WPCS Announces Financial Results for Fiscal 2016 First Quarter

Suisun Operations Generates Net Income of $542,000

September 17, 2015 9:02 AM EDT

SUISUN, CA -- (Marketwired) -- 09/17/15 -- WPCS International Incorporated (NASDAQ: WPCS), which specializes in contracting services for communications infrastructure, today announced its first quarter fiscal 2016 financial results for the three month period ended July 31, 2015.

Sebastian Giordano, Interim CEO of WPCS, commented, "We are extremely pleased to report that the Company had income from continuing operations of $84,000 for the three months ended July 31, 2015, as our Suisun Operations generated net income of $542,000 in the first quarter."

Financial Results for the Three Months Ended July 31, 2015 Revenue for the three months ended July 31, 2015 decreased $1,600,000, or 27.0%, to $4,464,000 as compared to $6,064,000 for the same period in 2014.

The Company's $84,000 income from continuing operations for the three months ended July 31, 2015 was due primarily to an operating loss of $311,000 as well as interest, taxes and other expenses totaling $5,000, which were offset by noncash income from Section 16 settlements of $400,000. This compared to a net operating loss from continuing operations of $2,647,500 for the same period in 2014.

WPCS has recorded the financial results for our divested subsidiaries as discontinued operations. For the three months ended July 31, 2015, WPCS recorded income from discontinued operations of approximately $41,000. Net loss attributable to common shareholders for the three-month period totaled $4,182,000 due primarily from dividends declared and deemed on preferred stock.

"As one multi-year, high revenue, but lower margin project neared completion, we expected topline revenues to be lower this quarter than the same period last year. However, Suisun's profitability this quarter was significantly bolstered by a robust 22.8% gross profit margin due to more lower revenue, higher margin jobs," Giordano concluded.

About WPCS International Incorporated WPCS provides contracting services to the public services, healthcare, energy and corporate enterprise markets in the United States. For more information, please visit www.wpcs.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including, but not limited to, statements with respect to the Company's future growth opportunities and strategic plan. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.


              WPCS INTERNATIONAL INCORPORATED AND SUBSIDIARIES

                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                (Unaudited)

                                                   July 31,      April 30,
                                                     2015          2015
                                                 ------------  ------------

ASSETS
Current assets:
  Cash and cash equivalents                      $  5,539,610  $  2,364,360
  Accounts receivable, net of allowance of
   $92,000 at July 31, 2015 and April 30, 2015,
   respectively                                     5,069,955     6,494,890
  Costs and estimated earnings in excess of
   billings on uncompleted contracts                  523,758       420,434
  Prepaid expenses and other current assets            75,305       159,769
  Current assets held for sale                      5,037,959     4,566,251
                                                 ------------  ------------
    Total current assets                           16,246,587    14,005,704

Property and equipment, net                           158,724       162,986

Other assets                                           11,384        11,384

Other assets held for sale                            978,211       977,119
                                                 ------------  ------------

Total assets                                     $ 17,394,906  $ 15,157,193
                                                 ============  ============

LIABILITIES AND EQUITY
Current liabilities:
  Current portion of loans payable               $     43,905  $     39,935
  Accounts payable and accrued expenses             4,131,620     5,409,361
  Billings in excess of costs and estimated
   earnings on uncompleted contracts                1,471,816     1,346,461
  Other payable to Zurich                             225,000       360,000
  Short-term promissory notes                               -     1,703,000
  Income taxes payable                                  2,250         4,908
  Dividends payable                                   228,568       677,546
  Current liabilities held for sale                 7,935,488     5,710,807
                                                 ------------  ------------
    Total current liabilities                      14,038,647    15,252,018

Loans payable, net of current portion                  48,031        44,239
                                                 ------------  ------------
Total liabilities                                  14,086,678    15,296,257
                                                 ------------  ------------

Commitments and contingencies

Equity (deficit):
WPCS equity (deficit):
  Preferred stock - $0.0001 par value, 5,000,000
   shares authorized at July 31, 2015 and April
   30, 2015, respectively
    Convertible Series F - 0 and 5,268 shares
     issued and outstanding at July 31, 2015 and
     April 30, 2015, respectively; liquidation
     preference of $0                                       -     1,589,933
    Convertible Series F-1 - 1,858 and 5,642
     shares issued and outstanding at July 31,
     2015 and April 30, 2015, respectively;
     liquidation preference of $3,089,348             560,757     1,702,808
    Convertible Series G - 0 and 2,088 shares
     issued and outstanding at July 31, 2015 and
     April 30, 2015, respectively; liquidation
     preference of $0                                       -       731,706
    Convertible Series G-1 - 2,122 and 3,128
     shares issued and outstanding at July 31,
     2015 and April 30, 2015, respectively;
     liquidation preference of $4,329,212             743,726     1,096,250
    Convertible Series H - 3,943 and 0 shares
     issued and outstanding at July 31, 2015 and
     April 30, 2015, respectively; liquidation
     preference of $607,232                           607,232             -
    Convertible Series H-1 - 8,532 and 0 shares
     issued and outstanding at July 31, 2015 and
     April 30, 2015, respectively; liquidation
     preference of $1,415,030                         733,595             -
  Common stock - $0.0001 par value, 100,000,000
   shares authorized, 2,200,649 and 982,660
   shares issued and outstanding as of July 31,
   2015 and April 30, 2015, respectively                  220            98
  Additional paid-in capital                       80,469,531    70,380,397
  Accumulated deficit                             (80,732,898)  (76,550,894)
  Accumulated other comprehensive income on
   foreign currency translation                       349,076       349,723
                                                 ------------  ------------
Total WPCS equity (deficit)                         2,731,239      (699,979)

Noncontrolling interest                               576,989       560,915
                                                 ------------  ------------
Total equity (deficit)                              3,308,228      (139,064)
                                                 ------------  ------------

Total liabilities and equity                     $ 17,394,906  $ 15,157,193
                                                 ============  ============

The accompanying notes are an integral part of these condensed consolidated financial statements.




              WPCS INTERNATIONAL INCORPORATED AND SUBSIDIARIES

              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                (Unaudited)

                                                 For the three months ended
                                                          July 31,
                                                 --------------------------
                                                     2015          2014
                                                 ------------  ------------

Revenue                                          $  4,464,003  $  6,064,457
                                                 ------------  ------------

Costs and expenses:
  Cost of revenue                                   3,447,203     4,780,419
  Selling, general and administrative expenses      1,312,803     1,045,010
  Depreciation and amortization                        14,969        16,183
                                                 ------------  ------------
                                                    4,774,975     5,841,612
                                                 ------------  ------------

Operating (loss) income                              (310,972)      222,845

Other income (expense):
  Interest expense                                       (892)   (2,835,482)
  Income from Section 16 settlement                   400,000             -
  Other expenses                                       (2,906)       (7,500)
                                                 ------------  ------------

Income (loss) from continuing operations before
 income tax provision                                  85,230    (2,620,137)
Income tax provision                                    1,099        27,363
                                                 ------------  ------------
Income (loss) from continuing operations               84,131    (2,647,500)

Discontinued operations:
  Income (loss) from discontinued operations           41,261      (438,114)
  Gain from disposal                                        -       798,896
                                                 ------------  ------------
  Income from discontinued operations, net of
   tax                                                 41,261       360,782

Consolidated net income (loss)                        125,392    (2,286,718)
Net income (loss) attributable to noncontrolling
 interest                                              16,505       (49,020)
                                                 ------------  ------------
Net income (loss) attributable to WPCS                108,887    (2,237,698)
Dividends declared on preferred stock              (3,587,121)      (74,487)
Deemed dividend on convertible preferred stock,
 due to beneficial conversion feature                (703,770)            -
                                                 ------------  ------------
Net loss attributable to WPCS common
 shareholders                                    $ (4,182,004) $ (2,312,185)
                                                 ============  ============

Basic and diluted net loss attributable to WPCS
 common shareholders:
  Loss from continuing operations                $      (2.86) $      (4.30)
                                                 ------------  ------------
  Income (loss) from discontinued operations     $       0.02  $      (0.62)
  Gain from disposal                             $          -  $       1.26
                                                 ------------  ------------
  Basic and diluted net income from discontinued
   operations                                    $       0.02  $       0.64
                                                 ------------  ------------
  Basic and diluted net loss per common share
   attributable to WPCS                          $      (2.84) $      (3.66)
                                                 ============  ============

Basic and diluted weighted average number of
 common shares outstanding                          1,470,248       632,417

The accompanying notes are an integral part of these condensed consolidated financial statements.




              WPCS INTERNATIONAL INCORPORATED AND SUBSIDIARIES

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (Unaudited)

                                                 For the three months ended
                                                          July 31,
                                                 --------------------------
                                                     2015          2014
                                                 ------------  ------------
Operating activities:
  Net income (loss) from operations              $     84,131  $ (2,647,500)
  Consolidated net income from discontinued
   operations                                          41,261       360,782
Adjustments to reconcile consolidated net loss to
 net cash provided by (used in) operating
 activities:
  Depreciation and amortization                        14,969        16,183
  Amortization of notes discount                            -       853,417
  Interest expense related to make-whole amount             -     1,889,716
  Gain on sale of Pride                                     -      (798,896)
  Income on Section 16 settlement                    (400,000)            -
  Changes in operating assets and liabilities:
  Accounts receivable                               1,424,935    (1,577,117)
  Costs and estimated earnings in excess of
   billings on uncompleted contracts                 (103,324)     (169,500)
  Deferred contract costs                                   -           929
  Current assets held for sale                       (506,215)    1,188,498
  Prepaid expenses and other current assets            84,464       (84,620)
  Other assets                                              -        18,150
  Other assets held for sale                          (34,522)      179,591
  Income taxes payable                                 (2,658)       (2,200)
  Accounts payable and accrued expenses            (1,277,741)    2,082,017
  Current liabilities held for sale                 2,200,030      (559,652)
  Accrued severance expense                                 -    (1,218,750)
  Billings in excess of costs and estimated
   earnings on uncompleted contracts                  125,355      (182,441)
                                                 ------------  ------------
Net cash provided by (used in) operating
 activities                                         1,650,685      (651,393)
                                                 ------------  ------------

Investing activities:
  Acquisition of property and equipment               (10,707)     (137,314)
                                                 ------------  ------------
Net cash used in investing activities                 (10,707)     (137,314)
                                                 ------------  ------------

Financing activities:
  Proceeds from issuance of Series H-1 preferred
   stock and warrants                               1,575,000             -
  Borrowings under loan payable obligations             7,762        10,559
  Repayments under other payable to Zurich           (135,000)            -
  Repayments of short term convertible note            (4,000)            -
  Dividends paid on preferred stock                         -       (72,034)
                                                 ------------  ------------
Net cash provided by (used in) financing
 activities                                         1,443,762       (61,475)
                                                 ------------  ------------

Effect of exchange rate changes on cash                91,510        (7,939)
                                                 ------------  ------------

Net increase (decrease) in cash and cash
 equivalents                                        3,175,250      (858,121)
Cash and cash equivalents, beginning of the
 quarter                                            2,364,360     2,177,070
                                                 ------------  ------------
Cash and cash equivalents, end of the quarter    $  5,539,610  $  1,318,949
                                                 ============  ============

The accompanying notes are an integral part of these condensed consolidated financial statements.




              WPCS INTERNATIONAL INCORPORATED AND SUBSIDIARIES

         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                                 (Unaudited)

                                                  For the three months ended
                                                           July 31,
                                                 ---------------------------
                                                      2015          2014
                                                 ------------- -------------
Schedule of non-cash investing and financing
 activities:
  Declaration on preferred dividend payable      $   3,587,121 $           -
  Warrants issued with convertible preferred
   stock                                         $     841,405 $           -
  Deemed dividend on conversion of preferred
   stock to common stock                         $     703,770 $           -
  Conversion of dividends payable related to
   make-whole amount to common stock             $   3,375,792 $           -
  Conversion of dividends payable related to
   Series F-1 preferred stock                    $     501,826 $           -
  Conversion of dividends payable related to
   Series G-1 preferred stock                    $     158,481 $           -
  Conversion of short term promissory notes to
   Series H preferred stock                      $   1,299,000 $           -
  Conversion of Series F and F-1 preferred stock
   to common stock                               $   2,731,984 $           -
  Conversion of Series G and G-1 preferred stock
   to common stock                               $   1,084,230 $           -
  Conversion of Series H preferred stock to
   common stock                                  $     691,768 $           -
  Settlement of severance obligation and sale of
   Pride                                         $           - $     970,000
  Declaration on preferred dividends payable     $           - $      74,487

The accompanying notes are an integral part of these condensed consolidated financial statements.

INVESTOR CONTACT:
WPCS International Incorporated
David Allen
Chief Financial Officer
Phone: 707-759-6008
Email: Email Contact

Source: WPCS International Inc



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