Current Report Filing (8-k)
February 09 2016 - 4:02PM
Edgar (US Regulatory)
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): February
9, 2016
Forward Industries, Inc.
(Exact name of registrant as specified in its charter)
New York
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001-34780
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13-1950672
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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477 S. Rosemary
Ave. Ste. 219
West Palm
Beach, Florida 33401
(Address of Principal Executive Office) (Zip Code)
(561) 465-0030
(Registrant’s telephone number, including area code)
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule
425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
On February
9, 2016, Forward Industries, Inc. (the “Company”) issued a press release
announcing the results of operations for the Company for the three months ended
December 31, 2015. A copy of such press release is furnished as
Exhibit 99.1 to this report.
The
information in Item 2.02 of this report, including the information in the
press release attached as Exhibit 99.1 to this report, is furnished
pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for
the purposes of Section 18 of the Securities Exchange Act of 1934 or
otherwise subject to the liabilities of that section. Furthermore, the
information in Item 2.02 of this report, including the information in the
press release attached as Exhibit 99.1 to this report, shall not be deemed
to be incorporated by reference in the filings of the registrant under the
Securities Act of 1933.
Item 9.01
Financial Statements and Exhibits
(d) Exhibits.
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Exhibit No.
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Exhibit
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99. 1
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Press
release dated February 9, 2016 |
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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FORWARD INDUSTRIES, INC.
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Date: February 9, 2016
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By:
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/s/ Michael Matte
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Name: Michael Matte
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Title: Chief Financial
Officer
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![forward twinteardrops logo final 150dpi](http://www.sec.gov/Archives/edgar/data/38264/000100329716000585/x16020810131200.jpg)
FOR IMMEDIATE RELEASE
FORWARD
REPORTS FISCAL 2016 FIRST QUARTER RESULTS
West Palm Beach, FL – February 9, 2016 – Forward Industries, Inc. (NASDAQ:FORD), a
designer and distributor of custom carry and protective solutions, today announced financial results for its first fiscal
quarter ended December 31, 2015.
First Quarter 2016
Financial Highlights
-
Income from
Operations was $248 thousand up from a loss of $1.6 million from the first quarter
of 2015.
-
Revenues were $7.1
Million vs $7.9 Million when compared to the first quarter of 2015.
-
Gross profit
percentage increased to 21.3% in the first quarter of 2015 compared to 19.7% in
the first quarter of 2015.
-
Net Income was $244
thousand up from a loss of $1.5 million in the first quarter of 2015.
-
Earnings per share
were $.03 per share compared to a loss of $.23 per share for the first quarter
of 2015.
-
Cash and cash equivalents
totaled $3.3 million at December 31, 2015.
Terry Wise, Chief Executive Officer of Forward
Industries, stated, “We believe Fiscal 2016 will be an important year for the
company and anticipate a year of growth in both revenues and profits. With
that said, we are pleased to report profitability for the third consecutive
quarter reporting a substantial growth in profits when we compare this to the
same period in the prior year. We continue to look for efficiency savings and
we believe that the result for the quarter reflect our successful efforts.
Despite a marginal drop in our revenues for the 2016 quarter vs 2015 quarter, our
gross profit margin in the first quarter increased when we compare our results
with the same period in the prior year. Going forward, having streamlined our
business as a platform for growth, our focus is now to grow revenues through an
expansion of our customer base, broadening of our product offering to both new
and existing customers and to extend our relationships with our existing
customers through long term sourcing agreements”.
The tables below are derived from the
Company’s unaudited, condensed consolidated financial statements included in
its Quarterly Report on Form 10-Q filed today with the Securities and Exchange
Commission. Please refer to the Form 10-K for complete financial statements and
further information regarding the Company’s results of operations and financial
condition relating to the fiscal years ended September 30, 2015 and 2014.
Please also refer to the Form 10-K for a discussion of risk factors applicable
to the Company and its business.
Note Regarding
Forward-Looking Statements
This
press release contains certain “forward-looking statements” within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 including statements regarding expectations for results in
2016, growth in revenue and profitability that reflect Forward’s current
expectations and projections about its future results, performance, prospects
and opportunities. Forward has tried to identify these forward-looking
statements by using words such as “may”, “should,” “expect,” “hope,”
“anticipate,” “believe,” “intend,” “plan,” “estimate” and similar expressions.
These forward-looking statements are based on information currently available
to the Company and are subject to a number of risks, uncertainties and other
factors that could cause its actual results, performance, prospects or
opportunities in the 2016 quarter and beyond to differ materially from those
expressed in, or implied by, these forward-looking statements. These risks
include the inability to expand our customer base, pricing pressures and
unanticipated issues with our affiliated sourcing agent. No assurance can be
given that the actual results will be consistent with the forward-looking
statements. Investors should read carefully the factors described in the “Risk
Factors” section of the Company’s filings with the SEC, including the Company’s
Form 10-K for the year ended September 30, 2015 for information regarding risk
factors that could affect the Company’s results. Except as otherwise required
by Federal securities laws, Forward undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of new
information, future events, changed circumstances or any other reason.
About Forward
Industries
Incorporated
in 1962, and headquartered West Palm Beach, Florida, Forward Industries is a
global designer and distributor of mobile device cases and accessories.
Forward’s products can be viewed online at www.forwardindustries.com.
Contact:
Forward
Industries, Inc.
Michael
Matte, CFO
(561) 465-0031
FORWARD INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(UNAUDITED)
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Three Months Ended December 31, |
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2015 |
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2014 |
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Net sales |
$ |
7,137,883 |
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$ |
7,943,860 |
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Cost of goods sold |
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5,615,518 |
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6,381,439 |
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Gross profit |
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1,522,365 |
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1,562,421 |
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Operating expenses: |
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Sales and marketing |
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432,888 |
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682,457 |
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General and administrative |
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841,666 |
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2,470,424 |
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Total operating expenses |
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1,274,554 |
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3,152,881 |
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Income (loss) from operations |
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247,811 |
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(1,590,460 |
) |
Other (income) expense: |
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Interest income |
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- |
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(3,015 |
) |
Loss on marketable securities, net |
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- |
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110,001 |
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Other (income) expense, net |
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3,731 |
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3,308 |
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Total other (income) expense, net |
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3,731 |
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110,294 |
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Income (loss) from continuing operations |
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244,080 |
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(1,700,754 |
) |
Income from discontinued operations, net |
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- |
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198,963 |
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Net income (loss) |
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244,080 |
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(1,501,791 |
) |
Preferred stock dividends and accretion |
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- |
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(473,694 |
) |
Net income (loss) applicable to common equity |
$ |
244,080 |
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$ |
(1,975,485 |
) |
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Net income (loss) |
$ |
244,080 |
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$ |
(1,501,791 |
) |
Other comprehensive loss: |
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Translation adjustments |
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(436 |
) |
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(867 |
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Comprehensive income (loss) |
$ |
243,644 |
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$ |
(1,502,658 |
) |
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Net income (loss) per basic common share: |
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Income (loss) from continuing operations |
$ |
0.03 |
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$ |
(0.25 |
) |
Income (loss) from discontinued operations |
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0.00 |
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0.02 |
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Net income (loss) per basic common share |
$ |
0.03 |
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$ |
(0.23 |
) |
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Net income (loss) per diluted common share: |
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Income (loss) from continuing operations |
$ |
0.03 |
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$ |
(0.25 |
) |
Income (loss) from discontinued operations |
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0.00 |
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0.02 |
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Net income (loss) per diluted common share |
$ |
0.03 |
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$ |
(0.23 |
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Weighted average number of common and |
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common equivalent shares outstanding: |
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Basic |
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8,387,501 |
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8,443,391 |
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Diluted |
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8,621,524 |
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8,443,391 |
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The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
FORWARD INDUSTRIES, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED BALANCE SHEETS |
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December 31, |
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September 30, |
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2015 |
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2015 |
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(Unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
$ |
3,324,565 |
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$ |
4,042,124 |
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Accounts receivable |
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6,523,579 |
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5,454,129 |
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Inventories |
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2,884,299 |
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2,866,464 |
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Prepaid expenses and other current assets |
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377,036 |
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296,012 |
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Total current assets |
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13,109,479 |
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12,658,729 |
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Property and equipment, net |
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109,492 |
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78,733 |
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Other assets |
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40,962 |
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40,962 |
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Total assets |
$ |
13,259,933 |
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$ |
12,778,424 |
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Liabilities and shareholders' equity |
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Current liabilities: |
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Accounts payable |
$ |
280,049 |
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$ |
122,803 |
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Due to Forward China |
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4,285,854 |
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4,168,021 |
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Accrued expenses and other current liabilities |
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925,974 |
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1,039,085 |
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Total current liabilities |
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5,491,877 |
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5,329,909 |
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Other liabilities |
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111,173 |
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115,202 |
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Total liabilities |
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5,603,050 |
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5,445,111 |
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Commitments and contingencies |
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Shareholders' equity: |
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Common stock, par value $0.01 per share; 40,000,000 shares authorized; |
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8,658,179 and 8,641,755 shares issued; |
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8,658,179 and 8,641,755 shares outstanding; |
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at December 31, 2015 and September 30, 2015, respectively |
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86,582 |
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86,418 |
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Additional paid-in capital |
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17,629,809 |
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17,550,047 |
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Accumulated deficit |
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(10,037,287 |
) |
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(10,281,367 |
) |
Accumulated other comprehensive loss |
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(22,221 |
) |
|
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(21,785 |
) |
Total shareholders' equity |
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7,656,883 |
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|
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7,333,313 |
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Total liabilities and shareholders' equity |
$ |
13,259,933 |
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$ |
12,778,424 |
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The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
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