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 (Date of earliest event reported) November 5, 2015
KIMBALL ELECTRONICS, INC.
________________________________________________________________________________________________________
(Exact name of registrant as specified in its charter)
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Indiana | | 001-36454 | | 35-2047713 |
(State or other jurisdiction of | | (Commission File | | (IRS Employer Identification No.) |
incorporation) | | Number) | | |
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1205 Kimball Boulevard, Jasper, Indiana | | 47546 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (812) 634-4000
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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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On November 5, 2015, Kimball Electronics, Inc. issued an earnings release for the first quarter ended September 30, 2015. The earnings release is attached as Exhibit 99.1 and supplementary information provided for the Company’s earnings conference call is attached as Exhibit 99.2.
The information, including Exhibit 99.1 and Exhibit 99.2, in this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as shall otherwise be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are filed as part of this report:
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Exhibit | | |
Number | | Description |
99.1 | | Earnings Release dated November 5, 2015 |
99.2 | | Supplementary Information |
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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| KIMBALL ELECTRONICS, INC. |
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By: | /s/ Michael K. Sergesketter |
| MICHAEL K. SERGESKETTER Vice President, Chief Financial Officer |
Date: November 5, 2015
EXHIBIT INDEX
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Exhibit | | |
Number | | Description |
99.1 | | Earnings Release dated November 5, 2015 |
99.2 | | Supplementary Information |
Exhibit 99.1
KIMBALL ELECTRONICS, INC. REPORTS FIRST QUARTER FISCAL YEAR 2016 RESULTS
JASPER, IN (November 5, 2015) - Kimball Electronics, Inc. (Nasdaq: KE), a leading global electronic manufacturing services provider of high-quality, durable electronic products, today announced financial results for its first quarter of fiscal year 2016 which ended September 30, 2015.
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| Three Months Ended |
| September 30, |
(Amounts in Thousands, except EPS) | 2015 | | 2014 |
Net Sales | $ | 200,418 |
| | $ | 203,803 |
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Operating Income | $ | 6,921 |
| | $ | 7,787 |
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Adjusted Operating Income (non-GAAP) | $ | 7,058 |
| | $ | 8,751 |
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Operating Income % | 3.5 | % | | 3.8 | % |
Adjusted Operating Income (non-GAAP) % | 3.5 | % | | 4.3 | % |
Net Income | $ | 4,475 |
| | $ | 5,391 |
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Adjusted Net Income (non-GAAP) | $ | 4,560 |
| | $ | 6,355 |
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Diluted EPS | $ | 0.15 |
| | $ | 0.18 |
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Adjusted Diluted EPS (non-GAAP) | $ | 0.16 |
| | $ | 0.22 |
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Donald D. Charron, Chairman and Chief Executive Officer, stated, “The softness that we felt in the fourth quarter of fiscal year 2015 continued into the first quarter of fiscal year 2016. We were, however, encouraged by the firmer demand that we began to see at the end of the quarter. We are focused on the successful launch of a number of new business awards with both existing and new customers. Our new business opportunities pipeline remains healthy, and we continue to work diligently to achieve our medium range goal of $1 billion in annual sales by fiscal year 2018.”
Mr. Charron continued, “This has been a challenging quarter for us. In addition to the slowing China automotive market, incremental costs related to the Romania greenfield start-up, the ramp up of a significant new product introduction, and foreign exchange headwinds impacted our results. We remain committed to our four percent operating income goal and are responding with the appropriate short-term actions while maintaining alignment with our long-term strategic plan.”
First Quarter Fiscal Year 2016 Overview:
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• | Net sales declined 2% from the prior year first quarter due, in part, to a $12.9 million reduction related to the exit of Johnson ControIs, Inc. compared to the same quarter last year. |
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• | Spin-off expenses in the current year first quarter were $0.1 million. Prior year first quarter spin-off costs were $1.0 million. |
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• | Incremental costs associated with the start-up of the Company’s new Romania facility reduced net income by $0.3 million in the fiscal year 2016 first quarter. |
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• | Investments in capital expenditures were $11.3 million during the three months ended September 30, 2015. |
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• | Cash and cash equivalents at September 30, 2015 were $52.7 million. |
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• | Days sales outstanding, calculated as the average of monthly trade accounts and notes receivable divided by one day’s average net sales, was 58.7 days for the three months ended September 30, 2015 compared to 57.4 days for the three months ended September 30, 2014. |
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• | Production days supply on hand, defined as the average of the monthly gross inventory divided by an average day’s cost of sales, was 65.2 days for the current year first quarter compared to 59.7 days for the same period a year ago. |
Net Sales by Vertical Market:
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| Three Months Ended | | |
| September 30, | | |
(Amounts in Millions) | 2015 | | 2014 | | Percent Change |
Automotive | $ | 72.0 |
| | $ | 71.2 |
| | 1 | % |
Medical | 58.5 |
| | 61.6 |
| | (5 | )% |
Industrial | 49.5 |
| | 53.6 |
| | (8 | )% |
Public Safety | 16.4 |
| | 14.2 |
| | 16 | % |
Other | 4.0 |
| | 3.2 |
| | 26 | % |
Total Net Sales | $ | 200.4 |
| | $ | 203.8 |
| | (2 | )% |
Forward-Looking Statements
Certain statements contained within this release are considered forward-looking under the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties including, but not limited to, our ability to fully realize the expected benefits of the completed spin-off, the global economic conditions, significant volume reductions from key contract customers, loss of key customers or suppliers, financial stability of key customers and suppliers, availability or cost of raw materials, and increased competitive pricing pressures reflecting excess industry capacities. Additional cautionary statements regarding other risk factors that could have an effect on the future performance of the Company are contained in its Annual Report on Form 10-K for the year ended June 30, 2015.
Non-GAAP Financial Measures
This press release contains non-GAAP financial measures. A non-GAAP financial measure is a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with Generally Accepted Accounting Principles (GAAP) in the United States in the statement of income, statement of comprehensive income, balance sheet, statement of cash flows, or statement of equity of the company. The non-GAAP financial measures contained herein include an adjustment for spin-off expenses. Reconciliations of the reported GAAP numbers to these non-GAAP financial measures are included in the financial highlights table below. Management believes it is useful for investors to understand how its core operations performed without the effects of the spin-off expenses. Excluding these amounts allows investors to meaningfully trend, analyze, and benchmark the performance of the Company’s core operations. Many of the Company’s internal performance measures that management uses to make certain operating decisions exclude these charges to enable meaningful trending of core operating metrics.
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Conference Call / Webcast |
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Date: | | November 5, 2015 |
Time: | | 10:00 AM Eastern Time |
Dial-In #: | | 800-992-4934 (International Calls - 937-502-2251) |
Conference ID: | | 56702561 |
The live webcast of the conference call can be accessed at investors.kimballelectronics.com. For those unable to participate in the live webcast, the call will be archived at investors.kimballelectronics.com.
About Kimball Electronics, Inc.
Recognized with a reputation for excellence, Kimball Electronics is committed to a high performance culture that values personal and organizational commitment to quality, reliability, value, speed, and ethical behavior. Kimball Electronics employees know they are part of a company culture that builds lasting relationships and global success for customers while enabling employees to share in the Company’s success through personal, professional, and financial growth.
Kimball Electronics trades under the symbol “KE” on The NASDAQ Stock Market. Kimball Electronics is a global contract electronic manufacturing services (“EMS”) company that specializes in durable electronics for the medical, automotive, industrial, and public safety markets. Kimball Electronics is well recognized by customers and industry trade publications for its excellent quality, reliability, and innovative service. From its manufacturing operations in the United States, Mexico, Thailand, Poland, China, and Romania, Kimball Electronics provides engineering, manufacturing, and supply chain services which utilize common production and support capabilities to a variety of industries globally. Kimball Electronics is headquartered in Jasper, Indiana.
To learn more about Kimball Electronics, visit: www.kimballelectronics.com.
Lasting relationships. Global success.
Financial highlights for the first quarter ended September 30, 2015 are as follows:
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Condensed Consolidated Statements of Income | | | | | | |
(Unaudited) | Three Months Ended |
(Amounts in Thousands, except per share data) | September 30, 2015 | | September 30, 2014 |
Net Sales | $ | 200,418 |
| | 100.0 | % | | $ | 203,803 |
| | 100.0 | % |
Cost of Sales | 185,138 |
| | 92.4 | % | | 185,900 |
| | 91.2 | % |
Gross Profit | 15,280 |
| | 7.6 | % | | 17,903 |
| | 8.8 | % |
Selling and Administrative Expenses | 8,359 |
| | 4.1 | % | | 10,116 |
| | 5.0 | % |
Operating Income | 6,921 |
| | 3.5 | % | | 7,787 |
| | 3.8 | % |
Other Income (Expense), net | (666 | ) | | (0.4 | )% | | (497 | ) | | (0.2 | )% |
Income Before Taxes on Income | 6,255 |
| | 3.1 | % | | 7,290 |
| | 3.6 | % |
Provision for Income Taxes | 1,780 |
| | 0.9 | % | | 1,899 |
| | 1.0 | % |
Net Income | $ | 4,475 |
| | 2.2 | % | | $ | 5,391 |
| | 2.6 | % |
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Earnings Per Share of Common Stock: | | | | | | | |
Basic | $ | 0.15 |
| | | | $ | 0.18 |
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Diluted | $ | 0.15 |
| | | | $ | 0.18 |
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Average Number of Shares Outstanding: | | | | | | | |
Basic | 29,292 |
| | | | 29,143 |
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Diluted | 29,349 |
| | | | 29,143 |
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Condensed Consolidated Statements of Cash Flows | Three Months Ended |
(Unaudited) | September 30, |
(Amounts in Thousands) | 2015 | | 2014 |
Net Cash Flow used for Operating Activities | $ | (529 | ) | | $ | (4,505 | ) |
Net Cash Flow used for Investing Activities | (11,114 | ) | | (7,719 | ) |
Net Cash Flow (used for) provided by Financing Activities | (694 | ) | | 7,827 |
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Effect of Exchange Rate Change on Cash | (160 | ) | | (1,162 | ) |
Net Decrease in Cash and Cash Equivalents | (12,497 | ) | | (5,559 | ) |
Cash and Cash Equivalents at Beginning of Period | 65,180 |
| | 26,260 |
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Cash and Cash Equivalents at End of Period | $ | 52,683 |
| | $ | 20,701 |
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| (Unaudited) | | |
Condensed Consolidated Balance Sheets | September 30, 2015 | | June 30, 2015 |
(Amounts in Thousands) | |
ASSETS | | | |
Cash and cash equivalents | $ | 52,683 |
| | $ | 65,180 |
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Receivables, net | 132,363 |
| | 139,892 |
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Inventories | 132,566 |
| | 125,198 |
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Prepaid expenses and other current assets | 24,126 |
| | 23,922 |
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Property and Equipment, net | 112,940 |
| | 106,779 |
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Goodwill | 2,564 |
| | 2,564 |
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Other Intangible Assets, net | 5,033 |
| | 4,509 |
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Other Assets | 14,085 |
| | 15,213 |
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Total Assets | $ | 476,360 |
| | $ | 483,257 |
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LIABILITIES AND SHARE OWNERS’ EQUITY | | | |
Accounts payable | $ | 127,450 |
| | $ | 133,409 |
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Accrued expenses | 21,858 |
| | 26,545 |
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Other | 10,827 |
| | 10,854 |
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Share Owners’ Equity | 316,225 |
| | 312,449 |
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Total Liabilities and Share Owners’ Equity | $ | 476,360 |
| | $ | 483,257 |
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Reconciliation of Non-GAAP Financial Measures | | |
(Unaudited) | | | |
(Amounts in Thousands, except per share data) | | | |
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Operating Income excluding Spin-off Expenses |
| Three Months Ended |
| September 30, |
Kimball Electronics, Inc. | 2015 | | 2014 |
Operating Income, as reported | $ | 6,921 |
| | $ | 7,787 |
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Add: Pre-tax Spin-off Expenses | 137 |
| | 964 |
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Adjusted Operating Income | $ | 7,058 |
| | $ | 8,751 |
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Net Income excluding Spin-off Expenses |
| Three Months Ended |
| September 30, |
Kimball Electronics, Inc. | 2015 | | 2014 |
Net Income, as reported | $ | 4,475 |
| | $ | 5,391 |
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Add: After-tax Spin-off Expenses * | 85 |
| | 964 |
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Adjusted Net Income | $ | 4,560 |
| | $ | 6,355 |
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* Spin-off expenses in the prior year first quarter were non-deductible. |
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Diluted Earnings per Share excluding Spin-off Expenses |
| Three Months Ended |
| September 30, |
Kimball Electronics, Inc. | 2015 | | 2014 |
Diluted Earnings per Share, as reported | $ | 0.15 |
| | $ | 0.18 |
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Add: Impact of Spin-off Expenses | 0.01 |
| | 0.04 |
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Adjusted Diluted Earnings per Share | $ | 0.16 |
| | $ | 0.22 |
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Lasting relationships. Global success. Financial Results First Quarter Fiscal Year 2016 Quarter Ended September 30, 2015 Supplementary Information to Kimball Electronics’ November 5, 2015 Earnings Release and Conference Call Exhibit 99.2
Lasting relationships. Global success. Safe Harbor Statement Certain statements contained within this supplementary information and any statements made during our earnings conference call today may be considered forward-looking under the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties including, but not limited to, our ability to fully realize the expected benefits of the completed spin-off, the global economic conditions, significant volume reductions from key contract customers, loss of key customers or suppliers, financial stability of key customers and suppliers, availability or cost of raw materials, and increased competitive pricing pressures reflecting excess industry capacities. Additional cautionary statements regarding other risk factors that could have an effect on the future performance of Kimball Electronics, Inc. (the “Company”) are contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015, our earnings release, and other filings with the Securities and Exchange Commission (the “SEC”). This supplementary information contains non-GAAP financial measures. A non-GAAP financial measure is a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with Generally Accepted Accounting Principles (GAAP) in the United States in the statement of income, statement of comprehensive income, balance sheet, statement of cash flows, or statement of equity of the company. The non-GAAP financial measures contained herein include Selling & Administrative Expense (%), Adjusted Operating Income, Adjusted Net Income, and Adjusted EBITDA which have been adjusted for spin-off expenses and settlement proceeds from lawsuits. Management believes it is useful for investors to understand how its core operations performed without the effects of the costs incurred in executing its restructuring plans, spin-off expenses, and lawsuit income. Excluding these amounts allows investors to meaningfully trend, analyze, and benchmark the performance of the Company’s core operations. Many of the Company’s internal performance measures that management uses to make certain operating decisions use these and other non-GAAP measures to enable meaningful trending of core operating metrics. 2
Lasting relationships. Global success. $181 $186 $199 $204 $208 $207 $201 $200 $165 $170 $175 $180 $185 $190 $195 $200 $205 $210 Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 In M ill io n s Net Sales 3 -2% from Q1’15 (Unaudited)
Lasting relationships. Global success. 36% 39% 37% 35% 36% 36% 39% 36% 27% 30% 28% 30% 30% 29% 29% 29% 28% 22% 26% 26% 24% 25% 22% 25% 7% 7% 7% 7% 8% 7% 8% 8% 2% 2% 2% 2% 2% 3% 2% 2% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Automotive Medical Industrial Public Safety Other Net Sales Mix by Vertical Market 4 % o f S a le s (Unaudited)
Lasting relationships. Global success. Gross Margin % 7.7% 8.9% 9.1% 8.8% 8.6% 9.2% 8.8% 7.6% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 % o f S a le s 5 (Unaudited)
Lasting relationships. Global success. Selling & Administrative Expense (%) (Excludes spin-off costs*) 5.0% 4.5% 4.5% 4.5% 3.8% 3.8% 4.3% 4.1% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 % o f S a le s *Spin-off costs excluded by quarter were Q3’14 - $0.8M (0.5% of sales), Q4’14 - $1.4M (0.7%), Q1’15 - $1.0M (0.5%), Q2’15 - $1.3M (0.6%), Q3’15 - $0.3M (0.2%), Q1’16 - $0.1M (0.0%) 6 (Unaudited)
Lasting relationships. Global success. Adjusted Operating Income (Excludes spin-off costs and anti-trust lawsuit proceeds) $4.9 $8.2 $9.2 $8.8 $10.0 $11.1 $9.1 $7.1 2.7% 4.4% 4.6% 4.3% 4.8% 5.4% 4.5% 3.5% 2.0% 2.5% 3.0% 3.5% 4.0% 4.5% 5.0% 5.5% 6.0% Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 $12.0 Adj Op Income % of Net Sales % o f Sa le s I n M ill io n s 7 Note: Adjusted Operating Income is a Non-GAAP measure – refer to Reconciliation of Non-GAAP Results on the final slide of this supplementary information (Unaudited)
Lasting relationships. Global success. $5.2 $6.7 $6.8 $6.4 $7.4 $7.5 $7.4 $4.6 $0.0 $1.0 $2.0 $3.0 $4.0 $5.0 $6.0 $7.0 $8.0 Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 In M ill io n s Adjusted Net Income (Excludes spin-off costs and anti-trust lawsuit proceeds) 8 Note: Adjusted Net Income is a Non-GAAP measure – refer to Reconciliation of Non-GAAP Results on the final slide of this supplementary information (Unaudited)
Lasting relationships. Global success. $9.8 $12.8 $13.4 $13.0 $15.0 $15.0 $13.7 $11.2 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 $12.0 $14.0 $16.0 Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 In M ill io n s Adjusted EBITDA (Excludes spin-off costs and anti-trust lawsuit proceeds) 9 Note: Adjusted EBITDA is a Non-GAAP measure – refer to Reconciliation of Non-GAAP Results on the final slide of this supplementary information (Unaudited)
Lasting relationships. Global success. Operating Cash Flow 10 (Unaudited)
Lasting relationships. Global success. Capital Expenditures and Depreciation & Amortization $4.5 $5.5 $6.9 $7.9 $9.0 $6.1 $13.9 $11.3 $4.5 $4.3 $4.6 $4.8 $5.0 $4.8 $5.0 $4.9 Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 $3.0 $5.0 $7.0 $9.0 $11.0 $13.0 $15.0 Cap Ex Depr & Amort In M ill io n s 11 Note: Capital Expenditures includes purchases of capitalized software. (Unaudited)
Lasting relationships. Global success. Reconciliation of Non-GAAP Results 12 (Unaudited) Q2'14 Q3'14 Q4'14 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Operating Income, as Reported 4,881$ 8,022$ 7,721$ 7,787$ 8,697$ 10,821$ 9,050$ 6,921$ Add: Spin-off Expenses 0 802 1,431 964 1,285 321 24 137 Less: Settlement Proceeds from Lawsuits 0 666 0 0 0 0 0 0 Adjusted Operating Income 4,881$ 8,158$ 9,152$ 8,751$ 9,982$ 11,142$ 9,074$ 7,058$ Net Income, as reported 5,200$ 6,356$ 5,359$ 5,391$ 6,229$ 7,191$ 7,394$ 4,475$ Add: Spin-off Expenses 0 802 1,431 964 1,168 278 16 85 Less: Settlement Proceeds from Lawsuits 0 415 0 0 0 0 0 0 Adjusted Net Income 5,200$ 6,743$ 6,790$ 6,355$ 7,397$ 7,469$ 7,410$ 4,560$ Adjusted Net Income 5,200$ 6,743$ 6,790$ 6,355$ 7,397$ 7,469$ 7,410$ 4,560$ Add(Less) Interest, net (12) (5) (9) 0 (7) (10) (8) (11) Add Depreciation & Amortization 4,518 4,250 4,630 4,794 5,023 4,832 4,958 4,885 Add Taxes 77 1,769 1,984 1,899 2,622 2,744 1,301 1,780 Adjusted EBITDA 9,783$ 12,757$ 13,395$ 13,048$ 15,035$ 15,035$ 13,661$ 11,214$
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