0001157523-16-007536.txt : 20161208 0001157523-16-007536.hdr.sgml : 20161208 20161208164539 ACCESSION NUMBER: 0001157523-16-007536 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161208 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20161208 DATE AS OF CHANGE: 20161208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECHNICAL COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000096699 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 042295040 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34816 FILM NUMBER: 162041930 BUSINESS ADDRESS: STREET 1: 100 DOMINO DR CITY: CONCORD STATE: MA ZIP: 01742 BUSINESS PHONE: 9782875100 MAIL ADDRESS: STREET 1: 100 DOMINO DRIVE CITY: CONCORD STATE: MA ZIP: 01742-2892 8-K 1 a51475627.htm TECHNICAL COMMUNICATIONS CORPORATION 8-K



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

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


Date of Report (Date of earliest event reported)

December 8, 2016

Technical Communications Corporation

(Exact name of registrant as specified in its charter)

Massachusetts

001-34816

04-2295040

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


100 Domino Drive, Concord, MA

01742

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code

(978) 287-5100

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02           Results of Operations and Financial Condition.

On December 8, 2016, Technical Communications Corporation announced its financial results for the fiscal year and quarter ended October 1, 2016.  A copy of the press release dated December 8, 2016 describing such results is attached as Exhibit 99.1 to this report and incorporated herein.

Item 9.01           Financial Statements and Exhibits.

  a.  

Financial statements of businesses acquired.  Not applicable.

b.

Pro forma financial information.  Not applicable.

c.

Shell company transactions.         Not applicable.

d.

Exhibits.  The following exhibit is furnished pursuant to Item 2.02 hereof, and the information contained in this report

                  and such exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,

                  as amended, or otherwise subject to the liabilities of that section, or incorporated by reference in any filing

                  under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated therein.

                    Exhibit No.                                       Title

     99.1                              Press Release dated December 8, 2016

SIGNATURE

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

Technical Communications Corporation

 

Dated:

  December 8, 2016

By:

/s/ Carl H. Guild, Jr.

Carl H. Guild, Jr.

President and Chief Executive Officer

EX-99.1 2 a51475627ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Technical Communications Corporation Reports Results for the Fiscal Year and Quarter Ended October 1, 2016

CONCORD, Mass.--(BUSINESS WIRE)--December 8, 2016--Technical Communications Corporation (NasdaqCM: TCCO) today announced its results for the fiscal year and quarter ended October 1, 2016. For the quarter ended October 1, 2016, the Company reported a net loss of $(860,000), or $(0.47) per share, on revenue of $405,000, compared to a net loss of $(1,170,000), or $(0.64) per share, on revenue of $931,000 for the quarter ended October 3, 2015. For the year ended October 1, 2016, the Company reported a net loss of $(2,472,000), or $(1.34) per share, on revenue of $2,523,000, compared to a net loss of $(1,822,000), or $(0.99) per share, on revenue of $5,942,000 for the year ended October 3, 2015.

Commenting on corporate performance, Carl H. Guild, Jr., President and Chief Executive Officer of TCC, said, “While TCC continues to have a pipeline of initiatives in development, the timing and outcome of these potential contracts is unknown. The delay in the timing of customer orders received during fiscal 2016 resulted in reduced revenues for the period. The Company believes market conditions will improve and provide opportunities to build a successful future through its efforts to enlarge and enhance its product line and expand its customer base by both identifying new customers for existing and new products and offering such products to current customers.”

“As market conditions evolve, we will continue to closely monitor and reduce operating expenses as appropriate, while strategically continuing to invest in business development efforts, develop strategic relationships and expand our sales channel network.”


Fiscal Year 2016 Highlights

  • Completed delivery of several foreign and domestic contracts for our DSP 9000 radio encryption and CX7211 IP encryption product lines.
  • Provided engineering services to government and commercial customers to customize TCC products and solutions, developed technology for customer-specific security applications, and delivered customized product training services.
  • Sold the Company’s 10.8% ownership stake in PulsedLight, Inc., an early-stage start-up company, which amounted to a gain on the sale of $462,000.
  • Received an order valued at approximately $2,373,000 from Datron World Communications, Inc. in early fiscal 2017 for our military-grade DSP 9000 radio encryption equipment. Follow-on orders are expected as part of Datron’s five-year, $495 million Foreign Military Sale Indefinite Delivery Indefinite Quantity contract from the US Army Communications Electronic Command.
  • Completed the development of the HSE6000 SEAL version of the man-portable radio encryption system, which provides easily integrated encryption capability for the air-to-ground and air-to-man communications market. The HSE6000 is an interoperable extension of TCC’s DSP9000 family of voice encryptors that provides a secure communications link between various types of tactical radios.

About Technical Communications Corporation

For over 50 years, TCC has specialized in superior-grade secure communications systems and customized solutions, supporting our CipherONE® best-in-class criteria, to protect highly sensitive voice, data and video transmitted over a wide range of networks. Government entities, military agencies and corporate enterprises in over 115 countries have selected TCC's proven security to protect their communications. Learn more: www.tccsecure.com.


Statements made in this press release or as may otherwise be incorporated by reference herein constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to statements regarding anticipated operating results, future earnings, and the ability to achieve growth and profitability. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, including but not limited to the effect of foreign political unrest; domestic and foreign government policies and economic conditions; future changes in export laws or regulations; changes in technology; the ability to hire, retain and motivate technical, management and sales personnel; the risks associated with the technical feasibility and market acceptance of new products; changes in telecommunications protocols; the effects of changing costs, exchange rates and interest rates; and the Company's ability to secure adequate capital resources. Such risks, uncertainties and other factors could cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For a more detailed discussion of the risks facing the Company, see the Company’s filings with the Securities and Exchange Commission, including its Quarterly Reports on Form 10-Q for the quarters ended January 2, 2016, April 2, 2016 and July 2, 2016, and its Annual Report on Form 10-K for the fiscal year ended October 3, 2015 filed with the Commission and the “Risk Factors” section included therein.


     

Technical Communications Corporation

Condensed consolidated statements of operations

Quarter Ended

(Unaudited)

10/01/2016

     

10/03/2015

Net sales       $ 405,000       $ 931,000
Gross loss       (212,000)       (119,000)
S, G & A expense       544,000       660,000
Product development costs       107,000       394,000
Operating loss       (863,000)       (1,174,000)
Income tax provision       -       -
Net loss       (860,000)       (1,170,000)
Net loss per share:                
Basic       $ (0.47)       $ (0.64)
Diluted       $ (0.47)       $ (0.64)
           

Year Ended

(Unaudited)

10/01/2016

10/03/2015

Net sales       $ 2,523,000       $ 5,942,000
Gross profit       509,000       3,365,000
S, G & A expense       2,670,000       2,940,000
Product development costs       828,000       2,300,000
Operating loss       (2,989,000)       (1,875,000)
Gain on sale of investment       462,000       -
Income tax benefit       (43,000)       (35,000)
Net loss       (2,472,000)       (1,822,000)
Net loss per share:                
Basic       $ (1.34)       $ (0.99)
Diluted       $ (1.34)       $ (0.99)
           

Condensed consolidated balance sheets

10/01/2016

10/03/2015

(Unaudited)

(derived from audited
financial statements)

 

Cash and current marketable securities       $ 2,979,000       $ 2,947,000
Accounts receivable, net       112,000       1,791,000
Inventories, net       1,644,000       1,851,000
Other current assets       214,000       133,000
Total current assets       4,949,000       6,722,000
Marketable securities       373,000       762,000
Property and equipment, net       149,000       257,000
Cost method investment       -       275,000
                 
Total assets       $ 5,471,000       $ 8,016,000
                 
Accounts payable       119,000       180,000
Accrued expenses and other current liabilities       438,000       463,000
Total current liabilities       557,000       643,000
Total stockholders’ equity       4,914,000       7,373,000
Total liabilities and stockholders’ equity       $ 5,471,000       $ 8,016,000

CONTACT:
Technical Communications Corporation
Michael P. Malone, 978-287-5100
Chief Financial Officer
www.tccsecure.com