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8-K - 8-K - ARC Group Worldwide, Inc.f8-k.htm

EXHIBIT 99.1

 

FOR IMMEDIATE RELEASE

DATE: February 9, 2018

 

 

Picture 1

 

 

ARC Group Worldwide Reports Fiscal Year Second Quarter 2018 Results

 

 

DELAND, FL., February 9, 2018—ARC Group Worldwide, Inc. (“ARC” or the “Company”) (NASDAQ: ARCW), a leading global provider of advanced manufacturing and metal 3D printing solutions, today reported its results for the period ending December 31, 2017, its fiscal second quarter 2018.

 

Quarterly Financial Summary

 

Fiscal second quarter 2018 revenue from continuing operations was $18.4 million, compared to $27.0 million in the prior year period.  The decrease in revenue was primarily driven by lower metal injection molding (“MIM”) and plastics sales, the combination of reduced sales and delayed orders by customers in the firearm and defense markets.  The Company’s international performance continues to improve, however, as revenues from Hungarian operations increased 16.6% year-over-year to $2.3 million.  Finally, the Company’s 3DMT business unit reported record quarterly revenue of $0.9 million, a 63.1% increase over the comparable prior year period.

 

Lower production volumes and planned, targeted inventory reduction initiatives impacted the Company’s operational efficiency during the quarter, as gross profit from continuing operations was $(0.4) million, compared to $4.5 million for the prior year period.  More specifically, as part of the Company’s plan to reduce inventory levels in order to improve cash flow and match current market conditions, the Company reduced selected inventory by $0.7 million within certain business units comprising the Precision Components Group.  This reduction in inventory resulted in a corresponding similar increase in expense recognition, negatively impacting gross profit by $0.7 million in the quarter, or 16.2% of the overall decrease in gross margin.  Further, the inventory initiatives also resulted in a significant reduction in production hours at associated facilities during the quarter, which further affected financial performance due to a reduction in ongoing cost absorption.

 

Selling, general and administrative expenses for the fiscal second quarter 2018 declined to $3.6 million, a decrease from $4.7 million in the prior year period.  Expense reductions were primarily attributable to the Company’s ongoing cost review and elimination initiatives.

 

Net loss from continuing operations for the fiscal second quarter 2018 was $4.3 million, compared to net loss from continuing operations of $0.4 million for the prior year period.

 

ARC’s interim CEO, Drew M. Kelley, commented, “Management remains focused on returning the Company to profitability and improving cash flow generation by driving existing product revenue, increasing operational efficiency, and rightsizing the balance sheet.  Overall, the quarterly results, while not indicative of the Company’s operating potential, do reflect progress towards our planned turnaround.  Notably, during the quarter we refocused our sales approach and realigned our internal sales resources accordingly.  While we expect the Company’s top line outlook to stabilize and begin to improve during the balance of our fiscal year, these changes were designed to better align our engineering and technical sales capabilities in order to drive incremental revenue from existing customers and on existing production parts.  Similarly, while we are encouraged by the recent improving outlook for many customers in the firearms sector, we reallocated our sales resources to drive growth in other key markets, specifically the medical and

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aerospace industries – two key areas of growth for both our 3DMT and MIM businesses.  Overall, given our recent cost reduction initiatives, we expect flow through from increased sales to impact the bottom-line with greater efficiency going forward as revenue returns to normalized levels.”

 

Mr. Kelley continued, “Having completed many of our initial strategic objectives during the prior quarters, including the elimination of more than $9.2 million in annual costs, driving working capital improvement, and divesting non-core businesses, one of our primary initiatives during the recent quarter was to reduce inventory levels in certain businesses to more sustainable levels based on current market demand.  While these targeted reductions were detrimental to our financial results during the quarter, they were necessary in order to properly position the Company for greater operational and financial efficiency going forward.  While we expect some inventory reductions to continue into the second half of fiscal year 2018, the financial impact should lessen, as several facilities have already begun to ramp up production given increased customer demand and a growing new product sales pipeline.  Overall, as a product of these cost cutting and inventory reductions inititiaves, we expect profitability and cash flow generation to improve throughout calendar year 2018.”

 

“Finally, the Company recently announced a $10.0 million fully-committed, rights offering.  We believe this investment by key shareholders demonstrates the Company’s overall intrinsic value and progress towards operational stability and growth.”

 

GAAP to Non-GAAP Reconciliation

 

The Company has provided non-GAAP financial information to provide additional, meaningful comparisons of current results to prior periods’ results by excluding items that the Company does not believe are representative or indicative of its results of operations.  Non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles in the United States.  The Company’s non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures, and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP.  Specifically, EBITDA from Continuing Operations, EBITDA Margin from Continuing Operations, Facility EBITDA from Continuing Operations, Facility EBITDA Margin from Continuing Operations, Adjusted Earnings, and Adjusted Earnings Per Share are non-GAAP financial measures.  EBITDA Margin from Continuing Operations and Facility EBITDA Margin from Continuing Operations are calculated by dividing EBITDA from Continuing Operations and Facility EBITDA from Continuing Operations, respectively, by sales.

 

The reconciliation to GAAP is as follows (dollars in thousands):

 

 

 

 

 

 

 

 

 

 

    

 

December 31,

 

January 1,

    

For the three months ended:

 

 

2017

 

2017

 

Net Loss

 

$

(4,322)

 

$

(710)

 

Interest Expense, Net

 

 

927

 

 

1,030

 

Income Taxes

 

 

(366)

 

 

30

 

Depreciation and Amortization

 

 

2,534

 

 

2,498

 

Adjustment to Exclude Loss from Discontinued Operations

 

 

 6

 

 

331

 

EBITDA from Continuing Operations

 

$

(1,221)

 

$

3,179

 

EBITDA Margin from Continuing Operations

 

 

(6.7)

%  

 

11.8

%  

Corporate Expenses

 

 

1,073

 

 

158

 

Facility EBITDA from Continuing Operations

 

$

(148)

 

$

3,337

 

Facility EBITDA Margin from Continuing Operations

 

 

(0.8)

%  

 

12.4

%  

 

 

 

 

 

 

 

 

Net Loss

 

$

(4,322)

 

$

(710)

 

Adjustment to Exclude Loss from Discontinued Operations, Net of Tax

 

 

 6

 

 

331

 

Reorganization/Transaction Expenses

 

 

86

 

 

29

 

Adjusted Earnings

 

$

(4,230)

 

$

(350)

 

Adjusted Earnings Per Share

 

$

(0.23)

 

$

(0.02)

 

Weighted Average Common Shares Outstanding

 

 

18,265,323

 

 

18,123,883

 

2


 

 

 

 

 

 

 

 

 

 

EBITDA from Continuing Operations excludes interest expense, net and income taxes as these items are associated with our capitalization and tax structures.  EBITDA from Continuing Operations also excludes depreciation and amortization expense as these non-cash expenses reflect the impact of prior capital expenditure decisions, which may not be indicative of future capital expenditure requirements.  EBITDA from Continuing Operations excludes the (income) or loss associated with discontinued operations.

 

Facility EBITDA from Continuing Operations consists of EBITDA from our operating segments, which excludes Corporate Expenses.  We believe this is a meaningful measurement of the operating performance of our manufacturing facilities.  Corporate Expenses primarily consist of costs not allocated to our manufacturing facilities, such as compensation related costs for employees assigned to corporate, board of directors fees and expenses, professional fees, insurance costs, and marketing costs.

 

Adjusted Earnings removes the impact of reorganization/transaction related expenses and the impact of discontinued operations.  Reorganization expenses are primarily labor and labor related costs associated with the termination of employees.  Transaction expenses are primarily professional fees related to the refinancing of debt and the sale of non-core assets.

 

About ARC Group Worldwide, Inc.

ARC Group Worldwide, Inc. is a global advanced manufacturing and metal 3D printing service provider focused on accelerating speed to market for its customers.  ARC provides a holistic set of precision manufacturing solutions, from design and prototyping through full run production.  These solutions include metal injection molding, metal 3D printing, metal stamping, plastic injection molding, clean room injection molding, thixomolding, and rapid and conformal tooling.  Further, ARC utilizes technology to improve automation in manufacturing through robotics, software and process automation, and lean manufacturing to improve efficiency.

Forward Looking Statements

 

This press release may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995, which are based on ARC’s current expectations, estimates, and projections about future events.  These include, but are not limited to, statements, if any, regarding business plans, pro-forma statements and financial projections, ARC’s ability to expand its services and realize growth.  These statements are not historical facts or guarantees of future performance, events, or results.  Such statements involve potential risks and uncertainties, and the general effects of financial, economic, and regulatory conditions affecting our industries.  Accordingly, actual results may differ materially.  ARC does not have any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.  For further information on risks and uncertainties that could affect ARC’s business, financial condition, and results of operations, readers are encouraged to review Item 1A.  – Risk Factors and all other disclosures appearing in ARC’s Form 10-K for the fiscal year ended June 30, 2017, as well as other documents ARC files from time to time with the Securities and Exchange Commission.

 

 

PHONE: (303) 467-5236

Email: InvestorRelations@arcw.com

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ARC Group Worldwide, Inc.

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except for share and per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the six months ended

 

 

 

December 31,

 

January 1,

 

December 31,

 

January 1,

 

 

    

2017

    

2017

    

2017

    

2017

 

Sales

 

$

18,354

 

$

27,009

 

$

38,304

 

$

52,722

 

Cost of sales

 

 

18,724

 

 

22,505

 

 

37,251

 

 

43,539

 

Gross profit

 

 

(370)

 

 

4,504

 

 

1,053

 

 

9,183

 

Selling, general and administrative

 

 

3,552

 

 

4,660

 

 

7,038

 

 

9,517

 

Loss from operations

 

 

(3,922)

 

 

(156)

 

 

(5,985)

 

 

(334)

 

Other income, net

 

 

167

 

 

837

 

 

130

 

 

804

 

Interest expense, net

 

 

(927)

 

 

(1,030)

 

 

(1,939)

 

 

(2,137)

 

Loss on extinguishment of debt

 

 

 —

 

 

 —

 

 

 —

 

 

(723)

 

Loss before income taxes

 

 

(4,682)

 

 

(349)

 

 

(7,794)

 

 

(2,390)

 

Income tax benefit (expense)

 

 

366

 

 

(30)

 

 

194

 

 

1,301

 

Net loss from continuing operations

 

 

(4,316)

 

 

(379)

 

 

(7,600)

 

 

(1,089)

 

(Loss) gain on sale of subsidiaries and income (loss) from discontinued operations, net of tax

 

 

(6)

 

 

(331)

 

 

(276)

 

 

3,986

 

Net (loss) income

 

 

(4,322)

 

 

(710)

 

 

(7,876)

 

 

2,897

 

Net income attributable to non-controlling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

 

 —

 

 

 —

 

 

 —

 

 

(22)

 

Discontinued operations

 

 

 —

 

 

 —

 

 

 —

 

 

(4)

 

Net income attributable to non-controlling interest

 

 

 —

 

 

 —

 

 

 —

 

 

(26)

 

Net (loss) income attributable to ARC Group Worldwide, Inc.

 

$

(4,322)

 

$

(710)

 

$

(7,876)

 

$

2,871

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per common share, basic and diluted:

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.24)

 

$

(0.02)

 

$

(0.42)

 

$

(0.06)

 

Discontinued operations

 

$

 —

 

$

(0.02)

 

$

(0.01)

 

$

0.22

 

Attributable to ARC Group Worldwide, Inc.

 

$

(0.24)

 

$

(0.04)

 

$

(0.43)

 

$

0.16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

18,265,323

 

 

18,123,883

 

 

18,229,320

 

 

18,123,883

 

 

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ARC Group Worldwide, Inc.

Unaudited Condensed Consolidated Balance Sheets

(in thousands, except share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

December 31, 2017

    

June 30, 2017

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash

 

$

387

 

$

593

 

Accounts receivable, net

 

 

10,769

 

 

10,488

 

Inventories, net

 

 

14,342

 

 

14,369

 

Prepaid expenses and other current assets

 

 

2,382

 

 

3,152

 

Current assets of discontinued operations

 

 

 —

 

 

1,452

 

Total current assets

 

 

27,880

 

 

30,054

 

Property and equipment, net

 

 

39,417

 

 

41,349

 

Goodwill

 

 

6,412

 

 

6,412

 

Intangible assets, net

 

 

17,942

 

 

19,624

 

Other

 

 

356

 

 

291

 

Long-term assets of discontinued operations

 

 

 —

 

 

1,893

 

Total assets

 

$

92,007

 

$

99,623

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

 

$

10,160

 

$

8,681

 

Accrued expenses and other current liabilities

 

 

2,153

 

 

3,273

 

Deferred revenue

 

 

1,387

 

 

1,165

 

Bank borrowings, current portion of long-term debt

 

 

1,747

 

 

1,701

 

Capital lease obligations, current portion

 

 

1,455

 

 

1,470

 

Accrued escrow obligations, current portion

 

 

1,212

 

 

1,212

 

Current liabilities of discontinued operations

 

 

 —

 

 

283

 

Total current liabilities

 

 

18,114

 

 

17,785

 

Long-term debt, net of current portion

 

 

43,358

 

 

42,822

 

Capital lease obligations, net of current portion

 

 

1,196

 

 

1,888

 

Accrued escrow obligations, net of current portion

 

 

942

 

 

1,184

 

Other long-term liabilities

 

 

927

 

 

1,017

 

Long-term liabilities of discontinued operations

 

 

 —

 

 

260

 

Total liabilities

 

 

64,537

 

 

64,956

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

Preferred stock, $0.001 par value, 2,000,000 shares authorized, no shares issued and outstanding

 

 

 —

 

 

 —

 

Common stock, $0.0005 par value, 250,000,000 shares authorized; 18,282,681 shares issued and 18,274,280 shares issued and outstanding at December 31, 2017, and 18,180,027 shares issued and 18,171,626 shares issued and outstanding at June 30, 2017

 

 

10

 

 

10

 

Treasury stock, at cost; 8,401 shares at December 31, 2017 and June 30, 2017

 

 

(94)

 

 

(94)

 

Additional paid-in capital

 

 

31,675

 

 

31,109

 

Retained earnings (accumulated deficit)

 

 

(4,321)

 

 

3,569

 

Accumulated other comprehensive income

 

 

200

 

 

73

 

Total equity

 

 

27,470

 

 

34,667

 

Total liabilities and equity

 

$

92,007

 

$

99,623

 

 

5


 

ARC Group Worldwide, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

For the six months ended

 

 

    

December 31, 2017

    

January 1, 2017

 

Cash flows from operating activities:

 

 

 

 

 

 

 

Net (loss) income

 

$

(7,876)

 

$

2,897

 

Adjustments to reconcile net (loss) income to net cash used in operating activities:

 

 

 

 

 

 

 

Depreciation and amortization

 

 

5,051

 

 

4,889

 

Share-based compensation expense

 

 

397

 

 

375

 

Loss (gain) on sale of subsidiaries

 

 

109

 

 

(5,418)

 

Bad debt expense and other

 

 

84

 

 

49

 

Deferred income taxes

 

 

 —

 

 

(286)

 

Changes in working capital:

 

 

 

 

 

 

 

Accounts receivable

 

 

(137)

 

 

(621)

 

Inventory

 

 

(138)

 

 

(2,374)

 

Prepaid expenses and other assets

 

 

609

 

 

(306)

 

Accounts payable

 

 

1,486

 

 

1,628

 

Accrued expenses and other current liabilities

 

 

(1,472)

 

 

(700)

 

Deferred revenue

 

 

222

 

 

(629)

 

Net cash used in operating activities

 

 

(1,665)

 

 

(496)

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(1,500)

 

 

(2,901)

 

Proceeds from sale of subsidiary

 

 

3,000

 

 

10,538

 

Net cash provided by investing activities

 

 

1,500

 

 

7,637

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

Proceeds from debt issuance

 

 

49,533

 

 

48,773

 

Repayments of long-term debt and capital lease obligations

 

 

(50,040)

 

 

(57,397)

 

Payment of distributions to non-controlling membership interests from the sale of subsidiary

 

 

 —

 

 

(438)

 

Purchase of non-controlling membership interests

 

 

 —

 

 

(200)

 

Issuance of common stock under employee stock purchase plan and exercise of stock options

 

 

155

 

 

 —

 

Net cash used in financing activities

 

 

(352)

 

 

(9,262)

 

Effect of exchange rates on cash

 

 

311

 

 

(284)

 

Net decrease in cash

 

 

(206)

 

 

(2,405)

 

Cash, beginning of period

 

 

593

 

 

3,620

 

Cash, end of period

 

$

387

 

$

1,215

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

Cash paid for interest

 

$

1,244

 

$

1,913

 

Cash paid for income taxes, net of refunds

 

$

48

 

$

(877)

 

 

6