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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 9, 2023

 

BK Technologies Corporation

(Exact name of registrant as specified in its charter)

 

Nevada

001-32644

83-4064262

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation or organization)

File No.)

Identification Number)

 

7100 Technology Drive, West Melbourne, FL

32904

(Address of principal executive offices)

(Zip Code)

 

(321) 984-1414

(Registrant’s telephone number including area code)

 

N/A

(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 (see General Instruction A.2. below):

 

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 $0.60 per share

BKTI

NYSE American

 

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. ☐  

 






    

Item 2.02 Results of Operations and Financial Condition.

 

On November 9, 2023, BK Technologies Corporation, a Nevada corporation (the “Company”), announced its financial and operating results for the third quarter ended September 30, 2023, in the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information contained in Item 2.02 to this Current Report on Form 8-K, including the exhibit, is being “furnished” and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d) Exhibits

  

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release, dated November 9, 2023, issued by the Company

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

BK TECHNOLOGIES CORPORATION

 

 

 

 

Date: November 9, 2023

 

By:

/s/ Scott A. Malmanger

 

 

 

Scott A. Malmanger

 

 

 

Chief Financial Officer

 

 

 

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EX-99.1 2 bkti_ex991.htm PRESS RELEASE bkti_ex991.htm

EXHIBIT 99.1

 

     

BK Technologies Announces Third Quarter 2023 Results

- Third Quarter Revenue Increases 68% -

 

- Company Achieves Profitability With Third Quarter EPS of $0.03 -

 

WEST MELBOURNE, FL November 9, 2023 / BK Technologies Corporation (NYSE American: BKTI) (the “Company,” “BK Technologies”) today announced financial and operating results for the third quarter and nine months ended September 30, 2023. The Company will host a conference call today, November 9, 2023 at 9:00 a.m. Eastern Time.

 

Third Quarter 2023 Financial and Operational Update

 

 

·

68% increase in third quarter revenue to $20.1 million driven by increased shipments, strong demand for the BKR 5000 and introduction of the BKR 9000 radios

 

 

 

 

·

Gross margin improved to 32%, as compared to the 19% in third quarter 2022 and representing the fourth consecutive quarter of sequential quarter over quarter margin improvement

 

 

 

 

·

Company achieved earnings per share of $0.03

 

 

 

 

·

Order backlog was $21.8 million at September 30, 2023

 

 

 

 

·

Shipped 9,000 radios during the quarter

 

 

 

 

·

Subsequent to close of the quarter, the Company announced plans to shift to an asset-light model and signed a transformational agreement to outsource its manufacturing to East West Manufacturing

 

John Suzuki, CEO of BK Technologies commented, “Our third quarter results reflect continued growth in demand and market recognition for our products, as evidenced by a 68% increase in revenue, improved margin performance and a return to profitability.   We continue to see strong demand for our BKR 5000 as our customers conduct lifecycle upgrades to their portable communications technology and order activity for our recently introduced BKR 9000 multiband radio continues to grow.  During the quarter we received two purchase orders totaling $3.4 million for the BKR 5000 from the National Interagency Incident Communications Division and we received a $2.1 million order from the Bureau of Land Management which included BKR 5000 radios for upgrade purposes as well as a quantity of BKR 9000 radios for testing and evaluation.  As we’ve previously stated, we believe the BKR 9000 has tremendous market potential for public safety agencies in secondary demographic market areas, because it provides a reliable multiband capability at a cost effective price point.

 

 
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“Recently we announced our plans to expand our existing manufacturing relationship with East West, a proven, longtime partner who has provided reliable and efficient support to our in-house manufacturing operations for many years.  After careful evaluation, we believe that outsourcing the manufacturing of our products will simplify our supply chain management, which has been a challenging part of our operations in recent years and will enable us to continue reducing our product costs.  Additionally, by shifting to an asset-light model we can more intently focus on our core competencies -- the development and marketing of land mobile radio communications technology.  Our transition to East West will be undertaken in stages and we don’t anticipate any meaningful interruptions in production or shipping.”     

 

“We’re energized by our performance to date in 2023 and by the continued strength in our backlog which is driving revenue growth and improved margin performance.  Our radios enjoy a solid reputation in the marketplace for their capabilities and dependability in complex environments and we’re encouraged by the opportunities we’re seeing to increase our market share and grow our customer base.”

 

Third Quarter 2023 Financial Review

 

Revenue increased 68% to $20.1 million, compared with $11.9 million for the third quarter of last year driven by increased radio shipments and demand for the BKR 5000 radio.  Gross profit margin was 32% compared to 19% for the same quarter of last year, reflecting higher production volumes and improved product costs related to raw materials and freight.

 

Selling, General & Administrative expenses totaled $5.8 million, compared with $4.6 million for the third quarter of last year.

 

Operating income totaled $594,000 compared with operating loss of ($2.4 million) for the third quarter of last year.

 

BK Technologies recorded net income of $90,000 or $0.03 per basic and diluted share, compared with a net loss of ($2.4 million) or ($0.71) per basic and diluted share, for the third quarter of last year.

 

 
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First Nine Months 2023 Financial Review

 

Revenue increased 89% to $57.8 million, compared with $30.6 million for the first nine months of last year. Gross profit margin was 29% compared to 18% for the first nine months of last year, reflecting higher production volumes and improved costs related to raw materials and freight during the first nine months of 2023.

 

Selling, General & Administrative expenses totaled $17.7 million, compared with $15.0 million for the first nine months of 2022.

 

Operating loss totaled ($1.2 million) compared with operating loss of ($9.5 million) for the first nine months of last year.

 

BK Technologies recorded a net loss of ($2.5 million) or ($0.74) per basic and diluted share, compared with a net loss of ($10.7 million) or ($3.16) per basic and diluted share for the first nine months of last year. In the first nine months of 2023, the Company recognized an unrealized loss of ($831,000) on its investment in FG Financial Holdings, LLC, compared to a loss on investments of ($1.0) million in the first nine months of last year.

 

Working capital totaled approximately $13.8 million, primarily comprised of cash, cash equivalents, and trade receivables. This compares with the working capital at year-end of 2022 of approximately $13.2 million, of which $12.5 million was comprised of cash, cash equivalents, and trade receivables.

 

Conference Call and Webcast

 

BK Technologies will host a conference call and webcast for investors today, November 9, 2023, at 9:00 a.m. Eastern Time.

 

 
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Shareholders and interested parties may participate in the conference call by dialing (888) 506-0062 (for domestic participants) or (973) 528-0011 (for international participants). All callers must use the access code: 355439. The call and the accompanying slide deck will also be webcast at:

 

https://www.webcaster4.com/Webcast/Page/2208/49255

 

The conference call and slide deck may also be accessed via the Events page of the Company’s website at www.bktechnologies.com. Please allow extra time prior to the call to visit the site.

 

An online archive of the webcast will be available on the Company’s website for thirty (30) days following the call at www.bktechnologies.com. A replay of the conference call will be available one hour after completion of the call until November 16, 2023, by dialing (877) 481-4010 (domestic) or (919) 882-2331(international). All callers must use passcode 49255 to access the replay.

 

About BK Technologies

 

BK Technologies Corporation, through its operating subsidiaries, manufactures high-specification, communications equipment of unsurpassed reliability and value for use by public safety professionals and government agencies. BK Technologies’ SaaS business focuses on new, innovative public safety smartphone services that will make the first responders safer or more productive.   BK Technologies is honored to serve these heroes when every moment counts. The Company’s common stock trades on the NYSE American market under the symbol “BKTI”. Maintaining its headquarters and primary manufacturing facility in West Melbourne, Florida, BK Technologies can be contacted through its web site at www.bktechnologies.com or directly at 1-800-821-2900.

 

 
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Forward-Looking Statements

 

This press release contains certain forward-looking statements that are made pursuant to the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern the Company’s operations, economic performance, and financial condition, including, but not limited to the Company’s long-term strategic plan, and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of the Company, or industry results, to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others, the following: changes or advances in technology; the success of our land mobile radio product line and SaaS business segment; disruption in the global supply chain creating delays, unavailability and adverse conditions; successful introduction of new products and technologies, including our ability to successfully develop and sell our new multiband product and other related products in the BKR Series product line and the Company’s SaaS solutions; competition in the land mobile radio industry; general economic and business conditions, including higher inflation and its impacts, federal, state and local government budget deficits and spending limitations, any impact from a prolonged shutdown of the U.S. Government, the effects of natural disasters, changes in climate, severe weather events, geopolitical events, acts of war or terrorism, global health epidemics or pandemics (such as the COVID-19 pandemic) and catastrophic events, as well as the broader impacts to financial markets and the global macroeconomic and geopolitical environments; the availability, terms and deployment of capital; reliance on contract manufacturers and suppliers; risks associated with fixed-price contracts; heavy reliance on sales to agencies of the U.S. Government and our ability to comply with the requirements of contracts, laws and regulations related to such sales; allocations by government agencies among multiple approved suppliers under existing agreements; our ability to comply with U.S. tax laws and utilize deferred tax assets; our ability to attract and retain executive officers, skilled workers and key personnel; our ability to manage our growth; our ability to identify potential candidates for, and to consummate, acquisition, disposition or investment transactions, and risks incumbent to being a noncontrolling interest stockholder in a corporation; impact of natural disasters, changes in climate, severe weather events, geopolitical events, acts of war or terrorism, global health epidemics or pandemics (such as the COVID-19 pandemic) and catastrophic events on the companies in which the Company holds investments; impact of our capital allocation strategy; risks related to maintaining our brand and reputation; impact of government regulation; impact of rising health care costs; our business with manufacturers located in other countries, including changes in the U.S. Government and foreign governments’ trade and tariff policies; our inventory and debt levels; protection of our intellectual property rights; fluctuation in our operating results and stock price; any infringement claims; data security breaches, cyber-attacks and other factors impacting our technology systems; availability of adequate insurance coverage; maintenance of our NYSE American listing; risks related to being a holding company; and the effect on our stock price and ability to raise equity capital of future sales of shares of our common stock. Certain of these factors and risks, as well as other risks and uncertainties, are stated in more detail in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statement.

 

Company Contact:

IMS Investor Relations

John Nesbett/Jennifer Belodeau

bktechnologies@imsinvestorrelations.com

(203) 972-9200

 

 
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(Financial Tables to Follow)

 

BK TECHNOLOGIES CORPORATION

Condensed Consolidated Statements of Operations

(In thousands, except share and per share data)(unaudited)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales, net

 

$ 20,069

 

 

$ 11,917

 

 

$ 57,786

 

 

$ 30,612

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products

 

 

13,663

 

 

 

9,676

 

 

 

41,282

 

 

 

25,175

 

Selling, general and administrative expenses

 

 

5,812

 

 

 

4,632

 

 

 

17,681

 

 

 

14,952

 

Total operating expenses

 

 

19,475

 

 

 

14,308

 

 

 

58,963

 

 

 

40,127

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

594

 

 

 

(2,391 )

 

 

(1,177 )

 

 

(9,515 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other (expense) income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Interest expense

 

 

(131 )

 

 

(30 )

 

 

(429 )

 

 

(70 )

Gain (Loss) on investments

 

 

(342 )

 

 

76

 

 

 

(831 )

 

 

(1,021 )

Other expense

 

 

(31 )

 

 

(57 )

 

 

(83 )

 

 

(66 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

 

90

 

 

 

(2,402 )

 

 

(2,520 )

 

 

(10,672 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income tax

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$ 90

 

 

$ (2,402 )

 

$ (2,520 )

 

$ (10,672 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share – basic

 

$ 0.03

 

 

$ (0.71 )

 

$ (0.74 )

 

$ (3.16 )

Net income (loss) per share – diluted

 

$ 0.03

 

 

$ (0.71 )

 

$ (0.74 )

 

$ (3.16 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

3,411,813

 

 

 

3,390,097

 

 

 

3,404,395

 

 

 

3,377,911

 

Weighted average common shares outstanding, diluted

 

 

3,445,022

 

 

 

3,390,097

 

 

 

3,404,395

 

 

 

3,377,911

 

 

 
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BK TECHNOLOGIES CORPORATION

Condensed Consolidated Balance Sheets

(In thousands, except share data) (unaudited)

 

 

 

September 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$ 4,066

 

 

$ 1,918

 

Trade accounts receivable, net

 

 

9,110

 

 

 

10,616

 

Inventories, net

 

 

21,573

 

 

 

22,105

 

Prepaid expenses and other current assets

 

 

1,963

 

 

 

1,578

 

Total current assets

 

 

36,712

 

 

 

36,217

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

5,501

 

 

 

4,884

 

Right-of-use (ROU) asset

 

 

1,669

 

 

 

1,991

 

Investments

 

 

650

 

 

 

1,481

 

Deferred tax assets, net

 

 

4,116

 

 

 

4,116

 

Other assets

 

 

420

 

 

 

143

 

 

 

 

 

 

 

 

 

 

Total assets

 

$ 49,068

 

 

$ 48,832

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$ 11,763

 

 

$ 12,898

 

Accrued compensation and related taxes

 

 

1,555

 

 

 

1,143

 

Accrued warranty expense

 

 

736

 

 

 

591

 

Accrued other expenses and other current liabilities

 

 

642

 

 

 

700

 

Short term lease liability

 

 

514

 

 

 

485

 

Credit facility

 

 

6,459

 

 

 

5,854

 

Note payable, net of current portion

 

 

94

 

 

 

277

 

Deferred revenue

 

 

1,110

 

 

 

1,022

 

Total current liabilities

 

 

22,873

 

 

 

22,970

 

 

 

 

 

 

 

 

 

 

Note payable

 

 

-

 

 

 

329

 

Long term lease liability

 

 

1,396

 

 

 

1,785

 

Deferred revenue

 

 

6,185

 

 

 

3,613

 

Total liabilities

 

 

30,454

 

 

 

28,697

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred stock; $1.00 par value; 1,000,000 authorized shares; none issued or outstanding

 

 

-

 

 

 

-

 

Common stock; $0.60 par value; 10,000,000 authorized shares; 3,722,970 and 3,686,939 issued, and 3,432,890 and 3,396,859 outstanding shares at September 30, 2023 and December 31, 2022, respectively

 

 

2,234

 

 

 

2,212

 

Additional paid-in capital

 

 

46,281

 

 

 

45,304

 

Accumulated deficit

 

 

(24,499 )

 

 

(21,979 )

Treasury Stock, at cost, 290,080 shares at September 30, 2023 and December 31, 2022

 

 

(5,402 )

 

 

(5,402 )

Total stockholders' equity

 

 

18,614

 

 

 

20,135

 

Total liabilities and stockholders' equity

 

$ 49,068

 

 

$ 48,832

 

 

 
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