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 5, 2015

 


 

INNOVATIVE SOLUTIONS AND SUPPORT, INC.

(Exact name of registrant as specified in its charter)

 

Pennsylvania

 

000-31157

 

23-2507402

(State or other jurisdiction of

Incorporation)

 

(Commission File

Number)

 

(I.R.S. Employer

Identification No.)

 


 

720 Pennsylvania Drive

Exton, Pennsylvania 19341

(Address of principal executive offices)   (Zip Code)

 

(610) 646-9800

(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:

 

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 August 5, 2015, Innovative Solutions and Support, Inc. issued a press release announcing its financial results for its third quarter ended June 30, 2015.  A copy of that press release and the attached financial schedules are attached as Exhibit 99.1 to this report and incorporated herein by reference.

 

The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release, dated August 5, 2015, announcing financial results for the third quarter ended June 30, 2015

 

2



 

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, thereunto duly authorized.

 

 

INNOVATIVE SOLUTIONS AND SUPPORT, INC.

 

 

 

 

Date: August 6, 2015

By:

/s/ Relland Winand

 

 

Relland Winand

 

 

Chief Financial Officer

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release, dated August 5, 2015, announcing financial results for the third quarter ended June 30, 2015

 

4


 



Exhibit 99.1

 

 

Contact:

Relland Winand, Chief Financial Officer

Innovative Solutions & Support, Inc.

610-646-0350

 

Innovative Solutions & Support, Inc. Announces Third Quarter and First Nine Months of Fiscal 2015 Financial Results

 

Reports Cash Flow from Operations of $150,000 for Quarter, $913,000 for Year-to-Date, increases of approximately $950,000 and $2.5 million, respectively, from year earlier periods

 

EXTON, Pa.—August 5, 2015—Innovative Solutions & Support, Inc. (NASDAQ: ISSC) today announced its financial results for the third quarter of fiscal 2015 ended June 30, 2015.

 

For the third quarter of fiscal 2015, the Company reported revenues of $4.9 million, compared to revenues of $10.6 million for the third quarter of fiscal 2014. Cash provided by operating activities was $150,000 for the quarter, a significant turnaround from $813,000 used in operating activities in the third quarter of fiscal 2014.  The Company reported a third quarter 2015 operating loss of $0.3 million, which included an increased investment in internal research and development and new product development, and a net loss of $3.5 million, or $0.21 per share, of which $3.3 million was attributable to a non-cash, valuation allowance of the Company’s deferred tax assets.

 

In the third quarter of 2014, the Company reported net income of $497,000, or $0.03 per share.

 



 

Geoffrey Hedrick, Chairman and Chief Executive Officer of Innovative Solutions & Support, Inc. said, “On the strength of growing interest in our expanding portfolio of products that we believe provide the industry’s best price-for-performance, we were able to increase our product revenues in the quarter versus the quarter ended March 31, 2015.  Gross margins in the quarter were up from a year ago as production volume increased and development contracts continue to wind down.  We also further reduced operating expenses in the quarter.  While we reported an operating loss for the quarter, we increased cash flow from operations by nearly a million dollars from the third quarter of last year, adding to our already strong balance sheet.  We are focused on rebuilding our backlog through aggressive marketing and product innovation.  During the quarter we introduced our new Integrated Global Navigation System (IGNS) that we believe addresses the need for an economical solution that enables aging Flight Management Systems to be updated to today’s NexGen standards without the downtime or expense of replacing the entire system.  This is just another example of Innovative Solutions and Support’s legacy of developing exciting new technologies that provide cost effective solutions to the military, commercial air transport, and business jet markets.”

 

At June 30, 2015, the Company had $15.8 million of cash on hand and remained debt free.

 

New orders for the quarter were $3.4 million, and backlog at June 30, 2015 was $4.8 million, compared to backlog of $6.3 million at March 31, 2015. Backlog excludes potential future sole-source production orders from products in development under the Company’s engineering development contracts, including the Eclipse 550, the Pilatus PC-24, and the KC-46A, all of which the Company expects to remain in production for a decade following completion of their development phases. The Company expects that these sole-source contracts will add to production sales already in backlog.

 



 

Nine Months Results

 

Total sales for the nine months ended June 30, 2015 were $16.9 million compared to sales of $34.2 million for the nine months ended June 30, 2014.  Net loss for the nine months ended June 30, 2015 was $3.3 million, compared to net income of $2.3 million in the comparable year earlier period.  The company had a $0.20 loss per share for the first nine months of fiscal 2015, compared to earnings per share of $0.13 for the first nine months of fiscal 2014. Cash provided by operating activities was $913,000 for the first nine months of fiscal 2015, up significantly from $1.6 million of cash used in operations during the first nine months of fiscal 2014.

 

Shahram Askarpour, President of ISSC, commented, “Our focus is on rebuilding backlog, particularly new production contracts, while continuing to improve operational efficiencies.  Consequently, during the quarter we reduced total operating expenses while still increasing our investment in internal research and development.  Those efforts yielded the rapid and timely development of our latest new product, the IGNS.  On the new business front, we are experiencing increased activity levels in select markets, such as Europe, where we are seeing a concerted sales and marketing effort turn into new orders and opportunities.  Our goal is to build on the success we have achieved introducing new technologies that have been employed by industry leaders such as Boeing, Lockheed and others and to expand our product portfolio into new and emerging applications that help owners and operators improve safety, increase efficiency and reduce costs.”

 



 

Conference Call

 

The Company will be hosting a conference call August 6, 2015 at 10:00 AM ET to discuss these results and its business outlook. Those planning to dial in to the call should dial the following number and register their names and company affiliations:  1-877-883-0383 and enter the PIN Number 5343401. The call will also be carried live on the Investor Relations page of the Company web site at www.innovative-ss.com.

 

About Innovative Solutions & Support, Inc.

 

Headquartered in Exton, Pa., Innovative Solutions & Support, Inc. (www.innovative-ss.com) is a systems integrator that designs and manufactures flight guidance and cockpit display systems for Original Equipment Manufacturers (OEM’s) and retrofit applications. The company supplies integrated Flight Management Systems (FMS) and advanced GPS receivers for precision low carbon footprint navigation.

 

Certain matters contained herein that are not descriptions of historical facts are “forward-looking” (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, those discussed in filings made by the Company with the Securities and Exchange Commission. Many of the factors that will determine the Company’s future results are beyond the ability of management to control or predict. Readers should not place undue reliance on forward-looking statements, which reflect management’s views only as of the date hereof. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

 



 

Innovative Solutions and Support, Inc.

Consolidated Balance Sheets

 

 

 

June 30,

 

September 30,

 

 

 

2015

 

2014

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

15,759,516

 

$

15,214,584

 

Accounts receivable

 

3,903,094

 

4,419,863

 

Unbilled receivables, net

 

4,865,158

 

7,425,728

 

Inventories

 

4,138,705

 

5,470,786

 

Deferred income taxes

 

471,387

 

3,245,223

 

Prepaid expenses and other current assets

 

827,426

 

750,108

 

Total current assets

 

29,965,286

 

36,526,292

 

Property and equipment, net

 

7,225,633

 

7,467,663

 

Non-current deferred income taxes

 

 

57,707

 

Other assets

 

168,949

 

110,848

 

Total assets

 

$

37,359,868

 

$

44,162,510

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

359,498

 

$

2,402,652

 

Accrued expenses

 

2,298,990

 

4,077,290

 

Deferred revenue

 

739,538

 

526,320

 

Total current liabilities

 

3,398,026

 

7,006,262

 

Deferred income taxes

 

139,344

 

132,999

 

Other liabilities

 

11,991

 

11,725

 

Total liabilities

 

3,549,361

 

7,150,986

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Preferred stock, 10,000,000 shares authorized, $.001 par value, of which 200,000 shares are authorized as Class A Convertible stock. No shares issued and outstanding at June 30, 2015 and September 30, 2014

 

 

 

Common stock, $.001 par value: 75,000,000 shares authorized, 18,736,089 and 18,714,449 issued at June 30, 2015 and September 30, 2014, respectively

 

18,736

 

18,715

 

Additional paid-in capital

 

51,052,953

 

50,697,497

 

Retained earnings

 

3,382,580

 

6,684,902

 

Treasury stock, at cost, 1,846,451 shares at June 30, 2015 and 1,756,807 at September 30, 2014

 

(20,643,762

)

(20,389,590

)

Total shareholders’ equity

 

33,810,507

 

37,011,524

 

Total liabilities and shareholders’ equity

 

$

37,359,868

 

$

44,162,510

 

 



 

Innovative Solutions and Support, Inc.

Consolidated Statements of Operations

(unaudited)

 

 

 

Three months ended

 

Nine months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

4,919,689

 

$

10,575,976

 

16,929,995

 

34,176,802

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

2,988,044

 

7,413,849

 

10,653,149

 

23,449,115

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

1,931,645

 

3,162,127

 

6,276,846

 

10,727,687

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

799,340

 

647,894

 

2,101,812

 

1,935,692

 

Selling, general and administrative

 

1,397,165

 

1,854,332

 

4,911,546

 

5,633,832

 

Total operating expenses

 

2,196,505

 

2,502,226

 

7,013,358

 

7,569,524

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

(264,860

)

659,901

 

(736,512

)

3,158,163

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

6,372

 

5,280

 

18,269

 

16,246

 

Other income

 

11,173

 

7,939

 

31,405

 

27,307

 

Income (loss) before income taxes

 

(247,315

)

673,120

 

(686,838

)

3,201,716

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

3,284,658

 

176,090

 

2,615,484

 

911,874

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(3,531,973

)

$

497,030

 

$

(3,302,322

)

$

2,289,842

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.21

)

$

0.03

 

$

(0.20

)

$

0.14

 

Diluted

 

$

(0.21

)

$

0.03

 

$

(0.20

)

$

0.13

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

16,910,475

 

16,951,360

 

16,930,522

 

16,918,423

 

Diluted

 

16,910,475

 

17,177,572

 

16,930,522

 

17,141,532

 

 


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