U.S. 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 20, 2014
Inrad Optics, Inc.
(Exact name of registrant as specified in
its charter)
New Jersey |
|
000-11668 |
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22-2003247 |
(State or other
jurisdiction of
incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification
Number) |
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|
|
|
|
181 Legrand Avenue, Northvale, New Jersey |
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07647 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including
area code: (201) 767-1910
(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:
| 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 20, 2014,
Inrad Optics, Inc. (the “Company”) issued a press release announcing its financial results for the three and nine months
ended September 30, 2014. A copy of the Company’s press release is attached as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit 99.1 Press
Release dated November 20, 2014 announcing financial results for the three and nine months ended September 30, 2014
SIGNATURE
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.
Date: November 20, 2014 |
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By: |
/s/ William J. Foote |
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CFO, Secretary and Treasurer |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
INRAD OPTICS, INC. ANNOUNCES THIRD
QUARTER AND
NINE MONTH 2014 FINANCIAL RESULTS
NORTHVALE, NJ, NOVEMBER 20 – Inrad
Optics, Inc. (OTCBB: INRD) has reported its consolidated financial results for the third quarter and nine months ended September
30, 2014.
For the third quarter of 2014, revenue
was $2.9 million, up 5.7%, compared to $2.8 million for the same period last year. Although positively impacted by the third quarter
increase, revenue of $7.0 million was down 17.4% for the nine months ended September 30, 2014 compared to $8.5 million in the same
period last year.
Third quarter sales reflected an improvement
in shipments to the defense and process control and metrology markets over the comparable period last year. Despite the improvement
in the third quarter, year-to-date sales to customers in the defense market decreased, along with sales in the university and national
lab market compared to last year. This was partially offset by an increase in sales to customers in the process control & metrology
and laser systems markets in the nine months ended September 30, 2014 compared to 2013.
For the third quarter and nine months ended
September 30, 2014 the Company booked new orders totaling $3.8 million and $9.2 million, respectively, an increase of 49.4% from
$2.5 million and 20.2% from $7.4 million for the three and nine months ended September 30, 2013, respectively.
Gross profit for the third quarter of 2014
was $603,000 or 20.7% of sales up from $550,000 or 20% in the comparable quarter last year. For the nine months ended September
30, 2014, gross profit decreased to $325,000 or 4.6% of sales, including $121,000 of restructuring costs related to the consolidation
of the Florida operation in Northvale, NJ, versus $1.6 million or 18.3% last year.
For the three and nine months ended September
30, 2014, the Company had a net loss of $91,000 and $1,997,000, respectively. This compares to a loss of $239,000 and $1,056,000
in the comparable period in 2013.
The basic and diluted net loss per share
was $(0.01) for the three months ended September 30, 2014 compared to $(0.02) last year. For the nine months ended September 30,
2014, the basic and diluted net loss per share was $(0.16) versus $(0.09) last year.
Net cash used in operating activities was
$(1,171,000) for the nine months ended September 30, 2014 compared to net cash provided by operating activities of $90,000 last
year. The difference primarily reflects the increase in the operating loss in the current period.
After investing and financing activities,
net cash decreased by $1.6 million compared to a decrease of $439,000 last year. At September 30, 2014, the Company had cash and
cash equivalents of $877,000.
President and CEO Amy Eskilson commented,
“Our Q3 results are largely indicative of a disciplined execution of our plan for the period. The Florida consolidation effort
is complete, our production is functioning in a more efficient manner, and our ability to book new orders is a result of the hard
work done by the entire Inrad Optics team.
Third quarter progress is highlighted by
improved revenue, backlog and booking numbers. Sales were especially strong over the immediately preceding two quarters, 31% over
the second quarter of 2014, and 53% over first quarter results this year. Backlog at the close of the third quarter is quite healthy,
nearly $2M higher than it was one year ago, up from $4.6M to $6.5M.
Additionally, orders of $3.8M booked in
the third quarter represent the highest quarterly booking result in over three years, due in part to a rarely awarded SBIR Phase
III contract for $349K from the Department of Homeland Security’s Domestic Nuclear Detection Office to continue our work
on the commercialization of stilbene crystals for neutron detection.”
Inrad Optics,
Inc. was incorporated in New Jersey in 1973. The Company develops, manufactures and markets products and services for use in photonics
industry sectors via three distinct but complimentary product areas - “Crystals and Devices”, “Custom Optics”
and “Metal Optics.”
The Company is a vertically integrated
organization specializing in crystal-based optical components and devices, custom optical components from both glass and metal,
and precision optical and opto-mechanical assemblies. Manufacturing capabilities include solution and high temperature crystal
growth, extensive optical fabrication capabilities, including precision diamond turning and the ability to handle large substrates,
optical coatings and in-process metrology expertise. Inrad Optics’ customers include leading corporations in the defense,
aerospace, laser systems, process control and metrology sectors of the photonics industry, as well as the U.S. Government, National
Laboratories and Universities worldwide.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995: The statements contained in this press release that are not purely historical are forward looking statements
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. These statements
may be identified by their use of forward-looking terminology such as "believes", "expects", “should”,
"will", "plan", “anticipate”, “probably”, “targeting” or similar words.
Such forward-looking statements, such as our expectation for revenues, new orders, and improved results involve risks and uncertainties
that could cause actual results to differ materially from those projected. Risks and uncertainties that could cause actual results
to differ materially from such forward looking statements are, but are not limited to, uncertainties in market demand for the company's
products or the products of its customers, future actions by competitors, inability to deliver product on time, inability to develop
new business, inability to retain key employees or hire new employees, and other factors discussed from time to time in the Company's
filings with the Securities and Exchange Commission including our Annual Report on Form 10-K for the year ended December 31, 2013.
The forward looking statements made in this news release are made as of the date hereof and Inrad Optics, Inc. does not assume
any obligation to update publicly any forward looking statement.
INRAD OPTICS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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September 30, |
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December 31, |
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2014 |
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2013 |
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|
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(Unaudited) |
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(Audited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
877,468 |
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$ |
2,451,263 |
|
Accounts receivable (net of allowance for doubtful accounts of $15,000 in 2014 and 2013) |
|
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1,439,436 |
|
|
|
1,236,958 |
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Inventories, net |
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2,737,755 |
|
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3,129,855 |
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Other current assets |
|
|
137,285 |
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|
|
144,581 |
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Total current assets |
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5,191,944 |
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6,962,657 |
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Plant and equipment: |
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Plant and equipment, at cost |
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15,713,935 |
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15,638,759 |
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Less: Accumulated depreciation and amortization |
|
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(14,041,886 |
) |
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(13,931,775 |
) |
Total plant and equipment |
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1,672,049 |
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1,706,984 |
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Precious Metals |
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553,925 |
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474,960 |
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Goodwill |
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311,572 |
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311,572 |
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Intangible Assets, net |
|
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299,837 |
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358,760 |
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Other Assets |
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33,122 |
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33,122 |
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Total Assets |
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$ |
8,062,449 |
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$ |
9,848,055 |
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Liabilities and Shareholders’ Equity |
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Current Liabilities: |
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Current portion of other long term notes |
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$ |
156,600 |
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$ |
156,600 |
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Accounts payable and accrued liabilities |
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1,131,618 |
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967,963 |
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Customer advances |
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170,643 |
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146,784 |
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Total current liabilities |
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1,458,861 |
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1,271,347 |
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Related Party Convertible Notes Payable |
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2,500,000 |
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2,500,000 |
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Other Long Term Notes, net of current portion |
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596,054 |
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712,868 |
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Total liabilities |
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4,554,915 |
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4,484,215 |
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Commitments |
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Shareholders’ Equity: |
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Common stock: $.01 par value; 60,000,000 authorized shares; 12,354,093
shares issued at September 30, 2014 and 12,050,603 issued at December 31, 2013 |
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123,543 |
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120,508 |
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Capital in excess of par value |
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18,431,225 |
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18,293,782 |
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Accumulated deficit |
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(15,032,284 |
) |
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(13,035,500 |
) |
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3,522,484 |
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5,378,790 |
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Less - Common stock in treasury, at cost (4,600 shares) |
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(14,950 |
) |
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(14,950 |
) |
Total shareholders’ equity |
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3,507,534 |
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5,363,840 |
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Total Liabilities and Shareholders’ Equity |
|
$ |
8,062,449 |
|
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$ |
9,848,055 |
|
INRAD OPTICS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| |
Three Months Ended September
30, | |
Nine Months Ended September 30, | |
| |
2014 | | |
2013 | | |
2014 | | |
2013 | |
| |
| | |
| | |
| | |
| |
Total revenue | |
$ | 2,912,538 | | |
| 2,756,488 | | |
$ | 7,044,464 | | |
$ | 8,528,212 | |
| |
| | | |
| | | |
| | | |
| | |
Cost and expenses: | |
| | | |
| | | |
| | | |
| | |
Cost of goods sold | |
| 2,309,808 | | |
| 2,206,529 | | |
| 6,598,486 | | |
| 6,971,423 | |
Restructuring costs | |
| — | | |
| — | | |
| 120,616 | | |
| — | |
Selling, general and administrative expenses | |
| 744,815 | | |
| 743,190 | | |
| 2,348,501 | | |
| 2,506,662 | |
| |
| 3,054,623 | | |
| 2,949,719 | | |
| 9,067,603 | | |
| 9,478,085 | |
Loss from operations | |
| (142,085 | ) | |
| (193,231 | ) | |
| (2,023,139 | ) | |
| (949,873 | ) |
| |
| | | |
| | | |
| | | |
| | |
Other expense: | |
| | | |
| | | |
| | | |
| | |
Interest expense—net | |
| (45,544 | | |
| (45,562 | ) | |
| (135,728 | ) | |
| (137,038 | ) |
Gain on sale of plant and equipment | |
| — | | |
| — | | |
| 65,075 | | |
| 31,000 | |
Gain on sale of precious metals | |
| 97,008 | | |
| — | | |
| 97,008 | | |
| — | |
| |
| 51,464 | | |
| (45,562 | ) | |
| 26,355 | | |
| (106,038 | ) |
Net loss before income taxes | |
| (90,621 | ) | |
| (238,793 | ) | |
| (1,996,784 | ) | |
| (1,055,911 | ) |
| |
| | | |
| | | |
| | | |
| | |
Income tax (provision) benefit | |
| — | | |
| — | | |
| — | | |
| — | |
| |
| | | |
| | | |
| | | |
| | |
Net loss | |
$ | (90,621 | ) | |
$ | (238,793 | ) | |
$ | (1,996,784 | ) | |
$ | (1,055,911 | ) |
Net loss per common share— basic and diluted | |
$ | (0.01 | ) | |
$ | (0.02 | ) | |
$ | (0.16 | ) | |
$ | (0.09 | ) |
| |
| | | |
| | | |
| | | |
| | |
Weighted average shares outstanding— basic and diluted | |
| 12,349,490 | | |
| 12,046,003 | | |
| 12,188,408, | | |
| 11,956,712 | |
INRAD OPTICS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS
(Unaudited)
| |
Nine Months Ended September 30, | |
| |
2014 | | |
2013 | |
Cash flows from operating activities: | |
| | |
| |
Net (loss) | |
$ | (1,996,784 | ) | |
$ | (1,055,911 | ) |
| |
| | | |
| | |
Adjustments to reconcile net (loss) to net cash (used in) provided by operating activities: | |
| | | |
| | |
Depreciation and amortization | |
| 462,884 | | |
| 414,367 | |
401K common stock contribution | |
| 71,255 | | |
| 80,922 | |
Gain on sale of plant and equipment | |
| (65,075 | ) | |
| (31,000 | ) |
Gain on sale of precious metals | |
| (97,008 | ) | |
| — | |
Stock based compensation | |
| 69,223 | | |
| 106,819 | |
Changes in operating assets and liabilities: | |
| | | |
| | |
Accounts receivable | |
| (202,478 | ) | |
| 376,164 | |
Inventories, net | |
| 392,100 | | |
| 268,456 | |
Other current assets | |
| 7,296 | | |
| 28,627 | |
Accounts payable and accrued liabilities | |
| 163,655 | | |
| 90,877 | |
Customer advances | |
| 23,859 | | |
| (189,610 | ) |
Total adjustments and changes | |
| 825,711 | | |
| 1,145,622 | |
Net cash (used in) provided by operating activities | |
| (1,171,073 | ) | |
| 89,711 | |
| |
| | | |
| | |
Cash flows from investing activities: | |
| | | |
| | |
Capital expenditures | |
| (382,331 | ) | |
| (448,406 | ) |
Proceeds from sale of plant and equipment | |
| 78,380 | | |
| 31,000 | |
Proceeds from sale of precious metals | |
| 18,043 | | |
| — | |
Net cash (used in) investing activities | |
| (285,908 | ) | |
| (417,406 | ) |
| |
| | | |
| | |
Cash flows from financing activities: | |
| | | |
| | |
Principal payments on notes payable-other | |
| (116,814 | ) | |
| (111,759 | ) |
Net cash (used in) financing activities | |
| (116,814 | ) | |
| (111,759 | ) |
| |
| | | |
| | |
Net (decrease) in cash and cash equivalents | |
| (1,573,795 | ) | |
| (439,454 | |
| |
| | | |
| | |
Cash and cash equivalents at beginning of period | |
| 2,451,263 | | |
| 3,089,013 | |
| |
| | | |
| | |
Cash and cash equivalents at end of period | |
$ | 877,468 | | |
$ | 2,649,559 | |
Supplemental Disclosure of Cash Flow Information: | |
| | |
| |
Interest paid | |
$ | 101,000 | | |
$ | 144,000 | |
Income taxes paid | |
$ | 2,000 | | |
$ | 2,000 | |
Non-Cash Financing Activities: | |
| | |
| |
Exchange of precious metals | |
$ | 126,755 | | |
$ | — | |
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