Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2015 | Aug. 10, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | TECHPRECISION CORP | |
Entity Central Index Key | 1,328,792 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 25,446,187 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 1,464,760 | $ 1,336,325 |
Accounts receivable, less allowance for doubtful accounts of $24,693- in 2016 and 2015 | 821,639 | 826,363 |
Costs incurred on uncompleted contracts, in excess of progress billings | 1,800,489 | 2,008,244 |
Inventories- raw materials | 135,771 | 134,812 |
Current deferred taxes | 826,697 | 826,697 |
Other current assets | 465,816 | 538,253 |
Total current assets | 5,515,172 | 5,670,694 |
Property, plant and equipment, net | 5,430,345 | 5,610,041 |
Other noncurrent assets, net | 27,155 | 45,490 |
Total assets | 10,972,672 | 11,326,225 |
Current liabilities: | ||
Accounts payable | 1,203,675 | 1,526,123 |
Trade notes payable | 74,401 | 138,237 |
Accrued expenses | 1,700,092 | 1,665,658 |
Advanced claims payment | 507,835 | |
Deferred revenues | 714,551 | 1,211,506 |
Short-term debt | 2,250,000 | 2,250,000 |
Current portion of long-term debt | 933,823 | 933,651 |
Total current liabilities | 7,384,377 | 7,725,175 |
Long-term debt, including capital lease | 2,252,337 | 2,485,858 |
Noncurrent deferred taxes | $ 826,697 | $ 826,697 |
Commitments and contingent liabilities (see Note 16) | ||
Stockholders' Equity: | ||
Preferred stock- par value $.0001 per share, 10,000,000 shares authorized, of which 9,890,980 are designated as Series A Preferred Stock, with 1,333,697 and 1,927,508 shares issued and outstanding at June 30, 2015 and March 31, 2015, respectively (liquidation preference: $380,104 - June 30, 2015; $549,340 - March 31, 2015) | $ 394,758 | $ 524,210 |
Common stock -par value $.0001 per share, 90,000,000 shares authorized, 25,446,187 and 24,669,958 shares issued and outstanding at June 30, 2015, and at March 31, 2015, respectively | 2,545 | 2,467 |
Additional paid in capital | 6,630,920 | 6,487,589 |
Accumulated other comprehensive income | 24,019 | 23,561 |
Accumulated deficit | (6,542,981) | (6,749,332) |
Total stockholders' equity | 509,261 | 288,495 |
Total liabilities and stockholders' equity | $ 10,972,672 | $ 11,326,225 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 24,693 | $ 24,693 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 25,446,187 | 24,669,958 |
Common stock, shares outstanding | 25,446,187 | 24,669,958 |
Series A Convertible Preferred Stock | ||
Preferred stock, designated as Series A Convertible Preferred Stock | 9,890,980 | 9,890,980 |
Preferred Stock, Shares Issued | 1,333,697 | 1,927,508 |
Preferred stock, shares outstanding | 1,333,697 | 1,927,508 |
Preferred stock, liquidation preference (in dollars) | $ 380,104 | $ 549,340 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) | ||
Net sales | $ 4,374,975 | $ 6,230,341 |
Cost of sales | 3,092,116 | 6,012,101 |
Gross profit | 1,282,859 | 218,240 |
Selling, general and administrative | 804,207 | 1,328,773 |
Income (loss) from operations | 478,652 | (1,110,533) |
Other (expense) income | (189) | 53 |
Interest expense | (272,122) | (160,589) |
Interest income | 10 | |
Total other expense, net | (272,301) | (160,536) |
Income (loss) before income taxes | 206,351 | (1,271,069) |
Income tax expense | 0 | 0 |
Net income (loss) | 206,351 | (1,271,069) |
Other comprehensive income (loss), before tax: | ||
Change in unrealized loss on cash flow hedges | (16,680) | |
Reclassification adjustments for cash flow hedge losses included in net loss | 29,105 | |
Foreign currency translation adjustments | (61) | 30 |
Other comprehensive income (loss), before tax | (61) | 12,455 |
Comprehensive income (loss), net of tax | $ 206,290 | $ (1,258,614) |
Net loss per share (basic) (in dollars per share) | $ 0.010 | $ (0.050) |
Net loss per share (diluted) (in dollars per share) | $ 0.010 | $ (0.050) |
Weighted average number of shares outstanding (basic) (in shares) | 24,867,019 | 24,010,264 |
Weighted average number of shares outstanding (diluted) (in shares) | 24,867,019 | 24,010,264 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income (loss) | $ 206,351 | $ (1,271,069) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 276,917 | 255,645 |
Stock based compensation expense | 13,957 | 68,824 |
Provision for contract losses | 20,371 | 366,951 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,724 | (940,242) |
Costs incurred on uncompleted contracts, in excess of progress billings | 207,755 | 561,964 |
Inventories - raw materials | (959) | 51,153 |
Other current assets | 11,078 | 4,001 |
Other noncurrent assets | (335,226) | |
Accounts payable | (386,285) | 921,933 |
Accrued expenses | 14,520 | (431,784) |
Advanced claims payment | 507,835 | |
Deferred revenues | (496,955) | (809,766) |
Net cash provided by (used in) operating activities | 379,309 | (1,557,616) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (17,600) | (54,093) |
Net cash used in investing activities | (17,600) | (54,093) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Borrowings of long-term debt | 4,150,000 | |
Repayment of long-term debt | (233,349) | (2,738,105) |
Net cash (used in) provided by financing activities | (233,349) | 1,411,895 |
Effect of exchange rate on cash and cash equivalents | 75 | 1 |
Net increase (decrease) in cash and cash equivalents | 128,435 | (199,813) |
Cash and cash equivalents, beginning of period | 1,336,325 | 1,086,701 |
Cash and cash equivalents, end of period | 1,464,760 | 886,888 |
Cash paid during the period for: | ||
Interest | $ 159,324 | $ 115,056 |
SUPPLEMENTAL INFORMATION - NONCASH INVESTING AND FINANCING TRANSACTIONS: | ||
Number of shares of common stock issued for converted preferred stock | 776,229 | 718,954 |
Shares converted into common stock | 593,811 | 550,000 |
Liability recorded for fair value of an interest rate swap contract in connection with a tax exempt bond | $ 219,359 | |
Tax on liability recorded for fair value of an interest rate swap contract in connection with a tax exempt bond | $ 0 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended |
Jun. 30, 2015 | |
DESCRIPTION OF BUSINESS | |
DESCRIPTION OF BUSINESS | NOTE 1 - DESCRIPTION OF BUSINESS TechPrecision Corporation, or TechPrecision, is a Delaware corporation organized in February 2005 under the name Lounsberry Holdings II, Inc. The name was changed to TechPrecision Corporation on March 6, 2006. TechPrecision is the parent company of Ranor, Inc., or Ranor, a Delaware corporation and Wuxi Critical Mechanical Components Co., Ltd., or WCMC, a wholly foreign owned enterprise (WFOE). TechPrecision, WCMC and Ranor are collectively referred to as the “Company”, “we”, “us” or “our”. We manufacture large scale metal fabricated and machined precision components and equipment. These products are used in a variety of markets including the alternative energy, medical, nuclear, defense, commercial, and aerospace industries. Liquidity and Capital Resources At June 30, 2015, we had cash and cash equivalents of $1.5 million, of which $16,005 is located in China and may not be able to be repatriated for use in the United States without undue cost or expense, if at all. Net cash provided by operating activities was $379,309 for the three months ended June 30, 2015, which includes an advance payment of $507,835 received on April 17, 2015 under an Assignment of Claim Agreement described below. We continue to reduce our operating expenses to stay in line with current business conditions. Our profit margins have improved significantly for the three months ended June 30, 2015, when compared with the three months ended June 30, 2014. As a result, we recorded net income of $206,351 for the three months ended June 30, 2015 compared with a net loss of $1.3 million for the three months ended June 30, 2014. We incurred an operating loss of $3.6 million for the year ended March 31, 2015, or fiscal 2015. In fiscal 2014, we recorded a provision for potential contract losses of $2.4 million in connection with the bankruptcy filing of GT Advanced Technologies, Inc., or GTAT, and filed a proof of claim with the bankruptcy court to recover all of our costs under the terms of a purchase agreement with GTAT. The claim is now considered an unsecured creditor claim within GTAT’s overall bankruptcy proceedings. On April 17, 2015, the Company, through Ranor, entered into an Assignment of Claim Agreement, or the Assignment Agreement, with Citigroup Financial Products Inc., or Citigroup. Pursuant to the terms of the Assignment Agreement, Ranor agreed to sell, transfer, convey and assign to Citigroup all of Ranor’s right, title and interest in and to Ranor’s $3,740,956 unsecured claim against GTAT. Pursuant to the Assignment Agreement, Citigroup paid to Ranor an initial amount equal to $507,835. The Assignment Agreement provides for Citigroup to pay to Ranor up to an additional $614,452 upon either (A) receipt of written notice that Ranor’s claim (or any portion thereof) has been fully and finally allowed against GTAT as a non-contingent, liquidated, and undisputed general unsecured claim, been listed as non-contingent, liquidated, and undisputed on schedules filed by GTAT with the bankruptcy court, or appeared on the claims agent’s, or trustee’s or other estate representative’s records, or has otherwise been conclusively and finally treated in GTAT’s bankruptcy, as “allowed” or “accepted as filed”; or (B) the expiration of the time period during which any party (including GTAT) is permitted to file an objection, dispute or challenge with respect to Ranor’s claim without any such objection, dispute or challenge having been filed. If Ranor’s claim against GTAT is allowed in its entirety, then Citigroup will pay Ranor an additional $614,452. If the amount of Ranor’s claim that is allowed is greater than $1,692,782 but less than the full amount or Ranor’s claim, then Citigroup will pay Ranor an additional amount equal to $614,452 minus the product of 30% multiplied by the difference between the total amount of Ranor’s claim and the amount of such claim that is actually allowed. If the total amount of Ranor’s claim against GTAT that is allowed is less than $1,692,782, then Ranor may be obligated repay to Citigroup 30% of the difference between $1,692,782 and the amount of Ranor’s claim that is actually allowed plus interest at 7% per annum from April 21, 2015 through the date of the repurchase. The Company cannot predict the amount of Ranor’s claim that will be finally allowed or admitted in the GTAT bankruptcy proceeding and cannot guarantee that Ranor will receive any additional payment on its claim. The Company continues to vigorously pursue its legal remedies in respect to the case described above; however, an adverse decision in any proceeding could significantly harm our business and our consolidated financial position, results of operations and cash flows. On May 30, 2014, TechPrecision and Ranor entered into a Loan and Security Agreement, or the LSA, with Utica Leasco, LLC, or Utica. Pursuant to the LSA, Utica agreed to loan $4.15 million to Ranor under a Credit Loan Note, which is collateralized by a first secured interest in certain machinery and equipment at Ranor. Payments under the LSA and Credit Loan Note are due in monthly installments with an interest rate on the unpaid principal balance of the Credit Loan Note equal to 7.5% plus the greater of 3.3% or the six-month LIBOR interest rate, as described in the Credit Loan Note. Ranor’s obligations under the LSA and the Credit Loan Note are guaranteed by TechPrecision. Pursuant to the LSA, Ranor is subject to certain restrictive covenants which, among other things, restrict Ranor’s ability to (1) declare or pay any dividend or other distribution on its equity, purchase or retire any of its equity, or alter its capital structure; (2) make any loan or guaranty or assume any obligation or liability; (3) default in payment of any debt in excess of $5,000 to any person; (4) sell any of the collateral outside the normal course of business; and (5) enter into any transaction that would materially or adversely affect the collateral or Ranor’s ability to repay the obligations under the LSA and the Credit Loan Note. The restrictions contained in these covenants are subject to certain exceptions specified in the LSA and in some cases may be waived by the written consent of Utica. Any failure to comply with the covenants outlined in the LSA without waiver by Utica or certain other provisions in the LSA would constitute an event of default, pursuant to which Utica may accelerate the repayment of the loan. In connection with the execution of the LSA, we paid approximately $0.24 million in fees and associated costs and utilized approximately $2.65 million of the proceeds of the Credit Loan Note to pay off debt obligations owed to Santander Bank N.A. under a Loan and Security Agreement. Additionally, the Company retained approximately $1.27 million of the proceeds of the Credit Loan Note for general corporate purposes. On December 22, 2014, Ranor entered into a Term Loan and Security Agreement, or TLSA, with Revere High Yield Fund, LP, or Revere. Pursuant to the TLSA, Revere agreed to loan an aggregate of $2.25 million to Ranor under a term loan note in the aggregate principal amount of $1.5 million, or the First Loan Note, and a term loan note in the aggregate principal amount of $750,000, or the Second Loan Note. The First Loan Note is collateralized by a secured interest in Ranor’s Massachusetts facility and certain machinery and equipment at Ranor. The Second Loan Note is collateralized by a secured interest in certain accounts, inventory and equipment of Ranor. Payments under the TLSA, the First Loan Note and the Second Loan Note are due as follows: (a) payments of interest only on advanced principal on a monthly basis on the first day of each month from February 1, 2015 until December 31, 2015 with an annual interest rate on the unpaid principal balance of the First Loan Note and the Second Loan Note equal to 12% per annum and (b) the principal balance plus accrued and unpaid interest payable on December 31, 2015. Ranor’s obligations under the TLSA, the First Loan Note and the Second Loan Note are guaranteed by TechPrecision pursuant to a Guaranty Agreement with Revere. Ranor utilized approximately $1.45 million of the proceeds of the First Loan Note and the Second Loan Note to repay in full loan obligations owed to the Bank, plus breakage fees on a related interest swap of $217,220 under the Loan and Security Agreement with Santander Bank N.A. The remaining proceeds of the First Loan Note and the Second Loan Note were retained by the Company to be used for general corporate purposes. Pursuant to the TLSA, Ranor is subject to certain affirmative covenants more fully described in Note 9 — Debt. If we were to violate any of the covenants under the above debt agreements, the lenders could demand full repayment of the amounts we owe. As such, we would need to seek alternative financing to pay these obligation as we do not have existing facilities or sufficient cash on hand to satisfy these obligations, and there is no guarantee that we would be able to obtain such alternative financing. Our liquidity is highly dependent on our available financing facilities and our ability to improve our gross profit and operating income. Our TLSA with Revere expires on December 31, 2015, and must be extended or refinanced with another lender. If we successfully secure additional acceptable financing facilities, execute on our business plans, improve gross profit and operating income, and reduce our operating costs, then we believe that our available cash will be sufficient to fund our operations, capital expenditures and principal and interest payments under our debt obligations through the next twelve months. These factors raise substantial doubt about our ability to continue as a going concern. In order for us to continue operations beyond the next twelve months and be able to discharge our liabilities and commitments in the normal course of business, we must secure long-term financing on terms consistent with our near-term business plans. In addition, we must increase our backlog and change the composition of our revenues to focus on recurring unit of delivery projects rather than custom first article and prototyping projects, which do not efficiently utilize our manufacturing capacity. We plan to closely monitor our expenses and, if required, will further reduce operating costs and capital spending to enhance liquidity. The condensed consolidated financial statements for the three months ended June 30, 2015 and for the year ended March 31, 2015, or fiscal 2015, were prepared on the basis of a going concern which contemplates that we will be able to realize assets and discharge liabilities in the normal course of business. Accordingly, they do not give effect to adjustments that would be necessary should we be required to liquidate assets. Our ability to satisfy our total current liabilities of $7.4 million at June 30, 2015 and to continue as a going concern is dependent upon the successful execution of our operating plan and our ability to timely secure additional long-term financing. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jun. 30, 2015 | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 — BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of TechPrecision, WCMC and Ranor. Intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated balance sheet as of June 30, 2015, the condensed consolidated statements of operations and comprehensive income (loss) for the three month periods ended June 30, 2015 and 2014, and the condensed consolidated statements of cash flows for the three months ended June 30, 2015 and 2014 are unaudited, but, in the opinion of management, include all adjustments that are necessary for a fair presentation of our financial statements for interim periods in accordance with U.S. Generally Accepted Accounting Principles, or U.S. GAAP. All adjustments are of a normal, recurring nature, except as otherwise disclosed. The results of operations for an interim period are not necessarily indicative of the results of operations to be expected for the fiscal year. The Notes to Condensed Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC, for Quarterly Reports on Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited financial statements and related notes should be read in conjunction with our consolidated financial statements included with our Annual Report on Form 10-K for the fiscal year ended March 31, 2015, or the 2015 Form 10-K, filed with the SEC on June 29, 2015. Significant Accounting Policies Our significant accounting policies are set forth in detail in Note 2 to the 2015 Form 10-K. |
RECENTLY ISSUED AND ADOPTED ACC
RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Jun. 30, 2015 | |
RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS | |
RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS | NOTE 3 — RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS In February 2015, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU No. 2015-02, Amendments to the Consolidation Analysis . ASU 2015-02 is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). ASU 2015-02 makes specific amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the variable interest entities guidance. ASU 2015-02 is effective for interim and annual reporting periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-02 to have a significant impact on the Company’s consolidated results of operations, financial position or cash flows. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs . ASU 2015-03 requires debt issuance costs to be presented in the balance sheet as a direct deduction from the associated debt liability. ASU 2015-03 is effective for interim and annual reporting periods beginning after December 15, 2015. The new guidance will be applied on a retrospective basis and early adoption is permitted. The Company does not expect the adoption of ASU 2015-03 to have a significant impact on the Company’s consolidated results of operations, financial position or cash flows . |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 3 Months Ended |
Jun. 30, 2015 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 4 - PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net consisted of the following as of: June 30, 2015 March 31, 2015 Land $ $ Building and improvements Machinery equipment, furniture and fixtures Equipment under capital leases Construction in progress — Total property, plant and equipment Less: accumulated depreciation ) ) Total property, plant and equipment, net $ $ Depreciation expense for the three months ended June 30, 2015 and 2014 was $197,228 and $215,516, respectively. |
COSTS INCURRED ON UNCOMPLETED C
COSTS INCURRED ON UNCOMPLETED CONTRACTS | 3 Months Ended |
Jun. 30, 2015 | |
COSTS INCURRED ON UNCOMPLETED CONTRACTS | |
COSTS INCURRED ON UNCOMPLETED CONTRACTS | NOTE 5 - COSTS INCURRED ON UNCOMPLETED CONTRACTS The following table sets forth information as to costs incurred on uncompleted contracts as of: June 30, 2015 March 31, 2015 Cost incurred on uncompleted contracts, beginning balance $ $ Total cost incurred on contracts during the period Less cost of sales, during the period ) ) Cost incurred on uncompleted contracts, ending balance $ $ Billings on uncompleted contracts, beginning balance $ $ Plus: Total billings incurred on contracts, during the period Less: Contracts recognized as revenue, during the period ) ) Billings on uncompleted contracts, ending balance $ $ Cost incurred on uncompleted contracts, ending balance $ $ Billings on uncompleted contracts, ending balance Costs incurred on uncompleted contracts, in excess of progress billings $ $ Contract costs consist primarily of labor and materials and related overhead, to the extent that such costs are recoverable. Revenues associated with these contracts are recorded only when the amount of recovery can be estimated reliably and realization is probable. As of June 30, 2015 and March 31, 2015, we had deferred revenues totaling $714,551 and $1,211,506, respectively. Deferred revenues represent customer prepayments on their contracts and completed contracts on which all revenue recognition criteria were not met. We record provisions for losses within costs of sales in our condensed consolidated statement of operations and comprehensive income (loss). We also receive advance billings and deposits representing down payments for acquisition of materials and progress payments on contracts. The agreements with our customers allow us to offset the progress payments against the costs incurred. |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 3 Months Ended |
Jun. 30, 2015 | |
OTHER CURRENT ASSETS | |
OTHER CURRENT ASSETS | NOTE 6 — OTHER CURRENT ASSETS June 30, 2015 March 31, 2015 Payments advanced to suppliers $ $ Prepaid insurance Collateral deposits Deferred loan costs, net of amortization Other Total $ $ |
OTHER NONCURRENT ASSETS
OTHER NONCURRENT ASSETS | 3 Months Ended |
Jun. 30, 2015 | |
OTHER NONCURRENT ASSETS | |
OTHER NONCURRENT ASSETS | NOTE 7 — OTHER NONCURRENT ASSETS June 30, 2015 March 31, 2015 Deferred loan costs, net of amortization $ $ Total $ $ |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Jun. 30, 2015 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 8 - ACCRUED EXPENSES June 30, 2015 March 31, 2015 Accrued compensation $ $ Provision for contract losses Accrued interest expense Other Total $ $ Our contract loss provision at both June 30, 2015 and March 31, 2015 includes approximately $0.5 million for estimated contract losses in connection with a certain customer purchase agreement. We filed a demand for arbitration under the contract to recover damages, together with attorney’s fees, interest and costs, subsequent to the customer’s request to reduce the number of units ordered under the purchase agreement. As a result of the customer filing a voluntary bankruptcy claim, the demand is now considered an unsecured creditor claim within the customer’s overall bankruptcy proceedings. It is more likely than not that we will not be able to recover the full amount of our claim. As such, part of the total reduction in the liability reflects the netting of approximately $0.8 million of accumulated costs in work-in-progress and $1.1 million of accounts receivable with the loss provision. Accrued interest expense is for deferred interest costs accounted for under the effective interest method in connection with the Utica Credit Loan Note due November 2018. |
DEBT
DEBT | 3 Months Ended |
Jun. 30, 2015 | |
DEBT | |
DEBT | NOTE 9 — DEBT June 30, 2015 March 31, 2015 Utica Credit Loan Note due November 2018 $ $ Revere Term Loan and Notes due December 2015 Obligations under capital leases Total debt $ $ Less: Short-term debt $ $ Less: Current portion of long-term debt $ $ Total long-term debt, including capital lease $ $ Term Loan and Security Agreement On December 22, 2014, Ranor entered into the TLSA with Revere. Pursuant to the TLSA, Revere agreed to loan an aggregate of $2.25 million to Ranor under the First Loan Note in the aggregate principal amount of $1.5 million and the Second Loan Note in the aggregate principal amount of $750,000. The First Loan Note is collateralized by a secured interest in Ranor’s Massachusetts facility and certain machinery and equipment at Ranor. The Second Loan Note is collateralized by a secured interest in certain accounts, inventory and equipment of Ranor. Payments under the TLSA, the First Loan Note and the Second Loan Note are due as follows: (a) payments of interest only on advanced principal on a monthly basis on the first day of each month from February 1, 2015 until December 31, 2015 with an annual interest rate on the unpaid principal balance of the First Loan Note and the Second Loan Note equal to 12% per annum and (b) the principal balance plus accrued and unpaid interest payable on December 31, 2015. Ranor’s obligations under the TLSA, the First Loan Note and the Second Loan Note are guaranteed by TechPrecision pursuant to a Guaranty Agreement with Revere. Ranor utilized approximately $1.45 million of the proceeds of the First Loan Note and Second Loan Note to pay off Bond obligations owed to Santander Bank N.A. plus breakage fees on a related interest swap of $217,220 under the Loan and Security Agreement with Santander Bank N.A. The remaining proceeds of the First Loan Note and the Second Loan Note were retained by the Company for general corporate purposes. Pursuant to the TLSA, Ranor is subject to certain affirmative and negative covenants, including a cash covenant, which requires that we maintain minimum month end cash balances that range from $400,000 to $820,000. We were required to maintain a cash balance of $775,000 and $500,000 at June 30, 2015 and March 31, 2015, respectively. We were in compliance with all covenants under the TLSA at June 30, 2015 and March 31, 2015. Loan and Security Agreement On May 30, 2014, TechPrecision and Ranor entered into the LSA, with Utica. Pursuant to the LSA, Utica agreed to loan $4.15 million to Ranor under a Credit Loan Note, which is collateralized by a first secured interest in certain machinery and equipment at Ranor. Payments under the LSA and the Credit Loan Note are due in monthly installments with an interest rate on the unpaid principal balance of the Credit Loan Note equal to 7.5% plus the greater of 3.3% or the six-month LIBOR interest rate, as described in the Credit Loan Note. At June 30, 2015, the rate of interest on the debt under the LSA was 10.8%. In addition, if the obligations under the LSA and the Credit Loan Note are paid in full prior to the maturity date, Ranor will be required to pay Utica deferred interest in an amount ranging from $166,000 during the first twelve months of the term of the loan to $498,000 at any time after the forty-eighth month of the term of the loan. Ranor’s obligations under the LSA and the Credit Loan Note are guaranteed by TechPrecision. Pursuant to the LSA, Ranor is subject to certain restrictive covenants which, among other things, restrict Ranor’s ability to (1) declare or pay any dividend or other distribution on its equity, purchase or retire any of its equity, or alter its capital structure; (2) make any loan or guaranty or assume any obligation or liability; (3) default in payment of any debt in excess of $5,000 to any person; (4) sell any of the collateral outside the normal course of business; and (5) enter into any transaction that would materially or adversely affect the collateral or Ranor’s ability to repay the obligations under the LSA and the Credit Loan Note. The restrictions contained in these covenants are subject to certain exceptions specified in the LSA and in some cases may be waived by written consent of Utica. Any failure to comply with the covenants outlined in the LSA without waiver by Utica or certain other provisions in the LSA would constitute an event of default, pursuant to which Utica may accelerate the repayment of the loan. In connection with the execution of the LSA, the Company paid approximately $0.24 million in fees and associated costs and utilized approximately $2.65 million of the proceeds of the Credit Loan Note to pay off, or complete a refinancing of, debt obligations owed to Santander Bank N.A. under the Loan and Security Agreement. We paid a breakage fee of $29,448 for early termination of the interest rate swap for the Series B Bonds and recorded the amount as interest expense in our statement of operations. We retained approximately $1.27 million of the proceeds of the Credit Loan Note for general corporate purposes. Capital Lease We entered into a new capital lease in April 2012 for certain office equipment. The lease has a term of 63 months, bears interest at 6.0% and requires monthly payments of principal and interest of $860. This lease was amended in fiscal 2014 when we purchased a replacement copier at Ranor. The revised lease term was extended by nine months and will expire in March 2018 and the required monthly payments of principal and interest increased to $1,117. The amount of the lease recorded in property, plant and equipment, net as of June 30, 2015 and March 31, 2015 was $31,889 and $38,027, respectively. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jun. 30, 2015 | |
INCOME TAXES | |
INCOME TAXES | NOTE 10 - INCOME TAXES We account for income taxes under the provisions of FASB ASC 740, Income Taxes . At the end of each interim period, we make an estimate of our annual expected effective tax rates in both the United States and China. For the three months ended June 30, 2015 and 2014, we recorded zero income tax expense. The lack of tax expense or benefit for the three months ended June 30, 2015 was primarily the result of recording a full valuation allowance on our net deferred tax assets. A valuation allowance must be established for deferred tax assets when it is more likely than not that they will not be realized. The assessment was based on the weight of negative evidence at the balance sheet date, our recent operating losses and unsettled circumstances that, if unfavorably resolved, would adversely affect future operations and profit levels. We have determined that it is more likely than not that certain future tax benefits may not be realized. A change in the estimates used to make this determination could require an increase in deferred tax assets if they become realizable. At March 31, 2015, our federal net operating loss carry-forward was approximately $10.0 million. If not utilized, the federal net operating loss carry-forward will begin to expire in 2025. Section 382 of the Internal Revenue Code, as amended, provides for a limitation on the annual use of net operating loss carryforwards following certain ownership changes that could limit our ability to utilize these carryforwards on a yearly basis due to an ownership change in connection with the acquisition of Ranor in 2006. We file income tax returns in the U.S. federal jurisdiction, and various state jurisdictions. Our foreign subsidiary files separate income tax returns in China, the foreign jurisdiction in which it is located. Tax years 2012 and forward remain open for examination. We recognize interest and penalties accrued related to income tax liabilities in selling, general and administrative expense in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). |
PROFIT SHARING PLAN
PROFIT SHARING PLAN | 3 Months Ended |
Jun. 30, 2015 | |
PROFIT SHARING PLAN | |
PROFIT SHARING PLAN | NOTE 11 - PROFIT SHARING PLAN Ranor has a 401(k) profit sharing plan that covers substantially all Ranor employees who have completed 90 days of service. Ranor retains the option to match employee contributions. Our contributions were $3,083 and $2,678 for the three months ended June 30, 2015 and 2014, respectively. |
CAPITAL STOCK
CAPITAL STOCK | 3 Months Ended |
Jun. 30, 2015 | |
CAPITAL STOCK | |
CAPITAL STOCK | NOTE 12 - CAPITAL STOCK Preferred Stock We have 10,000,000 authorized shares of preferred stock and our board of directors has broad power to create one or more series of preferred stock and to designate the rights, preferences, privileges and limitations of the holders of such series. Our board of directors has created one series of preferred stock - the Series A Convertible Preferred Stock. During the three months ended June 30, 2015 and 2014, 593,811 and 550,000 shares of Series A Convertible Preferred Stock were converted into 776,229 and 718,954 shares of common stock, respectively. We had 1,333,697 and 1,927,508 shares of Series A Convertible Preferred Stock outstanding at June 30, 2015 and March 31, 2015, respectively. Each share of Series A Convertible Preferred Stock was initially convertible into one share of common stock. As a result of our failure to meet certain levels of earnings before interest, taxes, depreciation and amortization for the years ended March 31, 2006 and 2007, the conversion rate changed, and each share of Series A Convertible Preferred Stock became convertible into 1.3072 shares of common stock, with an effective conversion price of $0.218. Based on the current conversion ratio, there were 1,743,409 and 2,519,638 common shares underlying the Series A Convertible Preferred Stock as of June 30, 2015 and March 31, 2015, respectively. Upon any liquidation, we would be required to pay $0.285 for each share of Series A Convertible Preferred Stock. The payment would be made before any payment to holders of any junior securities and after payment to holders of securities that are senior to the Series A Convertible Preferred Stock. Common Stock We had 90,000,000 authorized common shares at June 30, 2015 and March 31, 2015. There were 25,446,187 and 24,669,958 shares of common stock outstanding at June 30, 2015 and March 31, 2015, respectively. For the three months ended June 30, 2015 we issued 776,229 shares of common stock in connection with conversions of Series A Convertible Preferred Stock. For the three months ended June 30, 2014, we issued 718,954 shares of common stock in connection with conversions of Series A Convertible Preferred Stock. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 3 Months Ended |
Jun. 30, 2015 | |
STOCK BASED COMPENSATION | |
STOCK BASED COMPENSATION | NOTE 13 - STOCK BASED COMPENSATION In 2006, our board of directors adopted, and our stockholders approved, the 2006 long-term incentive plan, or the Plan, covering 1,000,000 shares of common stock. On August 5, 2010, the Plan was amended to increase the maximum number of shares of common stock that may be issued to an aggregate of 3,000,000 shares. On September 15, 2011, the directors adopted and the shareholders approved an amendment to increase the maximum number of shares of common stock that may be issued to an aggregate of 3,300,000 shares. The Plan provides for the grant of incentive and non-qualified options, stock grants, stock appreciation rights and other equity-based incentives to employees, including officers, and consultants. The Plan is to be administered by a committee of not less than two directors each of whom is to be an independent director. In the absence of a committee, the Plan is administered by our board of directors. Independent directors are not eligible for discretionary options. Pursuant to the Plan, each newly elected independent director receives, at the time of election, a five-year option to purchase 50,000 shares of common stock at the market price on the date of his or her election. In addition, the Plan provides for the annual grant of an option to purchase 10,000 shares of common stock on July 1 of each year following the third anniversary of the date of election. The fair value of the options we granted was estimated using the Black-Scholes option-pricing model based on the closing stock prices at the grant date and the weighted average assumptions specific to the underlying options. Expected volatility assumptions are based on the historical volatility of our common stock. The risk-free interest rate was selected based upon yields of five-year U.S. Treasury issues. We use the simplified method for all grants to estimate the expected term of the option. We assume that stock options will be exercised evenly over the period from vesting until the awards expire. As such, the assumed period for each vesting tranche is computed separately and then averaged together to determine the expected term for the award. Because of our limited stock exercise activity we did not rely on our historical exercise data. At June 30, 2015, there were 1,832,006 shares of common stock available for grant under the Plan. The following table summarizes information about options for the periods presented below: Number Of Weighted Average Aggregate Intrinsic Weighted Average Remaining Contractual Life Options Exercise Price Value (in years) Outstanding at 4/1/2014 $ $ Granted $ Forfeited ) $ Outstanding at 3/31/2015 $ $ Granted — $ — Forfeited ) $ Outstanding at 6/30/2015 $ $ Vested or expected to vest at 6/30/2015 $ $ Exercisable and vested at 6/30/2015 $ $ At June 30, 2015 there was $12,697 of total unrecognized compensation cost related to stock options. These costs are expected to be recognized over the next two years. The total fair value of shares vested during the three months ended June 30, 2015 was $31,266. The following table summarizes the activity of our stock options outstanding but not vested for the three months ended June 30, 2015: Number of Options Weighted Average Exercise Price Outstanding at 3/31/2015 $ Granted — $ — Forfeited ) $ Vested ) $ Outstanding at 6/30/2015 $ |
CONCENTRATION OF CREDIT RISK AN
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS | 3 Months Ended |
Jun. 30, 2015 | |
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS | |
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS | NOTE 14 - CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS We maintain bank account balances, which, at times, may exceed Federal Deposit Insurance Corporation insured limits. We have not experienced any losses with these accounts and believe that we are not exposed to any significant credit risk on cash. At June 30, 2015, there were accounts receivable balances outstanding from six customers comprising 98% of the total receivables balance. The following table sets forth information as to accounts receivable from customers who accounted for more than 10% of our accounts receivable balance as of: June 30, 2015 March 31, 2015 Customer Dollars Percent Dollars Percent A $ % $ % B $ * * % $ % C $ % $ % D $ % $ * * % E $ % $ * * % F $ % $ * * % G $ % $ * * % *less than 10% of total We have been dependent in each year on a small number of customers who generate a significant portion of our business, and these customers change from year to year. The following table sets forth information as to net sales from customers who accounted for more than 10% of our revenue for the three months ended: June 30, 2015 June 30, 2014 Customer Dollars Percent Dollars Percent A $ % $ % B $ * * % $ % C $ % $ * * % D $ % $ * * % E $ % $ * * % *less than 10% of total |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Jun. 30, 2015 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | NOTE 15 — SEGMENT INFORMATION We consider our business to consist of one segment - metal fabrication and precision machining. A significant amount of our operations, assets and customers are located in the United States. The following table presents our geographic information (net sales and property, plant and equipment, net) by the country in which the legal subsidiary is domiciled and assets are located: Net Sales Property, Plant and Equipment, Net Three months ended: At: June 30, 2015 June 30, 2014 June 30, 2015 March 31, 2015 United States $ $ $ $ China $ — $ $ — $ |
COMMITMENTS
COMMITMENTS | 3 Months Ended |
Jun. 30, 2015 | |
COMMITMENTS | |
COMMITMENTS | NOTE 16 — COMMITMENTS Leases New Lease On June 1, 2015 we entered into a new office lease with GPX Wayne Office Properties, L.P., or GPX Wayne, pursuant to which the Company leases approximately 1,100 square feet located at 992 Old Eagle School Road, Wayne, Pennsylvania, or the Wayne Property. The Company assumed possession of the Wayne Property on June 16, 2015, or the Commencement Date. The initial term of this lease will expire on June 30, 2016, unless sooner terminated in accordance with the terms of the lease. The Company’s base rent for the Wayne Property is $1,838 per month in addition to payments for electricity (on a proportionate ratio basis for the entire building), certain contributions for leasehold improvements, and certain other additional rent items (including certain taxes, insurance premiums and operating expenses). Other than as described above, there is no relationship between the Company and GPX Wayne. Termination of Lease On June 4, 2015, the Company entered into a lease termination agreement with CLA Building Associates, L.P., or CLA, pursuant to which the Company and CLA agreed to terminate the lease b etween the Company and CLA with respect to certain office space in Newtown Square , Pennsylvania, or the Newtown Square Property . Pursuant to the lease termination agreement, the lease with respect to the Newtown Square Property was terminated and the Company vacated the Newtown Square Property on June 16, 2015. The lease termination agreement provides that CLA will retain the Company’s security deposit of $2,400. Employment Agreements We have employment agreements with each of our executive officers. Such agreements provide for minimum salary levels, adjusted annually, certain guaranteed bonuses, and incentive bonuses that are payable if specified company goals are attained. The aggregate commitment at June 30, 2015 for future executive salaries during the next twelve months, including fiscal 2015 bonuses payable after March 31, 2015, was approximately $0.9 million. The aggregate commitment at June 30, 2015 was approximately $0.4 million for accrued payroll, vacation and holiday pay for the remainder of our employees. |
EARNINGS PER SHARE (EPS)
EARNINGS PER SHARE (EPS) | 3 Months Ended |
Jun. 30, 2015 | |
EARNINGS PER SHARE (EPS) | |
EARNINGS PER SHARE (EPS) | NOTE 17 - EARNINGS PER SHARE (EPS) Basic EPS is computed by dividing reported earnings available to stockholders by the weighted average shares outstanding. Diluted EPS also includes the effect of convertible preferred stock, warrants, and stock options that would be dilutive. The following table provides a reconciliation of the numerators and denominators reflected in the basic and diluted earnings per share computations, as required under FASB ASC 260. Three Months ended June 30, 2015 Three Months ended June 30, 2014 Basic EPS Net Income (Loss) $ $ ) Weighted average shares Basic Income (Loss) per share $ $ ) Diluted EPS Net Income (Loss) $ $ ) Dilutive effect of convertible preferred stock, stock options and restricted shares — — Diluted weighted average shares Diluted Income (Loss) per share $ $ ) All potential common share equivalents that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three months ended June 30, 2015, there were 2,693,909 of potential common share equivalents that were out-of-the-money and were not included in the EPS calculations above. For the three months ended June 30, 2014, there were 2,192,220, of potentially anti-dilutive stock options and convertible preferred stock, none of which were included in the EPS calculations above. |
PROPERTY, PLANT AND EQUIPMENT23
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
Schedule of components of property, plant and equipment, net | June 30, 2015 March 31, 2015 Land $ $ Building and improvements Machinery equipment, furniture and fixtures Equipment under capital leases Construction in progress — Total property, plant and equipment Less: accumulated depreciation ) ) Total property, plant and equipment, net $ $ |
COSTS INCURRED ON UNCOMPLETED24
COSTS INCURRED ON UNCOMPLETED CONTRACTS (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
COSTS INCURRED ON UNCOMPLETED CONTRACTS | |
Schedule of costs incurred on uncompleted contracts | June 30, 2015 March 31, 2015 Cost incurred on uncompleted contracts, beginning balance $ $ Total cost incurred on contracts during the period Less cost of sales, during the period ) ) Cost incurred on uncompleted contracts, ending balance $ $ Billings on uncompleted contracts, beginning balance $ $ Plus: Total billings incurred on contracts, during the period Less: Contracts recognized as revenue, during the period ) ) Billings on uncompleted contracts, ending balance $ $ Cost incurred on uncompleted contracts, ending balance $ $ Billings on uncompleted contracts, ending balance Costs incurred on uncompleted contracts, in excess of progress billings $ $ |
OTHER CURRENT ASSETS (Tables)
OTHER CURRENT ASSETS (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
OTHER CURRENT ASSETS | |
Schedule of other current assets | June 30, 2015 March 31, 2015 Payments advanced to suppliers $ $ Prepaid insurance Collateral deposits Deferred loan costs, net of amortization Other Total $ $ |
OTHER NONCURRENT ASSETS (Tables
OTHER NONCURRENT ASSETS (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
OTHER NONCURRENT ASSETS | |
Schedule of other noncurrent assets | June 30, 2015 March 31, 2015 Deferred loan costs, net of amortization $ $ Total $ $ |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | June 30, 2015 March 31, 2015 Accrued compensation $ $ Provision for contract losses Accrued interest expense Other Total $ $ |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
DEBT | |
Schedule of outstanding debt obligations | June 30, 2015 March 31, 2015 Utica Credit Loan Note due November 2018 $ $ Revere Term Loan and Notes due December 2015 Obligations under capital leases Total debt $ $ Less: Short-term debt $ $ Less: Current portion of long-term debt $ $ Total long-term debt, including capital lease $ $ |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
STOCK BASED COMPENSATION | |
Summary of information about options for the periods presented | Number Of Weighted Average Aggregate Intrinsic Weighted Average Remaining Contractual Life Options Exercise Price Value (in years) Outstanding at 4/1/2014 $ $ Granted $ Forfeited ) $ Outstanding at 3/31/2015 $ $ Granted — $ — Forfeited ) $ Outstanding at 6/30/2015 $ $ Vested or expected to vest at 6/30/2015 $ $ Exercisable and vested at 6/30/2015 $ $ |
Summary of activity of stock options outstanding but not vested | Number of Options Weighted Average Exercise Price Outstanding at 3/31/2015 $ Granted — $ — Forfeited ) $ Vested ) $ Outstanding at 6/30/2015 $ |
CONCENTRATION OF CREDIT RISK 30
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS (Tables) - Customer Concentration Risk | 3 Months Ended |
Jun. 30, 2015 | |
Receivable balance | |
Concentration of credit risk and major customers | |
Schedule of concentration of risk by factors | June 30, 2015 March 31, 2015 Customer Dollars Percent Dollars Percent A $ % $ % B $ * * % $ % C $ % $ % D $ % $ * * % E $ % $ * * % F $ % $ * * % G $ % $ * * % *less than 10% of total |
Net sales | |
Concentration of credit risk and major customers | |
Schedule of concentration of risk by factors | June 30, 2015 June 30, 2014 Customer Dollars Percent Dollars Percent A $ % $ % B $ * * % $ % C $ % $ * * % D $ % $ * * % E $ % $ * * % *less than 10% of total |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
SEGMENT INFORMATION | |
Schedule of geographic information (net sales and net property, plant and equipment) by the country in which the legal subsidiary is domiciled and assets are located | Net Sales Property, Plant and Equipment, Net Three months ended: At: June 30, 2015 June 30, 2014 June 30, 2015 March 31, 2015 United States $ $ $ $ China $ — $ $ — $ |
EARNINGS PER SHARE (EPS) (Table
EARNINGS PER SHARE (EPS) (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
EARNINGS PER SHARE (EPS) | |
Schedule of reconciliation of the numerators and denominators reflected in the basic and diluted loss per share computations | Three Months ended June 30, 2015 Three Months ended June 30, 2014 Basic EPS Net Income (Loss) $ $ ) Weighted average shares Basic Income (Loss) per share $ $ ) Diluted EPS Net Income (Loss) $ $ ) Dilutive effect of convertible preferred stock, stock options and restricted shares — — Diluted weighted average shares Diluted Income (Loss) per share $ $ ) |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) - USD ($) | Apr. 17, 2015 | Dec. 22, 2014 | May. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
DESCRIPTION OF BUSINESS | |||||||
Cash and cash equivalents | $ 1,464,760 | $ 886,888 | $ 1,336,325 | $ 1,086,701 | |||
Cash deposits located in China, which may not be able to be repatriated for use in the U.S. without undue cost or expense | 16,005 | ||||||
Net cash provided by operating activities | 379,309 | (1,557,616) | |||||
Advanced claims payment | 507,835 | ||||||
Net income (loss) | 206,351 | $ (1,271,069) | (3,600,000) | ||||
Provision for estimated customer purchase agreement losses | 500,000 | 500,000 | |||||
Total current liabilities | $ 7,384,377 | $ 7,725,175 | |||||
GT Advanced Technologies | |||||||
DESCRIPTION OF BUSINESS | |||||||
Provision for estimated customer purchase agreement losses | $ 2,400,000 | ||||||
LSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Maximum amount of debt that can be defaulted | $ 5,000 | ||||||
Fees and associated costs | 240,000 | ||||||
Loan proceeds retained for general corporate purposes | 1,270,000 | ||||||
Ranor, Inc. | Citigroup Financial Products Inc | Assignment of Claim Agreement | |||||||
DESCRIPTION OF BUSINESS | |||||||
Unsecured claim sold and assigned | $ 3,740,956 | ||||||
Initial amount received from the sale and assignment of unsecured claim | 507,835 | ||||||
Claim, net of holdback, used as threshold for determining final payment or required repurchase on sale of unsecured claim | $ 1,692,782 | ||||||
Percentage of total claim received as initial payment to be used as multiplier in calculation of final settlement of agreement | 30.00% | ||||||
Percentage of interest to be payable for repurchase | 7.00% | ||||||
Ranor, Inc. | Maximum | Citigroup Financial Products Inc | Assignment of Claim Agreement | |||||||
DESCRIPTION OF BUSINESS | |||||||
Additional amount to be received from the sale and assignment of unsecured claim | $ 614,452 | ||||||
Revere Term Loan and Notes due December 2015 | TLSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Amount borrowed | $ 2,250,000 | ||||||
First Term Loan Note | TLSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Amount borrowed | $ 1,500,000 | ||||||
Interest rate (as a percent) | 12.00% | ||||||
Second Loan Note | TLSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Amount borrowed | $ 750,000 | ||||||
Interest rate (as a percent) | 12.00% | ||||||
Utica Credit Loan Note due November 2018 | LSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Amount borrowed | $ 4,150,000 | ||||||
Stated interest rate to be used as variable interest basis | 7.50% | ||||||
Interest margin (as a percent) | 3.30% | ||||||
Variable interest basis | six-month LIBOR | ||||||
Loan agreement with bank | LSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Repayment of debt | $ 2,650,000 | ||||||
Loan agreement with bank | TLSA | |||||||
DESCRIPTION OF BUSINESS | |||||||
Repayment of debt | $ 1,450,000 | ||||||
Loan agreement with bank | Interest Rate Swap | |||||||
DESCRIPTION OF BUSINESS | |||||||
Breakage fee | $ 217,220 |
PROPERTY, PLANT AND EQUIPMENT34
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Property, Plant and Equipment | |||
Total property, plant and equipment | $ 12,162,473 | $ 12,144,649 | |
Less: accumulated depreciation | (6,732,128) | (6,534,608) | |
Total property, plant and equipment, net | 5,430,345 | 5,610,041 | |
Depreciation expense | 197,228 | $ 215,516 | |
Land | |||
Property, Plant and Equipment | |||
Total property, plant and equipment | 110,113 | 110,113 | |
Building and improvements | |||
Property, Plant and Equipment | |||
Total property, plant and equipment | 3,235,308 | 3,235,308 | |
Machinery equipment, furniture and fixtures | |||
Property, Plant and Equipment | |||
Total property, plant and equipment | 8,733,884 | 8,733,660 | |
Equipment under capital leases | |||
Property, Plant and Equipment | |||
Total property, plant and equipment | 65,568 | $ 65,568 | |
Construction in progress | |||
Property, Plant and Equipment | |||
Total property, plant and equipment | $ 17,600 |
COSTS INCURRED ON UNCOMPLETED35
COSTS INCURRED ON UNCOMPLETED CONTRACTS (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | |
Cost incurred on uncompleted contracts | |||||
Cost incurred on uncompleted contracts, beginning balance | $ 4,068,488 | $ 9,960,072 | $ 9,960,072 | ||
Total cost incurred on contracts during the period | 2,991,953 | 10,034,158 | |||
Less cost of sales, during the period | (3,092,116) | (6,012,101) | (15,925,742) | ||
Cost incurred on uncompleted contracts, ending balance | 3,968,325 | 4,068,488 | |||
Billings on uncompleted contracts | |||||
Billings on uncompleted contracts, beginning balance | 2,060,244 | 4,702,070 | 4,702,070 | ||
Plus: Total billings incurred on contracts, during the period | 4,482,567 | 15,591,388 | |||
Less: Contracts recognized as revenue, during the period | (4,374,975) | (6,230,341) | (18,233,214) | ||
Billings on uncompleted contracts, ending balance | 2,167,836 | 2,060,244 | |||
Cost incurred on uncompleted contracts | |||||
Cost incurred on uncompleted contracts, ending balance | 4,068,488 | 9,960,072 | 9,960,072 | $ 3,968,325 | $ 4,068,488 |
Billings on uncompleted contracts, ending balance | $ 2,060,244 | $ 4,702,070 | $ 4,702,070 | 2,167,836 | 2,060,244 |
Costs incurred on uncompleted contracts, in excess of progress billings | 1,800,489 | 2,008,244 | |||
Deferred revenues | $ 714,551 | $ 1,211,506 |
OTHER CURRENT ASSETS (Details)
OTHER CURRENT ASSETS (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
OTHER CURRENT ASSETS | ||
Payments advanced to suppliers | $ 72,002 | $ 54,422 |
Prepaid insurance | 176,745 | 205,477 |
Collateral deposits | 85,252 | 85,252 |
Deferred loan costs, net of amortization | 122,708 | 184,063 |
Other | 9,109 | 9,039 |
Total | $ 465,816 | $ 538,253 |
OTHER NONCURRENT ASSETS (Detail
OTHER NONCURRENT ASSETS (Details) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
OTHER NONCURRENT ASSETS | ||
Deferred loan costs, net of amortization | $ 27,155 | $ 45,490 |
Total | $ 27,155 | $ 45,490 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Mar. 31, 2015 | |
ACCRUED EXPENSES | ||
Accrued compensation | $ 672,903 | $ 613,838 |
Provision for contract losses | 469,580 | 533,799 |
Accrued interest expense | 453,818 | 436,787 |
Other | 103,791 | 81,234 |
Total | 1,700,092 | 1,665,658 |
Provision for estimated customer purchase agreement losses | 500,000 | $ 500,000 |
Netting adjustment for accumulated costs in work-in-progress | 800,000 | |
Provision for loss on accounts receivable | $ 1,100,000 |
DEBT (Details)
DEBT (Details) - USD ($) | Dec. 22, 2014 | May. 30, 2014 | Apr. 30, 2012 | Jun. 30, 2015 | Mar. 31, 2014 | Mar. 31, 2015 |
Debt and capital lease obligations | ||||||
Total debt | $ 5,436,160 | $ 5,669,509 | ||||
Less: Short-term debt | 2,250,000 | 2,250,000 | ||||
Less: Current portion of long-term debt | 933,823 | 933,651 | ||||
Total Long-term debt, including capital lease | 2,252,337 | 2,485,858 | ||||
LSA | ||||||
Debt and capital lease obligations | ||||||
Maximum amount of debt that can be defaulted | $ 5,000 | |||||
Fees and associated costs | 240,000 | |||||
Loan proceeds retained for general corporate purposes | 1,270,000 | |||||
TLSA | ||||||
Debt and capital lease obligations | ||||||
Minimum cash balance requirement | 775,000 | 500,000 | ||||
TLSA | Minimum | ||||||
Debt and capital lease obligations | ||||||
Minimum cash balance requirement | 400,000 | |||||
TLSA | Maximum | ||||||
Debt and capital lease obligations | ||||||
Minimum cash balance requirement | 820,000 | |||||
Utica Credit Loan Note due November 2018 | ||||||
Debt and capital lease obligations | ||||||
Total debt | $ 3,150,926 | 3,381,481 | ||||
Utica Credit Loan Note due November 2018 | LSA | ||||||
Debt and capital lease obligations | ||||||
Aggregate principal amount | $ 4,150,000 | |||||
Stated interest rate to be used as variable interest basis | 7.50% | |||||
Variable interest basis | six-month LIBOR | |||||
Interest margin (as a percent) | 3.30% | |||||
Effective interest rate at end of period (as a percent) | 10.80% | |||||
Deferred interest due during the first twelve months of the term (minimum range) | $ 166,000 | |||||
Deferred interest due after the forty-eighth month of the term (maximum range) | 498,000 | |||||
Revere Term Loan and Notes due December 2015 | ||||||
Debt and capital lease obligations | ||||||
Total debt | 2,250,000 | 2,250,000 | ||||
Revere Term Loan and Notes due December 2015 | TLSA | ||||||
Debt and capital lease obligations | ||||||
Aggregate principal amount | $ 2,250,000 | |||||
First Term Loan Note | TLSA | ||||||
Debt and capital lease obligations | ||||||
Aggregate principal amount | $ 1,500,000 | |||||
Interest rate (as a percent) | 12.00% | |||||
Second Loan Note | TLSA | ||||||
Debt and capital lease obligations | ||||||
Aggregate principal amount | $ 750,000 | |||||
Interest rate (as a percent) | 12.00% | |||||
Bonds financing | TLSA | ||||||
Debt and capital lease obligations | ||||||
Repayment of debt | $ 1,450,000 | |||||
Long-term obligations under capital leases | ||||||
Debt and capital lease obligations | ||||||
Total debt | 35,234 | 38,028 | ||||
Amount of the lease recorded in property, plant and equipment, net | $ 31,889 | $ 38,027 | ||||
Capital lease term | 63 months | |||||
Capital lease term extension | 9 months | |||||
Capital lease interest rate (as a percent) | 6.00% | |||||
Capital lease monthly payment | $ 860 | $ 1,117 | ||||
Loan agreement with bank | LSA | ||||||
Debt and capital lease obligations | ||||||
Repayment of debt | $ 2,650,000 | |||||
Loan agreement with bank | TLSA | ||||||
Debt and capital lease obligations | ||||||
Repayment of debt | 1,450,000 | |||||
Interest Rate Swap | MDFA Series B Bonds | LSA | ||||||
Debt and capital lease obligations | ||||||
Breakage fee | $ 29,448 | |||||
Interest Rate Swap | Loan agreement with bank | ||||||
Debt and capital lease obligations | ||||||
Breakage fee | $ 217,220 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
INCOME TAXES | |||
Income tax (benefit) expense provision | $ 0 | $ 0 | |
Federal net operating loss carry-forward | $ 10,000,000 |
PROFIT SHARING PLAN (Details)
PROFIT SHARING PLAN (Details) - Ranor, Inc. - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
PROFIT SHARING PLAN | ||
Eligibility for employer matching contributions, period of service | 90 days | |
Matching contributions made by the company | $ 3,083 | $ 2,678 |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015item$ / sharesshares | Jun. 30, 2014shares | Mar. 31, 2015shares | |
Capital stock | |||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |
Shares converted into common stock | 593,811 | 550,000 | |
Number of shares of common stock issued for converted preferred stock | 776,229 | 718,954 | |
Number of authorized common shares | 90,000,000 | 90,000,000 | |
Number of outstanding common shares | 25,446,187 | 24,669,958 | |
Minimum | |||
Capital stock | |||
Number of series of preferred stock | item | 1 | ||
Series A Convertible Preferred Stock | |||
Capital stock | |||
Number of series of preferred stock | item | 1 | ||
Conversion ratio prior to adjustment | 1 | ||
Conversion ratio | 1.3072 | ||
Effective conversion price (in dollars per share) | $ / shares | $ 0.218 | ||
Number of shares of common stock issuable upon conversion of convertible preferred stock | 1,743,409 | 2,519,638 | |
Required price per share upon liquidation | $ / shares | $ 0.285 | ||
Shares converted into common stock | 593,811 | 550,000 | |
Number of shares of common stock issued for converted preferred stock | 776,229 | 718,954 | 718,954 |
Shares outstanding | 1,333,697 | 1,927,508 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details) | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015USD ($)item$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2014USD ($)$ / sharesshares | Sep. 15, 2011shares | Aug. 05, 2009shares | Mar. 31, 2006shares | |
Share based compensation | ||||||
Maximum number of shares authorized to be issued | 3,300,000 | 3,000,000 | 1,000,000 | |||
Options granted (in shares) | 50,000 | |||||
Exercise price of shares granted (in dollars per share) | $ / shares | $ 0.620 | |||||
Assumption used in valuation of stock options | ||||||
Yield term of U.S. Treasury issues on which risk free interest rate is based | 5 years | |||||
Additional general disclosure | ||||||
Common stock available for grant under plan (in shares) | 1,832,006 | |||||
Number Of Options | ||||||
Outstanding at the beginning of the period (in shares) | 1,190,500 | 1,355,500 | ||||
Granted (in shares) | 50,000 | |||||
Forfeited (in shares) | (120,000) | (215,000) | ||||
Outstanding at the end of the period (in shares) | 1,070,500 | 1,190,500 | 1,355,500 | |||
Vested or expected to vest at the end of the period (in shares) | 1,070,500 | |||||
Exercisable and vested at the end of the period (in shares) | 1,044,666 | |||||
Weighted Average Exercise Price | ||||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 1.049 | $ 1.014 | ||||
Granted (in dollars per share) | $ / shares | 0.620 | |||||
Forfeited (in dollars per share) | $ / shares | 1.110 | 0.730 | ||||
Outstanding at the end of the period (in dollars per share) | $ / shares | 1.042 | $ 1.049 | $ 1.014 | |||
Vested or expected to vest at the end of the period (in dollars per share) | $ / shares | 1.042 | |||||
Exercisable and vested at the end of the period (in dollars per share) | $ / shares | $ 1.052 | |||||
Aggregate Intrinsic Value | ||||||
Outstanding at the end of the period | $ | $ 14,418 | $ 21,600 | $ 329,025 | |||
Vested or expected to vest at the end of the period | $ | 14,418 | |||||
Exercisable and vested at the end of the period | $ | $ 14,418 | |||||
Weighted Average Remaining Contractual Life | ||||||
Outstanding at the end of the period | 4 years 9 months 7 days | 5 years 2 months 5 days | 7 years 3 months 26 days | |||
Vested or expected to vest at the end of the period | 4 years 9 months 7 days | |||||
Exercisable and vested at the end of the period | 4 years 8 months 19 days | |||||
Additional information on stock options | ||||||
Unrecognized compensation cost related to stock options | $ | $ 12,697 | |||||
Period of recognition of unrecognized compensation expense | 2 years | |||||
Fair value of shares vested | $ | $ 31,266 | |||||
Stock options outstanding but not vested, Number of Options | ||||||
Outstanding at the beginning of the period (in shares) | 112,500 | |||||
Granted (in shares) | 50,000 | |||||
Vested (in shares) | (46,666) | |||||
Forfeited (in shares) | (40,000) | |||||
Outstanding at the end of the period (in shares) | 25,834 | 112,500 | ||||
Stock options outstanding but not vested, Weighted Average Exercise Price | ||||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 0.664 | |||||
Granted (in dollars per share) | $ / shares | $ 0.620 | |||||
Vested (in dollars per share) | $ / shares | 0.670 | |||||
Forfeited (in dollars per share) | $ / shares | 0.670 | |||||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 0.646 | $ 0.664 | ||||
Director | ||||||
Share based compensation | ||||||
Terms of options | 5 years | |||||
Options granted (in shares) | 50,000 | |||||
Annual grants to Directors on third anniversary of initial election (in shares) | 10,000 | |||||
Number Of Options | ||||||
Granted (in shares) | 50,000 | |||||
Stock options outstanding but not vested, Number of Options | ||||||
Granted (in shares) | 50,000 | |||||
Director | Minimum | ||||||
Share based compensation | ||||||
Number of directors on a committee to administer the plan | item | 2 |
CONCENTRATION OF CREDIT RISK 44
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS (Details) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($)item | Jun. 30, 2014USD ($) | Mar. 31, 2015USD ($) | |
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 821,639 | $ 826,363 | |
Net sales | $ 4,374,975 | $ 6,230,341 | 18,233,214 |
Receivable balance | Customer Concentration Risk | |||
Concentration of credit risk and major customers | |||
Number of major customers | item | 6 | ||
Concentration risk percentage | 98.00% | ||
Receivable balance | Customer Concentration Risk | Customer A | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 143,028 | $ 296,815 | |
Concentration risk percentage | 17.00% | 36.00% | |
Receivable balance | Customer Concentration Risk | Customer B | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 128,738 | ||
Concentration risk percentage | 16.00% | ||
Receivable balance | Customer Concentration Risk | Customer C | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 128,844 | $ 123,604 | |
Concentration risk percentage | 16.00% | 15.00% | |
Receivable balance | Customer Concentration Risk | Customer D | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 162,491 | ||
Concentration risk percentage | 20.00% | ||
Receivable balance | Customer Concentration Risk | Customer E | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 96,616 | ||
Concentration risk percentage | 12.00% | ||
Receivable balance | Customer Concentration Risk | Customer F | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 176,088 | ||
Concentration risk percentage | 21.00% | ||
Receivable balance | Customer Concentration Risk | Customer G | |||
Concentration of credit risk and major customers | |||
Accounts receivable balance | $ 97,500 | ||
Concentration risk percentage | 12.00% | ||
Net sales | Customer Concentration Risk | Customer A | |||
Concentration of credit risk and major customers | |||
Net sales | $ 1,177,537 | $ 1,862,707 | |
Concentration risk percentage | 27.00% | 30.00% | |
Net sales | Customer Concentration Risk | Customer B | |||
Concentration of credit risk and major customers | |||
Net sales | $ 1,762,985 | ||
Concentration risk percentage | 28.00% | ||
Net sales | Customer Concentration Risk | Customer C | |||
Concentration of credit risk and major customers | |||
Net sales | $ 666,989 | ||
Concentration risk percentage | 15.00% | ||
Net sales | Customer Concentration Risk | Customer D | |||
Concentration of credit risk and major customers | |||
Net sales | $ 535,092 | ||
Concentration risk percentage | 12.00% | ||
Net sales | Customer Concentration Risk | Customer E | |||
Concentration of credit risk and major customers | |||
Net sales | $ 469,718 | ||
Concentration risk percentage | 11.00% |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($)item | Jun. 30, 2014USD ($) | Mar. 31, 2015USD ($) | |
SEGMENT INFORMATION | |||
Number of operating segments | item | 1 | ||
SEGMENT INFORMATION | |||
Net Sales | $ 4,374,975 | $ 6,230,341 | $ 18,233,214 |
Property, Plant and Equipment, Net | 5,430,345 | 5,610,041 | |
United States | |||
SEGMENT INFORMATION | |||
Net Sales | 4,374,975 | 5,744,984 | |
Property, Plant and Equipment, Net | $ 5,430,345 | 5,609,973 | |
China | |||
SEGMENT INFORMATION | |||
Net Sales | $ 485,357 | ||
Property, Plant and Equipment, Net | $ 68 |
COMMITMENTS (Details)
COMMITMENTS (Details) | Jun. 01, 2015USD ($)ft² | Jun. 30, 2015USD ($) | Jun. 04, 2015USD ($) |
Employment agreements | |||
Aggregate annual commitment for future executive salaries during the next fiscal year | $ 900,000 | ||
Aggregate commitment for vacation and holiday pay for non-executive employees | $ 400,000 | ||
New Lease | GPX Wayne | |||
Commitments | |||
Area of land leased (in square feet) | ft² | 1,100 | ||
Monthly base rent | $ 1,838 | ||
Lease termination agreement | CLA | |||
Commitments | |||
Security Deposit | $ 2,400 |
EARNINGS PER SHARE (EPS) (Detai
EARNINGS PER SHARE (EPS) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Basic EPS | |||
Net income (loss) | $ 206,351 | $ (1,271,069) | $ (3,600,000) |
Weighted average shares | 24,867,019 | 24,010,264 | |
Basic Income (Loss) per share (in dollars per share) | $ 0.010 | $ (0.050) | |
Diluted EPS | |||
Net income (loss) | $ 206,351 | $ (1,271,069) | $ (3,600,000) |
Diluted weighted average shares | 24,867,019 | 24,010,264 | |
Diluted Income (Loss) per share (in dollars per share) | $ 0.010 | $ (0.050) | |
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 2,693,909 | 2,192,220 |