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): August 8, 2017
Technical Communications Corporation
(Exact Name of Registrant as Specified in Charter)
| Massachusetts | 001-34816 | 04-2295040 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 100 Domino Drive, Concord, MA 01742 |
| (Address of Principal Executive Offices) (Zip Code) |
(978) 287-5100
(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: | ||
| [ ] | 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)) | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 2.02. Results of Operations and Financial Condition.
On August 8, 2017, Technical Communications Corporation announced its financial results for the quarter and nine months ended July 1, 2017. A copy of the press release dated August 8, 2017 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 August 8, 2017
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Technical Communications Corporation | ||
| Date: August 8, 2017 | By: | /s/ Carl H. Guild, Jr. |
| Carl H. Guild, Jr. | ||
| President and Chief Executive Officer | ||
EXHIBIT 99.1
Technical Communications Corporation Reports Results for the Three and Nine Months Ended July 1, 2017
CONCORD, Mass., Aug. 08, 2017 (GLOBE NEWSWIRE) -- Technical Communications Corporation (Nasdaq:TCCO) today announced its results for the three and nine month periods ended July 1, 2017. For the three months ended July 1, 2017, the Company reported a net loss of $(344,000), or $(0.19) per share, on revenue of $1,068,000, compared to a net loss of $(931,000), or $(0.51) per share, on revenue of $581,000 for the quarter ended July 2, 2016. For the nine months ended July 1, 2017, the Company reported a net loss of $(911,000), or $(0.50) per share, on revenue of $3,084,000, compared to a net loss of $(1,612,000), or $(0.88) per share, on revenue of $2,118,000 for the nine months ended July 2, 2016.
Commenting on corporate performance, Carl H. Guild, Jr., President and Chief Executive Officer of TCC, said, “Revenue this quarter was generated primarily from the final shipments of orders for our radio encryptors for deployment into Afghanistan. We expect to receive future orders from this customer under its contract with the U.S. government. We are also actively pursuing a substantial pipeline of large contracts, and are working diligently to secure one or more during the remainder of calendar year 2017. 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.”
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 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 December 31, 2016 and April 1, 2017 and its Annual Report on Form 10-K for the fiscal year ended October 1, 2016 filed with the Commission and the “Risk Factors” section included therein.
| Technical Communications Corporation | ||||||
| Condensed consolidated statements of operations | ||||||
| Quarter Ended | ||||||
| (Unaudited) | ||||||
| 07/01/2017 | 07/02/2016 | |||||
| Net sales | $ | 1,068,000 | $ | 581,000 | ||
| Gross profit (loss) | 539,000 | (45,000 | ) | |||
| S, G & A expense | 478,000 | 717,000 | ||||
| Product development costs | 407,000 | 215,000 | ||||
| Operating loss | (346,000 | ) | (977,000 | ) | ||
| Net loss | (344,000 | ) | (931,000 | ) | ||
| Net loss per share: | ||||||
| Basic | $ | (0.19 | ) | $ | (0.51 | ) |
| Diluted | $ | (0.19 | ) | $ | (0.51 | ) |
| Nine Months Ended | ||||||
| (Unaudited) | ||||||
| 07/01/2017 | 07/02/2016 | |||||
| Net sales | $ | 3,084,000 | $ | 2,118,000 | ||
| Gross profit | 2,129,000 | 721,000 | ||||
| S, G & A expense | 1,669,000 | 2,126,000 | ||||
| Product development costs | 1,378,000 | 721,000 | ||||
| Operating loss | (918,000 | ) | (2,126,000 | ) | ||
| Gain on sale of investment | - | 462,000 | ||||
| Net loss | (911,000 | ) | (1,612,000 | ) | ||
| Net loss per share: | ||||||
| Basic | $ | (0.50 | ) | $ | (0.88 | ) |
| Diluted | $ | (0.50 | ) | $ | (0.88 | ) |
| Condensed consolidated balance sheets | ||||
| 07/01/2017 | 10/01/2016 | |||
| (Unaudited) | (derived from audited | |||
| financial statements) | ||||
| Cash and marketable securities | $ | 1,958,000 | $ | 2,979,000 |
| Accounts receivable - trade | 422,000 | 112,000 | ||
| Inventory | 1,772,000 | 1,644,000 | ||
| Other current assets | 157,000 | 213,000 | ||
| Total current assets | 4,309,000 | 4,948,000 | ||
| Marketable securities | - | 374,000 | ||
| Property and equipment, net | 69,000 | 149,000 | ||
| Total assets | $ | 4,378,000 | $ | 5,471,000 |
| Accounts payable | 102,000 | 119,000 | ||
| Accrued expenses and other current liabilities | 262,000 | 438,000 | ||
| Total current liabilities | 364,000 | 557,000 | ||
| Total stockholders’ equity | 4,014,000 | 4,914,000 | ||
| Total liabilities and stockholders’ equity | $ | 4,378,000 | $ | 5,471,000 |
Michael P. Malone
Chief Financial Officer
(978) 287-5100
www.tccsecure.com