8-K
MOTORCAR PARTS OF AMERICA INC (MPAA)
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 8, 2024
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 8, 2024, Motorcar Parts of America, Inc. (the “Company”) issued a press release announcing its earnings for the fiscal quarter ended June 30, 2024 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 |
|---|---|
| 99.1 | Press Release, dated August 8, 2024 |
| 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 8, 2024 | /s/ David Lee |
 |
David Lee |
| Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
CONTACT:
Gary S. Maier
Vice President, Corporate Communications & IR
(310) 972-5124
MOTORCAR PARTS OF AMERICA REPORTS FISCAL FIRST QUARTER RESULTS
- Record Sales for a First Quarter;
Full-Year Outlook Remains on Track
LOS ANGELES, CA – August 8, 2024 – Motorcar Parts of America, Inc. (Nasdaq: MPAA) today reported results for its fiscal 2025 first quarter ended June 30, 2024, with a continued favorable full-year outlook supported by a strong competitive industry position and ongoing strategic initiatives to enhance profitability.
Key highlights for the fiscal first quarter.
| • | Net sales increased 6.4 percent to $169.9 million. |
|---|---|
| • | Gross profit increased 9.8 percent to $29.2 million. |
| --- | --- |
| • | Gross margin increased modestly to 17.2 percent. |
| --- | --- |
| • | Operating results impacted by an unfavorable non-cash $11.1 million foreign exchange loss from lease liabilities and forward contracts. |
| --- | --- |
| • | Implemented cost-reduction initiatives to provide annualized savings of approximately $7 million. |
| --- | --- |
Fiscal 2025 First Quarter Results
Net sales for the fiscal 2025 first quarter increased 6.4 percent to a first quarter record $169.9 million from $159.7 million in the prior year.
Gross profit for the fiscal 2025 first quarter increased 9.8 percent to $29.2 million from $26.6 million a year earlier. Gross margin for the fiscal 2025 first quarter increased to 17.2 percent from 16.6 percent a year earlier. Gross margin for the fiscal 2025 first quarter was impacted by $3.1 million, or 1.8 percent, of non-cash items, as detailed in Exhibit 2.
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Motorcar Parts of America, Inc.
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Due primarily to a $15.3 million increased non-cash mark-to-market foreign exchange loss compared with the prior year and a $1.9 million increased expense resulting from currency exchange rates compared with a year ago, as well as $2.9 million severance expenses, operating expenses were $35.6 million compared with $16.1 million last year. Excluding these items above, operating expenses decreased by $644,000 to $20.7 million compared with $21.3 million a year earlier.
Interest expense for the fiscal first quarter increased by $2.7 million to $14.4 million from $11.7 million a year ago, primarily due to increased collection of receivables utilizing accounts receivable discount programs on higher sales, partially offset by lower average outstanding balances under the company’s credit facility. The company is actively working to address this increased expense.
As a result of the items discussed above, net loss for the fiscal 2025 first quarter was $18.1 million compared with a net loss of $1.4 million a year ago. See Exhibit 1 for further details.
Results were impacted by $2.9 million for severance expenses. The company recently completed a multi-year strategic relocation process -- including a cost-reduction initiative of its workforce at the company’s Torrance, California facility. The closure of certain redundant functions will enable the company to realize further operating efficiencies utilizing the company’s global footprint, a process that was delayed due to the onset of the Covid-19 pandemic, with expected annualized cost savings of approximately $7 million, which includes salary, infrastructure and other related operating expenses.
“As we begin a new fiscal year, we remain optimistic about our year-over-year outlook and the company’s ability to further leverage its leadership position within the non-discretionary aftermarket parts market. We anticipate meaningful improvements to gross margins, gross profit and cash flow in the quarters ahead, supported by ongoing strategic actions throughout the entire organization, such as the realignment of resources, as previously noted. While there are a variety of factors related to financial performance beyond our control, such as non-cash items and interest rates, we are determined to enhance shareholder value through improved operational efficiencies, a critical evaluation of our electric vehicle offerings, and rational pricing,” said Selwyn Joffe, chairman, president, and chief executive officer.
Joffe noted the company’s continued focus on Environmental, Social and Governance improvement, highlighting a recent board refreshment commitment, and the subsequent nomination of two new directors standing for election at the company’s 2024 annual meeting scheduled for September 5, 2024.
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Motorcar Parts of America, Inc.
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Further Considerations
| • | Sales volume improving: |
|---|---|
| o | Ordering activity has gained momentum. |
| --- | --- |
| o | Industry fundamentals are improving and will drive product demand. |
| --- | --- |
| • | Margin improvement: |
| --- | --- |
| o | Enhanced by multiple rounds of price increases. |
| --- | --- |
| o | Improving overhead absorption as brake-related business gains further momentum. |
| --- | --- |
| o | Improving operational efficiencies. |
| --- | --- |
| • | Positive cash flow outlook. |
| --- | --- |
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 definition and reconciliation of EBITDA to net income, its corresponding GAAP measure, 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 this measure.
Earnings Conference Call and Webcast
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 webcast at www.motorcarparts.com or live by calling (888) 440-5584 (domestic) or (646) 960-0457 (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 8, 2024 through 8:59 p.m. Pacific time on August 15, 2024 by calling (800) 770-2030 (domestic) or (609) 800-9909 (toll) and using access code: 1545314.
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Motorcar Parts of America, Inc.
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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 pads, brake rotors, 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 2024 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.
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MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
| Three Months Ended<br><br> <br>June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Net sales | $ | 169,887,000 | $ | 159,705,000 | ||
| Cost of goods sold | 140,713,000 | 133,138,000 | ||||
| Gross profit | 29,174,000 | 26,567,000 | ||||
| Operating expenses: | ||||||
| General and administrative | 16,670,000 | 12,602,000 | ||||
| Sales and marketing | 5,449,000 | 5,419,000 | ||||
| Research and development | 2,433,000 | 2,375,000 | ||||
| Foreign exchange impact of lease liabilities and forward contracts | 11,078,000 | (4,270,000 | ) | |||
| Total operating expenses | 35,630,000 | 16,126,000 | ||||
| Operating (loss) income | (6,456,000 | ) | 10,441,000 | |||
| Other expenses: | ||||||
| Interest expense, net | 14,387,000 | 11,720,000 | ||||
| Change in fair value of compound net derivative liability | (2,580,000 | ) | 140,000 | |||
| Total other expenses | 11,807,000 | 11,860,000 | ||||
| Loss before income tax benefit | (18,263,000 | ) | (1,419,000 | ) | ||
| Income tax benefit | (178,000 | ) | (9,000 | ) | ||
| Net loss | $ | (18,085,000 | ) | $ | (1,410,000 | ) |
| Basic net loss per share | $ | (0.92 | ) | $ | (0.07 | ) |
| Diluted net loss per share | $ | (0.92 | ) | $ | (0.07 | ) |
| Weighted average number of shares outstanding: | ||||||
| Basic | 19,674,539 | 19,508,626 | ||||
| Diluted | 19,674,539 | 19,508,626 |
MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
| March 31, 2024 | |||
|---|---|---|---|
| ASSETS | |||
| Current assets: | |||
| Cash and cash equivalents | 7,531,000 | $ | 13,974,000 |
| Short-term investments | 1,887,000 | 1,837,000 | |
| Accounts receivable — net | 78,624,000 | 96,296,000 | |
| Inventory — net | 402,931,000 | 397,328,000 | |
| Contract assets | 27,317,000 | 27,139,000 | |
| Prepaid expenses and other current assets | 21,753,000 | 23,885,000 | |
| Total current assets | 540,043,000 | 560,459,000 | |
| Plant and equipment — net | 35,010,000 | 38,338,000 | |
| Operating lease assets | 77,057,000 | 83,973,000 | |
| Long-term deferred income taxes | 3,960,000 | 2,976,000 | |
| Long-term contract assets | 315,463,000 | 320,282,000 | |
| Goodwill and intangible assets — net | 4,102,000 | 4,274,000 | |
| Other assets | 2,320,000 | 1,700,000 | |
| TOTAL ASSETS | 977,955,000 | $ | 1,012,002,000 |
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||
| Current liabilities: | |||
| Accounts payable and accrued liabilities | 159,627,000 | $ | 185,182,000 |
| Customer finished goods returns accrual | 28,893,000 | 38,312,000 | |
| Contract liabilities | 41,504,000 | 37,591,000 | |
| Revolving loan | 143,834,000 | 128,000,000 | |
| Other current liabilities | 8,363,000 | 7,021,000 | |
| Operating lease liabilities | 9,083,000 | 8,319,000 | |
| Total current liabilities | 391,304,000 | 404,425,000 | |
| Convertible notes, related party | 31,676,000 | 30,776,000 | |
| Long-term contract liabilities | 210,378,000 | 212,068,000 | |
| Long-term deferred income taxes | 39,000 | 511,000 | |
| Long-term operating lease liabilities | 71,044,000 | 72,240,000 | |
| Other liabilities | 6,345,000 | 6,872,000 | |
| Total liabilities | 710,786,000 | 726,892,000 | |
| 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; 19,753,585 and 19,662,380 shares issued and outstanding at June 30, 2024 and March 31, 2024, respectively | 198,000 | 197,000 | |
| Additional paid-in capital | 237,073,000 | 236,255,000 | |
| Retained earnings | 21,418,000 | 39,503,000 | |
| Accumulated other comprehensive income | 8,480,000 | 9,155,000 | |
| Total shareholders' equity | 267,169,000 | 285,110,000 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 977,955,000 | $ | 1,012,002,000 |
All values are in US Dollars.
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, 2024 and 2023. 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 for the Three Months Ended June 30, 2024 and 2023 | Exhibit 1 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended June 30, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2024 | 2023 | |||||||||
| Per Share | Per Share | |||||||||
| GAAP net loss | $ | (18,085,000 | $ | (0.92 | ) | $ | (1,410,000 | $ | (0.07 | ) |
| Non-cash items impacting net income | ||||||||||
| Core and finished goods premium amortization | $ | 2,728,000 | $ | 0.14 | $ | 2,657,000 | $ | 0.14 | ||
| Revaluation - cores on customers' shelves | 394,000 | 0.02 | 778,000 | 0.04 | ||||||
| Share-based compensation expenses | 1,000,000 | 0.05 | 1,310,000 | 0.07 | ||||||
| Foreign exchange impact of lease liabilities and forward contracts | 11,078,000 | 0.56 | (4,270,000 | (0.22 | ) | |||||
| Change in fair value of compound net derivative liability | (2,580,000 | (0.13 | ) | 140,000 | 0.01 | |||||
| Tax effect (a) | (3,155,000 | (0.16 | ) | (154,000 | (0.01 | ) | ||||
| Total non-cash items impacting net income | $ | 9,465,000 | $ | 0.48 | $ | 461,000 | $ | 0.02 | ||
| Cash items impacting net income | ||||||||||
| Supply chain disruptions and related costs (b) | $ | - | $ | - | $ | 1,984,000 | $ | 0.10 | ||
| New product line start-up costs and transition expenses, and severance (c) | 2,940,000 | 0.15 | 335,000 | 0.02 | ||||||
| Tax effect (a) | (735,000 | (0.04 | ) | (580,000 | (0.03 | ) | ||||
| Total cash items impacting net income | $ | 2,205,000 | $ | 0.11 | $ | 1,739,000 | $ | 0.09 |
All values are in US Dollars.
(a) 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.
(b) For the three-months ended June 30, 2023, consists of $1,984,000 impacting gross profit.
(c) For the three-months ended June 30, 2024, consists of $2,940,000 included in operating expenses.
For the three-months ended June 30, 2023, consists of $335,000 included in operating expenses.
| Items Impacting Gross Profit for the Three Months Ended June 30, 2024 and 2023 | Exhibit 2 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended June 30, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2024 | 2023 | |||||||||
| $ | Gross Margin | $ | Gross Margin | |||||||
| GAAP gross profit | $ | 29,174,000 | 17.2 | % | $ | 26,567,000 | 16.6 | % | ||
| Non-cash items impacting gross profit | ||||||||||
| Core and finished goods premium amortization | $ | 2,728,000 | 1.6 | % | $ | 2,657,000 | 1.7 | % | ||
| Revaluation - cores on customers' shelves | 394,000 | 0.2 | % | 778,000 | 0.5 | % | ||||
| Total non-cash items impacting gross profit | $ | 3,122,000 | 1.8 | % | $ | 3,435,000 | 2.2 | % | ||
| Cash items impacting gross profit | ||||||||||
| Supply chain disruptions and related costs | $ | - | 0.0 | % | $ | 1,984,000 | 1.2 | % | ||
| Total cash items impacting gross profit | $ | - | 0.0 | % | $ | 1,984,000 | 1.2 | % |
| Items Impacting EBITDA for the Three Months Ended June 30, 2024 and 2023 | Exhibit 3 | |||||
|---|---|---|---|---|---|---|
| Three Months Ended June 30, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 2024 | 2023 | |||||
| GAAP net loss | $ | (18,085,000 | ) | $ | (1,410,000 | ) |
| Interest expense, net | 14,387,000 | 11,720,000 | ||||
| Income tax benefit | (178,000 | ) | (9,000 | ) | ||
| Depreciation and amortization | 2,729,000 | 3,033,000 | ||||
| EBITDA | $ | (1,147,000 | ) | $ | 13,334,000 | |
| Non-cash items impacting EBITDA | ||||||
| Core and finished goods premium amortization | $ | 2,728,000 | $ | 2,657,000 | ||
| Revaluation - cores on customers' shelves | 394,000 | 778,000 | ||||
| Share-based compensation expenses | 1,000,000 | 1,310,000 | ||||
| Foreign exchange impact of lease liabilities and forward contracts | 11,078,000 | (4,270,000 | ) | |||
| Change in fair value of compound net derivative liability | (2,580,000 | ) | 140,000 | |||
| Total non-cash items impacting EBITDA | $ | 12,620,000 | $ | 615,000 | ||
| Cash items impacting EBITDA | ||||||
| Supply chain disruptions and related costs | $ | - | $ | 1,984,000 | ||
| New product line start-up costs and transition expenses, and severance | 2,940,000 | 335,000 | ||||
| Total cash items impacting EBITDA | $ | 2,940,000 | $ | 2,319,000 |