# Nortech Systems Inc: Form 10-Q for the period ended Jun 30, 2022

- Company: [Nortech Systems Inc](/companies/nsys.md) (CIK 722313)
- Form: 10-Q
- Filed: 2022-08-10
- Accepted by EDGAR: Aug 9, 2022, 18:00 ET
- Period: 2022-06-30
- Accession: 0001437749-22-019646
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/722313/000143774922019646/nsys20220630_10q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/722313/000143774922019646/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2022-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2022-04-01 to 2022-06-30 | $32.5m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 6 months, 2022-01-01 to 2022-06-30 | $63.2m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2022-04-01 to 2022-06-30 | $27.5m | us-gaap:CostOfGoodsAndServicesSold |
| Cost of revenue | 6 months, 2022-01-01 to 2022-06-30 | $54.2m | us-gaap:CostOfGoodsAndServicesSold |
| Gross profit | 3 months, 2022-04-01 to 2022-06-30 | $5.0m | us-gaap:GrossProfit |
| Gross profit | 6 months, 2022-01-01 to 2022-06-30 | $9.0m | us-gaap:GrossProfit |
| Research and development | 3 months, 2022-04-01 to 2022-06-30 | $351.0k | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 6 months, 2022-01-01 to 2022-06-30 | $679.0k | us-gaap:ResearchAndDevelopmentExpense |
| Operating income | 3 months, 2022-04-01 to 2022-06-30 | $1.0m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2022-01-01 to 2022-06-30 | $1.2m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2022-04-01 to 2022-06-30 | $117.0k | us-gaap:InterestExpense |
| Interest expense | 6 months, 2022-01-01 to 2022-06-30 | $215.0k | us-gaap:InterestExpense |
| Income tax | 3 months, 2022-04-01 to 2022-06-30 | $189.0k | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months, 2022-01-01 to 2022-06-30 | $122.0k | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2022-04-01 to 2022-06-30 | $719.0k | us-gaap:NetIncomeLoss |
| Net income | 6 months, 2022-01-01 to 2022-06-30 | $857.0k | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2022-04-01 to 2022-06-30 | $0.25 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2022-01-01 to 2022-06-30 | $0.30 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2022-04-01 to 2022-06-30 | $0.27 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2022-01-01 to 2022-06-30 | $0.32 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2022-04-01 to 2022-06-30 | 2,886,755 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2022-01-01 to 2022-06-30 | 2,879,216 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2022-01-01 to 2022-06-30 | −$1.9m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2022-01-01 to 2022-06-30 | $1.2m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2022-06-30 | $944.0k | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2022-06-30 | $56.5m | us-gaap:AssetsCurrent |
| Total assets | at 2022-06-30 | $71.5m | us-gaap:Assets |
| Current liabilities | at 2022-06-30 | $24.3m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2022-06-30 | $44.6m | us-gaap:Liabilities |
| Shareholders' equity | at 2022-06-30 | $26.9m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 17,489 characters.

### Overview

We are a Minnesota, United States based full-service global EMS contract manufacturer in the Medical, Aerospace & Defense and Industrial markets offering a full range of value-added engineering, technical and manufacturing services and support including project management, design, testing, prototyping, manufacturing, supply chain management and post-market services. Our products are complex electromedical and electromechanical products including medical devices, wire and cable assemblies, printed circuit board assemblies, higher-level assemblies, and other box builds for a wide range of industries. We serve three major markets within the EMS industry: Aerospace and Defense, Medical, and the Industrial market which includes industrial capital equipment, transportation, vision, agriculture, oil and gas. We maintain facilities in Bemidji, Blue Earth, Mankato, and Milaca, Minnesota; Monterrey, Mexico; and Suzhou, China. All of our facilities are certified to one or more of the ISO/AS standards, including 9001, AS9100 and 13485, with most having additional certifications based on the needs of the customers they serve.

### Recent Developments

#### Global Pandemic

The COVID-19 pandemic continued to impact our business in the first six months of 2022, primarily by continued supply chain disruptions and delays. The full extent to which COVID-19 will directly or indirectly impact our business, financial condition, and results of operations will depend on future developments that are highly uncertain and cannot be accurately predicted, including new information that may emerge concerning COVID-19, the actions taken to contain it or treat its impact and the economic impact on local, regional, national and international markets.

We will continue to assess the current and potential impacts of the COVID-19 pandemic on our business, financial condition, and results of operations. We actively manage our cash and working capital to preserve adequate liquidity and ensure that our business can continue to operate during these uncertain times.

### Results of Operations

The following table presents statements of operations data as percentages of total net sales for the periods indicated:

|  | Three Months Ended June 30, 2022 | 2021 | Six Months Ended June 30, 2022 | 2021 |
| --- | ---: | ---: | ---: | ---: |
| Net Sales | 100.0% | 100.0% | 100.0% | 100.0 |
| Cost of Goods Sold | 84.6 | 88.1 | 85.7 | 90.1 |
| Gross Profit | 15.4 | 11.9 | 14.3 | 9.9 |
| Selling Expenses | 2.9 | 1.9 | 2.8 | 2.5 |
| General and Administrative Expenses | 8.2 | 8.0 | 8.5 | 10.0 |
| R&D Expenses | 1.1 | 0.7 | 1.1 | 0.4 |
| Restructuring Charges | - | 0.3 | - | 0.6 |
| Gain on Sale of Property and Equipment | 0.0 | (0.3) | 0.0 | (0.2) |
| Income (Loss) from Operations | 3.2 | 1.3 | 1.9 | (3.4) |
| Interest Expense | (0.4) | (0.3) | (0.3) | (0.4) |
| Income (Loss) Before Income Taxes | 2.8 | 1.0 | 1.6 | (3.8) |
| Income Tax Expense (Benefit) | 0.6 | 0.4 | 0.2 | (1.2) |
| Net (Loss) Income | 2.2% | 0.6% | 1.4% | (2.6)% |

### Net Sales

Net sales for the three months ended June 30, 2022 and 2021 were $32.5 and $30.2 million, respectively, an increase of $2.3 million or 8%. Net sales for the six months ended June 30, 2022 and 2021 were $63.2 million and $52.3 million, respectively, an increase of $11.0 million or 21.0%. The three and six month increases were driven by increased demand as well as price increases to counteract higher material and labor cost. We have also taken actions to scale the direct labor workforce and strengthen the supply chain for parts.

Net sales to medical and defense customers increased compared to prior year for both the three and six month periods ended June 30, 2022. Sales to industrial customers decreased in the three months ended June 30, 2022 versus the same period in the prior year primarily due to supply chain challenges for electronic components.

Net sales by our major EMS industry markets for the three and six months ended June 30, 2022 and 2021 were as follows (in millions):

|  | Three Months Ended June 30, 2022 | 2021 | % Change | Six Months Ended June 30, 2022 | 2021 | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Medical | $18.9 | $16.1 | 17.4 | $33.8 | $28.4 | 19.0 |
| Industrial | 9.4 | 10.2 | (7.8) | 18.1 | 16.4 | 10.4 |
| Aerospace and Defense | 4.2 | 3.9 | 7.7 | 11.3 | 7.5 | 50.7 |
| Total Net Sales | $32.5 | $30.2 | 7.6 | $63.2 | $52.3 | 20.8 |

Net sales by timing of transfer of goods and services for the three and six months ended June 30, 2022 is as follows (in millions):

|  | Three Months Ended June 30, 2022 Product/ Service Transferred Over Time | Product Transferred at Point in Time | Noncash Consideration | Total Net Sales by Market |
| --- | ---: | ---: | ---: | ---: |
| Medical | $13.2 | $4.8 | $0.6 | $18.6 |
| Industrial | 6.9 | 2.2 | 0.3 | 9.4 |
| Aerospace and Defense | 3.9 | 0.4 | 0.2 | 4.5 |
| Total net sales | 24.0 | 7.4 | 1.1 | 32.5 |

|  | Six Months Ended June 30, 2022 Product/ Service Transferred Over Time | Product Transferred at Point in Time | Noncash Consideration | Total Net Sales by Market |
| --- | ---: | ---: | ---: | ---: |
| Medical | $23.0 | $9.7 | $1.1 | $33.8 |
| Industrial | 13.4 | 4.0 | 0.7 | 18.1 |
| Aerospace and Defense | 10.0 | 0.8 | 0.5 | 11.3 |
| Total net sales | $46.4 | $14.5 | $2.3 | $63.2 |

20

Net sales by timing of transfer of goods and services for the three and six months ended June 30, 2021 is as follows (in millions):

|  | Three Months Ended June 30, 2021 Product/ Service Transferred Over Time | Product Transferred at Point in Time | Noncash Consideration | Total Net Sales by Market |
| --- | ---: | ---: | ---: | ---: |
| Medical | $12.8 | $3.1 | $0.2 | $16.1 |
| Industrial | 8.3 | 1.7 | 0.2 | 10.2 |
| Aerospace and Defense | 3.7 | 0.1 | 0.1 | 3.9 |
| Total net sales | $24.8 | $4.9 | $0.5 | $30.2 |

|  | Six Months Ended June 30, 2021 Product/ Service Transferred Over Time | Product Transferred at Point in Time | Noncash Consideration | Total Net Sales by Market |
| --- | ---: | ---: | ---: | ---: |
| Medical | $21.7 | $6.0 | $0.7 | $28.4 |
| Industrial | 12.9 | 3.1 | 0.4 | 16.4 |
| Aerospace and Defense | 6.8 | 0.4 | 0.3 | 7.5 |
| Total net sales | $41.4 | $9.5 | $1.4 | $52.3 |

21

### Backlog

Our 90-day shipment backlog as of June 30, 2022 was $35.9 million, a 1.2% increase from the beginning of the quarter and a 3.5% increase from June 30, 2021. Our backlog consists of firm purchase orders we expect to ship in the next 90 days, with any remaining amounts to be transferred within 180 days.

Our 90-day shipment backlog by market has remained relatively constant when compared to the prior quarter end and the same period of the prior year. 90-day shipment backlog by our major industry markets are as follows (in millions):

|  | Shipment Backlog as of the Period Ended June 30 2022 | March 31 2022 | June 30 2021 |
| --- | ---: | ---: | ---: |
| Medical | $20.9 | $19.7 | $18.9 |
| Industrial | 9.8 | 9.7 | 9.8 |
| Aerospace and Defense | 5.2 | 6.0 | 6.0 |
| Total 90-Day Backlog | $35.9 | $35.4 | $34.7 |

Our 90-day backlog varies due to order size, manufacturing delays, contract terms and conditions and timing from customer delivery schedules and releases. These variables cause inconsistencies in comparing the backlog from one period to the next. Our total shipment backlog was $106.2 million and $71.5 million as of June 30, 2022 and 2021, respectively. This backlog contains the contract asset value of $9.1 million which have been recognized as revenue.

### Gross Profit

Gross profit as a percent of net sales was 15.4% and 11.9% for the three months ended June 30, 2022 and 2021, respectively. Gross profit as a percent of net sales was 14.3% and 9.9% for the six months ended June 30, 2022 and 2021, respectively. The gross profit improvement was primarily driven by price increases in response to material and labor cost inflation as well as higher production volume which increased plant utilization.

### Selling Expense

Selling expenses for the three months ended June 30, 2022 and 2021 were $1.0 million or 2.9% of sales and $0.6 million or 1.9% of sales, respectively. Selling expenses for the six months ended June 30, 2022 and 2021 were $1.8 million or 2.8% of sales and $1.3 million or 2.5% of sales, respectively. The increase in selling expense for the three and six months ended June 30, 2022 compared to the same periods of the prior year relates to an increase in headcount to support the increased sales.

### General and Administrative Expense

General and administrative expenses for the three months ended June 30, 2022 and 2021 were $2.7 million or 8.2% of sales and $2.4 million or 8.0% of sales, respectively. General and administrative expenses for the six months ended June 30, 2022 and 2021 were $5.4 million or 8.5% of sales and $5.2 million or 10.0% of sales, respectively. General and administrative expenses for the three and six months ended June 30, 2022 were held relatively flat compared to the same periods of the prior year, and are generally fixed in nature.

### Restructuring Charges

Restructuring charges for the three and six months ended June 30, 2021 were $0.1 million and $0.3 million, respectively. There were no restructuring charges for the three and six months ended June 30, 2022. The restructuring charges relate to the closure of the Merrifield facility during 2021.

### Research and Development Expense

Research and development expenses were $0.4 million or 1.1% of net sales for the three months ended June 30, 2022 and $0.7 million or 1.1% of net sales for the six months ended June 30, 2022. Research and development expenses for both the three and six months ended June 30, 2021 was $0.2 million.

### Income (Loss) From Operations

Income from operations for the three months ended June 30, 2022 was $1.0 million compared to $0.4 million for the three months ended June 30, 2021. Income from operations for the six months ended June 30, 2022 was $1.2 million compared to a loss from operations of $1.8 million for the six months ended June 30, 2021. The three and six month improvements compared to the same periods of the prior year were driven by the increase in sales and gross margin as a percent of sales.

### Interest Expense

Interest expense was $0.1 million for both the three months ended June 30, 2022 and 2021. Interest expense was $0.2 million for both the six months ended June 30, 2022 and 2021.

### Income Taxes

On a quarterly basis, we estimate what our effective tax rate will be for the full fiscal year and record a quarterly income tax provision based on the anticipated rate. As the year progresses, we refine our estimate based on the facts and circumstances, including discrete events, by each tax jurisdiction.

Our effective tax rate for the three and six months ended June 30, 2022 was 21% and 12%, respectively. The effective tax rate for the three and six months ended June 30, 2021 was 38% and 30%, respectively. The primary driver of the change in the effective tax rate is attributable to a US loss compared to income from the foreign entities.

### Net Income (Loss)

Net income for the three months ended June 30, 2022 was $719 thousand or $0.27 per basic common share and $0.25 per diluted common share. Net income for the three months ended June 30, 2021 was $179 thousand or $0.07 per basic common share and $0.06 per diluted common share. Net income for the six months ended June 30, 2022 was $857 thousand or $0.32 per basic common share and $0.30 per diluted common share. Net loss for the six months ended June 30, 2021 was ($1,375) thousand or ($0.52) per basic and diluted common share.

### Liquidity and Capital Resources

We believe that our existing financing arrangements, anticipated cash flows from operations, funds expected to be received for the ERC and cash on hand will be sufficient to satisfy our working capital needs for the next twelve months, capital expenditures and debt repayments.

### Credit Facility

We have a credit agreement with Bank of America which was entered into on June 15, 2017 and provides for a line of credit arrangement of $16.0 million that expires on June 15, 2026.

Under the amended Bank of America credit agreement signed December 31, 2021, the line of credit is subject to variations in the Bloomberg Short-Term Bank Yield (BSBY) index rate. Our line of credit bears interest at a weighted-average interest rate of 3.9% and 3.5% as of June 30, 2022 and December 31, 2021, respectively. We had borrowings on our line of credit of $11.4 million and $9.0 million outstanding as of June 30, 2022 and December 31, 2021, respectively. There are no subjective acceleration clauses under the credit agreement that would accelerate the maturity of our outstanding borrowings. The line of credit is shown net of debt issuance costs of $50 thousand and $58 thousand on the consolidated balance sheet for the periods ended June 30, 2022 and December 31, 2021, respectively.

The line of credit with Bank of America contains certain covenants which, among other things, require us to adhere to regular reporting requirements, abide by annual shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures.

The Bank of America Credit Agreement provides for, among other things, a Fixed Charge Coverage Ratio of not less than 1.0 to 1.0 for the twelve months ended at each Fiscal Quarter end subject only during a trigger period commencing when our availability under our line is less than $2,000 until availability is above that amount for 30 days. As of June 30, 2022 the Company was in compliance with its covenants.

At June 30, 2022, we had unused availability under our line of credit of $4.2 million supported by our borrowing base. The line is secured by substantially all of our assets. In the first quarter of 2022, we amended our credit agreement to include the Employee Retention Credit Receivable as security in our line of credit which improved our unused availability.

### Off-Balance Sheet Arrangements

We have not engaged in any off-balance sheet activities as defined in Item 303(a)(4) of Regulation S-K.

### Critical Accounting Policies and Estimates

Our significant accounting policies and estimates are summarized in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2021. Some of our accounting policies require us to exercise significant judgment in selecting the appropriate assumptions for calculating financial estimates. Such judgments are subject to an inherent degree of uncertainty. These judgments are based on our historical experience, known trends in our industry, terms of existing contracts and other information from outside sources, as appropriate. Actual results could differ from these estimates.

### Forward-Looking Statements

Those statements in the foregoing report that are not historical facts are forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

|  |  |
| --- | --- |
| ♦ | Volatility in the marketplace which may affect market supply, demand of our products, labor rates or currency exchange rates; |
| ♦ | Supply chain disruption and unreliability; |
| ♦ | Lack of supply of sufficient human resources to produce our products; |
| ♦ | Increased competition from within the EMS industry or the decision of OEMs to cease or limit outsourcing; |
| ♦ | Changes in the reliability and efficiency of our operating facilities or those of third parties; |
| ♦ | Increases in certain raw material costs such as copper and oil; |
| ♦ | Commodity and energy cost instability; |
| ♦ | Risks related to FDA noncompliance; |
| ♦ | The loss of a major customer; |
| ♦ | General economic, financial and business conditions that could affect our financial condition and results of operations; |
| ♦ | Increased or unanticipated costs related to compliance with securities and environmental regulation; |
| ♦ | Disruption of global or local information management systems due to natural disaster or cyber-security incident; |
| ♦ | Outbreaks of epidemic, pandemic, or contagious diseases, such as the recent novel coronavirus that affect our operations, our customers' operations or our suppliers' operations. |

The factors identified above are believed to be important factors (but not necessarily all of the important factors) that could cause actual results to differ materially from those expressed in any forward-looking statement made by us. Discussion of these factors is also incorporated in Part I, Item 1A, “Risk Factors,” and should be considered an integral part of Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Unpredictable or unknown factors not discussed herein could also have material adverse effects on forward-looking statements. All forward-looking statements included in this Form 10-K are expressly qualified in their entirety by the forgoing cautionary statements. We undertake no obligations to update publicly any forward-looking statement (or its associated cautionary language) whether as a result of new information or future events.

Please refer to forward-looking statements and risks as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

## Controls and procedures

As filed, 1,430 characters.

### Evaluation of Disclosure Controls and Procedures

In accordance with Rule 13a-15(b) of the Securities Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this Quarterly Report on Form 10-Q, our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act). These controls and procedures are designed to ensure that information required to be disclosed in the Company’s Exchange Act reports is (1) recorded, processed, summarized and reported in a timely manner, and (2) accumulated and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based upon their evaluation of these disclosure controls and procedures as of the date of the evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective.

### Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting during our most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 600 characters.

We are affected by the risks specific to us as well as factors that affect all businesses operating in a global market. The significant factors known to us that could materially adversely affect our business, financial condition or operating results or could cause our actual results to differ materially from our expectations are described in our annual report on Form 10-K for the fiscal year ended under the heading “Part I – Item 1A.Risk Factors.” There have been no material changes in the risk factors from those disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021.

Filed Aug 10, 2022.
Source: SEC EDGAR, the filing index for accession 0001437749-22-019646. Last ingested by Listed: Oct 24, 2026, 14:55 ET. No prices; not investment advice.