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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: |
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . |
Commission File number: | ||
(Exact name of Registrant as specified in its charter) |
(State or other jurisdiction of | (IRS Employer Identification | |
incorporation of organization) | Number) | |
|
| |
| ||
(Address of principal executive offices) | (Zip Code) |
( |
(Registrant’s telephone number including area code) |
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(Former name, former address and former fiscal year if |
changed from last report) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
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 and Exchange Act of 1934 during the preceding 12 months (or 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:
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).
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 the 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 ☐
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 Act). Yes
Number of shares outstanding of each of the issuer’s classes of common stock, as of: February 8, 2022
COMMON STOCK, $.01 PAR VALUE PER SHARE
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
Page | |||
3 | |||
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES INDEX –DECEMBER 31, 2021 | |||
Condensed Consolidated Balance Sheets December 31, 2021 (unaudited) and June 30, 2021 | 3 | ||
4 | |||
5 | |||
6 | |||
7 | |||
Notes to Condensed Consolidated Financial Statements (unaudited) | 8 | ||
Management’s Discussion and Analysis of Financial Condition and Results of Operations | 27 | ||
30 | |||
31 | |||
31 | |||
32 | |||
33 | |||
2
PART I: FINANCIAL INFORMATION
Item 1. Financial Statements
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, 2021 | |||||||
| (unaudited) |
| June 30, 2021 |
| |||
(in thousands, except share data) | |||||||
CURRENT ASSETS |
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Cash and cash equivalents | $ | | $ | | |||
Marketable securities | | | |||||
Accounts receivable, net of allowance for doubtful accounts of $ |
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Inventories, net |
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Prepaid expenses and other current assets |
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Total Current Assets |
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Inventories - non-current, net |
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Property, plant and equipment, net |
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Intangible assets, net |
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Operating lease asset | | | |||||
Other assets |
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TOTAL ASSETS | $ | | $ | | |||
CURRENT LIABILITIES |
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Accounts payable | $ | | $ | | |||
Accrued expenses |
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Accrued salaries and wages |
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Current portion of long-term debt | — | | |||||
Accrued income taxes |
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Total Current Liabilities |
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Long term debt, net of current portion | — | | |||||
Deferred income taxes |
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Accrued income taxes |
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Long term operating lease liabilities | | | |||||
Total Liabilities |
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COMMITMENTS AND CONTINGENCIES (Note 13) |
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STOCKHOLDERS’ EQUITY | |||||||
Common Stock, par value $ | | | |||||
Additional paid-in capital |
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Retained earnings |
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Less: Treasury Stock, at cost ( |
| ( |
| ( | |||
TOTAL STOCKHOLDERS’ EQUITY |
| |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | | $ | | |||
See accompanying notes to condensed consolidated financial statements.
3
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited)
| Three Months ended December 31, | |||||
| 2021 |
| 2020 | |||
(in thousands, except for share and per share data) | ||||||
Net sales: |
| |||||
Equipment revenues | $ | | $ | | ||
Service revenues |
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Cost of sales: |
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Equipment related expenses |
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Service-related expenses |
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Gross Profit |
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Operating expenses: | ||||||
Research and development |
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Selling, general, and administrative expenses |
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Total Operating Expenses | | | ||||
Operating Income |
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Other income (expense): |
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Interest and other income (expense), net |
| |
| ( | ||
Income before Provision for Income Taxes |
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Provision for Income Taxes |
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Net Income | $ | | $ | | ||
Income per share: |
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Basic | $ | | $ | | ||
Diluted | $ | | $ | | ||
Weighted average number of shares outstanding: |
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Basic |
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Diluted |
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See accompanying notes to condensed consolidated financial statements.
4
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited)
Six Months Ended December 31, | |||||||
2021 |
| 2020 | |||||
(in thousands, except for share and per share data) | |||||||
Net sales: | |||||||
Equipment revenues | $ | | $ | | |||
Service revenues |
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Cost of sales: |
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Equipment related expenses |
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Service-related expenses |
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Gross Profit |
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Operating expenses: | |||||||
Research and development |
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Selling, general, and administrative expenses |
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Total Operating Expenses |
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Operating Income |
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Other income (expense): |
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Interest and other income (expense), net |
| |
| ( | |||
Gain on extinguishment of debt | | — | |||||
Income before Provision for Income Taxes |
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Provision for Income Taxes |
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Net Income | $ | | $ | | |||
Income per share: |
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Basic | $ | | $ | | |||
Diluted | $ | | $ | | |||
Weighted average number of shares outstanding: |
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Basic |
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Diluted |
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See accompanying notes to condensed consolidated financial statements.
5
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (unaudited)
Six months ended December 31, 2021 (in thousands, except for share data) | |||||||||||||||||||
Common Stock | Treasury Stock | ||||||||||||||||||
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| Number of |
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| Additional |
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| Shares |
| Paid-in |
| Number of |
| Retained | ||||||||||||
| Issued | Amount |
| Capital | Shares | Amount | Earnings | Total | |||||||||||
Balances at June 30, 2021 | | $ | | $ | |
| ( | $ | ( | $ | | $ | | ||||||
Retrospective Effects of | | $ | | — |
| — | — | $ | ( | $ | — | ||||||||
Balances at June 30, 2021, considering Retrospective effect of Stock Split |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
Net income |
| — |
| — |
| — |
| — |
| — |
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Stock-based compensation expense |
| — |
| — |
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| — |
| — |
| — |
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Stock options exercised | |
| — |
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| — |
| — |
| — |
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Balances at September 30, 2021 |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
Net income | — |
| — |
| — |
| — |
| — |
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Stock-based compensation expense | — |
| — |
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| — |
| — |
| — |
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Stock options exercised | |
| — |
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| — |
| — |
| — |
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Balances at December 31, 2021 |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
| Six months ended December 31, 2020 (in thousands, except share data) | ||||||||||||||||||
| Common Stock |
| Treasury Stock |
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| Number of |
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| Additional |
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| Shares |
| Paid-in |
| Number of |
| Retained | ||||||||||||
| Issued | Amount |
| Capital | Shares | Amount | Earnings | Total | |||||||||||
Balances at June 30, 2020 | | $ | | $ | |
| ( | $ | ( | $ | | $ | | ||||||
Retrospective Effects of | | $ | | — |
| — | — | $ | ( | $ | — | ||||||||
Balances at June 30, 2020, considering Retrospective effect of Stock Split |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
Net income |
| — |
| — |
| — |
| — |
| — |
| |
| | |||||
Stock-based compensation expense |
| — |
| — |
| |
| — |
| — |
| — |
| | |||||
Balances at September 30, 2020 |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
Net income |
| — |
| — |
| — |
| — |
| — |
| |
| | |||||
Stock-based compensation expense |
| — |
| — |
| |
| — |
| — |
| — |
| | |||||
Balances at December 31, 2020 |
| | $ | | $ | |
| ( | $ | ( | $ | | $ | | |||||
See accompanying notes to condensed consolidated financial statements.
6
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Six Months ended December 31, | |||||||
| 2021 |
| 2020 |
| |||
(in thousands) | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
| ||||
Net income | $ | | $ | | |||
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
| ||||
Depreciation and amortization |
| |
| | |||
Loss on marketable securities | | — | |||||
(Recovery of) provision for doubtful accounts |
| — |
| ( | |||
Deferred income taxes |
| |
| ( | |||
Stock based compensation expense |
| |
| | |||
Gain on extinguishment of debt | ( | — | |||||
Changes in operating assets and liabilities: |
|
|
|
| |||
Accounts receivable |
| |
| | |||
Inventories |
| ( |
| | |||
Prepaid expenses and other current assets |
| ( |
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Other assets |
| ( |
| — | |||
Accounts payable, accrued expenses, accrued salaries and wages, accrued income taxes |
| |
| ( | |||
Net Cash Provided by Operating Activities |
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CASH FLOWS FROM INVESTING ACTIVITIES |
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| |||
Purchases of property, plant, and equipment |
| ( |
| ( | |||
Purchases of marketable securities | ( | — | |||||
Net Cash Used in Investing Activities |
| ( |
| ( | |||
CASH FLOWS FROM FINANCING ACTIVITIES |
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| |||
Proceeds from stock option exercises |
| |
| — | |||
Net Cash Provided by Financing Activities |
| |
| — | |||
Net increase in Cash and Cash Equivalents |
| |
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CASH AND CASH EQUIVALENTS - Beginning |
| |
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CASH AND CASH EQUIVALENTS - Ending | $ | | $ | | |||
SUPPLEMENTAL CASH FLOW INFORMATION |
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| |||
Interest paid | $ | | $ | | |||
Income taxes paid | $ | | $ | | |||
See accompanying notes to condensed consolidated financial statements.
7
NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
DECEMBER 31, 2021
NOTE 1 - Nature of Business and Summary of Significant Accounting Policies
Nature of Business:
Napco Security Technologies, Inc. (“NAPCO”, “the Company”, “we”) is one of the leading manufacturers and designers of high-tech electronic security devices, wireless recurring communication services for intrusion and fire alarm systems as well as a leading provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. We have experienced significant growth in recent years, primarily driven by fast growing recurring service revenues generated from wireless communication services for intrusion and fire alarm systems, as well as our school security products that are designed to meet the increasing needs to enhance school security as a result of on-campus shooting and violence in the U.S.
The Company’s fiscal year begins on July 1 and ends on June 30. Historically, the end users of the Company’s equipment products want to install these products prior to the summer; therefore, sales of these products historically peak in the period April 1 through June 30, the Company’s fiscal fourth quarter, and are reduced in the period July 1 through September 30, the Company’s fiscal first quarter. In addition, demand for our products is affected by the housing and construction markets. Deterioration of the current economic conditions may also affect this trend.
Our results for fiscal 2021 and the first two quarters of fiscal 2022 reflected the increase in customer demand after the challenging business environment resulting from the COVID-19 pandemic. While the Company believes this recovery will continue, there can be no assurances that it will do so in the event of a return to building and construction restrictions that might result from a return to higher levels of COVID-19 cases.
Significant Accounting Policies:
Principles of Consolidation
The consolidated financial statements include the accounts of Napco Security Technologies, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.
Stock Split
In December 2021, the Company's Board of Directors approved a
Accounting Estimates
The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent gains and losses at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Critical estimates
8
include management’s judgments associated with reserves for sales returns and allowances, allowance for doubtful accounts, inventory reserves, valuation of intangible assets and income taxes. Actual results could differ from those estimates.
Fair Value of Financial Instruments
The methods and assumptions used to estimate the fair value of the following classes of financial instruments were: Current Assets and Current Liabilities - The carrying amount of cash and cash equivalents, certificates of deposits, current receivables and payables and certain other short-term financial instruments approximate their fair value as of December 31, 2021 and June 30, 2021 due to their short-term maturities. Long-term debt and lease liabilities reflect fair value based on prevailing market rates.
Cash and Cash Equivalents
Cash and cash equivalents include approximately $
Marketable Securities
The Company’s marketable securities include investments in mutual funds, which invest primarily in various government and corporate obligations, stocks and money market funds. The Company’s marketable securities are reported at fair value with the related unrealized and realized gains and losses included in other expense (income). Realized gains or losses on mutual funds are determined on a specific identification basis. The Company would record an impairment charge if the cost of the available-for-sale securities exceeds the estimated fair value of the securities and the decline in value is determined to be other-than-temporary. During the three and six months ended December 31, 2021, the Company did not record an impairment charge regarding its investment in marketable securities because management believes, based on its evaluation of the circumstances, that the decline in fair value below the cost of certain of the Company’s marketable securities is temporary.
Accounts Receivable
Accounts receivable is stated net of the reserves for doubtful accounts of $
Inventories
Inventories are valued at the lower of cost or net realizable value, with cost being determined on the first-in, first-out (FIFO) method. The reported net value of inventory includes finished saleable products, work-in-process and raw materials that will be sold or used in future periods. Inventory costs include raw materials, direct labor and overhead. The Company’s overhead expenses are applied based, in part, upon estimates of the proportion of those expenses that are related to procuring and storing raw materials as compared to the manufacture and assembly of finished products. These proportions, the method of their application, and the resulting overhead included in ending inventory, are based in part on subjective estimates and actual results could differ from those estimates.
In addition, the Company records an inventory obsolescence reserve, which represents any excess of the cost of the inventory over its estimated realizable value, based on various product sales projections. This reserve is calculated using an estimated obsolescence percentage applied to the inventory based on age, historical trends, requirements to support forecasted sales, and the ability to find alternate applications of its raw materials and to convert finished product into alternate versions of the same product to better match customer demand. In addition, and as necessary, the Company may establish specific reserves for future known or anticipated events.
9
There is inherent professional judgment and subjectivity made by both production and engineering members of management in determining the estimated obsolescence percentage.
The Company also regularly reviews the period over which its inventories will be converted to sales. Any inventories expected to convert to sales beyond 12 months from the balance sheet date are classified as non-current.
Property, Plant, and Equipment
Property, plant, and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income.
Depreciation is recorded over the estimated service lives of the related assets using primarily the straight-line method. Amortization of leasehold improvements is calculated by using the straight-line method over the estimated useful life of the asset or lease term, whichever is shorter.
Long-Lived and Intangible Assets
Long-lived assets are amortized over their useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets in question may not be recoverable. Impairment would be recorded in circumstances where undiscounted cash flows expected to be generated by an asset are less than the carrying value of that asset. Intangible assets determined to have indefinite lives were not amortized but were tested for impairment at least annually.
The Company’s acquisition of substantially all of the assets and certain liabilities of G. Marks Hardware, Inc. (“Marks”) in August 2008 included intangible assets recorded at fair value on the date of acquisition. The customer relationships are amortized over their estimated useful lives of twenty years. At the acquisition date, the Marks trade name was deemed to have an indefinite life. During the 4th quarter of fiscal 2020, the Company determined that the trade-name was impaired. Accordingly, the Company recorded an impairment charge of $
Changes in intangible assets are as follows (in thousands):
December 31, 2021 | June 30, 2021 | |||||||||||||||||
| Carrying |
| Accumulated |
| Net book |
| Carrying |
| Accumulated |
| Net book | |||||||
value | amortization | value | value | amortization | value | |||||||||||||
Customer relationships | $ | | ( | $ | | $ | | $ | ( | $ | | |||||||
Trade name | |
| ( |
| |
| |
| ( |
| | |||||||
$ | | $ | ( | $ | | $ | | $ | ( | $ | | |||||||
Amortization expense for intangible assets subject to amortization was approximately $
Revenue Recognition
Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services.
10
For product sales, the Company typically transfers control at a point in time upon shipment or delivery of the product. For monthly communication services the Company satisfies its performance obligation as the services are rendered and therefore recognizes revenue over the monthly period.
Typically timing of revenue recognition coincides with the timing of invoicing to the customers, at which time the Company has an unconditional right to consideration. As such, the Company typically records a receivable when revenue is recognized.
The contract with the customer states the final terms of the sale, including the description, quantity, and price of each product purchased. Payment for product sales is typically due within
The Company provides limited standard warranty for defective products, usually for a period of
The Company analyzes sales returns and is able to make reasonable and reliable estimates of product returns based on the Company’s past history. Estimates for sales returns are based on several factors including actual returns and based on expected return data communicated to it by its customers. Accordingly, the Company believes that its historical returns analysis is an accurate basis for its allowance for sales returns. Actual results could differ from those estimates.
Advertising and Promotional Costs
Advertising and promotional costs are included in Selling, General and Administrative expenses in the consolidated statements of income and are expensed as incurred. Advertising expense for the three months ended December 31, 2021 and 2020 was $
Research and Development Costs
Research and development (“RD”) costs incurred by the Company are charged to expense as incurred and are included in operating expenses in the consolidated statements of income. Company-sponsored RD expense for the three months ended December 31, 2021 and 2020 was $
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company measures and recognizes the tax implications of positions taken or expected to be taken in its tax returns on an ongoing basis. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.
11
Net Income per Share
Basic net income per common share (Basic EPS) is computed by dividing net income by the weighted average number of common shares outstanding. Diluted net income per common share (Diluted EPS) is computed by dividing net income by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding.
The following provides a reconciliation of information used in calculating the per share amounts for the three months ended December 31, 2021 and 2020 (in thousands, except share and per share data):
Net Income | Weighted Average Shares | Net Income per Share | ||||||||||||||
| 2021 |
| 2020 |
| 2021 | 2020 | 2021 |
| 2020 | |||||||
Basic EPS | $ | | $ | | | | $ | | $ | | ||||||
Effect of Dilutive Securities: |
|
| ||||||||||||||
Stock Options |
| — | — | |
| |
| — |
| — | ||||||
Diluted EPS | $ | | $ | | |
| | $ | | $ | | |||||
Options to purchase
The following provides a reconciliation of information used in calculating the per share amounts for the six months ended December 31, 2021 and 2020 (in thousands, except share and per share data):
Weighted Average | Net Income per | |||||||||||||||
Net Income | Shares | Share | ||||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 |
| 2021 |
| 2020 | ||||||
Basic EPS | $ | | $ | | | | $ | | $ | | ||||||
Effect of Dilutive Securities: |
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Stock Options | — |
| — |
| |
| |
| — |
| — | |||||
Diluted EPS | $ | | $ | |
| |
| | $ | | $ | | ||||
Options to purchase
Stock-Based Compensation
The Company has established
Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the vesting period. Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility and forfeiture rates, among other factors.
Stock-based compensation costs of $
Foreign Currency
The Company has determined the functional currency of all foreign subsidiaries is the U.S. Dollar. All foreign operations are considered a direct and integral part or extension of the Company’s operations. The day-to-day operations of all foreign subsidiaries are dependent on the economic environment of the U.S. Dollar. Therefore,
12
Comprehensive Income
For the three and six months ended December 31, 2021 and 2020, the Company’s operations did not give rise to material items includable in comprehensive income, which were not already included in net income. Accordingly, the Company’s comprehensive income approximates its net income for all periods presented.
Segment Reporting
The Company’s reportable operating segments are determined based on the Company’s management approach. The management approach is based on the way that the chief operating decision maker organizes the segments within an enterprise for making operating decisions and assessing performance. The Company’s results of operations are reviewed by the chief operating decision maker on a consolidated basis and the Company operates in only
Shipping and Handling Sales and Costs
The Company records the amount billed to customers for shipping and handling in net sales ($
Leases
Effective July 1, 2019, the Company adopted the new lease accounting standard using the modified retrospective transition option of applying the new standard at the adoption date. In addition,
Recently Issued Accounting Standards
Reference Rate Reform (ASC Topic 848)
In March 2020, the FASB issued authoritative guidance to provide optional relief for companies preparing for the discontinuation of interest rates such as the London Interbank Offered Rate (“LIBOR”), which is expected to be phased out at the end of calendar 2021, and applies to lease contracts, hedging instruments, held-to-maturity debt securities and debt arrangements that have LIBOR as the benchmark rate.
In January 2021, the FASB issued authoritative guidance that makes amendments to the new rules on accounting for reference rate reform. The amendments clarify that for all derivative instruments affected by the changes to interest rates used for discounting, margining or contract price alignment, regardless of whether they reference LIBOR or another rate expected to be discontinued as a result of reference rate reform, an entity may apply certain practical expedients in ASC Topic 848.
Effective for the Company – This guidance can be applied for a limited time through December 31, 2022. The guidance will no longer be available to apply after December 31, 2022.
Impact on consolidated financial statements – The Company is currently assessing the impact of applying this guidance on its existing derivative contracts, leases and other arrangements, as well as when to adopt this guidance.
13
NOTE 2 – Revenue Recognition and Contracts with Customers
The Company is engaged in
As of December 31, 2021 and June 30, 2021, the Company included refund liabilities of approximately $
As a percentage of gross sales, returns, rebates and allowances were
The Company disaggregates revenue from contracts with customers into major product lines. The Company determines that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. As noted in the accounting policy footnote, the Company’s business consists of
Three months ended December 31, | Six months ended December 31, | ||||||||||||
| 2021 |
| 2020 |
| 2021 |
| 2020 | ||||||
Major Product Lines: |
|
|
|
|
|
| |||||||
Intrusion and access alarm products | $ | | $ | | $ | | $ | | |||||
Door locking devices |
| |
| |
| |
| | |||||
Services |
| |
| |
| |
| | |||||
Total Revenues | $ | | $ | | $ | | $ | | |||||
NOTE 3 – Business and Credit Concentrations
An entity is more vulnerable to concentrations of credit risk if it is exposed to risk of loss greater than it would have had if it mitigated its risk through diversification of customers. Such risks of loss manifest themselves differently, depending on the nature of the concentration, and vary in significance. The Company had one customer with an accounts receivable balance that comprised
NOTE 4 – Marketable Securities
The Company’s marketable securities include investments in mutual funds, which invest primarily in various government and corporate obligations, stocks and money market funds, and are reported at their fair values. There were
14
recognized within the accompanying condensed consolidated statements of income for the three and six months ended December 31, 2021, are as follows (in thousands):
Three months ended December 31, 2021 | Six months ended December 31, 2021 | |||||
Net gains recognized during the period on marketable securities | $ | | $ | | ||
Less: Net gains recognized during the year on marketable securities sold during the period |
| — |
| — | ||
Unrealized (losses) gains recognized during the reporting year on marketable securities still held at the reporting date |
| ( |
| ( | ||
$ | ( | $ | | |||
The fair values of the Company’s marketable securities are determined as being the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company utilizes the three-tier value hierarchy, as prescribed by US GAAP, which prioritizes the inputs used in measuring fair value as follows:
| • | Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. |
| • | Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. |
| • | Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
The Company’s marketable securities, which are considered available-for-sale securities, are re-measured to fair value on a recurring basis and are valued using Level 1 inputs using quoted prices (unadjusted) for identical assets in active markets.
The following tables summarize the Company’s investments at December 31, 2021 and June 30, 2021, respectively (in thousands):
December 31, 2021 | June 30, 2021 | ||||||||||||||||
Unrealized | Unrealized | ||||||||||||||||
Cost |
| Fair Value |
| Gain (Loss) |
| Cost |
| Fair Value |
| Gain (Loss) | |||||||
Marketable Securities | $ | | $ | | $ | ( | $ | | $ | | $ | ( | |||||
Investment income is recognized when earned and consists principally of interest income from fixed income mutual funds. Realized gains and losses on sales of investments are determined on a specific identification basis.
NOTE 5 - Inventories
Inventories, net of reserves are valued at lower of cost (first-in, first-out method) or net realizable value. Inventories, net of reserves consist of the following (in thousands):
| December 31, |
| June 30, | |||
2021 | 2021 | |||||
Component parts | $ | | $ | | ||
Work-in-process |
| |
| | ||
Finished product |
| |
| | ||
$ | | $ | | |||
Classification of inventories, net of reserves: |
|
|
|
| ||
Current | $ | | $ | | ||
Non-current |
| |
| | ||
$ | | $ | | |||
15
NOTE 6 – Property, Plant, and Equipment
Property, plant and equipment consist of the following (in thousands):
| December 31, 2021 |
| June 30, 2021 |
| Useful Life in Years | |||
Land | $ | | $ | | N/A | |||
Buildings |
| |
| | ||||
Molds and dies |
| |
| | ||||
Furniture and fixtures |
| |
| | ||||
Machinery and equipment |
| |
| | ||||
Building improvements |
| |
| | ||||
| |
| |
| ||||
Less: accumulated depreciation and amortization |
| ( |
| ( |
| |||
$ | | $ | |
| ||||
Depreciation and amortization expense on property, plant, and equipment was approximately $
NOTE 7 - Income Taxes
The provision for income taxes represents Federal, foreign, and state and local income taxes. The effective rate differs from statutory rates due to the effect of state and local income taxes, tax rates in foreign jurisdictions, global intangible low-taxed income (“GILTI”), tax benefit of RD credits, a gain on extinguishment of debt of the Company’s PPP loans and certain nondeductible expenses. Our effective tax rate will change from quarter to quarter based on recurring and non-recurring factors including, but not limited to, the geographical mix of earnings, enacted tax legislation, and state and local income taxes. In addition, changes in judgment from the evaluation of new information resulting in the recognition de-recognition or re-measurement of a tax position taken in a prior annual period is recognized separately in the quarter of the change.
For the six months ended December 31, 2021, the Company recognized net income tax expense of $
The Company does not expect that our unrecognized tax benefits will significantly change within the next twelve months. We file a consolidated U.S. income tax return and tax returns in certain state and local and foreign jurisdictions. As of December 31, 2021, we remain subject to examination in all tax jurisdictions for all relevant jurisdictional statutes for fiscal years 2018 and thereafter.
The Company was audited by the IRS for fiscal year 2016. During fiscal year 2020, the Company settled the issue at Appeals and recorded a provision for the federal and state impact of $
The Company was audited by the IRS for the fiscal year 2017. During the third quarter of fiscal 2021, the Company settled the issue and paid the IRS $
16
In January 2022, the Company received a letter from the IRS (“IRS”) notifying it that the IRS would be examining the Company’s income tax return for fiscal year ended June 30, 2020. Management believes that its provision for income taxes for this period is adequate. However, the outcome cannot be predicted with certainty.
NOTE 8 - Long-Term Debt
As of December 31, 2021 and June 30, 2021, the Company had a revolving line of credit of $
Outstanding balances and interest rates as of December 31, 2021 and June 30, 2021 are as follows (dollars in thousands):
December 31, 2021 | June 30, 2021 |
| |||||||||
| Outstanding |
| Interest Rate | Outstanding |
| Interest Rate |
| ||||
Revolving line of credit | $ | — |
| n/a | $ | — |
| n/a | |||
Term loans | — | n/a | % | | | % | |||||
— | | ||||||||||
Less: current maturities | — | ( | |||||||||
Long-term debt | $ | — | $ | | |||||||
The Revolver Agreement also provides for a LIBOR-based interest rate option of LIBOR plus
The Company received $
During the six months ended December 31, 2021, the PPP Loans were forgiven in their entirety, in accordance with guidelines set forth in the PPP. The Company recognized a gain on the extinguishment of debt in the first quarter of 2022 in the amount of $
NOTE 9 - Stock Option
The Company follows ASC 718 (“Share-Based Payment”), which requires that all share-based payments to employees, including stock options, be recognized as compensation expense in the consolidated financial statements based on their fair values and over the requisite service period. For the three months ended December 31, 2021 and 2020, the Company recorded non-cash compensation expense of $
17
compensation. For the six months ended December 31, 2021 and 2020, the Company recorded non-cash compensation expense of $
2012 Employee Stock Option Plan
In December 2012, the stockholders approved the 2012 Employee Stock Option Plan (the 2012 Employee Plan). The 2012 Employee Plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of
Under the 2012 Employee Plan, stock options may be granted to valued employees with a term of up to
| 2021 |
| 2020 |
| |
Risk-free interest rates | | % | n/a | % | |
Expected lives | n/a | ||||
Expected volatility | | % | n/a | % | |
Expected dividend yields | | % | n/a | % |
The following table reflects activity under the 2012 Employee Plan for the six months ended December 31:
2021 | 2020 | ||||||||||||
Weighted average | Weighted average | ||||||||||||
| Options |
| exercise price |
| Options |
| exercise price |
| |||||
Outstanding, beginning of year | | $ | | | $ | | |||||||
Granted | | $ | | — | — | ||||||||
Forfeited/Lapsed | — | — | | | |||||||||
Exercised | ( |
| $ | |
| — |
| — | |||||
Outstanding, end of period | | $ | |
| | $ | | ||||||
Exercisable, end of period | | $ | |
| | $ | | ||||||
Weighted average fair value at grant date of options granted | $ | |
| n/a |
|
| |||||||
Total intrinsic value of options exercised | $ | | n/a |
|
| ||||||||
Total intrinsic value of options outstanding | $ | | $ | |
|
| |||||||
Total intrinsic value of options exercisable | $ | | $ | |
|
| |||||||
18
The following table summarizes information about stock options outstanding under the 2012 Employee Plan at December 31, 2021:
Options outstanding | Options exercisable | |||||||||||
|
| Weighted average |
|
|
| |||||||
Number | remaining | Weighted average | Number | Weighted average | ||||||||
Range of exercise prices | outstanding | contractual life | exercise price | exercisable | exercise price | |||||||
$ | | $ | | | $ | | ||||||
| $ | | | $ | | |||||||
As of December 31, 2021, there was $
2012 Non-Employee Stock Option Plan
In December 2012, the stockholders approved the 2012 Non-Employee Stock Option Plan (the 2012 Non-Employee Plan). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of
Under the 2012 Non-Employee Plan, stock options may be granted with a term of up to
2021 |
| 2020 |
| |
Risk-free interest rates | | % | n/a | % |
Expected lives | n/a | |||
Expected volatility | | % | n/a | % |
Expected dividend yields | | % | n/a | % |
19
The following table reflects activity under the 2012 Non-Employee Plan for the six months ended December 31:
2021 | 2020 | ||||||||||||
|
| Weighted average |
|
| Weighted average |
| |||||||
Options | exercise price | Options | exercise price | ||||||||||
Outstanding, beginning of year | | $ | | | $ | | |||||||
Granted | | $ | | — | — | ||||||||
Forfeited/Lapsed | — | — | | | |||||||||
Exercised | — | |
| — |
| — | |||||||
Outstanding, end of period | | $ | |
| | $ | | ||||||
Exercisable, end of period | | $ | |
| | $ | | ||||||
Weighted average fair value at grant date of options granted | $ | | n/a |
|
| ||||||||
Total intrinsic value of options exercised | n/a | n/a |
|
| |||||||||
Total intrinsic value of options outstanding | $ | | $ | |
|
| |||||||
Total intrinsic value of options exercisable | $ | | $ | |
|
| |||||||
The following table summarizes information about stock options outstanding under the 2012 Non-Employee Plan at December 31, 2021:
Options outstanding | Options exercisable | |||||||||||
Weighted average | Weighted | Weighted | ||||||||||
Number | remaining | average exercise | Number | average exercise | ||||||||
Range of exercise prices | outstanding |
| contractual life | price |
| exercisable | price | |||||
$ | | $ | | | $ | | ||||||
| $ | | | $ | | |||||||
As of December 31, 2021, there was $
2018 Non-Employee Stock Option Plan
In December 2018, the stockholders approved the 2018 Non-Employee Stock Option Plan (the “2018 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of
Under the 2018 Non-Employee Plan, stock options may be granted with a term of up to
20
option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At December 31, 2021,
2021 |
| 2020 |
| ||
Risk-free interest rates | | % | n/a | % | |
Expected lives | n/a | ||||
Expected volatility | | % | n/a | % | |
Expected dividend yields | | % | n/a | % |
The following table reflects activity under the 2018 Non-Employee Plan for the three months ended December 31:
2021 | 2020 | ||||||||||||
|
| Weighted average |
|
| Weighted average |
| |||||||
Options |
| exercise price | Options |
| exercise price | ||||||||
Outstanding, beginning of year | | $ | | | $ | | |||||||
Granted | |
| $ | |
| — |
| — | |||||
Forfeited/Lapsed | — |
| — |
| |
| | ||||||
Exercised | ( |
| $ | |
| — |
| — | |||||
Outstanding, end of period | | $ | |
| | $ | | ||||||
Exercisable, end of period | | $ | |
| | $ | | ||||||
Weighted average fair value at grant date of options granted | $ | | n/a | ||||||||||
Total intrinsic value of options exercised | $ | | n/a | ||||||||||
Total intrinsic value of options outstanding | $ | | $ | | |||||||||
Total intrinsic value of options exercisable | $ | | $ | | |||||||||
The following table summarizes information about stock options outstanding under the 2018 Non-Employee Plan at December 31, 2021:
Options outstanding | Options exercisable | |||||||||||
|
| Weighted average |
| Weighted |
|
| Weighted | |||||
Number | remaining | average exercise | Number | average exercise | ||||||||
Range of exercise prices | outstanding | contractual life | price | exercisable | price | |||||||
$ | |
| $ | |
| | $ | | ||||
|
| $ | |
| | $ | | |||||
As of December 31, 2021, there was $
21
2020 Non-Employee Stock Option Plan
In May 2020, the stockholders approved the 2020 Non-Employee Stock Option Plan (the “2020 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of
Under the 2020 Non-Employee Plan, stock options may be granted with a term of up to
| 2021 |
| 2020 |
| |
Risk-free interest rates |
| | % | | % |
Expected lives |
| ||||
Expected volatility |
| | % | | % |
Expected dividend yields |
| | % | | % |
The following table reflects activity under the 2020 Non-Employee Plan for the three months ended December 31:
2021 | 2020 | ||||||||||||
Weighted average | Weighted average | ||||||||||||
| Options |
| exercise price | Options |
| exercise price | |||||||
Outstanding, beginning of year |
| |
| $ | | |
| | |||||
Granted |
| | $ | | | $ | | ||||||
Forfeited/Lapsed | — | — | — | — | |||||||||
Exercised |
| — |
| — | — |
| — | ||||||
Outstanding, end of period |
| | $ | | | $ | | ||||||
Exercisable, end of period |
| | $ | | | $ | | ||||||
Weighted average fair value at grant date of options granted | $ | |
|
| $ | |
| ||||||
Total intrinsic value of options exercised |
| n/a |
|
|
| n/a |
| ||||||
Total intrinsic value of options outstanding | $ | |
|
| $ | |
| ||||||
Total intrinsic value of options exercisable | $ | |
|
| $ | |
| ||||||
The following table summarizes information about stock options outstanding under the 2020 Non-Employee Plan at December 31, 2021:
Options outstanding | Options exercisable | |||||||||||
Weighted average | ||||||||||||
Number | remaining | Weighted average | Number | Weighted average | ||||||||
Range of exercise prices |
| outstanding |
| contractual life |
| exercise price |
| exercisable |
| exercise price | ||
$ |
| |
| $ | |
| | $ | | |||
| |
| $ | |
| | $ | | ||||
As of December 31, 2021, there was $
22
NOTE 10 – Stockholders’ Equity Transactions
On September 16, 2014, the Company’s board of directors authorized the repurchase of up to
During the three months ended December 31, 2021, certain employees and Directors exercised stock options under the Company's 2012 Employee and 2018 Non-Employee Stock Option Plan totaling
During the six months ended December 31, 2021, certain employees and Directors exercised stock options under the Company's 2012 Employee and 2018 Non-Employee Stock Option Plan totaling
During fiscal 2021, certain employees and Directors exercised stock options under the Company's 2012 Employee and Non-Employee and 2018 Non-employee Stock Option Plans totaling
On December 6, 2021, the Stockholders of the Company approved an amendment of the Company’s Certificate of Incorporation increasing the number of authorized shares the Company may issue to
In December 2021, the Company's Board of Directors approved a
23
NOTE 11 – Related Party Transaction
On December 15, 2020,
NOTE 12 - 401(k) Plan
The Company maintains a 401(k) plan (“the Plan”) that covers all U.S. non-union employees with one or more years of service and is qualified under Sections 401(a) and 401(k) of the Internal Revenue Code. Company contributions to this plan are discretionary and totaled $
NOTE 13 - Commitments and Contingencies
Leases
Our lease obligation consists of a
Operating leases are included in operating lease right-of-use assets, accrued expenses and operating lease liabilities, non-current on our condensed consolidated balance sheets.
For the three and six months ended December 31, 2021 and 2020 cash payments against operating lease liabilities totaled $
Supplemental balance sheet information related to operating leases was as follows:
Weighted-average remaining lease term |
| ||
Weighted-average discount rate | | % |
The following is a schedule, by years, of maturities of lease liabilities as of December 31, 2021 (in thousands):
Year Ending June 30, |
| Amount | |
2022 | $ | | |
2023 |
| | |
2024 |
| | |
2025 |
| | |
2026 |
| | |
Thereafter | | ||
Total | $ | | |
Operating lease expense totaled approximately $
24
Litigation
In the normal course of business, the Company is a party to claims and/or litigation. Management believes that the settlement of such claims and/or litigation, considered in the aggregate, will not have a material adverse effect on the Company’s financial position and results of operations.
Employment Agreements
As of December 31, 2021, the Company was obligated under
NOTE 14 – Geographical Data
The Company is engaged in one major line of business: the development, manufacture, and distribution of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products for commercial and residential use. The Company also provides wireless communication service for intrusion and fire alarm systems. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. Sales to unaffiliated customers are primarily shipped from the United States. The Company has customers worldwide with major concentrations in North America.
Financial Information Relating to Domestic and Foreign Operations (in thousands):
Three months ended December 31, | Six months ended December 31, | ||||||||||||
| 2021 |
| 2020 |
| 2021 |
| 2020 | ||||||
Sales to external customers (1): |
|
|
|
|
|
| |||||||
Domestic | $ | | $ | | $ | | $ | | |||||
Foreign |
| |
| |
| |
| | |||||
Total Net Sales | $ | | $ | | $ | | $ | | |||||
| December 31, 2021 |
| June 30, 2021 |
| |||
Identifiable assets: |
|
|
| ||||
United States | $ | | $ | | |||
Dominican Republic (2) |
| |
| | |||
Total Identifiable Assets | $ | | $ | | |||
| (1) | All of the Company’s sales originate in the United States and are shipped primarily from the Company’s facilities in the United States. There were no sales into any one foreign country in excess of 10% of total Net Sales. |
| (2) | Consists primarily of inventories (December 31, 2021 = $ |
25
NOTE 15 - Subsequent Events
The Company has evaluated subsequent events occurring after the date of the consolidated financial statements for events requiring recording or disclosure in the consolidated financial statements.
26
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Quarterly Report on Form 10-Q and the documents we incorporate by reference contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements, other than statements of historical fact, included or incorporated in this prospectus regarding our strategy, future operations, clinical trials, collaborations, intellectual property, cash resources, financial position, future revenues, projected costs, prospects, plans, and objectives of management are forward-looking statements. The words “believes,” “anticipates,” “estimates,” “plans,” “expects,” “intends,” “may,” “could,” “should,” “potential,” “likely,” “projects,” “continue,” “will,” “schedule,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We cannot guarantee that we will achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties, and other factors, which may be beyond our control, and which may cause our actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements. There are a number of important factors that could cause our actual results to differ materially from those indicated or implied by forward-looking statements. See “Risk Factors” in our Annual Report on Form 10-K for the year ended June 30, 2021 for more information. These factors and the other cautionary statements made in this prospectus and the documents we incorporate by reference should be read as being applicable to all related forward-looking statements whenever they appear in this prospectus and the documents we incorporate by reference. In addition, any forward-looking statements represent our estimates only as of the date that this prospectus is filed with the SEC and should not be relied upon as representing our estimates as of any subsequent date. We do not assume any obligation to update any forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by law.
Overview
Napco Security Technologies, Inc (“NAPCO”, “the Company”, “we”) is one of the leading manufacturers and designers of high-tech electronic security devices, wireless communication services for intrusion and fire alarm systems as well as a leading provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. We have experienced significant growth in recent years, primarily driven by fast growing recurring service revenues generated from wireless communication services for intrusion and fire alarm systems, as well as our school security products that are designed to meet the increasing needs to enhance school security as a result of on-campus shooting and violence in the U.S. While recurring service revenues have continued to increase during the COVID-19 pandemic, equipment sales were negatively impacted by the economic slowdown associated with this pandemic.
Since 1969, NAPCO has established a heritage and proven record in the professional security community for reliably delivering both advanced technology and high-quality security solutions, building many of the industry’s widely recognized brands, such as NAPCO Security Systems, Alarm Lock, Continental Access, Marks USA, and other popular product lines: including Gemini and F64-Series hardwire/wireless intrusion systems and iSee Video internet video solutions. We are also dedicated to developing innovative technology and producing the next generation of reliable security solutions that utilize remote communications and wireless networks, including our StarLink, iBridge, and more recently the iSecure product lines. Today, millions of businesses, institutions, homes, and people around the globe are protected by products from the NAPCO Group of Companies.
Economic and Other Factors
We are subject to the effects of general economic and market conditions. If the U.S. or international economic conditions deteriorate, our revenue, profit and cash-flow levels could be materially adversely affected in future periods. In the event of such deterioration, many of our current or potential future customers may experience serious cash flow problems and as a result may, modify, delay or cancel purchases of our products. Additionally, customers may not be able to pay, or may delay payment of, accounts receivable that are owed to us. If such events do occur, they may result in our fixed and semi-variable expenses becoming too high in relation to our revenues and cash flows.
27
Seasonality
The Company’s fiscal year begins on July 1 and ends on June 30. Historically, the end users of the Company’s equipment products want to install these products prior to the summer; therefore, sales of these products historically peak in the period April 1 through June 30, the Company’s fiscal fourth quarter, and are reduced in the period July 1 through September 30, the Company’s fiscal first quarter. In addition, demand for our products is affected by the housing and construction markets. Deterioration of the current economic conditions may also affect this trend.
Our results for fiscal 2021 and the first two quarters of fiscal 2022 reflected the increase in customer demand after the challenging business environment resulting from the COVID-19 pandemic. While the Company believes this recovery will continue, there can be no assurances that it will do so in the event of a return to building and construction restrictions that might result from a return to higher levels of COVID-19 cases.
Critical Accounting Policies and Estimates
The Company’s significant accounting policies are fully described in Note 1 to the Company’s consolidated financial statements included in its 2021 Annual Report on Form 10-K. Management believes these critical accounting policies, among others, affect its more significant judgments and estimates used in the preparation of its consolidated financial statements.
Results of Operations
| Three months ended December 31, |
| Six months ended December 31, | ||||||||||||||
(dollars in thousands) | (dollars in thousands) |
| |||||||||||||||
|
|
| % Increase/ |
|
|
| % Increase/ | ||||||||||
| 2021 |
| 2020 |
| (decrease) |
| 2021 |
| 2020 |
| (decrease) | ||||||
Net sales: equipment revenues | $ | 22,380 | $ | 19,016 |
| 17.7 | % | $ | 43,207 | $ | 34,914 |
| 23.8 | % | |||
service revenues | 11,028 | 8,189 | 34.7 | % | 21,252 | 15,464 | 37.4 | % | |||||||||
33,408 | 27,205 | 22.8 | % | 64,459 | 50,378 | 28.0 | % | ||||||||||
Gross profit: equipment | 1,809 | 4,417 | (59.0) | % | 6,464 | 9,008 | (28.2) | % | |||||||||
services | 9,634 | 6,986 | 37.9 | % | 18,435 | 13,087 | 40.9 | % | |||||||||
| 11,443 |
| 11,403 |
| 0.4 | % |
| 24,899 |
| 22,095 |
| 12.7 | % | ||||
Gross profit as a % of net sales: |
| 34.3 | % |
| 41.9 | % | (18.1) | % |
| 38.6 | % |
| 43.9 | % | (12.1) | % | |
equipment | 8.1 | % | 23.2 | % | (65.1) | % | 15.0 | % | 25.8 | % | (41.9) | % | |||||
services | 87.4 | % | 85.3 | % | 2.5 | % | 86.7 | % | 84.6 | % | 2.5 | % | |||||
Research and development |
| 1,978 |
| 1,884 |
| 5.0 | % |
| 3,909 |
| 3,773 |
| 3.6 | % | |||
Selling, general and administrative |
| 8,195 |
| 5,850 |
| 40.1 | % |
| 15,541 |
| 11,999 |
| 29.5 | % | |||
Selling, general and administrative as a percentage of net sales |
| 24.5 | % |
| 21.5 | % | 14.0 | % |
| 24.1 | % |
| 23.8 | % | 1.3 | % | |
Operating income |
| 1,270 |
| 3,669 |
| (65.4) | % |
| 5,449 |
| 6,323 |
| (13.8) | % | |||
Interest and other income (expense), net |
| 58 |
| (3) |
| (2,033.3) | % |
| 75 |
| (9) |
| (933.3) | % | |||
Gain on extinguishment of debt | — |
| — |
| — | % | 3,904 | — | 100.0 | % | |||||||
Provision for income taxes |
| 291 |
| 469 |
| (38.0) | % |
| 639 |
| 798 |
| (19.9) | % | |||
Net income |
| 1,037 |
| 3,197 |
| (67.6) | % |
| 8,789 |
| 5,516 |
| 59.3 | % | |||
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Net Sales for the three months ended December 31, 2021 increased by $6,203,000, or 22.8%, to $33,408,000 as compared to $27,205,000 for the same period a year ago. Sales for the six months ended December 31, 2021 increased by $14,081,000, or 28% to 64,459,000 as compared to 50,378,000 for the same period a year ago. The increase in sales for the three months ended December 31, 2021 was due primarily to increased recurring communication service revenues ($2,839,000) and sales of intrusion and access products ($2,532,000) and door-locking products ($832,000). The increase in sales for the six months ended December 31, 2021 was due primarily to increased recurring communication service revenues ($5,788,000) and sales of intrusion and access products ($5,003,000) and door-locking products ($3,290,000).
Overall gross profit for the three months ended December 31, 2021 increased to $11,443,000 or 34.3% of sales as compared to $11,403,000 or 41.9% of sales for the same period a year ago. Gross profit on equipment sales for the three months ended December 31, 2021 decreased to $1,809,000 or 8.1% of equipment sales as compared to $4,417,000 or 23.2% of equipment sales for the same period a year ago.
Overall gross profit for the six months ended December 31, 2021 increased to $24,889,000 or 38.6% of sales as compared to $22,095,000 or 43.9% of sales for the same period a year ago. Gross profit on equipment sales for the six months ended December 31, 2021 decreased to $6,464,000 or 15% of equipment sales as compared to $9,008,000 or 25.8% of equipment sales for the same period a year ago.
The decrease in gross profit on equipment sales and gross profit as a percentage of equipment sales for the three and six months was primarily due to continued inflation of freight and component part costs relating to the current, world-wide supply chain problems, an unfavorable shift in product mix to the Company’s Starlink radio products (products which lead to the more profitable recurring service revenues) as well as more aggressive promotional pricing of these radios and the Company’s other equipment products in order to increase the Company’s market share of these products.
Gross profit on service sales for the three months ended December 31, 2021 increased to $9,634,000 or 87.4% of service sales as compared to $6,986,000 or 85.3% of service sales for the same period a year ago. Gross profit on service sales for the six months ended December 31, 2021 increased to $18,435,000 or 86.7% of service sales as compared to $13,087,000 or 84.6% of service sales for the same period a year ago. The increase in gross profit on service sales was due primarily to the 34.7% and 37.4% increases in sales of these services for the three and six months ended December 31, 2021, respectively, as compared to the same periods a year ago. The increase in gross profit on service sales as a percentage of service sales was due primarily to the continued shift in sales of the company’s fire radio services, which typically have a higher margin than those for intrusion radio services.
Research and development expenses for the three months ended December 31, 2021 increased $94,000 to $1,978,000, or 5.9% of net sales, as compared to $1,884,000, or 6.9% of net sales, for the same period a year ago. Research and development expenses for the six months ended December 31, 2021 increased $136,000 to $3,909,000, or 6.1% of net sales, as compared to $3,773,000, or 7.5% of net sales, for the same period a year ago. The increase was due primarily to increased payroll while the decrease as a percentage of net sales was due primarily to the increase in net sales.
Selling, general and administrative expenses for the three months ended December 31, 2021 increased 40.1% to $8,195,000 from $5,850,000 for the same period a year ago. Selling, general and administrative expenses as a percentage of net sales increased to 24.5% for the three months ended December 31, 2021 as compared to 21.5% for the same period a year ago. Selling, general and administrative expenses for the six months ended December 31, 2021 increased 29.5% to $15,541,000 from $11,999,000 for the same period a year ago. Selling, general and administrative expenses as a percentage of net sales increased to 24.1% for the six months ended December 31, 2021 as compared to 23.82% for the same period a year ago. The increase in selling, general and administrative expenses was due primarily to increased sales incentive compensation relating to the increase in net sales as discussed above, as well as an increase in stock-based compensation expense relating to the granting of stock options as described in Note 9 to the condensed consolidated financial statements.
Other income (expense) for the three months ended December 31, 2021 increased $61,000 to income of $58,000 as compared to expense of $3,000 for the same period a year ago. Other income (expense) for the six months ended December 31, 2021 increased $3,988,000 to income of $3,979,000 as compared to expense of $9,000 for the same period a year ago. The change in Other income (expense) was due primarily to the gain from the extinguishment of the Company’s $3,904,000 in PPP loans, which were forgiven by the SBA during the six months ended December 31, 2021.
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The Company’s provision for income taxes for the three months ended December 31, 2021 decreased by $178,000 to $291,000 as compared to $469,000 for the same period a year ago. The Company’s provision for income taxes for the six months ended December 31, 2021 decreased by $159,000 to $639,000 as compared to $798,000 for the same period a year ago. The decrease in the provision for income taxes for the three and six months was primarily due to lower taxable income in the U.S, as compared to income in the DR. The Company’s effective rate for income tax was 21.9% and 12.8% for the three months ended December 31, 2021 and 2020, respectively. The increase in the Company’s effective rate for income taxes for the three months was primarily due to higher taxable income in the U.S, as compared to income in the DR. The Company’s effective rate for income tax was 6.8% and 12.6% for the six months ended December 31, 2021 and 2020, respectively. The decrease in the Company’s effective rate for the six months ended December 31, 2021 was due primarily to the income recognized as a result of the PPP loan forgiveness being non-taxable.
Net income for the three months ended December 31, 2021 decreased by $2,160,000 to $1,037,000 or $0.03 per diluted share as compared to $3,197,000 or $0.09 per diluted share for the same period a year ago. The decrease in net income for the three months ended December 31, 2021 was primarily due to the items described above. Net income for the six months ended December 31, 2021 increased by $3,273,000 to $8,789,000 or $0.24 per diluted share as compared to $5,516,000 or $0.15 per diluted share for the same period a year ago. The increase in net income for the six months ended December 31, 2021 was primarily due to the items described above.
Liquidity and Capital Resources
During the six months ended December 31, 2021, the Company utilized a portion of its cash generated from operations ($811,000 of $7,800,000) to purchase property, plant and equipment ($711,000) and marketable securities ($40,000). The Company believes its current working capital, cash flows from operations and its revolving credit agreement will be sufficient to fund the Company’s operations through the next twelve months.
Accounts receivable at December 31, 2021 decreased by $4,550,000 to $23,531,000 as compared to $28,081,000 at June 30, 2021. This decrease is primarily the result of the higher sales volume of equipment during the quarter ended June 30, 2021, which is typically the Company’s highest, as compared to the quarter ended December 31, 2021.
Inventories at December 31, 2021 increased by $5,288,000 from June 30, 2021. This increase is primarily the result of the Company level-loading its production output throughout the year, whereas the Company’s sales are typically highest in the fourth quarter as well as the continued increase in purchases of certain components that have become difficult to source during the world-wide supply chain problems.
Accounts payable and accrued expenses other than accrued income taxes increased by $3,241,000 as of December 31, 2021, as compared to June 30, 2021. This increase was due primarily to the increase in component part purchases as described above.
As of December 31, 2021, the Company maintained a revolving credit facility of $11,000,000 which expires in June 2024. As of December 31, 2021, the Company had no outstanding borrowings and $11,000,000 in availability under the revolving credit facility which is described more fully in Note 8 to the condensed consolidated financial statements. The facility contains various restrictions and covenants including, among others, restrictions on borrowings and compliance with certain financial ratios, as defined in the agreement.
As of December 31, 2021 the Company had no material commitments for capital expenditures or inventory purchases other than purchase orders issued in the normal course of business.
ITEM 3: Quantitative and Qualitative Disclosures About Market Risk
All foreign sales transactions by the Company are denominated in U.S. dollars. As such, the Company has shifted foreign currency exposure onto its foreign customers. As a result, if exchange rates move against foreign customers, the Company could experience difficulty collecting unsecured accounts receivable, the cancellation of existing orders or the loss of future orders. The foregoing could materially adversely affect the Company’s business, financial condition and results of operations. We are also exposed to foreign currency risk relative to expenses incurred in Dominican Pesos (“RD$”), the local currency of the Company’s production facility in the
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Dominican Republic. The result of a 10% strengthening or weakening in the U.S. dollar to the RD$ would result in an annual increase or decrease in income from operations of approximately $700,000.
ITEM 4: Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. Management necessarily applied its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management’s control objectives.
At the conclusion of the period ended December 31, 2021, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at December 31, 2021.
During the three and six months ended December 31, 2021, there were no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
PART II: OTHER INFORMATION
Item 1A. Risk Factors
Information regarding the Company’s Risk Factors are set forth in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021. There has been no material change in the risk factors previously disclosed in the Company’s Form 10-K for the three and six months ended December 31, 2021, except for the following: The Company’s Accounts receivable has a high degree of concentration in a small number of customers (42% among three customers as of December 31, 2021). A credit loss resulting from one or more of these customers defaulting on their amounts due may negatively impact our financial condition and results of operations.
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Item 6. Exhibits
31.1 | |
31.2 | |
32.1 | |
101.INS | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) |
101.SCH | Inline XBRL Taxonomy Extension Schema Document |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
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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 thereunto duly authorized.
February 9, 2022
NAPCO SECURITY TECHNOLOGIES, INC.
(Registrant)
By: | /s/ RICHARD L. SOLOWAY |
|
| Richard L. Soloway | |
| Chairman of the Board of Directors, President and Secretary | |
| (Chief Executive Officer) |
|
|
|
|
|
|
|
By: | /s/ KEVIN S. BUCHEL |
|
| Kevin S. Buchel | |
| Executive Vice President and Chief Financial Officer | |
| (Principal Financial and Accounting Officer) | |
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