8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 

Date of Report (Date of earliest event reported): June 18, 2020
 

TESSCO Technologies Incorporated

(Exact name of registrant as specified in its charter)
 

Delaware	001-33938	52-0729657
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

11126 McCormick Road, Hunt Valley, Maryland 21031

(Address of principal executive offices) (Zip Code)
 

(410) 229-1000

(Registrant’s telephone number, including area code)
 

Not Applicable

(Former name or former address, if changed since last report)
 

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

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

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

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

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

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

Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common Stock, par value $0.01 per share	TESS	Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ¨

Item 7.01. Regulation FD Disclosure.

The PowerPoint presentation, furnished as Exhibit 99.1 to this Report, will be used by Tessco Technologies Incorporated (the “Company”) at the East Coast IDEAS Investor Conference to be held in a virtual format via the Internet on June 24, 2020. The PowerPoint presentation is also available on the Company’s website.

The PowerPoint presentation includes information about the Company’s activities, plans and goals.

Item 9.01 Financial Statements and Exhibits.

(a)  Financial Statements of Businesses Acquired.

None.

(b)  Pro Forma Financial Information.

None.

(c)  Shell Company Transactions.

None.

(d)  Exhibits.

Exhibit No.	Description
99.1	Tessco June 2020 Investor Presentation.

Information presented in this Current Report on Form 8-K may contain forward-looking statements and certain assumptions upon which such forward-looking statements are in part based.  Numerous important factors, including those factors identified in the TESSCO Technologies Incorporated Annual Report on Form 10-K and other of the Company’s filings with the Securities and Exchange Commission, and the fact that the assumptions set forth in this Current Report on Form 8-K could prove incorrect, could cause actual results to differ materially from those contained in such forward-looking statements.

SIGNATURE

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

			TESSCO Technologies Incorporated
Date:	June 18, 2020	By:	/s/ Aric M. Spitulnik
			Aric M. Spitulnik
			Chief Financial Officer
			(Principal Accounting and Financial Officer)

EX-99.1

Exhibit 99.1

Investor Presentation June 2020

FORWARD - LOOKING statements Certain statements made by us during this presentation are forward - looking statements within the meaning of federal securities laws. TESSCO’s actual results may differ materially from those discussed in any forward - looking statement. Additional information concerning factors that may cause such a difference can be found in TESSCO’s public disclosure, including TESSCO’s most recent report on Form 10 - K, as well as prior and subsequently filed reports. 2

HUNDREDS OF MANUFACTURER PARTNERS Carrier Ecosystem Retailers VARs & Integrators THOUSANDS OF CUSTOMERS CREDIT CAPACITY TECHNICAL PROFICIENCY SALES & MARKETING EXPERTISE SUPERIOR LOGISTICS CAPABILITIES TESSCO - TODAY A Value - Added Distributor

4 Building Our Wireless World, Together COMPANY FACTS 1982 Tessco Founded $ 540.3 M Revenue (FY2020) 8,500 Monthly Buying Customers 35 0 Manufacturer Partners Over 675 Team Members TL9000 Certified Business $89.09M Enterprise Value $44.6M Market Cap

Impact of COVID - 19 • Moderate Impact • Oil and Gas segments impacted by other factors • Crew access to venues/sites • Improved Sales Discipline Helping Tessco manage overall impact VAR & Integrator • Minimal Impact Overall • Projects affected (e.g. in - building/venue) are coming back • Improved market share Carrier Ecosystem 5 • Significant Impact • Further declines/softness in overall Retail segments Retail

RETAIL STRATEGY Tessco : New Direction New CEO Strategic Review of Company Assets & Growth Strategy Implementation of Strict Fiscal Measures Global Pandemic Further tightening of Fiscal Measures Reserves for Retail A/R and Inventory “Managed Decline” of Retail Key Customer Loss of Key Customer Further Decline in Tessco’s Retail Business; Increased Inventory and E&O Global Retail Decline Previously, a sizable and profitable business US Retails Close 9,300 Stores Global Retailers close 16,000 Stores FY19 FY19 FY20 FY20 Q4 Q3 Q4 6 Improve balance sheet and cash flow by reducing expenses and working capital tied to Retail; Redeploy capital to more profitable Commercial business

COMMERCIAL SEGMENT Market Dynamics

TECHNOLOGICAL CHANGE DRIVING EXPONENTIAL INDUSTRY GROWTH… $16.3B to be spent globally on Private LTE by 2025 CBRS gear to exceed $850M in US by 2024 $130B to be spent on 5G Global Buildout by 2024 Wi - Fi 6 chipset global shipments to more than triple YOY in 2020 Expect 19% CAGR in US industrial IoT by 2026 8 Source: ABI

Reallocation of Material CREATING COMPLEXITY FOR OUR CUSTOMERS…

…AND THUS CREATING GROWTH OPPORTUNITIES FOR TESSCO Deployment of new technologies is introducing a new level of complexity • Inside buildings, stadiums, manufacturing facilities, etc. • Densification of small cells • Requirement for improved aesthetics New applications of wireless technology are greatly increasing the addressable markets 10 • Utilities • Oil & Gas • Transportation • Government • Manufacturing • Mining

COMMERCIAL SEGMENT Why will we win?

THREE - PRONGED APPROACH TO CAPITALIZE ON THESE OPPORTUNITIES SOFTWARE & SERVICE OFFERINGS 12 VALUE - ADDED DISTRIBUTION

SUPERIOR OFFER FOR CARRIERS Forecasting & Demand Planning Standardized Ordering Process Reporting Program Management Master BOM Development and Advanced Stocking Dedicated Resources to Manage Program Execution, Weekly Program Review Calls Order Status Reporting, Spend Reporting, KPIs OASIS, On - Demand Pricing, Availability and Order Status Virtual Allocation, Site Kitting, JIT Delivery, Consolidated Shipments Order Management & Logistics Addressing Carriers’ “Spend Management” Challenges Demonstrated Market Share Gains in FY 4Q20 Well positioned for 5G in Calendar 2021

A COMPLETE OFFER FOR VARS & INTEGRATORS From Specifications, To Solutions OASIS and Lifecycle Services RF and Other System Design Program Management Helping Suppliers drive spec in the segment; Constructing full solutions needed by customers Dedicated Resources to Manage Program Execution, Weekly Program Review Calls DAS, Power and Site Design Services OASIS, Lifecycle Services: Monitoring, Asset Management and Warranty Services Environment Friendly and Aesthetic Solutions, ( ) Ventev Enclosures, Power, Customization Sales Restructuring Complete. Re - invigorating Business with End - Users (Utility, Govt). Well positioned for IoT and CBRS Growth Opportunities

Product/Engineering Focus -- Higher Margins -- Industrial Solutions WIRELESS INFRASTRUCTURE Experts in Concealed Wireless Solutions Wi - Fi Enclosures Wi - Fi Antennas Cable Assemblies Power Systems Turnkey Integrated Systems Base Site Infrastructure Tools & Supplies 15 “ By partnering with Cisco in this program, (Cisco’s Design In Program), Ventev can offer our customers a turnkey solution, alongside accessories, software, and services .” “ Ventev is pleased to begin this partnership with Rajant , providing our customers with unique, value - added solutions that ease their pain points. These new products enable customers to maintain complete and optimal connectivity across any dynamic environment. This allows for continuous data monitoring in real - time, which will ultimately enhance and improve operations overall .” INVESTING IN VENTEV TO ENABLE SMALL CELLS & COVERAGE

INVESTMENTS IN TECHNOLOGY IT Transformation • Speed, efficiency and innovation. Enable SG&A reductions • Create a digital culture and processes • Project expected to complete in FY21 Improve tessco.com • Provide best in class B2B digital experience • Grow web (self - serve) business: revenue, customers and repeat business • Ambition: Trusted source of information for the wireless infrastructure construction eco - system Digital culture enabling customer intimacy and innovation “Easy to do business with”

SUMMARY

FY 2021 Company Imperatives Managed Decline of Retail Complete IT Transformation Improve TCOM Improve Profitability Run Rate 1. Create technology efficiencies 2. Reduce debt and improve balance sheet 3. Establish growth trajectory for Commercial business 4. Create bandwidth to invest in additional business drivers and partnerships 5. Goal: EBITDA positive in 2H of FY21 PATHWAY TO PROFITABILITY IN FY22 Note: Management incentives aligned with imperatives

;l WHY INVEST IN TESSCO? FOCUS ON MORE PROFITABLE COMMERCIAL BUSINESS WELL POSITIONED TO PROVIDE DISRUPTIVE OFFERINGS EXPLOSIVE GROWTH IN THE WORLD OF WIRELESS NEW MANAGEMENT WITH PROVEN EXPERIENCE

THANK YOU