Company Quick10K Filing
Micropac Industries
Price10.05 EPS1
Shares3 P/E12
MCap26 P/FCF11
Net Debt-12 EBIT2
TEV13 TEV/EBIT7
TTM 2019-08-24, in MM, except price, ratios
10-Q 2020-02-29 Filed 2020-04-14
10-K 2019-11-30 Filed 2020-02-12
10-Q 2019-08-24 Filed 2019-10-08
10-Q 2019-05-25 Filed 2019-07-09
10-Q 2019-02-23 Filed 2019-04-10
10-K 2018-11-30 Filed 2019-02-05
10-Q 2018-08-25 Filed 2018-10-09
10-Q 2018-05-26 Filed 2018-07-10
10-Q 2018-02-24 Filed 2018-04-10
10-K 2017-11-30 Filed 2018-02-08
10-Q 2017-08-26 Filed 2017-10-10
10-Q 2017-05-27 Filed 2017-07-11
10-Q 2017-02-25 Filed 2017-04-11
10-K 2016-11-30 Filed 2017-02-09
10-Q 2016-08-27 Filed 2016-10-11
10-Q 2016-05-28 Filed 2016-07-12
10-Q 2016-02-27 Filed 2016-04-12
10-K 2015-11-30 Filed 2016-02-16
10-Q 2015-08-29 Filed 2015-10-13
10-Q 2015-05-30 Filed 2015-07-14
10-Q 2015-02-28 Filed 2015-04-14
10-K 2014-11-30 Filed 2015-02-17
10-Q 2014-08-30 Filed 2014-10-14
10-Q 2014-05-31 Filed 2014-07-15
10-Q 2014-03-01 Filed 2014-04-15
10-K 2013-11-30 Filed 2014-02-13
10-Q 2013-08-31 Filed 2013-10-15
10-Q 2013-06-01 Filed 2013-07-16
10-Q 2013-03-02 Filed 2013-04-16
10-K 2012-11-30 Filed 2013-02-14
10-Q 2012-08-25 Filed 2012-10-09
10-Q 2012-05-26 Filed 2012-07-10
10-Q 2012-02-25 Filed 2012-04-10
10-K 2011-11-30 Filed 2012-02-14
10-Q 2011-08-27 Filed 2011-10-11
10-Q 2011-05-28 Filed 2011-07-12
10-Q 2011-02-26 Filed 2011-04-12
10-K 2010-11-30 Filed 2011-02-08
10-Q 2010-08-28 Filed 2010-10-12
10-Q 2010-05-29 Filed 2010-07-13
10-Q 2010-02-27 Filed 2010-04-13
10-K 2009-11-30 Filed 2010-02-17
8-K 2020-05-05 Other Events
8-K 2020-04-23 Enter Agreement, Off-BS Arrangement, Exhibits
8-K 2019-12-12 Other Events
8-K 2019-12-03 Officers
8-K 2018-12-18 Other Events

MPAC 10Q Quarterly Report

Part I - Financial Information
Item 1.	Financial Statements
Note 1 Basis of Presentation
Note 2 Significant Accounting Policies
Note 3 New Accounting Pronouncements
Note 4 Fair Value Measurement
Note 5 Commitments
Note 6 Earnings per Common Share
Note 7 Shareholders' Equity
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Item 4.Controls and Procedures
Part II - Other Information
Item 1.Legal Proceedings
Item 1Arisk Factors
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Item 3.Defaults Upon Senior Securities
Item 4.Mine Safety Disclosure
Item 5.Other Information
Item 6.Exhibits
EX-31.1 exh311.htm
EX-31.2 exh312.htm
EX-32.1 exh321.htm
EX-32.2 exh322.htm

Micropac Industries Earnings 2020-02-29

Balance SheetIncome StatementCash Flow
0.10.10.10.00.00.02012201420172020
Assets, Equity
0.10.10.0-0.0-0.1-0.12012201420172020
Rev, G Profit, Net Income
0.10.10.0-0.0-0.1-0.12012201420172020
Ops, Inv, Fin

10-Q 1 micropac10q.htm

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

     
[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended February 29, 2020

OR

     
[  ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 0-5109

 

MICROPAC INDUSTRIES, INC.

 

 

Delaware   75-1225149
(State of Incorporation)   (IRS Employer Identification No.)

 

 

905 E. Walnut, Garland, Texas   75040
(Address of Principal Executive Office)   (Zip Code)

 

Registrant’s Telephone Number, including Area Code: (972) 272-3571

 

Securities Registered Pursuant to Section 12(g) of the Act: common stock, par value $0.10.

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [  ]

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes [X] No [  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer   [  ] Emerging growth company     [  ]

Accelerated filer [  ]

Non-accelerated filer [  ]

Smaller reporting company [X]

 

 

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. [  ]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X]

 

On April 14, 2020 there were 2,578,315 shares of Common Stock, $0.10 par value, outstanding.

1 
 

MICROPAC INDUSTRIES, INC.

 

FORM 10-Q

 

February 29, 2020

 

INDEX

 

PART I - FINANCIAL INFORMATION

 

ITEM 1 -FINANCIAL STATEMENTS

 

Condensed Balance Sheets as of February 29, 2020 (unaudited) and November 30, 2019

 

Condensed Statements of Operations for the three months ended February 29, 2020 and February 23, 2019 (unaudited)

 

Condensed Statements of Cash Flows for the three months ended February 29, 2020 and February 23, 2019 (unaudited)

 

Statements of Shareholders’ Equity for the three months ended February 29, 2020 and February 23, 2019 (unaudited)

 

Notes to Condensed Financial Statements (unaudited)

 

ITEM 2 -MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

ITEM 3 -QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

ITEM 4 -CONTROLS AND PROCEDURES

 

 

 

PART II - OTHER INFORMATION

 

ITEM 1 - LEGAL PROCEEDINGS

ITEM 1A -RISK FACTORS

ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES

ITEM 4 - MINE SAFETY DISCLOSURE

ITEM 5 - OTHER INFORMATION

ITEM 6 - EXHIBITS

 

 

 

SIGNATURES

 

 

 

 

2 
 

PART I - FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

MICROPAC INDUSTRIES, INC.

CONDENSED BALANCE SHEETS

(Dollars in thousands)

 

     02/29/2020       11/30/2019
     (Unaudited)        
CURRENT ASSETS            
Cash and cash equivalents  $14,706   $13,890 
Short-term investments   —      2,089 
Receivables, net of allowance for doubtful accounts of
$0 at February 29, 2020 and November 30, 2019
   3,475    3,382 
        Contract assets   864    519 
 Inventories:          
Raw materials and supplies   5,185    4,427 
Work-in process   2,593    2,616 
                             Total inventories   7,778    7,403 
 Prepaid expenses and other assets   441    572 
                             Total current assets   27,264    27,495 
           
PROPERTY, PLANT AND EQUIPMENT, at cost:          
Land   1,518    1,518 
Buildings   498    498 
Facility improvements   1,109    1,109 
Furniture and fixtures   977    977 
Construction in process equipment   653    645 
Machinery and equipment   8,999    9,027 
                      Total property, plant, and equipment   13,754    13,774 
Less accumulated depreciation   (10,185)   (10,125)
                                     Net property, plant, and equipment   3,569    3,649 
           
Operating lease right to use asset   153    —   

 

Total assets

  $30,986   $31,144 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
           
CURRENT LIABILITIES:          
Accounts payable  $837   $851 
Accrued compensation   665    1,287 
Deferred revenue   242    390 
Property taxes   37    104 
Income tax   318    213 
Current portion of operating lease liabilities   36    —   
Other accrued liabilities   27    26 
                               Total current liabilities   2,162    2,871 
           
Operating lease liabilities   117    —   
Deferred income taxes, net   20    20 
                               Total liabilities   2,299    2,891 
Commitments and contingencies          
SHAREHOLDERS’ EQUITY          
Common stock, $.10 par value, authorized 10,000,000
shares, 3,078,315 issued and 2,578,315 outstanding at
February 29, 2020 and November 30, 2019
   308    308 
Additional paid-in-capital   885    885 
       Treasury stock, 500,000 shares, at cost   (1,250)   (1,250)
Retained earnings   28,744    28,310 
           
                                Total shareholders’ equity   28,687    28,253 
           
                                        Total liabilities and shareholders’ equity  $30,986   $31,144 
           

See accompanying notes to financial statements.

3 
 

MICROPAC INDUSTRIES, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Dollars in thousands except share data)

(Unaudited)

 

        Three months ended  
    02/29/2020    02/23/2019 
           
           
NET SALES  $5,957   $3,805 
           
COST AND EXPENSES:          
           
    Cost of goods sold   (3,325)   (2,347)
           
    Research and development   (478)   (390)
           
    Selling, general & administrative expenses   (1,376)   (1,317)
           
                                    Total cost and expenses   (5,179)   (4,054)
           
OPERATING INCOME (LOSS)   778    (249)
           
Other income, net   26    23 
           
INCOME (LOSS) BEFORE TAXES   804    (226)
           
    (Provision) benefit for taxes   (112)   32 
           
NET INCOME (LOSS)  $692   $(194)
NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED  $0.27   $(0.08)
           
DIVIDENDS PER SHARE  $0.10   $0.10 
           
WEIGHTED AVERAGE OF SHARES, basic and diluted   2,578,315    2,578,315 
           

 

See accompanying notes to financial statements.

 

4 
 

MICROPAC INDUSTRIES, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)

 

   Three months ended
 CASH FLOWS FROM OPERATING ACTIVITES:   2/29/2020    2/23/2019 
Net income (loss)  $692   $(194)
Adjustments to reconcile net income (loss) to          
net cash (used in) provided by operating activities:          
    Depreciation   98    93 
    Change in right of use of asset   12    —   
    Changes in certain current assets and liabilities          
       Accounts receivable   (93)   1,321 
       Contract Assets   (345)   (40)
       Inventories   (735)   (496)
       Prepaid expense and other current assets   131    208 
       Prepaid income taxes   —      (36)
       Deferred revenue   (148)   87 
       Accounts payable   (14)   67 
       Income taxes   105    —   
       Lease liabilities   (12)   —   
       Accrued compensation   (622)   (255)
       Other accrued liabilities   (67)   (162)
           
                                 Net cash (used in) provided by operating activities   (998)   593 
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
           
        Sale of short term investments   2,090    2,061 
        Purchase of short term investments   (1)   (2,068)
        Additions to property, plant and equipment   (17)   (48)
           
                         Net cash provided by (used in) investing activities   2.072    (55)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
         Cash dividend   (258)   (258)
           
                                  Net cash used in financing activities   (258)   (258)
           
Net change in cash and cash equivalents   816    280 
           
Cash and cash equivalents at beginning of period   13,890    10,483 
           
Cash and cash equivalents at end of period  $14,706   $10,763 
 Supplemental Cash Flow Disclosure:          
               Cash paid for income taxes  $7   $5 
           

 

See accompanying notes to financial statements.

 

5 
 

MICROPAC INDUSTRIES, INC.

STATEMENTS OF SHAREHOLDERS’ EQUITY

FOR THE QUARTERS ENDED FEBRUARY 29, 2020 AND FEBRUARY 23, 2019

(Dollars in thousands)

(Unaudited)

 

 

   Common  Additional  Treasury  Retained   
   Stock  paid-in-capital  Stock  Earnings  Total
                
BALANCE, November 30, 2018  $308   $885   $(1,250)  $24,800   $24,743 
                          
Impact of change in accounting policy   —      —      —      55    55 
                          
Dividend   —      —      —      (258)   (258)
Net loss   —      —      —      (194)   (194)
                          
BALANCE, February 23, 2019  $308   $885   $(1,250)  $24,403   $24,346 
                          
                          
                          
BALANCE, November 30, 2019  $308   $885   $(1,250)  $28,310   $28,253 
                          
Dividend   —      —      —      (258)   (258)
Net loss   —      —      —      692    692 
                          
BALANCE, February 29, 2020  $308   $885   $(1,250)  $28,744   $28,687 

 

See accompanying notes to financial statements.

 

6 
 

MICROPAC INDUSTRIES, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

 

Note 1 BASIS OF PRESENTATION

 

Business Description

 

Micropac Industries, Inc. (the “Company”), a Delaware corporation, designs, manufactures and distributes various types of microelectronic circuits including solid state relays and power controllers, optoelectronic components, and sensor and display components and assemblies. The Company’s products are used as components and assemblies in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, satellite systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200o C) products.

 

The Company’s facilities are certified and qualified by the Defense Logistics Agency (DLA) to MIL-PRF-38534 (class K-space level) and MIL-PRF-19500 JANS (space level) and are certified to ISO 9001:2008 and AS 9100D. Micropac is a National Aeronautics and Space Administration (NASA) core supplier, and is registered to AS9100-Aerospace Industry standard for supplier certification. The Company has Underwriters Laboratories (UL) approval on our industrial power controllers.

 

The Company’s core technology is microelectronic and optoelectronic designs to include the packaging and interconnecting of multi-chip microelectronics modules. Other technologies include light emitting and light sensitive materials and products, including light emitting diodes and silicon phototransistors, and electronic integration used in the Company’s optoelectronic components and assemblies.

 

The business of the Company was started in 1963 as a sole proprietorship. On March 3, 1969, the Company was incorporated under the name of “Micropac Industries, Inc.” in the state of Delaware. The stock was publicly held by 440 shareholders on February 29, 2020.

 

In the opinion of management, the unaudited financial statements include all adjustments (consisting of only normal, recurring adjustments) necessary to present fairly the financial position as of February 29, 2020, the results of operations and cash flows for the three months ended February 29, 2020 and February 23, 2019. Unaudited financial statements are prepared on a basis substantially consistent with those audited for the year ended November 30, 2019. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (GAAP) have been condensed or omitted pursuant to the rules and regulations promulgated by the Securities and Exchange Commission. The Company’s fiscal year ends on the last day of November. The quarterly results end on the last Saturday of the quarter.

 

It is suggested that these financial statements be read in conjunction with the November 30, 2019 Form 10-K filed with the SEC, including the audited financial statements and the accompanying notes thereto.

 

Impact of COVID-19 on our Business

 

The impact of the COVID-19 pandemic continues to unfold. The extent of the pandemic’s effect on our operational and financial performance will depend in large part on future developments, which cannot be predicted with confidence at this time. Future developments include the duration, scope and severity of the pandemic, the actions taken to contain or mitigate its impact, the impact on governmental programs and budgets, the development of treatments or vaccines, and the resumption of widespread economic activity. Due to the inherent uncertainty of the unprecedented and rapidly evolving situation, we are unable to predict with any confidence the likely impact of the COVID-19 pandemic on our future operations. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

 

Note 2 SIGNIFICANT ACCOUNTING POLICIES

 

Revenue Recognition

 

The core principle of revenue recognition under GAAP is that the Company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

 

The Company’s revenue on the majority of its customer contracts are recognized at a point in time, generally upon shipment of products.

 

To achieve that core principle, the Company applied the following steps:

 

7 
 

1. Identify the contract(s) with a customer.

 

The Company designs, manufactures and distributes various types of microelectronic circuits, optoelectronics, and sensors and displays. The Company’s products are used as components and assemblies in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, satellite systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200o C) products.

 

The Company’s revenues are from purchase orders and/or contracts with customers associated with manufacture of products. We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable.

 

2. Identify the performance obligations in the contract.

 

The majority of the Company’s purchase orders or contracts with customers contain a single performance obligation, the shipment of products.

 

3. Determine the transaction price.

 

The transaction price reflects the Company’s expectations about the consideration it will be entitled to receive from the customer at a fixed price per unit shipped based on the terms of the contract or purchase order with the customer. To the extent our actual costs vary from the fixed price that was negotiated, we will generate more or less profit or could incur a loss.

 

4. Allocate the transaction price to the performance obligations in the contract.

 

5. Recognize revenue when (or as) the Company satisfies a performance obligation.

This performance obligation is satisfied when control of the product is transferred to the customer, which occurs upon shipment or delivery. The Company receives purchase orders for products to be delivered over multiple dates that may extend across reporting periods. The Company accounting policy treats shipping and handling activities as a fulfillment cost. The Company invoices for each delivery upon shipment and recognizes revenues at the fixed price for each distinct product delivered when transfer of control has occurred, which is generally upon shipment.

 

For certain contracts under which the Company produces products with no alternative use and for which the Company has an enforceable right to payment during the production cycle, the Company recognizes revenue for the cost incurred of work in process plus a margin at the end of each period and records a contract asset (unbilled receivable). The majority of these products are shipped weekly and monthly to the customer and the contract require us to manage and limit the level of work in process to meet the scheduled delivery dates.

 

In addition, the Company may have a contract or purchase order to provide a non-recurring engineering service to a customer. These contracts are reviewed and performance obligations are determined and we recognize revenue at the point in time in which each performance obligation is fully satisfied.

 

Disaggregation of Revenue

The following table summarizes the Company’s net sales by product line.

   2/29/2020  2/23/2019
Microcircuits  $1,828   $882 
Optoeletronics   1,574    1,249 
Sensors and Displays   2,555    1,674 
   $5,957   $3,805 
           
Timing of revenue recognition          
Transferred at a point in time  $5,093   $3,522 
Transferred over time   864    283 
    Total Revenue  $5,957   $3,805 

 

8 
 

The following table summarizes the Company’s net sales by major market.

2020 First Quarter Sales by Major Market
     Military      Space      Medical      Commercial      Total  
Domestic Direct  $1,142   $685   $757   $395   $2,979 
Domestic Distribution   2,492    —      5    110    2,607 
International   168    171    —      32    371 
   $3,802   $856   $762   $537   $5,957 
                          
2019 First Quarter Sales by Major Market
    Military     Space     Medical    Commercial    Total 
Domestic Direct  $919   $276   $765   $309   $2,269 
Domestic Distribution   1,175    —      —      56    1,231 
International   86    135    —      84    305 
   $2,180   $411   $765   $449   $3,805 

 

 

Receivables, net, Contract Assets and Contract Liabilities

 

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and customer advances and deposits (contract liabilities) on the Consolidated Balance Sheets. 

 

Receivables, net, contract assets and contract liabilities were as follows:

 

   February 29, 2020  November 30, 2019
Receivables, net  $3,475   $3,382 
Contract assets  $864   $519 
Deferred Revenue  $242   $390 

 

Revenue recognized in 2020 that was included in the deferred revenue liability balance at the beginning of the year was $147,000.

 

Contract costs

 

The Company does not have material incremental costs to obtain a contract in the form of sales commissions or bonuses. The Company incurs other immaterial costs to obtain and fulfill a contract; however, the Company has elected the practical expedient under ASC 340-40-24-4 to recognize all incremental costs to obtain a contract as an expense when incurred if the amortization period is one year or less.

 

Short-Term Investments

 

The Company has no short-term investments at February 29, 2020. Short-term investments consist of certificates of deposits with maturities greater than 90 days. These investments are reported at historical cost, which approximates fair value. All highly liquid investments with maturities of 90 days or less are classified as cash equivalents.

 

Inventories

 

Inventories are stated at lower of cost or net realizable value and include material, labor and manufacturing overhead. All inventories are valued using the FIFO (first-in, first-out) method of inventory valuation. The Company determines the need to write inventory down to the lower of cost or net realizable value via an analysis based on the usage of inventory over a three year period and projected usage based on current backlog.

 

Income Taxes

 

The Company accounts for income taxes using the asset and liability method. Under this method the Company records deferred income taxes for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. The resulting deferred tax liabilities and assets are adjusted to reflect changes in tax law or rates in the period that includes the enactment date.

 

9 
 

The Company records a liability for an unrecognized tax benefit for a tax position that is not “more-likely-than-not” to be sustained.  The Company did not record any liability for uncertain tax positions as of November 30, 2019.

 

Property, Plant, and Equipment

 

Property, plant, and equipment are carried at cost, and depreciation is provided using the straight-line method at rates based upon the following estimated useful lives (in years) of the assets:

 

Buildings....................................................................................................................................................15

Facility improvements......................................................................................................................... 8-15

Machinery and equipment................................................................................................................. 5-10

Furniture and fixtures ...........................................................................................................................5-8

 

The Company assesses long-lived assets for impairment in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) ASC 360-10-35, Property, Plant and Equipment – Subsequent Measurement. When events or circumstances indicate that an asset may be impaired, an assessment is performed. The estimated future undiscounted cash flows associated with the asset are compared to the asset’s net book value to determine if a write down to market value less cost to sell is required.

 

Repairs and maintenance are expensed as incurred. Improvements which extend the useful lives of property, plant, and equipment are capitalized.

 

Research and Development Costs

 

Costs for the design and development of new products are expensed as incurred.

 

Leases

 

In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842). Under the new standard, lessees will be required to recognize lease assets and liabilities for all leases, with certain exceptions, on their balance sheets. Public business entities are required to adopt the standard for reporting periods beginning after December 15, 2018. The Company adopted in the first quarter of 2020 and had no material impact on its consolidated financial statements. The Company adopted ASC 842 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the three months ended February 23, 2019 or as of November 30, 2019. Upon transition to the new standard, the Company elected the package of practical expedients, which permitted the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.

 

In the first quarter of 2020, the Company entered into a three (3) year lease extension on the property that has been leased on a year to year basis. As a result, we recognized $ 165,000 for operating lease liabilities and right-of-use assets upon adoption of ASC 842. The Company had an operating lease expense of $12,000 in the first quarter of 2020. The Company used an estimated incremental borrowing rate of 3.25% representative of the rate of interest that the company would have to pay to borrow on the Company’s line of credit. The remaining lease term is three years.

 

The undiscounted future minimum lease payments consist of the following at:

   2/29/2020
 2020   $39,000 
 2021    53,000 
 2022    55,000 
 2023    14,000 
 Total lease payments    161,000 
 Interest    8,000 
 Present value of lease liabilities   $153,000 

 

 

Note 3 NEW ACCOUNTING PRONOUNCEMENTS

 

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. The ASU requires the use of an “expected loss” model for instruments measured at amortized cost, in which companies will be required to estimate the lifetime expected credit loss and record an allowance to offset the amortized cost basis, resulting in a net presentation of the amount expected to be collected on the financial

10 
 

asset. The new guidance is effective for fiscal years beginning after December 15, 2022 for Smaller Reporting Companies, including interim periods within those fiscal years and requires a modified-retrospective approach to adoption. The Company believes that adopting ASU 2016-13 will have no material impact on the financial statements and related disclosures.

 

Note 4 FAIR VALUE MEASUREMENT

 

The Company had no financial assets or liabilities measured at fair value on a recurring basis as of February 29, 2020 and November 30, 2018.  The fair value of financial instruments such as cash and cash equivalents, short term investments, accounts receivable, and accounts payable approximate their carrying amount based on the short maturity of these instruments.  There were no nonfinancial assets measured at fair value on a nonrecurring basis at February 29, 2020 and November 30, 2018.

 

Note 5 COMMITMENTS

 

On May 30, 2019, the Company renewed the Loan Agreement with a Texas banking institution. The Loan Agreement provides for revolving credit loans, in amounts not to exceed a total principal balance of $6,000,000 with a rate equal to prime rate. The Loan Agreement also contains financial covenants to maintain at all times including (i) minimum working capital of not less than $4,000,000, (ii) a ratio of senior funded debt, minus the Company’s balance sheet cash on hand to the extent in excess of $2,000,000 to EBITDA of not more than 3.0 to 1.0, and (iii) a ratio of free cash flow to debt service of not less than 1.2 to 1.0. The Company has not, to date, drawn any amounts under the revolving line of credit and is currently in compliance with the financial covenants. The agreement termination date is April 23, 2021.

 

Note 6 EARNINGS PER COMMON SHARE

 

Basic and diluted earnings per share are computed based upon the weighted average number of shares outstanding during the respective periods. Diluted earnings per share gives effect to all dilutive potential common shares. For the three months ended February 29, 2020 and February 23, 2019, the Company had no dilutive potential common stock instruments.

 

Note 7 SHAREHOLDERS’ EQUITY

 

On December 11, 2018, the Board of Directors of Micropac Industries, Inc. approved the payment of a $0.10 per share special dividend to all shareholders of record as of January 9, 2019. The dividend was paid to shareholders on February 8, 2019.

 

On December 10, 2019, the Board of Directors of Micropac Industries, Inc. approved the payment of a $0.10 per share special dividend to all shareholders of record as of January 8, 2020. The dividend was paid to shareholders on February 14, 2020.

 

 

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MICROPAC INDUSTRIES, INC.

(Unaudited)

 

 

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Business

 

Micropac Industries, Inc. (the “Company”), a Delaware corporation, designs, manufactures and distributes various types of microelectronic circuits including solid state relays and power controllers, optoelectronic components, and sensor and display components and assemblies. The Company’s products are used as components and assemblies in a broad range of military, space and industrial systems, including aircraft instrumentation and navigation systems, satellite systems, power supplies, electronic controls, computers, medical devices, and high-temperature (200o C) products.

 

The Company’s facilities are certified and qualified by the Defense Logistics Agency (DLA) to MIL-PRF-38534 (class K-space level) and MIL-PRF-19500 JANS (space level) and are certified to ISO 9001:2008 and AS 9100D. Micropac is a National Aeronautics and Space Administration (NASA) core supplier, and is registered to AS9100-Aerospace Industry standard for supplier certification. The Company has Underwriters Laboratories (UL) approval on our industrial power controllers.

 

The Company’s core technology is microelectronic and optoelectronic designs to include the packaging and interconnecting of multi-chip microelectronics modules. Other technologies include light emitting and light sensitive materials and products, including light emitting diodes and silicon phototransistors, and electronic integration used in the Company’s optoelectronic components and assemblies.

 

Results of Operations

       Three months ended
    2/29/2020    2/23/2019 
NET SALES   100.0%   100.0%
           
COST AND EXPENSES:          
    Cost of Goods Sold   55.8%   61.7%
    Research and development   8.0%   10.2%
    Selling, general & administrative expenses   23.1%   34.6%
                                    Total cost and expenses   86.9%   106.5%
           
OPERATING INCOME (LOSS)   13.1%   (6.5)%
           
    Other income, net   0.4%   0.6%
           
INCOME (LOSS) BEFORE TAXES   13.5%   (5.9)%
           
    (Provision) benefit) for taxes   (1.9)%   0.8%
           
INCOME (LOSS)   11.6%   (5.1)%

 

Sales for the first quarter ended February 29, 2020 totaled $5,957,000. Sales for the first quarter increased 57% or $2,152,000 above sales for the first quarter of 2019. The increase in sales were across all product lines with a stronger backlog at the end of 2019.

 

Two customers accounted for 27% and 11% of the Company’s sales for the first quarter of 2020 and three customers accounted for 17%, 11% and 10% of the Company’s sales for the first quarter of 2019. Two of the customers are distributors that sell to multiple customers.

 

Cost of goods sold for the first quarter of 2020 and 2019 totaled 55.8% and 61.7% of net sales, respectively. Cost of sales increased $978,000 or 42% for the first quarter of 2020, as compared to the first quarter of 2019.

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resulting in higher margins from the increase in sales and an overall improvement of cost of goods sold as a percent of sales.

 

Research and development cost increased $88,000 for the first quarter of 2020 compared to the same period of 2019. The research and development expenditures were associated with the continued development of power management products, sensor products and process automation improvements.

 

Selling, general and administrative expenses for the first quarter of 2020 totaled 23.1% of net sales, compared to 34.6% for the same period in 2019. Selling, general and administrative expenses increased $59,000 in the first quarter of 2020 as compared to 2019. The majority of the dollar increase was associated with an increase in outside sales engineering support.

 

Provisions for taxes increased $144,000 for the first quarter of 2020 compared to the same period in 2019. The estimated effective tax rate was 14% for the first quarter of 2020 and the first quarter of 2019.

 

Income for the first quarter of 2020 was a $692,000 compared to a net loss of $194,000 in the first quarter of 2019.

 

Liquidity and Capital Resources

 

Cash and cash equivalents totaled $14,706,000 as of February 29, 2020 compared to $13,890,000 on November 30, 2019, an increase of $816,000. The increase in cash and cash equivalents is attributable to $998,000 cash used in operations, a payment of a cash dividend of $258,000, $17,000 invested in equipment, coupled with proceeds from the maturity of short term investments of $2,090,000.

 

In addition to cash on hand, the Company also has the ability to borrow under a loan agreement as discussed in Note 5 to the condensed financial statements.

 

Outlook

 

New orders for the first quarter of 2020 totaled $5,597,000 compared to $6,958,000 for the comparable period of 2019. Backlog totaled $21,889,000 on February 29, 2020 compared to $20,325,000 as of February 23, 2019 and $22,021,000 on November 30, 2019.

 

The Company cannot assure that the results of operations for the interim period presented are indicative of total results for the entire year due to fluctuations in customer delivery schedules, or other factors over which the Company has no control.

 

Impact of COVID-19 on our Business

 

The spread of the COVID-19 virus during the first quarter of 2020 has caused an economic downturn on a global scale, as well as significant volatility in the financial markets. In March 2020 the World Health Organization declared the spread of the COVID-19 virus a pandemic. As of April 14, 2020, the Company’s operations have been impacted due to the practices described below, but the Company has not experienced significant financial impact directly related to the pandemic. The Company cannot at this time predict the impact that the COVID-19 pandemic will have on its financial condition and operations, although we are continuing to monitor our supply chain and orders from customers for COVID-19 pandemic related changes. In this time of uncertainty as a result of the COVID-19 pandemic, we are continuing to serve our customers while taking every precaution to provide a safe work environment for our employees and customers. We have been staggering some shifts and otherwise adjusting work schedules to maximize our capacity while adhering to recommended precautions such as social distancing. We have established and implemented a work from home provision where possible. We may have to take further actions that we determine are in the best interests of our employees or as required by federal, state, or local authorities.

 

The impact of the COVID-19 pandemic continues to unfold. The extent of the pandemic’s effect on our operational and financial performance will depend in large part on future developments, which cannot be predicted with confidence at this time. Future developments include the duration, scope and severity of the pandemic, the actions taken to contain or mitigate its impact, the impact on governmental programs and budgets, the development of treatments or vaccines, and the resumption of widespread economic activity. Due to the inherent uncertainty of the unprecedented and rapidly evolving situation, we are unable to predict with any confidence the likely impact of the COVID-19 pandemic on our future operations.

 

Cautionary Statement

 

This Form 10-Q contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially. Investors are warned that forward-looking statements involve risks and unknown factors including, but not limited to: our expectations regarding the potential impacts on our operations of the COVID-19 pandemic; our expectations regarding the

13 
 

potential impacts on our supply chain and on our customers of the COVID-19 pandemic; overall changes in governmental spending for military and space programs; customer cancellation or rescheduling of orders, problems affecting delivery of vendor-supplied raw materials and components, unanticipated manufacturing problems and availability of direct labor resources.

 

The Company does not intend to update the forward-looking statements contained herein, except as may be required by law.

 

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable

 

ITEM 4.CONTROLS AND PROCEDURES

 

(a)Evaluation of disclosure controls and procedures.

 

The Chief Executive Officer and Chief Financial Officer of the Company evaluated the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15) as of February 29, 2020 and, based on this evaluation, concluded that the Company’s disclosure controls and procedures are functioning in an effective manner to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

 

(b)Changes in internal controls.

 

There has been no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting during the three month period ended February 29, 2020.

 

 

PART II - OTHER INFORMATION

 

ITEM 1.LEGAL PROCEEDINGS

 

The Company is not involved in any material current or pending legal proceedings.

 

ITEM 1ARISK FACTORS

 

The following risk is in addition to those risks set forth in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended November 30, 2019.

 

Impact of COVID-19 pandemic on our Business

 

The COVID-19 pandemic presents increased risk to Micropac, its suppliers, and its customers. We are not able to predict the impact of this risk at this time, as the COVID-19 pandemic continues to unfold. The extent of the pandemic’s effect on our operational and financial performance will depend in large part on future developments, which cannot be predicted with confidence at this time. Future developments include the duration, scope and severity of the pandemic, the actions taken to contain or mitigate its impact, the impact on governmental programs and budgets, the development of treatments or vaccines, and the resumption of widespread economic activity. Due to the inherent uncertainty of the unprecedented and rapidly evolving situation, we are unable to predict with any confidence the likely impact of the COVID-19 pandemic on our future operations.

 

 

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None

 

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

 

None

 

ITEM 4.MINE SAFETY DISCLOSURE

 

Not Applicable

 

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ITEM 5.OTHER INFORMATION

 

On March 12, 2020, Micropac Industries, Inc. held its Annual Meeting. Of the 2,578,315 shares of common stock outstanding and entitled to vote, 2,226,113 shares, or 86.3%, were represented at the meeting in person or by proxy, and therefore a quorum was present. The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:

 

Proposal One: To elect seven directors to serve until the next annual meeting of stockholders or until their respective successors are elected and qualified;

 

Nominee  Votes For  Votes Withheld
Mark King   2,225,213    100 
Heinz-Werner Hempel   2,224,963    350 
Richard K. Hoesterey   2,224,963    350 
Christine B. Dittrich   2,225,213    100 
Gerald Tobey   2,225,213    100 
Donald Robinson   2,226,013    100 
Shaunna Black   2,226,013    100 

 

Proposal Two: The “Say on Pay” non-binding advisory vote on the compensation of the named executive officers of the Company received the following votes:

 

For   2,220,213 Against   1,900 Abstain   4,000

 

The advisory vote approved the compensation of the named executive officers.

 

Proposal Three: The non-binding advisory vote on the frequency of the advisory vote on Say on Pay in future years received the following votes:

 

Every Year Every Two Years Every Three Years Abstain
0 3,281 2,194,328 400

 

The Company considered the outcome of this advisory vote and determined that the Company will hold an advisory vote every three years on the compensation of the named executive officers.

 

ITEM 6.EXHIBITS

 

(a)        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 duly authorized.

 

 

 

MICROPAC INDUSTRIES, INC.

 

 

 

April 14, 2020   /s/ Mark King
Date   Mark King
    Chief Executive Officer

 

April 14, 2020   /s/ Patrick Cefalu
Date   Patrick Cefalu
    Chief Financial Officer