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8-K - 8-K - SPARTON CORPspa-2022016x8xkearningsrel.htm


 
 
Media Contact:
 
Mike Osborne
 
 
 
 
Sparton Corporation
 
 
 
 
Email: ir@sparton.com
 
 
 
 
Office: (847) 762-5800
FOR IMMEDIATE RELEASE
Sparton Corporation Reports Fiscal 2016 Second Quarter Results
SCHAUMBURG, IL. - February 2, 2016 - Sparton Corporation (NYSE: SPA) today announced results for the second quarter of fiscal 2016 ended December 27, 2015. The Company reported second quarter sales of $103.5 million, an increase of 21%, from $85.6 million for the second quarter of fiscal 2015. Operating income for the second quarter of fiscal 2016 was $0.5 million compared to $2.7 million in the second quarter of fiscal 2015. Net income for the second quarter of fiscal 2016 was $0.3 million or $0.03 per share, basic and diluted compared to net income of $1.6 million or $0.16 per share, basic and diluted in the same quarter a year ago. Adjusted net income for the second quarter of fiscal 2016 was $2.5 million or $0.25 per share compared to $2.7 million or $0.27 per share in the same quarter a year ago.
Select Consolidated Results were as follows (dollars in thousands, except per share data):
 
For the Second Quarter of Fiscal Years
 
2016
 
% of Sales
 
2015
 
% of Sales
 
$ Chg
 
 % Chg
Net sales
$
103,529

 
100.0
%
 
$
85,642

 
100.0
%
 
$
17,887

 
20.9
 %
Legacy business
81,076

 
78.3

 
85,642

 
100.0

 
(4,566
)
 
(5.3
)
Acquired business
22,453

 
21.7

 

 

 
22,453

 

 
 
 
 
 
 
 
 
 


 
 
Gross profit
18,521

 
17.9

 
15,206

 
17.8

 
3,315

 
21.8

Adjusted gross profit
18,521

 
17.9

 
15,286

 
17.8

 
3,235

 
21.2

 
 
 
 
 
 
 
 
 


 
 
Selling and administrative expenses
14,340

 
13.9

 
10,792

 
12.6

 
3,548

 
32.9

 
 
 
 
 
 
 
 
 
 
 
 
Operating income
454

 
0.4

 
2,732

 
3.2

 
(2,278
)
 
(83.4
)
Adjusted operating income
4,674

 
4.5

 
4,447

 
5.2

 
227

 
5.1

 
 
 
 
 
 
 
 
 


 
 
Net income
268

 
0.3

 
1,562

 
1.8

 
(1,294
)
 
(82.8
)
Adjusted net income
2,475

 
2.4

 
2,677

 
3.1

 
(202
)
 
(7.5
)
 
 
 
 
 
 
 
 
 


 
 
Income per share - basic
0.03

 
 
 
0.16

 
 
 
(0.13
)
 


Adjusted income per share - basic
0.25

 
 
 
0.27

 
 
 
(0.02
)
 


 
 
 
 
 
 
 
 
 


 
 
Income per share - diluted
0.03

 
 
 
0.16

 
 
 
(0.13
)
 


Adjusted income per share - diluted
0.25

 
 
 
0.27

 
 
 
(0.02
)
 


 
 
 
 
 
 
 
 
 


 
 
Adjusted EBITDA
6,961

 
6.7
%
 
6,273

 
7.3
%
 
688

 
11.0
 %
Cary Wood, President & CEO, commented, “The second quarter $0.25 adjusted earnings per share, as compared to $0.27 adjusted earnings per share in the prior year, was the result of continued MDS legacy business revenue challenges. Gross margins for the quarter remained consistent with those of the prior year quarter. Total revenue in the quarter was up 21% from the prior year quarter; legacy business revenues decreased by 5%. Legacy business growth continues to be strong in the ECP segment, up 35% from the prior year, primarily driven by increased sonobuoy sales to foreign governments. In the MDS segment, legacy business revenues decreased by 26% due to fluctuations in customer demand as well as product insourcing. As disappointing as the results in the MDS segment have been in recent quarters, we continue to see momentum from new business development activities and anticipate 36 new program launches starting the second half of fiscal 2016 and continuing into the following fiscal year and, barring any customer related delays, these new programs could add over $30 million of new revenues in fiscal 2017. Our selling and administrative expenses increased $3.5 million and, as a percent of sales, was 13.9% as compared to 12.6% of sales in the prior year quarter. The increase in selling and administrative expense was due to the selling and administrative expenses of acquired companies, as well as expenses associated with a corporate reorganization, and additional legal, insurance and other costs related to prior periods. In addition to the recently announced closures and





consolidations of the Lawrenceville manufacturing facility and the Irvine Design Engineering Center, we continue to evaluate our overhead structure within the MDS segment. These actions will continue to increase the capacity utilization and reduce overhead expense, which will result in increasing our bottom line earnings once restructuring efforts are complete.”
Second Quarter Highlights
Consolidated revenues increased by 21%. Within the ECP segment, legacy business revenues increased 35%, while legacy business revenues in the MDS segment decreased 26%.
213 new program or product wins were awarded with a first time revenue potential of $40.0 million as compared to 77 new product or program wins with a first time revenue potential of $17.7 million in the prior year quarter.
91 in MDS with a first time revenue potential of $18.5 million versus 14 with a first time revenue potential of $4.0 million in the prior year quarter.
122 in ECP (excluding domestic sonobuoy awards) with first time revenue potential of $21.5 million versus 63 with a first time revenue potential of $13.7 million in the prior year quarter.
Quarter end sales backlog of approximately $264 million, representing a 16% increase over the prior year quarter, but a 5% decrease from the end of the first quarter of fiscal 2016.
Sonobuoy sales to the U.S. Navy decreased to $17.4 million from $20.7 million in Q2 fiscal 2015; sonobuoy sales to foreign governments increased to $9.4 million from $0.9 million; engineering sales increased to $4.7 million from $2.3 million.
Manufacturing & Design Services (“MDS”) (dollars in thousands)
 
For the Second Quarter of Fiscal Years
 
2016
 
% of Sales
 
2015
 
% of Sales
 
$ Chg
 
% Chg
Net sales:
 
 
 
 
 
 
 
 
 
 
 
Legacy business
$
42,173

 
62.4
 %
 
$
56,861

 
93.5
%
 
$
(14,688
)
 
(25.8
)%
Acquired business
20,773

 
30.7

 

 

 
20,773

 

Intercompany
4,640

 
6.9

 
3,929

 
6.5

 
711

 
18.1

   Total net sales
67,586

 
100.0

 
60,790

 
100.0

 
6,796

 
11.2

Gross profit
6,989

 
10.3

 
8,208

 
13.5

 
(1,219
)
 
(14.9
)
Selling and administrative expenses
6,646

 
9.8

 
4,133

 
6.8

 
2,513

 
60.8

Amortization of intangible assets
2,037

 
3.0

 
1,402

 
2.3

 
635

 
45.3

Restructuring charges
2,360

 
3.5

 

 

 
2,360

 

Reversal of accrued contingent consideration
(1,530
)
 
(2.3
)
 

 

 
(1,530
)
 

Operating income (loss)
$
(2,524
)
 
(3.7
)%
 
$
2,673

 
4.4
%
 
$
(5,197
)
 
(194.4
)%
The decrease in legacy business sales was due to declines in overall customer demand, including certain programs going end-of-life, customer insourcing, customer delays and customers managing their working capital to match end-market demands. MDS backlog was approximately $144.4 million at the end of second quarter of fiscal year 2016 compared to $121.2 million at the end of second quarter of fiscal year 2015 and $156.6 million at the end of first quarter of fiscal 2016. Commercial orders, in general, may be rescheduled or canceled without significant penalty, and, as a result, may not be a meaningful measure of future sales. A majority of the second quarter fiscal 2016 MDS backlog is currently expected to be realized in the next 12 months.
Gross profit percentage on MDS sales was negatively affected in the current quarter by increased overhead as a result of decreased volume and a shift in product mix as compared to the second quarter of the prior year. The increase in selling and administrative expense is due to the selling and administrative expenses of acquired businesses, as well as final costs related to a previously settled legal matter.
The increase in amortization of intangible assets is due to the amortization of customer relationships and non-compete agreements acquired in the acquisitions of Hunter Technology Corporation and Real-Time Enterprises, Inc.. Restructuring charges relate to the previously discussed closing of the Company’s Lawrenceville, GA manufacturing operations and consolidation of its Irvine, CA design center into its Irvine, CA manufacturing operations.
Previously accrued contingent purchase price consideration related to the Hunter Technology Corporation and Real-Time Enterprises, Inc. acquisitions was reversed in the second quarter of fiscal 2016 based on the Company’s determination that the required performance thresholds necessary to earn the contingent considerations would not be achieved.






Engineered Components & Products (“ECP”) (dollars in thousands)
 
For the Second Quarter of Fiscal Years
 
2016
 
% of Sales
 
2015
 
% of Sales
 
$ Chg
 
% Chg
Net sales:
 
 
 
 
 
 
 
 
 
 
 
Legacy business
$
38,903

 
95.7
%
 
$
28,781

 
99.5
%
 
$
10,122

 
35.2
 %
Acquired business
1,680

 
4.1

 

 

 
1,680

 

Intercompany
59

 
0.2

 
138

 
0.5

 
(79
)
 
(57.2
)
   Total net sales
40,642

 
100.0

 
28,919

 
100.0

 
11,723

 
40.5

Gross profit
11,532

 
28.4

 
6,998

 
24.2

 
4,534

 
64.8

Selling and administrative expenses
3,715

 
9.1

 
2,445

 
8.4

 
1,270

 
51.9

Internal research and development expenses
438

 
1.2

 
197

 
0.7

 
241

 

Amortization of intangible assets
422

 
1.0

 
83

 
0.3

 
339

 

Operating income
$
6,957

 
17.1
%
 
$
4,273

 
14.8
%
 
$
2,684

 
62.8
 %
ECP legacy business sales increased $10.1 million as a result of increased sonobuoy sales to foreign governments of $8.5 million, increased engineering revenue of $2.4 million, increased revenue in the Rugged Electronics platform of $1.9 million and increased revenue in the Precision Sensing & Measurements platform of $0.6 million as offset by decreased sonobuoy sales to the U.S. Navy of $3.3 million. Total sales to the U.S. Navy in the second quarters of fiscal years 2016 and 2015 were approximately $22.1 million and $23.0 million, respectively. For the second quarters of fiscal years 2016 and 2015, sales to the U.S. Navy accounted for 21% and 27%, respectively, of consolidated Company net sales and 54% and 80%, respectively, of ECP segment net sales. ECP backlog was approximately $119.1 million at the end of second quarter of fiscal year 2016 compared to $105.4 million at the end of second quarter of fiscal year 2015. A majority of the second quarter fiscal year 2016 ECP backlog is currently expected to be realized in the next 18 months.
Gross profit percentage on ECP sales was positively affected in the current year quarter by increased volume as well as product mix as compared to the prior year quarter. The increase in selling and administrative expense is due to the acquired selling and administration expenses of Stealth.com as well as professional service expenses associated with governmental audits and compliance.
The increase in amortization of intangible assets is due to the amortization of customer relationships, non-compete agreements, trademarks/tradenames and unpatented technology acquired in the acquisitions of Stealth.com, KEP Marine and IED.
Internal research and development expenses reflect costs incurred for the internal development of technologies for use in navigation, oil and gas exploration and flat panel display technology. These costs include salaries and related expenses, contract labor and consulting costs, materials and the cost of certain research and development specific equipment.
Liquidity and Capital Resources
As of December 27, 2015, the Company had $133.8 million borrowed and approximately $140.7 million available under its credit facility and had available cash and cash equivalents of $4.8 million.





Outlook
Cary Wood concluded, “We are pleased with the progress the ECP segment has made with its increased foreign sonobuoy sales, as well as increased engineering revenue to the U.S. Navy and positive effects related to its acquisition integrations. Although the Company's overall legacy business sales pipeline continues to grow, the revenue softening we have been experiencing in the MDS legacy business is a concern that we are closely monitoring. We continue to work towards minimizing this effect through our new business development activities, which is evidenced by the launch of 36 new programs in the MDS segment over the next few quarters. Customer-facing enhancements have also been identified and will be implemented in the coming months to drive a focused increase in new business wins from our existing customer base within both segments. We continue to drive the earnings performance in the MDS segment by capitalizing on the synergies from our most recent acquisitions as well as other cost savings initiatives taking place across the entire Company including the recent decision to close and consolidate the Lawrenceville manufacturing facility and the Irvine Engineering Center into other existing assets. In the coming quarters, we will continue to monitor the serviceable end-markets and current customers and will determine if any other operational adjustments and control actions are required to mitigate any near-term margin challenges.”
Conference Call
Sparton will host a conference call with investors and analysts on February 3, 2016 at 10:00 a.m. CST/11:00 a.m. EST to discuss its fiscal year 2016 second quarter financial results, provide a general business update and respond to investor questions. To participate, callers should dial (888) 222-2795. Participants should dial in at least 15 minutes prior to the start of the call.
A Web presentation link is also available for the conference call: http://tinyurl.com/zm9h4sj.
Investors and financial analysts are invited to ask questions after the presentation is made. The presentation and a replay of the call will be available on Sparton’s Web site: http://www.sparton.com in the “Investor Relations” section for up to two years after the conference call.






Non-GAAP Financial Measures
In addition to reporting financial results in accordance with U.S. generally accepted accounting principles (“GAAP”), Sparton Corporation has provided non-GAAP financial measures as additional information for its operating results. These measures have not been prepared in accordance with GAAP and may be different from measures used by other companies. Whenever we use non-GAAP financial measures, we designate these measures, which exclude the effect of certain expenses and income, as “adjusted” and provide a reconciliation of non-GAAP financial measures to the most closely applicable GAAP financial measure. The non-GAAP financial measures eliminate or add certain items of expense and income from cost of goods sold, total operating expense, other income (expense) and income taxes. Management believes that this presentation is helpful to investors in evaluating the current operational and financial performance of our business and facilitates comparisons to historical results of operations. Management discloses this information along with a reconciliation of the comparable GAAP amounts to provide access to the detail and nature of adjustments made to GAAP financial results. While some of these excluded items have been periodically reported in our statements of operations, their occurrence in future periods depends on future business and economic factors, among other evaluation criteria, and the occurrence of such events and factors may frequently be beyond the control of management.
When we calculate adjusted earnings per share, adjusted net income and other non-GAAP income statement measures, we exclude certain legal expenses, corporate reorganization charges, amortization of intangible assets, certain restructuring charges, reversal of accrued contingent consideration, gross profit effects of capitalized profit in inventory from acquisitions, success based acquisition finder's fees and the related tax effect of these items, as well as unusual discrete tax benefits of expense because we believe that they are not related directly to the underlying performance of our fundamental business operations. We exclude these measures when reviewing financial results and for business planning. Although these events are reflected in our GAAP financial statements, these transactions may limit the comparability of our fundamental operations with prior and future periods.
Adjusted EBITDA represents earnings before interest expense and income taxes, depreciation and amortization as adjusted for, certain legal expenses, certain restructuring charges, stock-based compensation expense, corporate reorganization charges, reversal of accrued contingent consideration, gross profit effects of capitalized profit in inventory from acquisitions and success based acquisition finder's fees. The Company believes Adjusted EBITDA is commonly used by financial analysts and others in the industries in which the Company operates and, thus, provides useful information to investors. The Company does not intend, nor should the reader consider, Adjusted EBITDA an alternative to operating income, net income, net cash provided by operating activities or any other items calculated in accordance with GAAP. The Company's definition of Adjusted EBITDA may not be comparable with Adjusted EBITDA as defined by other companies. Accordingly, the measurement has limitations depending on its use.
About Sparton Corporation
Sparton Corporation (NYSE:SPA), now in its 116th year, is a provider of complex and sophisticated electromechanical devices with capabilities that include concept development, industrial design, design and manufacturing engineering, production, distribution, field service and refurbishment. The primary markets served are Medical & Biotechnology, Military & Aerospace and Industrial & Commercial. Headquartered in Schaumburg, Illinois, Sparton currently has fifteen manufacturing locations and engineering design centers worldwide. Sparton's Web site may be accessed at www.sparton.com.
Safe Harbor and Fair Disclosure Statement
Certain statements described in this press release are forward-looking statements within the scope of the Securities Act of 1933, as amended (the “Securities Act”), and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “project,” “plan,” “estimate,” “will” or “intend” and similar words or expressions. These forward-looking statements reflect Sparton’s current views with respect to future events and are based on currently available financial, economic and competitive data and its current business plans. Actual results could vary materially depending on risks and uncertainties that may affect Sparton’s operations, markets, prices and other factors. Important factors that could cause actual results to differ materially from those forward-looking statements include, but are not limited to, Sparton’s financial performance and the implementations and results of its ongoing strategic initiatives. For a more detailed discussion of these and other risk factors, see Part I, Item 1A, Risk Factors and Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in Sparton’s Form 10-K for the year ended June 30, 2015, and its other filings with the Securities and Exchange Commission. Sparton undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.






SPARTON CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
 
 
December 27,
2015
 
June 30,
2015
Assets
(Unaudited)
 
 
Current Assets:
 
 
 
Cash and cash equivalents
$
4,830

 
$
14,914

Accounts receivable, net of allowance for doubtful accounts of $672 and $173, respectively
56,225

 
70,974

Inventories and cost of contracts in progress, net
76,717

 
79,503

Deferred income taxes
4,714

 
4,714

Prepaid expenses and other current assets
7,677

 
5,488

Total current assets
150,163

 
175,593

Property, plant and equipment, net
33,839

 
32,608

Goodwill
77,265

 
74,175

Other intangible assets, net
41,563

 
45,825

Deferred income taxes
2,372

 
2,199

Other assets
7,192

 
7,151

Total assets
$
312,394

 
$
337,551

Liabilities and Shareholders’ Equity
 
 
 
Current Liabilities:
 
 
 
Accounts payable
$
26,776

 
$
29,948

Accrued salaries and wages
7,941

 
9,089

Accrued health benefits
1,516

 
1,510

Performance based payments on customer contracts
1,867

 
1,756

Other accrued expenses
13,058

 
16,328

Total current liabilities
51,158

 
58,631

Pension liability
424

 
424

Long-term debt
133,800

 
154,500

Environmental remediation
6,708

 
7,117

Total liabilities
192,090

 
220,672

Commitments and contingencies
 
 
 
Shareholders’ Equity:
 
 
 
Preferred stock, no par value; 200,000 shares authorized, none issued

 

Common stock, $1.25 par value; 15,000,000 shares authorized, 9,892,131 and 9,886,618 shares issued and outstanding, respectively
12,365

 
12,358

Capital in excess of par value
16,927

 
16,045

Retained earnings
92,595

 
89,933

Accumulated other comprehensive loss
(1,583
)
 
(1,457
)
Total shareholders’ equity
120,304

 
116,879

Total liabilities and shareholders’ equity
$
312,394

 
$
337,551









SPARTON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(Dollars in thousands, except share and per share data)
 
 
For the Second Quarter of Fiscal Years
 
2016
 
2015
Net sales
$
103,529

 
$
85,642

Cost of goods sold
85,008

 
70,436

Gross profit
18,521

 
15,206

Operating Expense:
 
 
 
Selling and administrative expenses
14,340

 
10,792

Internal research and development expenses
438

 
197

Amortization of intangible assets
2,459

 
1,485

Restructuring charges
2,360

 

Reversal of accrued contingent consideration
(1,530
)
 

Total operating expense
18,067

 
12,474

Operating income
454

 
2,732

Other income (expense)
 
 
 
Interest expense, net
(900
)
 
(357
)
Other, net
34

 
(46
)
Total other expense, net
(866
)
 
(403
)
Income (loss) before income taxes
(412
)
 
2,329

Income taxes
(680
)
 
767

Net income
$
268

 
$
1,562

Income per share of common stock:
 
 
 
Basic
$
0.03

 
$
0.16

Diluted
$
0.03

 
$
0.16

Weighted average shares of common stock outstanding:
 
 
 
Basic
9,783,237

 
9,894,526

Diluted
9,783,237

 
9,910,735










SPARTON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(Dollars in thousands)

 
For the First Two Quarters of Fiscal Years
 
2016
 
2015
Cash Flows from Operating Activities:
 
 
 
Net income
$
2,662

 
$
1,758

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation
3,007

 
2,221

Amortization of intangible assets
4,962

 
2,825

Deferred income taxes
36

 
58

Stock-based compensation expense
869

 
1,218

Gross profit effect of capitalized profit in inventory from acquisitions

 
178

Reversal of accrued contingent consideration
(1,530
)
 

Excess tax benefit from stock-based compensation
(161
)
 
(974
)
Amortization of deferred financing costs
140

 
511

Changes in operating assets and liabilities (net of acquisitions):
 
 
 
Accounts receivable
14,363

 
12,845

Inventories and cost of contracts in progress
(2,266
)
 
1,467

Prepaid expenses and other assets
(2,567
)
 
(2,162
)
Performance based payments on customer contracts
111

 
(1,788
)
Accounts payable and accrued expenses
(6,517
)
 
(9,368
)
Net cash provided by operating activities
13,109

 
8,789

Cash Flows from Investing Activities:
 
 
 
Acquisition of businesses, net of cash acquired
750

 
(21,745
)
Marketable securities

 
(986
)
Purchases of property, plant and equipment
(3,263
)
 
(1,828
)
Net cash used in investing activities
(2,513
)
 
(24,559
)
Cash Flows from Financing Activities:
 
 
 
Borrowings of long-term debt
46,300

 
65,724

Repayments of long-term debt
(67,000
)
 
(48,224
)
Payment of debt financing costs

 
(1,057
)
Repurchase of stock
(141
)
 
(6,451
)
Proceeds from the exercise of stock options

 
12

Excess tax benefit from stock-based compensation
161

 
974

Net cash (used in) provided by financing activities
(20,680
)
 
10,978

Net decrease in cash and cash equivalents
(10,084
)
 
(4,792
)
Cash and cash equivalents at beginning of period
14,914

 
8,028

Cash and cash equivalents at end of period
$
4,830

 
$
3,236

Supplemental disclosure of cash flow information:
 
 
 
Cash paid for interest
$
1,508

 
$
571

Cash paid for income taxes
$
766

 
$
2,395

Supplemental disclosure of non-cash investing activities:
 
 
 
Adjustments to acquired companies opening balance sheets
$
3,840

 
$
1,976






SPARTON CORPORATION AND SUBSIDIARIES
SELECT SEGMENT INFORMATION
(UNAUDITED)
(Dollars in thousands)
Net sales:
 
 
 
 
 
 
For the Second Quarter of Fiscal Years
SEGMENT
2016
 
2015
 
% Chg
Manufacturing & Design Services
$
67,586

 
$
60,790

 
11.2
 %
Engineered Components & Products
40,642

 
28,919

 
40.5

Eliminations
(4,699
)
 
(4,067
)
 
(15.5
)
Totals
$
103,529

 
$
85,642

 
20.9


Gross profit:
 
 
 
 
 
 
 
 
For the Second Quarter of Fiscal Years
SEGMENT
2016
 
GP %
 
2015
 
GP %
Manufacturing & Design Services
$
6,989

 
10.3
%
 
$
8,208

 
13.5
%
Engineered Components & Products
11,532

 
28.4

 
6,998

 
24.2

Totals
$
18,521

 
17.9

 
$
15,206

 
17.8


Adjusted gross profit:
 
 
 
 
 
 
 
 
For the Second Quarter of Fiscal Years
SEGMENT
2016
 
GP %
 
2015
 
GP %
Manufacturing & Design Services
$
6,989

 
10.3
%
 
$
8,288

 
13.6
%
Engineered Components & Products
11,532

 
28.4

 
6,998

 
24.2

Totals
$
18,521

 
17.9

 
$
15,286

 
17.8


Operating income: 
 
 
 
 
 
 
 
 
For the Second Quarter of Fiscal Years
SEGMENT
2016
 
% of Sales
 
2015
 
% of Sales
Manufacturing & Design Services
$
(2,524
)
 
(3.7
)%
 
$
2,673

 
4.4
%
Engineered Components & Products
6,957

 
17.1

 
4,273

 
14.8

Corporate Unallocated
(3,979
)
 

 
(4,214
)
 

Totals
$
454

 
0.4

 
$
2,732

 
3.2


Adjusted operating income:
 
 
 
 
 
 
 
 
For the Second Quarter of Fiscal Years
SEGMENT
2016
 
% of Sales
 
2015
 
% of Sales
Manufacturing & Design Services
$
727

 
1.1
%
 
$
4,155

 
6.8
%
Engineered Components & Products
7,379

 
18.2

 
4,356

 
15.1

Corporate Unallocated
(3,432
)
 

 
(4,064
)
 

Totals
$
4,674

 
4.5

 
$
4,447

 
5.2






SPARTON CORPORATION AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
(Dollars in thousands, except share and per share data)

 
For the Second Quarter of Fiscal 2016
 
For the Second Quarter of Fiscal 2015
 
GAAP
 
Non-GAAP Adjustment
 
Adjusted
 
GAAP
 
Non-GAAP Adjustment
 
Adjusted
Net sales
$
103,529

 
$

 
$
103,529

 
$
85,642

 
$

 
$
85,642

Cost of goods sold
85,008

 

 
85,008

 
70,436

 
(80
)
(f)
70,356

Gross profit
18,521

 

 
18,521

 
15,206

 
80

 
15,286

Operating Expense:
 
 
 
 
 
 
 
 
 
 
 
Selling and administrative expenses
14,340

 
(931
)
(a)
13,409

 
10,792

 
(150
)
(g)
10,642

Internal research and development expenses
438

 

 
438

 
197

 

 
197

Amortization of intangible assets
2,459

 
(2,459
)
(b)

 
1,485

 
(1,485
)
(b)

Restructuring charges
2,360

 
(2,360
)
(c)

 

 

 

Reversal of accrued contingent consideration
(1,530
)
 
1,530

(d)

 

 

 

Total operating expense
18,067

 
(4,220
)
 
13,847

 
12,474

 
(1,635
)
 
10,839

Operating income
454

 
4,220

 
4,674

 
2,732

 
1,715

 
4,447

Other income (expense):
 
 
 
 
 
 
 
 
 
 
 
Interest expense
(900
)
 

 
(900
)
 
(357
)
 

 
(357
)
Other, net
34

 

 
34

 
(46
)
 

 
(46
)
Total other expense, net
(866
)
 

 
(866
)
 
(403
)
 

 
(403
)
Income (loss) before income taxes
(412
)
 
4,220

 
3,808

 
2,329

 
1,715

 
4,044

Income taxes
(680
)
 
2,013

(e)
1,333

 
767

 
600

(e)
1,367

Net income
$
268

 
$
2,207

 
$
2,475

 
$
1,562

 
$
1,115

 
$
2,677

Income per share of common stock:
 
 
 
 
 
 
 
 
 
 
 
Basic
$
0.03

 
 
 
$
0.25

 
$
0.16

 
 
 
$
0.27

Diluted
$
0.03

 
 
 
$
0.25

 
$
0.16

 
 
 
$
0.27

Weighted average shares of common stock outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
9,783,237

 
 
 
9,783,237

 
9,894,526

 
 
 
9,894,526

Diluted
9,783,237

 
 
 
9,783,237

 
9,910,735

 
 
 
9,910,735

(a)
Legal expenses related to settlement ($384) and corporate reorganization ($547).
(b)
Amortization of intangible assets.
(c)
Restructuring charges related to closing of Lawrenceville, GA facility and consolidation of Irvine, CA manufacturing operations.
(d)
Reversal of accrued contingent consideration for Hunter ($1,180) and RTEmd ($350) as performance thresholds were not achieved.
(e)
Except for the reversal of accrued contingent consideration, items tax effected at 35%.
(f)
Gross profit effect of capitalized profit in inventory from acquisitions.
(g)
Includes adjustments to remove $150 success based acquisition finder's fee paid in relation to the acquisition of IED.







SPARTON CORPORATION AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
(Dollars in thousands)


 
For the Second Quarter of Fiscal Years
 
2016
 
2015
Net income
$
268

 
$
1,562

Interest expense
900

 
357

Income taxes
(680
)
 
767

Depreciation and amortization
4,274

 
2,588

Legal related expense
384

 

Restructuring charges
2,360

 

Gross profit effect of capitalized profit in inventory from acquisitions

 
80

Success based acquisition finder's fees

 
150

Stock-based compensation expense - Directors
325

 
250

Stock-based compensation expense - Non-Directors
113

 
519

Corporate reorganization
547

 

Reversal of accrued contingent consideration
(1,530
)
 

Adjusted EBITDA
$
6,961

 
$
6,273