x |
Quarterly
Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of
1934
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Delaware
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13-3458955
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(State
or other jurisdiction of
incorporation
or organization)
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(I.R.S.
Employer Identification No.)
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Large
accelerated filer
|
o
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Accelerated
filer
|
o
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Non-Accelerated
filer
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x
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Smaller
Reporting Company
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o
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Page
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||
Number
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||
PART
1
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FINANCIAL
INFORMATION
|
|
Item
1.
|
Financial
Statements
|
|
Balance
Sheets as of: March 28, 2008 (Unaudited) and September 30,
2007
|
3
|
|
Statements
of Operations for the three months ended: March 28, 2008 (Unaudited)
and
March 30, 2007 (Unaudited)
|
4
|
|
Statements
of Operations for the six months ended: March 28, 2008 (Unaudited)
and
March 30, 2007 (Unaudited)
|
5
|
|
|
||
Statements
of Cash Flows for the six months ended: March 28, 2008 (Unaudited)
and
March 30, 2007 (Unaudited)
|
6
|
|
Notes
to Financial Statements (Unaudited)
|
7
|
|
Item
2.
|
Management's
Discussion and Analysis of Financial Condition and Results of
Operations
|
11
|
Item
3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
15
|
Item
4T
|
Controls
and Procedures
|
15
|
PART
II
|
OTHER
INFORMATION
|
|
Item
1.
|
Legal
Proceedings
|
15
|
Item
1A.
|
Risk
Factors
|
15
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
15
|
Item
3.
|
Defaults
Upon Senior Securities
|
15
|
Item
4.
|
Submission
of Matters to a Vote of Security Holders
|
15
|
Item
5.
|
Other
Information
|
16
|
Item
6.
|
Exhibits
|
16
|
Signatures
|
16
|
MARCH 28, 2008
|
SEPTEMBER 30, 2007
|
||||||
ASSETS
|
(Unaudited)
|
|
|||||
CURRENT
ASSETS:
|
|||||||
Cash
|
$
|
-
|
$
|
-
|
|||
Accounts
receivable (net of allowance for Doubtful accounts of $118 and
$100
respectively)
|
8,076
|
6,185
|
|||||
Inventories
|
5,073
|
3,326
|
|||||
Other
current assets
|
74
|
75
|
|||||
Total
current assets
|
13,223
|
9,586
|
|||||
FIXED
ASSETS:
|
|||||||
Land
and land improvements
|
743
|
704
|
|||||
Building
and improvements
|
4,165
|
4,134
|
|||||
Machinery
and equipment
|
22,855
|
22,626
|
|||||
Furniture
and fixtures
|
4,316
|
4,262
|
|||||
SUB-TOTAL
GROSS PROPERTY
|
32,079
|
31,726
|
|||||
LESS
ACCUMULATED DEPRECIATION
|
(30,403
|
)
|
(30,123
|
)
|
|||
1,675
|
1,603
|
||||||
LONG
TERM ASSETS:
|
|||||||
Deferred
Income Tax Asset
|
1,130
|
640
|
|||||
Other
non-current assets
|
-
|
16
|
|||||
$
|
16,028
|
$
|
11,845
|
||||
LIABILITIES
AND SHAREHOLDERS' EQUITY
|
|||||||
CURRENT
LIABILITIES:
|
|||||||
Short
term borrowings
|
$
|
3,474
|
$
|
1,325
|
|||
Accounts
payable
|
5,927
|
4,937
|
|||||
Accrued
payroll and related expenses
|
501
|
628
|
|||||
Other
accrued expenses
|
441
|
366
|
|||||
Total
current liabilities
|
10,343
|
7,256
|
|||||
LONG
TERM DEBT
|
273
|
426
|
|||||
TOTAL
LIABILITIES
|
10,616
|
7,682
|
|||||
SHAREHOLDERS'
EQUITY:
|
|||||||
Preferred
stock, $.01 par value, Authorized - 500,000 shares; None issued
or
outstanding
|
-
|
-
|
|||||
Common
stock, $.01 par value, Authorized - 50,000,000 shares; Issued -
8,736,493
and 8,670,030 shares for F08 and F07 respectively
|
87
|
87
|
|||||
Treasury
Shares at Cost 412,873 and 412,873 Shares, Respectively
|
(223
|
)
|
(223
|
)
|
|||
Additional
paid-in capital
|
38,949
|
38,794
|
|||||
Accumulated
deficit
|
(33,401
|
)
|
(34,495
|
)
|
|||
Total
shareholders' equity
|
5,412
|
4,163
|
|||||
$
|
16,028
|
$
|
11,845
|
3 MONTHS ENDED
|
3 MONTHS ENDED
|
||||||
|
MARCH 28, 2008
|
MARCH 30, 2007
|
|||||
|
(Unaudited)
|
(Unaudited)
|
|||||
|
|||||||
Net
sales
|
$
|
11,940
|
$
|
10,899
|
|||
Cost
of sales
|
10,557
|
9,370
|
|||||
Gross
profit
|
1,383
|
1,529
|
|||||
Selling
and administrative expenses
|
998
|
783
|
|||||
Operating
profit
|
385
|
746
|
|||||
Interest
and financing expense
|
(84
|
)
|
(134
|
)
|
|||
Gain/(Loss)
on disposal of fixed assets
|
2
|
(33
|
)
|
||||
Other
Income
|
24
|
||||||
Net
Income(loss) before income taxes
|
303
|
603
|
|||||
Provision
for (Benefit from) income taxes
|
(370
|
)
|
-
|
||||
Net
Income(loss)
|
$
|
673
|
$
|
603
|
|||
Net
Income(loss) per common and common equivalent share:
|
|||||||
Basic
|
$
|
0.08
|
$
|
0.08
|
|||
Diluted
|
$
|
0.07
|
$
|
0.07
|
|||
Weighted
average number of common and common equivalent shares
outstanding:
|
|||||||
Basic
|
8,319,497
|
8,033,343
|
|||||
Diluted
|
9,002,089
|
8,849,662
|
6 MONTHS ENDED
|
6 MONTHS ENDED
|
||||||
|
MARCH 28, 2008
|
MARCH 30, 2007
|
|||||
|
(Unaudited)
|
(Unaudited)
|
|||||
|
|||||||
Net
sales
|
$
|
23,100
|
$
|
20,145
|
|||
Cost
of sales
|
20,571
|
18,408
|
|||||
Gross
profit
|
2,529
|
1,737
|
|||||
Selling
and administrative expenses
|
1,752
|
1,390
|
|||||
Operating
profit
|
777
|
347
|
|||||
Interest
and financing expense
|
(176
|
)
|
(259
|
)
|
|||
Gain/(Loss)
on disposal of fixed assets
|
2
|
(33
|
)
|
||||
Other
Expense
|
(25
|
)
|
|||||
Net
Income(loss) before income taxes
|
603
|
30
|
|||||
Provision
for (Benefit from) income taxes
|
(490
|
)
|
3
|
||||
Net
Income
|
$
|
1,093
|
$
|
27
|
|||
Net
Income (loss) per common and common equivalent share:
|
|||||||
Basic
|
$
|
0.13
|
$
|
0.00
|
|||
Diluted
|
$
|
0.12
|
$
|
0.00
|
|||
Weighted
average number of common and common equivalent shares
outstanding:
|
|||||||
Basic
|
8,301,666
|
8,024,727
|
|||||
Diluted
|
9,034,332
|
8,868,415
|
6 MONTHS ENDED
|
6 MONTHS ENDED
|
||||||
MARCH 28, 2008
|
MARCH 30, 2007
|
||||||
(Unaudited)
|
(Unaudited)
|
||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
|||||||
Net
Income (loss)
|
$
|
1,093
|
$
|
27
|
|||
Non-cash
adjustments:
|
|||||||
Compensation
Expense - Stock Options
|
91
|
41
|
|||||
Depreciation/Amortization
|
296
|
204
|
|||||
(Gain)Loss
on sale of fixed assets
|
(2
|
)
|
33
|
||||
Issuance
of director’s fees in stock
|
10
|
25
|
|||||
Changes
in operating assets and liabilities:
|
|||||||
Accounts
receivable
|
(1,891
|
)
|
(304
|
)
|
|||
Inventories
|
(1,747
|
)
|
1,440
|
||||
Deferred
Income Taxes
|
(490
|
)
|
-
|
||||
Other
assets
|
1
|
59
|
|||||
Accounts
payable
|
990
|
(25
|
)
|
||||
Accrued
expenses
|
(52
|
)
|
211
|
||||
Net
cash flows from operating activities
|
(1701
|
)
|
1,711
|
||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
|||||||
Proceeds
from the sale of property
|
2
|
-
|
|||||
Purchases
of plant, property & equipment
|
(353
|
)
|
(479
|
)
|
|||
Net
cash flows from investing activities
|
(351
|
)
|
(479
|
)
|
|||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
|||||||
Repayments
under loan agreements
|
(164)
(145
|
)
|
|||||
Borrowings/(Payments)
on line of credit
|
2,160
|
(1,550
|
)
|
||||
Proceeds
from Equipment Loan
|
-
|
450
|
|||||
Proceeds
from exercise of stock options
|
56
|
13
|
|||||
Net
cash flows from financing activities
|
2,052
|
(1,232
|
)
|
||||
Change
in cash and cash equivalents
|
-
|
-
|
|||||
Cash
and cash equivalents at beginning of period
|
-
|
-
|
|||||
Cash
and cash equivalents at end of period
|
$
|
-
|
$
|
-
|
|||
Supplemental
Disclosures of Cash Flow Information:
|
|||||||
Cash
paid during the period for:
|
|||||||
Interest
|
$
|
176
|
$
|
252
|
|||
Income
taxes
|
$
|
-
|
$
|
3
|
MARCH 28, 2008
|
SEPTEMBER 30, 2007
|
||||||
|
(Unaudited)
|
||||||
Raw
materials
|
$
|
1,913
|
$
|
1,811
|
|||
Work-in-process
|
2,618
|
1,427
|
|||||
Finished
goods
|
542
|
88
|
|||||
$
|
5,073
|
$
|
3,326
|
3 MO. ENDED
|
3 MO. ENDED
|
6 MO. ENDED
|
6 MO. ENDED
|
||||||||||
MAR 28, 2008
|
MAR 30, 2007
|
MAR 28, 2008
|
MAR 30, 2007
|
||||||||||
Risk
free interest rate
|
2.7
|
%
|
4.7
|
%
|
2.9
|
%
|
4.7
|
%
|
|||||
Expected
term
|
4.5
years
|
3.8
years
|
4.5
years
|
4.2
years
|
|||||||||
Volatility
|
51
|
%
|
53
|
%
|
51
|
%
|
54
|
%
|
|||||
Expected
annual dividends
|
none
|
none
|
none
|
none
|
3
Months
|
YTD
|
3
Months
|
YTD
|
||||||||||
MAR
28, 2008
|
MAR
28, 2008
|
MAR
30, 2007
|
MAR
30, 2007
|
||||||||||
Current
Tax Expense
|
|||||||||||||
Federal
|
103
|
205
|
205
|
9
|
|||||||||
State
/ Other
|
18
|
36
|
36
|
2
|
|||||||||
Deferred
Tax Expense
|
|||||||||||||
Federal
|
(418
|
)
|
(622
|
)
|
(205
|
)
|
(11
|
)
|
|||||
State
/ Other
|
(73
|
)
|
(109
|
)
|
(36
|
)
|
(3
|
)
|
|||||
Provision
for (benefit from) Income taxes
|
(370
|
)
|
(490
|
)
|
-
|
3
|
(a)
|
The
Annual Meeting of Stockholders was held on January 23,
2008.
|
(b)
|
Proxies
for the meeting were solicited pursuant to Regulation 14A under the
Securities Exchange Act of 1934, there was no solicitation in opposition
to the management’s nominees as listed in the proxy statement and all of
such nominees were elected.
|
(c) |
(i)
At the Annual Meeting, the tabulation of the votes with respect to
each
nominee was as follows:
|
Nominee
|
Votes FOR
|
Authority Withheld
|
W.
Barry Gilbert
|
7,639,499
|
32,744
|
Eben
S. Moulton
|
7,651,968
|
20,275
|
James
C. Rowe
|
7,604,925
|
67,318
|
Carl
E. Sassano
|
7,649,468
|
22,775
|
Justin
L. Vigdor
|
7,587,013
|
85,230
|
Jerold
L. Zimmerman
|
7,651,968
|
20,275
|
(ii) |
At
the Annual Meeting, the stockholders also voted upon a proposal to
approve
an amendment to the Company’s 2001 Stock Option and Incentive Plan to
increase the number of shares that may be issued under the Plan.
The
tabulation of votes with respect to such matter was as
follows:
|
Votes
FOR
|
Votes
AGAINST
|
Votes
ABSTAINING
|
Broker
NON-VOTES
|
2,861,347
|
92,793
|
6,565
|
4,711,538
|
31.1
|
Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
|
31.2
|
Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
|
32.1
|
Certification
of Chief Executive Officer and Chief Financial Officer pursuant to
Section
906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section
1350
|
IEC
ELECTRONICS CORP.
|
|
REGISTRANT
|
|
Dated:
April 29, 2008
|
/s/ W. Barry Gilbert |
W.
Barry Gilbert
|
|
Chairman
and
|
|
Chief
Executive Officer
|
|
Dated:
April 29, 2008
|
/s/ Michael R. Schlehr |
Michael
R. Schlehr
|
|
Vice
President and Chief Financial
Officer
|