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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): November 10, 2022

 

Jerash Holdings (US), Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38474   81-4701719
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

277 Fairfield Road, Suite 338, Fairfield, NJ   07004
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (201) 285-7973

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.001 per share   JRSH   The NASDAQ Stock Market LLC

 

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. ☒ On November 10, 2022, Jerash Holdings (US), Inc. issued a press release to announce financial results for its fiscal year 2023 second quarter, ended September 30, 2022. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number
  Exhibit
99.1   Press Release dated November 10, 2022 announcing financial results for the fiscal 2023 second quarter
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

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.

 

  JERASH HOLDINGS (US), INC.
     
November 10, 2022 By: /s/ Choi Lin Hung
    Choi Lin Hung
   

Chairman of the Board of Directors,

Chief Executive Officer, President, and Treasurer

 

 

2

 

EX-99.1 2 ea168294ex99-1_jerashhold.htm PRESS RELEASE DATED NOVEMBER 10, 2022 ANNOUNCING FINANCIAL RESULTS FOR THE FISCAL 2023 SECOND QUARTER

Exhibit 99.1

 

 

...............

 

Jerash Holdings Reports Fiscal 2023 Second Quarter Financial Results

 

- Performance Impacted by Slowing Economy and Postponement of Shipments Requested by Customers -

 

- Company Announces New Joint Venture and Makes Progress with Initiative to Expand Base of Global Customers -

 

FAIRFIELD, N.J., November 10, 2022 – Jerash Holdings (US), Inc. (“Jerash” or the “Company”) (NASDAQ: JRSH), which manufactures and exports custom, ready-made, sportswear and outerwear for leading global brands, today announced financial results for its fiscal 2023 second quarter, ended September 30, 2022.

 

Jerash also announced that on November 9, 2022, it signed a memorandum of understanding to establish a joint venture company with Busana Apparel Group (“Busana”) to produce garments for Busana’s retail customers that are expressing interest to geographically diversify and add production in Jordan, which has long-standing duty-free export agreements with the U.S., the EU and other countries.

 

“General market conditions throughout the global retail sector continued to be impacted by inflationary pressures and higher interest rates, which have weakened consumer demand,” said Sam Choi, Jerash’s chairman and chief executive officer. “Combined with higher inventory levels, this has restrained orders from our major customers. As a result, our revenue was lower than originally expected by approximately $4 million due to shipment postponements, as retailers work down their inventories.

 

“Despite the current business environment, we are making excellent progress with our initiative to expand and diversify our global branded customer base and pursue other opportunities. We recently added Timberland and Skechers as new customers, and initial shipments to both are beginning in the current fiscal third quarter. These and additional new customers are expected to play an important role for Jerash next year and beyond, providing additional growth opportunities and diversification.”

 

“In addition, we believe our planned joint venture with Busana, which is expected to be completed in the first half of calendar year 2023, to be an outstanding growth opportunity for Jerash, giving us visibility in the athleisure wear and technical clothing segment. Busana is one of the world’s largest manufacturers and exporters of high-quality woven garments.” Choi said.

 

“We also are continuing to add new sourcing partners in the Middle East and North Africa regions in a move to reduce dependency on Asia,” said Gilbert Lee, chief financial officer of Jerash. “This, in turn, will enable us to provide quicker customer response times, as well as open new opportunities to attract additional global brand customers.”

 

“Moving forward, we are remaining conservative with our forecasting and currently expect the third quarter revenue to be in the range of $33 million to $35 million, with gross margin for the full year to be in the range of 16 percent to 18 percent. The gross margin is expected to continue to be impacted because of a product mix characterized by orders with lower average selling prices and smaller quantities from both existing and new customers,” Lee added.

 

 

 

 

Fiscal Year 2023 Second Quarter Results

 

Revenue for the fiscal year 2023 second quarter was $37.8 million, compared with $45.7 million in the same quarter last year. The decrease was primarily due to lower sales to the Company’s two major customers and higher inflation and higher inventory levels reported in the U.S.

 

Gross profit for the fiscal year 2023 second quarter was $6.9 million, compared with $10.1 million in the same quarter last year. Gross margin was 18.3 percent in the fiscal year 2023 second quarter, compared with 22.1 percent in the same quarter last year. The decrease in gross margin was primarily driven by the lower proportion of export orders that typically generate higher margin.

 

Operating expenses totaled $4.3 million in the fiscal year 2023 second quarter, compared with $4.5 million in the same quarter last year. SG&A expenses were $4.3 million in the fiscal year 2023 second quarter, compared with $4.2 million in the same quarter last year.

 

Operating income totaled $2.6 million in the fiscal year 2023 second quarter, versus $5.6 million in the same period last year.

 

Total other expenses were $106,000 in the fiscal year 2023 second quarter, compared with $120,000 in the same quarter last year. Interest expenses were $164,000 in the fiscal year 2023 second quarter, versus $46,000 in the same quarter last year.

 

Net income was $1.8 million in the fiscal year 2023 second quarter, or $0.14 per diluted share, versus $4.4 million, or $0.39 per diluted share, in the same period last year.

 

Comprehensive income attributable to Jerash’s common stockholders totaled $1.6 million in the fiscal year 2023 second quarter, including a foreign currency translation loss of $216,000, compared with comprehensive income attribute to Jerash’s common stockholders totaled $4.4 million in the same period last year.

 

Balance Sheet, Cash Flow and Dividends

 

Cash totaled $23.0 million, and net working capital was $47.5 million on September 30, 2022.

 

On November 4, 2022, Jerash approved a regular quarterly dividend of $0.05 per share on its common stock, payable on November 28, 2022, to stockholders of record as of November 18, 2022.

 

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Share Repurchase Program

 

On June 13, 2022, the Company authorized a $3.0 million share repurchase program. The share repurchase program will be in effect through March 31, 2023. As of September 30, 2022, 104,826 shares had been repurchased at market rates with a total price of $548,000, excluding broker commissions. Approximately $2.5 million remains available for future repurchases.

 

Six-Month Fiscal 2023 Results

 

Revenue for the first six months of fiscal 2023 was $71.3 million, compared with $75.6 million in the same period last year.

 

Gross profit was $13.5 million for the first six months of fiscal 2023, compared with $15.7 million for the same period last year. Gross margin for the first six months of fiscal 2023 was 19.0 percent, compared with 20.8 percent in the same period last year.

 

Operating expenses for the fiscal 2023 year-to-date period were $8.6 million, compared with $7.8 million for the same period last year. Operating income was $4.9 million for the fiscal 2023 year-to-date period, or 6.9 percent of revenue, compared with $8.0 million, or 10.5 percent of revenue, for the same period last year.

 

Net income for the first six months of fiscal 2023 was $3.5 million, or $0.28 per diluted share, compared with $6.4 million, or $0.56 per diluted share, in the same period last year.

 

Comprehensive income attributable to Jerash’s common stockholders was $3.2 million in the first six months of fiscal 2023, which included a foreign currency translation loss of $334,000, compared with $6.5 million in the same period last year, which included a foreign currency translation gain of $80,000.

 

Conference Call

 

Jerash will host an investor conference call to discuss its fiscal 2023 second quarter results today, November 10, 2022, at 9:00 a.m. Eastern Time. 

 

Phone:  877-545-0523 (domestic); 973-528-0016 (international) 

Conference ID: 253055

 

A live and archived webcast will be available online in the investor relations section of Jerash’s website at www.jerashholdings.com. For those who are not able to listen to the live broadcast, the call will be archived for approximately one year on the website. 

 

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About Jerash Holdings (US), Inc. 

 

Jerash Holdings (US), Inc. manufactures and exports custom, ready-made, sportswear and outerwear for leading global brands and retailers, including Walmart, Costco, New Balance, G-III (which owns brands such as Calvin Klein, Tommy Hilfiger, DKNY, and Guess), American Eagle, and VF Corporation (which owns brands such as The North Face, Timberland, and Vans). Jerash’s existing production facilities comprise six factory units, and four warehouses, and Jerash currently employs approximately 5,000 people. The total annual capacity at its facilities was approximately 14.0 million pieces as of September 30, 2022. Additional information is available at www.jerashholdings.com.

 

Forward-Looking Statements

 

This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect”, “seek”, “potential,” “outlook” and similar expressions are intended to identify forward-looking statements. Such statements, including, but not limited to, Jerash’s current views with respect to future events and its financial forecasts, are subject to such risks and uncertainties. Many factors could cause actual results to differ materially from the statements made, including those risks described from time to time in filings made by Jerash with the Securities and Exchange Commission. In addition, there is uncertainty about the further spread of the COVID-19 virus or new variants thereof, or the occurrence of another wave of cases and the impact it may have on the company’s operations, the demand for the company’s products, global supply chains and economic activity in general. These and other risks and uncertainties are detailed in the company’s filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. Statements contained in this news release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Jerash does not intend and does not assume any obligation to update these forward-looking statements, other than as required by law.

 

Contact: 

PondelWilkinson Inc.  

Judy Lin Sfetcu or Roger Pondel  

310-279-5980; jsfetcu@pondel.com  

 

#   #   #

(tables below)

 

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JERASH HOLDINGS (US), INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

 

 

   

For the Three Months

Ended

September 30,

   

For the Six Months

Ended
September 30,

 
    2022     2021     2022     2021  
                         
Revenue, net   $ 37,825,695     $ 45,711,166     $ 71,262,256     $ 75,599,858  
Cost of goods sold     30,907,908       35,606,587       57,722,102       59,864,337  
Gross Profit     6,917,787       10,104,579       13,540,154       15,735,521  
                                 
Selling, general, and administrative expenses     4,308,084       4,177,204       8,326,782       7,462,779  
Stock-based compensation expenses     -       315,296       294,822       315,813  
Total Operating Expenses     4,308,084       4,492,500       8,621,604       7,778,592  
                                 
Income from Operations     2,609,703       5,612,079       4,918,550       7,956,929  
                                 
Other Income (Expenses):                                
    Interest expenses     (163,595 )     (45,762 )     (251,437 )     (74,401 )
Other income (expenses), net     57,807       (74,557 )     118,049       (38,276 )
Total other income (expenses), net     (105,788 )     (120,319 )     (133,388 )     (112,677 )
                                 
Net income before provision for income taxes     2,503,915       5,491,760       4,785,162       7,844,252  
                                 
Income tax expenses     712,163       1,050,330       1,272,028       1,468,139  
                                 
Net Income     1,791,752       4,441,430       3,513,134       6,376,113  
                                 
Other Comprehensive Income:                                
Foreign currency translation (loss) income     (216,210 )     (263 )     (333,870 )     79,725  
Comprehensive Income Attributable to Jerash Holdings (US), Inc.’s Common Stockholders   $ 1,575,542     $ 4,441,167     $ 3,179,264     $ 6,455,838  
                                 
Earnings Per Share Attributable to Common Stockholders:                                
Basic and diluted   $ 0.14     $ 0.39     $ 0.28     $ 0.56  
                                 
Weighted Average Number of Shares                                
Basic     12,498,431       11,334,318       12,416,823       11,333,907  
Diluted     12,498,431       11,512,533       12,485,512       11,403,931  
                                 
Dividend per share   $ 0.05     $ 0.05     $ 0.10     $ 0.10  

 

5

 

 

JERASH HOLDINGS (US), INC., AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

    September 30,
2022
    March 31,
2022
 
    (Unaudited)        
ASSETS
Current Assets:            
Cash   $ 23,013,797     $ 25,176,120  
Accounts receivable, net     4,030,082       11,049,069  
Tax recoverable     20,524       374,377  
Inventories     36,426,607       28,255,179  
Prepaid expenses and other current assets     2,896,886       3,233,592  
Investment deposits     -       500,000  
Advance to suppliers, net     2,271,202       1,284,601  
Total Current Assets     68,659,098       69,872,938  
                 
Restricted cash - non-current     1,437,339       1,407,368  
Long-term deposits     302,941       419,597  
Deferred tax assets, net     352,590       352,590  
Property, plant and equipment, net     20,815,727       10,933,147  
Goodwill     499,282       499,282  
Right of use assets, net     1,304,530       1,826,062  
Total Assets   $ 93,371,507     $ 85,310,984  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:                
Credit facilities   $ 1,106,130     $ -  
Accounts payable     10,536,911       4,840,225  
Accrued expenses     3,795,540       3,115,953  
Income tax payable - current     3,019,804       2,861,272  
Other payables     1,528,980       2,278,816  
Deferred revenue     465,405       -  
Amount due to a related party     -       300,166  
Operating lease liabilities - current     685,297       739,101  
Total Current Liabilities     21,138,067       14,135,533  
                 
Operating lease liabilities - non-current     494,831       869,313  
Income tax payable - non-current     751,410       1,001,880  
Total Liabilities     22,384,308       16,006,726  
                 
Commitments and Contingencies                
                 
Stockholders’ Equity                
Preferred stock, $0.001 par value; 500,000 shares authorized; none issued and outstanding   $ -     $ -  
Common stock, $0.001 par value; 30,000,000 shares authorized; 12,534,318 and 12,334,318 shares issued; 12,429,492 and 12,334,318 outstanding as of September 30, 2022 and March 31, 2022 respectively     12,534       12,334  
Additional paid-in capital     22,811,968       22,517,346  
Treasury stock, cost base (104,826 shares held as of September 30, 2022 and no share held as of March 31, 2022 respectively)     (547,713 )     -  
Statutory reserve     379,323       379,323  
Retained earnings     48,537,812       46,268,110  
Accumulated other comprehensive (loss) income     (206,725 )     127,145  
Total Jerash Holdings (US), Inc.’s Stockholders’ Equity     70,987,199       69,304,258  
                 
Total Liabilities and Stockholders’ Equity   $ 93,371,507     $ 85,310,984  

 

6

 

 

JERASH HOLDINGS (US), INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 

    For the Six Months Ended
September 30,
 
    2022     2021  
CASH FLOWS FROM OPERATING ACTIVITIES            
Net Income   $ 3,513,134     $ 6,376,113  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation and amortization     1,184,940       880,135  
Stock-based compensation expenses     294,822       315,813  
Amortization of operating lease right-of-use assets     548,849       356,030  
Changes in operating assets:                
Accounts receivable     7,018,987       (1,382,857 )
Inventories     (8,171,427 )     4,475,694  
Prepaid expenses and other current assets     336,710       (504,673 )
Advance to suppliers     (986,600 )     1,149,836  
Changes in operating liabilities:                
Accounts payable     5,696,686       (3,387,584 )
Accrued expenses     679,586       1,127,297  
Other payables     (749,837 )     (378,957 )
Deferred revenue     465,405       1,474,932  
Operating lease liabilities     (455,604 )     (241,107 )
Income tax payable, net of recovery     262,106       (37,442 )
Net cash provided by operating activities     9,637,757       10,223,230  
                 
CASH FLOWS FROM INVESTING ACTIVITIES                
Purchases of property, plant and equipment     (7,679,600 )     (1,606,419 )
Payments for construction of properties     (2,641,614 )     -  
Acquisition deposit     -       (3,200,000 )
Payment for long-term deposits     (129,650 )     (268,255 )
Net cash used in investing activities     (10,450,864 )     (5,074,674 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES                
Dividend payments     (1,243,432 )     (1,133,365 )
Shares repurchase     (547,713 )     -  
Repayments from short-term loan     (901,055 )     (612,703 )
Repayment to a related party     (300,166 )     -  
Proceeds from short-term loan     2,007,185       -  
Net cash used in financing activities     (985,181 )     (1,746,068 )
                 
EFFECT OF EXCHANGE RATE CHANGES ON CASH     (334,064 )     79,625  
                 
NET (DECREASE) INCREASE IN CASH     (2,132,352 )     3,482,113  
                 
CASH, AND RESTRICTED CASH, BEGINNING OF THE PERIOD     26,583,488       22,860,463  
                 
CASH, AND RESTRICTED CASH, END OF THE PERIOD   $ 24,451,136     $ 26,342,576  
                 
CASH, AND RESTRICTED CASH, END OF THE PERIOD     24,451,136       26,342,576  
LESS: NON-CURRENT RESTRICTED CASH     1,437,339       1,301,588  
CASH, END OF THE PERIOD   $ 23,013,797     $ 25,040,988  
                 
Supplemental disclosure information:                
Cash paid for interest   $ 251,437     $ 74,401  
Income tax paid   $ 1,096,934     $ 1,512,215  
                 
Non-cash financing activities                
Equipment obtained by utilizing long-term deposit   $ 1,111,043     $ 321,955  
Right of use assets obtained in exchange for operating lease obligations   $ 68,932     $ 353,611  

 

 

7