Form 8-K - Current report

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): August 9, 2023

MOTORCAR PARTS OF AMERICA, INC.

(Exact name of registrant as specified in its charter)

New York	001-33861	11-2153962

(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2929 California Street, Torrance, CA		90503

(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 212-7910

N/A

(Former name, former address and former fiscal year, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule l4a-12 under the Exchange Act (17 CFR 240.l4a-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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	MPAA	The Nasdaq Global Select Market

Item 2.02.

Results of Operations and Financial Condition

On August 9, 2023, Motorcar Parts of America, Inc. (the "Company") issued a press release announcing its earnings for the fiscal quarter ended June 30, 2023 which is being furnished as Exhibit 99.1. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

Item 9.01.

Financial Statements and Exhibits.

The following exhibit is furnished with this Current Report pursuant to Item 2.02:

(d) Exhibits

Exhibit No.	Description

99.1	Press Release, dated August 9, 2023

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	MOTORCAR PARTS OF AMERICA, INC.
Date: August 9, 2023

	/s/ David Lee
	David Lee
	Chief Financial Officer

Exhibit 99.1

NEWS RELEASE

CONTACT:

Gary S. Maier

Vice President, Corporate Communications & IR

(310) 972-5124

MOTORCAR PARTS OF AMERICA REPORTS FISCAL FIRST QUARTER RESULTS

- Full-Year Outlook Remains On Track, With Strong Positive Cash Flow –

LOS ANGELES, CA – August 9, 2023 – Motorcar Parts of America, Inc. (Nasdaq: MPAA) today reported results for its fiscal 2024 first quarter ended June 30, 2023, and reiterated the company’s full-year outlook.

Fiscal 2024 First Quarter Results

Net sales for the fiscal 2024 first quarter were $159.7 million compared with $164.0 million in the prior year – primarily reflecting timing of orders. The company noted that the fiscal second quarter is off to an excellent start based on record sales for a July month.

Net loss for the fiscal 2024 first quarter was $1.4 million, or $0.07 per share, compared with a net loss of $175,000, or $0.01 per share, a year ago – impacted by sharply higher interest rates not yet fully absorbed by price increases and product mix.

Interest expense increased by $4.8 million, or $0.18 per share, to $11.7 million from $6.9 million a year ago, mainly due to higher market rates. The company expects to realize annualized price increases throughout this fiscal year, which will contribute to net income enhancement.

Results for the quarter were impacted by changes in product mix and lingering inflationary costs not fully absorbed by price increases. In addition to the above, non-cash items impacted results by $461,000, or $0.02 per share and cash items impacted results by $1.7 million, or $0.09 per share, as detailed in Exhibit 1.

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Gross profit for the fiscal 2024 first quarter was $26.6 million compared with $30.3 million a year earlier. Gross margin for the fiscal 2024 first quarter was 16.6 percent compared with 18.5 percent a year earlier. Gross margin for the fiscal 2024 first quarter was impacted by changes in product mix and inflationary costs not fully absorbed by price increases, as noted above. In addition to the above items, gross margin for the fiscal 2024 first quarter was impacted by $3.4 million, or 2.2 percent, of non-cash items, and $2.0 million, or 1.0 percent, of cash items, as detailed in Exhibit 2.

Gross margin improvement is expected to be enhanced as price increases are realized; by higher sales volume; and further anticipated operational efficiencies. The most recent price increases late in the fiscal first quarter will be realized throughout the fiscal 2024 second quarter. Following the completion of the company’s second quarter, on a run-rate basis, all price increases will be realized.

Notwithstanding the use of cash for the quarter of $20.5 million to support operating activities, the company expects a positive reversal in the fiscal second quarter and strong operating cash flow for the fiscal year. The company strategically elected to lower collection of receivables by approximately $20 million paid through its customer-offered supply chain vendor finance programs during the fiscal first quarter, which resulted in interest savings of approximately $1.3 million. This enabled the company to defer interest expenses until price increases for interest rates are recognized.

The company’s strong liquidity allowed it to execute this strategy and additionally, subsequent to quarter end, pay down the company’s $11.25 million term loan. Interest rates on the term loan were approximately two percent higher than rates offered by the company’s customers’ supply chain vendor finance programs.

“With strong demand for critical non-discretionary automotive parts, we are on track to achieve our year-over-year targets, notwithstanding softness for the quarter – primarily due to timing of orders. Our optimism is supported by favorable industry trends, extreme hot weather across the country and further operational efficiency improvements with increasing sales volume,” said Selwyn Joffe, chairman, president, and chief executive officer.

Considerations as Fiscal 2024 Evolves

•

Sales volume is continuing to gain momentum.

Ordering activity is strong.

Extreme heat and strong industry fundamentals will enhance product demand.

•

Margin improvement expected.

Price increases.

Better overhead absorption as the brake-related business grows.

◾

Overall gross profit is expected to increase in the interim.

Operating efficiencies.

•

Enhanced cash flow from working capital initiatives.

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Use of Non-GAAP Measure

This press release includes the following non-GAAP measure – EBITDA, which is not a measure of financial performance under GAAP and should not be considered as an alternative to net income as a measure of financial performance. The company believes this non-GAAP measure, when considered together with the corresponding GAAP measures, provides useful information to investors and management regarding financial and business trends relating to the company’s results of operations. However, this non-GAAP measure has significant limitations in that it does not reflect all the costs and other items associated with the operation of the company’s business as determined in accordance with GAAP. In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies. Therefore, investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, measures of financial performance in accordance with GAAP. For a definition and reconciliation of EBITDA to net income, its corresponding GAAP measure, see the financial tables included in this press release. Also, refer to our Form 8-K to which this release is attached, and other filings we make with the SEC, for further information regarding this measure.

Earnings Conference Call and Webcast

Selwyn Joffe, chairman, president and chief executive officer, and David Lee, chief financial officer, will host an investor conference call today at 10:00 a.m. Pacific time to discuss the company’s financial results and operations. The call will be open to all interested investors either through a live audio webcast at www.motorcarparts.com or live by calling (888) 440-5584 (domestic) or (646) 960-0457 (international). For those who are not available to listen to the live broadcast, the call will be archived on Motorcar Parts of America’s website www.motorcarparts.com. A telephone playback of the conference call will also be available from approximately 1:00 p.m. Pacific time on August 9, 2023 through 8:59 p.m. Pacific time on August 16, 2023 by calling (800) 770-2030 (domestic) or (647) 362-9199 (international) and using access code: 1545314.

About Motorcar Parts of America, Inc.

Motorcar Parts of America, Inc. is a remanufacturer, manufacturer, and distributor of automotive aftermarket parts -- including alternators, starters, wheel bearings and hub assemblies, brake calipers, brake pads, brake rotors, brake master cylinders, brake power boosters, turbochargers, and diagnostic testing equipment utilized in imported and domestic passenger vehicles, light trucks, and heavy-duty applications. Its products are sold to automotive retail outlets and the professional repair market throughout the United States, Canada, and Mexico, with facilities located in California, New York, Mexico, Malaysia, China and India, and administrative offices located in California, Tennessee, Mexico, Singapore, Malaysia, and Canada. In addition, the company’s electrical vehicle subsidiary designs and manufactures testing solutions for performance, endurance, and production of multiple components in the electric power train – providing simulation, emulation, and production applications for the electrification of both automotive and aerospace industries, including electric vehicle charging systems. Additional information is available at www.motorcarparts.com.

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The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. The statements contained in this press release that are not historical facts are forward-looking statements based on the company’s current expectations and beliefs concerning future developments and their potential effects on the company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond the control of the company) and are subject to change based upon various factors. Reference is also made to the Risk Factors set forth in the company’s Form 10-K Annual Report filed with the Securities and Exchange Commission (SEC) in June 2023 and in its Forms 10-Q filed with the SEC for additional risks and uncertainties facing the company. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events or otherwise.

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(Financial tables follow)

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MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(Unaudited)

	Three Months Ended
	June 30,
	2023			2022

Net sales	$	159,705,000		$	163,985,000
Cost of goods sold		133,138,000			133,683,000
Gross profit		26,567,000			30,302,000
Operating expenses:
General and administrative		12,602,000			13,634,000
Sales and marketing		5,419,000			5,542,000
Research and development		2,375,000			3,113,000
Foreign exchange impact of lease liabilities and forward contracts		(4,270,000	)		678,000
Total operating expenses		16,126,000			22,967,000
Operating income		10,441,000			7,335,000
Other expenses:
Interest expense, net		11,720,000			6,921,000
Change in fair value of compound net derivative liability		140,000			-
Total other expenses		11,860,000			6,921,000
(Loss) income before income tax (benefit) expense		(1,419,000	)		414,000
Income tax (benefit) expense		(9,000	)		589,000
Net loss	$	(1,410,000	)	$	(175,000	)
Basic net loss per share	$	(0.07	)	$	(0.01	)
Diluted net loss per share	$	(0.07	)	$	(0.01	)
Weighted average number of shares outstanding:
Basic		19,508,626			19,123,354
Diluted		19,508,626			19,123,354

MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES

Consolidated Balance Sheets


	June 30, 2023		March 31, 2023
ASSETS	(Unaudited)
Current assets:
Cash and cash equivalents	$	10,887,000	$	11,596,000
Short-term investments		2,159,000		2,011,000
Accounts receivable — net		146,645,000		119,868,000
Inventory		364,187,000		356,254,000
Contract assets		27,732,000		25,443,000
Prepaid expenses and other current assets		20,566,000		22,306,000
Total current assets		572,176,000		537,478,000
Plant and equipment — net		44,244,000		46,052,000
Operating lease assets		88,760,000		87,619,000
Long-term deferred income taxes		32,417,000		32,625,000
Long-term contract assets		314,463,000		318,381,000
Goodwill and intangible assets — net		5,046,000		5,348,000
Other assets		1,081,000		1,062,000
TOTAL ASSETS	$	1,058,187,000	$	1,028,565,000
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	142,965,000	$	141,766,000
Customer finished goods returns accrual		33,378,000		37,984,000
Contract liabilities		49,003,000		40,340,000
Revolving loan		167,000,000		145,200,000
Other current liabilities		5,170,000		4,871,000
Operating lease liabilities		8,914,000		8,767,000
Current portion of term loan		12,020,000		3,664,000
Total current liabilities		418,450,000		382,592,000
Term loan, less current portion		-		9,279,000
Convertible notes, related party		31,252,000		30,994,000
Long-term contract liabilities		194,708,000		193,606,000
Long-term deferred income taxes		1,985,000		718,000
Long-term operating lease liabilities		77,013,000		79,318,000
Other liabilities		11,340,000		11,583,000
Total liabilities		734,748,000		708,090,000
Commitments and contingencies
Shareholders' equity:
Preferred stock; par value $.01 per share, 5,000,000 shares authorized; none issued		-		-
Series A junior participating preferred stock; par value $.01 per share,
20,000 shares authorized; none issued		-		-
Common stock; par value $.01 per share, 50,000,000 shares authorized;
19,599,145 and 19,494,615 shares issued and outstanding at June 30, 2023 and
March 31, 2023, respectively		196,000		195,000
Additional paid-in capital		232,866,000		231,836,000
Retained earnings		87,337,000		88,747,000
Accumulated other comprehensive income (loss)		3,040,000		(303,000	)
Total shareholders' equity		323,439,000		320,475,000
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,058,187,000	$	1,028,565,000

Additional Information and Non-GAAP Financial Measures

To supplement the consolidated financial statements presented in accordance with U.S. generally accepted accounting principles ("GAAP"), the company has included the following additional information and non-GAAP financial measures for the three months ended June 30, 2023 and 2022. Among other things, the company uses such additional information and non-GAAP adjusted financial measures in addition to and together with corresponding GAAP measures to help analyze the performance of its business.

The company believes this information helps provide a more complete understanding of the company's results of operations and the factors and trends affecting the company's business. However, this information should be considered as a supplement to, and not as a substitute for, or superior to, information contained in the company’s financial statements prepared in accordance with GAAP. In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies.

The company defines EBITDA as earnings before interest, taxes, depreciation, and amortization. A reconciliation of EBITDA to net income is provided below along with information regarding such items.

Items Impacting Net Income for the Three Months Ended June 30, 2023 and 2022 Exhibit 1

	Three Months Ended June 30,
	2023						2022
		$		Per Share				$		Per Share
GAAP net loss	$	(1,410,000	)	$	(0.07	)	$	(175,000	)	$	(0.01	)

Non-cash items impacting net loss
Core and finished goods premium amortization	$	2,657,000		$	0.14		$	3,044,000		$	0.16
Revaluation - cores on customers' shelves		778,000			0.04			572,000			0.03
Share-based compensation expenses		1,310,000			0.07			1,249,000			0.07
Foreign exchange impact of lease liabilities and forward contracts		(4,270,000	)		(0.22	)		678,000			0.04
Change in fair value of compound net derivative liability		140,000			0.01			-			-
Tax effect (a)		(154,000	)		(0.01	)		(1,386,000	)		(0.07	)
Total non-cash items impacting net loss	$	461,000		$	0.02		$	4,157,000		$	0.22

Cash items impacting net loss
Supply chain disruptions and related costs (b)	$	1,984,000		$	0.10		$	3,094,000		$	0.16
New product line start-up costs and transition expenses, and severance (c)		335,000			0.02			618,000			0.03
Tax effect (a)		(580,000	)		(0.03	)		(928,000	)		(0.05	)
Total cash items impacting net loss	$	1,739,000		$	0.09		$	2,784,000		$	0.15

(a) Tax effect is calculated by applying an income tax rate of 25.0% to items listed above; this rate may differ from the period's actual income tax rate.

(b) For the three-months ended June 30, 2023, consists of 1,984,000 impacting gross profit.

For the three-months ended June 30, 2022, consists of of $2,548,000 impacting gross profit and $546,000 included in operating expenses.

For the three-months ended June 30, 2022, consists of $618,000 included in operating expenses.

Items Impacting Gross Profit for the Three Months Ended June 30, 2023 and 2022 Exhibit 2

	Three Months Ended June 30,
	2023					2022
		$	Gross Margin				$	Gross Margin
GAAP gross profit	$	26,567,000		16.6	%	$	30,302,000		18.5	%

Non-cash items impacting gross profit
Core and finished goods premium amortization	$	2,657,000		1.7	%	$	3,044,000		1.9	%
Revaluation - cores on customers' shelves		778,000		0.5	%		572,000		0.3	%
Total non-cash items impacting gross profit	$	3,435,000		2.2	%	$	3,616,000		2.2	%

Cash items impacting gross profit
Supply chain disruptions and related costs	$	1,984,000		1.0	%	$	2,548,000		1.6	%
Total cash items impacting gross profit	$	1,984,000		1.0	%	$	2,548,000		1.6	%

Items Impacting EBITDA for the Three Months Ended June 30, 2023 and 2022 Exhibit 3

	Three Months Ended June 30,
	2023			2022
GAAP net loss	$	(1,410,000	)	$	(175,000	)
Interest expense, net		11,720,000			6,921,000
Income tax (benefit) expense		(9,000	)		589,000
Depreciation and amortization		3,033,000			3,124,000
EBITDA	$	13,334,000		$	10,459,000

Non-cash items impacting EBITDA
Core and finished goods premium amortization	$	2,657,000		$	3,044,000
Revaluation - cores on customers' shelves		778,000			572,000
Share-based compensation expenses		1,310,000			1,249,000
Foreign exchange impact of lease liabilities and forward contracts		(4,270,000	)		678,000
Change in fair value of compound net derivative liability		140,000			-
Total non-cash items impacting EBITDA	$	615,000		$	5,543,000

Cash items impacting EBITDA
Supply chain disruptions and related costs	$	1,984,000		$	3,094,000
New product line start-up costs and transition expenses, and severance		335,000			618,000
Total cash items impacting EBITDA	$	2,319,000		$	3,712,000

Document and Entity Information	Aug. 09, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 09, 2023
Entity File Number	001-33861
Entity Registrant Name	MOTORCAR PARTS OF AMERICA, INC.
Entity Central Index Key	0000918251
Entity Incorporation, State or Country Code	NY
Entity Tax Identification Number	11-2153962
Entity Address, Address Line One	2929 California Street
Entity Address, City or Town	Torrance
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90503
City Area Code	310
Local Phone Number	212-7910
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	MPAA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false