George Risk Industries, Inc.: Form 10-Q for the period ended Jan 31, 2022

MANAGEMENT DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q, includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act) and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), which are subject to the “safe harbor” created by those sections. Any statements herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “expect,” “intend,” “believe,” “estimate,” “project” or “continue,” and the negatives of such terms are intended to identify forward-looking statements. The information included herein represents our estimates and assumptions as of the date of this filing. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

The following discussion should be read in conjunction with the attached unaudited condensed financial statements, and with the Company’s audited financial statements and discussion for the fiscal year ended April 30, 2021.

Executive Summary

The Company’s performance in operations continues to improve through the three quarters of the current fiscal year with the third quarter dipping slightly in sales over the second quarter of the current fiscal year. This is mainly due the inability to obtain all the raw materials that are needed to complete the manufacture of our products and keeping employees staffed at our locations. The Company is on track to have another record setting year for sales. Additionally, the Company’s products are traditionally tied to the housing market and with that market remaining strong, it in turn helps the Company’s sales grow. Opportunities include keeping up with the business growth and finding ways to get our products out to our customers in a timelier manner. One way we are doing this is by looking into more automation. We also continue to look at businesses that might be a good fit to purchase. We also have new products that have hit the marketplace and a couple more that are scheduled to be introduced by the end of the fiscal year. Challenges in the coming months include continuing to get product out to customers in a timely manner and dealing with the COVID-19 pandemic restrictions. Possible COVID-19 challenges include, but are not limited to, price increases and/or delays in the supply chain, reduced sales, workforce interruptions, and economic conditions impacting the stock market. Management continues to work at keeping operations flowing as efficiently as possible with the hopes of getting the facilities running leaner and more profitable than ever before.

Results of Operations

• Net sales were $5,054,000 for the quarter ended January 31, 2022, which is a 9.09% increase from the corresponding quarter last year. Year-to-date net sales were $15,252,000 at January 31, 2022, which is a 14.44% increase from the same period last year. The significant growth in sales is due to our ongoing commitment to outstanding customer service and our ability to customize products. The Company is also seeing continued growth since a major competitor closed its doors at the end of 2019 and having the ability to continue to work through the COVID-19 pandemic.
• Cost of goods sold was 56.61% of net sales for the quarter ended January 31, 2022 and was 51.48% for the same quarter last year. Year-to-date cost of goods sold percentages were 51.85% for the current nine months and 49.76% for the corresponding nine months last year. The current cost of goods sold percentages are right outside of Management’s goal of keeping labor and other manufacturing expenses at less than 50% for both the quarter and year-to-date results. Management continues to work with and train employees to work more efficiently. Raw material prices have soared over the current fiscal year and a significant wage increase went into effect for the company at the beginning of the second quarter of the current fiscal year. Management offset some of these added expenses by implementing a 10% price increase effective January 1, 2022.

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• Operating expenses increased by $17,000 for the quarter and they increased by $316,000 for the nine-months ended January 31, 2022 as compared to the corresponding periods last year. When comparing percentages in relation to net sales, the operating expenses for the quarter ended January 31, 2022 was 20.76% of net sales while it was 22.27% of net sales for the same quarter the prior year. For year-to-date numbers, operating expense were 21.28% and 21.99% of net sales for the nine months ended January 31, 2022 and 2021, respectively. The Company has been able to keep the operating expenses at less than 30% of net sales for many years now; however, the actual dollar amount increase is due to increased commission amounts, related to increased sales, and additional labor costs related to hiring new employees and wage increases.
• Income from operations for the quarter ended January 31, 2022 was $1,144,000, a 5.92% decrease from the corresponding quarter last year, which had income from operations of $1,216,000. Income from operations for the nine months ended January 31, 2022 was $4,098,000, which is an 8.82% increase from the corresponding nine months last year, which had income from operations of $3,766,000.
• Other expenses for the quarter ended January 31, 2022 was $1,085,000, which is a $5,258,000 decrease from the $4,173,000 other income from the same quarter last year. Comparatively, there is a decrease of $5,971,000 in other income for the year-to-date numbers. Most of the activity in these accounts consists of investment interest, dividends, real gains or losses on sale of investments, and unrealized gains or losses on equity securities. The main reason for the decrease in the current quarter and year-to-date numbers is unrealized gain and loss on equity securities. The Company is at the mercy of the stock market when it comes to these figures and the COVID-19 pandemic and other economic reasons have influenced those numbers.
• Overall, net income for the quarter ended January 31, 2022 was down $4,286,000, or 96.38%, from the same quarter last year. Similarly, net income for the nine-month period ended January 31, 2022 was down $4,204,000, or 53.90%, from the same period in the prior year.
• Earnings per common share for quarter ended January 31, 2022 were $0.03 per share and $0.73 per share for the year-to-date numbers. EPS for the quarter and nine months ended January 31, 2021 were $0.90 per share and $1.58 per share, respectively.

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Liquidity and capital resources

Operating

• Net cash decreased $938,000 during the nine months ended January 31, 2022 as compared to an increase of $478,000 during the corresponding period last year.
• Accounts receivable decreased $91,000 for the nine months ended January 31, 2022 compared with a $376,000 increase for the same period last year. The current year decrease is a result of improved sales offset by slightly slower collections of accounts receivable. An analysis of accounts receivable shows that there were 6.61% that were over 90 days at January 31, 2022.
• Inventories increased $1,465,000 during the current nine-month period compared to an increase of $823,000 last year. The larger increase in the current year is due to increases in the cost of raw materials and having more raw materials on hand to supply the increase in sales.
• Prepaid expenses saw a $1,089,000 increase for the current nine months, primarily due to having more prepayments for inventory and prepaying for some machines that will aid in our production process. The prior nine months showed a $327,000 decrease in prepaid expenses.
• Accounts payable shows a $176,000 decrease for the current nine-month period ended January 31, 2022 compared to a $311,000 increase for the prior nine-month period. The company strives to pay all invoices within terms, and the variance in increases is primarily due to the timing of receipt of products and payment of invoices.
• Accrued expenses increased $130,000 for the current nine-month period compared to a $54,000 increase for the nine-month period ended January 31, 2021. The difference in the amounts is primarily due to increased sales commissions and wages.
• Income tax payable increased $163,000 for the current nine-month period, compared to an increase of $249,000 in income tax payable for the nine-months ended January 31, 2021. The current increase is largely due to having increased sales and income and not having large enough income tax estimates.

Investing

• As for our investment activities, the Company spent approximately $164,000 on acquisitions of property and equipment for the current nine-month period, in comparison with the corresponding nine months last year, where there was activity of $426,000.
• Additionally, the Company continues to purchase marketable securities, which include municipal bonds and quality stocks. During the nine-month period ended January 31, 2022 the buy/sell activity in the investment accounts was high. Net cash spent on purchases of marketable securities for the nine-month period ended January 31, 2022 was $640,000 compared to $440,000 spent in the prior nine-month period. The Company continues to use “money manager” accounts for most stock transactions. By doing this, the Company gives an independent third-party firm, who are experts in this field, permission to buy and sell stocks at will. The Company pays a quarterly service fee based on the value of the investments.

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Financing

• The Company continues to purchase back common stock when the opportunity arises. For the nine-month period ended January 31, 2022, the Company purchased $35,000 worth of treasury stock. This is in comparison to $28,000 spent in the same nine months period the prior year.
• The company paid out dividends of $2,256,000 during the nine months ending January 31, 2022. These dividends were paid during the second quarter. The company declared a dividend of $0.50 per share of common stock on September 30, 2021 and these dividends were paid by October 31, 2021. As for the prior year numbers, dividends paid was $1,892,000 for the nine months ending January 31, 2021. A dividend of $0.42 per common share was declared and paid during the second fiscal quarter last year.

The following is a list of ratios to help analyze George Risk Industries’ performance:

New Product Development

The Company and its engineering department continue to develop enhancements to product lines, develop new products which complement existing products, and look for products that are well suited to our distribution network and manufacturing capabilities. Items currently in the development process include:

• Explosion proof contacts that will be UL listed for hazardous locations. There has been demand from our customers for this type of high security magnetic reed switch.
• An updated version of the pool access alarm (PAA) has met electrical listing testing (ETL) approval and production has started. This next-generation model combines our battery operated DPA series with our hard wired 289 series. A variety of installation options are available through jumper pin settings such as instant alarm and seven second delay.
• Wireless technology is a main area of focus for product development. We are considering adding wireless technology to some of our current products. A wireless contact switch is in the final stages of development. Also, we are working on wireless versions of monitoring devices which include glass break detection, tilt sensing and environmental monitoring. A redesign of our brass water valve shut-off system is near completion.
• The Company is developing magnetic contacts which are listed under UL 634 Level 2. These sensors are for high security applications such as government buildings, military use, nuclear facilities, and financial institutions.

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Other Information

In addition to researching and developing new products, management is always open to the possibility of acquiring a business or product line that would complement our existing operations. Due to the Company’s strong cash position, management believes this could be achieved without the need for outside financing. The intent is to utilize the equipment, marketing techniques and established customers to deliver new products and increase sales and profits.

There are no known seasonal trends with any of GRI’s products since we sell to distributors and OEM manufacturers. Our products are tied to the housing industry and will fluctuate with building trends.

Recently Issued Accounting Pronouncements

In June 2016 the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326),” which was subsequently amended in February 2020 by ASU 2020-02, “Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842).” The amendments introduce an impairment model that is based on expected credit losses, rather than incurred losses, to estimate credit losses on certain types of financial instruments (e.g., loans and held-to-maturity securities), including certain off-balance sheet financial instruments (e.g., loan commitments). The expected credit losses should consider historical information, current information, and reasonable and supportable forecasts, including estimates of prepayments, over the contractual term. Financial instruments with similar risk characteristics may be grouped together when estimating expected credit losses. The update with amendment is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company does not believe this new guidance will have a material impact on its financial statements and will implement the disclosures related to this update beginning in fiscal year 2023.

In January 2020, the FASB issued ASU 2020-01, “Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) - Clarifying the Interactions between Topic 321, Topic 323, and Topic 815.” The ASU is based on a consensus of the Emerging Issues Task Force and is expected to increase comparability in accounting for these transactions. ASU 2016-01 made targeted improvements to accounting for financial instruments, including providing an entity the ability to measure certain equity securities without a readily determinable fair value at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Among other topics, the amendments clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting. ASU 2020-01 deals with changes in the significant influence of derivative and investments, of which the Company has none and became effective for the Company in the first quarter of 2021. The adoption of this standard did not have any impact on the Company’s condensed financial statements.

There are no other new accounting pronouncements that are expected to have a significant impact on our financial statements.

GEORGE RISK INDUSTRIES, INC.

Our management, under the supervision and with the participation of our chief executive officer (also working as our chief financial officer), evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of January 31, 2022. Based on that evaluation, management concluded that the disclosure controls and procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms.

In our annual report filed on Report 10-K for the year ended April 30, 2021, management identified the following material weakness in our internal control over financial reporting:

• The small size of our Company limits our ability to achieve the desired level of separation of duties for proper internal controls and financial reporting, particularly as it relates to financial reporting to assure material disclosures or implementation of newly issued accounting standards are included. A secondary review over annual and quarterly filings does occur with an outside party. Due to the departure of the Controller, the current CEO and CFO roles are being fulfilled by the same individual. We do not have an audit committee. We do not believe we have met the full requirement for separation of duties for financial reporting purposes

We continue to operate with a limited number of accounting and financial personnel. For the quarter ending January 31, 2022 the Company did not have a Controller, but management is looking to fill this position as soon as possible. Training will be required to fulfill disclosure control and procedure responsibilities, including review procedures for key accounting schedules and timely and proper documentation of material transactions and agreements. Until sufficient training has taken place for this new Controller, we believe this control deficiency represents material weaknesses in internal control over financial reporting. To mitigate the effects of the material weakness identified in our annual report, the Company contracted with an outside CPA to perform a secondary review of our quarterly report filed on Form 10-Q.

Despite the material weaknesses in financial reporting noted above, we believe that our consolidated financial statements included in this report fairly present our financial position, results of operations and cash flows as of and for the periods presented in all material respects.

We are committed to the establishment of effective internal controls over financial reporting and will place emphasis on quarterly and year-end closing procedures, timely documentation, and internal review of accounting and financial reporting consequences of material contracts and agreements, and enhanced review of all schedules and account analyses by experienced accounting department personnel or independent consultants.

Changes in Internal Control over Financial Reporting

Other than those mentioned above, there were no changes in our internal control over financial reporting during the fiscal quarter ended January 31, 2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

GEORGE RISK INDUSTRIES, INC.