Solitron Devices Inc 8-K, filed Jan 14, 2022
Solitron Devices Inc (SODI)
About this 8-K
Solitron Devices Inc filed this 8-K on January 14, 2022, reporting on events of January 13, 2022.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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 (see General Instruction A.2. below):
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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. ☐
Section 2 – Financial Information
Item 2.02 Results of Operations and Financial Condition.
On January 13, 2022, Solitron Devices, Inc. (“Solitron” or the “Company”) issued a press release announcing financial results for the third quarter of fiscal year 2022 and the nine months ended November 30, 2021, and expectations for the fourth quarter of fiscal 2022 and the timing of the Company’s facility relocation. A copy of the press release is furnished hereto as Exhibit 99.1.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
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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.
| SOLITRON DEVICES, INC. | |||
Date: January 14, 2022 | By: | /s/ Tim Eriksen | |
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| Tim Eriksen | |
Chief Executive Officer and | |||
| Interim Chief Financial Officer | |||
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EXHIBIT 99.1
SOLITRON DEVICES, INC. ANNOUNCES FISCAL 2022 THIRD QUARTER RESULTS
WEST PALM BEACH, FL – Solitron Devices, Inc. (OTCBB: SODI) (“Solitron” or the “Company”) is pleased to announce fiscal 2022 third quarter results.
FISCAL 2022 THIRD QUARTER HIGHLIGHTS
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| ➢ | Net sales increased 7% to approximately $2.47 million in the fiscal 2022 third quarter versus $2.31 million in the fiscal 2021 third quarter. |
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| ➢ | Net bookings increased 4% to $1.34 million in the fiscal 2022 third quarter versus $1.29 million in the fiscal 2021 third quarter. |
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| ➢ | Net income increased to $0.49 million, or $0.24 per share, in the fiscal 2022 third quarter versus a loss of ($0.03) million, or ($0.01) per share, in the fiscal 2021 third quarter. |
FISCAL 2022 NINE MONTH HIGHLIGHTS
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| ➢ | Net sales increased 30% to approximately $10.31 million in the first nine months of fiscal 2022 versus $7.91 million in the first nine months of fiscal 2021. |
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| ➢ | Net bookings increased 6% to $4.71 million in the first nine months of fiscal 2022 versus $4.43 million in the first nine months of fiscal 2021. |
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| ➢ | Net income increased 306% to $3.97 million, or $1.90 per share, in the first nine months of fiscal 2022 versus $0.98 million, or $0.47 per share, in the first nine months of fiscal 2021. |
Fiscal Third Quarter Results
In the fiscal 2022 third quarter ended November 30, 2021, net sales increased 7% to approximately $2.47 million as compared to $2.31 million in the fiscal 2021 third quarter. Bookings increased 4% to $1.34 million in the fiscal 2022 third quarter as compared to $1.29 million in the fiscal 2021 third quarter. As a reminder our quarterly bookings are highly variable due to the size and timing of receipt of orders.
The 7% increase in net sales along with tight cost control and favorable product mix resulted in gross profit increasing 55% from $513,000 in the fiscal 2021 third quarter to $796,000 in the fiscal 2022 third quarter. SG&A expenses decreased from $575,000 in the fiscal 2021 third quarter to $497,000 in the fiscal 2022 third quarter. The decrease is largely due to decreased bonus expense and professional fees.
Operating income increased from a loss of ($62,000) in the fiscal 2021 third quarter to income of $299,000 in the fiscal 2022 third quarter. Other income increased from $35,000 in the fiscal 2021 third quarter to $191,000 in the fiscal 2022 third quarter. The fiscal 2022 third quarter included scrap income of $185,000.
Net income increased from a loss of ($27,000), or ($0.01) per share, in the fiscal 2021 third quarter to $490,000, or $0.24 per share, in the fiscal 2022 third quarter.
Nine Month Results
In the first nine months of fiscal 2022, net sales increased 30% to approximately $10.31 million as compared to $7.91 million in the first nine months of fiscal 2021. Bookings increased 6% to $4.71 million in the first nine months of fiscal 2022 as compared to $4.43 million in the first nine months of fiscal 2021.
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The 30% increase in net sales along with tight cost control and favorable product mix resulted in gross profit increasing 88% from $2.49 million in the first nine months of fiscal 2021 to $4.68 million in the first nine months of fiscal 2022. SG&A expenses increased from $1.59 million in the first nine months of fiscal 2021 to $1.87 million in the first nine months of fiscal 2022. The increase is largely due to increased professional fees, increased selling and marketing costs largely due to higher revenue, increased bonus accrual and increased legal fees primarily related to the purchase of the new facility.
Operating income increased 210% from $907,000 in the first nine months of fiscal 2021 to $2.81 million in the first nine months of fiscal 2022. Other income increased from $70,000 in the first nine months of fiscal 2021 to $1.16 million in the first nine months of fiscal 2022. The first nine months of fiscal 2022 included PPP loan forgiveness of $812,000 and scrap income of $357,000.
Net income increased by 306% from $977,000, or $0.47 per share, in the first nine months of fiscal 2021 to $3.97 million, or $1.90 per share, in the first nine months of fiscal 2022.
Management Commentary
As we stated in prior press releases, our plan was to produce and ship aggressively in the first six months of fiscal 2022 in preparation for the facility relocation and then reduce production levels, and net sales, in the last half of the fiscal year due to the facility relocation. We surpassed our goals in the first nine months of the 2022 fiscal year. We expect sales in fiscal 2022 fourth quarter to be significantly lower due to the planned facility relocation. Our current estimate is for net sales in the fiscal 2022 fourth quarter to be approximately $1.5 million. Production levels are expected to be above the $1.5 million quarterly level and we expect some inventory build up.
Bookings were lighter than we hoped in the quarter as we continue to see delays in contract awards. We expect our largest contract with Raytheon to be awarded during the fiscal fourth quarter.
We are still experiencing significant supply chain delays on certain items. This is symptomatic of the electronics components shortages affecting the automotive and other industries. We will continue to work with suppliers to attempt to address and mitigate these disruptions.
We believe our results over the first nine months have shown the potential operating leverage the business has. Unfortunately, the continued impact of the coronavirus has hurt bookings by limiting our ability to make site visits to our existing customers, and potential new customers, to show them Solitron’s capabilities to meet their needs. Once we are able to make visits, it will be a slow process as site visits frequently lead to further engagement and bookings which can be six to twelve months after the initial visit. Typically, sales are then six to nine months after receipt of bookings.
In the interim, we continue to focus on increasing our web-based marketing and are pleased with the page views our newer products are getting. We are continuing to manufacture and deliver sample products to customers to review. In the meantime, our primary focus over the next three months will continue to be completing the new facility upgrades, relocating to the new facility, and adjusting our cost structure.
We anticipate that once we complete our relocation to our new facility and headquarters we will realize annual, aggregate cost savings of approximately $1.0 million, consisting of the elimination of the $40,000 monthly rent, reduced costs for gases and utilities due to the smaller footprint of the new facility and headquarters, the Company’s decision to not relocate and operate our wafer fab at the new facility and headquarters, payroll savings and insurance cost savings.
As our balance sheet has improved, we have begun and will continue to evaluate potential acquisitions. We would consider everything from small tuck-in acquisitions up to a significant acquisition that would involve the issuance of both debt and equity, if we believe it will increase the intrinsic value of the company on a per share basis. We make no guarantees that we will be able to find a suitable acquisition candidate or that we will be able to consummate any such suitable acquisition on favorable terms and within a favorable timeframe, or at all.
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| SOLITRON DEVICES, INC. | |||||||||||||||||||||
| STATEMENTS OF OPERATIONS | |||||||||||||||||||||
| FOR THE THREE AND NINE MONTHS ENDED NOVEMBER 30, 2021 AND NOVEMBER 30, 2020 | |||||||||||||||||||||
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| For the three months ended |
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| For the three months ended |
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| For the nine months ended |
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| For the nine months ended |
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| November 30, 2021 |
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| November 30, 2020 |
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| November 30, 2021 |
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| November 30, 2020 |
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| Net sales |
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| 2,468 |
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| 2,312 |
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| 10,308 |
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| 7,913 |
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| Cost of sales |
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| 1,672 |
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| 1,799 |
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| 5,628 |
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| 5,419 |
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| Gross profit |
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| 796 |
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| 513 |
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| 4,680 |
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| 2,494 |
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| Selling, general and administrative expenses |
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| 497 |
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| 575 |
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| 1,870 |
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| 1,587 |
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| Operating income |
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| 299 |
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| (62 | ) |
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| 2,810 |
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| 907 |
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| Other income (loss) |
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| Interest expense |
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| (28 | ) |
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| - |
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| (74 | ) |
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| - |
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| Dividend income |
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| 1 |
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| - |
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| 2 |
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| 7 |
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| Realized gain (loss) on investments |
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| 41 |
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| 9 |
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| 67 |
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| 35 |
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| Unrealized gain (loss) on investments |
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| (8 | ) |
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| 26 |
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| (7 | ) |
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| 28 |
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| Gain on PPP loan forgiveness |
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| - |
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| 812 |
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| Scrap income |
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| 185 |
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| - |
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| 357 |
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| Total other income (loss) |
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| 191 |
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| 35 |
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| 1,157 |
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| 70 |
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| Net income |
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| 490 |
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| (27 | ) |
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| 3,967 |
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| 977 |
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| Net income per common share-basic and diluted |
| $ | 0.24 |
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| $ | (0.01 | ) |
| $ | 1.90 |
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| $ | 0.47 |
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| Weighted average common shares outstanding |
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| 2,083,452 |
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| 2,064,754 |
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| 2,083,459 |
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| 2,062,713 |
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| SOLITRON DEVICES, INC. | ||||||||||||
| BALANCE SHEETS | ||||||||||||
| AS OF NOVEMBER 30, 2021 AND FEBRUARY 28, 2021 | ||||||||||||
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| November 30, 2021 |
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| February 28, 2021 |
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| ASSETS |
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| CURRENT ASSETS |
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| Cash and cash equivalents |
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| 5,247 |
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| 3,785 |
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| Securities |
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| 435 |
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| 248 |
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| Accounts receivable |
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| 1,445 |
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| 1,306 |
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| Inventories, net |
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| 2,517 |
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| 2,721 |
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| Prepaid expenses and other current assets |
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| 435 |
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| 372 |
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| TOTAL CURRENT ASSETS |
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| 10,079 |
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| 8,432 |
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| Property, plant and equipment, net |
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| 4,837 |
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| 281 |
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| Operating lease - right-of-use asset |
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| 35 |
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| 340 |
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| Other assets |
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| 224 |
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| 40 |
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| TOTAL ASSETS |
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| 15,175 |
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| 9,093 |
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| CURRENT LIABILITIES |
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| Accounts payable |
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| 291 |
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| 165 |
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| Customer deposits |
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| 24 |
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| 49 |
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| Operating lease liability |
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| 39 |
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| 377 |
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| Finance lease liability |
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| 9 |
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| 9 |
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| Notes payable (PPP loan) |
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| - |
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| 43 |
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| Mortgage loan |
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| 100 |
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| - |
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| Accrued expenses and other current liabilities |
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| 1,023 |
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| 740 |
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| TOTAL CURRENT LIABILITIES |
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| 1,486 |
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| 1,383 |
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| Notes payable (PPP loan), net of current |
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| - |
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| 764 |
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| Mortgage loan, net of current |
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| 2,783 |
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| - |
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| Finance lease liability, net of current |
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| 6 |
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| 13 |
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| TOTAL LIABILITIES |
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| 4,275 |
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| 2,160 |
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| STOCKHOLDERS’ EQUITY |
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| Preferred stock, $.01 par value, authorized 500,000 shares, none issued |
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| - |
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| Common stock, $.01 par value, authorized 10,000,000 shares, 2,083,452 shares outstanding, net of 487,811 treasury shares at November 30, 2021 and 2,083,462 shares outstanding, net of 487,801 treasury shares at February 28, 2021, respectively |
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| 21 |
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| 21 |
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| Additional paid-in capital |
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| 1,834 |
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| 1,834 |
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| Retained Earnings |
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| 10,457 |
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| 6,490 |
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| Less treasury stock |
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| (1,412 | ) |
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| (1,412 | ) | ||||
| TOTAL STOCKHOLDERS’ EQUITY |
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| 10,900 |
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| 6,933 |
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| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| 15,175 |
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| 9,093 |
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The preliminary, unaudited financial information disclosed in this press release for the three and nine months ended November 30, 2021 is based on management’s review of operations for that period and the information available to the Company as of the date of this press release.
About Solitron Devices, Inc.
Solitron Devices, Inc., a Delaware corporation, designs, develops, manufactures and markets solid state semiconductor components and related devices primarily for the military and aerospace markets. The Company manufactures a large variety of bipolar and metal oxide semiconductor (“MOS”) power transistors, power and control hybrids, junction and power MOS field effect transistors (“Power MOSFETS”), and other related products. Most of the Company’s products are custom made pursuant to contracts with customers whose end products are sold to the United States government. Other products, such as Joint Army/Navy (“JAN”) transistors, diodes and Standard Military Drawings voltage regulators, are sold as standard or catalog items. The Company was incorporated under the laws of the State of New York in March 1959 and reincorporated under the laws of the State of Delaware in August 1987.
Forward-Looking Statements
This press release contains forward-looking statements regarding future events and the future performance of Solitron Devices, Inc. that involve risks and uncertainties that could materially affect actual results, including statements regarding the Company’s unaudited fiscal 2022 third quarter and nine month results and the Company’s expectations regarding bookings, net sales, production levels, the completion of facility upgrades, the relocation to the new facility and adjustments to the cost structure in fiscal 2022 as well as its evaluation of potential acquisitions. Factors that could cause actual results to vary from current expectations and forward-looking statements contained in this press release include, but are not limited to: (1) actual bookings and net sales for fiscal year 2022; (2) the global impact of the pandemic outbreak of coronavirus (COVID-19) and its impact on our operations and the operations of our suppliers and clients, staffing levels and labor costs; (3) the timing and size of orders from our clients, our delivery schedules and our liquidity and cash position; (4) our ability to complete facility upgrades and relocate to a new facility within the contemplated timeframe; (5) our ability to make the appropriate adjustments to our cost structure; (6) our ability to properly account for inventory in the future; (7) our ability to protect the Company’s net operating losses and tax benefits; (8) volatility and changes in our stock price, corporate or other market conditions; (9) the loss of, or reduction of business from, substantial clients; (10) our dependence on government contracts, which are subject to termination, price renegotiations and regulatory compliance; (11) changes in government policy or economic conditions; (12) increased competition; (13) the uncertainty of current economic conditions, domestically and globally; (14) our ability to identify and successfully consummate acquisitions on favorable terms, or at all; and (15) other factors contained in the Company’s Securities and Exchange Commission filings, including its most recent Form 10-K, 10-Q and 8-K reports.
Tim Eriksen
Chief Executive Officer
(561) 848-4311
Corporate@solitrondevices.com
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