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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2024
Commission File Number 001-38490
HIGHWAY HOLDINGS LIMITED
(Translation of Registrant’s Name Into English)
Suite 1801, Level 18
Landmark North
39 Lung Sum Avenue
Sheung Shui
New Territories, Hong Kong
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Attached to this Report on Form 6-K is the press release issued by the registrant on July 12, 2024.
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 thereunto duly authorized.
| HIGHWAY HOLDINGS LIMITED | ||
| Date: July 15, 2024 | By | /s/ ROLAND W. KOHL |
| Roland W. Kohl | ||
| Chief Executive Officer | ||
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Exhibit 99.1
NEWS RELEASE
HIGHWAY HOLDINGS RESTATES UNAUDITED FINANCIAL STATEMENTS FOR 3 AND 9 MONTHS ENDED DECEMBER 31, 2023 RESULTING IN HIGHER NET INCOME FOR BOTH PERIODS
HONG KONG –July 12, 2024 – Highway Holdings Limited (Nasdaq: HIHO) (the “Company” or “Highway Holdings”) today announced it has restated its unaudited quarterly financial statements for the three and nine months ended December 31, 2023, which were released in an earnings press release on February 1, 2024. The decision to restate the financial statements was approved on July 12, 2024 by Highway Holdings’ Board of Directors upon the recommendation of the Audit Committee of the Board of Directors and after consultation with management.
Investors should no longer rely upon the previously released financial statements cited above. Similarly, any other press releases and investor communications containing information derived from such financial statements should no longer be relied upon.
The Company has concluded that the interim financial statements cannot be relied upon due to the misapplication of a revenue recognition accounting standard following a change in inventory fulfillment and transfer procedures by one of the Company’s customers. The inventory adjustment resulted in the erroneous inclusion of $1,875,000 in net sales and $1,921,000 in cost of sales from the transfers of certain parts to be included in products manufactured by the Company for its customer. This misapplication was identified during the preparation of Highway Holdings’ Annual Report on Form 20-F for the fiscal year ended March 31, 2024. The restated financial statements for the three and nine months ended December 31, 2023 are attached to this press release.
The adjustments to net sales and other line items resulting from the changed inventory transfer policies resulted in an increase in net income for the third quarter of fiscal year 2024 from $302,000, or $0.07 per diluted share, to $348,000, or $0.08 per diluted share, and resulted in an increase in net income for the first nine months of fiscal year 2024 from $177,000, or $0.04 per diluted share, to $223,000, or $0.05 per diluted share in the restated financial statements
Today’s announcement reiterates Highway Holdings’ continued commitment to improve its practices and uphold the highest standards of financial reporting.
About Highway Holdings
Highway Holdings is an international manufacturer of a wide variety of quality parts and products for blue chip equipment manufacturers based primarily in Germany. Highway Holdings’ administrative offices are located in Hong Kong and its manufacturing facilities are located in Yangon, Myanmar and Shenzhen, China. For more information visit website www.highwayholdings.com.
Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements, which involve risks and uncertainties, including but not limited to economic, competitive, governmental, political and technological factors affecting the company’s revenues, operations, markets, products and prices, the impact of the worldwide COVID-19 pandemic, and other factors discussed in the company’s various filings with the Securities and Exchange Commission, including without limitation, the company’s annual reports on Form 20-F.
(Financial Tables Follow)
For further information, please contact:
Global IR Partners
David Pasquale
HIHO@globalirpartners.com
New York Office: +1-914-337-8801
HIGHWAY HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Statement of Income
(Dollars in thousands, except per share data)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2023 Announced |
2023 Restated |
2023 Announced |
2023 Restated |
|||||||||||||
| Net sales | $ | 4,107 | $ | 2,232 | $ | 6,776 | $ | 4,901 | ||||||||
| Cost of sales | 3,231 | 1,310 | 5,140 | 3,219 | ||||||||||||
| Gross profit | 876 | 922 | 1,636 | 1,682 | ||||||||||||
| Selling, general and administrative expenses | 679 | 679 | 1,728 | 1,728 | ||||||||||||
| Operating income/(loss) | 197 | 243 | (92 | ) | (46 | ) | ||||||||||
| Non-operating items | ||||||||||||||||
| Exchange gain /(loss), net | 27 | 27 | 58 | 58 | ||||||||||||
| Interest income | 63 | 63 | 156 | 156 | ||||||||||||
| Gain/(Loss) on disposal of Asset | 3 | 3 | 16 | 16 | ||||||||||||
| Other income/(expenses) | 8 | 8 | 14 | 14 | ||||||||||||
| Total non-operating income/ (expenses) | 101 | 101 | 244 | 244 | ||||||||||||
| Net income before income tax and non-controlling interests | 298 | 344 | 152 | 198 | ||||||||||||
| Income taxes | 1 | 1 | 7 | 7 | ||||||||||||
| Net income before non-controlling interests | 299 | 345 | 159 | 205 | ||||||||||||
| Net loss attributable to non-controlling interests | 3 | 3 | 18 | 18 | ||||||||||||
| Net income attributable to Highway Holdings Limited’s shareholders | 302 | 348 | 177 | 223 | ||||||||||||
| Net Gain/ (loss) per share – Basic |
$ | 0.07 | $ | 0.08 | $ | 0.04 | $ | 0.05 | ||||||||
| Net Gain/ (loss) per share - Diluted | $ | 0.07 | $ | 0.08 | $ | 0.04 | $ | 0.05 | ||||||||
| Weighted average number of shares outstanding | ||||||||||||||||
| Basic | 4,386 | 4,386 | 4,314 | 4,314 | ||||||||||||
| Diluted | 4,396 | 4,396 | 4,323 | 4,323 | ||||||||||||
IGHWAY HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Balance Sheet
(Dollars in thousands, except per share data)
| Dec 31 | Dec 31 | |||||||
2023 |
2023 |
|||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 6,186 | $ | 6,186 | ||||
| Accounts receivable, net of doubtful accounts | 3,533 | 1,658 | ||||||
| Inventories | 1,812 | 1,858 | ||||||
| Prepaid expenses and other current assets | 200 | 200 | ||||||
| Income tax recoverable | - | - | ||||||
| Total current assets | 11,731 | 9,902 | ||||||
| Property, plant and equipment, (net) | 379 | 379 | ||||||
| Operating lease right-of-use assets | 2,004 | 2,004 | ||||||
| Long-term deposits | 205 | 205 | ||||||
| Long-term loan receivable | 95 | 95 | ||||||
| Investments in equity method investees | - | - | ||||||
| Total assets | $ | 14,414 | $ | 12,585 | ||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 2,477 | $ | 602 | ||||
| Operating lease liabilities, current | 586 | 586 | ||||||
| Other liabilities and accrued expenses | 1,845 | 1,845 | ||||||
| Income tax payable | 551 | 551 | ||||||
| Dividend payable | 46 | 46 | ||||||
| Total current liabilities | 5,505 | 3,630 | ||||||
| Long term liabilities: | ||||||||
| Operating lease liabilities, non-current | 1,013 | 1,013 | ||||||
| Deferred income taxes | 98 | 98 | ||||||
| Long terms accrued expenses | 17 | 17 | ||||||
| Total liabilities | 6,633 | 4,758 | ||||||
| Shareholders’ equity: | ||||||||
| Preferred shares, $0.01 par value | - | - | ||||||
| Common shares, $0.01 par value | 44 | 44 | ||||||
| Additional paid-in capital | 12,140 | 12,140 | ||||||
| Accumulated deficit | (3,879 | ) | (3,833 | ) | ||||
| Accumulated other comprehensive income/(loss) | (517 | ) | (517 | ) | ||||
| Non-controlling interest | (7 | ) | (7 | ) | ||||
| Total shareholders’ equity | 7,781 | 7,827 | ||||||
| Total liabilities and shareholders’ equity | $ | 14,414 | $ | 12,585 | ||||
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