foreign currency translation adjustments	$	(10,618	)	$	(10,915	)
Employee benefit related adjustments – U.S.		(14,748	)		(14,748	)
Employee benefit related adjustments – Mexico		112			112
Accumulated other comprehensive loss	$	(25,254	)	$	(25,551	)

(19) Fair Value of Financial Instruments

Cash, accounts receivable, accounts payable and accrued liabilities are reflected in the consolidated financial statements at their carrying amount which approximates fair value because of the short-term maturity of those instruments. The carrying amount of debt outstanding at September 30, 2018 approximates fair value, and is based upon quoted prices for similar assets and liabilities in active markets, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instruments (Level 2).

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Item 2.     Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

We are a diversified provider of truck components, oil and gas pipeline components and aerospace and defense electronics. We offer a wide range of manufactured products, with a preference for multi-year sole-source contracts.

We are organized into two business segments, Sypris Technologies and Sypris Electronics. Sypris Technologies, which is comprised of Sypris Technologies, Inc. and its subsidiaries, generates revenue primarily from the sale of forged, machined, welded and heat-treated steel components and subassemblies including commercial vehicle component parts, high-pressure closures and other fabricated products. Sypris Electronics, which is primarily comprised of Sypris Electronics, LLC, generates revenue primarily through circuit card and full box build manufacturing, high reliability manufacturing, systems assembly and integration, design for manufacturability and design to specification work.

We target those markets where we have the expertise, qualifications and leadership position to sustain a competitive advantage. We focus our resources to support the needs of industry leaders that embrace technological innovation and flexibility, coupled with multi-year contractual relationships where possible, as a strategic component of their supply chain management. Our leading-edge processes and technologies help our customers remain competitive, and the resulting productivity and flexibility offer an important opportunity for differentiating ourselves from our competitors when it comes to cost, quality, reliability and customer service.

Sypris Technologies Outlook

The Sypris Technologies segment continues to migrate from its traditional, concentrated dependence upon the commercial vehicle markets to a more diversified base of customers who place value on our innovation, flexibility and lean manufacturing capabilities. The continued strength of the U.S. dollar, the tightening of margins in certain sectors of the commercial vehicle markets and the generally softening markets led the Company to reevaluate the strategic importance of each of its customers to the Company’s long-term success. In connection with this reevaluation process, the Company and Meritor determined not to renew their supply agreement for certain of Meritor’s domestic, forged axle shafts beginning in 2017. The Company has had a similar reduction in its business with Eaton. However, the Company continues to supply component parts to Sistemas Automotrices de Mexico, S.A de C.V. (“Sisamex”), Meritor’s joint venture in Mexico, and continues to supply axle shafts to Meritor’s Brazilian subsidiary. Subsequent to the end of the third quarter of 2018, the Company entered into a new three-year agreement to supply axle shafts to Sisamex, as well as a number of other product lines for periods of up to six years from the commencement of production.

The oil and gas markets, served by our Tube Turns® brand of engineered product lines, have strengthened along with the overall economy, and domestic pipeline projects continue to be active with U.S. domestic gas and oil production increasing in 2017 and the first nine months of 2018.

We are pursuing new business in a wide variety of markets from light automotive to refrigeration valves to new energy related product lines to achieve a more balanced portfolio across our customers, markets and products. We have recently announced new program awards in each of these markets that have contributed to revenue growth for Sypris Technologies in 2018. We believe these opportunities provide a solid multi-year foundation for growth and that additional prospective business will result in increased revenue in 2018 and 2019.

Sypris Electronics Outlook

We have faced challenges within Sypris Electronics, such as the uncertainty in the worldwide macroeconomic climate and its impact on aerospace and defense spending patterns globally over the last several years, the emergence of new competitors to our manufacturing capabilities, as well as federal government spending uncertainties in the U.S. and the allocation of funds by the U.S. Department of Defense. More recently, we have begun to generate revenue from the ramp-up of new electronic manufacturing programs.

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We announced new program awards for Sypris Electronics that contributed to revenue in 2017 and 2018, with certain programs continuing into 2019. In addition to program awards related to weapons systems, electronic warfare and infrared countermeasures in our traditional aerospace and defense markets, we have also been awarded programs related to the communication and navigation markets which align with our unique capabilities for delivering products for complex, high cost of failure platforms. The National Defense Authorization Act for Fiscal Year 2019 provides nearly $700 billion in funding for the U.S. Department of Defense, which is expected to support program growth and market expansion during the coming year for aerospace and defense participants. We expect to compete favorably for follow-on business opportunities on future builds of these programs, as our competitiveness is enhanced by the reduction in our overhead structure following our relocation into a new manufacturing facility as of the beginning of 2017.

In the near term, certain electronic component shortages and extensive lead-time issues are becoming prevalent in many of the segments in the electronic manufacturing industry that we serve. We are working with our customers to qualify alternative components or suppliers to mitigate the impact on our business. The majority of our aerospace and defense programs require specific components that are sole-sourced to specific suppliers; therefore, the resolution of supplier constraints requires coordination with our customers or the end-users of the products.

Strategic Actions

The Company completed a number of strategic actions during the past three years in response to the nonrenewal of its supply agreement with certain Tier I automotive customers primarily due to global pricing constraints, the downturn in the commercial vehicle market beginning in the fourth quarter of 2015 and other market and economic factors impacting the Company during this period. Strategic actions taken included: (i) the initiation of the exit of the Broadway Plant (see discussion below), (ii) the sale of the Company’s CSS business in 2016, (iii) the sale and leaseback of the Company’s facility in Toluca, Mexico in 2016, (iv) the sale of the Company’s manufacturing facility in Morganton, North Carolina in 2015, (v) the capacity reallocation of certain oil and gas industry components to Mexico, (vi) the relocation of its Sypris Electronics operation to a new facility, and (vii) reductions in employment costs through reduced work schedules, senior management pay reductions, deferral of merit increases and certain benefit payments. Using a portion of the proceeds generated from asset sales noted above, the Company paid off all of its most senior, secured debt consisting of a “Term Loan” and “Revolving Credit Facility” in August 2016. During this period, the Company also received the benefit of cash infusions from Gill Family Capital Management, Inc. (“GFCM”) in the form of secured promissory note obligations totaling $6.5 million in principal, scheduled to mature in part in 2021, 2023 and 2025 (see Note 13 to the consolidated financial statements in this Form 10-Q).

The Company has embraced a strategic change in its business by repositioning away from certain of its traditional Tier 1 customers that represent the primary suppliers to the original equipment manufacturers (“OEMs”) in the commercial vehicle markets, while targeting to replace these customers with longer-term relationships, especially among the OEMs and others who place a higher value on the Company’s innovation, flexibility and core commitment to lean manufacturing principles. Among the customer programs not being renewed was a supply agreement with Meritor Inc. (“Meritor”) that expired on January 1, 2017, which utilized production at the Company’s Broadway Plant, and the Company has had a similar reduction in certain portions of its business with Eaton. As a result of these decisions, the Company experienced a significant reduction in its commercial vehicle revenues in 2017 (see Note 6 to the consolidated financial statements in this Form 10-Q).

On November 22, 2016, the Board of Directors of the Company approved moving forward with the exploration of a range of strategic options for the Broadway Plant, including the divestiture of the plant, the transitional reduction in its operations to accommodate lower volumes, the relocation of production to other Company facilities as needed, and/or the closure of the plant. Accordingly, management explored various exit or disposal options for the Broadway Plant with the input of our salaried and unionized employees, our customers and others within the industry. On February 21, 2017, with the benefit of management’s analysis, the Board of Directors approved a modified exit or disposal plan with respect to the Broadway Plant, which was substantially complete as of the end of 2017. The Company has relocated certain assets from the Broadway Plant to other manufacturing facilities as needed to serve its existing and targeted customer base and identified underutilized or non-core assets for disposal. Management expects to use the proceeds from the sale of any underutilized or non-core assets to help fund costs of transferring any additional equipment from the Broadway Plant. Management is currently evaluating options for the real estate and any remaining assets in the Broadway Plant.

Our failure or inability to realize our key financial objectives could materially and adversely impair the Company’s ability to operate, its cash flows, financial condition and ongoing results.

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Results of Operations

The tables below compare our segment and consolidated results for the three and nine month periods of operations of 2018 to the three and nine month periods of operations of 2017. The tables present the results for each period, the change in those results from 2017 to 2018 in both dollars and percentage change and the results for each period as a percentage of net revenue.

● The first two columns in each table show the absolute results for each period presented.

● The columns entitled “Year Over Year Change” and “Year Over Year Percentage Change” show the change in results, both in dollars and percentages. These two columns show favorable changes as positive and unfavorable changes as negative. For example, when our net revenue increases from one period to the next, that change is shown as a positive number in both columns. Conversely, when expenses increase from one period to the next, that change is shown as a negative number in both columns.

● The last two columns in each table show the results for each period as a percentage of net revenue. In these two columns, the cost of sales and gross profit for each are given as a percentage of that segment’s net revenue. These amounts are shown in italics.

In addition, as used in the table, “NM” means “not meaningful.”

Three Months Ended September 30, 2018 Compared to Three Months Ended October 1, 2017

										Year Over
							Year Over			Year			Results as Percentage of
							Year			Percentage			Net Revenue for the Three
	Three Months Ended,						Change			Change			Months Ended
	September 30,			October 1,			Favorable			Favorable			September 30,			October 1,
	2018			2017			(Unfavorable)			(Unfavorable)			2018			2017
	(in thousands, except percentage data)
Net revenue:
Sypris Technologies	$	14,852		$	13,547		$	1,305			9.6	%		70.3	%		63.4	%
Sypris Electronics		6,249			7,824			(1,575	)		(20.1	)		29.6			36.6
Total		21,101			21,371			(270	)		(1.3	)		100.0			100.0
Cost of sales:
Sypris Technologies		13,523			14,121			598			4.2			91.1			104.2
Sypris Electronics		6,376			6,509			133			2.0			102.0			83.2
Total		19,899			20,630			731			3.5			94.3			96.5
Gross profit (loss):
Sypris Technologies		1,329			(574	)		1,903			NM			8.9			(4.2	)
Sypris Electronics		(127	)		1,315			(1,442	)		NM			(2.0	)		16.8
Total		1,202			741			461			62.2			5.7			3.5
Selling, general and administrative		2,942			3,134			192			6.1			13.9			14.7
Research and development		—			5			5			100.0			—			0.0
Severance, relocation and other costs		274			357			83			23.2			1.3			1.7
Operating loss		(2,014	)		(2,755	)		741			26.9			(9.5	)		(12.9	)
Interest expense, net		231			208			(23	)		(11.1	)		1.1			1.0
Other expense, net		56			115			59			51.3			0.3			0.5
Loss before taxes		(2,301	)		(3,078	)		777			25.2			(10.9	)		(14.4	)
Income tax expense, net		35			55			20			36.4			0.2			0.3
Net loss	$	(2,336	)	$	(3,133	)	$	797			25.4			(11.1	)%		(14.7	)%

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Nine Months Ended September 30, 2018 Compared to Nine Months Ended October 1, 2017.                

										Year Over
							Year Over			Year			Results as Percentage of
							Year			Percentage			Net Revenue for the Nine
	Nine Months Ended,						Change			Change			Months Ended
	September 30,			October 1,			Favorable			Favorable			September 30,			October 1,
	2018			2017			(Unfavorable)			(Unfavorable)			2018			2017
	(in thousands, except percentage data)
Net revenue:
Sypris Technologies	$	44,686		$	40,366		$	4,320			10.7	%		69.8	%		66.4	%
Sypris Electronics		19,328			20,439			(1,111	)		(5.4	)		30.2			33.6
Total		64,014			60,805			3,209			5.3			100.0			100.0
Cost of sales:
Sypris Technologies		39,320			41,261			1,941			4.7			88.0			102.2
Sypris Electronics		18,527			17,727			(800	)		(4.5	)		95.9			86.7
Total		57,847			58,988			1,141			1.9			90.4			97.0
Gross profit (loss):
Sypris Technologies		5,366			(895	)		6,261			NM			12.0			(2.2	)
Sypris Electronics		801			2,712			(1,911	)		(70.5	)		4.1			13.3
Total		6,167			1,817			4,350			239.4			9.6			3.0
Selling, general and administrative		9,261			10,125			864			8.5			14.5			16.6
Research and development		—			36			36			100.0			—			0.1
Severance, relocation and other costs		1,088			2,235			1,147			51.3			1.7			3.7
Operating loss		(4,182	)		(10,579	)		6,397			60.5			(6.5	)		(17.4	)
Interest expense, net		665			602			(63	)		(10.5	)		1.0			1.0
Other (income), net		(1,651	)		(1,663	)		(12	)		(0.7	)		(2.5	)		(2.7	)
Loss before taxes		(3,196	)		(9,518	)		6,322			66.4			(5.0	)		(15.7	)
Income tax expense, net		121			70			(51	)		(72.9	)		0.2			0.1
Net loss	$	(3,317	)	$	(9,588	)	$	6,271			65.4			(5.2	)%		(15.8	)%

Net Revenue. Sypris Technologies derives its revenue from the sale of forged and finished steel components and subassemblies and high-pressure closures and other fabricated products. Net revenue for Sypris Technologies for the three and nine-month periods ended September 30, 2018 increased $1.3 million and $4.3 million from the prior year comparable periods, respectively. The net revenue growth for the comparable three-month period was primarily attributable to increased sales volume of $1.6 million with customers in the commercial vehicle market, partially offset by lower energy related product sales of $0.2 million. The net revenue growth for the comparable nine-month period was primarily attributable to increased sales volume of $4.1 million with customers in the commercial vehicle market and increased energy related product sales of $1.9 million. The growth for the three and nine-month periods was partially offset by the nonrenewal of the Eaton supply agreement, which accounted for $0.1 million and $1.7 million of revenue in the respective prior year periods.

Sypris Electronics derives its revenue primarily from circuit card and full box build manufacturing, high reliability manufacturing and systems assembly and integration. Net revenue for Sypris Electronics decreased $1.6 million and $1.1 million for the three and nine months ended September 30, 2018, respectively, from the prior year comparable periods. Revenue for the three and nine-month periods of 2018 was affected by shortages of certain electronic components and extensive lead-time issues in the electronic manufacturing industry. Program delays associated with changes to the complex designs of certain circuit cards and the qualification and ramp-up of production on new programs further contributed to the decrease in revenue for the comparable periods.

Gross Profit. Sypris Technologies’ gross profit increased $1.9 million and $6.3 million for the three and nine months ended September 30, 2018. The net increase in volumes contributed to an increase in gross profit of $0.2 million and $1.3 million for the three and nine months ended September 30, 2018. Additionally, gross profit for the three and nine months ended September 30, 2018 was positively impacted by cost improvements following the transfer of production from our Broadway Plant, which was completed as of the end of 2017.

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Sypris Electronics’ gross profit decreased $1.4 million and $1.9 million for the three and nine months ended September 30, 2018, respectively. The decrease in gross profit was primarily attributable to an unfavorable revenue mix, which included the start-up of new programs and shortages of certain electronic components. Certain higher volume, higher margin programs were replaced with the start-up of new programs during the period. The Company expects the component shortages to continue during the fourth quarter of 2018 and into 2019, however recent actions by the Company, our customers and vendors to mitigate the impact of the shortages on our production are expected to yield improvements in component availability for our programs. The adoption of ASC 606 decreased our gross profit by $0.1 million and increased our gross profit by $0.1 million for the three and nine months ended September 30, 2018, respectively.

Selling, General and Administrative. Selling, general and administrative expense decreased by $0.2 million and $0.9 million for the three and nine month periods ended September 30, 2018, respectively, as compared to the same periods in 2017, primarily as a result of lower employment costs during the period as compared to the prior year.

Severance, Relocation and Other Costs. Severance, relocation and other costs were $0.3 million and $1.1 million for the three and nine months ended September 30, 2018, respectively, as compared to $0.4 million and $2.2 million for the three and nine months ended October 1, 2017. The charges for the first nine months of 2018 included $0.1 million in equipment relocation costs and $0.2 million primarily related to mothball costs associated with the closure of the Broadway Plant. Severance costs in 2017 are comprised of charges related to the headcount reductions associated with the closure of the Broadway Plant and equipment relocation costs incurred during the period (see Note 6 to the consolidated financial statements in this Form 10-Q).

Other Expense (Income), Net. The Company recognized other income, net of $1.7 million for the nine months ended September 30, 2018 compared to $1.7 million for the nine months ended October 1, 2017. As described in Note 3 and Note 17 to the consolidated financial statements, in the first quarter of 2018, the Company adopted ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU 2017-07). The ASU requires the Company to disaggregate the service cost component from the other components of net periodic benefit costs and requires application on a retrospective basis. As such, the other components of net periodic benefit costs included in other income for the nine months ended September 30, 2018 and October 1, 2017 were $0.5 million and $0.3 million, respectively.

During the nine months ended September 30, 2018, the Company recognized an insurance recovery gain of $2.3 million related to proceeds received for damage sustained at one of its plants (see Note 7 to the consolidated financial statements in this Form 10-Q). Additionally, the Company recognized foreign currency related translation gains of $0.1 million in the first nine months of 2017 related to the net U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency. The gains were partially offset by a loss of $0.2 million related to the sale or disposal of idle assets.

The Company recognized other income, net of $1.7 million for the nine months ended October 1, 2017. Other income, net for the nine months ended October 1, 2017 includes $2.7 million related to the gain recognized on the sale of idle assets within Sypris Technologies. The gain was partially offset by foreign currency related translation losses of $0.8 million recognized in the first nine months of 2017 related to the net U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency.

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Liquidity, Capital Resources

As a result of Sypris Technologies’ nonrenewal of certain supply agreements, the Company experienced substantially reduced levels of revenue and cash flows beginning in 2015. Additionally, revenue declined due to softness in the commercial vehicle market, which began in the fourth quarter of 2015 and continued through 2016. These developments prompted us to re-examine our strategies, develop recovery plans and cut our costs significantly. Reductions in our available liquidity have also required closer monitoring of the timing of our capital expenditures and cash flows in order to manage our business operations.

During 2017, the Company completed the transfer of production and the relocation of certain manufacturing assets from its Broadway Plant to other manufacturing facilities, as needed, to serve its existing and targeted customer base. During the fourth quarter of 2017, the Company terminated all production at the Broadway Plant. As a result of the closure of the Broadway Plant and the transfer of production, the Company is incurring lower employment costs, occupancy and related facility fixed costs and depreciation expense, which is expected to contribute to higher levels of gross profit and operating income for Sypris Technologies.

Gill Family Capital Management Note. The Company has received the benefit of cash infusions from GFCM in the form of secured promissory note obligations totaling $6.5 million in principal as of December 31, 2017 and September 30, 2018. GFCM is an entity controlled by the Company’s chairman, president and chief executive officer, Jeffrey T. Gill and one of our directors, R. Scott Gill. GFCM, Jeffrey T. Gill and R. Scott Gill are significant beneficial stockholders of the Company.

During 2017, the Company amended its secured promissory note obligation with GFCM to, among other things: (i) extend the maturity dates for $2.5 million of the obligation to April 1, 2021, $2.0 million to April 1, 2023 and the balance to April 1, 2025, (ii) adjust the interest rate beginning on April 1, 2019 and on each April 1 thereafter, to reflect the greater of 8.0% or 500 basis points above the five-year Treasury note average during the previous 90-day period, (iii) allow for up to an 18-month deferral of payment for up to 60% of the interest due on the notes maturing in April of 2021 and 2023, and (iv) provide for a first security interest in substantially all assets, including those in Mexico.

Capital Lease Obligations. On March 9, 2016, the Company completed the sale of its 24-acre Toluca property for 215 million Mexican Pesos, or approximately $12.2 million in U.S. dollars. Simultaneously, the Company entered into a ten-year lease of the 9 acres and buildings currently occupied by the Company and needed for its ongoing business in Toluca. As a result of the Toluca Sale-Leaseback, the Company has a capital lease obligation of $2.8 million for the building as of September 30, 2018.

In January 2018, the Company entered into a capital lease for $1.3 million for new production equipment installed at its Sypris Electronics facility during 2017. The balance of the lease obligation as of September 30, 2018 was $0.8 million.

Cash Balance. At September 30, 2018, we had approximately $8.6 million of cash and cash equivalents, of which $1.2 million was held in jurisdictions outside of the U.S. that, if repatriated, could result in withholding taxes.

We have projected that our cash and cash equivalents will be sufficient to allow us to continue operations for the next 12 months. Significant changes from our current forecasts, including, but not limited to: (i) meaningful shortfalls in projected revenue or sales proceeds from underutilized or non-core equipment, (ii) unexpected costs or expenses, and/or (iii) operating difficulties which cause unexpected delays in scheduled shipments, could require us to seek additional funding or force us to make further reductions in spending, extend payment terms with suppliers, liquidate assets where possible and/or suspend or curtail planned programs. Any of these actions could materially harm our business, results of operations and future prospects.

Cash Flows

Operating Activities. 

Net cash used by operating activities was $1.1 million in the first nine months of 2018 as compared to $8.5 million in the same period of 2017. Cash of $2.2 million was used to finance increased accounts receivables in the first nine months of 2018 as a result of the increase in revenue within Sypris Technologies and the timing of revenue being weighted toward the last month of the period. The investment in inventory in the first nine months of 2018 resulted in a use of cash of $2.2 million. There was a corresponding increase in accounts payable during the first nine months of 2018, which resulted in a source of cash of $4.0 million. Additionally, accrued and other liabilities increased during the first nine months of 2018 primarily as a result of prepayments from customers within Sypris Electronics, resulting in a source of cash of $4.9 million.

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Investing Activities. Net cash provided by investing activities was $2.3 million for the first nine months of 2018 as compared to $2.8 million for the first nine months of 2017. Net cash provided by investing activities for the first nine months of 2018 includes $2.3 million from insurance proceeds related to damage sustained at one of its plants (See Note 7 to the consolidated financial statements in this Form 10-Q). Additionally, the Company received proceeds of $1.4 million from the sale of idle assets by Sypris Technologies during the period.

Net cash provided by investing activities for the first nine months of 2017 includes proceeds of $2.8 million from the sale of idle assets by Sypris Technologies during the period. Additionally, $1.5 million of the escrow balance from the CSS sale was released to the Company during the third quarter of 2017. Capital expenditures in both periods represented maintenance levels of investment.

Financing Activities. Net cash used in financing activities was $0.8 million for the first nine months of 2018 as compared to $0.3 million for the first nine months of 2017. Net cash used in financing activities in the first nine months of 2018 included capital lease payments of $0.7 million and payments of $0.1 million for minimum statutory tax withholdings on stock-based compensation.

Net cash used in financing activities in the first nine months of 2017 included payments of $0.1 million for minimum statutory tax withholdings on stock-based compensation and capital lease payments of $0.2 million.

Critical Accounting Policies

See the information concerning our critical accounting policies included under Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation - Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017. Except as set forth below in connection with the adoption of ASC 606, there have been no significant changes in our critical accounting policies during the nine months ended September 30, 2018.

Revenue Recognition. Refer to Note 4 to the accompanying consolidated financial statements for a description of the Company’s revenue recognition policies.

The Company recognizes revenue when it satisfies a performance obligation by transferring control of a promised product or rendering a service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for the product or service (the “transaction price”). The Company’s transaction price in its contracts with customers is generally fixed; no payment discounts, rebates or refunds are included within its contracts. The Company does not provide service-type warranties either via written agreement or customary business practice, nor does it allow customer returns. In connection with the sale of various parts to customers, the Company is subject to typical assurance warranty obligations covering the compliance of the electronics parts produced to agreed-upon specifications (See Note 14). Customer returns, when they occur, relate to quality rework issues and are not connected to any repurchase obligation of the Company.

A performance obligation is a promise in a contract to transfer a distinct product or render a service to a customer and is the unit of account to which the transaction price is allocated under ASC 606. When a contract contains multiple performance obligations, we allocate the transaction price to the individual performance obligations using the price at which the promised goods or services would be sold to customers on a standalone basis. For most sales within our Sypris Technologies segment and a portion of sales within Sypris Electronics, control transfers to the customer at a point in time. Indicators that control has transferred include the Company having a present right to payment, the customer obtaining legal title and the customer having the significant risks and rewards of ownership. The Company’s principal terms of sale are FOB Shipping Point, or equivalent, and, as such, the Company primarily transfers control and records revenue for product sales upon shipment.

For contracts where Sypris Electronics serves as a contractor for aerospace and defense companies under federally funded programs, we generally recognize revenue over time as we perform because of continuous transfer of control to the customer. This continuous transfer of control to the customer is supported by clauses in the contracts that allow the customer to unilaterally terminate the contract for convenience, pay us for costs incurred plus a reasonable profit and take control of any work in process. Because of control transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. We use labor hours incurred as a measure of progress for these contracts because it best depicts the Company’s performance of the obligation to the customer, which occurs as we incur labor on our contracts. Under this measure of progress, the extent of progress towards completion is measured based on the ratio of labor hours incurred to date to the total estimated labor hours at completion of the performance obligation.

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Our contract profit margins may include estimates of revenues for goods or services on which the customer and the Company have not reached final agreements, such as contract changes, settlements of disputed claims, and the final amounts of requested equitable adjustments permitted under the contract. These estimates are based upon management's best assessment of the totality of the circumstances and are included in our contract profit based upon contractual provisions and our relationships with each customer.

Forward-looking Statements

This Quarterly Report on Form 10-Q, and our other oral or written communications, may contain “forward-looking” statements. These statements may include our expectations or projections about the future of our business, industries, business strategies, prospects, potential acquisitions, liquidity, financial condition or financial results and our views about developments beyond our control, including domestic or global economic conditions, trends and market developments. These statements, including those outlined in management’s recovery plan, are based on management’s views and assumptions at the time originally made, and, except as required by law, we undertake no obligation to update these statements, even if, for example, they remain available on our website after those views and assumptions have changed. There can be no assurance that our expectations, projections or views will come to pass, and undue reliance should not be placed on these forward-looking statements.

A number of significant factors could materially affect our specific business operations and cause our performance to differ materially from any future results projected or implied by our prior statements. Many of these factors are identified in connection with the more specific descriptions contained throughout this report. Other factors which could also materially affect such future results currently include: our failure to achieve targeted gains and cash proceeds from the anticipated sale of certain equipment; our failure to return to profitability on a timely basis, which would cause us to continue to use existing cash resources or other assets to fund operating losses; the cost, quality, timeliness, efficiency and yield of our operations and capital investments, including the impact of tariffs, product recalls or related liabilities, working capital, production schedules, cycle times, scrap rates, injuries, wages, overtime costs, freight or expediting costs; cost, quality and availability of raw materials such as steel, component parts (especially electronic components), natural gas or utilities; inventory valuation risks including excessive or obsolescent valuations or price erosions of raw materials or component parts on hand or other potential impairments, non-recoverability or write-offs of assets or deferred costs; potential weaknesses in internal controls over financial reporting and enterprise risk management; breakdowns, relocations or major repairs of machinery and equipment, especially in our Toluca Plant; our failure to successfully complete final contract negotiations with regard to our announced contract “orders”, “wins” or “awards”; dependence on, retention or recruitment of key employees; disputes or litigation involving governmental, supplier, customer, employee, creditor, stockholder, product liability or environmental claims; volatility of our customers’ forecasts, scheduling demands and production levels which negatively impact our operational capacity and our effectiveness to integrate new customers or suppliers, and in turn cause increases in our inventory and working capital levels; the fees, costs and supply of, or access to, debt, equity capital, or other sources of liquidity; the costs of compliance with our auditing, regulatory or contractual obligations; changes in licenses, security clearances, or other legal rights to operate, manage our work force or import and export as needed; labor relations; strikes; union negotiations; pension valuation, health care or other benefit costs; our inability to patent or otherwise protect our inventions or other intellectual property from potential competitors; our reliance on third party vendors and sub-suppliers; adverse impacts of new technologies or other competitive pressures which increase our costs or erode our margins; U.S. government spending on products and services that Sypris Electronics provides, including the timing of budgetary decisions; risks of foreign operations; currency exchange rates; war, terrorism, or political uncertainty; cyber security threats and disruptions; failure to adequately insure or to identify environmental or other insurable risks; unanticipated or uninsured disasters, losses or business risks; inaccurate data about markets, customers or business conditions; or unknown risks and uncertainties and the risk factors disclosed in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

Item 3.     Quantitative and Qualitative Disclosures about Market Risk

We are a smaller reporting company as defined in Item 10(f)(1) of Regulation S-K and thus are not required to provide the quantitative and qualitative disclosures about market risk specified in Item 305 of Regulation S-K.

27

Item 4.     Controls and Procedures

(a) Evaluation of disclosure controls and procedures. Based on the evaluation of our disclosure controls and procedures (as defined in Securities Exchange Act of 1934 Rules 13a-15(e) or 15d-15(e)) required by Securities Exchange Act Rules 13a-15(b) or 15d-15(b), our Chief Executive Officer and our Chief Financial Officer have concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective.

(b) Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II.     Other Information

Item 1.     Legal Proceedings

We are involved from time to time in litigation and other legal or environmental proceedings incidental to our business. Neither we, nor any of our subsidiaries, are currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding currently threatened against us. 

Item 1A.     Risk Factors

Information regarding risk factors appears in Part I — Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Forward-Looking Statements,” in this Quarterly Report on Form 10-Q, and in Part I — Item 1A, “Risk Factors,” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017. There have been no material changes during the fiscal quarter from the risk factors disclosed in our Annual Report on Form 10-K.

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3.     Defaults Upon Senior Securities

None.

Item 4.     Mine Safety Disclosures

Not applicable.

Item 5.     Other Information

None.

Item 6.     Exhibits

Exhibit Number	Description
31(i).1	CEO certification pursuant to Section 302 of Sarbanes - Oxley Act of 2002.
31(i).2	Principal Financial Officer certification pursuant to Section 302 of Sarbanes - Oxley Act of 2002.
32	CEO and Principal Financial Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes - Oxley Act of 2002.
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

29

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.

			SYPRIS SOLUTIONS, INC.
			(Registrant)
Date:	November 13, 2018	By:	/s/ Anthony C. Allen
			(Anthony C. Allen)
			Vice President & Chief Financial Officer
Date:	November 13, 2018	By:	/s/ Rebecca R. Eckert
			(Rebecca R. Eckert)
			Controller (Principal Accounting Officer)

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EX-31.I1

Exhibit 31(i).1

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Jeffrey T. Gill, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Sypris Solutions, Inc.;

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

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

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

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

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

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

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

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

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

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

Date:	November 13, 2018	By:	/s/ Jeffrey T. Gill
			Jeffrey T. Gill
			President & Chief Executive Officer

EX-31.I2

Exhibit 31(i).2

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Anthony C. Allen, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Sypris Solutions, Inc.;

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

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

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

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

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

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

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

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

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

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

Date:	November 13, 2018	By:	/s/ Anthony C. Allen
			Anthony C. Allen
			Vice President & Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Sypris Solutions, Inc. (the Company) on Form 10-Q for the period ending September 30, 2018 as filed with the Securities and Exchange Commission on the date hereof (the Report), each of the undersigned hereby certifies, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, in his capacity as an officer of Sypris Solutions, Inc., that to his knowledge:

(1)     The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

(2)     The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	November 13, 2018	By:	/s/ Jeffrey T. Gill
			Jeffrey T. Gill
			President & Chief Executive Officer

Date:	November 13, 2018	By:	/s/ Anthony C. Allen
			Anthony C. Allen
			Vice President & Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Sypris Solutions, Inc. and will be retained by Sypris Solutions, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Form 10-Q and shall not be considered filed as part of the Form 10-Q.

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Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Nov. 03, 2018
Document Information [Line Items]
Entity Registrant Name	SYPRIS SOLUTIONS INC
Entity Central Index Key	0000864240
Trading Symbol	sypr
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 Common Stock, Shares Outstanding (in shares)		21,398,182
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q3
Amendment Flag	false

XML

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net revenue	$ 21,101	$ 21,371	$ 64,014	$ 60,805
Cost of sales	19,899	20,630	57,847	58,988
Gross profit	1,202	741	6,167	1,817
Selling, general and administrative	2,942	3,134	9,261	10,125
Research and development	0	5	0	36
Severance, relocation and other costs	274	357	1,088	2,235
Operating loss	(2,014)	(2,755)	(4,182)	(10,579)
Interest expense, net	231	208	665	602
Other expense (income), net	56	115	(1,651)	(1,663)
Loss before taxes	(2,301)	(3,078)	(3,196)	(9,518)
Income tax expense	35	55	121	70
Net loss	$ (2,336)	$ (3,133)	$ (3,317)	$ (9,588)
Loss per share:
Basic (in dollars per share)	$ (0.11)	$ (0.15)	$ (0.16)	$ (0.47)
Diluted (in dollars per share)	$ (0.11)	$ (0.15)	$ (0.16)	$ (0.47)
Weighted average shares outstanding:
Basic (in shares)	20,555	20,397	20,497	20,305
Diluted (in shares)	20,555	20,397	20,497	20,305
Dividends declared per common share (in dollars per share)	$ 0	$ 0	$ 0	$ 0

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Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net loss	$ (2,336)	$ (3,133)	$ (3,317)	$ (9,588)
Other comprehensive income (loss)
Foreign currency translation adjustments	395	(47)	297	1,133
Comprehensive loss	$ (1,941)	$ (3,180)	$ (3,020)	$ (8,455)

XML

Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 8,623	$ 8,144
Accounts receivable, net	11,471	9,317
Inventory, net	18,856	17,641
Other current assets	6,020	2,003
Assets held for sale	2,016	2,898
Total current assets	46,986	40,003
Property, plant and equipment, net	14,766	15,574
Other assets	881	1,578
Total assets	62,633	57,155
Current liabilities:
Accounts payable	14,472	10,465
Accrued liabilities	15,027	10,330
Current portion of capital lease obligations	577	829
Total current liabilities	30,076	21,624
Long-term capital lease obligations	2,959	3,397
Note payable – related party	6,446	6,435
Other liabilities	8,686	8,769
Total liabilities	48,167	40,225
Stockholders’ equity:
Preferred stock	0	0
Common stock	214	214
Additional paid-in capital	154,244	153,858
Accumulated deficit	(114,738)	(111,591)
Accumulated other comprehensive loss	(25,254)	(25,551)
Treasury stock, 16,192 shares in 2018 and 2017	0	0
Total stockholders’ equity	14,466	16,930
Total liabilities and stockholders’ equity	62,633	57,155
Series A Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	0	0
Nonvoting Common Stock [Member]
Stockholders’ equity:
Common stock	$ 0	$ 0

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Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Sep. 30, 2018	Dec. 31, 2017
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	975,150	975,150
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	30,000,000	30,000,000
Common stock, shares issued (in shares)	21,414,374	21,438,269
Common stock, shares outstanding (in shares)	21,398,182	21,422,077
Treasury stock (in shares)	16,192	16,192
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	24,850	24,850
Preferred stock, shares issued (in shares)	0	0
Nonvoting Common Stock [Member]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	10,000,000	10,000,000
Common stock, shares issued (in shares)	0	0

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Consolidated Cash Flow Statements (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Cash flows from operating activities:
Net loss	$ (3,317,000)	$ (9,588,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,988,000	2,929,000
Stock-based compensation expense	493,000	563,000
Deferred loan costs recognized	11,000	45,000
Insurance recovery gain	(2,275,000)	0
Net loss (gain) on the sale of assets	241,000	(2,664,000)
Provision for excess and obsolete inventory	(125,000)	145,000
Other noncash items	127,000	622,000
Contributions to pension plans	(77,000)	0
Changes in operating assets and liabilities:
Accounts receivable	(2,164,000)	(2,552,000)
Inventory	(2,184,000)	(7,713,000)
Other current assets	(2,681,000)	658,000
Accounts payable	4,007,000	5,617,000
Accrued and other liabilities	4,891,000	3,392,000
Net cash used in operating activities	(1,065,000)	(8,546,000)
Cash flows from investing activities:
Capital expenditures	(1,321,000)	(1,457,000)
Proceeds from sale of assets	1,388,000	2,750,000
Insurance proceeds for recovery of property damage, net	2,275,000	0
Change in restricted cash	0	1,500,000
Net cash provided by investing activities	2,342,000	2,793,000
Cash flows from financing activities:
Capital lease payments	(691,000)	(149,000)
Indirect repurchase of shares of minimum statutory tax withholdings	(107,000)	(123,000)
Net cash used in financing activities	(798,000)	(272,000)
Net increase (decrease) in cash and cash equivalents	479,000	(6,025,000)
Cash and cash equivalents at beginning of period	8,144,000	15,270,000
Cash and cash equivalents at end of period	$ 8,623,000	$ 9,245,000

XML

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Balance (in shares) at Dec. 31, 2016	21,329,690
Balance at Dec. 31, 2016	$ 213	$ 153,252	$ (100,769)	$ (26,598)
Net income (loss) (in shares)	0
Net loss			(9,588)		$ (9,588)
Foreign currency translation adjustment (in shares)	0
Foreign currency translation adjustment				1,133
Restricted common stock grant (in shares)	199,000
Restricted common stock grant	$ 2	(2)
Noncash compensation (in shares)	42,000
Noncash compensation		563
Treasury stock (in shares)	(39,000)
Retire treasury stock (in shares)	(109,613)
Retire treasury stock	$ (1)	(122)
Balance (in shares) at Oct. 01, 2017	21,422,077
Balance at Oct. 01, 2017	$ 214	153,691	(110,357)	(25,465)
Balance (in shares) at Dec. 31, 2017	21,422,077
Balance at Dec. 31, 2017	$ 214	153,858	(111,591)	(25,551)	16,930
Net income (loss) (in shares)	0
Net loss			(3,317)		(3,317)
Foreign currency translation adjustment (in shares)	0
Foreign currency translation adjustment				297
Noncash compensation (in shares)	42,000
Noncash compensation		493
Retire treasury stock (in shares)	(65,895)
Retire treasury stock		(107)
Balance (in shares) at Sep. 30, 2018	21,398,182
Balance at Sep. 30, 2018	$ 214	$ 154,244	(114,738)	$ (25,254)	$ 14,466
Adoption of new accounting standards	$ 0		$ 170

XML

Note 1 - Nature of Business

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Nature of Operations [Text Block]

( 1 ) Nature of Business

All references to “Sypris,” the “Company,” “we” or “our” include Sypris Solutions, Inc. and its wholly-owned subsidiaries. Sypris is a diversified provider of truck components, oil and gas pipeline components and aerospace and defense electronics. The Company produces a wide range of manufactured products, often under multi-year, sole-source contracts. The Company offers such products through its

two

business segments, Sypris Technologies, Inc. (“Sypris Technologies”) and Sypris Electronics, LLC (“Sypris Electronics”) (See Note

14

).

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Note 2 - Basis of Presentation

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

( 2 ) Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of Sypris Solutions, Inc. and its wholly-owned subsidiaries and have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and with the instructions to Form

10

-Q and Article

10

of Regulation S-

X

of the SEC. Accordingly, pursuant to such rules and regulations, certain notes and other financial information included in audited financial statements have been condensed or omitted. The

December 31, 2017

consolidated balance sheet data was derived from audited statements, but does

not

include all disclosures required by U.S. GAAP. The Company’s operations are domiciled in the United States (U.S.) and Mexico, and we serve a wide variety of domestic and international customers. All intercompany transactions and accounts have been eliminated.

These unaudited consolidated financial statements reflect, in the opinion of management, all material adjustments (which include only normal recurring adjustments) necessary to fairly state the results of operations, financial position and cash flows for the periods presented, and the disclosures herein are adequate to make the information presented

not

misleading. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Actual results for the

three

and

nine

months ended

September 

30,

 

2018

are

not

necessarily indicative of the results that

may

be expected for the year ending

December 

31,

 

2018.

These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements, and notes thereto, for the year ended

December 31, 2017

as presented in the Company’s Annual Report on Form

10

-K.

Certain prior period amounts within the footnotes have been reclassified to conform to current period presentation.

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Note 3 - Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

New Accounting Pronouncements and Changes in Accounting Principles [Text Block]

( 3 ) Recent Accounting Pronouncements

In

2014,

the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

2014

-

09

- Revenue from Contracts with Customers (ASC

606

), which supersedes nearly all existing revenue recognition guidance. Subsequent to the issuance of ASU

2014

-

09,

the FASB clarified the new guidance through several additional ASUs; hereinafter the collection of revenue guidance is referred to as “ASC

606.”

ASC

606

is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and any assets recognized from costs incurred to fulfill a contract. The Company adopted the guidance effective

January 1, 2018

using the modified retrospective approach for all contracts

not

completed as of the date of adoption. Results for reporting periods beginning

January 

1,

 

2018

are presented under ASC

606,

while prior period amounts were

not

adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC

605,

Revenue Recognition.

We recorded a net decrease to beginning accumulated deficit of

$170,000

as of

January 1, 2018,

for the cumulative impact of adopting the new guidance. The impact primarily arises from a change in how we account for certain federally funded programs within Sypris Electronics where we transfer control of the products to the customer as they are produced (i.e., a change from recognizing revenue at a point in time to recognizing revenue over time, resulting in revenue being recognized earlier in the process of completing the performance obligation).

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheet as of

January 

1,

 

2018

from the adoption of ASC

606:

							Opening
	Balance at			ASC 606			Balance at
	Dec. 31, 2017			Adjustments			Jan. 1, 2018
Assets
Inventories – net	$	17,641		$	(655	)	$	16,986
Contract assets		0			825			825
Liabilities and Equity
Accumulated deficit	$	(111,591	)	$	170		$	(111,421	)

Under the modified retrospective method of adoption, we are also required to disclose in the

first

year of adoption the hypothetical impact to our financial statements if we had continued to follow our accounting policies under ASC

605

during the period.  We estimate that the impact to revenue for the

three

and

nine

months ended

September 

30,

 

2018

would have been an increase of approximately

$24,000

and a decrease of

$1,002,000,

respectively, representing the amount of revenue recognized over time versus at a point in time under ASC

606.

  Additionally, the adoption of ASC

606

increased our operating loss and net loss by

$71,000,

or less than

$0.01

per share for the

three

months ended

September 

30,

 

2018

and decreased our operating loss and net loss by

$115,000,

or

$0.01

per share, for the

nine

months ended

September 30, 2018.

The following table summarizes the effect of adopting ASC

606

on our unaudited consolidated statement of operations for the

three

months ended

September 

30,

 

2018:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Net revenue	$	21,125		$	(24	)	$	21,101
Cost of sales		19,852			47			19,899
Gross profit		1,273			(71	)		1,202
Selling, general and administrative		2,942			0			2,942
Severance, equipment relocation and other costs		274			0			274
Operating loss		(1,943	)		(71	)		(2,014	)
Interest expense, net		231			0			231
Other (income), net		56			0			56
Income before taxes		(2,230	)		(71	)		(2,301	)
Income tax expense		35			0			35
Net income	$	(2,265	)	$	(71	)	$	(2,336	)

The following table summarizes the effect of adopting ASC

606

on our unaudited consolidated statement of operations for the

nine

months ended

September 

30,

 

2018:

	Legacy GAAP			Impact of		As Reported
	Sept. 30, 2018			ASC 606		Sept. 30, 2018
Net revenue	$	63,012		$	1,002	$	64,014
Cost of sales		56,960			887		57,847
Gross profit		6,052			115		6,167
Selling, general and administrative		9,261			0		9,261
Severance, equipment relocation and other costs		1,088			0		1,088
Operating loss		(4,297	)		115		(4,182	)
Interest expense, net		665			0		665
Other (income), net		(1,651	)		0		(1,651	)
Loss before taxes		(3,311	)		115		(3,196	)
Income tax expense		121			0		121
Net loss	$	(3,432	)	$	115	$	(3,317	)

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheets as of

September 

30,

 

2018

from the adoption of ASC

606:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Assets
Inventories – net	$	20,397		$	(1,541	)	$	18,856
Contract assets		0			1,826			1,826
Liabilities and Equity
Accumulated deficit	$	(115,023	)	$	285		$	(114,738	)

In

February 2016,

the FASB issued ASU

No.

2016

-

02,

Leases (ASC

842

). The new standard was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This standard affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this update supersedes FASB Accounting Standards Codification (“ASC”)

840,

Leases. The amendments in this ASU are effective for fiscal years beginning after

December 15, 2018,

including interim periods within those fiscal years. The Company will adopt this update beginning on

January 1, 2019

using a modified retrospective transition method. The Company expects to elect certain practical expedients permitted under the transition guidance within the standard where comparative periods of adoption do

not

need to be restated. The Company expects the valuation of right of use assets and lease liabilities, previously described as operating leases, to be the present value of the Company’s forecasted future lease commitments. The Company is continuing to assess the overall impacts of the new standard, including the discount rate to be applied in these valuations, and expects the amendments will have a material impact on our consolidated financial statements, primarily from the recognition of right-of-use assets and lease liabilities on our consolidated balance sheets and changes to related disclosures.

In

March 2017,

the FASB issued ASU

No.

 

2017

-

07,

Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU

2017

-

07

). The update requires employers to present the service cost component of the net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. The other components of net benefit cost, including interest cost, expected return on plan assets, amortization of prior service cost/credit and actuarial gain/loss, and settlement and curtailment effects, are to be presented outside of any subtotal of operating income. The income statement guidance requires application on a retrospective basis. The Company adopted the ASU on

January 1, 2018,

and as a result operating income increased

$299,000

and other income decreased by

$299,000

for the

nine

months ended

October 

1,

 

2017.

The Company used the practical expedient provided in ASU

2017

-

07

that permits the use of the amounts disclosed in its benefit plans notes for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. These changes in presentation do

not

result in any changes to net loss or loss per share. Details of the components of net periodic benefit costs are provided in Note

17.

In

February 2018,

the FASB issued ASU

No.

2018

-

02,

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU

2018

-

02

). Under existing U.S. GAAP, the effects of changes in tax rates and laws on deferred tax balances are recorded as a component of income tax expense in the period in which the law was enacted. When deferred tax balances related to items originally recorded in accumulated other comprehensive income are adjusted, certain tax effects become stranded in accumulated other comprehensive income. The amendments in ASU

2018

-

02

allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of

2017

(the “Tax Act”). The amendments in this ASU also require certain disclosures about stranded tax effects. The guidance is effective for fiscal years beginning after

December 15, 2018,

and interim periods within those fiscal years. Early adoption in any period is permitted. The Company does

not

expect the adoption of ASU

2018

-

02

to have a material impact on the Company’s consolidated financial statements.

In

August 2018,

the FASB issued ASU

2018

-

15,

Intangibles-Goodwill and Other-Internal-Use Software: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract (ASU

2018

-

15

). ASU

2018

-

15

aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This new guidance will be effective for public companies for fiscal years beginning after

December 15, 2019

and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the effect that the new guidance will have on its consolidated financial statements and related disclosures.

XML

Note 4 - Revenue from Contracts with Customers

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

( 4 ) Revenue from Contracts with Customers

The Company recognizes revenue when it satisfies a performance obligation by transferring control of a promised product or rendering a service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for the product or service (the “transaction price”). The Company’s transaction price in its contracts with customers is generally fixed;

no

payment discounts, rebates or refunds are included within its contracts. The Company also does

not

provide service-type warranties either via written agreement or customary business practice, nor does it allow customer returns. In connection with the sale of various parts to customers, the Company is subject to typical assurance warranty obligations covering the compliance of the electronics parts produced to agreed-upon specifications (See Note

15

). Customer returns, when they occur, relate to quality rework issues and are

not

connected to any repurchase obligation of the Company.

A performance obligation is a promise in a contract to transfer a distinct product or render a service to a customer and is the unit of account to which the transaction price is allocated under ASC

606.

When a contract contains multiple performance obligations, we allocate the transaction price to the individual performance obligations using the price at which the promised goods or services would be sold to customers on a standalone basis. For most sales within our Sypris Technologies segment and a portion of sales within Sypris Electronics, control transfers to the customer at a point in time. Indicators that control has transferred include the Company having a present right to payment, the customer obtaining legal title and the customer having the significant risks and rewards of ownership. The Company’s principal terms of sale are FOB Shipping Point, or equivalent, and, as such, the Company primarily transfers control and records revenue for product sales upon shipment.

For contracts where Sypris Electronics serves as a contractor for aerospace and defense companies under federally funded programs, we generally recognize revenue over time as we perform because of continuous transfer of control to the customer. This continuous transfer of control to the customer is supported by clauses in the contracts that allow the customer to unilaterally terminate the contract for convenience, pay us for costs incurred plus a reasonable profit and take control of any work in process. Because of control transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. We use labor hours incurred as a measure of progress for these contracts because it best depicts the Company’s performance of the obligation to the customer, which occurs as we incur labor on our contracts. Under this measure of progress, the extent of progress towards completion is measured based on the ratio of labor hours incurred to date to the total estimated labor hours at completion of the performance obligation.

Our contract profit margins

may

include estimates of revenues for goods or services on which the customer and the Company have

not

reached final agreements, such as contract changes, settlements of disputed claims, and the final amounts of requested equitable adjustments permitted under the contract. These estimates are based upon management's best assessment of the totality of the circumstances and are included in our contract profit based upon contractual provisions and our relationships with each customer.

The majority of our arrangements are for

one

year or less. For the remaining population of non-cancellable contracts greater than

one

year we had

$17,364,000

of remaining performance obligations as of

September 

30,

2018,

all of which were long-term Sypris Electronics’ contracts. We expect to recognize approximately

18%

of our remaining performance obligations as revenue in the

three

months ended

December 

31,

 

2018,

70%

in

2019

and the balance thereafter.

Disaggregation of Revenue

The following table summarizes revenue from contracts with customers for the

three

and

nine

months ended

September 

30,

 

2018:

	Three Months		Nine Months
	Ended,		Ended
	Sept. 30, 2018		Sept. 30, 2018
	(Unaudited)
Sypris Technologies – transferred point in time	$	14,852	$	44,686
Sypris Electronics – transferred point in time		1,510		3,664
Sypris Electronics – transferred over time		4,739		15,664
Net revenue	$	21,101	$	64,014

Contract Balances

Differences in the timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets) and deferred revenue, customer deposits and billings in excess of revenue recognized (contract liabilities) on the consolidated balance sheets.

Contract assets

– Contract assets include unbilled amounts typically resulting from sales under contracts where revenue is recognized over time and revenue recognized exceeds the amount billed to the customer, and the right to payment is subject to conditions other than the passage of time. Contract assets are generally classified as current assets in the consolidated balance sheet. The balance of contract assets as of

September 

30,

2018

and at the date of adoption of ASC

606

were

$1,826,000

and

$825,000,

respectively, and are included within other current assets in the accompanying consolidated balance sheets.

Contract liabilities

– Some of the Company’s contracts within Sypris Electronics are billed as work progresses in accordance with the contract terms and conditions, either at periodic intervals or upon achievement of certain milestones. Often this results in billing occurring prior to revenue recognition resulting in contract liabilities. Additionally, the Company occasionally receives cash payments from customers in advance of the Company’s performance resulting in contract liabilities. These contract liabilities are classified as either current or long-term in the consolidated balance sheet based on the timing of when the Company expects to recognize revenue. As of

September 

30,

 

2018

and at the date of adoption of ASC

606,

contract liabilities were

$4,659,000

and

$1,509,000,

respectively, and are included within accrued liabilities in the accompanying consolidated balance sheets. Payments received from customers in advance of revenue recognition are

not

considered to be significant financing components because they are used to meet working capital demands that can be higher in the early stages of a contract.

The Company recognized revenue from contract liabilities of

$543,000

and

$1,614,000

for the

three

and

nine

months ended

September 

30,

 

2018,

respectively. The Company recognized revenue from contract liabilities of

$1,545,000

and

$2,889,000

for the

three

and

nine

months ended

October 

1,

 

2017,

respectively.

Practical expedients and exemptions

Sales commissions are expensed when incurred because the amortization period would have been

one

year or less. These costs are recorded in selling, general and administrative expense in the consolidated statements of operations.

We do

not

disclose the value of unsatisfied performance obligations for contracts with original expected lengths of

one

year or less.

XML

Note 5 - Strategic Actions

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Concentration Risk Disclosure [Text Block]

( 5 ) Strategic Actions

The Company completed a number of strategic actions during the past

three

years in response to the nonrenewal of supply agreements with certain Tier I automotive customers primarily due to global pricing constraints, the downturn in the commercial vehicle market beginning in the

fourth

quarter of

2015

and other market and economic factors impacting the Company. Strategic actions taken included: (i) initiation of the Company’s exit from the Broadway Plant (defined below) (see Note

6

), (ii) the sale of Sypris Electronics’ SioMetrics, Cyber Range, Information Security Solutions and Data Systems product lines (the “CSS business”) in

2016,

(iii) the sale and leaseback of the Company’s facility in Toluca, Mexico in

2016,

(iv) the sale of the Company’s manufacturing facility in Morganton, North Carolina in

2015,

(v) the capacity reallocation of certain oil and gas industry components to Mexico, (vi) the relocation of its Sypris Electronics operation to a new facility beginning in

2017,

and (vii) reductions in employment costs through reduced work schedules, senior management pay reductions and deferral of merit increases and certain benefit payments. Using a portion of the proceeds generated from the asset sales noted above, the Company paid off all of its most senior secured debt consisting of a “Term Loan” and “Revolving Credit Facility” in

August 2016.

During this period, the Company also received the benefit of cash infusions from Gill Family Capital Management, Inc. (“GFCM”) in the form of secured promissory note obligations totaling

$6,500,000

in principal, originally scheduled to mature in

2019.

The GFCM note was amended during

2017

to, among others things, extend the maturity dates so that the note matures in part in

2021,

2023

and

2025

(see Note

13

).

The Company has embraced a strategic change in its business by repositioning away from certain of its traditional Tier

1

customers that represent the primary suppliers to the original equipment manufacturers (“OEMs”) in the commercial vehicle markets, while targeting to replace these customers with longer-term relationships, especially among the OEMs and others who place a higher value on the Company’s innovation, flexibility and core commitment to lean manufacturing principles. Among the customer programs

not

being renewed was a supply agreement with Meritor Inc. (“Meritor”), which expired on

January 1, 2017,

which utilized production at the Company’s Louisville, Kentucky automotive and commercial vehicle manufacturing plant (the “Broadway Plant”). The Company similarly has experienced a reduction in certain portions of its business with Eaton Corporation (“Eaton”). As a result of these decisions, the Company experienced a significant reduction in its commercial vehicle revenues in

2017

(See Note

6

). Subsequent to the end of the

third

quarter of

2018,

the Company entered into a

three

-year agreement to supply axle shafts to Sistemas Automotrices de Mexico, S.A. de C.V. (“Sisamex”), as well as a number of other product lines for periods of up to

six

years from the commencement of production.

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Note 6 - Exit and Disposal Activities

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Restructuring and Related Activities Disclosure [Text Block]

( 6 ) Exit and Disposal Activities

On

February 21, 2017,

the Board of Directors approved a modified exit or disposal plan with respect to the Broadway Plant, which included the relocation of production to other Company facilities, as needed, and/or the closure of the plant. The relocation of production was complete as of the end of

2017.

The Company has relocated certain assets from the Broadway Plant to other manufacturing facilities, as needed, to serve its existing and target customer base and identified underutilized or non-core assets for disposal. Management expects to apply the proceeds from the sale of any underutilized or non-core assets to help fund the costs to transfer any additional equipment from the Broadway Plant. Management is currently evaluating options for the real estate and any remaining assets in the Broadway Plant.

As a result of these initiatives, the Company recorded charges of

$1,088,000,

or

$0.05

per share, and

$2,235,000,

or

$0.11

per share, during the

first

nine

months of

2018

and

2017,

respectively, related to the transition of production from the Broadway Plant, which is included in severance, relocation and other costs in the consolidated statement of operations. All

$1,088,000

incurred during the

nine

months ended

September 

30,

 

2018

was recorded within Sypris Technologies. Of these costs,

$254,000

was for equipment relocation costs and

$834,000

was primarily related to mothball costs associated with the closed facility. The charges for the

nine

months ended

October 

1,

 

2017

included

$1,017,000

for severance and benefit related costs and

$1,218,000

for equipment relocation costs. A summary of the total pre-tax charges is as follows (in thousands):

			Costs Incurred
			Nine Months		Total		Remaining
	Total		Ended		Recognized		Costs to be
	Program		Sept. 30, 2018		to date		Recognized
Severance and benefit related costs	$	1,350	$	0	$	1,350	$	0
Asset impairments		188		0		188		0
Equipment relocation costs		1,804		254		1,678		126
Other		1,302		834		877		425
	$	4,644	$	1,088	$	4,093	$	551

A summary of costs and related reserves for the transition of production from the Broadway Plant at

September 

30,

 

2018

is as follows (in thousands):

	Accrued				Cash			Accrued
	Balance at				Payments			Balance at
	Dec. 31,		2018		or Asset			Sept. 30,
	2017		Charge		Write-Offs			2018
Severance and benefit-related costs	$	145	$	0	$	(145	)	$	0
Equipment relocation costs		0		254		(254	)		0
Other		0		834		(834	)		0
	$	145	$	1,088	$	(1,233	)	$	0

The Company expects to incur additional pre-tax costs of approximately

$551,000

within Sypris Technologies, the majority of which is expected to be cash expenditures.

As noted above, management expects to apply proceeds from the sale of underutilized or non-core assets to help fund the costs to transfer additional equipment from the Broadway Plant and the transition of the related production. The following assets have been segregated and included in assets held for sale in the consolidated balance sheets (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Machinery, equipment, furniture and fixtures	$	16,819		$	28,874
Accumulated depreciation		(14,803	)		(25,976	)
Total assets	$	2,016		$	2,898

XML

Note 7 - Property Insurance Settlement

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Business Insurance Recoveries [Text Block]

( 7 ) Property Insurance Settlement

Subsequent to the transfer of production from the Broadway Plant, the primary water supply and sprinkler pipes within the facility suffered freeze damage during an extended period of extreme cold temperatures. The Company and its insurer reached a full and final settlement agreement with respect to the claim during the

second

quarter of

2018.

Insurance proceeds are recorded to the extent of the losses and then, only if recovery is realized or probable. Any gains in excess of losses are recognized only when the contingencies regarding the recovery are resolved and the amount is fixed or determinable. During the

nine

months ended

September 

30,

 

2018,

the Company received insurance proceeds of

$2,447,000

and recognized an insurance recovery gain of

$2,275,000,

net of expenses incurred for claim related expenses.

The Company is currently evaluating options related to the disposition of the Broadway Plant, including the extent to which repairs, if any, are made to the facility. The Company considered the need for an impairment recognition based on the change in the facility’s physical condition following the freeze damage. Although the fair market value of the facility was reduced by the freeze damage, the Company determined the fair market value of the building and land exceeds the net book value as of

September 30, 2018.

XML

Note 8 - Other Expense (Income), Net

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Other Income and Other Expense Disclosure [Text Block]

( 8 ) Other Expense (Income), Net

As described in Note

3,

the Company adopted ASU

2017

-

07

in the

first

quarter of

2018.

ASU

2017

-

07

requires the Company to disaggregate the service cost component from the other components of net periodic benefit costs and requires application on a retrospective basis. Accordingly, the other components of net periodic benefit costs included in other income for the

three

and

nine

-month periods ended

September 

30,

 

2018

were

$161,000

and

$483,000,

respectively. The components of net periodic benefit costs included in other income for the

three

and

nine

month periods ended

October 

1,

 

2017

were

$100,000

and

$299,000,

respectively.

During the

nine

months ended

September 

30,

2018,

the Company recognized an insurance recovery gain of

$2,275,000

related to the settlement of a property insurance claim on the Broadway Plant (see Note

7

). Additionally, the Company recognized a net loss of

$241,000

related to the sale of certain idle assets and foreign currency related translation gains of

$92,000

related to the U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency.

During the

three

and

nine

months ended

October 

1,

 

2017,

the Company recognized net gains of

$127,000

and

$2,664,000,

respectively, related to the sale of idle assets. Additionally, the Company recognized foreign currency related translation losses of

$147,000

and

$751,000,

respectively, related to the U.S. dollar denominated monetary asset position of our Mexican subsidiaries for which the Mexican peso is the functional currency.

XML

Note 9 - Stock-based Compensation

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

( 9 ) Stock-Based Compensation

During the

nine

months ended

September 30, 2018,

the Company granted

754,750

options under a long-term incentive program. These awards vest on the

third

anniversary of the grant date. The options have a

five

-year term and cliff vest at

three

years of service. The grants did

not

have a significant impact on the Company’s consolidated financial statements during the

three

and

nine

months ended

September 30, 2018.

XML

Note 10 - Loss Per Common Share

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Earnings Per Share [Text Block]

( 10 ) Loss Per Common Share

The Company computes earnings per share using the

two

-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. Restricted stock granted by the Company is considered a participating security since it contains a non-forfeitable right to dividends.

Our potentially dilutive securities include potential common shares related to our stock options and restricted stock. Diluted earnings per share considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. Diluted earnings per share excludes the impact of common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. For the

three

and

nine

months ended

September 30, 2018

and

October 

1,

 

2017,

diluted weighted average common shares do

not

include the impact of any outstanding stock options and unvested compensation-related shares because the effect of these items on diluted net loss would be anti-dilutive.

A reconciliation of the weighted average shares outstanding used in the calculation of basic and diluted loss per common share is as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Loss attributable to stockholders:
Net loss as reported	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Less distributed and undistributed earnings allocable to restricted award holders		0			0			0			0
Net loss allocable to common stockholders	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Loss per common share attributable to stockholders:
Basic	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Diluted	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Weighted average shares outstanding – basic		20,555			20,397			20,497			20,305
Weighted average additional shares assuming conversion of potential common shares		0			0			0			0
Weighted average shares outstanding – diluted		20,555			20,397			20,497			20,305

XML

Note 11 - Inventory

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Inventory Disclosure [Text Block]

( 11 ) Inventory

Inventory consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Raw materials	$	12,000		$	10,011
Work in process		6,663			7,150
Finished goods		1,264			1,645
Reserve for excess and obsolete inventory		(1,071	)		(1,165	)
Total	$	18,856		$	17,641

XML

Note 12 - Property, Plant and Equipment

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Property, Plant and Equipment Disclosure [Text Block]

( 12 ) Property, Plant and Equipment

Property, plant and equipment consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Land and land improvements	$	219		$	219
Buildings and building improvements		11,287			11,140
Machinery, equipment, furniture and fixtures		56,506			54,554
Construction in progress		1,604			998
		69,616			66,911
Accumulated depreciation		(54,850	)		(51,337	)
	$	14,766		$	15,574

XML

Note 13 - Debt

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Long-term Debt [Text Block]

( 1 3 ) Debt

Debt outstanding consists of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Current:
Current portion of capital lease obligation	$	577		$	829
Long Term:
Note payable – related party	$	6,500		$	6,500
Capital lease obligation		2,959			3,397
Less unamortized debt issuance and modification costs		(54	)		(65	)
Long term debt net of unamortized debt costs	$	9,405		$	9,832

Note Payable – Related Party

The Company has received the benefit of cash infusions from GFCM in the form of secured promissory note obligations totaling

$6,500,000

in principal as of

September 

30,

 

2018

and

December 31, 2017.

GFCM is an entity controlled by the Company’s chairman, president and chief executive officer, Jeffrey T. Gill and

one

of our directors, R. Scott Gill. GFCM, Jeffrey T. Gill and R. Scott Gill are significant beneficial stockholders of the Company. The promissory note bears interest at a rate of

8.0%

per year until

March 31, 2019

and, thereafter, at the greater of

8.0%

or

500

basis points above the

five

-year Treasury note average during the preceding

90

-day period, in each case, payable quarterly. The maturity dates for the obligation are as follows:

$2,500,000

of the obligation on

April 

1,

 

2021,

$2,000,000

on

April 1, 

2023,

and the balance on

April 

1,

 

2025.

The note allows for up to an

18

-month deferral of payment for up to

60%

of the interest due on the portion of the notes maturing in

April

of

2021

and

2023.

Obligations under the promissory note are guaranteed by all of the subsidiaries and are secured by a

first

priority lien on substantially all assets of the Company.

Capital Lease Obligation

On

March 9, 2016,

the Company completed the sale of its

24

-acre Toluca property for

215,000,000

Mexican Pesos, or approximately

$12,182,000

in U.S. dollars. Simultaneously, the Company entered into a

ten

-year lease of the

9

acres and buildings currently occupied by the Company and needed for its ongoing business in Toluca. As a result of the Toluca Sale-Leaseback, the Company has a capital lease obligation of

$2,764,000

for the building as of

September 30, 2018.

In

January 2018,

the Company entered into a

36

-month capital lease for

$1,277,000

for new production equipment installed at its Sypris Electronics facility during

2017.

The balance of the capital lease obligation as of

September 

30,

 

2018

was

$772,000.

XML

Note 14 - Segment Data

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Segment Reporting Disclosure [Text Block]

( 1 4 ) Segment Data

The Company is organized into

two

business segments, Sypris Technologies and Sypris Electronics. The segments are each managed separately because of the distinctions between the products, markets, customers, technologies and workforce skills of the segments. Sypris Technologies manufactures forged and finished steel components and subassemblies, high-pressure closures and other fabricated products. Sypris Electronics is focused on circuit card and full “box build” manufacturing, high reliability manufacturing, systems assembly and integration, design for manufacturability and design to specification work. There was

no

intersegment net revenue recognized in any of the periods presented.

The following table presents financial information for the reportable segments of the Company (in thousands):

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Net revenue:
Sypris Technologies	$	14,852		$	13,547		$	44,686		$	40,366
Sypris Electronics		6,249			7,824			19,328			20,439
	$	21,101		$	21,371		$	64,014		$	60,805
Gross profit (loss):
Sypris Technologies	$	1,329		$	(574	)	$	5,366		$	(895	)
Sypris Electronics		(127	)		1,315			801			2,712
	$	1,202		$	741		$	6,167		$	1,817
Operating (loss) income:
Sypris Technologies	$	(129	)	$	(2,164	)	$	550		$	(7,373	)
Sypris Electronics		(776	)		493			(1,169	)		671
General, corporate and other		(1,109	)		(1,084	)		(3,563	)		(3,877	)
	$	(2,014	)	$	(2,755	)	$	(4,182	)	$	(10,579	)
(Loss) income before taxes:
Sypris Technologies	$	(263	)	$	(2,357	)	$	1,971		$	(5,942	)
Sypris Electronics		(828	)		493			(1,264	)		674
General, corporate and other		(1,210	)		(1,214	)		(3,903	)		(4,250	)
	$	(2,301	)	$	(3,078	)	$	(3,196	)	$	(9,518	)

	September 30,		December 31,
	2018		2017
	(Unaudited)
Total assets:
Sypris Technologies	$	32,285	$	31,725
Sypris Electronics		21,230		17,440
General, corporate and other		9,118		7,990
	$	62,633	$	57,155
Total liabilities:
Sypris Technologies	$	27,537	$	23,854
Sypris Electronics		12,681		8,352
General, corporate and other		7,949		8,019
	$	48,167	$	40,225

XML

Note 15 - Commitments and Contingencies

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

( 1 5 ) Commitments and Contingencies

The provision for estimated warranty costs is recorded at the time of sale and periodically adjusted to reflect actual experience. The Company’s warranty liability, which is included in accrued liabilities in the accompanying consolidated balance sheets as of

September 30, 

2018

and

December 31, 2017

was

$570,000

and

$666,000,

respectively. The Company’s warranty expense for the

three

and

nine

months ended

September 30, 

2018

and

October 

1,

 

2017

was

not

material.

The Company bears insurance risk as a member of a group captive insurance entity for certain general liability, automobile and workers’ compensation insurance programs, a self-insured worker’s compensation program and a self-insured employee health program. The Company records estimated liabilities for its insurance programs based on information provided by the

third

-party plan administrators, historical claims experience, expected costs of claims incurred but

not

paid, and expected costs to settle unpaid claims. The Company monitors its estimated insurance-related liabilities on a quarterly basis. As facts change, it

may

become necessary to make adjustments that could be material to the Company’s consolidated results of operations and financial condition.

The Company is involved in certain litigation and contract issues arising in the normal course of business. While the outcome of these matters cannot, at this time, be predicted in light of the uncertainties inherent therein, management does

not

expect that these matters will have a material adverse effect on the consolidated financial position or results of operations of the Company.

The Company accounts for loss contingencies in accordance with U.S. GAAP.  Estimated loss contingencies are accrued only if the loss is probable and the amount of the loss can be reasonably estimated.  With respect to a particular loss contingency, it

may

be probable that a loss has occurred but the estimate of the loss is within a wide range or undeterminable.  If the Company deems an amount within the range to be a better estimate than any other amount within the range, that amount will be accrued.  However, if

no

amount within the range is a better estimate than any other amount, the minimum amount of the range is accrued.

The Company has various current and previously-owned facilities subject to a variety of environmental regulations. The Company has received certain indemnifications either from companies previously owning these facilities or from purchasers of those facilities. As of

September 30, 

2018

and

December 

31,

 

2017,

no

amounts were accrued for any environmental matters.

On

December 27, 2017,

the U.S. Department of Labor (the “DOL”) filed a lawsuit alleging that the Company had misinterpreted the language of the Company’s

401

(k) Plans (collectively, the “Plan”). The DOL does

not

appear to dispute that the Company reached such interpretation in good faith and after consulting with independent ERISA counsel. If the DOL’s allegations were upheld by a court, the Company could be required to make additional contributions into the accounts of its Plan participants. The Company regards the DOL’s allegations to be without merit and plans to vigorously defend the matter.

During the year ended

December 

31,

 

2017,

the Company became aware of a lawsuit involving

one

of Sypris Electronics’ customers and its primary distributor. This customer informed the Company that, as a result of the lawsuit, the customer would

no

longer operate its business, and that it has transferred this business to a designated successor. The Company holds

$969,000

of inventory related specifically to this customer as of

September 

30,

 

2018.

On

December 21, 2017,

the Company entered into a new supply agreement with the designated successor, which provides for purchases of the aforementioned inventory and additional purchases in excess of our inventories on hand and for prices in excess of our cost. As of

September 

30,

 

2018,

the Company has recognized revenue of

$68,000

under the new supply agreement and has received purchase orders in compliance with the new supply agreement.

No

assurances can be given that the successor customer will be successful or will continue to comply with the terms of the new agreement, which could adversely affect our ability to recoup any or all of our investment in these inventories. Given the uncertainties described above,

no

estimate currently can be made of a range of amounts of loss that are reasonably possible should the program with the successor

not

be successful.

As of

September 30, 2018,

the Company had outstanding purchase commitments of approximately

$15,417,000,

primarily for the acquisition of inventory and manufacturing equipment.

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Note 16 - Income Taxes

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Income Tax Disclosure [Text Block]

( 1 6 ) Income Taxes

The provision for income taxes includes federal, state, local and foreign taxes. The Company’s effective tax rate varies from period to period due to the proportion of foreign and domestic pre-tax income expected to be generated by the Company. The Company provides for income taxes for its domestic operations at a statutory rate of

21%

and

35%

in

2018

and

2017,

respectively, and for its foreign operations at a statutory rate of

30%

in

2018

and

2017.

Reconciling items between the federal statutory rate and the effective tax rate also include the expected usage of federal net operating loss carryforwards, state income taxes, valuation allowances and certain other permanent differences.

The Company recognizes liabilities or assets for the deferred tax consequences of temporary differences between the tax bases of assets or liabilities and their reported amounts in the financial statements in accordance with ASC

740,

Income Taxes (ASC

740

). These temporary differences will result in taxable or deductible amounts in future years when the reported amounts of assets or liabilities are recovered or settled. ASC

740

requires that a valuation allowance be established when it is more likely than

not

that all or a portion of a deferred tax asset will

not

be realized. The Company evaluates its deferred tax position on a quarterly basis and valuation allowances are provided as necessary. During this evaluation, the Company reviews its forecast of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred tax assets to determine if a valuation allowance is needed. Based on its current forecast, the Company has established a valuation allowance against the domestic and foreign net deferred tax asset. Until an appropriate level and characterization of profitability is attained, the Company expects to continue to maintain a valuation allowance on its net deferred tax assets related to future U.S. and non-U.S. tax benefits.

In

December 2017,

the Tax Act was enacted. The Tax Act includes a number of changes to previous U.S. tax laws that impact the Company, most notably a reduction of the U.S. corporate income tax rate from

35

percent to

21

percent for tax years beginning after

December 31, 2017.

The Company recognized the income tax effects of the Tax Act in the financial statements included in its

2017

Annual Report on Form

10

-K in accordance with Staff Accounting Bulletin

No.

118,

which provides SEC staff guidance for the application of ASC Topic

740,

Income Taxes, in the reporting period in which the Tax Act was signed into law.

The Tax Act also provides that undistributed and previously untaxed post-

1986

foreign earnings will be deemed distributed in

2017

and be subject to tax at reduced effective rates (Transition Tax). The Company estimates it has a net cumulative deficit in Earnings & Profits (E&P) from its foreign subsidiaries and, consequently, will

not

be subject to the Transition Tax. In the event that a final calculation were to result in a nominal Transition Tax, as the Company has a Net Operating Loss in excess of the accumulated E&P of its Mexican subsidiaries as of

December 

31,

 

2017,

it will

not

incur a liability for the deemed repatriation of foreign earnings. Additionally, as of

September 

30,

 

2018

and

December 

31,

 

2017,

the Company’s U.S. deferred liability for cumulative undistributed earnings has been eliminated.

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Note 17 - Employee Benefit Plans

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Pension and Other Postretirement Benefits Disclosure [Text Block]

( 1 7 ) Employee Benefit Plans

Pension expense (benefit) consisted of the following (in thousands):

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Service cost	$	1		$	1		$	3		$	4
Interest cost on projected benefit obligation		329			380			987			1,139
Net amortizations, deferrals and other costs		158			174			474			521
Expected return on plan assets		(326	)		(454	)		(978	)		(1,361	)
Net periodic benefit cost	$	162		$	101		$	486		$	303

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Note 18 - Accumulated Other Comprehensive Loss

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Comprehensive Income (Loss) Note [Text Block]

( 1 8 ) Accumulated Other Comprehensive Loss

The Company’s accumulated other comprehensive loss consists of employee benefit-related adjustments and foreign currency translation adjustments.

Accumulated other comprehensive loss consisted of the following (in thousands):

	September 30,			December 31,
	2018			2017
	(Unaudited)
Foreign currency translation adjustments	$	(10,618	)	$	(10,915	)
Employee benefit related adjustments – U.S.		(14,748	)		(14,748	)
Employee benefit related adjustments – Mexico		112			112
Accumulated other comprehensive loss	$	(25,254	)	$	(25,551	)

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Note 19 - Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Fair Value Measurement and Measurement Inputs, Recurring and Nonrecurring [Text Block]

( 1 9 ) Fair Value of Financial Instruments

Cash, accounts receivable, accounts payable and accrued liabilities are reflected in the consolidated financial statements at their carrying amount which approximates fair value because of the short-term maturity of those instruments. The carrying amount of debt outstanding at

September 30, 2018

approximates fair value, and is based upon quoted prices for similar assets and liabilities in active markets, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instruments (Level

2

).

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Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2018

Accounting Policies [Abstract]

New Accounting Pronouncements, Policy [Policy Text Block]

In

2014,

the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

2014

-

09

- Revenue from Contracts with Customers (ASC

606

), which supersedes nearly all existing revenue recognition guidance. Subsequent to the issuance of ASU

2014

-

09,

the FASB clarified the new guidance through several additional ASUs; hereinafter the collection of revenue guidance is referred to as “ASC

606.”

ASC

606

is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and any assets recognized from costs incurred to fulfill a contract. The Company adopted the guidance effective

January 1, 2018

using the modified retrospective approach for all contracts

not

completed as of the date of adoption. Results for reporting periods beginning

January 

1,

 

2018

are presented under ASC

606,

while prior period amounts were

not

adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC

605,

Revenue Recognition.

We recorded a net decrease to beginning accumulated deficit of

$170,000

as of

January 1, 2018,

for the cumulative impact of adopting the new guidance. The impact primarily arises from a change in how we account for certain federally funded programs within Sypris Electronics where we transfer control of the products to the customer as they are produced (i.e., a change from recognizing revenue at a point in time to recognizing revenue over time, resulting in revenue being recognized earlier in the process of completing the performance obligation).

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheet as of

January 

1,

 

2018

from the adoption of ASC

606:

							Opening
	Balance at			ASC 606			Balance at
	Dec. 31, 2017			Adjustments			Jan. 1, 2018
Assets
Inventories – net	$	17,641		$	(655	)	$	16,986
Contract assets		0			825			825
Liabilities and Equity
Accumulated deficit	$	(111,591	)	$	170		$	(111,421	)

Under the modified retrospective method of adoption, we are also required to disclose in the

first

year of adoption the hypothetical impact to our financial statements if we had continued to follow our accounting policies under ASC

605

during the period.  We estimate that the impact to revenue for the

three

and

nine

months ended

September 

30,

 

2018

would have been an increase of approximately

$24,000

and a decrease of

$1,002,000,

respectively, representing the amount of revenue recognized over time versus at a point in time under ASC

606.

  Additionally, the adoption of ASC

606

increased our operating loss and net loss by

$71,000,

or less than

$0.01

per share for the

three

months ended

September 

30,

 

2018

and decreased our operating loss and net loss by

$115,000,

or

$0.01

per share, for the

nine

months ended

September 30, 2018.

The following table summarizes the effect of adopting ASC

606

on our unaudited consolidated statement of operations for the

three

months ended

September 

30,

 

2018:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Net revenue	$	21,125		$	(24	)	$	21,101
Cost of sales		19,852			47			19,899
Gross profit		1,273			(71	)		1,202
Selling, general and administrative		2,942			0			2,942
Severance, equipment relocation and other costs		274			0			274
Operating loss		(1,943	)		(71	)		(2,014	)
Interest expense, net		231			0			231
Other (income), net		56			0			56
Income before taxes		(2,230	)		(71	)		(2,301	)
Income tax expense		35			0			35
Net income	$	(2,265	)	$	(71	)	$	(2,336	)

The following table summarizes the effect of adopting ASC

606

on our unaudited consolidated statement of operations for the

nine

months ended

September 

30,

 

2018:

	Legacy GAAP			Impact of		As Reported
	Sept. 30, 2018			ASC 606		Sept. 30, 2018
Net revenue	$	63,012		$	1,002	$	64,014
Cost of sales		56,960			887		57,847
Gross profit		6,052			115		6,167
Selling, general and administrative		9,261			0		9,261
Severance, equipment relocation and other costs		1,088			0		1,088
Operating loss		(4,297	)		115		(4,182	)
Interest expense, net		665			0		665
Other (income), net		(1,651	)		0		(1,651	)
Loss before taxes		(3,311	)		115		(3,196	)
Income tax expense		121			0		121
Net loss	$	(3,432	)	$	115	$	(3,317	)

The following table summarizes the cumulative effect of the changes to our unaudited consolidated balance sheets as of

September 

30,

 

2018

from the adoption of ASC

606:

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Assets
Inventories – net	$	20,397		$	(1,541	)	$	18,856
Contract assets		0			1,826			1,826
Liabilities and Equity
Accumulated deficit	$	(115,023	)	$	285		$	(114,738	)

In

February 2016,

the FASB issued ASU

No.

2016

-

02,

Leases (ASC

842

). The new standard was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This standard affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this update supersedes FASB Accounting Standards Codification (“ASC”)

840,

Leases. The amendments in this ASU are effective for fiscal years beginning after

December 15, 2018,

including interim periods within those fiscal years. The Company will adopt this update beginning on

January 1, 2019

using a modified retrospective transition method. The Company expects to elect certain practical expedients permitted under the transition guidance within the standard where comparative periods of adoption do

not

need to be restated. The Company expects the valuation of right of use assets and lease liabilities, previously described as operating leases, to be the present value of the Company’s forecasted future lease commitments. The Company is continuing to assess the overall impacts of the new standard, including the discount rate to be applied in these valuations, and expects the amendments will have a material impact on our consolidated financial statements, primarily from the recognition of right-of-use assets and lease liabilities on our consolidated balance sheets and changes to related disclosures.

In

March 2017,

the FASB issued ASU

No.

 

2017

-

07,

Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU

2017

-

07

). The update requires employers to present the service cost component of the net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. The other components of net benefit cost, including interest cost, expected return on plan assets, amortization of prior service cost/credit and actuarial gain/loss, and settlement and curtailment effects, are to be presented outside of any subtotal of operating income. The income statement guidance requires application on a retrospective basis. The Company adopted the ASU on

January 1, 2018,

and as a result operating income increased

$299,000

and other income decreased by

$299,000

for the

nine

months ended

October 

1,

 

2017.

The Company used the practical expedient provided in ASU

2017

-

07

that permits the use of the amounts disclosed in its benefit plans notes for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. These changes in presentation do

not

result in any changes to net loss or loss per share. Details of the components of net periodic benefit costs are provided in Note

17.

In

February 2018,

the FASB issued ASU

No.

2018

-

02,

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU

2018

-

02

). Under existing U.S. GAAP, the effects of changes in tax rates and laws on deferred tax balances are recorded as a component of income tax expense in the period in which the law was enacted. When deferred tax balances related to items originally recorded in accumulated other comprehensive income are adjusted, certain tax effects become stranded in accumulated other comprehensive income. The amendments in ASU

2018

-

02

allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of

2017

(the “Tax Act”). The amendments in this ASU also require certain disclosures about stranded tax effects. The guidance is effective for fiscal years beginning after

December 15, 2018,

and interim periods within those fiscal years. Early adoption in any period is permitted. The Company does

not

expect the adoption of ASU

2018

-

02

to have a material impact on the Company’s consolidated financial statements.

In

August 2018,

the FASB issued ASU

2018

-

15,

Intangibles-Goodwill and Other-Internal-Use Software: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract (ASU

2018

-

15

). ASU

2018

-

15

aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This new guidance will be effective for public companies for fiscal years beginning after

December 15, 2019

and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the effect that the new guidance will have on its consolidated financial statements and related disclosures.

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Note 3 - Recent Accounting Pronouncements (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]

							Opening
	Balance at			ASC 606			Balance at
	Dec. 31, 2017			Adjustments			Jan. 1, 2018
Assets
Inventories – net	$	17,641		$	(655	)	$	16,986
Contract assets		0			825			825
Liabilities and Equity
Accumulated deficit	$	(111,591	)	$	170		$	(111,421	)

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Net revenue	$	21,125		$	(24	)	$	21,101
Cost of sales		19,852			47			19,899
Gross profit		1,273			(71	)		1,202
Selling, general and administrative		2,942			0			2,942
Severance, equipment relocation and other costs		274			0			274
Operating loss		(1,943	)		(71	)		(2,014	)
Interest expense, net		231			0			231
Other (income), net		56			0			56
Income before taxes		(2,230	)		(71	)		(2,301	)
Income tax expense		35			0			35
Net income	$	(2,265	)	$	(71	)	$	(2,336	)

	Legacy GAAP			Impact of		As Reported
	Sept. 30, 2018			ASC 606		Sept. 30, 2018
Net revenue	$	63,012		$	1,002	$	64,014
Cost of sales		56,960			887		57,847
Gross profit		6,052			115		6,167
Selling, general and administrative		9,261			0		9,261
Severance, equipment relocation and other costs		1,088			0		1,088
Operating loss		(4,297	)		115		(4,182	)
Interest expense, net		665			0		665
Other (income), net		(1,651	)		0		(1,651	)
Loss before taxes		(3,311	)		115		(3,196	)
Income tax expense		121			0		121
Net loss	$	(3,432	)	$	115	$	(3,317	)

	Legacy GAAP			Impact of			As Reported
	Sept. 30, 2018			ASC 606			Sept. 30, 2018
Assets
Inventories – net	$	20,397		$	(1,541	)	$	18,856
Contract assets		0			1,826			1,826
Liabilities and Equity
Accumulated deficit	$	(115,023	)	$	285		$	(114,738	)

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Note 4 - Revenue from Contracts with Customers (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Disaggregation of Revenue [Table Text Block]

	Three Months		Nine Months
	Ended,		Ended
	Sept. 30, 2018		Sept. 30, 2018
	(Unaudited)
Sypris Technologies – transferred point in time	$	14,852	$	44,686
Sypris Electronics – transferred point in time		1,510		3,664
Sypris Electronics – transferred over time		4,739		15,664
Net revenue	$	21,101	$	64,014

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Note 6 - Exit and Disposal Activities (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Restructuring and Related Costs [Table Text Block]

			Costs Incurred
			Nine Months		Total		Remaining
	Total		Ended		Recognized		Costs to be
	Program		Sept. 30, 2018		to date		Recognized
Severance and benefit related costs	$	1,350	$	0	$	1,350	$	0
Asset impairments		188		0		188		0
Equipment relocation costs		1,804		254		1,678		126
Other		1,302		834		877		425
	$	4,644	$	1,088	$	4,093	$	551

Schedule of Restructuring Reserve by Type of Cost [Table Text Block]

	Accrued				Cash			Accrued
	Balance at				Payments			Balance at
	Dec. 31,		2018		or Asset			Sept. 30,
	2017		Charge		Write-Offs			2018
Severance and benefit-related costs	$	145	$	0	$	(145	)	$	0
Equipment relocation costs		0		254		(254	)		0
Other		0		834		(834	)		0
	$	145	$	1,088	$	(1,233	)	$	0

Disposal Groups, Including Discontinued Operations [Table Text Block]

	September 30,			December 31,
	2018			2017
	(Unaudited)
Machinery, equipment, furniture and fixtures	$	16,819		$	28,874
Accumulated depreciation		(14,803	)		(25,976	)
Total assets	$	2,016		$	2,898

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Note 10 - Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Loss attributable to stockholders:
Net loss as reported	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Less distributed and undistributed earnings allocable to restricted award holders		0			0			0			0
Net loss allocable to common stockholders	$	(2,336	)	$	(3,133	)	$	(3,317	)	$	(9,588	)
Loss per common share attributable to stockholders:
Basic	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Diluted	$	(0.11	)	$	(0.15	)	$	(0.16	)	$	(0.47	)
Weighted average shares outstanding – basic		20,555			20,397			20,497			20,305
Weighted average additional shares assuming conversion of potential common shares		0			0			0			0
Weighted average shares outstanding – diluted		20,555			20,397			20,497			20,305

XML

Note 11 - Inventory (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	September 30,			December 31,
	2018			2017
	(Unaudited)
Raw materials	$	12,000		$	10,011
Work in process		6,663			7,150
Finished goods		1,264			1,645
Reserve for excess and obsolete inventory		(1,071	)		(1,165	)
Total	$	18,856		$	17,641

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Note 12 - Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Property, Plant and Equipment [Table Text Block]

	September 30,			December 31,
	2018			2017
	(Unaudited)
Land and land improvements	$	219		$	219
Buildings and building improvements		11,287			11,140
Machinery, equipment, furniture and fixtures		56,506			54,554
Construction in progress		1,604			998
		69,616			66,911
Accumulated depreciation		(54,850	)		(51,337	)
	$	14,766		$	15,574

XML

Note 13 - Debt (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

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

	September 30,			December 31,
	2018			2017
	(Unaudited)
Current:
Current portion of capital lease obligation	$	577		$	829
Long Term:
Note payable – related party	$	6,500		$	6,500
Capital lease obligation		2,959			3,397
Less unamortized debt issuance and modification costs		(54	)		(65	)
Long term debt net of unamortized debt costs	$	9,405		$	9,832

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Note 14 - Segment Data (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Net revenue:
Sypris Technologies	$	14,852		$	13,547		$	44,686		$	40,366
Sypris Electronics		6,249			7,824			19,328			20,439
	$	21,101		$	21,371		$	64,014		$	60,805
Gross profit (loss):
Sypris Technologies	$	1,329		$	(574	)	$	5,366		$	(895	)
Sypris Electronics		(127	)		1,315			801			2,712
	$	1,202		$	741		$	6,167		$	1,817
Operating (loss) income:
Sypris Technologies	$	(129	)	$	(2,164	)	$	550		$	(7,373	)
Sypris Electronics		(776	)		493			(1,169	)		671
General, corporate and other		(1,109	)		(1,084	)		(3,563	)		(3,877	)
	$	(2,014	)	$	(2,755	)	$	(4,182	)	$	(10,579	)
(Loss) income before taxes:
Sypris Technologies	$	(263	)	$	(2,357	)	$	1,971		$	(5,942	)
Sypris Electronics		(828	)		493			(1,264	)		674
General, corporate and other		(1,210	)		(1,214	)		(3,903	)		(4,250	)
	$	(2,301	)	$	(3,078	)	$	(3,196	)	$	(9,518	)

Reconciliation of Assets from Segment to Consolidated [Table Text Block]

	September 30,		December 31,
	2018		2017
	(Unaudited)
Total assets:
Sypris Technologies	$	32,285	$	31,725
Sypris Electronics		21,230		17,440
General, corporate and other		9,118		7,990
	$	62,633	$	57,155
Total liabilities:
Sypris Technologies	$	27,537	$	23,854
Sypris Electronics		12,681		8,352
General, corporate and other		7,949		8,019
	$	48,167	$	40,225

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Note 17 - Employee Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of Net Benefit Costs [Table Text Block]

	Three Months Ended						Nine Months Ended
	September 30 ,			October 1 ,			September 30 ,			October 1 ,
	201 8			201 7			201 8			201 7
	(Unaudited)						(Unaudited)
Service cost	$	1		$	1		$	3		$	4
Interest cost on projected benefit obligation		329			380			987			1,139
Net amortizations, deferrals and other costs		158			174			474			521
Expected return on plan assets		(326	)		(454	)		(978	)		(1,361	)
Net periodic benefit cost	$	162		$	101		$	486		$	303

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Note 18 - Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Sep. 30, 2018

Notes Tables

Schedule of Stockholders Equity [Table Text Block]

	September 30,			December 31,
	2018			2017
	(Unaudited)
Foreign currency translation adjustments	$	(10,618	)	$	(10,915	)
Employee benefit related adjustments – U.S.		(14,748	)		(14,748	)
Employee benefit related adjustments – Mexico		112			112
Accumulated other comprehensive loss	$	(25,254	)	$	(25,551	)

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Note 1 - Nature of Business (Details Textual)	9 Months Ended
	Sep. 30, 2018
Number of Operating Segments	2

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Note 3 - Recent Accounting Pronouncements (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017	Jan. 01, 2018	Dec. 31, 2017
Retained Earnings (Accumulated Deficit), Ending Balance	$ (114,738,000)		$ (114,738,000)		$ (111,421,000)	$ (111,591,000)
Revenue from Contract with Customer, Including Assessed Tax	21,101,000	$ 21,371,000	64,014,000	$ 60,805,000
Net Income (Loss) Attributable to Parent, Total	$ (2,336,000)	$ (3,133,000)	$ (3,317,000)	$ (9,588,000)
Earnings Per Share, Basic, Total	$ (0.11)	$ (0.15)	$ (0.16)	$ (0.47)
Operating Income (Loss), Total	$ (2,014,000)	$ (2,755,000)	$ (4,182,000)	$ (10,579,000)
Other Nonoperating Income (Expense), Total	(56,000)	$ (115,000)	1,651,000	1,663,000
Accounting Standards Update 2014-09 [Member]
Retained Earnings (Accumulated Deficit), Ending Balance					$ 170,000
Accounting Standards Update 2014-09 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member]
Retained Earnings (Accumulated Deficit), Ending Balance	285,000		285,000
Revenue from Contract with Customer, Including Assessed Tax	(24,000)		1,002,000
Net Income (Loss) Attributable to Parent, Total	$ (71,000)		$ 115,000
Earnings Per Share, Basic, Total	$ (0.01)		$ 0.01
Operating Income (Loss), Total	$ (71,000)		$ 115,000
Other Nonoperating Income (Expense), Total	$ 0		$ 0
Accounting Standards Update 2017-07 [Member]
Operating Income (Loss), Total				299,000
Other Nonoperating Income (Expense), Total				$ 299,000

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Note 3 - Recent Accounting Pronouncements - Adoption of ASC 606 (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017	Jan. 01, 2018	Dec. 31, 2017
Inventory, net	$ 18,856,000		$ 18,856,000		$ 16,986,000	$ 17,641,000
Contract assets	1,826,000		1,826,000		825,000	0
Accumulated deficit	(114,738,000)		(114,738,000)		(111,421,000)	$ (111,591,000)
Net revenue	21,101,000	$ 21,371,000	64,014,000	$ 60,805,000
Cost of sales	19,899,000	20,630,000	57,847,000	58,988,000
Gross profit	1,202,000	741,000	6,167,000	1,817,000
Selling, general and administrative	2,942,000	3,134,000	9,261,000	10,125,000
Severance, equipment relocation and other costs	274,000	357,000	1,088,000	2,235,000
Operating loss	(2,014,000)	(2,755,000)	(4,182,000)	(10,579,000)
Interest expense, net	231,000	208,000	665,000	602,000
Other (income), net	56,000	115,000	(1,651,000)	(1,663,000)
Income before taxes	(2,301,000)	(3,078,000)	(3,196,000)	(9,518,000)
Income tax expense	35,000	55,000	121,000	70,000
Net loss	(2,336,000)	$ (3,133,000)	(3,317,000)	$ (9,588,000)
Accounting Standards Update 2014-09 [Member]
Inventory, net					(655,000)
Contract assets					825,000
Accumulated deficit					$ 170,000
Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Inventory, net	20,397,000		20,397,000
Contract assets	0		0
Accumulated deficit	(115,023,000)		(115,023,000)
Net revenue	21,125,000		63,012,000
Cost of sales	19,852,000		56,960,000
Gross profit	1,273,000		6,052,000
Selling, general and administrative	2,942,000		9,261,000
Severance, equipment relocation and other costs	274,000		1,088,000
Operating loss	(1,943,000)		(4,297,000)
Interest expense, net	231,000		665,000
Other (income), net	56,000		(1,651,000)
Income before taxes	(2,230,000)		(3,311,000)
Income tax expense	35,000		121,000
Net loss	(2,265,000)		(3,432,000)
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member]
Inventory, net	(1,541,000)		(1,541,000)
Contract assets	1,826,000		1,826,000
Accumulated deficit	285,000		285,000
Net revenue	(24,000)		1,002,000
Cost of sales	47,000		887,000
Gross profit	(71,000)		115,000
Selling, general and administrative	0		0
Severance, equipment relocation and other costs	0		0
Operating loss	(71,000)		115,000
Interest expense, net	0		0
Other (income), net	0		0
Income before taxes	(71,000)		115,000
Income tax expense	0		0
Net loss	$ (71,000)		$ 115,000

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Note 4 - Revenue from Contracts with Customers 1 (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017	Jan. 01, 2018
Revenue, Remaining Performance Obligation, Amount	$ 17,364,000		$ 17,364,000
Contract with Customer, Liability, Revenue Recognized	543,000	$ 1,545,000	1,614,000	$ 2,889,000
Other Current Assets [Member]
Contract with Customer, Asset, Net, Current, Total	1,826,000		1,826,000		$ 825,000
Accrued Liabilities [Member]
Contract with Customer, Liability, Current	$ 4,659,000		$ 4,659,000		$ 1,509,000

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Note 4 - Revenue from Contracts with Customers 2 (Details Textual)	Sep. 30, 2018
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-12-31
Revenue, Remaining Performance Obligation, Percentage	18.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-12-31
Revenue, Remaining Performance Obligation, Percentage	70.00%

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Note 4 - Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net revenue	$ 21,101	$ 21,371	$ 64,014	$ 60,805
Sypris Technologies [Member]
Net revenue	14,852	13,547	44,686	40,366
Sypris Technologies [Member] | Transferred at Point in Time [Member]
Net revenue	14,852		44,686
Sypris Electronics [Member]
Net revenue	6,249	$ 7,824	19,328	$ 20,439
Sypris Electronics [Member] | Transferred at Point in Time [Member]
Net revenue	1,510		3,664
Sypris Electronics [Member] | Transferred over Time [Member]
Net revenue	$ 4,739		$ 15,664

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Note 5 - Strategic Actions (Details Textual) - USD ($)	Sep. 30, 2018	Dec. 31, 2017	Aug. 31, 2016
Gill Family Capital Management [Member] | Promissory Note [Member]
Subordinated Debt, Ending Balance	$ 6,500,000	$ 6,500,000	$ 6,500,000

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Note 6 - Exit and Disposal Activities (Details Textual) - Transition of Production from the Broadway Plant [Member] - USD ($)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Restructuring and Related Costs, Incurred Cost, Total	$ 1,088,000	$ 2,235,000
Restructuring and Related Cost, Incurred Cost, Per Share	$ 0.05	$ 0.11
Restructuring Charges, Total	$ 1,088,000
Restructuring and Related Cost, Expected Cost Remaining	551,000
Sypris Electronics [Member]
Restructuring and Related Cost, Expected Cost Remaining	551,000
Equipment Relocation Costs [Member]
Restructuring Charges, Total	254,000	$ 1,218,000
Restructuring and Related Cost, Expected Cost Remaining	126,000
Facility Closing [Member]
Restructuring Charges, Total	834,000
Employee Severance [Member]
Restructuring Charges, Total	0	$ 1,017,000
Restructuring and Related Cost, Expected Cost Remaining	$ 0

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Note 6 - Exit and Disposal Activities - Summary of Pre-tax Restructuring Chargers (Details) - Transition of Production from the Broadway Plant [Member] - USD ($)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Total Program	$ 4,644,000
Costs Incurred	1,088,000
Recognized Costs	4,093,000
Remaining Costs to be Recognized	551,000
Employee Severance [Member]
Total Program	1,350,000
Costs Incurred	0	$ 1,017,000
Recognized Costs	1,350,000
Remaining Costs to be Recognized	0
Asset Impairment [Member]
Total Program	188,000
Costs Incurred	0
Recognized Costs	188,000
Remaining Costs to be Recognized	0
Equipment Relocation Costs [Member]
Total Program	1,804,000
Costs Incurred	254,000	$ 1,218,000
Recognized Costs	1,678,000
Remaining Costs to be Recognized	126,000
Other Restructuring [Member]
Total Program	1,302,000
Costs Incurred	834,000
Recognized Costs	877,000
Remaining Costs to be Recognized	$ 425,000

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Note 6 - Exit and Disposal Activities - Costs and Related Restructuring Reserves (Details) - Transition of Production from the Broadway Plant [Member] - USD ($)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Accrued, Beginning Balance	$ 145,000
Costs Incurred	1,088,000
Cash Payments or Asset Write-Offs	(1,233,000)
Accrued, Ending Balance	0
Employee Severance [Member]
Accrued, Beginning Balance	145,000
Costs Incurred	0	$ 1,017,000
Cash Payments or Asset Write-Offs	(145,000)
Accrued, Ending Balance	0
Equipment Relocation Costs [Member]
Accrued, Beginning Balance	0
Costs Incurred	254,000	$ 1,218,000
Cash Payments or Asset Write-Offs	(254,000)
Accrued, Ending Balance	0
Other Restructuring [Member]
Accrued, Beginning Balance	0
Costs Incurred	834,000
Cash Payments or Asset Write-Offs	(834,000)
Accrued, Ending Balance	$ 0

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Note 6 - Exit and Disposal Activities - Segregation of Assets Held for Sale (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Machinery, equipment, furniture and fixtures	$ 16,819	$ 28,874
Accumulated depreciation	(14,803)	(25,976)
Total assets	$ 2,016	$ 2,898

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Note 7 - Property Insurance Settlement (Details Textual) - USD ($)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Proceeds from Insurance Settlement, Investing Activities	$ 2,447,000
Gain on Business Interruption Insurance Recovery	$ 2,275,000	$ 0

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Note 8 - Other Expense (Income), Net (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net Periodic Defined Benefits Expense (Reversal of Expense), Excluding Service Cost Component	$ 161,000	$ 100,000	$ 483,000	$ 299,000
Gain on Business Interruption Insurance Recovery			2,275,000	0
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property		127,000	(241,000)	2,664,000
Foreign Currency Transaction Gain (Loss), before Tax, Total		$ (147,000)	$ 92,000	$ (751,000)

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Note 9 - Stock-based Compensation (Details Textual)	9 Months Ended
	Sep. 30, 2018 shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	754,750
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period	5 years
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years

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Note 10 - Loss Per Common Share - Reconciliation of Weighted Average Shares Outstanding Used in Calculation of Basic and Diluted (Loss) Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net loss	$ (2,336)	$ (3,133)	$ (3,317)	$ (9,588)
Less distributed and undistributed earnings allocable to restricted award holders	0	0	0	0
Net loss allocable to common stockholders	$ (2,336)	$ (3,133)	$ (3,317)	$ (9,588)
Basic (in dollars per share)	$ (0.11)	$ (0.15)	$ (0.16)	$ (0.47)
Diluted (in dollars per share)	$ (0.11)	$ (0.15)	$ (0.16)	$ (0.47)
Basic (in shares)	20,555	20,397	20,497	20,305
Weighted average additional shares assuming conversion of potential common shares (in shares)	0	0	0	0
Weighted average shares outstanding – diluted (in shares)	20,555	20,397	20,497	20,305

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Note 11 - Inventory - Inventory Components (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Jan. 01, 2018	Dec. 31, 2017
Raw materials	$ 12,000		$ 10,011
Work in process	6,663		7,150
Finished goods	1,264		1,645
Reserve for excess and obsolete inventory	(1,071)		(1,165)
Total	$ 18,856	$ 16,986	$ 17,641

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Note 12 - Property, Plant and Equipment - Property, Plant and Equipment Components (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Gross property, plant and equipment	$ 69,616	$ 66,911
Accumulated depreciation	(54,850)	(51,337)
Property plant and equipment net	14,766	15,574
Land and Land Improvements [Member]
Gross property, plant and equipment	219	219
Building and Building Improvements [Member]
Gross property, plant and equipment	11,287	11,140
Property, Plant and Equipment, Other Types [Member]
Gross property, plant and equipment	56,506	54,554
Construction in Progress [Member]
Gross property, plant and equipment	$ 1,604	$ 998

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Note 13 - Debt (Details Textual)				1 Months Ended	9 Months Ended
	Apr. 01, 2019	Mar. 09, 2016 USD ($) a	Mar. 09, 2016 MXN ($) a	Jan. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)	Aug. 31, 2016 USD ($)
Capital Lease Obligations, Total				$ 1,277,000	$ 772,000
Capital Lease Obligations [Member]
Debt Instrument, Term				3 years
Toluca [Member]
Sale Leaseback Transaction, Amount Due under Financing Arrangement					2,764,000
Toluca [Member] | Sypris Technologies Mexico, S. de R.L. de C.V. [Member]
Area of Land | a		24	24
Sale Leaseback Transaction, Net Proceeds, Investing Activities, Total		$ 12,182,000	$ 215,000,000
Sale Leaseback Transaction, Term of Lease		10 years	10 years
Sale Leaseback Transaction, Portion of Real Estate Property Leased Back to Seller | a		9	9
Promissory Note [Member] | Gill Family Capital Management [Member]
Subordinated Debt, Ending Balance					$ 6,500,000	$ 6,500,000	$ 6,500,000
Debt Instrument, Interest Rate, Stated Percentage					8.00%
Promissory Note [Member] | Gill Family Capital Management [Member] | Five-year Treasury Note Average During Preceding 90-day Period [Member] | Scenario, Forecast [Member]
Debt Instrument, Basis Spread on Variable Rate	5.00%
Promissory Note with Maturity on April 1, 2021 [Member] | Gill Family Capital Management [Member]
Subordinated Debt, Ending Balance					$ 2,500,000
Promissory Note with Maturity on April 1, 2023 [Member] | Gill Family Capital Management [Member]
Subordinated Debt, Ending Balance					$ 2,000,000
Promissory Notes with Maturity on April 1, 2021 and April 1, 2023 [Member] | Gill Family Capital Management [Member]
Debt Instrument, Allowance for Payment Deferral Period					1 year 180 days
Debt Instrument, Maximum Allowance of Interest Due on Deferred Payments, Percent					60.00%

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Note 13 - Debt - Debt Components (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current portion of capital lease obligation	$ 577	$ 829
Note payable – related party	6,500	6,500
Capital lease obligation	2,959	3,397
Less unamortized debt issuance and modification costs	(54)	(65)
Long term debt net of unamortized debt costs	$ 9,405	$ 9,832

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Note 14 - Segment Data (Details Textual) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018 USD ($)	Oct. 01, 2017 USD ($)	Sep. 30, 2018 USD ($)	Oct. 01, 2017 USD ($)
Number of Operating Segments			2
Revenue from Contract with Customer, Including Assessed Tax	$ 21,101	$ 21,371	$ 64,014	$ 60,805
Intersegment Eliminations [Member]
Revenue from Contract with Customer, Including Assessed Tax	$ 0	$ 0	$ 0	$ 0

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Note 14 - Segment Data - Financial Information From Reportable Segments - Income Statement (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Net revenue from unaffiliated customers	$ 21,101	$ 21,371	$ 64,014	$ 60,805
Gross profit (loss)	1,202	741	6,167	1,817
Operating loss	(2,014)	(2,755)	(4,182)	(10,579)
Income (loss) before taxes	(2,301)	(3,078)	(3,196)	(9,518)
Sypris Technologies [Member]
Net revenue from unaffiliated customers	14,852	13,547	44,686	40,366
Gross profit (loss)	1,329	(574)	5,366	(895)
Operating loss	(129)	(2,164)	550	(7,373)
Income (loss) before taxes	(263)	(2,357)	1,971	(5,942)
Sypris Electronics [Member]
Net revenue from unaffiliated customers	6,249	7,824	19,328	20,439
Gross profit (loss)	(127)	1,315	801	2,712
Operating loss	(776)	493	(1,169)	671
Income (loss) before taxes	(828)	493	(1,264)	674
Corporate and Other [Member]
Operating loss	(1,109)	(1,084)	(3,563)	(3,877)
Income (loss) before taxes	$ (1,210)	$ (1,214)	$ (3,903)	$ (4,250)

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Note 14 - Segment Data - Financial Information From Reportable Segments - Balance Sheet (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Total assets	$ 62,633	$ 57,155
Total liabilities	48,167	40,225
Sypris Technologies [Member]
Total assets	32,285	31,725
Total liabilities	27,537	23,854
Sypris Electronics [Member]
Total assets	21,230	17,440
Total liabilities	12,681	8,352
Corporate and Other [Member]
Total assets	9,118	7,990
Total liabilities	$ 7,949	$ 8,019

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Note 15 - Commitments and Contingencies (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Sep. 30, 2018	Oct. 01, 2017	Jan. 01, 2018	Dec. 31, 2017
Standard and Extended Product Warranty Accrual, Ending Balance	$ 570,000		$ 570,000	$ 570,000			$ 666,000
Inventory, Net, Total	18,856,000		18,856,000	18,856,000		$ 16,986,000	$ 17,641,000
Revenue from Contract with Customer, Including Assessed Tax	21,101,000	$ 21,371,000	64,014,000		$ 60,805,000
Purchase Obligation, Total	15,417,000		15,417,000	15,417,000
Customer Defaulted [Member] | Minimum [Member]
Loss Contingency, Estimate of Possible Loss	0		0	0
New Supply Agreement [Member]
Revenue from Contract with Customer, Including Assessed Tax				68,000
Customer Lawsuit Against Distributor [Member] | Inventory Related to Customer Involved in Lawsuit Against Distributor [Member]
Inventory, Net, Total	$ 969,000		$ 969,000	$ 969,000

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Note 16 - Income Taxes (Details Textual)	9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent	30.00%	30.00%

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Note 17 - Employee Benefit Plans - Components of Pension Expense (Benefit) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Oct. 01, 2017	Sep. 30, 2018	Oct. 01, 2017
Service cost	$ 1	$ 1	$ 3	$ 4
Interest cost on projected benefit obligation	329	380	987	1,139
Net amortizations, deferrals and other costs	158	174	474	521
Expected return on plan assets	(326)	(454)	(978)	(1,361)
Net periodic benefit cost	$ 162	$ 101	$ 486	$ 303

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Note 18 - Accumulated Other Comprehensive Loss - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Foreign currency translation adjustments	$ (10,618)	$ (10,915)
Accumulated other comprehensive loss	(25,254)	(25,551)
UNITED STATES
Employee benefit related adjustments, net of tax	(14,748)	(14,748)
MEXICO
Employee benefit related adjustments, net of tax	$ 112	$ 112