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UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 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 10, 2023
P&F INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
1-5332 |
22-1657413 |
(State or Other Jurisdiction |
(Commission File No.) |
(IRS Employer |
of Incorporation) |
|
Identification Number) |
445 Broadhollow Road, Suite 100, Melville,
New York 11747
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(631) 694-9800
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 (17CFR 240.14d-2(b)) |
|
|
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A Common Stock, $1.00 Par Value |
|
PFIN |
|
NASDAQ |
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. ¨
Item 2.02. |
Results of Operations and Financial Condition. |
On August 10, 2023, P &
F Industries, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results
for the quarter ended June 30, 2023.
A copy of the Press Release
is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information in the Press
Release is being furnished, not filed, pursuant to Item 2.02 and Item 7.01 of this Current Report on Form 8-K. Accordingly, the information
in the Press Release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act
of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information
in this Report is not intended to, and does not, constitute a determination or admission by the Company that the information in this Report
is material or complete, or that investors should consider this information before making an investment decision with respect to any security
of the Company.
|
Item 9.01. |
Financial Statements and Exhibits. |
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.
|
P & F INDUSTRIES, INC. |
|
|
Date: August 10, 2023 |
|
|
By: |
/s/ Joseph A. Molino, Jr. |
|
|
Joseph A. Molino, Jr. |
|
|
Vice President,
Chief Operating Officer and
Chief Financial Officer |
Exhibit 99.1
P&F INDUSTRIES, INC. REPORTS IMPROVED
RESULTS FOR THE THREE AND SIX-MONTH PERIODS ENDED JUNE 30, 2023
MELVILLE,
N.Y., August 10, 2023 - P&F Industries, Inc. (NASDAQ: PFIN) today announced its results from operations for the
three and six-month periods ended June 30, 2023. The Company is reporting net revenue of $16,163,000 and $31,906,000, respectively,
for the three and six-month periods ended June 30, 2023, compared to $17,810,000 and $31,831,000, respectively, for same periods
in 2022. For the three-month period ended June 30, 2023, the Company is reporting net income before income taxes of $356,000, compared
to net income before income taxes of $55,000, for the three-month period ended June 30, 2022. For the six-month period ended June 30,
2023, the Company is reporting net income before income taxes of $850,000, compared to a net loss of $659,000 for the six-month period
ended June 30, 2022. For the three and six-month periods ended June 30, 2023, the Company is reporting net income after taxes
of $237,000 and $574,000, respectively, compared to net losses after taxes of $21,000 and $639,000, respectively, for the same period
in 2022. The Company’s basic and diluted earnings per share for the three and six-month periods ended June 30, 2023, were $0.07
and $0.18, respectively, compared to basic and diluted loss per share of $0.01 and $0.20 for the same three and six-month periods in 2022.
Richard Horowitz, the Company’s Chairman
of the Board, Chief Executive Officer and President commented, “I am pleased to report that our net income continues to show improvement
over the prior year. Despite a decline in revenue, stronger gross margin and lower operating expenses enabled us to generate greater net
income, compared to a net loss in the second quarter of 2022. Hy-Tech and Florida Pneumatic strengthened their respective gross margins
by 8.1 and 3.9 percentage points this quarter, compared to the same period one year ago. These improvements were driven by, among other
things, pricing, and improved manufacturing efficiencies.”
Mr. Horowitz continued,
“Our second quarter consolidated revenue declined 9.2%. The primary factor causing this decline was Florida Pneumatic’s retail
customer’s decision to reduce the number of stock-keeping units and associated floor space. However, as a result, we reduced our
net inventory by $2,558,000 from March 31, 2023, and by $3,395,000 from December’s level. Partially offsetting Florida Pneumatic’s
revenue decline, Hy-Tech’s revenue this quarter increased $174,000 over the same period in 2022. We are cautiously optimistic as
we look to the future. However, it is difficult to foresee what the impact will be on our businesses from such likely head winds caused
by rising inflation, a possible global recession, and other geo-political events. We intend to do our utmost to continue to serve our
customers and improve shareholder value.”
The Company will be reporting the following:
TRENDS AND UNCERTAINTIES
INTERNATIONAL SUPPLY CHAIN
Although much less than during
the three and six-month periods ended June 30, 2022, we continue to encounter delays in receiving inventory from our Asian suppliers,
which leads to intermittent shortages of inventory. Our ocean and domestic freight costs, which had increased significantly during the
COVID-19 pandemic, are slowly approaching pre-pandemic levels.
DOMESTIC TRANSPORTATION COSTS
Although domestic transportation
costs and associated issues discussed in prior filings have improved, compared to the prior year, they remain above pre-pandemic levels.
The availability of port to warehouse transportation services has also improved compared to 2022.
At the present time, we believe
that some or all of the above-mentioned uncertainties may continue for some time. While we believe that most of the related costs associated
with the issues discussed above have been factored into our selling price, there is no assurance that we will be able to pass through
any future additional direct costs or costs incurred related to our international supply chain issues in the future.
IMPACT OF INFLATION/GEOPOLITICAL ISSUES
We believe that the current
and projected levels of inflation, as well as a possible economic recession will likely continue to have an effect on our manufacturing
and operating costs. At the present time, we are unable to reasonably estimate the impact inflation and geo-political issues will have
on our results of operations for the foreseeable future.
We believe that our results
of operations and financial condition during the three and six-month periods ended June 30, 2023 have not been impacted by the Russia-Ukraine
conflict; however, we cannot predict what impact this conflict may have on our results in the future.
BOEING
Sales of aircraft by Boeing,
a Jiffy customer, have been depressed since the two 737 MAX crashes in 2018 and 2019. Further, the Federal Aviation Administration grounded
all 737 MAX aircraft for several quarters. These events, coupled with the COVID-19 pandemic, reduced Boeing’s aircraft production
levels to well below those prior to the pandemic and the grounding. In 2019, Boeing produced 52 737 MAX aircraft per month. It is currently
still producing below that level. Per Boeing, it plans to return to those levels in 2025 and expects to add a fourth 737 MAX production
line in 2024. We believe that these stated plans along with the return of the Boeing 787 aircraft shipments, which has also had production
delays to full production, will be beneficial to P&F’s aerospace sales in the next several years.
TECHNOLOGIES
We believe that over time,
several newer technologies and features will have a greater effect on the market for our traditional pneumatic tool offerings. So far,
the greatest impact has been on the automotive aftermarket with the advent of advanced cordless operated tools. Currently, we do not offer
a cordless tool to the automotive aftermarket. However, with respect to the industrial market, we have developed for one of our largest
OEM customers a tool mechanism that is incorporated into a major line of their cordless power tools. These tools have been in full production
with our supplied system for several years and our sales of these products have continued to grow over that time. We continue to analyze
the practicality of developing or incorporating newer technologies in our tool platforms for other markets as well. This includes adding
our internally developed mechanisms to existing cordless power sources as well as producing complete cordless tool systems. In addition,
we have recently developed a cordless installation tool for the aerospace market. We have begun taking orders for this product and we
expect to introduce an additional version later in 2023.
OTHER MATTERS
Other than the trends and
uncertainties mentioned above, or matters that may be discussed below, there are no major trends or uncertainties that had, or we could
reasonably expect to have a material impact on our revenue and operations, nor was there any unusual or infrequent event, transaction
or any significant economic change that materially affected our results of operations.
Unless otherwise discussed
elsewhere in the Management’s Discussion and Analysis, we believe that our relationships with our key customers and suppliers remain
satisfactory.
REVENUE
The tables below provide an
analysis of our net revenue for the three-month periods ended June 30, 2023, and 2022:
Consolidated
| |
Three months ended June 30, | |
| |
| | |
| | |
Increase (Decrease) | |
| |
2023 | | |
2022 | | |
$ | | |
% | |
Florida Pneumatic | |
$ | 10,845,000 | | |
$ | 12,666,000 | | |
$ | (1,821,000 | ) | |
| (14.4 | )% |
Hy-Tech | |
| 5,318,000 | | |
| 5,144,000 | | |
| 174,000 | | |
| 3.4 | |
Consolidated | |
$ | 16,163,000 | | |
$ | 17,810,000 | | |
$ | (1,647,000 | ) | |
| (9.2 | )% |
| |
Six months ended June 30, | |
| |
| | |
| | |
Increase (Decrease) | |
| |
2023 | | |
2022 | | |
$ | | |
% | |
Florida Pneumatic | |
$ | 20,769,000 | | |
$ | 22,947,000 | | |
$ | (2,178,000 | ) | |
| (9.5 | )% |
Hy-Tech | |
| 11,137,000 | | |
| 8,884,000 | | |
| 2,253,000 | | |
| 25.4 | |
Consolidated | |
$ | 31,906,000 | | |
$ | 31,831,000 | | |
$ | 75,000 | | |
| 0.2 | % |
Florida Pneumatic
Florida Pneumatic markets
its air tool products to four primary sectors within the pneumatic tool market; Automotive, Retail, Aerospace and Industrial. It also
generates revenue from its Berkley products line, as well as a line of air filters and other OEM parts (“Other”).
| |
Three months ended June 30, | |
| |
2023 | | |
2022 | | |
Increase (decrease) | |
| |
| | |
Percent of | | |
| | |
Percent of | | |
| | |
| |
| |
Revenue | | |
revenue | | |
Revenue | | |
revenue | | |
$ | | |
% | |
Automotive | |
$ | 3,503,000 | | |
| 32.3 | % | |
$ | 3,853,000 | | |
| 30.4 | % | |
$ | (350,000 | ) | |
| (9.1 | )% |
Retail | |
| 2,920,000 | | |
| 26.9 | | |
| 4,826,000 | | |
| 38.1 | | |
| (1,906,000 | ) | |
| (39.5 | ) |
Industrial | |
| 1,337,000 | | |
| 12.3 | | |
| 1,705,000 | | |
| 13.5 | | |
| (368,000 | ) | |
| (21.6 | ) |
Aerospace | |
| 2,963,000 | | |
| 27.3 | | |
| 2,179,000 | | |
| 17.2 | | |
| 784,000 | | |
| 36.0 | |
Other | |
| 122,000 | | |
| 1.2 | | |
| 103,000 | | |
| 0.8 | | |
| 19,000 | | |
| 18.4 | |
Total | |
$ | 10,845,000 | | |
| 100.0 | % | |
$ | 12,666,000 | | |
| 100.0 | % | |
$ | (1,821,000 | ) | |
| (14.4 | )% |
| |
Six months ended June 30, | |
| |
2023 | | |
2022 | | |
Increase (decrease) | |
| |
| | |
Percent of | | |
| | |
Percent of | | |
| | |
| |
| |
Revenue | | |
revenue | | |
Revenue | | |
revenue | | |
$ | | |
% | |
Automotive | |
$ | 6,762,000 | | |
| 32.6 | % | |
$ | 7,734,000 | | |
| 33.7 | % | |
$ | (972,000 | ) | |
| (12.6 | )% |
Retail | |
| 5,470,000 | | |
| 26.3 | | |
| 7,845,000 | | |
| 34.2 | | |
| (2,375,000 | ) | |
| (30.3 | ) |
Industrial | |
| 2,914,000 | | |
| 14.0 | | |
| 3,111,000 | | |
| 13.6 | | |
| (197,000 | ) | |
| (6.3 | ) |
Aerospace | |
| 5,374,000 | | |
| 25.9 | | |
| 3,994,000 | | |
| 17.4 | | |
| 1,380,000 | | |
| 34.6 | |
Other | |
| 249,000 | | |
| 1.2 | | |
| 263,000 | | |
| 1.1 | | |
| (14,000 | ) | |
| (5.3 | ) |
Total | |
$ | 20,769,000 | | |
| 100.0 | % | |
$ | 22,947,000 | | |
| 100.0 | % | |
$ | (2,178,000 | ) | |
| (9.5 | )% |
Automotive revenue declined
this quarter, compared to the same period in 2022, due primarily to an across-the-board price increase in all distribution channels in
order to address rising input costs. This change in pricing strategy led to a decline in the number of unit sales and thus overall revenue
in this category. However, Automotive gross margin improved as a result of this change. With respect to our Retail revenue, during the
second quarter of 2022 we shipped a stocking rollout, with no such new product rollout occurring during 2023. Additionally, The Home Depot
(“THD”) continued its efforts that began earlier this year of: a) reducing the number of individual stock keeping units offered,
as well as the quantity of each; b) reducing the display area of their pneumatic tools, and c) increased pressure from on-line distributors,
as well as and other “brick and mortar” retailers expanding their presence in this product line. Partially offsetting the
above-mentioned declines our Aerospace revenue improved 36.0% when comparing the second quarter of 2023 to the same period in 2022. This
improvement was driven by, among other factors, increased demand for new consumable parts, that Jiffy has begun to market, and improved
market conditions in both the commercial and military aviation. Lastly, we believe the fall-off in Industrial revenue was driven by economic
uncertainty and concerns of rising inflation and concerns of a possible recession.
Florida Pneumatic’s
six-month revenue analysis is quite similar to that of its second quarter 2023. When compared to the six-month period ended June 30,
2022, Automotive revenue declined 12.6%, due primarily to our revised pricing and marketing changes put into effect mid-2022. As will
be discussed later in this discussion and analysis, this change contributed to an overall improvement in Florida Pneumatic’s gross
margin. The significant factors causing the decline in our Retail revenue for the six-month periods ended June 30, 2023, compared
to the same period in 2022 was the product rollout that occurred in the second quarter of 2022 with no such event occurring during 2023.
This year-over-year decline was also driven by THD’s decisions to lower its inventory of floor display space this year. During the
six-month period ended June 30, 2023, Aerospace revenue increased 34.6%, when compared to the same period in the prior year. The
improvement was driven by resurgence in both the commercial and military components of the Aerospace sector, and increased demand for
the new, consumable parts that Jiffy has begun to market.
Hy-Tech
Hy-Tech designs, manufactures,
and sells a wide range of industrial products which are categorized as ATP for reporting purposes. In addition to Engineered Solutions,
products and components manufactured for other companies under their brands are included in the OEM category in the table below. PTG revenue
is comprised of products manufactured and sold by Hy-Tech’s gear business. NUMATX, Thaxton and other peripheral product lines, such
as general machining, are reported as Other.
| |
Three months ended June 30, | |
| |
2023 | | |
2022 | | |
Increase (decrease) | |
| |
| | |
Percent of | | |
| | |
Percent of | | |
| | |
| |
| |
Revenue | | |
revenue | | |
Revenue | | |
revenue | | |
$ | | |
% | |
OEM | |
$ | 2,676,000 | | |
| 50.3 | % | |
$ | 2,542,000 | | |
| 49.4 | % | |
$ | 134,000 | | |
| 5.3 | % |
ATP | |
| 808,000 | | |
| 15.2 | | |
| 945,000 | | |
| 18.4 | | |
| (137,000 | ) | |
| (14.5 | ) |
PTG | |
| 1,742,000 | | |
| 32.8 | | |
| 1,583,000 | | |
| 30.8 | | |
| 159,000 | | |
| 10.0 | |
Other | |
| 92,000 | | |
| 1.7 | | |
| 74,000 | | |
| 1.4 | | |
| 18,000 | | |
| 24.3 | |
Total | |
$ | 5,318,000 | | |
| 100.0 | % | |
$ | 5,144,000 | | |
| 100.0 | % | |
$ | 174,000 | | |
| 3.4 | % |
| |
| | |
| | |
| | |
| | |
| | |
| |
| |
Six months ended June 30, | |
| |
2023 | | |
2022 | | |
Increase | |
| |
| | |
Percent of | | |
| | |
Percent of | | |
| | |
| |
| |
Revenue | | |
revenue | | |
Revenue | | |
revenue | | |
$ | | |
% | |
OEM | |
$ | 5,749,000 | | |
| 51.6 | % | |
$ | 4,507,000 | | |
| 50.7 | % | |
$ | 1,242,000 | | |
| 27.6 | % |
ATP | |
| 1,505,000 | | |
| 13.5 | | |
| 1,687,000 | | |
| 19.0 | | |
| (182,000 | ) | |
| (10.8 | ) |
PTG | |
| 3,674,000 | | |
| 33.0 | | |
| 2,522,000 | | |
| 28.4 | | |
| 1,152,000 | | |
| 45.7 | |
Other | |
| 209,000 | | |
| 1.9 | | |
| 168,000 | | |
| 1.9 | | |
| 41,000 | | |
| 24.4 | |
Total | |
$ | 11,137,000 | | |
| 100.0 | % | |
$ | 8,884,000 | | |
| 100.0 | % | |
$ | 2,253,000 | | |
| 25.4 | % |
The net improvement in Hy-Tech’s
revenue this quarter, compared to the same three-month period in 2022, was driven by the 10% growth of PTG’s revenue. This improvement
is due to improved manufacturing efficiency and an increase in new business. Additionally, its OEM revenue improved 5.3%, due primarily
to improving market conditions. The above improvements were partially offset by a decline in its ATP revenue. This decline in ATP revenue
is attributable to our decision to focus our marketing efforts on OEM and PTG product offerings. The increase in Hy-Tech’s Other
revenue was due to stronger NUMATX and general machining revenue growth this quarter, compared to the same three-month period in 2022.
The 25.4% year-to-date
increase in Hy-Tech’s total revenue was primarily driven by its first quarter results. The approximate $1.2 million increase
in OEM revenue was driven by growth in certain markets that are served by a number of Hy-Tech’s OEM customers. The markets
served by our customers include multiple industrial applications, as well as the tool rental market. PTG revenue for the six-month
period ended June 30, 2023, increased 45.7% when compared to the same period in the prior year. This improvement was driven by
the acquisition of the Jackson Gear Company business acquired in January 2022. The increase in Hy-Tech’s Other revenue
was due to stronger NUMATX and general machining revenue growth this quarter, compared to the same three-month period in 2022. The
modest decline in ATP revenue is attributable to our decision to focus our marketing efforts on OEM and PTG product offerings.
GROSS MARGIN/PROFIT
| |
Three months ended June 30, | | |
Increase (decrease) | |
| |
2023 | | |
2022 | | |
Amount | | |
% | |
Florida Pneumatic | |
$ | 4,511,000 | | |
$ | 4,771,000 | | |
$ | (260,000 | ) | |
| (5.4 | )% |
As percent of respective revenue | |
| 41.6 | % | |
| 37.7 | % | |
| 3.9 | % | pts |
| | |
Hy-Tech | |
$ | 1,325,000 | | |
$ | 865,000 | | |
$ | 460,000 | | |
| 53.2 | |
As percent of respective revenue | |
| 24.9 | % | |
| 16.8 | % | |
| 8.1 | % | pts |
| | |
Total | |
$ | 5,836,000 | | |
$ | 5,636,000 | | |
$ | 200,000 | | |
| 3.5 | % |
As percent of respective revenue | |
| 36.1 | % | |
| 31.6 | % | |
| 4.5 | % | pts |
| | |
| |
Six months ended June 30, | | |
Increase (decrease) | |
| |
2023 | | |
2022 | | |
Amount | | |
% | |
Florida Pneumatic | |
$ | 8,787,000 | | |
$ | 8,721,000 | | |
$ | 66,000 | | |
| 0.8 | % |
As percent of respective revenue | |
| 42.3 | % | |
| 38.0 | % | |
| 4.3 | % | pts |
| | |
Hy-Tech | |
$ | 2,791,000 | | |
$ | 1,426,000 | | |
$ | 1,365,000 | | |
| 95.7 | |
As percent of respective revenue | |
| 25.1 | % | |
| 16.1 | % | |
| 9.0 | % | pts |
| | |
Total | |
$ | 11,578,000 | | |
$ | 10,147,000 | | |
$ | 1,431,000 | | |
| 14.1 | % |
As percent of respective revenue | |
| 36.3 | % | |
| 31.9 | % | |
| 4.4 | % | pts |
| | |
Florida Pneumatic’s
gross margin for the three-month period ended June 30, 2023, improved compared to the same period in the prior year principally due
to a shift away from their lower margin Retail and Automotive product lines to the higher margin, Industrial and Aerospace categories.
Further, during the latter half of 2022, we raised prices in all product categories, which contributed to the improved gross margin.
During the second fiscal quarter
of 2023 Hy-Tech’s gross margin increased 8.1 percentage points, when compared to the same period in 2022. This improvement was due
primarily to product/customer mix. Additionally, as was the case for our first quarter 2023 results, Hy-Tech continued to pursue cost
and expense reductions, and coupled with revisions in pricing structure, enabled Hy-Tech to improve its blended gross margin, thus contributing
to the overall gross margin improvement.
As with its results for the
quarter, Florida Pneumatic’s gross margin for the six-month period ended June 30, 2023, improved compared to the same period
in the prior year principally due to a shift away from their lower margin product lines to the higher margin, categories. Further, during
the latter half of 2022, we raised prices in all product categories, which contributed to the improved gross margin. This change in marketing
strategy and pricing adjustments led to a 4.3 percentage point year-to-date improvement over the same period in the prior year.
The improvement in Hy-Tech’s
six-month gross margin is due primarily to product/customer mix. Further, during this period, Hy-Tech was able to reduce manufacturing
costs and expenses. Also as noted above, beginning in 2022, Hy-Tech modified its pricing structure, which enabled Hy-Tech to improve its
gross margin. Additionally, Hy-Tech will continue to focus on improving manufacturing overhead absorption, particularly at its PTG facility.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative
expenses (“SG&A”) include salaries and related costs, commissions, travel, administrative facilities costs, communications
costs and promotional expenses for our direct sales and marketing staff, administrative and executive salaries and related benefits, legal,
accounting, and other professional fees as well as general corporate overhead and certain engineering expenses.
During the second quarter
of 2023, our SG&A was $5,368,000 compared to $5,479,000, incurred during the same three-month period in 2022. Significant components
to the net change include a) compensation expenses increased $6,000; b) stock-based compensation decreased $38,000; c) professional fees
and other expenses (i.e. accounting, legal, consulting, etc.) had net increase of $186,000; and d) variable expenses declined $281,000.
Variable expenses include among other items, commissions, freight out, travel, advertising, shipping supplies and warranty costs. Driving
this decline was lower advertising and shipping costs at Florida Pneumatic, caused primarily by lower Retail revenue this quarter and
a reduction in discretionary Automotive advertising expenses, compared to the same period a year ago.
Our SG&A for the six-month
period ended June 30, 2023, was $10,543,000, compared to $10,652,000 for the same six-month period a year ago. Key components of
this net decline include among other things a reduction in variable expenses of $315,000, due primarily to lower Retail sales, and lower
stock-based compensation of $39,000. The above-mentioned reductions were partially offset by increases in compensation expenses of $112,000,
depreciation and amortization expense of $70,000, and $100,000 of professional fees and other expenses.
OTHER EXPENSE (INCOME) – net
During the three-month period
ended June 30, 2023, we recognized a net expense of $4,000, which was primarily due to a loss on the disposal of equipment. During
the three-month period ended March 31, 2023, we recognized a gain of $21,000 from the sale of fully depreciated equipment. Additionally,
as a result of final resolution of our Employee Retention Tax Credit (“ERTC”) filing, we recorded an additional $15,000 as
Other Income. The ERTC income is subject to federal and local tax.
Other expense recorded during
the three and six-month periods ended June 30, 2022, consisted primarily of adjustments to the fair value of certain assets during
the second quarter of 2022.
INTEREST – NET
| |
Three months ended June 30, | | |
(Increase) decrease | |
| |
2023 | | |
2022 | | |
Amount | | |
% | |
Interest expense attributable to: | |
| | | |
| | | |
| | | |
| | |
Short-term borrowings | |
$ | 112,000 | | |
$ | 89,000 | | |
$ | (23,000 | ) | |
| (25.8 | )% |
Amortization expense of debt issue costs | |
| 3,000 | | |
| 4,000 | | |
| 1,000 | | |
| 25.0 | |
ERTC interest | |
| (8,000 | ) | |
| (7,000 | ) | |
| 1,000 | | |
| 14.3 | |
Total | |
$ | 107,000 | | |
$ | 86,000 | | |
$ | (21,000 | ) | |
| (24.4 | )% |
| |
Six months ended June 30, | | |
(Increase) decrease | |
| |
2023 | | |
2022 | | |
Amount | | |
% | |
Interest expense attributable to: | |
| | | |
| | | |
| | | |
| | |
Short-term borrowings | |
$ | 236,000 | | |
$ | 137,000 | | |
$ | (99,000 | ) | |
| (72.3 | )% |
Amortization expense of debt issue costs | |
| 22,000 | | |
| 8,000 | | |
| (14,000 | ) | |
| (175.0 | ) |
ERTC interest | |
| (42,000 | ) | |
| (7,000 | ) | |
| 35,000 | | |
| 500.0 | |
Total | |
$ | 216,000 | | |
$ | 138,000 | | |
$ | (78,000 | ) | |
| (56.5 | )% |
The most significant factor
causing the increase in our short-term borrowings interest expense this quarter, compared to the same three-month period in 2022, was
the increase SOFR and prime rates. Most of our borrowings are SOFR plus Applicable Margin. The Applicable Margin, as defined in our Credit
Agreement, during the three-month period ended June 30, 2023, was 2.10% applied to all SOFR borrowings and 1.10% applied to Base
Rate borrowings. The Applicable Margins that were added to LIBOR and Base Rate borrowings during the three-month period ended June 30,
2022, were 1.50% and 0.50%, respectively. Driven by the general increase in the cost of short-term borrowing rates, during the three-month
period ended June 30, 2023, the SOFR ranged from 4.76% to 5.15%, compared to LIBOR, which we were using during the second quarter
of 2022 that ranged from 0.43% to 1.51%. The Prime Rate during the three-month period ended June 30, 2023, ranged from 8.00% to 8.25%,
compared to a range of 3.5% to 4.00%, during the same period a year ago.
The average balance of short-term
borrowings during the three-month periods ended June 30, 2023, and 2022, were $7,060,000, and $11,544,000, respectively.
We and our bank amended the
Credit Agreement, and as a result, we wrote off the balance of the unamortized debt issue cost as of the date of Amendment No.11 during
the first quarter of 2023. The Debt issue costs incurred in connection with the above-referenced Amendment No. 11, are being amortized
through the expiration date of credit Agreement, which is February 2027.
INCOME TAXES
At the end of each interim
reporting period, we compute an effective tax rate based upon our estimated full year results. This estimate is used to determine the
income tax provision or benefit on a year-to-date basis and may change in subsequent interim periods. Accordingly, the effective tax rate
for the three and six-month periods ended June 30, 2023, were approximately 33.4% and 32.5%, respectively, and for the same periods
in 2022, the effective tax rates were a tax expense of 138.2% and a tax benefit of 3.0%, respectively. The effective tax rates for all
periods presented were impacted primarily by state taxes and non-deductible expenses.
LIQUIDITY AND CAPITAL RESOURCES
We monitor such metrics as
days’ sales outstanding, inventory requirements, inventory turns, estimated future purchasing requirements and capital expenditures
to project liquidity needs, as well as evaluate return on assets. Our primary source of funds is our Revolver loan with our bank.
We gauge our liquidity and
financial stability by various measurements, some of which are shown in the following table:
| |
June 30, 2023 | | |
December 31, 2022 | |
Working capital | |
$ | 21,245,000 | | |
$ | 20,838,000 | |
Current ratio | |
| 2.86 to 1 | | |
| 2.44 to 1 | |
Shareholders’ equity | |
$ | 42,309,000 | | |
$ | 41,956,000 | |
Credit Agreement
We and our bank entered into
an amendment to the Credit Facility that, among other things, extended the expiration date to February 8, 2027.
At June 30, 2023, there
was approximately $9,324,000 available to us under the Revolver arrangement.
Cash Flows
For the six-month period ended
June 30, 2023, cash provided by operating activities was $4,234,000, compared to cash used in operating activities for the six-month
period ended June 30, 2022, of $1,154,000. At June 30, 2023, and December 31,2022, our consolidated cash balance was $657,000,
and $667,000, respectively. We operate under the terms and conditions of the Credit Agreement. As a result, all domestic cash receipts
are remitted to Capital One lockboxes. Thus, nearly all cash on hand represents funds to cover checks issued but not yet presented for
payment.
Our total debt to total book
capitalization (total debt divided by total debt plus equity) at June 30, 2023, was 11.2%, compared to 15.3% at December 31,
2022.
During the six-month period
ended June 30, 2023, we used $1,682,000 for capital expenditures, compared to $923,000 during the same period in the prior year.
Capital expenditures currently planned for the remainder of 2023 are approximately $1,300,000, which we expect will be financed through
the Credit Facility.
The major portion of these
planned capital expenditures will be for new metal cutting equipment, tooling and information technology hardware and software.
Our liquidity and capital
are primarily sourced from the Credit Agreement and cash from operations.
Should the need arise whereby
the current Credit Agreement is insufficient, we believe we could obtain additional funds based on the value of our real property and
believe the borrowing under the current Agreement could be increased.
ABOUT P&F INDUSTRIES, INC.
P&F Industries, Inc.,
through its wholly owned subsidiaries, is a leading manufacturer and importer of air-powered tools and accessories sold principally to
the aerospace, industrial, automotive, and retail markets. P&F’s products are sold under its own trademarks, as well as under
the private labels of major manufacturers and retailers.
OTHER INFORMATION
P&F Industries Inc. has
scheduled a conference call later today at 11:00 A.M. Eastern Time, to discuss its second quarter 2023 results and financial condition.
Investors and other interested parties who wish to listen to or participate can dial 1-866-580-3963. It is suggested you call at least
10 minutes prior to the call commencement. For those who cannot listen to the live broadcast, a replay of the call will also be available
on the Company’s website beginning on or about August 11, 2023.
Forward Looking Statement
The Private Securities Litigation
Reform Act of 1995 (the “Reform Act”) provides a safe harbor for forward-looking statements made by or on behalf of P&F
Industries, Inc. and subsidiaries (“P&F”, or the “Company”). P&F and its representatives may, from
time-to-time, make written or verbal forward-looking statements, including statements contained in the Company’s filings with the
Securities and Exchange Commission and in its reports to shareholders. Generally, the inclusion of the words “believe,” “expect,”
“intend,” “estimate,” “anticipate,” “will,” “may,” “would,” “could,”
“should,” and their opposites and similar expressions identify statements that constitute “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 and that
are intended to come within the safe harbor protection provided by those sections. Any forward-looking statements contained herein, including
those related to the Company’s future performance, are based upon the Company’s historical performance and on current plans,
estimates and expectations. All forward-looking statements involve risks and uncertainties. These risks and uncertainties could cause
the Company’s actual results for all or part the 2023 fiscal year and beyond to differ materially from those expressed in any forward-looking
statement made by or on behalf of the Company for a number of reasons including, but not limited to:
| · | Risks associated with sourcing from overseas; |
| · | Disruption in the global capital and credit markets; |
| · | Unforeseen inventory adjustments or changes in purchasing patterns; |
| · | Market acceptance of products; |
| · | Exposure to fluctuations in energy prices; |
| · | The strength of the retail economy in the United States and abroad; |
| · | Risks associated with Brexit; |
| · | Adverse changes in currency exchange rates; |
| · | Debt and debt service requirements; |
| · | Borrowing and compliance with covenants under our credit facility; |
| · | Impairment of long-lived assets and goodwill; |
| · | Retention of key personnel; |
| · | Acquisition of businesses; |
| · | Litigation and insurance; |
| · | Risks related to the global outbreak of COVID-19 and other public health crises; |
| · | The threat of terrorism and related political instability and economic uncertainty; |
| · | Business disruptions or other costs associated with information technology, cyber-attacks, system implementations,
data privacy or catastrophic losses. |
and those other risks and uncertainties described
in the 2022 Form 10-K, its Quarterly Reports on Form 10-Q, and its other reports and statements filed by the Company with the
Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made. The Company undertakes
no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments
or otherwise. The Company cautions you against relying on any of these forward-looking statements.
Forward-looking statements speak only as of the
date on which they are made. The Company undertakes no obligation to update publicly or revise any forward-looking statement, whether
as a result of new information, future developments or otherwise. The Company cautions you against relying on any of these forward-looking
statements.
P&F Industries, Inc.
Joseph A. Molino, Jr.
Chief Financial Officer
631-694-9800
www.pfina.com
P & F INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
(In Thousands $) | |
June 30, 2023 | | |
December 31, 2022 | |
| |
(Unaudited) | | |
(Audited) | |
Assets | |
| | | |
| | |
Cash | |
$ | 657 | | |
$ | 667 | |
Accounts receivable - net | |
| 9,885 | | |
| 7,370 | |
Inventories | |
| 21,096 | | |
| 24,491 | |
Prepaid expenses and other current assets | |
| 1,018 | | |
| 2,753 | |
| |
| | | |
| | |
Total current assets | |
| 32,656 | | |
| 35,281 | |
| |
| | | |
| | |
Net property and equipment | |
| 10,008 | | |
| 9,363 | |
Goodwill | |
| 4,829 | | |
| 4,822 | |
Other intangible assets - net | |
| 4,991 | | |
| 5,326 | |
Deferred income taxes - net | |
| 431 | | |
| 629 | |
Right-of-use assets – operating leases | |
| 5,103 | | |
| 5,521 | |
Other assets – net | |
| 75 | | |
| 62 | |
Total assets | |
$ | 58,093 | | |
$ | 61,004 | |
| |
| | | |
| | |
Liabilities and Shareholders’ Equity | |
| | | |
| | |
Short-term borrowings | |
$ | 5,340 | | |
$ | 7,570 | |
Accounts payable | |
| 1,958 | | |
| 3,094 | |
Accrued compensation and benefits | |
| 1,500 | | |
| 1,757 | |
Accrued other liabilities | |
| 1,796 | | |
| 1,002 | |
Current leased liabilities – operating leases | |
| 817 | | |
| 1,020 | |
| |
| | | |
| | |
Total current liabilities | |
| 11,411 | | |
| 14,443 | |
| |
| | | |
| | |
Noncurrent leased liabilities – operating leases | |
| 4,317 | | |
| 4,535 | |
Other liabilities | |
| 56 | | |
| 70 | |
| |
| | | |
| | |
Total liabilities | |
| 15,784 | | |
| 19,048 | |
| |
| | | |
| | |
Total shareholders' equity | |
| 42,309 | | |
| 41,956 | |
| |
| | | |
| | |
Total liabilities and shareholders' equity | |
$ | 58,093 | | |
$ | 61,004 | |
P & F INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
| |
Three months ended June 30, | | |
Six months ended June 30, | |
(In Thousands $) | |
2023 | | |
2022 | | |
2023 | | |
2022 | |
Net revenue | |
$ | 16,163 | | |
$ | 17,810 | | |
$ | 31,906 | | |
$ | 31,831 | |
Cost of sales | |
| 10,328 | | |
| 12,174 | | |
| 20,328 | | |
| 21,684 | |
Gross profit | |
| 5,835 | | |
| 5,636 | | |
| 11,578 | | |
| 10,147 | |
Selling, general & administrative exp | |
| 5,368 | | |
| 5,479 | | |
| 10,543 | | |
| 10,652 | |
Operating income (loss) | |
| 467 | | |
| 157 | | |
| 1,035 | | |
| (505 | ) |
Other (expense) income | |
| (4 | ) | |
| (16 | ) | |
| 31 | | |
| (16 | ) |
Interest expense | |
| (107 | ) | |
| (86 | ) | |
| (216 | ) | |
| (138 | ) |
Income (loss) before income tax | |
| 356 | | |
| 55 | | |
| 850 | | |
| (659 | ) |
Income tax (expense) benefit | |
| (119 | ) | |
| (76 | ) | |
| (276 | ) | |
| 20 | |
Net income (loss) | |
$ | 237 | | |
$ | (21 | ) | |
$ | 574 | | |
$ | (639 | ) |
P&F INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
| |
Six months | |
| |
ended June 30, | |
(In Thousands $) | |
2023 | | |
2022 | |
Cash Flows from Operating Activities: | |
| | | |
| | |
Net income (loss) | |
$ | 574 | | |
$ | (639 | ) |
| |
| | | |
| | |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |
| | | |
| | |
| |
| | | |
| | |
Non-cash and other charges: | |
| | | |
| | |
Depreciation | |
| 1,020 | | |
| 881 | |
Amortization of other intangible assets | |
| 346 | | |
| 341 | |
Amortization of operating lease assets | |
| 474 | | |
| 471 | |
Amortization of debt issue costs | |
| 21 | | |
| 8 | |
Amortization of consideration payable to a customer | |
| — | | |
| 135 | |
Provision for losses on accounts receivable | |
| 47 | | |
| 42 | |
Stock-based compensation | |
| 16 | | |
| 1 | |
Stock-based compensation – exercise of options | |
| — | | |
| 38 | |
Restricted stock-based compensation | |
| 14 | | |
| 19 | |
Deferred income taxes | |
| 287 | | |
| (20 | ) |
Gain on sale of fixed assets | |
| (16 | ) | |
| (5 | ) |
Changes in operating assets and liabilities: | |
| | | |
| | |
Accounts receivable | |
| (2,547 | ) | |
| (2,276 | ) |
Inventories | |
| 3,445 | | |
| (353 | ) |
Prepaid expenses and other current assets | |
| 1,735 | | |
| 1,302 | |
Accounts payable | |
| (1,138 | ) | |
| (778 | ) |
Accrued compensation and benefits | |
| (261 | ) | |
| 681 | |
Accrued other liabilities and other current liabilities | |
| 708 | | |
| (524 | ) |
Payments on lease liabilities | |
| (477 | ) | |
| (461 | ) |
Other liabilities | |
| (14 | ) | |
| (17 | ) |
Total adjustments | |
| 3,660 | | |
| (515 | ) |
Net cash provided by (used in) operating activities | |
| 4,234 | | |
| (1,154 | ) |
| |
| | |
| |
Cash Flows from Investing Activities: | |
| | |
| |
Capital expenditures | |
| (1,682 | ) | |
| (923 | ) |
Proceeds from the sale of fixed assets | |
| 34 | | |
| — | |
Purchase of net assets of Jackson Gear Company business | |
| — | | |
| (2,300 | ) |
Net cash used in investing activities | |
| (1,648 | ) | |
| (3,223 | ) |
| |
| | | |
| | |
Cash Flows from Financing Activities: | |
| | | |
| | |
Dividends paid | |
| (320 | ) | |
| — | |
Proceeds from exercise of stock options | |
| — | | |
| 2 | |
Bank Financing costs | |
| (35 | ) | |
| — | |
Net payments relating to short-term borrowings | |
| (2,230 | ) | |
| 4,304 | |
Net cash (used in) provided by financing activities | |
| (2,585 | ) | |
| 4,306 | |
| |
| | | |
| | |
Effect of exchange rate changes on cash | |
| (11 | ) | |
| (37 | ) |
Net decrease in cash | |
| (10 | ) | |
| (108 | ) |
Cash at beginning of period | |
| 667 | | |
| 539 | |
Cash at end of period | |
$ | 657 | | |
$ | 431 | |
| |
| | | |
| | |
Supplemental disclosures of cash flow information: | |
| | | |
| | |
Cash paid for: | |
| | | |
| | |
Interest | |
$ | 255 | | |
$ | 114 | |
Taxes | |
$ | 10 | | |
$ | 124 | |
| |
| | | |
| | |
Noncash information: | |
| | | |
| | |
Right of Use (“ROU”) assets recognized for new operating lease liabilities | |
$ | — | | |
$ | 987 | |
P & F INDUSTRIES, INC. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURE AND RECONCILIATION
COMPUTATION OF (EBITDA) - EARNINGS BEFORE INTEREST,
TAXES, DEPRECIATION, AND AMORIZATION
(UNAUDITED)
(In Thousands $) | |
For the three-month periods ended
June 30, | | |
For the six-month periods ended
June 30, | |
| |
2023 | | |
2022 | | |
2023 | | |
2022 | |
Net income (loss) | |
$ | 237 | | |
$ | (21 | ) | |
$ | 574 | | |
$ | (639 | ) |
Add: | |
| | | |
| | | |
| | | |
| | |
Depreciation and amortization | |
| 682 | | |
| 622 | | |
| 1,366 | | |
| 1,222 | |
Interest expense (income) | |
| 107 | | |
| 86 | | |
| 216 | | |
| 138 | |
Income tax expense (benefit) | |
| 119 | | |
| 76 | | |
| 276 | | |
| (20 | ) |
| |
| 908 | | |
| 784 | | |
| 1,858 | | |
| 1,340 | |
| |
| | | |
| | | |
| | | |
| | |
EBITDA (1) | |
$ | 1,145 | | |
$ | 763 | | |
$ | 2,432 | | |
$ | 701 | |
| (1) | The
Company discloses a tabular comparison of EBITDA, which is a non-GAAP measure because it is instrumental in comparing the results from
period to period. The Company’s management believes that the comparison of EBITDA provides greater insight into the
Company’s results of operations for the periods presented. EBITDA should not be considered in isolation or as a substitute
for operating income as reported on the face of our statement of operations. |
### End ###
v3.23.2
Cover
|
Aug. 10, 2023 |
Cover [Abstract] |
|
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Aug. 10, 2023
|
Entity File Number |
1-5332
|
Entity Registrant Name |
P&F INDUSTRIES, INC.
|
Entity Central Index Key |
0000075340
|
Entity Tax Identification Number |
22-1657413
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
445 Broadhollow Road
|
Entity Address, Address Line Two |
Suite 100
|
Entity Address, City or Town |
Melville
|
Entity Address, State or Province |
NY
|
Entity Address, Postal Zip Code |
11747
|
City Area Code |
631
|
Local Phone Number |
694-9800
|
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|
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false
|
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Class A Common Stock, $1.00 Par Value
|
Trading Symbol |
PFIN
|
Security Exchange Name |
NASDAQ
|
Entity Emerging Growth Company |
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P and F Industries (NASDAQ:PFIN)
過去 株価チャート
から 8 2024 まで 9 2024
P and F Industries (NASDAQ:PFIN)
過去 株価チャート
から 9 2023 まで 9 2024