6-K
HIGHWAY HOLDINGS LTD (HIHO)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2021
Commission File Number 001-38490
HIGHWAY HOLDINGS LIMITED
(Translation of Registrant’s Name Into English)
Suite 1801, Level 18
Landmark North
39 Lung Sum Avenue
Sheung Shui
New Territories, Hong Kong
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F _____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___
Attached to this Report on Form 6-K are the press releases issued by the registrant on October 18, 2021 and October 25, 2021.
1
SIGNATURES
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 thereunto duly authorized.
| HIGHWAY HOLDINGS LIMITED | ||
|---|---|---|
| Date: October 29, 2021 | By | /s/ ROLAND W. KOHL |
| Roland W. Kohl | ||
| Chief Executive Officer |
2
Exhibit 99.1
| NEWS<br> RELEASE |
|---|
CONTACT:
Gary S. Maier
(310) 471-1288
HIGHWAY HOLDINGS REPORTS FISCAL 2022 SECONDQUARTER RESULTS
HONG KONG — October 18, 2021— Highway Holdings Limited (Nasdaq: HIHO) today reported results for its fiscal 2022 second quarter and six-months ended September 30, 2021.
Net sales for the fiscal 2022 second quarter increased 23.7 percent to $3.4 million from $2.7 million a year earlier. Net income for the same period was $242,000, or $0.06 per diluted share, compared with net income of $229,000, or $0.06 per diluted share, a year earlier.
Net sales for the first half of fiscal 2022 increased 33.2 percent to $6.4 million from $4.8 million a year earlier. Net income for the same period was $575,000, or $0.14 per diluted share, compared with $6,000, or $0.00 per diluted share, a year ago.
“Despite the worldwide impact of COVID-19, including raw material shortages, late material deliveries and price increases, shipping delays due to container shortages, and related issues impacting daily operating activities, our financial performance was strong for the quarter. We are encouraged by the increase of business from certain customers, indicating that these companies appear to be recovering from the pandemic. This bodes well for our business longer term,” said Roland Kohl, chairman, president and chief executive officer.
Kohl noted, however, that challenges remain for numerous industrial companies, especially those operating in China – reflecting electronic component, plastic material, steel, aluminum and electricity shortages and environmental considerations. “These factors impacted our material suppliers and consequently Highway Holdings’ production schedules during the quarter,” Kohl added.
As an example of the unpredictable fluctuations in the manufacturing industry, Kohl noted that sales in July were down about 75 percent of normal activity due to delay of material shipments. “Only exceptional, more expensive, working efforts in August and September at our production facilities in China and Myanmar allowed us to offset the soft start to the quarter,” Kohl said.
“Despite headwinds mentioned above, we are encouraged by our evolving new business opportunities, which have been constrained by strict lockdown and quarantine regulations in China, Hong Kong and Myanmar. This could slow down the company’s strong recovery progress,” Kohl said.
\(more\)
Highway Holdings Ltd.
2-2-2
Gross profit for the second quarter of fiscal 2022 was $1,093,000 compared with $931,000 a year ago. Gross profit as a percentage of sales for the same period was 32.5 percent compared with 34.2 percent a year earlier. Gross profit for the six-month period of fiscal 2022 was $2.0 million compared with $1.5 million a year ago. Gross profit as a percentage of sales for the same period was 32.0 percent compared with 30.4 percent a year earlier. “Gross profit for both the quarter and six months of fiscal 2022 is not fully comparable with fiscal 2021 due to the various operational constraints, delays and shifting business, as well recovery of certain back payments and some one-time governmental assistance that the company received in fiscal 2021,” Kohl said.
Net income for the fiscal 2022 second quarter reflects a currency exchange gain of $3,000 compared with a $18,000 currency exchange loss for the same period last year -- mainly due to a stronger U.S. dollar. For the fiscal 2022 six-month period, the company reported a currency exchange loss of $4,000 compared with a currency exchange loss of $38,000 a year earlier. Since the company does not engage in currency exchange rate hedging, Highway Holdings will in the future continue to realize currency exchange gains and losses due to the fluctuation of currency exchange rates.
Kohl noted the company’s balance sheet remains strong, with cash and cash equivalents in excess of $7.2 million, or approximately $1.7 per diluted share, exceeding all of its short- and long-term liabilities by approximately $1.7 million.
Current liabilities at September 30, 2021 totaled $4.3 million and current assets were $12.2 million. Total shareholders’ equity at September 30, 2021 was $10.3 million, or $2.44 per diluted share, compared with $9.8 million, or $2.44 per diluted share, at March 31, 2021.
About Highway Holdings Limited
Highway Holdings is an international manufacturer of a wide variety quality parts and products for blue chip equipment manufacturers based primarily in Germany. Highway Holdings’ administrative offices are located in Hong Kong and its manufacturing facilities are located in Yangon, Myanmar and Shenzhen, China.
Except for the historical information containedherein, the matters discussed in this press release are forward-looking statements which involve risks and uncertainties, including butnot limited to economic, competitive, governmental, political and technological factors affecting the company’s revenues, operations,markets, products and prices, and other factors discussed in the company’s various filings with the Securities and Exchange Commission,including without limitation, the company’s annual reports on Form 20-F.
(Financial Tables Follow)
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2
HIGHWAY HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Statement of Income
(Dollars in thousands, except per share data)
(Unaudited)
| Three Months Ended | Six Months Ended | **** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **** | September 30, | **** | September 30, | |||||||||
| **** | 2021 | **** | 2020 | **** | 2021 | **** | 2020 | **** | ||||
| Net sales | $ | 3,364 | $ | 2,719 | $ | 6,362 | $ | 4,776 | ||||
| Cost of sales | 2,271 | 1,788 | 4,339 | 3,324 | ||||||||
| Gross profit | 1,093 | 931 | 2,023 | 1,452 | ||||||||
| Selling, general and administrative expenses | 859 | 698 | 1,476 | 1,428 | ||||||||
| Operating income | 234 | 233 | 547 | 24 | ||||||||
| Non-operating items | ||||||||||||
| Exchange gain /(loss), net | 3 | (18 | ) | (4 | ) | (38 | ) | |||||
| Interest income | 5 | 4 | 6 | 8 | ||||||||
| Gain/(Loss) on disposal of Asset | 14 | 8 | 14 | 9 | ||||||||
| Other income/(expenses) | 1 | 7 | 1 | 8 | ||||||||
| Total non-operating income/ (expenses) | 23 | 1 | 17 | (13 | ) | |||||||
| Net income before income tax and non-controlling interests | 257 | 234 | 564 | 11 | ||||||||
| Income taxes | (5 | ) | 0 | 28 | 0 | |||||||
| Net income before non-controlling interests | 252 | 234 | 592 | 11 | ||||||||
| Less: net gain attributable to non-controlling interests | 10 | 5 | 17 | 5 | ||||||||
| Net income attributable to Highway Holdings Limited’s shareholders | 242 | 229 | 575 | 6 | ||||||||
| Net Gain/ (loss) per share – Basic | $ | 0.06 | $ | 0.06 | $ | 0.14 | $ | 0.00 | ||||
| Net Gain/ (loss) per share - Diluted | $ | 0.06 | $ | 0.06 | $ | 0.14 | $ | 0.00 | ||||
| Weighted average number of shares outstanding | ||||||||||||
| Basic | 4,033 | 3,904 | 4,033 | 3,909 | ||||||||
| Diluted | 4,205 | 3,981 | 4,205 | 3,981 |
3
HIGHWAY HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Balance Sheet
(Dollars in thousands, except per share data)
| Mar 31 | |||||
|---|---|---|---|---|---|
| 2021 | |||||
| Current assets: | |||||
| Cash and cash equivalents | 7,222 | $ | 7,757 | ||
| Accounts receivable, net of doubtful accounts | 2,671 | 973 | |||
| Inventories | 2,095 | 2,238 | |||
| Prepaid expenses and other current assets | 217 | 513 | |||
| Total current assets | 12,205 | 11,481 | |||
| Property, plant and equipment, (net) | 784 | 833 | |||
| Operating lease right-of-use assets | 2,406 | 2,795 | |||
| Long-term deposits | 287 | 282 | |||
| Long-term loan receivable | 95 | 95 | |||
| Investments in equity method investees | - | - | |||
| Total assets | 15,777 | $ | 15,486 | ||
| Current liabilities: | |||||
| Accounts payable | 917 | $ | 653 | ||
| Operating lease liabilities, current | 877 | 821 | |||
| Other liabilities and accrued expenses | 2,254 | 2,347 | |||
| Income tax payable | 47 | 58 | |||
| Dividend payable | 243 | 85 | |||
| Total current liabilities | 4,338 | 3,964 | |||
| Long term liabilities : | |||||
| Operating lease liabilities, non-current | 619 | 1,142 | |||
| Deferred income taxes | 546 | 607 | |||
| Total liabilities | 5,503 | 5,713 | |||
| Shareholders’ equity: | |||||
| Preferred shares, 0.01 par value | - | - | |||
| Common shares, 0.01 par value | 40 | 40 | |||
| Additional paid-in capital | 11,773 | 11,709 | |||
| Accumulated deficit | (1,709 | ) | (2,041 | ) | |
| Accumulated other comprehensive income/(loss) | 136 | 48 | |||
| Treasury shares, at cost – Nil shares as of Sept 30, 2021; and on March 31, 2021 | - | - | |||
| Non-controlling interest | 34 | 17 | |||
| Total shareholders’ equity | 10,274 | 9,773 | |||
| Total liabilities and shareholders’ equity | 15,777 | $ | 15,486 |
All values are in US Dollars.
4
Exhibit 99.2
| NEWS RELEASE |
|---|
CONTACT:
Gary S. Maier
(310) 471-1288
HIGHWAY HOLDINGS LIMITED DECLARES CASH DIVIDEND
HONG KONG – October 25, 2021-- Highway Holdings Limited (Nasdaq:HIHO) today announced its board of directors has declared a cash dividend of $0.06 per share on the company’s common stock. The dividend will be paid on November 24, 2021 to shareholders of record on November 2, 2021.
About Highway Holdings
Highway Holdings is an international manufacturer of a wide variety of quality parts products for blue chip equipment manufacturers based primarily in Germany. Highway Holdings’ administrative offices are located in Hong Kong, and its manufacturing facilities are located in Yangon, Myanmar and Shenzhen, China.
Except for the historical information containedherein, the matters discussed in this press release are forward-looking statements which involve risks and uncertainties, including butnot limited to economic, competitive, governmental, political and technological factors affecting the company's revenues, operations,markets, products and prices, and other factors discussed in the company’s various filings with the Securities and Exchange Commission,including without limitation, the company’s annual reports on Form 20-F.