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 9, 2021
 
Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)
 
New York
 
001-33861
 
11-2153962
         
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


2929 California Street, Torrance, CA  
90503
 
   
(Address of principal executive offices)
  (Zip Code)
 
Registrant’s telephone number, including area code: (310) 212-7910

N/A
(Former name, former address and former fiscal year, 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 l4a-12 under the Exchange Act (17 CFR 240.l4a-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. ☐
 
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 $0.01 per share
MPAA
The Nasdaq Global Select Market
 


Item 2.02.
Results of Operations and Financial Condition
 
On August 9, 2021, Motorcar Parts of America, Inc. (the "Company") issued a press release announcing its earnings for the fiscal quarter ended June 30, 2021 which is being furnished as Exhibit 99.1. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be "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 Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.
 

Item 9.01.
Financial Statements and Exhibits.
 
The following exhibit is furnished with this Current Report pursuant to Item 2.02:
 
(d) Exhibits
 
 
Exhibit No.
 
Description
       
   
Press Release, dated August 9, 2021
       
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 

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.


MOTORCAR PARTS OF AMERICA, INC.
   
Date: August 9, 2021
/s/ David Lee
 
David Lee
 
Chief Financial Officer
 



Exhibit 99.1

 
   
 
NEWS RELEASE
   
CONTACT:
 
Gary S. Maier
 
(310) 972-5124
 

MOTORCAR PARTS OF AMERICA REPORTS STRONG FISCAL 2022
FIRST QUARTER

-- Record First Quarter Sales to Start New Fiscal Year as Solid Demand
For Aftermarket Parts Continues --

LOS ANGELES, CA – August 9, 2021 – Motorcar Parts of America, Inc. (Nasdaq: MPAA) today reported results for its fiscal 2022 first quarter ended June 30, 2021 – reflecting record sales for a fiscal first quarter.

Net sales for the fiscal 2022 first quarter increased 56.3 percent to $149.0 million from $95.4 million a year ago, and 36.5 percent from the pre-COVID fiscal first quarter two years ago.

Net income for the fiscal 2022 first quarter was $861,000, or $0.04 per diluted share, compared with a net loss of $3.0 million, or $0.16 per share, a year ago.  Details of items impacting net income are shown in Exhibit 1.

 “Net sales and profitability for the fiscal first quarter benefitted, despite global supply chain-related disruptions, from continued strong demand for non-discretionary aftermarket parts -- enhanced by the success of our multi-year strategic footprint expansion, including brake-related product line growth,” said Selwyn Joffe, chairman, president and chief executive officer of Motorcar Parts of America.

Joffe noted that the first quarter benefitted from the opening up of the economy and stimulus payments.  He added that customers purchased products earlier than normal to accommodate the anticipated stronger demand.  “The success of the brake caliper program, which is seasonally stronger in the fiscal first quarter, contributed to solid growth early in our fiscal year,” Joffe emphasized.

“In addition, our presence in the electric vehicle market continued to gain momentum driven by increasing demand for battery power emulation, testing and development of inverters, electric motors, and high-speed battery-charging station applications offered by our wholly owned D&V subsidiary,” Joffe added.


Motorcar Parts of America, Inc.
2-2-2
Gross profit and operating expenses for the fiscal first quarter were impacted by COVID-19 expenses related to safety, health initiatives, inefficiencies in the supply chain and incrementally higher freight costs of approximately $5.3 million on a pre-tax basis, or $0.20 per share on a tax-effected basis.

Net cash used in operating activities was $4.7 million for the fiscal 2022 first quarter and net debt was $97.6 million at June 30, 2021 compared with $88.9 million at March 31, 2021, reflecting working capital requirements to support the record first quarter sales and inventory increases for anticipated business growth in fiscal 2022.

Gross profit for the fiscal 2022 first quarter was $23.6 million compared with $13.4 million a year earlier.  Gross profit as a percentage of net sales for the fiscal 2022 first quarter was 15.8 percent compared with 14.0 percent a year earlierGross margin was primarily impacted by higher costs related to COVID-19; brake caliper start-up costs and other product relocation expenses related to the expansion in Mexico, both of which are now nearing completion; and other items, including non-cash and non-economic expenses totaling 7.0 percent, as detailed in Exhibit 2 of the press release.  In addition to the above items, gross profit was further impacted by growth initiatives in connection with the expansion of our new product lines, and inflationary costs related to the global pandemic, especially disruptions with worldwide supply chain and logistics services.

 “We are encouraged by the strong demand for automotive replacement parts, despite the global challenges related to the pandemic. Our product line expansion strategy continues to gain momentum and we remain focused on sales growth and opportunities to achieve further operating efficiencies, and enhanced profitability,” Joffe said.

Use of Non-GAAP Measure

This press release includes the following non-GAAP measure - EBITDA, which is not a measure of financial performance under GAAP and should not be considered as an alternative to net income as a measure of financial performance.  The company believes this non-GAAP measure, when considered together with the corresponding GAAP measures, provides useful information to investors and management regarding financial and business trends relating to the company’s results of operations.  However, this non-GAAP measure has significant limitations in that it does not reflect all the costs and other items associated with the operation of the company’s business as determined in accordance with GAAP.  In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies.  Therefore, investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, measures of financial performance in accordance with GAAP.  For a reconciliation of EBITDA to its corresponding GAAP measures, see the financial tables included in this press release.  Also, refer to our Form 8-K to which this release is attached, and other filings we make with the SEC, for further information regarding these measures.


Motorcar Parts of America, Inc.
3-3-3
Teleconference and Web Cast

Selwyn Joffe, chairman, president and chief executive officer, and David Lee, chief financial officer, will host an investor conference call today at 10:00 a.m. Pacific time to discuss the company’s financial results and operations.

The call will be open to all interested investors either through a live audio Web broadcast at www.motorcarparts.com or live by calling (833)-968-1924 (domestic) or (825)-312-2355 (international).  For those who are not available to listen to the live broadcast, the call will be archived on Motorcar Parts of America’s website www.motorcarparts.com.  A telephone playback of the conference call will also be available from approximately 1:00 p.m. Pacific time on August 9, 2021 through 8:59 p.m. Pacific time on August 16, 2021 by calling (800)-585-8367 (domestic) or (416)-621-4642 (international) and using access code: 4699341.

About Motorcar Parts of America, Inc.

Motorcar Parts of America, Inc. is a remanufacturer, manufacturer, and distributor of automotive aftermarket parts -- including alternators, starters, wheel bearings and hub assemblies, brake calipers, brake master cylinders, brake power boosters, turbochargers, and diagnostic testing equipment utilized in imported and domestic passenger vehicles, light trucks, and heavy-duty applications.  Its products are sold to automotive retail outlets and the professional repair market throughout the United States, Canada, and Mexico, with facilities located in California, New York, Mexico, Malaysia, China and India, and administrative offices located in California, Tennessee, Mexico, Singapore, Malaysia, and Canada. In addition, the company’s electrical vehicle subsidiary designs and manufactures testing solutions for performance, endurance, and production of multiple components in the electric power train – providing simulation, emulation, and production applications for the electrification of both automotive and aerospace industries, including electric vehicle charging systems.  Additional information is available at www.motorcarparts.com.

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. The statements contained in this press release that are not historical facts are forward-looking statements based on the company’s current expectations and beliefs concerning future developments and their potential effects on the company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond the control of the company) and are subject to change based upon various factors.  Reference is also made to the Risk Factors set forth in the company’s Form 10-K Annual Report filed with the Securities and Exchange Commission (SEC) in June 2021 and in its Forms 10-Q filed with the SEC for additional risks and uncertainties facing the company. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events or otherwise.
 
#      #      #
 
(Financial tables follow)


MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)

   
Three Months Ended
 
   
June 30,
 
   
2021
   
2020
 
             
Net sales
 
$
149,034,000
   
$
95,356,000
 
Cost of goods sold
   
125,463,000
     
81,969,000
 
Gross profit
   
23,571,000
     
13,387,000
 
Operating expenses:
               
General and administrative
   
12,486,000
     
11,687,000
 
Sales and marketing
   
5,368,000
     
4,200,000
 
Research and development
   
2,501,000
     
1,942,000
 
Foreign exchange impact of lease liabilities and forward contracts
   
(2,533,000
)
   
(4,817,000
)
Total operating expenses
   
17,822,000
     
13,012,000
 
Operating income
   
5,749,000
     
375,000
 
Interest expense, net
   
3,941,000
     
4,409,000
 
Income (loss) before income tax expense (benefit)
   
1,808,000
     
(4,034,000
)
Income tax expense (benefit)
   
947,000
     
(1,022,000
)
Net income (loss)
 
$
861,000
   
$
(3,012,000
)
Basic net income (loss) per share
 
$
0.05
   
$
(0.16
)
Diluted net income (loss) per share
 
$
0.04
   
$
(0.16
)
Weighted average number of shares outstanding:
               
Basic
   
19,054,481
     
18,976,178
 
Diluted
   
19,659,057
     
18,976,178
 


MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Balance Sheets

   
June 30, 2021
   
March 31, 2021
 
ASSETS
 
(Unaudited)
        
Current assets:
           
Cash and cash equivalents
 
$
24,883,000
   
$
15,523,000
 
Short-term investments
   
1,823,000
     
1,652,000
 
Accounts receivable — net
   
54,019,000
     
63,122,000
 
Inventory
   
320,685,000
     
302,913,000
 
Contract assets
   
26,264,000
     
26,940,000
 
Prepaid expenses and other current assets
   
13,307,000
     
12,706,000
 
Total current assets
   
440,981,000
     
422,856,000
 
Plant and equipment — net
   
53,287,000
     
53,854,000
 
Operating lease assets
   
87,924,000
     
71,513,000
 
Long-term deferred income taxes
   
19,150,000
     
19,381,000
 
Long-term contract assets
   
293,158,000
     
270,213,000
 
Goodwill and intangible assets — net
   
8,194,000
     
8,534,000
 
Other assets
   
1,246,000
     
1,531,000
 
TOTAL ASSETS
 
$
903,940,000
   
$
847,882,000
 
LIABILITIES AND SHAREHOLDERS’  EQUITY
               
Current liabilities:
               
Accounts payable and accrued liabilities
 
$
141,451,000
   
$
152,735,000
 
Customer finished goods returns accrual
   
35,261,000
     
31,524,000
 
Contract liabilities
   
40,988,000
     
41,072,000
 
Revolving loan
   
103,000,000
     
84,000,000
 
Other current liabilities
   
5,774,000
     
6,683,000
 
Operating lease liabilities
   
5,434,000
     
6,439,000
 
Current portion of term loan
   
3,670,000
     
3,678,000
 
Total current liabilities
   
335,578,000
     
326,131,000
 
Term loan, less current portion
   
15,804,000
     
16,786,000
 
Long-term contract liabilities
   
153,504,000
     
125,223,000
 
Long-term deferred income taxes
   
76,000
     
73,000
 
Long-term operating lease liabilities
   
85,889,000
     
70,551,000
 
Other liabilities
   
7,862,000
     
7,973,000
 
Total liabilities
   
598,713,000
     
546,737,000
 
Commitments and contingencies
               
Shareholders’ equity:
               
Preferred stock; par value $.01 per share, 5,000,000 shares authorized; none issued
   
-
     
-
 
Series A junior participating preferred stock; par value $.01 per share, 20,000 shares authorized; none issued
     
-
        
-
  
Common stock; par value $.01 per share, 50,000,000 shares authorized; 19,101,092 and 19,045,386 shares issued and outstanding at June 30, 2021 and March 31, 2021, respectively
       
191,000
           
190,000
 
Additional paid-in capital
   
224,445,000
     
223,058,000
 
Retained earnings
   
86,454,000
     
85,593,000
 
Accumulated other comprehensive loss
   
(5,863,000
)
   
(7,696,000
)
Total shareholders’ equity
   
305,227,000
     
301,145,000
 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
 
$
903,940,000
   
$
847,882,000
 


Additional Information and Non-GAAP Financial Measures

To supplement the consolidated financial statements presented in accordance with U.S. generally accepted accounting principles (“GAAP”), the company has included the following additional information and non-GAAP financial measures for the three months ended June 30, 2021 and 2020.  Among other things, the company uses such additional information and non-GAAP adjusted financial measures in addition to and together with corresponding GAAP measures to help analyze the performance of its business.
 
The company believes this information helps provide a more complete understanding of the company’s results of operations and the factors and trends affecting the company’s business. However, this information should be considered as a supplement to, and not as a substitute for, or superior to, information contained in the company’s financial statements prepared in accordance with GAAP.  In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies.

The company defines EBITDA as earnings before interest, taxes, depreciation, and amortization.  A reconciliation of EBITDA to net income is provided below along with information regarding such items.


Items Impacting Net Income (Loss) for the Three Months Ended June 30, 2021 and 2020
Exhibit 1

   
Three Months Ended June 30,
 
   
2021
   
2020
 
   
$
   
Per Share
   

$
   
Per Share
 
GAAP net income (loss)
 
$
861,000
   
$
0.04
   
$
(3,012,000
)  
$
(0.16
)

















Items impacting net income (loss)
                               
                                 
Customer allowances and return accruals related to new business, net of costs
 
$
146,000
   
$
0.01
   
$
307,000
   
$
0.02
 
Core premium amortization impacting net sales
   
2,531,000
     
0.13
     
1,223,000
     
0.06
 
New product line start-up costs and transition expenses (a)
   
2,183,000
     
0.11
     
3,586,000
     
0.19
 
Revaluation - cores on customers’ shelves
   
984,000
     
0.05
     
1,384,000
     
0.07
 
Increased expenses related to COVID-19 (b)
   
5,297,000
     
0.27
     
2,295,000
     
0.12
 
Earn-out accruals and severance
   
(33,000
)
   
(0.00
)
   
(7,000
)
   
(0.00
)
Share-based compensation expenses
   
1,576,000
     
0.08
     
1,043,000
     
0.05
 
Foreign exchange impact of lease liabilities and forward contracts
   
(2,533,000
)
   
(0.13
)
   
(4,817,000
)
   
(0.25
)
Tax effect (c)
   
(2,538,000
)
   
(0.13
)
   
(1,254,000
)
   
(0.07
)
Total items impacting net income (loss)
 
$
7,613,000
   
$
0.39
   
$
3,760,000
   
$
0.20
 

(a) For the three-months ended June 30, 2021, consists of $1,947,000 included in cost of goods sold and $236,000 included in operating expenses. For the three-months ended June 30, 2020, consists of $3,301,000 included in cost of goods sold and $285,000 included in operating expenses.
(b) For the three-months ended June 30, 2021, consists of higher expenses due to COVID-19 of $4,761,000 impacting gross profit (primarily related to increased freight costs of $2,990,000) and $536,000 included in operating expenses. For the three-months ended June 30, 2020, consists of higher expenses due to COVID-19 of $1,840,000 impacting gross profit and $455,000 included in operating expenses.
(c) Tax effect is calculated by applying an income tax rate of 25.0% to items listed above; this rate may differ from the period’s actual income tax rate.


Items Impacting Gross Profit for the Three Months Ended June 30, 2021 and 2020
Exhibit 2

   
Three Months Ended June 30,
 
   
2021
   
2020
 
   
$
   
Gross Margin
   
$
   
Gross Margin
 
GAAP gross profit
 
$
23,571,000
     
15.8
%
 
$
13,387,000
     
14.0
%
                                 
Items impacting gross profit
                               
Customer allowances and return accruals related to new business, net of costs
 
$
146,000
     
0.1
%
 
$
307,000
     
0.3
%
Core premium amortization impacting net sales
   
2,531,000
     
1.7
%
   
1,223,000
     
1.3
%
New product line start-up costs and transition expenses
   
1,947,000
     
1.3
%
   
3,301,000
     
3.5
%
Revaluation - cores on customers’ shelves
   
984,000
     
0.7
%
   
1,384,000
     
1.5
%
Increased expenses related to COVID-19
   
4,761,000
     
3.2
%
   
1,840,000
     
1.9
%
Total items impacting gross profit
 
$
10,369,000
     
7.0
%
 
$
8,055,000
     
8.4
%


Items Impacting EBITDA for the Three Months Ended June 30, 2021 and 2020
Exhibit 3

   
Three Months Ended June 30,
 
   
2021
   
2020
 
GAAP net income (loss)
 
$
861,000
   
$
(3,012,000
)
Interest expense, net
   
3,941,000
     
4,409,000
 
Income tax expense (benefit)
   
947,000
     
(1,022,000
)
Depreciation and amortization
   
3,145,000
     
2,551,000
 
EBITDA
 
$
8,894,000
   
$
2,926,000
 
                 
Items impacting EBITDA
               
                 
Customer allowances and return accruals related to new business, net of costs
 
$
146,000
   
$
307,000
 
Core premium amortization impacting net sales
   
2,531,000
     
1,223,000
 
New product line start-up costs and transition expenses (a)
   
2,016,000
     
3,496,000
 
Revaluation - cores on customers’ shelves
   
984,000
     
1,384,000
 
Increased expenses related to COVID-19
   
5,297,000
     
2,295,000
 
Earn-out accruals and severance
   
(33,000
)
   
(7,000
)
Share-based compensation expenses
   
1,576,000
     
1,043,000
 
Foreign exchange impact of lease liabilities and forward contracts
   
(2,533,000
)
   
(4,817,000
)
Total items impacting EBITDA
 
$
9,984,000
   
$
4,924,000
 

(a) Excludes depreciation, which is included in the depreciation and amortization line item.