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):    May 16, 2023

 Sypris Solutions, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
0-24020
 
61-1321992
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
         
101 Bullitt Lane, Suite 450
 
 
 
 
Louisville, Kentucky
 
 
 
40222
(Address of Principal
Executive Offices)
 
 
 
(Zip Code)
 
Registrant’s telephone number, including area code: (502) 329-2000


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))

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).
 
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.  

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



Section 2 – Financial Information
 
Item 2.02
Results of Operations and Financial Condition.
 
 
 
On May 16, 2023, Sypris Solutions, Inc. (the “Company”) announced its financial results for the first quarter ended April 2, 2023. The full text of the press release is set forth in Exhibit 99 hereto. The Company has also released certain supplemental financial information that can be accessed through the Company’s website at http://www.sypris.com.
 
 

The information in this Form 8-K and the attached Exhibit is being furnished pursuant to Item 2.02 “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Section 7 – Regulation FD

Item 7.01
Regulation FD Disclosure.
 
 
 
On May 16, 2023, Sypris Solutions, Inc. (the “Company”) announced its financial results for the first quarter ended April 2, 2023. The full text of the press release is set forth in Exhibit 99 hereto. The Company has also released certain supplemental financial information that can be accessed through the Company’s website at http://www.sypris.com.
 
 

The information in this Form 8-K and the attached Exhibit as well as the supplemental information referenced above is being furnished pursuant to Item 7.01 “Regulation FD Disclosure” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01 
Financial Statements and Exhibits.

(d)
Exhibits.
 
 
 
 
 
Exhibit Number
Description of Exhibit
 
99
Press release issued May 16, 2023.



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.
 
Dated: May 16, 2023
Sypris Solutions, Inc.
     
 
By:
 /s/ Richard L. Davis
 
 
Richard L. Davis
 
 
Vice President & Chief Financial Officer
 

Exhibit 99

Sypris Reports First Quarter Results

Revenue Up 23%; Orders Rise 74%; Backlog Up 121%

LOUISVILLE, Ky.--(BUSINESS WIRE)--May 16, 2023--Sypris Solutions, Inc. (Nasdaq/GM: SYPR) today reported financial results for its first quarter ended April 2, 2023.

HIGHLIGHTS

─────────────────────

  • Revenue for the first quarter increased 23.4% year-over-year, driven by double digit expansion of shipments at both segments.
  • Orders for the period rose 73.6% from the prior-year period, while backlog increased 121.0%, reflecting positive demand from customers across both segments of the business.
  • Revenue for Sypris Electronics expanded 42.0% year-over-year, driven by increased sales to customers serving the communications markets and improved material availability compared to the prior-year period.
  • Orders for Sypris Electronics increased 91.4% during the period, driving firm backlog up to over $131.6 million, representing a $73.1 million or 125.0% increase over the prior-year period and an 11.0% increase from year end.
  • Revenue for Sypris Technologies increased 13.7% year-over-year reflecting positive growth across the energy, commercial vehicle and recreational vehicle markets.
  • Orders for Sypris Technologies energy products increased 25.7% during the first quarter compared to the same period in 2022, pushing backlog up 61.0% over the prior-year period and 19.6% from year end.
  • During the quarter, Sypris Electronics announced that it had received an award to produce and test electronic interface modules for a U.S. Department of Defense missile weapons system as part of an ongoing modernization program. Production is expected to begin in 2023.
  • Subsequent to quarter end, Sypris Electronics announced that it received additional releases under a multi-year production contract to produce and test power supply modules for a large, mission-critical U.S. Navy electronic warfare program, with deliveries to begin in 2023. The upgrade will provide the capability to jam incoming missiles that threaten a warship, cue decoys, and adapt quickly to evolving threats.
  • During the quarter, Sypris Technologies announced that it had entered into an amendment to its existing supply agreement with Detroit Diesel Corporation, a subsidiary of Daimler Truck North America, to produce a new series of part numbers for driveline components for use in Detroit® Diesel-branded drive axles. The components to be produced by Sypris will be essential to the performance of the drive axles of Freightliner’s heavy-duty trucks. Production is expected to begin in 2023.
  • Subsequent to quarter end, Sypris Technologies announced that it was awarded a new program to supply drivetrain components for use in the production of a new model of side-by-side utility-terrain vehicles, with production expected to begin in 2024.
  • The Company updated its full-year outlook for 2023, maintaining the expected increase in revenue at 25%-30% year-over-year while adjusting the gross margin guidance to a 150-200 basis point increase, with unfavorable foreign currency exchange rates impacting margins in the near term. Cash flow from operations is expected to remain strong, reflecting increased year-over-year profitability.

─────────────────────


“We were pleased with our first quarter performance, as both operating segments reported significant growth in revenue and orders. Our teammates have done an excellent job navigating inflationary pressures, supply chain challenges, customer demand volatility and currency fluctuations to position the business for further growth and increased profitability during the remainder of 2023,” commented Jeffrey T. Gill, President and Chief Executive Officer.

“Backlog for Sypris Electronics continued to increase on both a year-over-year and on a sequential basis, resulting in our largest book of business in over a decade. The record $131.6 million backlog is expected to support revenue growth, with deliveries now scheduled well into 2025. Customer funding has already been secured for a portion of these key programs, which enables us to lock in multi-year component purchases and help mitigate potential future supply chain issues.

“Demand from Sypris Technologies customers serving the automotive, commercial vehicle, sport utility and off-highway markets has remained relatively stable, with new product line shipments offsetting headwinds for automotive and commercial vehicle components as our customers adjust inventory levels to align with OEM build schedules. While we continue to experience some volatility within this market, current forecasts are predicting a slight increase in the North American Class 8 truck market production for 2023.

“We continue to invest in new equipment, maintain or upgrade existing assets, and drive continuous improvement initiatives to add capacity and support more cost-efficient operations in the future. The successful extension of long-term contracts with two of our key Sypris Technologies’ customers in 2022 and new awards in 2023 support our revenue base and provide opportunities to expand these relationships in the coming years.

“Shipment of Sypris Technologies energy products increased 27.0% year-over-year, while orders during the quarter increased 25.7%. With open quotes outstanding on several large projects both domestically and internationally, additional opportunities for growth may exist with these projects and other projects in support of elevated domestic natural gas production and rising domestic oil production. We are also actively pursuing applications for our products in adjacent markets to further diversify our industry and customer portfolios.”


First Quarter Results

The Company reported revenue of $32.3 million for the first quarter of 2023, compared to $26.2 million for the prior-year comparable period. Additionally, the Company reported a net loss of $0.2 million, or $0.01 per share, as compared to net income of $0.2 million, or $0.01 per diluted share, for the prior-year period.

Sypris Technologies

Revenue for Sypris Technologies was $19.5 million in the first quarter of 2023 compared to $17.2 million for the prior-year period, reflecting the strength of the commercial vehicle market and increased energy-related product sales. Gross profit for the first quarter of 2023 was $2.6 million, or 13.5% of revenue, compared to $3.1 million, or 18.3% of revenue, for the same period in 2022. Gross profit for the first quarter of 2023 was negatively impacted by foreign currency exchange rates for our Mexican subsidiary, resulting in a decrease of $0.4 million. Additionally, gross profit was negatively impacted by an unfavorable mix for our energy product sales and higher material prices passed through to our customers without additional markup.

Sypris Electronics

Revenue for Sypris Electronics was $12.8 million in the first quarter of 2023 compared to $9.0 million for the prior-year period. Increased shipments for a communications program contributed to the growth over the prior-year comparable period. Additionally, material availability improved compared to the prior-year period, which supported the increase in sales. Gross profit for the first quarter of 2023 was $1.5 million, or 11.9% of revenue, compared to $1.4 million, or 15.3% of revenue, for the same period in 2022 due to higher volumes offset by an unfavorable mix.

Outlook

Commenting on the future, Mr. Gill added, “Demand remains strong from customers serving the automotive, commercial vehicle and sport utility markets, with Class 8 production expected to increase slightly above 2022 levels driven by solid order backlogs within the industry. Similarly, demand from customers in the defense and communications sector remains robust, while the outlook for the energy market continues to move in the right direction.

“With a strong backlog, new program wins and long-term contract extensions in place, we are confident that 2023 has the potential to be very positive for Sypris. As a result, we are pleased to confirm our revenue outlook for 2023, which includes a 25-30% growth in the top line. While unfavorable foreign currency exchange rates are anticipated to impact margins for the full year, we anticipate a 150-200 basis point expansion in gross margin and continued strength in cash flow from operations on a year-over-year basis supported by strong earnings growth.”

Webcast and Conference Call Information

Sypris Solutions will host a listen only conference call to discuss the Company's financial results today, May 16, 2023, at 9:00 a.m. (Eastern Time). To listen to the call, participants should dial (833) 316-0560 approximately 10 minutes prior to the start of the call (ask to be joined into the Sypris Solutions, Inc. call).

The live broadcast of Sypris’ quarterly conference call will also be available online at www.sypris.com on May 16, 2023, beginning at 9:00 a.m. (Eastern Time). The online replay will be available at approximately 11:00 a.m. (Eastern Time) and continue for 30 days. Related presentation materials will be posted to the “Investor Information” section of the Company’s website at www.sypris.com, located under the sub-heading “Upcoming Events,” prior to the call.


About Sypris Solutions

Sypris Solutions is a diversified manufacturing and engineering services company serving the defense, transportation, communications, and energy industries. For more information about Sypris Solutions, visit its Web site at www.sypris.com.

Forward Looking Statements

This press release contains “forward-looking” statements within the meaning of the federal securities laws. Forward-looking statements include our plans and expectations of future financial and operational performance. Each forward-looking statement herein is subject to risks and uncertainties, as detailed in our most recent Form 10-K and Form 10-Q and other SEC filings. Briefly, we currently believe that such risks also include the following: our failure to achieve and maintain profitability on a timely basis by steadily increasing our revenues from profitable contracts with a diversified group of customers, which would cause us to continue to use existing cash resources or require us to sell assets to fund operating losses; cost, quality and availability or lead times of raw materials such as steel, component parts (especially electronic components), natural gas or utilities including increased cost relating to inflation; the cost, quality, timeliness, efficiency and yield of our operations and capital investments, including the impact of inflation, tariffs, product recalls or related liabilities, employee training, working capital, production schedules, cycle times, scrap rates, injuries, wages, overtime costs, freight or expediting costs; risks of foreign operations, including foreign currency exchange rate risk exposure, which could impact our operating results; dependence on, retention or recruitment of key employees and highly skilled personnel and distribution of our human capital; volatility of our customers’ forecasts and our contractual obligations to meet current scheduling demands and production levels, which may negatively impact our operational capacity and our effectiveness to integrate new customers or suppliers, and in turn cause increases in our inventory and working capital levels; our failure to successfully complete final contract negotiations with regard to our announced contract “orders”, “wins” or “awards”; significant delays or reductions due to a prolonged continuing resolution or U.S. government shut down reducing the spending on products and services that Sypris Electronics provides; adverse impacts of new technologies or other competitive pressures which increase our costs or erode our margins; breakdowns, relocations or major repairs of machinery and equipment, especially in our Toluca Plant; the fees, costs and supply of, or access to, debt, equity capital, or other sources of liquidity; the termination or non-renewal of existing contracts by customers; the costs and supply of insurance on acceptable terms and with adequate coverage; our reliance on revenues from customers in the oil and gas and automotive markets, with increasing consumer pressure for reductions in environmental impacts attributed to greenhouse gas emissions and increased vehicle fuel economy; the impact of COVID-19 and economic conditions on our future operations; possible public policy response to the pandemic, including U. S or foreign government legislation or restrictions that may impact our operations or supply chain; our failure to successfully win new business or develop new or improved products or new markets for our products; war, geopolitical conflict, terrorism, or political uncertainty, including disruptions resulting from the Russia-Ukraine war arising out of international sanctions, foreign currency fluctuations and other economic impacts; our reliance on a few key customers, third party vendors and sub-suppliers; inventory valuation risks including excessive or obsolescent valuations or price erosions of raw materials or component parts on hand or other potential impairments, non-recoverability or write-offs of assets or deferred costs; disputes or litigation involving governmental, supplier, customer, employee, creditor, stockholder, product liability, warranty or environmental claims; failure to adequately insure or to identify product liability, environmental or other insurable risks; unanticipated or uninsured product liability claims, disasters, public health crises, losses or business risks; the costs of compliance with our auditing, regulatory or contractual obligations; labor relations; strikes; union negotiations; costs associated with environmental claims relating to properties previously owned; pension valuation, health care or other benefit costs; our inability to patent or otherwise protect our inventions or other intellectual property rights from potential competitors or fully exploit such rights which could materially affect our ability to compete in our chosen markets; changes in licenses, security clearances, or other legal rights to operate, manage our work force or import and export as needed; cyber security threats and disruptions, including ransomware attacks on our systems and the systems of third-party vendors and other parties with which we conduct business, all of which may become more pronounced in the event of geopolitical conflicts and other uncertainties, such as the conflict in Ukraine; our ability to maintain compliance with the Nasdaq listing standards minimum closing bid price; risks related to owning our common stock, including increased volatility; or unknown risks and uncertainties. We undertake no obligation to update our forward-looking statements, except as may be required by law.


SYPRIS SOLUTIONS, INC.
Financial Highlights
(In thousands, except per share amounts)




 


Three Months Ended



April 2,

 

April 3,



2023

 

2022



(Unaudited)
Revenue

$

32,292

 


$

26,166


Net (loss) income

$

(175

)


$

237

 

(Loss) income per common share:



Basic

$

(0.01

)


$

0.01

 

Diluted

 

(0.01

)


 

0.01

 

Weighted average shares outstanding:



Basic

 

21,796

 


 

21,681

 

Diluted

 

21,796

 


 

22,675

 


Sypris Solutions, Inc.
Consolidated Statements of Operations
(in thousands, except for per share data)




 


Three Months Ended



April 2,

 

April 3,



2023

 

2022



(Unaudited)
Net revenue:



Sypris Technologies

$

19,500

 


$

17,155


Sypris Electronics

 

12,792

 


 

9,011

 

Total net revenue

 

32,292

 


 

26,166

 

Cost of sales:



Sypris Technologies

 

16,861

 


 

14,023

 

Sypris Electronics

 

11,270

 


 

7,634

 

Total cost of sales

 

28,131

 


 

21,657

 

Gross profit:



Sypris Technologies

 

2,639

 


 

3,132

 

Sypris Electronics

 

1,522

 


 

1,377

 

Total gross profit

 

4,161

 


 

4,509

 

Selling, general and administrative

 

3,745

 


 

3,389

 

Operating income

 

416

 


 

1,120

 

Interest expense, net

 

226

 


 

248

 

Other expense, net

 

71

 


 

169

 

Income before taxes

 

119

 


 

703

 

Income tax expense, net

 

294

 


 

466

 

Net (loss) income

$

(175

)


$

237

 

(Loss) income per common share:



Basic

$

(0.01

)


$

0.01

 

Diluted

$

(0.01

)


$

0.01

 

Dividends declared per common share

$

-

 


$

-

 

Weighted average shares outstanding:



Basic

 

21,796

 


 

21,681

 

Diluted

 

21,796

 


 

22,675

 


Sypris Solutions, Inc.
Consolidated Balance Sheets
(in thousands, except for share data)




 


April 2,

 

December 31,



2023

 

2022



(Unaudited)

 

(Note)

ASSETS
Current assets:



Cash and cash equivalents

$

19,481

 


$

21,648

 

Accounts receivable, net

 

10,720

 


 

8,064

 

Inventory, net

 

52,489

 


 

42,133

 

Other current assets

 

8,384

 


 

8,133

 

Total current assets

 

91,074

 


 

79,978

 

Property, plant and equipment, net

 

16,772

 


 

15,532

 

Operating lease right-of-use assets

 

4,072

 


 

4,251

 

Other assets

 

4,524

 


 

4,383

 

Total assets

$

116,442

 


$

104,144

 

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:



Accounts payable

$

20,816

 


$

17,638

 

Accrued liabilities

 

35,348

 


 

33,316

 

Operating lease liabilities, current portion

 

1,196

 


 

1,168

 

Finance lease obligations, current portion

 

1,169

 


 

1,102

 

Equipment financing obligations, current portion

 

400

 


 

398

 

Note payable - related party, current portion

 

4,500

 


 

2,500

 

Total current liabilities

 

63,429

 


 

56,122

 





 
Operating lease liabilities, net of current portion

 

3,398

 


 

3,710

 

Finance lease obligations, net of current portion

 

2,410

 


 

2,536

 

Equipment financing obligations, net of current portion

 

1,430

 


 

738

 

Note payable - related party, net of current portion

 

1,991

 


 

3,989

 

Other liabilities

 

22,795

 


 

17,474

 

Total liabilities

 

95,453

 


 

84,569

 

Stockholders’ equity:



Preferred stock, par value $0.01 per share, 975,150 shares authorized; no shares issued

 

-

 


 

-

 

Series A preferred stock, par value $0.01 per share, 24,850 shares authorized; no shares issued

 

-

 


 

-

 

Common stock, non-voting, par value $0.01 per share, 10,000,000 shares authorized; no shares issued

 

-

 


 

-

 

Common stock, par value $0.01 per share, 30,000,000 shares authorized; 22,395,862 shares issued and 22,395,843 outstanding in 2023 and 22,175,664 shares issued and 22,175,645 outstanding in 2022

 

224

 


 

221

 

Additional paid-in capital

 

155,748

 


 

155,535

 

Accumulated deficit

 

(115,511

)


 

(115,336

)

Accumulated other comprehensive loss

 

(19,472

)


 

(20,845

)

Treasury stock, 19 in 2022 and 2021, respectively

 

-

 


 

-

 

Total stockholders’ equity

 

20,989

 


 

19,575

 

Total liabilities and stockholders’ equity

$

116,442

 


$

104,144

 





 
Note: The balance sheet at December 31, 2022, has been derived from the audited consolidated financial statements at that date but does not include all information and footnotes required by accounting principles generally accepted in the United States for a complete set of financial statements.

Sypris Solutions, Inc.
Consolidated Cash Flow Statements
(in thousands)


 


Three Months Ended



April 2,

 

April 3,



2023

 

2022



(Unaudited)

Cash flows from operating activities:



Net (loss) income

$

(175

)


$

237

 

Adjustments to reconcile net (loss) income to net cash used in operating activities:



Depreciation and amortization

 

774

 


 

763

 

Deferred income taxes

 

(136

)


 

247

 

Non-cash compensation expense

 

263

 


 

176

 

Deferred loan costs recognized

 

2

 


 

2

 

Net loss on the sale of assets

 

-

 


 

10

 

Provision for excess and obsolete inventory

 

(87

)


 

64

 

Non-cash lease expense

 

179

 


 

186

 

Other noncash items

 

33

 


 

12

 

Contributions to pension plans

 

(10

)


 

(22

)

Changes in operating assets and liabilities:



Accounts receivable

 

(2,691

)


 

(4,741

)

Inventory

 

(9,942

)


 

(1,166

)

Prepaid expenses and other assets

 

154

 


 

653

 

Accounts payable

 

3,118

 


 

1,403

 

Accrued and other liabilities

 

7,277

 


 

(1,077

)

Net cash used in operating activities

 

(1,241

)


 

(3,253

)

Cash flows from investing activities:



Capital expenditures

 

(708

)


 

(901

)

Net cash used in investing activities

 

(708

)


 

(901

)

Cash flows from financing activities:



Proceeds from equipment financing obligation

 

210

 


 

-

 

Principal payments on finance lease obligations

 

(271

)


 

(238

)

Principal payments on equipment financing obligations

 

(95

)


 

(82

)

Indirect repurchase of shares for minimum statutory tax withholdings

 

(48

)


 

(17

)

Net cash used in financing activities

 

(204

)


 

(337

)

Effect of exchange rate changes on cash balances

 

(14

)


 

390

 

Net decrease in cash and cash equivalents

 

(2,167

)


 

(4,101

)

Cash and cash equivalents at beginning of period

 

21,648

 


 

11,620

 

Cash and cash equivalents at end of period

$

19,481

 


$

7,519

 

 

Contacts

Richard L. Davis
Chief Financial Officer
(502) 329-2000