dynt_8k.htm

 

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): November 11, 2021

 

Dynatronics Corporation

(Exact name of registrant as specified in its charter)

  

Utah

 

0-12697

 

87-0398434

(State or other jurisdiction

of incorporation)

 

Commission

File Number

 

(IRS Employer

Identification Number)

 

1200 Trapp Rd, Eagan, Minnesota

 

55121

(Address of principal executive offices)

 

(Zip Code)

 

(801) 568-7000

(Registrant's telephone number, including area code)

 

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 14(d)-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(s)

 

Name of each exchange on which registered

Common stock, no par value

 

DYNT

 

The Nasdaq Capital 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 2.02 Results of Operations and Financial Condition

 

On November 11, 2021, Dynatronics Corporation ("Dynatronics" or "Company") issued a press release reporting, among other things, financial results relating to the quarter ended September 30, 2021. Also, as previously announced by a press release issued on October 28, 2021, on November 11, 2021, the Company held a conference call in which executives of the Company reviewed the fiscal 2022 first quarter results. A replay will be available through November 18, 2021, by dialing (877) 481-4010, using passcode 43445. The full text of the press release is furnished herewith as Exhibit 99.1. The slide presentation that accompanied the earnings conference call is furnished as Exhibit 99.2.

 

The information under this Item 2.02 and in Exhibits 99.1 and 99.2, is being “furnished” and is not being “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and is not to be incorporated by reference into any filing of the registrant under the Securities Act of 1933, whether made before or after the date hereof, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit

Number

 

Description

 

 

 

99.1

 

Press Release dated November 11, 2021

 

 

 

99.2

 

Slide Presentation accompanying investor conference call held November 11, 2021

  

 

2

 

   

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.

 

DYNATRONICS CORPORATION

 

 

 

 

Date: November 11, 2021

By:

/s/John A. Krier

 

 

Name:

John A. Krier

 

Title:

President and Chief Executive Officer

 

  

 

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EXHIBIT 99.1

 

  

Dynatronics Corporation Reports First Quarter Financial Results and Business Highlights

 

EAGAN, MN / ACCESSWIRE / November 11, 2021 / Dynatronics Corporation (NASDAQ:DYNT), a leading manufacturer of athletic training, physical therapy, and rehabilitation products, today reported financial results and business highlights for its first quarter of fiscal year 2022 for the period ended September 30, 2021.

 

CEO Commentary

 

“Customer and dealer reaction to Dynatronics’ business transformation strategy combined with the favorable market environment are driving sales to outpace our expectations,” said John Krier, Chief Executive Officer of Dynatronics. “Our commitment to meeting this strong demand despite the impact of COVID-19 and supply chain challenges somewhat muted our gross margin to 29.8% in the first quarter.”

 

“Our transformation remains the top priority. We remain keenly focused on our operating levers in favorable markets, with a very steady eye on the long term to achieve our goals of sustainable operating and cash flow growth,” concluded Krier.

 

Key Financial Highlights

 

Q1 FY '22 Financial Highlights

Note: All financials referenced in this release are in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and comparisons in this release are to the same period in the prior year unless otherwise noted.

 

 

·

Total net sales of $12.3 million.

 

·

Gross profit margin of 29.8%, gross profit margin was 27.0% in FY ’21.

 

·

Net income of $483,000.

 

·

No debt, zero balance on the line of credit, and a borrowing base of approximately $5.2 million on September 30, 2021.

 

·

Cash of $5.5 million as of September 30, 2021.

   

Guidance for FY ’22
 

Dynatronics expects net sales in FY ’22 to be $40 million to $45 million, assuming continued growth in procedure volume despite the recent surge in COVID-19 cases. The mid-point of this range is a 15% improvement relative to the ˜$37 million annual continued product net sales baseline set in April 2021. The company expects the distribution of net sales across the quarters in FY ’22 to align with historical trends, which have been a little higher in the first and fourth quarters, highest in the first quarter, and lower in the second and third quarters. There may be some variability in this pattern, as the company adjusts to ordering patterns in its rehabilitation market given the transition to an exclusively dealer-based sales model.

 

The company is targeting improvement in gross margin, operating income, and cash flow from operations in FY ’22 relative to FY ’21, absent significant impacts from COVID-19 outbreaks, excluding the notable other income events experienced in Q4 FY ‘21.

  

 
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Selling, general, and administrative expenses are anticipated to be 30% to 35% of net sales in FY ’22.

 

The company's financial guidance for FY ’22 is subject to the risks identified in its safe harbor notification below. The company and its customers expect to experience continued challenges due to COVID-19, including higher delivery and shipment costs, supply chain disruptions, and extended handling times. Dynatronics also expects some continued volatility from the company's business optimization.

 

Growth Priorities
 

Business transformation remains the company’s top priority. Each of the following strategies is very important to Dynatronics’ growth platform and the company sees near-term opportunities to capitalize on them.

 

 

·

Deliver commercial success, emphasizing quality for cost and differentiated customer experience

 

·

Improve margins

 

·

Optimize manufacturing and supply chain

 

·

Continued focus on cash flow from operations

 

·

Timely commercial launch of new products focused on growth markets

 

·

Target acquisitions in existing or adjacent markets with customer uptake and > 40% gross margin

   

Conference Call and Webcast Q1 FY ’22 Results

 

The company will hold a conference call and live audio webcast to discuss the results, consisting of prepared remarks by management, slide presentation, and a question-and-answer session with analysts, beginning at 10:00 AM ET on Thursday, November 11, 2021.

 

Interested persons may access the live conference call by dialing 888-506-0062 (U.S./Canada callers) or 973-528-0011 (international callers), using passcode 707341. It is recommended that participants call or login 10 minutes ahead of the scheduled start time to ensure a proper connection. An audio replay will be available one hour after the live call until Midnight on November 18, 2021, by dialing 877-481-4010, using passcode 43445.

 

The live webcast and slide presentation can be accessed on the company's Investor webpage under the Events & Presentations tab at https://irdirect.net/DYNT/corporate_document/1982. The webcast will be archived on the website for future viewing.

 

Upcoming Investor Conference

 

The company will be participating in the virtual Q4 Investor Summit conference on November 16th and 17th. Management will be available for one-on-one meetings and will present in a virtual group format at this conference. Institutional investors, family offices, and publishing analysts may request one-on-one meetings with Dynatronics throughout the event. Please visit www.investorsummitgroup.com.

 

The company's group presentation for the Investor Summit is scheduled for November 16, 2021 at 11:00 AM ET.

 

 
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The live webcast and slide presentations of the group presentation will be available on the company's Investor webpage under the Events & Presentations tab at https://irdirect.net/DYNT/corporate_document/1982. The webcast will be archived on the website for future viewing.

 

About Dynatronics Corporation

 

Dynatronics is a leading medical device company committed to providing high-quality restorative products designed to accelerate achieving optimal health. The Company designs, manufactures, and sells a broad range of products for clinical use in physical therapy, rehabilitation, pain management, and athletic training. Through its distribution channels, Dynatronics markets and sells to orthopedists, physical therapists, chiropractors, athletic trainers, sports medicine practitioners, clinics, hospitals, and consumers. The Company's products are marketed under a portfolio of high-quality, well-known industry brands including Bird & Cronin®, Solaris™, Hausmann™, Physician's Choice®, and PROTEAM™, among others. More information is available at www.dynatronics.com.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Those statements include references to the company's expectations and similar statements. Such forward-looking statements reflect the views of management at the time such statements are made. These statements include our statements regarding expected improvement in overall performance, expectations that the company will deliver higher annual gross margins, operating income and cash flow from operations in fiscal year 2022 compared to fiscal year 2021, expectations regarding reduction in leased space in fiscal year 2022, expectations regarding net sales, gross margin, selling general and administrative costs, and other income in fiscal year 2022, and uncertainties involving the impact of the COVID-19 pandemic on the company’s results of operations and financial condition. These forward-looking statements are subject to a number of risks, uncertainties, estimates, and assumptions that may cause actual results to differ materially from current expectations. The contents of this release should be considered in conjunction with the risk factors, warnings, and cautionary statements that are contained in the company's annual, quarterly and other reports filed with the Securities and Exchange Commission.

 

About Non-GAAP Financial Measures

 

Continued product net sales as used in this press release is a non-GAAP measure as defined under the rules of the Securities and Exchange Commission. The company defines continued product net sales as sales excluding discontinued products and sales of physical therapy and rehabilitation products through our direct sales channel. Management uses this non-GAAP measures to evaluate our operating performance and to forecasting future periods. Management believes this non-GAAP measure provides investors additional information about the company’s ongoing operating performance and is not intended as a substitute for, or superior to, the financial measure prepared in accordance with GAAP. Investors are cautioned against placing undue reliance on this non-GAAP measure.

  

 
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Summary Financial Results

 

Following is a summary of operating results for the periods ended September 30, 2021 and 2020, the balance sheet highlights at September 30, 2021 and June 30, 2021 and cash flow for periods ended September 30, 2021 and 2020.

 

Summary Selected Financial Data

Statement of Operations Highlights

In thousands, except share and per share amounts

 

 

 

 

 

 

 

 

 

Quarter Ended

 

 

 

September 30,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Net sales

 

$ 12,301

 

 

$ 12,133

 

Cost of sales

 

 

8,637

 

 

 

8,231

 

Gross profit

 

 

3,664

 

 

 

3,902

 

 

 

 

29.8 %

 

 

32.2 %

 

 

 

 

 

 

 

 

 

Selling, general, and admin. expenses

 

 

4,097

 

 

 

4,246

 

Other (expense) income, net

 

 

916

 

 

 

(34 )

Net income (loss)

 

$ 483

 

 

$ (378 )

 

 

 

 

 

 

 

 

 

Convertible preferred stock dividend, in common stock

 

 

(187 )

 

 

(194 )

Net income (loss) attributable to common stockholders

 

$ 296

 

 

$ (572 )

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders per common share - basic and diluted

 

$ 0.02

 

 

$ (0.04 )

Weighted-average common shares outstanding - basic and diluted

 

 

17,565,211

 

 

 

14,080,361

 

 

 
4

 

    

Balance Sheet Highlights

In thousands

 

 

 

 

 

 

 

September 30,

2021

 

 

June 30,

2021

 

Cash and cash equivalents and restricted cash

 

$ 5,493

 

 

$ 6,254

 

Trade accounts receivable, net

 

 

6,095

 

 

 

5,643

 

Inventories, net

 

 

7,189

 

 

 

6,526

 

Prepaid & other

 

 

3,004

 

 

 

2,483

 

Total current assets

 

 

21,781

 

 

 

20,906

 

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

17,677

 

 

 

18,234

 

Total assets

 

$ 39,458

 

 

$ 39,140

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$ 4,379

 

 

$ 3,738

 

Accrued payroll and benefits expense

 

 

1,495

 

 

 

1,656

 

Accrued expenses

 

 

1,074

 

 

 

1,485

 

Other current liabilities

 

 

1,611

 

 

 

1,593

 

Line of credit

 

 

-

 

 

 

-

 

Total current liabilities

 

 

8,559

 

 

 

8,472

 

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

4,796

 

 

 

5,154

 

Total liabilities

 

 

13,355

 

 

 

13,626

 

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

26,103

 

 

 

25,514

 

Total liabilities and stockholders' equity

 

$ 39,458

 

 

$ 39,140

 

 

 
5

 

    

Cash Flow Highlights

In thousands

 

 

 

 

 

 

 

Quarter Ended

 

 

 

September 30,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Net income (loss)

 

$ 483

 

 

$ (378 )

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

325

 

 

 

394

 

Stock based compensation

 

 

106

 

 

 

47

 

(Gain) loss on sale of property and equipment

 

 

-

 

 

 

(6 )

Receivables

 

 

(452 )

 

 

(716 )

Inventory

 

 

(663 )

 

 

1,223

 

Prepaid and other assets

 

 

(527 )

 

 

(320 )

Accounts payable, accrued expenses, and other liabilities

 

 

72

 

 

 

880

 

Net cash (used in) provided by operating activities

 

 

(656 )

 

 

1,124

 

 

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

 

(20 )

 

 

(16 )

 

 

 

 

 

 

 

 

 

Payments on non-current liabilities

 

 

(85 )

 

 

(1,133 )

Proceeds from issuance of common stock, net

 

 

-

 

 

 

-

 

Net cash used in financing activities

 

 

(85 )

 

 

(1,133 )

 

 

 

 

 

 

 

 

 

Net change in cash and cash equivalents

 

 

(761 )

 

 

(25 )

Cash and cash equivalents at beginning of the period

 

 

6,254

 

 

 

2,316

 

Cash and cash equivalents and restricted cash at end of the period

 

$ 5,493

 

 

$ 2,291

 

 

 
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Contact:

 

Dynatronics Corporation
Investor Relations
Skyler Black
(801) 676-7201
[email protected]

 

Darrow Associates
Jeff Christensen, Managing Director
(703) 297-6917
[email protected]

 

For additional information, please visit: www.dynatronics.com

 

Connect with Dynatronics on LinkedIn

 

SOURCE: Dynatronics Corporation

 

 
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EXHIBIT 99.2