UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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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 May 16, 2022, Pioneer Power Solutions, Inc. issued a press release announcing its financial results for the first fiscal quarter ended March 31, 2022 and provided a business update. A copy of this press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the 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, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release dated May 16, 2022* | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
* This exhibit is furnished pursuant to Item 2.02 and shall not be deemed to be “filed.”
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PIONEER POWER SOLUTIONS, inc. | |||
| Date: May 16, 2022 | By: | /s/ Walter Michalec | |
| Name: | Walter Michalec | ||
| Title: | Chief Financial Officer, Secretary and Treasurer | ||
Pioneer Power Solutions, Inc. 8-K
Exhibit 99.1
Pioneer Power Increases Revenue 72%, Triples Gross Margin,
as e-Bloc and E-BOOST EV-Charging Solutions Drive Growth
Backlog Increases to $24 Million, Largest Since Sale of Transformer Business,
Reflecting Demand for e-Bloc and E-BOOST Products
FORT LEE, N.J., May 16, 2022 /PRNewswire/ -- Pioneer Power Solutions, Inc. (Nasdaq: PPSI) (“Pioneer,” “Pioneer Power” or the “Company”), a leader in the design, manufacture, service and integration of electrical power systems, distributed energy resources, power generation equipment and mobile electric vehicle (“EV”) charging solutions, today provided a business update and announced financial results for the first quarter ended March 31, 2022.
| ● | Accelerated sales of e-Bloc with more than $1.3 million sold in Q1. Approximately $15.2 million of the backlog reflects e-Bloc orders. | ||||
| ● | Recognized $788,000 in revenue from E-BOOST mobile EV charging solutions. | ||||
| ● | Received initial order for two E-BOOST units from Navistar, a leading manufacturer and solutions provider of trucks and buses. Both units were delivered in early May and were featured at the 2022 Advanced Clean Transportation (ACT) Expo, the largest advanced transportation technology and clean fleet event. | ||||
| ● | Backlog increased to $24.0 million at March 31, 2022, compared to $22.8 million at December 31, 2021 and $17.1 million at March 31, 2021. This is the highest backlog since the Company sold its transformer business over 30 months ago. | ||||
Financial Highlights for the First Quarter of 2022:
| ● | Revenue increased 72% to $6.0 million for the three months ended March 31, 2022, as compared to $3.5 million for the three months ended March 31, 2021. The $6.0 million in revenue is the highest quarterly revenue level since the fourth quarter of 2019. |
| ● | Gross profit increased over 450% to $875,000 for the three months ended March 31, 2022, or 14.5% gross margin, as compared to $159,000 for the three months ended March 31, 2021, or 4.5% gross margin, reflecting higher volumes, and specifically the contribution of newly introduced EV-charging solutions, as well as improved productivity. |
| ● | Total operating loss narrowed by $235,000 to $871,000, even as the Company increased selling, general and administrative expenses by $481,000 to support its new strategic initiatives. |
| - 1 - |
Nathan Mazurek, Pioneer’s Chairman and Chief Executive Officer, said, “The first quarter of 2022 reflects the initial, strong contribution from our new e-Bloc and E-BOOST EV-charging solutions, driving a more than 70% increase in revenue to our highest quarterly revenue in more than two years, continued expansion of our backlog and a 450% improvement in gross profit. We expect to begin delivering units related to our large e-Bloc order in the second quarter, with the bulk of the shipments to be delivered in the third and fourth quarters of this year. Market response to our E-BOOST suite at the ACT Expo exceeded expectations. These products are seeing strong demand just a few months after their launch, and our confidence that they will materially contribute to 2022 revenues is growing.”
Mr. Mazurek continued, “With a backlog of $24 million at March 31, 2022 and growing demand for these new solutions, we are increasingly confident we will grow our 2022 revenue by at least 50% over our 2021 revenue and deliver continued margin expansion. We are hopeful that each quarter will show year-over-year growth, with the majority of growth occurring in the second half of 2022. We expect to generate positive operating cash flow for 2022.”
First Quarter 2022 Financial Results
Revenue
Total revenue for the three months ended March 31, 2022 increased 72.4% to $6.0 million, compared to $3.5 million for the same period in 2021, primarily due a significant increase in sales of our e-Bloc power systems and switchgear equipment, and the delivery of our first E-BOOST unit.
Gross Margin
Gross profit for the first quarter of 2022 was $875,000, or 14.5% of revenues, compared to $159,000, or 4.5% of revenues, for the same period in 2021. The increase in gross profit was primarily driven by sales of higher-margin EV-charging solutions and improved productivity, partially offset by higher input and freight costs.
Operating Loss
For the three months ended March 31, 2022, operating loss narrowed by $235,000 to $871,000, as compared to $1.1 million during same period in 2021, even as the Company increased selling, general and administrative expenses by $481,000 to support its expected continued growth.
Net Income / (Loss)
The Company’s net loss was $788,000, or $(0.08) per basic and diluted share, for the three months ended March 31, 2022, compared to net income of $351,000, or $0.04 per basic and diluted share, during the three months ended March 31, 2021. The first quarter of 2021 included a $1.4 million gain in other income for the forgiveness of the Company’s Paycheck Protection Program loan.
| - 2 - |
Balance Sheet
As of March 31, 2022, the company had $13.6 million in cash and restricted cash, compared to $11.7 million in cash and restricted cash as of December 31, 2021.
Earnings Conference Call:
Management will host a conference call later today, May 16, 2022 at 5 p.m. Eastern Time to discuss the Company’s 2022 first quarter financial results with the investment community.
To participate, please call 1-844-826-3035 if calling within the United States or 1-412-317-5195 if calling internationally. When asked, please reference confirmation code 10167319.
The call will also be accompanied live by webcast
over the Internet and accessible at
https://viavid.webcasts.com/starthere.jsp?ei=1549135&tp_key=2b84804abf.
A replay will be available until May 23, 2022 which can be accessed by dialing 1-844-512-2921 if calling within the United States or 1-412-317-6671 if calling internationally. Please use passcode 10167319 to access the replay.
About Pioneer Power Solutions, Inc.
Pioneer Power Solutions, Inc. is a leader in the design, manufacture, integration, refurbishment, service and distribution of electric power systems, distributed energy resources, power generation equipment and mobile EV charging solutions for applications in the utility, industrial and commercial markets. To learn more about Pioneer, please visit its website at www.pioneerpowersolutions.com.
Safe Harbor Statement:
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) the Company’s ability to successfully increase its revenue and profit in the future, (ii) general economic conditions and their effect on demand for electrical equipment, (iii) the effects of fluctuations in the Company’s operating results, (iv) the fact that many of the Company’s competitors are better established and have significantly greater resources than the Company, (v) the Company’s dependence on two customers for a large portion of its business, (vi) the potential loss or departure of key personnel, (vii) unanticipated increases in raw material prices or disruptions in supply, (viii) the Company’s ability to realize revenue reported in the Company’s backlog, (ix) future labor disputes, (x) changes in government regulations, (xi) the liquidity and trading volume of the Company’s common stock and (xii) an outbreak of disease, epidemic or pandemic, such as the global coronavirus pandemic, or fear of such an event.
| -3 - |
More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual and Quarterly Reports on Form 10-K and Form 10-Q, respectively. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
Contact:
Brett Maas, Managing Partner
Hayden IR
(646) 536-7331
Tables Follow
| - 4 - |
PIONEER POWER SOLUTIONS, INC.
Consolidated Balance Sheets
(In thousands, except share amounts)
|
|
|
March 31, |
|
|
December 31, |
|
||
|
|
|
2022 |
|
|
2021 |
|
||
|
|
|
(Unaudited) |
|
|
|
|
||
|
ASSETS |
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
Cash |
|
$ |
13,138 |
|
|
$ |
9,924 |
|
|
Restricted cash |
|
|
505 |
|
|
|
1,775 |
|
|
Notes receivable and accrued interest |
|
|
5,886 |
|
|
|
5,778 |
|
|
Accounts receivable, net |
|
|
4,145 |
|
|
|
2,429 |
|
|
Inventories |
|
|
6,965 |
|
|
|
4,160 |
|
|
Prepaid expenses and other current assets |
|
|
1,523 |
|
|
|
1,069 |
|
|
Total current assets |
|
|
32,162 |
|
|
|
25,135 |
|
|
Property and equipment, net |
|
|
592 |
|
|
|
516 |
|
|
Right-of-use assets |
|
|
2,180 |
|
|
|
2,237 |
|
|
Other assets |
|
|
49 |
|
|
|
39 |
|
|
Total assets |
|
$ |
34,983 |
|
|
$ |
27,927 |
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
$ |
7,401 |
|
|
$ |
4,159 |
|
|
Deferred revenue |
|
|
7,318 |
|
|
|
2,423 |
|
|
Total current liabilities |
|
|
14,719 |
|
|
|
6,582 |
|
|
Other long-term liabilities |
|
|
1,426 |
|
|
|
1,793 |
|
|
Total liabilities |
|
|
16,145 |
|
|
|
8,375 |
|
| Commitments | ||||||||
|
Stockholders’ equity |
|
|
|
|
|
|
|
|
|
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued |
|
|
— |
|
|
|
— |
|
|
Common stock, $0.001 par value, 30,000,000 shares authorized; |
|
|
10 |
|
|
|
10 |
|
|
Additional paid-in capital |
|
|
31,914 |
|
|
|
31,840 |
|
|
Accumulated other comprehensive income |
|
|
14 |
|
|
|
14 |
|
|
Accumulated deficit |
|
|
(13,100 |
) |
|
|
(12,312 |
) |
|
Total stockholders’ equity |
|
|
18,838 |
|
|
|
19,552 |
|
|
Total liabilities and stockholders’ equity |
|
$ |
34,983 |
|
|
$ |
27,927 |
|
| - 5 - |
PIONEER POWER SOLUTIONS, INC.
Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
|
|
|
Three Months Ended |
|
|||||
|
|
|
March 31, |
|
|||||
|
|
|
2022 |
|
|
2021 |
|
||
|
Revenues |
|
$ |
6,036 |
|
|
$ |
3,502 |
|
|
Cost of goods sold |
|
|
5,161 |
|
|
|
3,343 |
|
|
Gross profit |
|
|
875 |
|
|
|
159 |
|
|
Operating expenses |
|
|
|
|
|
|
|
|
|
Selling, general and administrative |
|
|
1,746 |
|
|
|
1,265 |
|
|
Total operating expenses |
|
|
1,746 |
|
|
|
1,265 |
|
|
Loss from continuing operations |
|
|
(871 |
) |
|
|
(1,106 |
) |
|
Interest income |
|
|
(101 |
) |
|
|
(93 |
) |
|
Other expense (income) |
|
|
11 |
|
|
|
(1,343 |
) |
|
(Loss) income before taxes |
|
|
(781 |
) |
|
|
330 |
|
|
Income tax expense (benefit) |
|
|
7 |
|
|
|
(21 |
) |
|
Net (loss) income |
|
$ |
(788 |
) |
|
$ |
351 |
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income per share: |
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.08 |
) |
|
$ |
0.04 |
|
|
Diluted |
|
$ |
(0.08 |
) |
|
$ |
0.04 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
|
|
Basic |
|
|
9,641 |
|
|
|
8,726 |
|
|
Diluted |
|
|
9,641 |
|
|
|
8,789 |
|
| - 6 - |
PIONEER POWER SOLUTIONS, INC.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
|
|
Three Months Ended |
|
|||||
|
|
March 31, |
|
|||||
|
|
2022 |
|
|
2021 |
|
||
Operating activities |
|
|
|
|
|
|
|
|
Net (loss) income |
|
$ |
(788 |
) |
|
$ |
351 |
|
Depreciation |
|
|
36 |
|
|
|
37 |
|
Amortization of right-of-use finance leases |
|
|
51 |
|
|
|
107 |
|
Amortization of imputed interest |
|
|
(107 |
) |
|
|
(107 |
) |
Interest expense from PPP Loan |
|
|
— |
|
|
|
4 |
|
Gain on forgiveness of PPP Loan |
|
|
— |
|
|
|
(1,417 |
) |
Amortization of right-of-use operating leases |
|
|
163 |
|
|
|
130 |
|
Change in receivable reserves |
|
|
28 |
|
|
|
34 |
|
Proceeds from insurance receivable |
|
|
— |
|
|
|
95 |
|
Stock-based compensation |
|
|
57 |
|
|
|
33 |
|
Changes in current operating assets and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(1,743 |
) |
|
|
(1,480 |
) |
Inventories |
|
|
(2,805 |
) |
|
|
(780 |
) |
Prepaid expenses and other assets |
|
|
(478 |
) |
|
|
(94 |
) |
Income taxes |
|
|
19 |
|
|
|
(10 |
) |
Accounts payable and accrued liabilities |
|
|
2,920 |
|
|
|
421 |
|
Deferred revenue |
|
|
4,895 |
|
|
|
1,849 |
|
| Principal repayments of operating leases | (161 | ) | (114 | ) | ||||
Net cash provided by / (used in) operating activities |
|
|
2,087 |
|
|
|
(941 |
) |
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
Additions to property and equipment |
|
|
(112 |
) |
|
|
— |
|
Net cash used in investing activities |
|
|
(112 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
Net proceeds from the exercise of options for common stock |
|
|
17 |
|
|
|
— |
|
Principal repayments of financing leases |
|
|
(48 |
) |
|
|
(118 |
) |
Net cash used in financing activities |
|
|
(31 |
) |
|
|
(118 |
) |
|
|
|
|
|
|
|
|
|
Increase / (decrease) in cash and restricted cash |
|
|
1,944 |
|
|
|
(1,059 |
) |
Cash, and restricted cash, beginning of year |
|
|
11,699 |
|
|
|
7,567 |
|
Cash, and restricted cash, end of period |
|
$ |
13,643 |
|
|
$ |
6,508 |
|
|
|
|
|
|
|
|
|
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
Acquisition of right-of-use assets and lease liabilities |
|
|
156 |
|
|
|
— |
|
| - 7 - |