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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Black Box Corp. | NASDAQ:BBOX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.0949 | 1.09 | 1.04 | 0 | 01:00:00 |
þ
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
95-3086563
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
1000 Park Drive, Lawrence, Pennsylvania
|
|
15055
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
o
|
Accelerated filer
þ
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
Smaller reporting company
o
|
Emerging growth company
o
|
|
|
Page
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
Consolidated Statements of Operations.
|
|
|
|
|
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Consolidated Statements of Comprehensive Income (Loss).
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|||
In thousands, except par value
|
September 30, 2017
|
|
March 31, 2017
|
|
||
Assets
|
|
|
||||
Cash and cash equivalents
|
$
|
30,462
|
|
$
|
14,247
|
|
Accounts receivable, net of allowance for doubtful accounts of $4,600 and $4,084
|
124,408
|
|
128,544
|
|
||
Inventories, net
|
26,839
|
|
25,382
|
|
||
Costs/estimated earnings in excess of billings on uncompleted contracts
|
72,564
|
|
71,930
|
|
||
Assets held for sale
|
2,081
|
|
—
|
|
||
Other assets
|
30,952
|
|
28,544
|
|
||
Total current assets
|
287,306
|
|
268,647
|
|
||
Property, plant and equipment, net
|
25,064
|
|
29,103
|
|
||
Intangibles, net
|
63,084
|
|
68,820
|
|
||
Deferred tax asset
|
55,541
|
|
53,539
|
|
||
Other assets
|
8,224
|
|
7,008
|
|
||
Total assets
|
$
|
439,219
|
|
$
|
427,117
|
|
Liabilities
|
|
|
||||
Accounts payable
|
$
|
71,412
|
|
$
|
69,858
|
|
Accrued compensation and benefits
|
17,379
|
|
21,576
|
|
||
Deferred revenue
|
28,316
|
|
31,624
|
|
||
Billings in excess of costs/estimated earnings on uncompleted contracts
|
13,637
|
|
16,536
|
|
||
Short-term debt
|
5,756
|
|
964
|
|
||
Other liabilities
|
35,350
|
|
36,955
|
|
||
Total current liabilities
|
171,850
|
|
177,513
|
|
||
Long-term debt
|
123,409
|
|
88,782
|
|
||
Other liabilities
|
16,835
|
|
19,173
|
|
||
Total liabilities
|
$
|
312,094
|
|
$
|
285,468
|
|
Stockholders’ equity
|
|
|
||||
Preferred stock authorized 5,000, par value $1.00, none issued
|
$
|
—
|
|
$
|
—
|
|
Common stock authorized 100,000, par value $.001, 15,138 and 14,960 shares outstanding, 26,876 and 26,654 issued
|
26
|
|
26
|
|
||
Additional paid-in capital
|
509,688
|
|
506,449
|
|
||
Retained earnings
|
43,284
|
|
66,246
|
|
||
Accumulated other comprehensive income (loss)
|
(9,889
|
)
|
(15,481
|
)
|
||
Treasury stock, at cost 11,738 and 11,694 shares
|
(415,984
|
)
|
(415,591
|
)
|
||
Total stockholders’ equity
|
$
|
127,125
|
|
$
|
141,649
|
|
Total liabilities and stockholders’ equity
|
$
|
439,219
|
|
$
|
427,117
|
|
|
|
|
|
Three-months ended
|
Six-months ended
|
||||||||||
|
September 30 and October 1
|
September 30 and October 1
|
||||||||||
In thousands, except per share amounts
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||
Revenues
|
|
|
|
|
||||||||
Products
|
$
|
37,248
|
|
$
|
42,263
|
|
$
|
70,136
|
|
$
|
82,144
|
|
Services
|
156,916
|
|
176,486
|
|
315,672
|
|
355,085
|
|
||||
Total
|
194,164
|
|
218,749
|
|
385,808
|
|
437,229
|
|
||||
Cost of sales *
|
|
|
|
|
||||||||
Products
|
21,166
|
|
27,213
|
|
40,193
|
|
50,146
|
|
||||
Services
|
116,505
|
|
137,092
|
|
236,519
|
|
264,986
|
|
||||
Total
|
137,671
|
|
164,305
|
|
276,712
|
|
315,132
|
|
||||
Gross profit
|
56,493
|
|
54,444
|
|
109,096
|
|
122,097
|
|
||||
Selling, general & administrative expenses
|
60,330
|
|
58,142
|
|
123,600
|
|
120,624
|
|
||||
Asset impairment loss
|
1,426
|
|
536
|
|
1,426
|
|
536
|
|
||||
Intangibles amortization
|
2,109
|
|
2,304
|
|
4,339
|
|
4,755
|
|
||||
Operating income (loss)
|
(7,372
|
)
|
(6,538
|
)
|
(20,269
|
)
|
(3,818
|
)
|
||||
Interest expense, net
|
1,801
|
|
1,050
|
|
3,019
|
|
2,257
|
|
||||
Other expenses (income), net
|
(207
|
)
|
41
|
|
(77
|
)
|
(302
|
)
|
||||
Income (loss) before provision for income taxes
|
(8,966
|
)
|
(7,629
|
)
|
(23,211
|
)
|
(5,773
|
)
|
||||
Provision (benefit) for income taxes
|
2,434
|
|
(1,524
|
)
|
(2,064
|
)
|
808
|
|
||||
Net income (loss)
|
$
|
(11,400
|
)
|
$
|
(6,105
|
)
|
$
|
(21,147
|
)
|
$
|
(6,581
|
)
|
Earnings (loss) per common share
|
|
|
|
|
||||||||
Basic
|
$
|
(0.75
|
)
|
$
|
(0.40
|
)
|
$
|
(1.40
|
)
|
$
|
(0.44
|
)
|
Diluted
|
$
|
(0.75
|
)
|
$
|
(0.40
|
)
|
$
|
(1.40
|
)
|
$
|
(0.44
|
)
|
Weighted-average common shares outstanding
|
|
|
|
|
||||||||
Basic
|
15,138
|
|
15,149
|
|
15,057
|
|
15,088
|
|
||||
Diluted
|
15,138
|
|
15,149
|
|
15,057
|
|
15,088
|
|
||||
Dividends declared per share
|
$
|
—
|
|
$
|
0.12
|
|
$
|
0.12
|
|
$
|
0.24
|
|
|
Three-months ended
|
Six-months ended
|
||||||||||
|
September 30 and October 1
|
September 30 and October 1
|
||||||||||
In thousands
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||
Net income (loss)
|
$
|
(11,400
|
)
|
$
|
(6,105
|
)
|
$
|
(21,147
|
)
|
$
|
(6,581
|
)
|
Other comprehensive income (loss)
|
|
|
|
|
||||||||
Foreign Currency Translation Adjustment
|
2,063
|
|
19
|
|
5,172
|
|
(1,803
|
)
|
||||
Defined Benefit Pension
|
|
|
|
|
||||||||
Actuarial gain (loss), net of taxes of $41, $137, $95, and $138
|
64
|
|
215
|
|
149
|
|
216
|
|
||||
Amounts reclassified into results of operations, net of taxes of $12, ($70), $24, and ($207)
|
19
|
|
(110
|
)
|
37
|
|
(324
|
)
|
||||
Derivative Instruments
|
|
|
|
|
||||||||
Net change in fair value of cash flow hedges, net of taxes of ($141), ($189), ($568), and ($283
)
|
(221
|
)
|
(295
|
)
|
(888
|
)
|
(443
|
)
|
||||
Amounts reclassified into results of operations, net of taxes of $470, $185, $717, and $330
|
736
|
|
289
|
|
1,122
|
|
516
|
|
||||
Other comprehensive income (loss)
|
$
|
2,661
|
|
$
|
118
|
|
$
|
5,592
|
|
$
|
(1,838
|
)
|
Comprehensive income (loss)
|
$
|
(8,739
|
)
|
$
|
(5,987
|
)
|
$
|
(15,555
|
)
|
$
|
(8,419
|
)
|
|
|
|
|
|
|
Six-months ended
|
|||||
|
September 30 and October 1
|
|||||
In thousands
|
2017
|
|
2016
|
|
||
Operating Activities
|
|
|
||||
Net income (loss)
|
$
|
(21,147
|
)
|
$
|
(6,581
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities
|
|
|
||||
Intangibles amortization
|
4,339
|
|
4,755
|
|
||
Depreciation
|
4,759
|
|
4,600
|
|
||
Loss (gain) on sale of property
|
28
|
|
(1,223
|
)
|
||
Deferred taxes
|
(1,842
|
)
|
2,119
|
|
||
Stock compensation expense
|
3,238
|
|
3,172
|
|
||
Asset impairment loss
|
1,426
|
|
536
|
|
||
Provision for obsolete inventory
|
262
|
|
9,688
|
|
||
Provision for (recovery of) doubtful accounts
|
545
|
|
277
|
|
||
Changes in operating assets and liabilities (net of acquisitions)
|
|
|
||||
Accounts receivable
|
5,179
|
|
(7,607
|
)
|
||
Inventories
|
(986
|
)
|
6,824
|
|
||
Costs/estimated earnings in excess of billings on uncompleted contracts
|
(337
|
)
|
(5,108
|
)
|
||
All other assets
|
(1,000
|
)
|
(326
|
)
|
||
Accounts payable
|
1,942
|
|
4,866
|
|
||
Billings in excess of costs/estimated earnings on uncompleted contracts
|
(2,923
|
)
|
1,971
|
|
||
All other liabilities
|
(9,107
|
)
|
(2,281
|
)
|
||
Net cash provided by (used for) operating activities
|
$
|
(15,624
|
)
|
$
|
15,682
|
|
Investing Activities
|
|
|
||||
Capital expenditures
|
(2,688
|
)
|
(3,875
|
)
|
||
Capital disposals
|
69
|
|
1,422
|
|
||
Net cash provided by (used for) investing activities
|
$
|
(2,619
|
)
|
$
|
(2,453
|
)
|
Financing Activities
|
|
|
||||
Proceeds (repayments) from long-term debt
|
$
|
34,576
|
|
$
|
(17,922
|
)
|
Proceeds (repayments) from short-term debt
|
4,950
|
|
1,620
|
|
||
Deferred financing costs
|
(632
|
)
|
(1,049
|
)
|
||
Purchase of treasury stock
|
(393
|
)
|
(477
|
)
|
||
Payment of dividends
|
(3,611
|
)
|
(3,465
|
)
|
||
Increase (decrease) in cash overdrafts
|
(1,086
|
)
|
379
|
|
||
Net cash provided by (used for) financing activities
|
33,804
|
|
(20,914
|
)
|
||
Foreign currency exchange impact on cash
|
$
|
654
|
|
$
|
312
|
|
Increase/(decrease) in cash and cash equivalents
|
$
|
16,215
|
|
$
|
(7,373
|
)
|
Cash and cash equivalents at beginning of period
|
$
|
14,247
|
|
$
|
23,497
|
|
Cash and cash equivalents at end of period
|
$
|
30,462
|
|
$
|
16,124
|
|
Supplemental cash flow
|
|
|
||||
Cash paid for interest
|
$
|
2,375
|
|
$
|
1,784
|
|
Cash paid for income taxes
|
224
|
|
(818
|
)
|
||
Non-cash financing activities
|
|
|
||||
Dividends payable
|
—
|
|
1,818
|
|
||
Capital leases
|
19
|
|
166
|
|
|
September 30, 2017
|
|
March 31, 2017
|
|
||
Raw materials
|
$
|
1,910
|
|
$
|
1,708
|
|
Finished goods
|
35,307
|
|
35,036
|
|
||
Inventory, gross
|
$
|
37,217
|
|
$
|
36,744
|
|
Excess and obsolete inventory reserves
|
(10,378
|
)
|
(11,362
|
)
|
||
Inventories, net
|
$
|
26,839
|
|
$
|
25,382
|
|
|
September 30, 2017
|
March 31, 2017
|
||||||||||||||||
|
Gross Carrying Amount
|
|
Accum. Amort.
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accum. Amort.
|
|
Net Carrying Amount
|
|
||||||
Definite-lived
|
|
|
|
|
|
|
||||||||||||
Non-compete agreements
|
$
|
842
|
|
$
|
842
|
|
$
|
—
|
|
$
|
833
|
|
$
|
833
|
|
$
|
—
|
|
Customer relationships
|
122,396
|
|
85,083
|
|
37,313
|
|
122,301
|
|
80,678
|
|
41,623
|
|
||||||
Total
|
$
|
123,238
|
|
$
|
85,925
|
|
$
|
37,313
|
|
$
|
123,134
|
|
$
|
81,511
|
|
$
|
41,623
|
|
Indefinite-lived
|
|
|
|
|
|
|
||||||||||||
Trademarks
|
34,024
|
|
8,253
|
|
25,771
|
|
35,450
|
|
8,253
|
|
27,197
|
|
||||||
Total
|
$
|
157,262
|
|
$
|
94,178
|
|
$
|
63,084
|
|
$
|
158,584
|
|
$
|
89,764
|
|
$
|
68,820
|
|
|
Trademarks
|
|
Customer relationships
|
|
Total
|
|
|||
March 31, 2017
|
$
|
27,197
|
|
$
|
41,623
|
|
$
|
68,820
|
|
Intangibles amortization
|
—
|
|
(4,339
|
)
|
(4,339
|
)
|
|||
Foreign currency translation adjustment
|
—
|
|
29
|
|
29
|
|
|||
Intangible asset impairment loss
|
(1,426
|
)
|
—
|
|
(1,426
|
)
|
|||
September 30, 2017
|
$
|
25,771
|
|
$
|
37,313
|
|
$
|
63,084
|
|
Fiscal
|
|
||
2018
|
$
|
3,253
|
|
2019
|
5,616
|
|
|
2020
|
5,119
|
|
|
2021
|
4,658
|
|
|
2022
|
3,057
|
|
|
Thereafter
|
15,610
|
|
|
Total
|
$
|
37,313
|
|
|
September 30, 2017
|
|
March 31, 2017
|
|
||
Revolving credit agreement
(1)
|
$
|
78,000
|
|
$
|
88,400
|
|
Term loan
(1)
|
50,000
|
|
—
|
|
||
Other
|
1,165
|
|
1,346
|
|
||
Total debt
|
$
|
129,165
|
|
$
|
89,746
|
|
Less: current portion
(2)
|
(5,756
|
)
|
(964
|
)
|
||
Long-term debt
|
$
|
123,409
|
|
$
|
88,782
|
|
|
|
Asset Derivatives
|
Liability Derivatives
|
||||||||||
|
|
September 30,
|
|
March 31,
|
|
September 30,
|
|
March 31,
|
|
||||
|
Classification
|
2017
|
|
2017
|
|
2017
|
|
2017
|
|
||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
|||||
Foreign currency contracts
|
Other liabilities (current)
|
|
|
$
|
966
|
|
$
|
573
|
|
||||
Foreign currency contracts
|
Other assets (current)
|
$
|
160
|
|
$
|
87
|
|
|
|
|
|
Three-months ended
|
Six-months ended
|
||||||||||
|
|
September 30
|
September 30
|
||||||||||
|
Classification
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
||||||
Gain (loss) recognized in other comprehensive income (effective portion), net of taxes
|
Other comprehensive
income
|
$
|
(221
|
)
|
$
|
(295
|
)
|
$
|
(888
|
)
|
$
|
(443
|
)
|
Amounts reclassified from AOCI into results of operations (effective portion), net of taxes
|
Selling, general &
administrative expenses
|
736
|
|
289
|
|
1,122
|
|
516
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||||
Assets at Fair Value
|
|
|
|
|
||||||||
Defined benefit pension plan assets
(1)
|
$
|
22,261
|
|
$
|
11,667
|
|
$
|
—
|
|
$
|
33,928
|
|
Foreign currency contracts
|
$
|
—
|
|
$
|
160
|
|
$
|
—
|
|
$
|
160
|
|
Total Assets at Fair Value
|
$
|
22,261
|
|
$
|
11,827
|
|
$
|
—
|
|
$
|
34,088
|
|
Liabilities at Fair Value
|
|
|
|
|
||||||||
Foreign currency contracts
|
$
|
—
|
|
$
|
966
|
|
$
|
—
|
|
$
|
966
|
|
|
September 30, 2017
|
|
March 31, 2017
|
|
||
Foreign Currency Translation Adjustment
|
$
|
1,329
|
|
$
|
(3,843
|
)
|
Derivative Instruments
|
(114
|
)
|
(348
|
)
|
||
Defined Benefit Pension
|
(11,104
|
)
|
(11,290
|
)
|
||
Accumulated other comprehensive income
|
$
|
(9,889
|
)
|
$
|
(15,481
|
)
|
|
Three-months ended
|
Six-months ended
|
||||||||||
|
September 30
|
September 30
|
||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||
Shares of common stock purchased
|
—
|
|
—
|
|
44,507
|
|
39,735
|
|
||||
Aggregate purchase price
|
$
|
—
|
|
$
|
—
|
|
$
|
393
|
|
$
|
477
|
|
Average purchase price
|
$
|
—
|
|
$
|
—
|
|
$
|
8.84
|
|
$
|
12.01
|
|
|
Six-months ended
|
|||
|
September 30
|
|||
|
2017
|
|
2016
|
|
Expected life (in years)
|
6.1
|
|
6.8
|
|
Risk-free interest rate
|
2.1
|
%
|
1.6
|
%
|
Annual forfeiture rate
|
2.7
|
%
|
1.8
|
%
|
Expected volatility
|
45.3
|
%
|
41.7
|
%
|
Dividend yield
|
3.9
|
%
|
3.1
|
%
|
|
Shares (in 000’s)
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contractual Life (Years)
|
Intrinsic Value (000’s)
|
|
||
March 31, 2017
|
1,080
|
|
$
|
21.84
|
|
|
|
||
Granted
|
609
|
|
8.10
|
|
|
|
|||
Exercised
|
—
|
|
—
|
|
|
|
|||
Forfeited or cancelled
|
(110
|
)
|
20.02
|
|
|
|
|||
September 30, 2017
|
1,579
|
|
$
|
16.67
|
|
6.4
|
$
|
—
|
|
Exercisable
|
744
|
|
$
|
24.93
|
|
3.2
|
$
|
—
|
|
|
Shares (in 000’s)
|
|
Weighted-Average Grant-Date Fair Value
|
|
|
March 31, 2017
|
419
|
|
$
|
4.45
|
|
Granted
|
609
|
|
2.51
|
|
|
Vested
|
(159
|
)
|
4.99
|
|
|
Forfeited
|
(33
|
)
|
4.45
|
|
|
September 30, 2017
|
836
|
|
$
|
2.93
|
|
|
Shares (in 000’s)
|
|
Weighted-Average Grant-Date Fair Value
|
|
|
March 31, 2017
|
340
|
|
$
|
14.24
|
|
Granted
|
420
|
|
8.03
|
|
|
Vested
|
(223
|
)
|
12.38
|
|
|
Forfeited
|
(25
|
)
|
13.66
|
|
|
September 30, 2017
|
512
|
|
$
|
9.99
|
|
|
Six-months ended
|
|||
|
September 30
|
|||
|
2017
|
|
2016
|
|
Risk-free interest rate
|
1.4
|
%
|
0.9
|
%
|
Expected volatility
|
46.7
|
%
|
45.1
|
%
|
Dividend yield
|
3.9
|
%
|
3.4
|
%
|
|
Shares (in 000’s)
|
|
Weighted-Average Grant-Date Fair Value
|
|
|
March 31, 2017
|
319
|
|
$
|
15.93
|
|
Granted
|
309
|
|
8.26
|
|
|
Vested
|
(68
|
)
|
23.05
|
|
|
Forfeited
|
(33
|
)
|
14.66
|
|
|
September 30, 2017
|
527
|
|
$
|
10.60
|
|
|
Three-months ended
|
Six-months ended
|
||||||||||
|
September 30
|
September 30
|
||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||
Net income (loss)
|
$
|
(11,400
|
)
|
$
|
(6,105
|
)
|
$
|
(21,147
|
)
|
$
|
(6,581
|
)
|
Weighted-average common shares outstanding (basic)
|
15,138
|
|
15,149
|
|
15,057
|
|
15,088
|
|
||||
Effect of dilutive securities from equity awards
|
—
|
|
—
|
|
—
|
|
—
|
|
||||
Weighted-average common shares outstanding (diluted)
|
15,138
|
|
15,149
|
|
15,057
|
|
15,088
|
|
||||
Basic earnings (loss) per common share
|
$
|
(0.75
|
)
|
$
|
(0.40
|
)
|
$
|
(1.40
|
)
|
$
|
(0.44
|
)
|
Dilutive earnings (loss) per common share
|
$
|
(0.75
|
)
|
$
|
(0.40
|
)
|
$
|
(1.40
|
)
|
$
|
(0.44
|
)
|
|
|
|
|
|
|
North America Products
|
|
North America Services
|
|
International Products
|
|
International Services
|
|
Total
|
|
|||||
2Q18
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
19,858
|
|
$
|
148,533
|
|
$
|
17,390
|
|
$
|
8,383
|
|
$
|
194,164
|
|
Gross profit
|
9,145
|
|
38,536
|
|
6,937
|
|
1,875
|
|
56,493
|
|
|||||
Operating income (loss)
|
1,848
|
|
(7,177
|
)
|
(361
|
)
|
(1,682
|
)
|
(7,372
|
)
|
|||||
Depreciation
|
451
|
|
1,702
|
|
175
|
|
107
|
|
2,435
|
|
|||||
Intangibles amortization
|
—
|
|
1,984
|
|
125
|
|
—
|
|
2,109
|
|
|||||
Restructuring expense
|
(659
|
)
|
697
|
|
(1,073
|
)
|
1,182
|
|
147
|
|
|||||
Asset impairment loss
|
—
|
|
1,426
|
|
—
|
|
—
|
|
1,426
|
|
|||||
Capital expenditures
|
204
|
|
1,009
|
|
120
|
|
258
|
|
1,591
|
|
|||||
Assets (as of September 30)
|
62,527
|
|
318,149
|
|
43,112
|
|
15,431
|
|
439,219
|
|
|||||
|
|
|
|
|
|
||||||||||
2Q17
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
20,954
|
|
$
|
169,782
|
|
$
|
21,309
|
|
$
|
6,704
|
|
$
|
218,749
|
|
Gross profit
|
6,533
|
|
37,955
|
|
8,517
|
|
1,439
|
|
54,444
|
|
|||||
Operating income (loss)
|
(749
|
)
|
(6,106
|
)
|
65
|
|
252
|
|
(6,538
|
)
|
|||||
Depreciation
|
417
|
|
1,691
|
|
187
|
|
60
|
|
2,355
|
|
|||||
Intangibles amortization
|
—
|
|
2,189
|
|
115
|
|
—
|
|
2,304
|
|
|||||
Restructuring expense
|
125
|
|
2,125
|
|
671
|
|
20
|
|
2,941
|
|
|||||
Asset impairment loss
|
—
|
|
536
|
|
—
|
|
—
|
|
536
|
|
|||||
Capital expenditures
|
(449
|
)
|
1,728
|
|
107
|
|
417
|
|
1,803
|
|
|||||
Assets (as of September 30)
|
46,752
|
|
354,715
|
|
36,033
|
|
17,002
|
|
454,502
|
|
|||||
|
|
|
|
|
|
||||||||||
2QYTD18
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
37,121
|
|
$
|
301,163
|
|
$
|
33,015
|
|
$
|
14,509
|
|
$
|
385,808
|
|
Gross profit
|
16,924
|
|
76,066
|
|
13,019
|
|
3,087
|
|
109,096
|
|
|||||
Operating income (loss)
|
374
|
|
(14,533
|
)
|
(4,102
|
)
|
(2,008
|
)
|
(20,269
|
)
|
|||||
Depreciation
|
900
|
|
3,336
|
|
339
|
|
184
|
|
4,759
|
|
|||||
Intangibles amortization
|
—
|
|
4,101
|
|
238
|
|
—
|
|
4,339
|
|
|||||
Restructuring expense
|
647
|
|
1,975
|
|
640
|
|
1,207
|
|
4,469
|
|
|||||
Asset impairment loss
|
—
|
|
1,426
|
|
—
|
|
—
|
|
1,426
|
|
|||||
Capital expenditures
|
333
|
|
1,708
|
|
373
|
|
274
|
|
2,688
|
|
|||||
Assets (as of September 30)
|
62,527
|
|
318,149
|
|
43,112
|
|
15,431
|
|
439,219
|
|
|||||
|
|
|
|
|
|
||||||||||
2QYTD17
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
40,039
|
|
$
|
341,517
|
|
$
|
42,105
|
|
$
|
13,568
|
|
$
|
437,229
|
|
Gross profit
|
15,467
|
|
87,098
|
|
16,531
|
|
3,001
|
|
122,097
|
|
|||||
Operating income (loss)
|
194
|
|
(4,959
|
)
|
396
|
|
551
|
|
(3,818
|
)
|
|||||
Depreciation
|
822
|
|
3,306
|
|
369
|
|
103
|
|
4,600
|
|
|||||
Intangibles amortization
|
—
|
|
4,523
|
|
232
|
|
—
|
|
4,755
|
|
|||||
Restructuring expense
|
125
|
|
2,125
|
|
671
|
|
20
|
|
2,941
|
|
|||||
Asset impairment loss
|
—
|
|
536
|
|
—
|
|
—
|
|
536
|
|
|||||
Capital expenditures
|
826
|
|
2,416
|
|
201
|
|
432
|
|
3,875
|
|
|||||
Assets (as of September 30)
|
46,752
|
|
354,715
|
|
36,033
|
|
17,002
|
|
454,502
|
|
|
Employee
Severance |
|
Facility
Closures |
|
Total
|
|
|||
Balance at March 31, 2017
|
$
|
4,850
|
|
$
|
286
|
|
$
|
5,136
|
|
Restructuring expense
|
4,133
|
|
336
|
|
4,469
|
|
|||
Cash expenditures
|
(4,462
|
)
|
(286
|
)
|
(4,748
|
)
|
|||
Balance at September 30, 2017
|
$
|
4,521
|
|
$
|
336
|
|
$
|
4,857
|
|
|
North America Products
|
|
North America Services
|
|
International Products
|
|
International Services
|
|
Total
|
|
|||||
Employee Severance
|
$
|
647
|
|
$
|
1,651
|
|
$
|
628
|
|
$
|
1,207
|
|
$
|
4,133
|
|
Facility Closures
|
—
|
|
324
|
|
12
|
|
—
|
|
336
|
|
|||||
Total
|
$
|
647
|
|
$
|
1,975
|
|
$
|
640
|
|
$
|
1,207
|
|
$
|
4,469
|
|
•
|
A diversified client base:
We have built a diversified client base that ranges from small organizations to many of the world's largest corporations and institutions. Black Box clients participate in many industries, including government, technology, business services, healthcare, manufacturing, banking and retail, among others. Revenues from our clients are segmented with approximately 60% from large companies (
i.e.
, revenues greater than $1 billion, including federal governments), approximately 20% from medium-sized companies (
i.e.
, revenues between $50 million and $1 billion, including state governments) and approximately 20% from small companies (
i.e.
, revenues less than $50 million, including local governments). We strive to develop extensive and long-term relationships with high-quality clients as we believe that satisfied clients will demand quality services and product offerings even in economic downturns. Also, we believe that our distinctive portfolio of products and services will allow us to leverage the relationships and introduce additional offerings to satisfied clients.
|
•
|
Key relationships with leading technology partners:
We have built long-term relationships with all major communications equipment manufacturers and we are a top partner with the market leaders.
|
•
|
Broad geographic footprint:
We have built a global footprint with offices throughout the world.
|
•
|
Deep organic resources:
We have
3,351
team members world-wide, with the collective experience and certifications to serve our clients with on-site and remote capabilities.
|
•
|
Dedicated sales force:
We have a team of direct sales people world-wide.
|
|
2QYTD18
|
|
2QYTD17
|
|
% Change
|
|
||
Revenues
|
$
|
385,808
|
|
$
|
437,229
|
|
(11.8
|
)%
|
Gross profit margin
|
28.3
|
%
|
27.9
|
%
|
1.4
|
%
|
||
Operating income (loss) margin
|
(5.3
|
)%
|
(0.9
|
)%
|
n/m
|
|
||
Diluted earnings (loss) per share
|
$
|
(1.40
|
)
|
$
|
(0.44
|
)
|
n/m
|
|
Net cash provided by (used for) operating activities
|
$
|
(15,624
|
)
|
$
|
15,682
|
|
n/m
|
|
•
|
a
$51,421
decrease
in Revenues as a result of a $39,413 decrease in Service Revenues, primarily due to decreases in North America Services as a result of decreases in both unified communications and infrastructure, partially offset by an increase in government revenues due to market repositioning that was actioned over the past two years and a $12,008 decrease in Product Revenues primarily due to decrease in North America Products as a result of lower demand in the legacy run rate business and a decrease in International Products which was negatively impacted by an initiative to centralize back office and supply chain operations,
|
•
|
a
$13,001
decrease
in Gross profit as a result of a $10,946 decrease in Service Gross profit driven by the decline in Revenues noted above as well as a decrease in Gross profit margin due to lower revenues on higher margin unified communication business and aggressive pricing on certain incremental infrastructure projects for our commercial clients and higher volume of successful contract awards that carry a lower gross margin for our government clients, and a $2,055 decrease in Products Gross profit driven by the decline in Revenues noted above, all partially offset by a $9,137 Inventory impairment taken in the prior year,
|
•
|
a
$2,976
increase
in Selling, general and administrative expenses which was primarily the result of $1,528 of additional restructuring expense, $1,175 of gain on the sale of a facility in the prior year, and $6,979 of costs related to the ongoing ERP implementation, partially offset by a decrease in variable compensation,
|
•
|
an $890 increase in Asset impairment loss due to a $1,426 Trademark impairment in the current quarter,
|
•
|
a
$762
increase
in Interest expense (income) resulting from an increase in weighted-average outstanding debt and a $204 write-off of deferred amortization costs of our Credit Agreement due to the reduction in size of the facility in the Amended Credit Agreement,
|
•
|
partially offset by a
$2,872
increase in Benefit from income taxes and an increase in the effective rate from
(14.0)%
to
8.9%
due to the mix of income and losses across various taxing jurisdictions along with valuation allowances recorded against federal foreign tax credits and state and foreign net operating losses.
|
|
2Q18
|
|
2Q17
|
|
% Change
|
|
|
2QYTD18
|
|
2QYTD17
|
|
% Change
|
|
||||
Revenues
|
|
|
|
|
|
|
|
||||||||||
North America Products
|
$
|
19,858
|
|
$
|
20,954
|
|
(5
|
)%
|
|
$
|
37,121
|
|
$
|
40,039
|
|
(7
|
)%
|
International Products
|
$
|
17,390
|
|
$
|
21,309
|
|
(18
|
)%
|
|
$
|
33,015
|
|
$
|
42,105
|
|
(22
|
)%
|
Products
|
$
|
37,248
|
|
$
|
42,263
|
|
(12
|
)%
|
|
$
|
70,136
|
|
$
|
82,144
|
|
(15
|
)%
|
North America Services
|
$
|
148,533
|
|
$
|
169,782
|
|
(13
|
)%
|
|
$
|
301,163
|
|
$
|
341,517
|
|
(12
|
)%
|
International Services
|
$
|
8,383
|
|
$
|
6,704
|
|
25
|
%
|
|
$
|
14,509
|
|
$
|
13,568
|
|
7
|
%
|
Services
|
$
|
156,916
|
|
$
|
176,486
|
|
(11
|
)%
|
|
$
|
315,672
|
|
$
|
355,085
|
|
(11
|
)%
|
Total Revenues
|
$
|
194,164
|
|
$
|
218,749
|
|
(11
|
)%
|
|
$
|
385,808
|
|
$
|
437,229
|
|
(12
|
)%
|
Gross Profit
|
|
|
|
|
|
|
|
||||||||||
North America Products
|
$
|
9,145
|
|
$
|
6,533
|
|
40
|
%
|
|
$
|
16,924
|
|
$
|
15,467
|
|
9
|
%
|
% of Revenues
|
46.1
|
%
|
31.2
|
%
|
48
|
%
|
|
45.6
|
%
|
38.6
|
%
|
18
|
%
|
||||
International Products
|
$
|
6,937
|
|
$
|
8,517
|
|
(19
|
)%
|
|
$
|
13,019
|
|
$
|
16,531
|
|
(21
|
)%
|
% of Revenues
|
39.9
|
%
|
40.0
|
%
|
—
|
%
|
|
39.4
|
%
|
39.3
|
%
|
—
|
%
|
||||
Products
|
$
|
16,082
|
|
$
|
15,050
|
|
7
|
%
|
|
$
|
29,943
|
|
$
|
31,998
|
|
(6
|
)%
|
% of Revenues
|
43.2
|
%
|
35.6
|
%
|
21
|
%
|
|
42.7
|
%
|
39.0
|
%
|
9
|
%
|
||||
North America Services
|
$
|
38,536
|
|
$
|
37,955
|
|
2
|
%
|
|
$
|
76,066
|
|
$
|
87,098
|
|
(13
|
)%
|
% of Revenues
|
25.9
|
%
|
22.4
|
%
|
16
|
%
|
|
25.3
|
%
|
25.5
|
%
|
(1
|
)%
|
||||
International Services
|
$
|
1,875
|
|
$
|
1,439
|
|
30
|
%
|
|
$
|
3,087
|
|
$
|
3,001
|
|
3
|
%
|
% of Revenues
|
22.4
|
%
|
21.5
|
%
|
4
|
%
|
|
21.3
|
%
|
22.1
|
%
|
(4
|
)%
|
||||
Services
|
$
|
40,411
|
|
$
|
39,394
|
|
3
|
%
|
|
$
|
79,153
|
|
$
|
90,099
|
|
(12
|
)%
|
% of Revenues
|
25.8
|
%
|
22.3
|
%
|
16
|
%
|
|
25.1
|
%
|
25.4
|
%
|
(1
|
)%
|
||||
Total Gross Profit
|
$
|
56,493
|
|
$
|
54,444
|
|
4
|
%
|
|
$
|
109,096
|
|
$
|
122,097
|
|
(11
|
)%
|
% of Revenues
|
29.1
|
%
|
24.9
|
%
|
17
|
%
|
|
28.3
|
%
|
27.9
|
%
|
1
|
%
|
||||
Operating Income (Loss)
|
|
|
|
|
|
|
|
||||||||||
North America Products
|
$
|
1,848
|
|
$
|
(749
|
)
|
n/m
|
|
|
$
|
374
|
|
$
|
194
|
|
93
|
%
|
% of Revenues
|
9.3
|
%
|
(3.6
|
)%
|
n/m
|
|
|
1.0
|
%
|
0.5
|
%
|
100
|
%
|
||||
International Products
|
$
|
(361
|
)
|
$
|
65
|
|
n/m
|
|
|
$
|
(4,102
|
)
|
$
|
396
|
|
n/m
|
|
% of Revenues
|
(2.1
|
)%
|
0.3
|
%
|
n/m
|
|
|
(12.4
|
)%
|
0.9
|
%
|
n/m
|
|
||||
Products
|
$
|
1,487
|
|
$
|
(684
|
)
|
n/m
|
|
|
$
|
(3,728
|
)
|
$
|
590
|
|
n/m
|
|
% of Revenues
|
4.0
|
%
|
(1.6
|
)%
|
n/m
|
|
|
(5.3
|
)%
|
0.7
|
%
|
n/m
|
|
||||
North America Services
|
$
|
(7,177
|
)
|
$
|
(6,106
|
)
|
n/m
|
|
|
$
|
(14,533
|
)
|
$
|
(4,959
|
)
|
n/m
|
|
% of Revenues
|
(4.8
|
)%
|
(3.6
|
)%
|
n/m
|
|
|
(4.8
|
)%
|
(1.5
|
)%
|
n/m
|
|
||||
International Services
|
$
|
(1,682
|
)
|
$
|
252
|
|
n/m
|
|
|
$
|
(2,008
|
)
|
$
|
551
|
|
n/m
|
|
% of Revenues
|
(20.1
|
)%
|
3.8
|
%
|
n/m
|
|
|
(13.8
|
)%
|
4.1
|
%
|
n/m
|
|
||||
Services
|
$
|
(8,859
|
)
|
$
|
(5,854
|
)
|
n/m
|
|
|
$
|
(16,541
|
)
|
$
|
(4,408
|
)
|
n/m
|
|
% of Revenues
|
(5.6
|
)%
|
(3.3
|
)%
|
n/m
|
|
|
(5.2
|
)%
|
(1.2
|
)%
|
n/m
|
|
||||
Total Operating Income (Loss)
|
$
|
(7,372
|
)
|
$
|
(6,538
|
)
|
n/m
|
|
|
$
|
(20,269
|
)
|
$
|
(3,818
|
)
|
n/m
|
|
% of Revenues
|
(3.8
|
)%
|
(3.0
|
)%
|
n/m
|
|
|
(5.3
|
)%
|
(0.9
|
)%
|
n/m
|
|
|
2Q18
|
|
4Q17
|
|
2Q17
|
|
|||
Cash and cash equivalents
|
$
|
30,462
|
|
$
|
14,247
|
|
$
|
16,124
|
|
Working Capital
|
$
|
115,456
|
|
$
|
91,134
|
|
$
|
105,303
|
|
Debt
|
$
|
129,165
|
|
$
|
89,746
|
|
$
|
103,037
|
|
Stockholders’ equity
|
$
|
127,125
|
|
$
|
141,649
|
|
$
|
146,881
|
|
Unused commitments of the Credit Agreement
|
$
|
37,150
|
|
$
|
106,750
|
|
$
|
93,750
|
|
Cash and Unused commitments of the Credit Agreement
|
$
|
67,612
|
|
$
|
120,997
|
|
$
|
109,874
|
|
|
2QYTD18
|
|
2QYTD17
|
|
||
Net cash provided by (used for) operating activities
|
$
|
(15,624
|
)
|
$
|
15,682
|
|
Net cash provided by (used for) investing activities
|
$
|
(2,619
|
)
|
$
|
(2,453
|
)
|
Net cash provided by (used for) financing activities
|
$
|
33,804
|
|
$
|
(20,914
|
)
|
Exhibit Number
|
Description
|
Amendment and Joinder Agreement, dated as of August 9, 2017, by and among Black Box Corporation, the Guarantors, the Lenders and PNC Bank, National Association, as Administrative Agent
(1)
|
|
Subsidiaries of the Registrant
(2)
|
|
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002
(2)
|
|
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002
(2)
|
|
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(2)
|
|
101
|
Interactive Data File
|
|
|
(1)
|
Filed as an exhibit to the Current Report on Form 8-K of the Company, file number 0-18706, filed with the SEC on August 10, 2017, and incorporated herein by reference.
|
(2)
|
Filed herewith.
|
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