false
0000100378
0000100378
2024-02-07
2024-02-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) February 7, 2024
TWIN DISC, INCORPORATED
(exact name of registrant as specified in its charter)
|
Wisconsin
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001-7635
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39-0667110
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| |
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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222 East Erie Street, Suite 400 Milwaukee, Wisconsin 53202
(Address of principal executive offices)
Registrant's telephone number, including area code: (262) 638-4000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Exchange Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on
which registered
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Common Stock (No Par Value)
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TWIN
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The NASDAQ Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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.
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Item 2.02
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Results of Operations and Financial Condition
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Twin Disc, Incorporated (the “Company”) has reported its second quarter 2024 financial results. The Company's press release dated February 7, 2024 announcing the results is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.
The information set forth in this Item 2.02 of Form 8-K, including Exhibit 99.1, is furnished pursuant to Item 2.02 and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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Item 7.01
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Regulation FD Disclosure
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The information set forth under Item 2.02 of this report is incorporated herein by reference solely for the purposes of this Item 7.01.
The information set forth in this Item 7.01 of Form 8-K is furnished pursuant to Item 7.01 and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
FORWARD LOOKING STATEMENTS
The disclosures in this report on Form 8-K and in the documents incorporated herein by reference contain or may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions identify such forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company (or entities in which the Company has interests), or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements. Certain factors that could cause the Company’s actual future results to differ materially from those discussed are noted in connection with such statements, but other unanticipated factors could arise. Certain risks regarding the Company’s forward-looking statement are discussed in the Company’s filings with the Securities and Exchange Commission, including an extensive discussion of these risks in the Company’s Annual Report on Form 10-K for the year ended June 30, 2023. Readers are cautioned not to place undue reliance on these forward-looking statements which reflect management’s view only as of the date of this Form 8-K. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, conditions or circumstances.
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Item 9.01
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Financial Statements and Exhibits
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EXHIBIT NUMBER
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DESCRIPTION
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99.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE
Pursuant to the requirements of section 13 or 15(d) 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.
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Date: February 7, 2024
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Twin Disc, Inc.
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/s/ JEFFREY S. KNUTSON
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| |
Jeffrey S. Knutson
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| |
Vice President-Finance, Chief Financial
Officer, Treasurer & Secretary
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Exhibit 99.1
Twin Disc Announces Second Quarter Results
MILWAUKEE, Wis., February 7, 2024 (GLOBE NEWSWIRE) -- Twin Disc, Inc. (NASDAQ: TWIN), today reported results for the fiscal 2024 second quarter ended December 29, 2023.
Fiscal Second Quarter 2024 Highlights
| |
●
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Sales increased 15.2% year-over-year to $73.0 million
|
| |
●
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Gross margin of 28.3%, expanded 140 basis points on a year-over-year basis
|
| |
●
|
Net income attributable to Twin Disc was $0.9 million and EBITDA* of $5.5 million
|
| |
●
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Significantly improved operating cash flow of $16.0 million
|
| |
●
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Free cash flow* of $10.6 million compared to ($4.7) million in the year-ago period
|
| |
●
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Robust six-month backlog of $125.2 million supported by healthy ongoing demand
|
CEO Perspective
“We delivered another excellent quarter, continuing our momentum of double-digit revenue growth and expanded margins while generating historically high cash from operations. Similar to the prior quarter, strength in Marine and Propulsion and Land-Based Transmissions drove our outperformance, more than offsetting near-term softness in Industrial. Our agile teams are working to capture solid end market demand, underscored by continued backlog growth, demonstrating the ongoing resilience of our business as we navigate a volatile macroeconomic landscape,” commented John H. Batten, President and Chief Executive Officer of Twin Disc. “Despite lingering challenges in our broader operating environment, we are cautiously optimistic moving into the second half of the fiscal year and look forward to maintaining this trend of sustained value creation well into the future.”
Second Quarter Results
Sales for the fiscal 2024 second quarter increased 15.2% year-over-year to $73.0 million, driven by demand for the Company’s Marine and Propulsion Systems and Land-Based Transmissions markets, and favorable product mix.
Sales by product group:
|
Product Group
|
|
|
|
|
|
|
|
|
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(Thousands of $):
|
|
Q2 FY24 Sales |
|
Q2 FY23 Sales |
|
|
Change (%) |
|
|
Marine and Propulsion Systems
|
|
$ |
46,945 |
|
|
$ |
36,466 |
|
|
|
28.7 |
% |
|
Land-Based Transmissions
|
|
|
15,863 |
|
|
|
14,672 |
|
|
|
8.1 |
% |
|
Industrial
|
|
|
6,532 |
|
|
|
7,513 |
|
|
|
-13.1 |
% |
|
Other
|
|
|
3,654 |
|
|
|
4,700 |
|
|
|
-22.3 |
% |
|
Total
|
|
$ |
72,994 |
|
|
$ |
63,351 |
|
|
|
15.2 |
% |
The Company delivered 12.5% sales growth year-over-year in the Europe, North America, and Asia-Pacific regions. The proportion of total sales increased in the Europe and Asia-Pacific regions, with a decrease in North America.
Gross profit increased 21.8% to $20.7 million compared to $17.0 million for the second fiscal quarter of 2023. Second quarter gross margin increased approximately 140 basis points sequentially to 28.3%. This improvement reflects the benefit of prior pricing actions, continued easing of supply chain headwinds, a favorable product mix and successfully executing our operational playbook.
Marketing, engineering and administrative (ME&A) expense increased by $1.1 million, or 6.9%, to $17.1 million, compared to $16.0 million in the prior year quarter. The increased ME&A expense was primarily driven by the investment in resources to drive our hybrid electric strategy, the impact of inflation and currency translation.
Net income attributable to Twin Disc for the quarter was $0.9 million, or $0.07 per diluted share, compared to net income attributable to Twin Disc of $1.8 million, or $0.13 per share, for the second fiscal quarter of 2023. The year-over-year decline was driven by the prior year gain on the sale of our Belgian facility.
Earnings before interest, taxes, depreciation, and amortization (EBITDA) decreased by $1.4 million to $5.5 million in the second quarter, compared to $7.0 million in the second fiscal quarter of 2023.
On a consolidated basis, the backlog of orders to be shipped over the next six months is approximately $125.2 million, compared to $122.5 million at the end of the first fiscal quarter of 2024. As a percentage of six-month backlog, inventory increased from 103.1% at the end of the first quarter to 105.3% at the end of the second fiscal quarter of 2024. Compared to the second fiscal quarter of 2023, cash increased 55.4% to $21.0 million, total debt decreased 44.6% to $17.7 million and net debt* decreased $21.7 million to $(3.3) million. The improvement was primarily attributable to net payoff of long-term debt as a result of our strong cash operations.
CFO Perspective
Jeffrey S. Knutson, Vice President of Finance, Chief Financial Officer, Treasurer, and Secretary stated, “We are very pleased with our results in the second quarter, supported by solid operational execution and a focus on working capital improvement. Our robust cash generation has further strengthened our balance sheet, giving us the flexibility to drive continued investment in both organic and inorganic growth opportunities while we keep debt at appropriate levels and return capital to shareholders. Through this consistent performance, we are making great strides towards achieving our revenue, gross margin, and free cash flow conversion targets, further positioning Twin Disc for long-term success.”
Discussion of Results
Twin Disc will host a conference call to discuss these results and to answer questions at 9:00 a.m. Eastern time on February 7, 2024. The live audio webcast will be available on Twin Disc’s website at https://ir.twindisc.com. To participate in the conference call, please dial (800) 715-9871 approximately ten minutes before the call is scheduled to begin. A replay of the webcast will be available at https://ir.twindisc.com shortly after the call until February 6, 2025.
About Twin Disc
Twin Disc, Inc. designs, manufactures and sells marine and heavy-duty off-highway power transmission equipment. Products offered include marine transmissions, azimuth drives, surface drives, propellers and boat management systems, as well as power-shift transmissions, hydraulic torque converters, power take-offs, industrial clutches and control systems. The Company sells its products to customers primarily in the pleasure craft, commercial and military marine markets, as well as in the energy and natural resources, government and industrial markets. The Company’s worldwide sales to both domestic and foreign customers are transacted through a direct sales force and a distributor network. For more information, please visit www.twindisc.com.
Forward-Looking Statements
This press release may contain statements that are forward looking as defined by the Securities and Exchange Commission in its rules, regulations and releases. The words “anticipates,” “believes,” “intends,” “estimates,” and “expects,” or similar anticipatory expressions, usually identify forward-looking statements. The Company intends that such forward-looking statements qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. All forward-looking statements are based on current expectations, and are subject to certain risks and uncertainties that could cause actual results or outcomes to differ materially from current expectations. Such risks and uncertainties include the impact of general economic conditions and the cyclical nature of many of the Company’s product markets; foreign currency risks and other risks associated with the Company’s international sales and operations; the ability of the Company to successfully implement price increases to offset increasing commodity costs; the ability of the Company to generate sufficient cash to pay its indebtedness as it becomes due; and the possibility of unforeseen tax consequences and the impact of tax reform in the U.S. or other jurisdictions. These and other risks are described under the caption “Risk Factors” in Item 1A of the Company’s most recent Form 10-K filed with the Securities and Exchange Commission, as supplemented in subsequent periodic reports filed with the Securities and Exchange Commission. Accordingly, the making of such statements should not be regarded as a representation by the Company or any other person that the results expressed therein will be achieved. The Company assumes no obligation, and disclaims any obligation, to publicly update or revise any forward-looking statements to reflect subsequent events, new information, or otherwise.
*Non-GAAP Financial Information
Financial information excluding the impact of asset impairments, restructuring charges, foreign currency exchange rate changes and the impact of acquisitions, if any, in this press release are not measures that are defined in U.S. Generally Accepted Accounting Principles (“GAAP”). These items are measures that management believes are important to adjust for in order to have a meaningful comparison to prior and future periods and to provide a basis for future projections and for estimating our earnings growth prospects. Non-GAAP measures are used by management as a performance measure to judge profitability of our business absent the impact of foreign currency exchange rate changes and acquisitions. Management analyzes the company’s business performance and trends excluding these amounts. These measures, as well as EBITDA, provide a more consistent view of performance than the closest GAAP equivalent for management and investors. Management compensates for this by using these measures in combination with the GAAP measures. The presentation of the non-GAAP measures in this press release are made alongside the most directly comparable GAAP measures.
Definitions
Earnings before interest, taxes, depreciation and amortization (EBITDA) is calculated as net earnings or loss excluding interest expense, the provision or benefit for income taxes, depreciation and amortization expenses.
Net debt is calculated as total debt less cash.
Free cash flow is calculated as net cash provided (used) by operating activities less acquisition of fixed assets.
Investors:
Riveron
TwinDiscIR@riveron.com
Source: Twin Disc, Incorporated
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE INCOME (LOSS)
(In thousands, except per-share data; unaudited)
| |
|
For the Quarter Ended
|
|
|
For the Two Quarters Ended
|
|
| |
|
|
|
|
|
As Adjusted
|
|
|
|
|
|
|
As Adjusted
|
|
| |
|
December 29,
|
|
|
December 30,
|
|
|
December 29,
|
|
|
December 30,
|
|
| |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
|
Net sales
|
|
$ |
72,994 |
|
|
$ |
63,351 |
|
|
$ |
136,547 |
|
|
$ |
119,264 |
|
|
Cost of goods sold
|
|
|
52,338 |
|
|
|
46,328 |
|
|
|
96,156 |
|
|
|
88,944 |
|
|
Cost of goods sold - Sale of boat management system product line and related inventory
|
|
|
- |
|
|
|
- |
|
|
|
3,099 |
|
|
|
- |
|
|
Gross profit
|
|
|
20,656 |
|
|
|
17,023 |
|
|
|
37,292 |
|
|
|
30,320 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing, engineering, and administrative expenses
|
|
|
17,149 |
|
|
|
15,983 |
|
|
|
34,068 |
|
|
|
31,063 |
|
|
Restructuring expenses
|
|
|
69 |
|
|
|
164 |
|
|
|
68 |
|
|
|
174 |
|
|
Other operating income
|
|
|
- |
|
|
|
(4,150 |
) |
|
|
- |
|
|
|
(4,150 |
) |
|
Income from operations
|
|
|
3,438 |
|
|
|
5,026 |
|
|
|
3,156 |
|
|
|
3,233 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expense (income):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
392 |
|
|
|
594 |
|
|
|
786 |
|
|
|
1,160 |
|
|
Other expense (income), net
|
|
|
449 |
|
|
|
182 |
|
|
|
310 |
|
|
|
(164 |
) |
| |
|
|
841 |
|
|
|
776 |
|
|
|
1,096 |
|
|
|
996 |
|
|
Income before income taxes and noncontrolling interest
|
|
|
2,597 |
|
|
|
4,250 |
|
|
|
2,060 |
|
|
|
2,237 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
1,662 |
|
|
|
2,489 |
|
|
|
2,208 |
|
|
|
1,801 |
|
|
Net income (loss)
|
|
|
935 |
|
|
|
1,761 |
|
|
|
(148 |
) |
|
|
436 |
|
|
Less: Net earnings attributable to noncontrolling interest, net of tax
|
|
|
(5 |
) |
|
|
(15 |
) |
|
|
(95 |
) |
|
|
(112 |
) |
|
Net income (loss) attributable to Twin Disc
|
|
$ |
930 |
|
|
$ |
1,746 |
|
|
$ |
(243 |
) |
|
$ |
324 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends per share
|
|
$ |
0.04 |
|
|
$ |
- |
|
|
$ |
0.04 |
|
|
$ |
- |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) per share data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income (loss) per share attributable to Twin Disc common shareholders
|
|
$ |
0.07 |
|
|
$ |
0.13 |
|
|
$ |
(0.02 |
) |
|
$ |
0.02 |
|
|
Diluted income (loss) per share attributable to Twin Disc common shareholders
|
|
$ |
0.07 |
|
|
$ |
0.13 |
|
|
$ |
(0.02 |
) |
|
$ |
0.02 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic shares outstanding
|
|
|
13,718 |
|
|
|
13,460 |
|
|
|
13,629 |
|
|
|
13,434 |
|
|
Diluted shares outstanding
|
|
|
13,923 |
|
|
|
13,699 |
|
|
|
13,629 |
|
|
|
13,649 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$ |
935 |
|
|
$ |
1,761 |
|
|
$ |
(148 |
) |
|
$ |
436 |
|
|
Benefit plan adjustments, net of income taxes of $13, $13, $8 and $4, respectively
|
|
|
(108 |
) |
|
|
(1,122 |
) |
|
|
(279 |
) |
|
|
(1,211 |
) |
|
Foreign currency translation adjustment
|
|
|
5,190 |
|
|
|
8,392 |
|
|
|
2,154 |
|
|
|
2,102 |
|
|
Unrealized (loss) gain on hedges, net of income taxes of $0, $0, $0 and $0, respectively
|
|
|
(485 |
) |
|
|
(595 |
) |
|
|
(269 |
) |
|
|
198 |
|
|
Comprehensive income
|
|
|
5,532 |
|
|
|
8,436 |
|
|
|
1,458 |
|
|
|
1,525 |
|
|
Less: Comprehensive income attributable to noncontrolling interest
|
|
|
40 |
|
|
|
74 |
|
|
|
190 |
|
|
|
210 |
|
|
Comprehensive income attributable to Twin Disc
|
|
$ |
5,492 |
|
|
$ |
8,362 |
|
|
$ |
1,268 |
|
|
$ |
1,315 |
|
RECONCILIATION OF CONSOLIDATED NET INCOME TO EBITDA
(In thousands; unaudited)
| |
|
For the Quarter Ended
|
|
|
For the Two Quarters Ended
|
|
| |
|
December 29,
2023
|
|
|
December 30,
2022
|
|
|
December 29,
2023
|
|
|
December 30,
2022
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Twin Disc
|
|
$ |
930 |
|
|
$ |
1,746 |
|
|
$ |
(243 |
) |
|
$ |
324 |
|
|
Interest expense
|
|
|
392 |
|
|
|
594 |
|
|
|
786 |
|
|
|
1,160 |
|
|
Income tax expense
|
|
|
1,662 |
|
|
|
2,489 |
|
|
|
2,208 |
|
|
|
1,801 |
|
|
Depreciation and amortization
|
|
|
2,531 |
|
|
|
2,126 |
|
|
|
5,023 |
|
|
|
4,266 |
|
|
Earnings before interest, taxes, depreciation, and amortization (EBITDA)
|
|
$ |
5,515 |
|
|
$ |
6,955 |
|
|
$ |
7,774 |
|
|
$ |
7,551 |
|
RECONCILIATION OF TOTAL DEBT TO NET DEBT
(In thousands; unaudited)
| |
|
December 29, 2023
|
|
|
December 30, 2022
|
|
| |
|
|
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
$ |
2,000 |
|
|
$ |
2,000 |
|
|
Long-term debt
|
|
|
15,698 |
|
|
|
29,927 |
|
|
Total debt
|
|
|
17,698 |
|
|
|
31,927 |
|
|
Less cash
|
|
|
21,021 |
|
|
|
13,528 |
|
|
Net debt
|
|
$ |
(3,323 |
) |
|
$ |
18,399 |
|
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(In thousands; unaudited)
| |
|
For the Quarter Ended
|
|
| |
|
December 29, 2023
|
|
|
December 30, 2022
|
|
|
Net cash provided by operating activities
|
|
$ |
16,047 |
|
|
$ |
32 |
|
|
Acquisition of fixed assets
|
|
|
(5,419 |
) |
|
|
(4,734 |
) |
|
Free cash flow
|
|
$ |
10,628 |
|
|
$ |
(4,702 |
) |
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands; except share amounts, unaudited)
| |
|
|
December 29, 2023
|
|
|
June 30, 2023
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
Cash
|
|
|
$ |
21,021 |
|
|
$ |
13,263 |
|
|
Trade accounts receivable, net
|
|
|
|
41,428 |
|
|
|
54,760 |
|
|
Inventories
|
|
|
|
131,768 |
|
|
|
131,930 |
|
|
Assets held for sale
|
|
|
|
2,968 |
|
|
|
2,968 |
|
|
Prepaid expenses
|
|
|
|
10,157 |
|
|
|
8,459 |
|
|
Other
|
|
|
|
9,235 |
|
|
|
8,326 |
|
|
Total current assets
|
|
|
|
216,577 |
|
|
|
219,706 |
|
| |
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
|
40,334 |
|
|
|
38,650 |
|
|
Right-of-use assets operating leases
|
|
|
|
12,017 |
|
|
|
13,133 |
|
|
Intangible assets, net
|
|
|
|
11,146 |
|
|
|
12,637 |
|
|
Deferred income taxes
|
|
|
|
2,371 |
|
|
|
2,244 |
|
|
Other assets
|
|
|
|
2,745 |
|
|
|
2,811 |
|
|
Total assets
|
|
|
$ |
285,190 |
|
|
$ |
289,181 |
|
| |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
|
$ |
2,000 |
|
|
$ |
2,010 |
|
|
Accounts payable
|
|
|
|
32,611 |
|
|
|
36,499 |
|
|
Accrued liabilities
|
|
|
|
62,929 |
|
|
|
61,586 |
|
|
Total current liabilities
|
|
|
|
97,540 |
|
|
|
100,095 |
|
| |
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
15,698 |
|
|
|
16,617 |
|
|
Lease obligations
|
|
|
|
9,988 |
|
|
|
10,811 |
|
|
Accrued retirement benefits
|
|
|
|
6,975 |
|
|
|
7,608 |
|
|
Deferred income taxes
|
|
|
|
3,162 |
|
|
|
3,280 |
|
|
Other long-term liabilities
|
|
|
|
5,917 |
|
|
|
5,253 |
|
|
Total liabilities
|
|
|
|
139,280 |
|
|
|
143,664 |
|
| |
|
|
|
|
|
|
|
|
|
|
Twin Disc shareholders' equity:
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized: 200,000; issued: none; no par value
|
|
|
|
- |
|
|
|
- |
|
|
Common shares authorized: 30,000,000; issued: 14,632,802; no par value
|
|
|
|
39,661 |
|
|
|
42,855 |
|
|
Retained earnings
|
|
|
|
119,496 |
|
|
|
120,299 |
|
|
Accumulated other comprehensive loss
|
|
|
|
(4,059 |
) |
|
|
(5,570 |
) |
| |
|
|
|
155,098 |
|
|
|
157,584 |
|
|
Less treasury stock, at cost (639,006 and 814,734 shares, respectively)
|
|
|
|
9,802 |
|
|
|
12,491 |
|
| |
|
|
|
|
|
|
|
|
|
|
Total Twin Disc shareholders' equity
|
|
|
|
145,296 |
|
|
|
145,093 |
|
| |
|
|
|
|
|
|
|
|
|
|
Noncontrolling interest
|
|
|
|
614 |
|
|
|
424 |
|
|
Total equity
|
|
|
|
145,910 |
|
|
|
145,517 |
|
| |
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
$ |
285,190 |
|
|
$ |
289,181 |
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands; unaudited)
| |
|
For the Two Quarters Ended
|
|
| |
|
|
|
|
|
As Adjusted
|
|
| |
|
December 29, 2023
|
|
|
December 30, 2022
|
|
| |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$ |
(148 |
) |
|
$ |
436 |
|
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
5,023 |
|
|
|
4,266 |
|
|
Gain on sale of assets
|
|
|
(42 |
) |
|
|
(4,203 |
) |
|
Loss on sale of boat management product line and related inventory
|
|
|
3,099 |
|
|
|
- |
|
|
Provision for deferred income taxes
|
|
|
280 |
|
|
|
(1,105 |
) |
|
Stock compensation expense and other non-cash changes, net
|
|
|
1,413 |
|
|
|
1,565 |
|
|
Net change in operating assets and liabilities
|
|
|
6,422 |
|
|
|
(927 |
) |
| |
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
16,047 |
|
|
|
32 |
|
| |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Acquisition of property, plant, and equipment
|
|
|
(5,419 |
) |
|
|
(4,734 |
) |
|
Proceeds from sale of fixed assets
|
|
|
- |
|
|
|
7,152 |
|
|
Other, net
|
|
|
(252 |
) |
|
|
385 |
|
| |
|
|
|
|
|
|
|
|
|
Net cash (used) provided by investing activities
|
|
|
(5,671 |
) |
|
|
2,803 |
|
| |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Borrowings under revolving loan arrangements
|
|
|
50,632 |
|
|
|
42,898 |
|
|
Repayments of revolving loan arrangements
|
|
|
(50,632 |
) |
|
|
(46,628 |
) |
|
Repayments of other long-term debt
|
|
|
(1,010 |
) |
|
|
(707 |
) |
|
Dividends paid to shareholders
|
|
|
(560 |
) |
|
|
- |
|
|
Payments of finance lease obligations
|
|
|
(471 |
) |
|
|
(132 |
) |
|
Payments of withholding taxes on stock compensation
|
|
|
(1,772 |
) |
|
|
(463 |
) |
| |
|
|
|
|
|
|
|
|
|
Net cash used by financing activities
|
|
|
(3,813 |
) |
|
|
(5,032 |
) |
| |
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash
|
|
|
1,195 |
|
|
|
3,204 |
|
| |
|
|
|
|
|
|
|
|
|
Net change in cash
|
|
|
7,758 |
|
|
|
1,007 |
|
| |
|
|
|
|
|
|
|
|
|
Cash:
|
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
13,263 |
|
|
|
12,521 |
|
| |
|
|
|
|
|
|
|
|
|
End of period
|
|
$ |
21,021 |
|
|
$ |
13,528 |
|
v3.24.0.1
Document And Entity Information
|
Feb. 07, 2024 |
| Document Information [Line Items] |
|
| Entity, Registrant Name |
TWIN DISC, INCORPORATED
|
| Document, Type |
8-K
|
| Document, Period End Date |
Feb. 07, 2024
|
| Entity, Incorporation, State or Country Code |
WI
|
| Entity, File Number |
001-7635
|
| Entity, Tax Identification Number |
39-0667110
|
| Entity, Address, Address Line One |
222 East Erie Street, Suite 400
|
| Entity, Address, City or Town |
Milwaukee
|
| Entity, Address, State or Province |
WI
|
| Entity, Address, Postal Zip Code |
53202
|
| City Area Code |
262
|
| Local Phone Number |
638-4000
|
| Written Communications |
false
|
| Soliciting Material |
false
|
| Pre-commencement Tender Offer |
false
|
| Pre-commencement Issuer Tender Offer |
false
|
| Title of 12(b) Security |
Common Stock
|
| Trading Symbol |
TWIN
|
| Security Exchange Name |
NASDAQ
|
| Entity, Emerging Growth Company |
false
|
| Amendment Flag |
false
|
| Entity, Central Index Key |
0000100378
|
| X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
| Name: |
dei_AmendmentFlag |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
| Name: |
dei_DocumentPeriodEndDate |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:dateItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
| Name: |
dei_DocumentType |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:submissionTypeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
| Name: |
dei_EntityAddressAddressLine1 |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- Definition
+ References
+ Details
| Name: |
dei_EntityAddressCityOrTown |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCode for the postal or zip code
| Name: |
dei_EntityAddressPostalZipCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the state or province.
| Name: |
dei_EntityAddressStateOrProvince |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:stateOrProvinceItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityCentralIndexKey |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
Twin Disc (NASDAQ:TWIN)
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From Mar 2024 to Apr 2024
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From Apr 2023 to Apr 2024
