0000751365FALSE00007513652023-09-112023-09-11
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report: September 11, 2023
VIRCO MFG. CORPORATION
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | | | |
Delaware | | 001-8777 | | 95-1613718 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
2027 Harpers Way | | |
Torrance | | California | | 90501 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (310) 533-0474
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.01 par value per share | | VIRC | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company [ ]
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. [ ]
TABLE OF CONTENTS
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Item 2.02 - Results of Operations and Financial Condition | |
Item 9.01 - Financial Statements and Exhibits | |
SIGNATURES | |
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Item 2.02 Results of Operations and Financial Condition.
On September 11, 2023, Virco Mfg. Corporation (“Virco”) issued a press release reporting its financial results for the second quarter ended July 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 2.02 and the exhibit attached hereto are furnished to, but not filed with, the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
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 hereunto duly authorized.
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| | | |
| VIRCO MFG. CORPORATION (Registrant) |
|
Date: September 11, 2023 | /s/ Robert A. Virtue |
| (Signature) | | |
| Name: | | Robert A. Virtue |
| Title: | | Chief Executive Officer and Chairman of the Board of Directors |
Exhibit 99.1
Virco Operating Income Nearly Doubles as Second Quarter Revenue Jumps 30%
•Exemplary Performance by U.S. Factories and Delivery Teams convert record backlog to on-time deliveries for Back-to-School
•Year-to Date Revenue up 24% to $142 million
•Year-to-Date Operating Income improves to $20 million
TORRANCE, CALIFORNIA, September 11, 2023 – Virco Mfg. Corporation (NASDAQ: VIRC), the largest manufacturer and supplier of movable furniture and equipment for educational environments in the United States, today reported financial results for the quarterly period ended July 31, 2023 (second quarter of fiscal 2024).
Virco Mfg. Corporation today reported that revenue for the second quarter ended July 31 grew 30% YOY from $82,797,000 to $107,321,000 as the Company’s U.S. factories and logistics converted a record backlog to nationwide on-time deliveries for the new school year. In combination with stabilizing material and freight costs, the Company’s domestic operations generated improved profitability on the higher volume. For the second quarter, operating income nearly doubled from $11,174,000 to $21,254,000.
Year-to-date, revenue increased 23.8% from $114,881,000 in the first six months of last year to $142,264,000 this year. Operating income for the first six months improved from $6,430,000 last year to $19,942,000 in the current year.
Gross Margin for the second quarter improved from 38.5% to 45.3%, due to a combination of moderating raw material costs and improved operating efficiencies in the Company’s U.S. factories. SG&A as a percent of sales increased slightly from 25.0% last year to 25.5% this year. For the first six months, gross margin improved from 36.2% last year to 43.4% in the current year. For the same period, SG&A as a percent of sales declined from 30.6% to 29.4%.
Interest expense on the Company’s seasonal credit facility was $1,083,000 for the current quarter compared to $698,000 for the same period last year. Year-to-date, interest expense was $1,795,000, or 1.3% of revenue, compared to $1,125,000, or 1.0% of revenue for the first six months of last year. The Company has adequate availability under its current facility and is able to finance its growth organically, with improved profitability and cash flows being generated by the higher revenue. Management observes that timely deliveries have contributed to timely collections on accounts receivable, leading to strong cash flows through the middle of the Company’s busy season. Other key balance sheet items such as inventories, accounts payable, and accounts receivable remain favorably balanced with the increase in revenue and earnings.
Commenting on the strong second quarter and first six months, Virco CEO and Chairman Robert Virtue said: “We performed exceptionally well in this year’s back-to-school season. We had a record backlog of deliveries to make, and we made them. This ability to execute is directly tied to our domestic U.S. factories and logistics teams. As schools have extended their instruction calendar to make up for pandemic-related learning loss, our summer delivery window has effectively been narrowed. We have the physical footprint and the operating know-how to make and deliver millions of pounds of furniture in what is now a six- to eight-week delivery season. This environment has been increasingly challenging for import-based competitors. We are seeing a meaningful gain in new customers in this new competitive landscape.”
Virco President Doug Virtue offered these additional comments: “We consider ourselves fortunate to have come out of the pandemic stronger than we went in. We are uniquely positioned to help schools as they modify their calendars and curricula to address the learning challenges faced by today’s students. Our vertical model has proven highly adaptable to these accelerations. We have good control over inventories, delivery performance, and the entire order-to-cash cycle. Ultimately, this allows us to better serve educators and students as they seek creative solutions to the challenges of the last few years.”
Contact:
Virco Mfg. Corporation
(310) 533-0474
Robert A. Virtue, Chairman and Chief Executive Officer
Doug Virtue, President
Robert Dose, Chief Financial Officer
Statement Concerning Forward-Looking Information
This news release contains “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding: our future financial results and growth in our business; business strategies; market demand and product development; estimates of unshipped backlog; order rates and trends in seasonality; product relevance; economic conditions and patterns; the educational furniture industry generally, including the domestic market for classroom furniture; cost control initiatives; absorption rates; and supply chain challenges. Forward-looking statements are based on current expectations and beliefs about future events or circumstances, and you should not place undue reliance on these statements. Such statements involve known and unknown risks, uncertainties, assumptions and other factors, many of which are out of our control and difficult to forecast. These factors may cause actual results to differ materially from those that are anticipated. Such factors include, but are not limited to: uncertainties surrounding the severity, duration and effects of the COVID-19 pandemic; changes in general economic conditions including raw material, energy and freight costs; state and municipal bond funding; state, local, and municipal tax receipts; order rates; the seasonality of our markets; the markets for school and office furniture generally, the specific markets and customers with which we conduct our principal business; the impact of cost-saving initiatives on our business; the competitive landscape, including responses of our competitors and customers to changes in our prices; demographics; and the terms and conditions of available funding sources. See our Annual Report on Form 10-K for the year ended January 31, 2023, our Quarterly Reports on Form 10-Q, and other reports and material that we file with the Securities and Exchange Commission for a further description of these and other risks and uncertainties applicable to our business. We assume no, and hereby disclaim any, obligation to update any of our forward-looking statements. We nonetheless reserve the right to make such updates from time to time by press release, periodic reports, or other methods of public disclosure without the need for specific reference to this press release. No such update shall be deemed to indicate that other statements which are not addressed by such an update remain correct or create an obligation to provide any other updates.
Financial Tables Follow
Virco Mfg. Corporation
Unaudited Condensed Consolidated Balance Sheets
| | | | | | | | | | | | | | | | | |
| 7/31/2023 | | 1/31/2023 | | 7/31/2022 |
(In thousands) |
| | | | | |
Assets | | | | | |
Current assets | | | | | |
Cash | $ | 1,600 | | | $ | 1,057 | | | $ | 2,179 | |
Trade accounts receivables, net | 68,592 | | | 18,435 | | | 44,286 | |
Other receivables | 58 | | | 68 | | | 95 | |
Income tax receivable | — | | | 19 | | | 111 | |
Inventories | 71,853 | | | 67,406 | | | 61,228 | |
Prepaid expenses and other current assets | 2,228 | | | 2,083 | | | 2,068 | |
Total current assets | 144,331 | | | 89,068 | | | 109,967 | |
Non-current assets | | | | | |
Property, plant and equipment | | | | | |
Land | 3,731 | | | 3,731 | | | 3,731 | |
Land improvements | 686 | | | 686 | | | 653 | |
Buildings and building improvements | 51,441 | | | 51,310 | | | 51,456 | |
Machinery and equipment | 115,899 | | | 113,662 | | | 115,029 | |
Leasehold improvements | 977 | | | 983 | | | 1,012 | |
Total property, plant and equipment | 172,734 | | | 170,372 | | | 171,881 | |
Less accumulated depreciation and amortization | 137,392 | | | 135,810 | | | 136,973 | |
Net property, plant and equipment | 35,342 | | | 34,562 | | | 34,908 | |
Operating lease right-of-use assets | 8,285 | | | 10,120 | | | 12,115 | |
Deferred tax assets, net | 7,100 | | | 7,800 | | | 488 | |
Other assets, net | 9,279 | | | 8,576 | | | 8,051 | |
Total assets | $ | 204,337 | | | $ | 150,126 | | | $ | 165,529 | |
Virco Mfg. Corporation
Unaudited Condensed Consolidated Balance Sheets
| | | | | | | | | | | | | | | | | |
| 7/31/2023 | | 1/31/2023 | | 7/31/2022 |
| (In thousands, except share and par value data) |
| | | | | |
Liabilities | | | | | |
Current liabilities | | | | | |
Accounts payable | $ | 27,854 | | | $ | 19,448 | | | $ | 27,290 | |
Accrued compensation and employee benefits | 10,983 | | | 9,554 | | | 6,873 | |
Income tax payable | 3,325 | | | — | | | — | |
Current portion of long-term debt | 32,256 | | | 7,360 | | | 22,736 | |
Current portion operating lease liability | 5,386 | | | 5,082 | | | 4,909 | |
Other accrued liabilities | 11,259 | | | 7,081 | | | 10,057 | |
Total current liabilities | 91,063 | | | 48,525 | | | 71,865 | |
Non-current liabilities | | | | | |
Accrued self-insurance retention | 934 | | | 1,050 | | | 1,436 | |
Accrued pension expenses | 10,827 | | | 10,676 | | | 15,238 | |
Income tax payable | 81 | | | 79 | | | 73 | |
Long-term debt, less current portion | 14,261 | | | 14,384 | | | 14,504 | |
Operating lease liability, less current portion | 4,317 | | | 6,796 | | | 9,241 | |
Other long-term liabilities | 559 | | | 555 | | | 667 | |
Total non-current liabilities | 30,979 | | | 33,540 | | | 41,159 | |
Commitments and contingencies (Notes 6, 7 and 13) | | | | | |
Stockholders’ equity | | | | | |
Preferred stock: | | | | | |
Authorized 3,000,000 shares, $0.01 par value; none issued or outstanding | — | | | — | | | — | |
Common stock: | | | | | |
Authorized 25,000,000 shares, $0.01 par value; issued and outstanding 16,347,314 shares at 7/31/2023 and 16,210,985 at 1/31/2023 and 7/31/2022 | 164 | | | 162 | | | 162 | |
Additional paid-in capital | 121,030 | | | 120,890 | | | 120,684 | |
Accumulated deficit | (36,539) | | | (50,631) | | | (62,582) | |
Accumulated other comprehensive loss | (2,360) | | | (2,360) | | | (5,759) | |
Total stockholders’ equity | 82,295 | | | 68,061 | | | 52,505 | |
Total liabilities and stockholders’ equity | $ | 204,337 | | | $ | 150,126 | | | $ | 165,529 | |
Virco Mfg. Corporation
Unaudited Condensed Consolidated Statements of Income
| | | | | | | | | | | |
| Three months ended |
| 7/31/2023 | | 7/31/2022 |
| (In thousands, except per share data) |
Net sales | $ | 107,321 | | | $ | 82,797 | |
Costs of goods sold | 58,743 | | | 50,952 | |
Gross profit | 48,578 | | | 31,845 | |
Selling, general and administrative expenses | 27,324 | | | 20,671 | |
| | | |
| | | |
Operating income | 21,254 | | | 11,174 | |
Unrealized (gain) loss on investment in trust account | (325) | | | 305 | |
Pension expense | 161 | | | 196 | |
Interest expense | 1,083 | | | 698 | |
Income before income taxes | 20,335 | | | 9,975 | |
Income tax expense | 4,801 | | | 295 | |
Net income | $ | 15,534 | | | $ | 9,680 | |
| | | |
| | | |
Net income per common share: | | | |
Basic | $ | 0.95 | | | $ | 0.60 | |
Diluted | $ | 0.95 | | | $ | 0.60 | |
Weighted average shares of common stock outstanding: | | | |
Basic | 16,272 | | | 16,108 | |
Diluted | 16,294 | | | 16,108 | |
Virco Mfg. Corporation
Unaudited Condensed Consolidated Statements of Income
| | | | | | | | | | | |
| Six months ended |
| 7/31/2023 | | 7/31/2022 |
| (In thousands, except per share data) |
Net sales | $ | 142,264 | | | $ | 114,881 | |
Costs of goods sold | 80,484 | | | 73,329 | |
Gross profit | 61,780 | | | 41,552 | |
Selling, general and administrative expenses | 41,838 | | | 35,122 | |
Operating income | 19,942 | | | 6,430 | |
Unrealized (gain) loss on investment in trust account | (624) | | | 305 | |
Pension expense | 322 | | | 391 | |
Interest expense | 1,795 | | | 1,125 | |
Income before income taxes | 18,449 | | | 4,609 | |
Income tax expense | 4,357 | | | 13 | |
Net income | $ | 14,092 | | | $ | 4,596 | |
| | | |
| | | |
Net income per common share: | | | |
Basic | $ | 0.87 | | | $ | 0.29 | |
Diluted | $ | 0.87 | | | $ | 0.29 | |
Weighted average shares of common stock outstanding: | | | |
Basic | 16,242 | | | 16,071 | |
Diluted | 16,257 | | | 16,071 | |
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