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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): April 5, 2024

 

CPI AEROSTRUCTURES, INC.
(Exact Name of Registrant as Specified in Charter)

 

New York   001-11398
(State or Other Jurisdiction
of Incorporation)
11-2520310 (Commission
File Number)

 

91 Heartland Boulevard, Edgewood, New York 11717
(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (631) 586-5200

 

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, $0.001 par value per share CVU 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 April 5, 2024, CPI Aerostructures, Inc. issued a press release announcing financial results for the quarter and year ended December 31, 2023. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1.

The information furnished under this Item 2.02, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in 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.
   
Exhibit Description
   
99.1 Press Release, dated April 5, 2024.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

SIGNATURE

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

Dated: April 5, 2024   CPI AEROSTRUCTURES, INC.
     
    By: /s/ Andrew Davis  
      Andrew Davis
      Chief Financial Officer

 
EX-99.1 2 ex99-1.htm PRESS RLELEASE

 

CPI AEROSTRUCTURES, INC. 8-K

 

Exhibit 99.1

 

 

 

 

CPI AEROSTRUCTURES REPORTS FOURTH QUARTER  

AND FULL YEAR 2023 RESULTS

 

Fourth Quarter 2023 vs. Fourth Quarter 2022 

Revenue of $23.5 million compared to $24.1 million;

Gross profit of $4.1 million compared to $3.9 million;

Gross margin of 17.4% compared to 16.1%;

Net income of $14.8 million compared to net income of $6.8 million;

Earnings per share of $1.20 ($0.09 excluding the fourth quarter 2023 deferred tax asset valuation allowance reduction of $1.11) compared to earnings per share of $0.55 ($0.03 excluding the fourth quarter 2022 deferred tax asset valuation allowance reduction of $0.52);

Cash flow from operations of $3.1 million compared to $0.1 million.

 

Full Year 2023 vs. Full Year 2022 

Revenue of $86.5 million compared to $83.3 million;

Gross profit of $17.1 million compared to $16.3 million;

Gross margin of 19.7% compared to 19.6%;

Net income of $17.2 million compared to $9.2 million;

Earnings per share of $1.40 ($0.28 excluding the fourth quarter 2023 deferred tax asset valuation allowance reduction of $1.12) compared to $0.74 ($0.28 excluding the fourth quarter 2022 deferred tax asset valuation allowance reduction of $0.52 less the first quarter of 2022 severance accrual of $0.06);

Cash flow from operations of $3.9 million compared to $0.9 million;

Debt as of December 31, 2023 of $20.1 million compared to $22.8 million as of December 31, 2022.

 

EDGEWOOD, N.Y. – April 5, 2024 – CPI Aerostructures, Inc. (“CPI Aero” or the “Company”) (NYSE American: CVU) today announced financial results for the three and twelve month periods ended December 31, 2023.

 

“We reported solid full-year results, delivering 3.8% increased revenue and a 4.7% increase in gross profit in 2023. Our net income, including the deferred tax asset valuation allowance reduction of $14.2 million described below, was up 87.5% with EPS up 88.8% from prior year. We generated $3.9 million in cash flow from operations during 2023, which allowed us to reduce debt by $2.7 million,” said Dorith Hakim, President and CEO.

 

Added Ms. Hakim, “After reevaluating our net operating loss carryforwards (“NOLs”), and based on our performance outlook, we determined that the valuation allowance we maintain on our deferred tax asset should be reduced by $14.2 million, and we realized a tax benefit in the fourth quarter of 2023 of the same amount upon recording this reduction.”

 

“We ended the year with a strong backlog of $513.4 million, which includes multiple exciting new programs providing us an opportunity for continued growth in 2024. We remain confident in CPI Aero’s long-term outlook and look forward to the multiple opportunities ahead as we continue to build on our positive relationships with our customers.”

 

 


 

About CPI Aero  

CPI Aero is a U.S. manufacturer of structural assemblies for fixed wing aircraft, helicopters and airborne Intelligence Surveillance and Reconnaissance pod systems in both the commercial aerospace and national security markets. Within the global aerostructure supply chain, CPI Aero is either a Tier 1 supplier to aircraft OEMs or a Tier 2 subcontractor to major Tier 1 manufacturers. CPI also is a prime contractor to the U.S. Department of Defense, primarily the Air Force. In conjunction with its assembly operations, CPI Aero provides engineering, program management, supply chain management, and MRO services.

 

Forward-looking Statements 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included or incorporated in this press release are forward-looking statements. The words “expect,” “outlook,” “opportunities ahead,” and similar expressions are intended to identify these forward-looking statements. These forward-looking statements include the Company’s expected financial results for the year ending December 31, 2024. The Company does not guarantee that it will actually achieve the plans, intentions or expectations disclosed in its forward-looking statements and you should not place undue reliance on the Company’s forward-looking statements.

 

Forward-looking statements involve risks and uncertainties, and actual results could vary materially from these forward-looking statements. There are a number of important factors that could cause the Company’s actual results to differ materially from those indicated or implied by its forward-looking statements, including those important factors set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the period ended December 31, 2023 filed with the Securities and Exchange Commission. Although the Company may elect to do so at some point in the future, the Company does not assume any obligation to update any forward-looking statements and it disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

 

CPI Aero® is a registered trademark of CPI Aerostructures, Inc. For more information, visit www.cpiaero.com, and follow us on Twitter @CPIAERO.

 

Contacts: 

Investor Relations Counsel CPI Aerostructures, Inc.

LHA Investor Relations Andrew L. Davis

Jody Burfening  Chief Financial Officer
(212) 838-3777  (631) 586-5200

cpiaero@lhai.com  adavis@cpiaero.com
  www.cpiaero.com

 

 


  

CPI AEROSTRUCTURES, INC. AND SUBSIDIARIES 

 CONSOLIDATED BALANCE SHEETS

 

    December 31,
2023
    December 31,
2022
 
ASSETS                
Current Assets:                
Cash   $ 5,094,794     $ 3,847,225  
Accounts receivable, net     4,352,196       4,857,772  
Insurance recovery receivable           3,600,000  
Contract assets, net     35,312,068       27,384,540  
Inventory     1,436,647       2,493,069  
Refundable income taxes     40,000       40,000  
Prepaid expenses and other current assets     678,026       975,830  
Total Current Assets     46,913,731       43,198,436  
                 
Operating lease right-of-use assets     4,740,193       6,526,627  
Property and equipment, net     794,056       1,124,556  
Deferred tax asset     19,938,124       6,574,463  
Goodwill     1,784,254       1,784,254  
Other assets     189,774       238,744  
Total Assets   $ 74,360,132     $ 59,447,080  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY                
Current Liabilities:                
Accounts payable   $ 10,487,012     $ 8,029,996  
Accrued expenses     10,275,695       7,344,590  
Litigation settlement obligation           3,600,000  
Contract liabilities     5,937,629       6,001,726  
Loss reserve     337,351       576,549  
Current portion of line of credit     2,400,000       1,200,000  
Current portion of long-term debt     44,498       1,719,766  
Operating lease liabilities     1,999,058       1,817,811  
Income taxes payable     30,107       11,396  
Total Current Liabilities     31,511,350       30,301,834  
                 
Line of credit, net of current portion     17,640,000       19,800,000  
Long-term operating lease liabilities     3,100,571       5,077,235  
Long-term debt, net of current portion     26,483       70,981  
Total Liabilities     52,278,404       55,250,050  

Commitments and Contingencies (see note 16)

 

               
Shareholders’ Equity:                
Common stock - $.001 par value; authorized 50,000,000 shares, 12,771,434 and 12,506,795 shares, respectively, issued and outstanding     12,771       12,507  
Additional paid-in capital     73,872,679       73,189,449  
Accumulated deficit     (51,803,722 )     (69,004,926 )
Total Shareholders’ Equity       22,081,728       4,197,030  
Total Liabilities and Shareholders’ Equity   $ 74,360,132     $ 59,447,080  

 

 

 

CPI AEROSTRUCTURES, INC. AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

Years ended December 31, 2023 and 2022

 

    2023     2022  
             
Revenue   $ 86,466,321     $ 83,335,764  
                 
Cost of sales     69,400,693       67,031,502  
                 
Gross profit     17,065,628       16,304,262  
                 
Selling, general and administrative expenses     10,758,624       11,410,067  
Income from operations     6,307,004       4,894,195  
                 
Interest expense     (2,455,214 )     (2,271,101 )
Income before benefit for income taxes     3,851,790       2,623,094  
                 
Benefit from income taxes     (13,349,414 )     (6,553,131
Net income   $ 17,201,204     $ 9,176,225  
                 
                 
Income per common share-basic   $ 1.40     $ 0.74  
Income per common share-diluted   $ 1.38     $ 0.74  
                 
Shares used in computing income per common share:                
Basic     12,311,219       12,389,890  
Diluted     12,471,961       12,389,890