20-F: Deswell Industries Reports Annual Results for Fiscal Year 2024
Annual Results
Deswell Industries reports a decrease in net sales but an increase in net income for the fiscal year ended March 31, 2024, driven by improved gross margins and non-operating income.
Summary
- Deswell Industries, Inc. reported its annual results on Form 20-F for the fiscal year ended March 31, 2024.
- Net sales decreased by 10.3% to $69.37 million, compared to $77.34 million in the previous fiscal year, with declines in both the plastic and electronic segments.
- Gross profit increased to $13.90 million, with a gross profit margin of 20.0%, compared to $12.84 million and 16.6% in the prior year.
- Selling, general and administrative expenses decreased slightly to $10.50 million.
- Operating income increased to $3.79 million from $2.89 million in the previous year.
- Net income increased significantly to $7.71 million, compared to $2.06 million in the prior fiscal year, primarily due to an increase in non-operating income.
- The company declared dividends of $0.10 per share on June 20, 2024, based on the results of the last six months of the year ended March 31, 2024.
- The company identified a material weakness in its internal control over financial reporting related to information technology general controls.
Sentiment
Score: 6
Explanation: The sentiment is neutral. While net income increased, sales decreased and a material weakness in internal controls was identified. The company is taking steps to remediate the weakness, but the overall picture is mixed.
Positives
- Gross profit margin improved due to lower raw material costs and cost control measures.
- Net income increased significantly due to higher non-operating income.
- The company is taking steps to remediate the identified material weakness in internal control over financial reporting.
- The company has cash and cash equivalents of $15.8 million as of March 31, 2024.
Negatives
- Net sales decreased by 10.3% due to lower orders in both plastic and electronic segments.
- A material weakness was identified in internal control over financial reporting related to information technology general controls.
- The company is dependent on a few major customers, with the loss of any of these customers potentially impacting sales and operating results.
Risks
- Dependence on a few major customers poses a risk if orders are reduced or terminated.
- Fluctuations in gross margins can be adversely affected by various factors, including raw material costs and currency exchange rates.
- The company may be classified as a Passive Foreign Investment Company (PFIC), which could have adverse tax consequences for U.S. investors.
- Changes in currency exchange rates, particularly the RMB to USD rate, can influence financial results.
- Shortages of components and materials used in production may delay or reduce sales and increase costs.
- The Chinese government could change its policies toward or even nationalize private enterprise, which could result in the total loss of our investment in that country.
- Restrictions on the convertibility of RMB into foreign currency may limit our ability to transfer excess funds or dividends to the Company's subsidiaries outside China.
- Heightened tensions in international relations, including between the United States and China, the Russia -Ukraine war and the Israel -Hamas conflict, may adversely impact our business, financial condition, and results of operations.
Future Outlook
The company expects to pay cash dividends on a semi-annual basis based on the company's six-month results, but there is no assurance that future dividends will be declared.
Industry Context
The injection molding and parts manufacturing industries have benefited from a trend among major users to outsource an increasing portion of their parts requirements and to select a small number of suppliers or a sole supplier to provide those products.
Comparison to Industry Standards
- The company competes with Asian-based manufacturers and/or suppliers of injection-molded plastic parts and components, major global electronic manufacturing services (EMS) providers, other smaller EMS companies that have a regional or product-specific focus, and original design manufacturers.
- The company faces particular competition from Asian-based competitors, including Taiwanese EMS providers which compete in our end markets.
- The company believes that competition for plastic injection molding, contract electronic manufacturing and parts manufacturing businesses are based on price, quality, service and the ability to deliver products in a timely and reliable basis.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chairman of the Board of Directors | Richard Pui Hon Lau | Chin Pang Li | June 12, 2023 | Death of Richard Pui Hon Lau |
| Interim Director | NA | Ben Yiu Sing Poon | June 12, 2023 | Interim appointment |
| Director | Ben Yiu Sing Poon | Wai Ming Lau | February 6, 2024 | Election at annual meeting |
| Chairman of the Board of Directors | Chin Pang Li | Wai Ming Lau | February 19, 2024 | Board election |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Adoption of Compensation Recovery Policy | The Company adopted a Compensation Recovery Policy to comply with Section 10D of the Securities Exchange Act of 1934, as amended (Exchange Act) and Rule 10D-1 of the Exchange Act, which require the recovery of certain Incentive-Based Compensation erroneously awarded to a Covered Executive. | October 2, 2023 | The Company must be in receipt of a Covered Executives acknowledgement as a condition to such Covered Persons eligibility to receive Incentive-Based Compensation after October 2, 2023. |
Stakeholder Impact
- Shareholders will receive semi-annual dividends, although there is no guarantee of future dividends.
- Employees may be affected by changes in labor costs and the company's efforts to control costs.
- Customers may be affected by changes in the company's ability to provide competitive products and services.
- Suppliers may be affected by the company's financial performance and its ability to meet its obligations.
Next Steps
- The company intends to take measures to remediate the material weakness in internal control over financial reporting.
- The company will continue to evaluate the impact of the COVID-19 outbreak on its financial condition, results of operations and cash flows.
- The company will continue to submit the information requested by the BVI registered agent annually.
- The company will continue to evaluate the need for the adoption of formal insider trading procedures on an ongoing basis.
Key Dates
| Date | Description |
|---|---|
| December 2, 1993 | Deswell was incorporated in the British Virgin Islands. |
| December 20, 1999 | Sovereignty over Macao was transferred to China. |
| January 2000 | The Company acquired land in Houjie, Dongguan, China. |
| July 2003 | The Company acquired land and buildings in Chang An, Dongguan, China. |
| August 2004 | The Company's plastic injection manufacturing plant in Dongguan obtained ISO 14001 certification. |
| January 2006 | The Company's electronic manufacturing plant obtained ISO 14001 certification. |
| July 2006 | Deswell obtained ISO/TS 16949 Certification for its plastic injection manufacturing plant. |
| January 1, 2008 | China's Labor Contract Law became effective. |
| March 26, 2010 | Amendment to Articles of Association to reduce quorum requirements. |
| April 1, 2011 | Herman Wong joined the Company as Chief Financial Officer. |
| May 1, 2015 | Minimum wages in Guangdong Province raised by approximately 15%. |
| June 1, 2015 | SAFE Circular 19 took effect. |
| July 1, 2018 | Minimum wage in Dongguan raised to RMB 1,720 per month. |
| October 23, 2019 | SAFE Circular 28 was promulgated. |
| January 15, 2020 | The U.S. and China signed the Phase One Deal. |
| December 18, 2020 | The Holding Foreign Companies Accountable Act (HFCAA) was signed into law. |
| December 31, 2020 | Circular Regarding Further Optimizing the Cross -border RMB Policy was jointly promulgated. |
| February 4, 2021 | Circular Regarding Further Optimizing the Cross -border RMB Policy became effective. |
| December 2021 | Guangdong Provincial Government increased the Provinces statutory minimum wage. |
| December 2, 2021 | The SEC adopted final amendments implementing the disclosure and submission requirements of the HFCAA. |
| December 16, 2021 | The PCAOB issued a report stating it was unable to inspect registered public accounting firms in Mainland China and Hong Kong. |
| August 29, 2022 | Deswell was listed by the SEC as a Commission-Identified Issuer under the HFCAA. |
| December 15, 2022 | The PCAOB issued a report vacating its December 16, 2021 determinations and removing Mainland China and Hong Kong from the list of jurisdictions where it is unable to completely inspect or investigate registered public accounting firms. |
| December 29, 2022 | U.S. Congress passed and the President signed into law the Consolidated Appropriations Act, 2023, amending the HFCAA. |
| June 12, 2023 | Richard Pui Hon Lau, former chairman of the Board of Directors, passed away. |
| June 19, 2023 | U.S. Secretary of State Antony Blinken ended a high -stakes visit to Beijing. |
| February 6, 2024 | Wai Ming Lau was elected to the Board of Directors. |
| February 19, 2024 | Wai Ming Lau was elected as the Chairman of the Board of Directors. |
| March 31, 2024 | End of fiscal year 2024. |
| June 20, 2024 | The Company declared a dividend of $0.10. |
| June 30, 2024 | Date of share ownership information. |
| July 19, 2024 | The dividend declared on June 20, 2024 was paid. |
| August 9, 2024 | Date of the audit report. |
Keywords
Deswell Industries, annual report, financial results, injection molding, electronic products, net sales, net income, gross margin, operating income, dividends, material weakness, internal control, China, PFIC, currency risk
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