8-K
Jerash Holdings (US), Inc. (JRSH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):
August 9, 2023
Jerash Holdings (US), Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38474 | 81-4701719 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (IRS Employer<br><br>Identification No.) |
| 277 Fairfield Road, Suite 338, Fairfield, NJ | 07004 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
(201) 285-7973
(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)) |
| --- | --- |
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 | JRSH | The NASDAQ Stock Market LLC |
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 August 9, 2023, Jerash Holdings (US), Inc. issued a press release to announce financial results for its fiscal year 2024 first quarter, ended June 30, 2023. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibit |
|---|---|
| 99.1 | Press Release dated August 9, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
| JERASH HOLDINGS (US), INC. | ||
|---|---|---|
| August 9, 2023 | By: | /s/ Choi Lin Hung |
| Choi Lin Hung | ||
| Chairman of the Board of Directors,<br><br> <br>Chief Executive Officer, President, and Treasurer |
2
Exhibit 99.1
Jerash Holdings Reports Financial Results
for Fiscal 2024 First Quarter
FAIRFIELD, N.J., August 9, 2023 – Jerash Holdings (US), Inc. (NASDAQ: JRSH) (the “Company” or “Jerash”), which manufactures and exports custom, ready-made, sportswear and outerwear for leading global brands, today announced financial results for its fiscal 2024 first quarter, ended June 30, 2023.
“Our first quarter demonstrated the Company’s resiliency in a challenging retail environment. Revenue was up slightly, although, as expected, profitability was impacted, principally caused by a product mix shift to lower margin items,” said Sam Choi, Jerash’s chairman and chief executive officer. “We are beginning to see improvement in the retail market and are receiving new inquiries from global brands, including orders to produce sample products.
“The Initial marketing efforts by our joint venture partner, Busana Apparel Group, to its global customers are being well received. Jerash has begun working on pricing and sample development for more than ten new brands. We anticipate receiving meaningful orders for the joint venture during the fourth quarter of the current fiscal year.
“Additionally, we have been in discussion with one of the global leaders in sustainable textile dyeing technology to form a joint venture to provide vertical integration for our customers. The plan is to bring about a new era of sustainable and innovative textile dyeing process in Jordan, with a proprietary technology that, according to the presentation and information from the potential partner, could result in more than 80 percent water usage reduction and 50 percent carbon footprint reduction from traditional textile dyeing process. The proposed joint venture is expected to benefit our customers through shortening fabric sourcing lead times and will further reduce dependency on suppliers in South East and Eastern Asia,” Choi added.
Fiscal 2024 First Quarter Results
Fiscal 2024 first quarter revenue advanced to $34.7 million, up 3.9 percent, from $33.4 million in the same period last year, reflecting an increase in shipments to some of the Company’s major U.S. customers.
Gross profit was $5.6 million for the fiscal 2024 first quarter, compared with $6.6 million in the same quarter last year. Gross margin for the most recent first quarter decreased to 16.0 percent, from 19.8 percent in the same period last year, principally due to a shift in product mix.
Operating expenses totaled $4.5 million in the fiscal 2024 first quarter, compared with $4.3 million in the same period last year.
Operating income totaled $1.1 million in the fiscal 2024 first quarter, versus $2.3 million in the same period last year.
Total other expenses were $299,000 in the fiscal 2024 first quarter, compared with $28,000 in the same quarter last year. The increase was primarily due to higher interest expenses that occurred from participating in supply chain financing programs of certain customers. Interest expenses were $389,000 in the fiscal 2024 first quarter, compared with $88,000 a year ago.
The effective tax rate amounted to 38 percent for the three months ended June 30, 2023, compared with 25 percent for the three months ended June 30, 2022. The increase primarily resulted from a higher corporate income tax rate in Jordan, higher proportion of the operating loss of the Company’s holding company and Hong Kong subsidiary.
Net income was $495,000, or $0.04 per share, in the fiscal 2024 first quarter, compared with $1.7 million, or $0.14 per share, in the same period last year. Comprehensive income attributable to the Company’s common stockholders totaled $402,000 in the fiscal 2024 first quarter, versus $1.6 million in the same period last year.
Balance Sheet, Cash Flow, and Dividends
Cash and restricted cash totaled $20.1 million, and net working capital was $41.5 million as of June 30, 2023. Net cash provided by operating activities was approximately $25,000 for the quarter ended March 30, 2023, compared with net cash used in operating activities of $473,000 for the same period last year.
On August 4, 2023, Jerash approved a regular quarterly dividend of $0.05 per share on its common stock, payable on August 23, 2023 to stockholders of record as of August 16, 2023.
Outlook
| ● | Revenue for the full fiscal 2024 year is expected to be approximately<br>the same as fiscal 2023. |
|---|---|
| ● | Gross margin goal for the full fiscal 2024 year is expected<br>to be approximately 15-16 percent. |
| --- | --- |
Conference Call
Jerash Holdings will host an investor conference call to discuss its fiscal 2024 first quarter results today, August 9, 2023, at 9:00 a.m. Eastern Time.
| Phone: | 888-506-0062 (domestic); 973-528-0011 (international) |
|---|---|
| Conference ID: | 666417 |
-2-
A live and archived webcast will be available online in the investor relations section of Jerash’s website at www.jerashholdings.com. For those who are not able to listen to the live broadcast, the call will be archived for approximately one year on the website.
About Jerash Holdings (US), Inc.
Jerash manufactures and exports custom, ready-made, sportswear and outerwear for leading global brands and retailers, including VF Corporation (which owns brands such as The North Face, Timberland, and Vans), New Balance, G-III (which licenses brands such as Calvin Klein, Tommy Hilfiger, DKNY, and Guess), American Eagle, and Skechers. Jerash’s existing production facilities comprise six factory units and four warehouses, and Jerash currently employs approximately 5,000 people. Additional information is available at www.jerashholdings.com.
Forward-Looking Statements
This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect”, “seek”, “potential,” “outlook” and similar expressions are intended to identify forward-looking statements. Such statements, including, but not limited to, Jerash’s current views with respect to future events and its financial forecasts, and expansion of the customer base among high-profile global brands, are subject to such risks and uncertainties. Many factors could cause actual results to differ materially from the statements made, including those risks described from time to time in filings made by Jerash with the Securities and Exchange Commission. In addition, there is uncertainty about the further spread of the COVID-19 virus or the occurrence of another wave of cases and the impact it may have on the Company’s operations, the demand for the Company’s products, global supply chains and economic activity in general. These and other risks and uncertainties are detailed in the Company’s filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. Statements contained in this news release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Jerash does not intend and does not assume any obligation to update these forward-looking statements, other than as required by law.
Contact:
PondelWilkinson Inc.
Judy Lin or Roger Pondel
310-279-5980; jlin@pondel.com
# # #
(tables below)
-3-
JERASH HOLDINGS (US), INC., AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| For the Three Months<br><br> Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Revenue, net | $ | 34,735,657 | $ | 33,436,561 | ||
| Cost of goods sold | 29,168,117 | 26,814,194 | ||||
| Gross Profit | 5,567,540 | 6,622,367 | ||||
| Selling, general and administrative expenses | 4,234,918 | 4,018,698 | ||||
| Stock-based compensation expenses | 240,802 | 294,822 | ||||
| Total Operating Expenses | 4,475,720 | 4,313,520 | ||||
| Income from Operations | 1,091,820 | 2,308,847 | ||||
| Other Income (Expenses) | ||||||
| Interest expenses | (388,951 | ) | (87,842 | ) | ||
| Other income, net | 90,227 | 60,242 | ||||
| Total other expenses, net | (298,724 | ) | (27,600 | ) | ||
| Net income before provision for income taxes | 793,096 | 2,281,247 | ||||
| Income tax expenses | 297,981 | 559,865 | ||||
| Net income | 495,115 | 1,721,382 | ||||
| Net loss attributable to noncontrolling interest | 1,411 | - | ||||
| Net income attributable to Jerash Holdings (US), Inc.’s Common Stockholders | $ | 496,526 | $ | 1,721,382 | ||
| Net income | $ | 495,115 | $ | 1,721,382 | ||
| Other Comprehensive Loss | ||||||
| Foreign currency translation loss | (94,659 | ) | (117,660 | ) | ||
| Total Comprehensive Income | 400,456 | 1,603,722 | ||||
| Comprehensive loss attributable to noncontrolling interest | 1,411 | - | ||||
| Comprehensive Income Attributable to Jerash Holdings (US), Inc.’s Common Stockholders | $ | 401,867 | $ | 1,603,722 | ||
| Earnings Per Share Attributable to Common Stockholders | ||||||
| Basic and diluted | $ | 0.04 | $ | 0.14 | ||
| Weighted Average Number of Shares | ||||||
| Basic | 12,294,840 | 12,336,516 | ||||
| Diluted | 12,294,840 | 12,502,378 | ||||
| Dividend per share | $ | 0.05 | $ | 0.05 |
-4-
JERASH HOLDINGS (US), INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCESHEETS
| March 31,<br> 2023 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current Assets: | |||||
| Cash | 18,459,939 | $ | 17,801,614 | ||
| Accounts receivable, net | 6,410,457 | 2,240,537 | |||
| Bills receivable | - | 87,573 | |||
| Tax recoverable | - | 16,763 | |||
| Amount due from a related party | 31,365 | - | |||
| Inventories | 23,800,407 | 32,656,833 | |||
| Prepaid expenses and other current assets | 2,885,651 | 2,947,815 | |||
| Advance to suppliers, net | 3,212,701 | 1,533,091 | |||
| Total Current Assets | 54,800,520 | 57,284,226 | |||
| Restricted cash - non-current | 1,611,294 | 1,609,989 | |||
| Long-term deposits | 1,105,790 | 841,628 | |||
| Deferred tax assets, net | 153,873 | 153,873 | |||
| Property, plant and equipment, net | 23,255,357 | 22,355,574 | |||
| Goodwill | 499,282 | 499,282 | |||
| Right of use assets | 940,800 | 974,761 | |||
| Total Assets | 82,366,916 | $ | 83,719,333 | ||
| LIABILITIES AND EQUITY | |||||
| Current Liabilities: | |||||
| Accounts payable | 3,571,002 | $ | 5,782,570 | ||
| Accrued expenses | 2,444,811 | 2,930,533 | |||
| Credit facilities | 3,117,337 | - | |||
| Income tax payable - current | 1,892,181 | 2,846,201 | |||
| Other payables | 1,273,690 | 1,477,243 | |||
| Deferred revenue | 625,132 | 928,393 | |||
| Operating lease liabilities - current | 413,412 | 481,502 | |||
| Total Current Liabilities | 13,337,565 | 14,446,442 | |||
| Operating lease liabilities - non-current | 319,786 | 287,247 | |||
| Income tax payable - non-current | 417,450 | 751,410 | |||
| Total Liabilities | 14,074,801 | 15,485,099 | |||
| Equity | |||||
| Preferred stock, 0.001 par value; 500,000 shares authorized; none issued and outstanding | - | $ | - | ||
| Common stock, 0.001 par value; 30,000,000 shares authorized; 12,534,318 shares issued; 12,294,840 shares outstanding | 12,534 | 12,534 | |||
| Additional paid-in capital | 23,171,848 | 22,931,046 | |||
| Treasury stock, 239,478 shares | (1,169,046 | ) | (1,169,046 | ) | |
| Statutory reserve | 410,847 | 410,847 | |||
| Retained earnings | 46,053,866 | 46,172,082 | |||
| Accumulated other comprehensive loss | (217,888 | ) | (123,229 | ) | |
| Total Jerash Holdings (US), Inc. Stockholders’ Equity | 68,262,161 | 68,234,234 | |||
| Noncontrolling interest | 29,954 | - | |||
| Total Equity | 68,292,115 | 68,234,234 | |||
| Total Liabilities and Equity | 82,366,916 | $ | 83,719,333 |
All values are in US Dollars.
-5-
JERASH HOLDINGS (US), INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| For the Three Months<br><br> Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
| Net income | $ | 495,115 | $ | 1,721,382 | ||
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||||
| Depreciation and amortization | 608,776 | 630,999 | ||||
| Stock-based compensation expenses | 240,802 | 294,822 | ||||
| Amortization of operating lease right-of-use assets | 205,112 | 238,758 | ||||
| Changes in operating assets: | ||||||
| Accounts receivable | (4,169,920 | ) | (30,644 | ) | ||
| Bills receivable | 87,573 | - | ||||
| Inventories | 8,856,426 | (717,470 | ) | |||
| Prepaid expenses and other current assets | 62,161 | 369,709 | ||||
| Advance to suppliers | (1,679,610 | ) | (2,166,500 | ) | ||
| Changes in operating liabilities: | ||||||
| Accounts payable | (2,211,568 | ) | (649,556 | ) | ||
| Accrued expenses | (485,721 | ) | 139,879 | |||
| Other payables | (203,553 | ) | (620,436 | ) | ||
| Deferred revenue | (303,261 | ) | 137,982 | |||
| Operating lease liabilities | (206,702 | ) | (207,923 | ) | ||
| Income tax payable, net of recovery | (1,270,858 | ) | 386,262 | |||
| Net cash provided by (used in) operating activities | 24,772 | (472,736 | ) | |||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||
| Purchases of property, plant and equipment | (61,258 | ) | (151,263 | ) | ||
| Payments for construction of properties | (1,434,965 | ) | (1,810,075 | ) | ||
| Acquisition deposit | - | (1,267,407 | ) | |||
| Payments for long-term deposits | (276,498 | ) | (151,967 | ) | ||
| Net cash used in investing activities | (1,772,721 | ) | (3,380,712 | ) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
| Dividend payment | (614,742 | ) | (616,716 | ) | ||
| Repayment to a related party | - | (300,166 | ) | |||
| Proceeds from short-term loan | 3,117,337 | - | ||||
| Net proceeds from issuance of common stock | - | 1,130,046 | ||||
| Net cash provided by financing activities | 2,502,595 | 213,164 | ||||
| EFFECT OF EXCHANGE RATE CHANGES ON CASH AND RESTRICTED CASH | (95,016 | ) | (117,852 | ) | ||
| NET INCREASE (DECREASE) IN CASH AND RESTRICTED CASH | 659,630 | (3,758,136 | ) | |||
| CASH, AND RESTRICTED CASH, BEGINNING OF THE PERIOD | 19,411,603 | 26,583,488 | ||||
| CASH, AND RESTRICTED CASH, END OF THE PERIOD | $ | 20,071,233 | $ | 22,825,352 | ||
| CASH, AND RESTRICTED CASH, END OF THE PERIOD | 20,071,233 | 22,825,352 | ||||
| LESS: NON-CURRENT RESTRICTED CASH | 1,611,294 | 1,328,033 | ||||
| CASH, END OF THE PERIOD | $ | 18,459,939 | $ | 21,497,319 | ||
| Supplemental disclosure information: | ||||||
| Cash paid for interest | $ | 388,951 | $ | 87,842 | ||
| Income tax paid | $ | 1,585,961 | $ | 531,493 | ||
| Non-cash investing and financing activities | ||||||
| Equipment obtained by utilizing long-term deposit | $ | 25,464 | $ | 244,667 | ||
| Investment of noncontrolling interest | $ | 31,365 | $ | - | ||
| Right of use assets obtained in exchange for operating lease obligations | $ | 177,068 | $ | 68,932 |
-6-