UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
August 8, 2014
Date of Report (Date of earliest event reported)
BALLANTYNE STRONG, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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1-13906 |
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47-0587703 |
(State or other jurisdiction of |
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(Commission |
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(IRS Employer |
incorporation or organization) |
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File No.) |
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Identification Number) |
13710 FNB Parkway, Suite 400 |
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Omaha, Nebraska |
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68154 |
(Address of principal executive offices) |
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(Zip Code) |
(402) 453-4444
(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))
Form 8-K
Item 2.02 Results of Operations and Financial Condition
Ballantyne Strong, Inc. (the “Company”) issued a press release on August 8, 2014 with earnings information for the Company’s quarter ended June 30, 2014. The press release is furnished with this Form 8-K as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
99.1 Press Release with earnings information, dated August 8, 2014, issued by the Company.
The information contained in this Current Report under Item 2.02, including the exhibit referenced in Item 9.01, is being “furnished” pursuant to “Item 2.02 Results of Operations and Financial Condition” of Form 8-K and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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BALLANTYNE STRONG, INC. | |
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Date: August 8, 2014 |
By: |
/s/ Mary A. Carstens |
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Mary A. Carstens |
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Sr Vice President, Chief Financial Officer and Treasurer |
EXHIBIT INDEX
Exhibit |
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Description |
99.1 |
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Press Release of Ballantyne Strong, Inc., dated August 8, 2014, reporting the Company’s financial results for the fiscal quarter ended June 30, 2014. |
Exhibit 99.1
NEWS ANNOUNCEMENT |
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Conference call: |
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Today – August 8 at 11:00 a.m. ET |
Webcast / Replay URL: |
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http://www.strong-world.com (Investor Relations section) |
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The replay will be available on the Internet for 90 days. |
Dial-in number: |
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866-652-5200; ask for “Ballantyne Strong” conference call |
Ballantyne Reports Financial Results for Second Quarter of 2014
OMAHA, Nebraska (August 8, 2014) Ballantyne Strong, Inc. (NYSE MKT: BTN), a diversified provider of digital technology services, products and solutions, today reported financial results for the second quarter ended June 30, 2014.
Net revenues were $22.0 million in the second quarter of 2014, compared with $24.4 million in the same period of the prior year. Net income totaled $0.4 million, or $0.03 per diluted share, in the second quarter of 2014, compared with net income of $1.3 million, or $0.09 per diluted share, in the same period of the prior year.
Gary L. Cavey, President and CEO of Ballantyne Strong, commented, “We continue to ramp up business development activities with the new businesses we have recently entered, including digital media, video surveillance, and small-format screens for the professional audiovisual market. We are pleased with the improved diversity we have in our revenue mix and the gross margins we are generating. As we gain traction with our new businesses, we believe we will have many catalysts for driving improvement in revenue and earnings in the coming years.”
Q2 2014 Financial Summary
Managed Services revenues were $7.6 million in the second quarter of 2014, compared with $3.3 million in the same period of the prior year. The increase is attributable to the acquisition of Convergent Media Systems.
Systems Integration revenues were $14.8 million in the second quarter of 2014, compared with $21.5 million in the same period of the prior year. The decline is primarily attributable to the continued softening in demand as the cinema industry’s shift to a digital equipment platform winds down.
Consolidated gross profit was $4.2 million in the second quarter of 2014, compared with $4.7 million in the same quarter of the prior year. Gross margin was 19.3% in the second quarter of 2014, compared with 19.2% in the same quarter of the prior year.
Selling, general and administrative expenses (SG&A) were $4.4 million in the second quarter of 2014, compared with $3.3 million in the same quarter of the prior year. The increase in SG&A was attributable to the addition of Convergent’s operations.
Six Month Results
For the six months ended June 30, 2014, net revenues were $44.0 million, compared with $52.0 million for the same period in 2013. Gross profit amounted to $8.5 million, or 19.2% of net revenues, compared to gross profit of $8.6 million, or 16.5% of net revenues in the prior-year period. Net loss was $0.2 million, or ($0.02) per share, compared to net earnings of $1.8 million, or $0.13 per diluted share, in the first half of 2013.
Balance Sheet and Cash Flow Update
Ballantyne’s cash and cash equivalents balance at June 30, 2014 was $26.9 million, an increase from $25.5 million at the end of the prior quarter. The increase in cash and cash equivalents balance was primarily attributable to positive cash flow generated from operations during the second quarter of 2014.
About Ballantyne Strong, Inc. (www.strong-world.com)
Ballantyne Strong designs, integrates, and installs technology solutions for a broad range of applications; develops and delivers out-of-home messaging, advertising and communications; manufactures projection screens and lighting products; and provides managed services including monitoring of networked equipment. The Company focuses on serving the retail, financial, government and cinema markets.
Forward-Looking Statements
Except for the historical information in this press release, it includes forward-looking statements that involve risks and uncertainties, including but not limited to, quarterly fluctuations in results; customer demand for the Company’s products; the development of new technology for alternate means of motion picture presentation; domestic and international economic conditions; the management of growth; and other risks detailed from time to time in the Company’s Securities and Exchange Commission filings. Actual results may differ materially from management’s expectations.
CONTACT:
Mary A. Carstens |
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Tony Rossi |
Chief Financial Officer |
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Financial Profiles |
402/453-4444 |
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310/622-8221 or trossi@finprofiles.com |
-tables follow-
Ballantyne Strong, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands)
June 30, |
December 31, |
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(Unaudited) |
||||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 26,903 | $ | 28,791 | ||||
Accounts receivable (net of allowance for doubtful accounts of $642 and $703, respectively) |
14,785 | 20,047 | ||||||
Inventories: |
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Finished goods, net |
11,995 | 10,949 | ||||||
Work in process |
611 | 345 | ||||||
Raw materials and components, net |
1,721 | 3,891 | ||||||
Total inventories, net |
14,327 | 15,185 | ||||||
Recoverable income taxes |
4,175 | 2,207 | ||||||
Other current assets |
4,965 | 5,873 | ||||||
Total current assets |
65,155 | 72,103 | ||||||
Property, plant and equipment (net of accumulated depreciation of $5,472 and $4,781, respectively) |
14,366 | 14,721 | ||||||
Note receivable |
2,730 | 2,497 | ||||||
Intangible assets, net |
937 | 895 | ||||||
Goodwill |
1,119 | 1,123 | ||||||
Other assets |
4,396 | 4,105 | ||||||
Total assets |
$ | 88,703 | $ | 95,444 | ||||
Liabilities and Stockholders’ Equity |
||||||||
Current liabilities: |
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Accounts payable |
$ | 9,030 | $ | 12,844 | ||||
Accrued expenses |
4,445 | 6,236 | ||||||
Customer deposits/deferred revenue |
3,525 | 3,474 | ||||||
Income tax payable |
458 | 888 | ||||||
Total current liabilities |
17,458 | 23,442 | ||||||
Deferred revenue |
2,602 | 3,008 | ||||||
Deferred income taxes |
815 | 790 | ||||||
Other accrued expenses, net of current portion |
1,746 | 1,748 | ||||||
Total liabilities |
22,621 | 28,988 | ||||||
Stockholders’ equity: |
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Preferred stock, par value $.01 per share; Authorized 1,000 shares, none outstanding |
— | — | ||||||
Common stock, par value $.01 per share; Authorized 25,000 shares; issued 16,912 and 16,869 shares at June 30, 2014 and December 31, 2013, respectively; 14,181 and 14,138 shares outstanding at June 30, 2014 and December 31, 2013, respectively |
167 | 167 | ||||||
Additional paid-in capital |
38,431 | 38,231 | ||||||
Accumulated other comprehensive income: |
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Foreign currency translation |
(1,362 |
) |
(959 | ) | ||||
Postretirement benefit obligations |
190 | 190 | ||||||
Retained earnings |
46,895 | 47,066 | ||||||
84,321 | 84,695 | |||||||
Less 2,731 of common shares in treasury, at cost at June 30, 2014 and December 31, 2013 |
(18,239 |
) |
(18,239 |
) | ||||
Total stockholders’ equity |
66,082 | 66,456 | ||||||
Total liabilities and stockholders’ equity |
$ | 88,703 | $ | 95,444 |
Ballantyne Strong, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
Three and Six Months Ended June 30, 2014 and 2013
(In thousands, except per share data)
(Unaudited)
Three Months Ended June 30, |
Six Months Ended June 30, |
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2014 |
2013 |
2014 |
2013 |
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Net product sales |
$ | 16,202 | $ | 21,411 | $ | 31,037 | $ | 46,608 | ||||||||
Net service revenues |
5,825 | 2,984 | 13,011 | 5,408 | ||||||||||||
Total net revenues |
22,027 | 24,395 | 44,048 | 52,016 | ||||||||||||
Cost of products sold |
14,184 | 17,555 | 26,634 | 39,149 | ||||||||||||
Cost of services |
3,596 | 2,160 | 8,951 | 4,274 | ||||||||||||
Total cost of revenues |
17,780 | 19,715 | 35,585 | 43,423 | ||||||||||||
Gross profit |
4,247 | 4,680 | 8,463 | 8,593 | ||||||||||||
Selling and administrative expenses: |
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Selling |
1,559 | 870 | 3,104 | 1,736 | ||||||||||||
Administrative |
2,822 | 2,453 | 6,715 | 4,954 | ||||||||||||
Total selling and administrative expenses |
4,381 | 3,323 | 9,819 | 6,690 | ||||||||||||
Gain on the sale/disposal/transfer of assets |
2 | 3 | 8 | 4 | ||||||||||||
Income (loss) from operations |
(132 |
) |
1,360 | (1,348 |
) |
1,907 | ||||||||||
Equity income (loss) of joint venture |
— | (12 |
) |
95 | (118 | ) | ||||||||||
Other income (expense): |
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Interest income |
182 | 13 | 359 | 35 | ||||||||||||
Interest expense |
(18 |
) |
(12 |
) |
(27 |
) |
(19 |
) | ||||||||
Other income (expense), net |
(123 |
) |
247 | 86 | 496 | |||||||||||
Total other income (expense) |
41 | 248 | 418 | 512 | ||||||||||||
Earnings (loss) before income taxes |
(91 |
) |
1,596 | (835 |
) |
2,301 | ||||||||||
Income tax benefit (expense) |
472 | (319 |
) |
622 | (460 |
) | ||||||||||
Net earnings (loss) |
$ | 381 | $ | 1,277 | $ | (213 |
) |
$ | 1,841 | |||||||
Basic earnings (loss) per share |
$ | 0.03 | $ | 0.09 | $ | (0.02 |
) |
$ | 0.13 | |||||||
Diluted earnings (loss) per share |
$ | 0.03 | $ | 0.09 | $ | (0.02 |
) |
$ | 0.13 | |||||||
Weighted average shares outstanding: |
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Basic |
14,060 | 13,997 | 14,043 | 13,988 | ||||||||||||
Diluted |
14,106 | 14,045 | 14,043 | 14,035 |
Ballantyne Strong, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
Six Months Ended June 30, 2014 and 2013
(In thousands)
(Unaudited)
Six Months Ended June 30, |
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2014 |
2013 |
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Cash flows from operating activities: |
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Net earnings (loss) |
$ | (213 |
) |
$ | 1,841 | |||
Adjustments to reconcile net earnings to net cash provided by operating activities: |
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Provision for doubtful accounts |
(17 |
) |
211 | |||||
Provision for obsolete inventory |
(39 |
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10 | |||||
Provision for warranty |
(195 |
) |
260 | |||||
Depreciation and amortization |
813 | 681 | ||||||
Equity in (income) loss of joint venture |
(95 |
) |
118 | |||||
Loss on forward contracts |
145 | 188 | ||||||
(Gain) loss on disposal or transfer of assets |
(8 |
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5 | |||||
Deferred income taxes |
(400 |
) |
197 | |||||
Share-based compensation expense |
200 | 220 | ||||||
Changes in operating assets and liabilities: |
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Accounts, unbilled and notes receivable |
5,977 | 12,540 | ||||||
Inventories |
818 | (2,339 |
) | |||||
Other current assets |
98 | 1,508 | ||||||
Accounts payable |
(3,781 |
) |
(7,778 |
) | ||||
Accrued expenses |
(1,618 |
) |
(1,095 |
) | ||||
Customer deposits/deferred revenue |
(353 |
) |
(1,283 |
) | ||||
Current income taxes |
(2,382 |
) |
331 | |||||
Other assets |
(90 |
) |
56 | |||||
Net cash (used in) provided by operating activities |
(1,140 |
) |
5,671 | |||||
Cash Flows from investing activities: |
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Capital expenditures |
(536 |
) |
(197 |
) | ||||
Proceeds from sale of assets |
56 | 2 | ||||||
Net cash used in investing activities |
(480 |
) |
(195 | ) | ||||
Cash flows from financing activities: |
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Excess tax benefits from share-based arrangements |
(6 |
) |
(11 |
) | ||||
Proceeds from employee stock purchase plan |
— | 3 | ||||||
Net cash used in financing activities |
(6 |
) |
(8 |
) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(262 |
) |
(515 |
) | ||||
Net increase (decrease) in cash and cash equivalents |
(1,888 |
) |
4,953 | |||||
Cash and cash equivalents at beginning of period |
28,791 | 40,168 | ||||||
Cash and cash equivalents at end of period |
$ | 26,903 | $ | 45,121 |
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