8-K
Innovative Solutions & Support Inc (ISSC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington**,DC 20549**
FORM 8-K
currentreport****Pursuant to Section 13 or 15(d) of the
Securities****Exchange Act of 1934
Date of Report (Date of earliest eventreported): February 5, 2020
INNOVATIVESOLUTIONS AND SUPPORT, INC**.**
(Exact name of registrant as specified in its charter)
| Pennsylvania | 0-31157 | 23-2507402 |
|---|---|---|
| (State or other jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
720 Pennsylvania Drive
Exton, Pennsylvania 19341
(Address of principal executive offices) (Zip Code)
(610) 646-9800
(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 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))
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, par value $0.001 per share | ISSC | NASDAQ Global 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 February 5, 2020, Innovative Solutions and Support, Inc. issued a press release announcing its financial results for its fiscal first quarter ended December 31, 2019. A copy of that press release and the attached financial schedules are attached as Exhibit 99.1 to this report and incorporated herein by reference.
The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, dated February 5, 2020, announcing financial results for the fiscal first quarter ended December 31, 2019. |
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, thereunto duly authorized.
| INNOVATIVE SOLUTIONS AND SUPPORT, INC. | ||
|---|---|---|
| Date: February 5, 2020 | By: | /s/ Relland M. Winand |
| Relland M. Winand | ||
| Chief Financial Officer |
E****xhibit99.1
InnovativeSolutions & Support, Inc. Announces First Quarter Fiscal 2020 Financial Results
Exton,PA. – February 5, 2020– Innovative Solutions & Support, Inc. (“IS&S” or the “Company”) (NASDAQ: ISSC) today announced its financial results for the first quarter of fiscal 2020 ended December 31, 2019.
For the first quarter of fiscal 2020, the Company reported net sales of $4.5 million compared to net sales of $4.0 million in the first quarter a year ago. The Company reported net income of $328,000, or $0.02 per share, in the first quarter, compared to net income of $139,000, or $0.01 per share, in the first quarter of fiscal 2019.
Other notable recent accomplishments include:
| · | The<br> signing of a multi-year agreement with an aircraft manufacturer to supply the recently<br> certified ThrustSense® auto-throttle as standard equipment on new aircraft production. |
|---|---|
| · | The<br> Federal Aviation Administration (FAA) awarded a first-of-its-kind Supplemental Type Certificate<br> (STC) for protection against one-engine-inoperative (OEI) catastrophic loss-of-control<br> accidents. |
| --- | --- |
Geoffrey Hedrick, Chairman and Chief Executive Officer of IS&S, said, “The results for the first quarter of fiscal 2020 continue to reflect steady improvement in our financial performance as well as success qualifying new products and winning new orders. Shahram Askarpour and I will be available for questions after the formal portion of the earnings call is concluded.”
At December 31, 2019, the Company had $22.2 million of cash on hand, little changed from fiscal year end September 30, 2019.
New orders in the first quarter of fiscal 2020 were $4.9 million and backlog as of December 31, 2019 was $6.3 million, a 47% increase from backlog of $4.3 million a year ago. Backlog excludes potential future sole-source production orders from the Pilatus PC-24, and the KC-46A programs, both of which the Company expects to remain in production for a decade. The Company expects that these contracts will add to production sales already in backlog.
Conference Call
The Company will be hosting a conference call on Thursday, February 6, 2020 at 10:00 a.m. ET to discuss these results, its business outlook and product development. Please use the following dial in number to register your name and company affiliation for the conference call: 877-270-2148. No conference ID is required. The call will also be carried live on the Investor Relations page of the Company website at www.innovative-ss.com.
About Innovative Solutions & Support, Inc.
Headquartered in Exton, Pa., Innovative Solutions & Support, Inc. (www.innovative-ss.com) is a systems integrator that designs and manufactures flight guidance and cockpit display systems for Original Equipment Manufacturers (OEMs) and retrofit applications. The company supplies integrated Flight Management Systems (FMS), auto-throttle systems and advanced GPS receivers for precision low carbon footprint navigation.
Certain matters containedherein that are not descriptions of historical facts are “forward-looking” (as such term is defined in the PrivateSecurities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differmaterially from those expressed or implied by such forward-looking statements. Factors that could cause results to differ materiallyfrom those expressed or implied by such forward-looking statements include, but are not limited to, those discussed in filingsmade by the Company with the Securities and Exchange Commission. Many of the factors that will determine the Company’s futureresults are beyond the ability of management to control or predict. Readers should not place undue reliance on forward-lookingstatements, which reflect management’s views only as of the date hereof. The Company undertakes no obligation to reviseor update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information,future events or otherwise.
Innovative Solutions and Support, Inc.
Consolidated Balance Sheets
| September 30, | |||||
|---|---|---|---|---|---|
| 2019 | |||||
| ASSETS | |||||
| Current assets | |||||
| Cash and cash equivalents | 22,158,756 | $ | 22,416,830 | ||
| Accounts receivable, net | 2,976,749 | 2,348,537 | |||
| Contract asset | - | 80,182 | |||
| Inventories | 4,672,463 | 4,470,694 | |||
| Prepaid expenses and other current assets | 686,614 | 642,049 | |||
| Total current assets | 30,494,582 | 29,958,292 | |||
| Property and equipment, net | 8,365,477 | 8,444,692 | |||
| Other assets | 255,226 | 154,041 | |||
| Total assets | 39,115,285 | $ | 38,557,025 | ||
| LIABILITIES AND SHAREHOLDERS'<br> EQUITY | |||||
| Current liabilities | |||||
| Accounts payable | 977,636 | $ | 1,079,073 | ||
| Accrued expenses | 1,414,045 | 1,110,918 | |||
| Contract liability | 33,586 | 29,231 | |||
| Total current liabilities | 2,425,267 | 2,219,222 | |||
| Non-current deferred income taxes | 129,651 | 129,651 | |||
| Other liabilities | 24,307 | - | |||
| Total liabilities | 2,579,225 | 2,348,873 | |||
| Commitments and contingencies | |||||
| Shareholders' equity | |||||
| Preferred stock, 10,000,000 shares authorized, .001 par value, of which<br> 200,000 shares are authorized as Class A Convertible stock. No shares issued and outstanding at December 31, 2019 and<br> September 30, 2019 | - | $ | - | ||
| Common stock, .001 par value: 75,000,000 shares authorized, 19,005,487<br> issued at December 31, 2019 and September 30, 2019 | 19,006 | 19,006 | |||
| Additional paid-in capital | 51,987,096 | 51,987,096 | |||
| Retained earnings | 5,898,495 | 5,570,587 | |||
| Treasury stock, at cost,<br> 2,096,451 shares at December 31, 2019 and September 30, 2019 | (21,368,537 | ) | (21,368,537 | ) | |
| Total shareholders' equity | 36,536,060 | 36,208,152 | |||
| Total liabilities and shareholders' equity | 39,115,285 | $ | 38,557,025 |
All values are in US Dollars.
Innovative Solutions and Support, Inc.
Consolidated Statements of Operations
(unaudited)
| Three months ended | ||||
|---|---|---|---|---|
| December 31, | ||||
| 2019 | 2018 | |||
| Net sales | $ | 4,511,428 | $ | 3,977,650 |
| Cost of sales | 1,909,781 | 1,811,847 | ||
| Gross profit | 2,601,647 | 2,165,803 | ||
| Operating expenses: | ||||
| Research and development | 666,615 | 596,372 | ||
| Selling, general and administrative | 1,703,274 | 1,473,416 | ||
| Total operating expenses | 2,369,889 | 2,069,788 | ||
| Operating income | 231,758 | 96,015 | ||
| Interest income | 78,870 | 21,552 | ||
| Other income | 17,280 | 21,854 | ||
| Income before income taxes | 327,908 | 139,421 | ||
| Income tax expense | - | - | ||
| Net income | $ | 327,908 | $ | 139,421 |
| Net income per common share: | ||||
| Basic | $ | 0.02 | $ | 0.01 |
| Diluted | $ | 0.02 | $ | 0.01 |
| Weighted average shares outstanding: | ||||
| Basic | 16,909,036 | 16,840,599 | ||
| Diluted | 17,081,578 | 16,840,599 |