DEF: Jerash Holdings Achieves Record Sales and Resumes Profitability in Fiscal 2025 Amidst Challenging Market
Proxy Statement
Jerash Holdings (US), Inc. reported record annual sales of $146 million in fiscal 2025, a 24% increase, and returned to pretax profitability despite a difficult macroeconomic environment.
Summary
- Achieved record annual sales of $146 million in fiscal 2025, marking a 24% increase from $117.2 million in fiscal 2024.
- Gross profit increased by 32% to $22.3 million, primarily due to better planning and execution of logistics and production.
- Gross margin improved to approximately 15% in fiscal 2025 from 14% in fiscal 2024, driven by higher production and shipment volume and economies of scale.
- Resumed profitability before taxation in fiscal 2025, posting pretax profit in the last three quarters after a loss in the first quarter due to Red Sea logistic disruptions.
- Net loss significantly reduced to $0.8 million, or $0.07 per share, in fiscal 2025, compared to a net loss of $2.0 million, or $0.16 per share, in fiscal 2024.
- Comprehensive loss attributable to stockholders improved to $0.9 million from $2.4 million in the prior year.
- Maintained regular quarterly dividend payments of $0.05 per share, indicating continued cash flow generation from operations.
- Secured promising order projections for fiscal 2026 from long-term major customers.
- Expanded business with new customers, including Hansoll Textile Group, which placed the largest initial orders in July 2025.
- Supply chain expansion to the Middle East contributed to improved margins.
- Completed the expansion of the main production building, with production capacity expected to increase gradually by 15% in the coming two to three months.
- Executing an expansion plan for a satellite factory with the Jordanian Government to further increase capacity for fiscal 2027 growth.
- Committed to environmental, social, and governance (ESG) goals, including expanding solar panel installations and strengthening sourcing in Jordan to shorten supply chains.
- Focused on employee welfare by paying living wages, creating a safe work environment, and providing employment opportunities for displaced workers, including Syrian refugees and local women.
- Reported cash of $13.3 million and net working capital of $34.6 million at the end of fiscal 2025.
- The 2025 Annual Meeting of Stockholders is scheduled for Wednesday, September 10, 2025, at 9:00 A.M. ET in Hong Kong.
Sentiment
Score: 8
Explanation: The company demonstrated strong operational resilience and strategic execution in a challenging macroeconomic environment, achieving record sales and a significant reduction in net loss, leading to resumed profitability before taxation. The improved gross margin, consistent dividend payments, and successful expansion initiatives (production capacity, new customer acquisition, and supply chain diversification) indicate robust underlying business health and clear growth drivers. The commitment to ESG and employee welfare also adds to long-term sustainability.
Positives
- Record annual sales of $146 million in fiscal 2025, representing a 24% increase from fiscal 2024.
- Gross profit increased by 32% to $22.3 million, indicating improved operational efficiency.
- Gross margin improved to 15% in fiscal 2025 from 14% in fiscal 2024, driven by economies of scale.
- Resumed profitability before taxation in fiscal 2025, with pretax profit in the last three quarters.
- Net loss significantly reduced to $0.8 million ($0.07 per share) in fiscal 2025 from $2.0 million ($0.16 per share) in fiscal 2024.
- Comprehensive loss attributable to stockholders improved to $0.9 million from $2.4 million.
- Maintained regular quarterly dividend payments of $0.05 per share, demonstrating consistent cash flow generation.
- Secured promising order projections for fiscal 2026 from major long-term customers.
- Successfully acquired new customers, including Hansoll Textile Group, with significant initial orders.
- Strategic expansion of the supply chain to the Middle East contributed to improved margins.
- Completed main production building expansion, expecting a 15% increase in production capacity in the near term.
- Planned satellite factory expansion with the Jordanian Government for further capacity growth in fiscal 2027.
- Strong commitment to ESG initiatives, including carbon footprint reduction and employee welfare programs.
- Healthy cash balance of $13.3 million and net working capital of $34.6 million at fiscal year-end.
Negatives
- Experienced a loss in the first quarter of fiscal 2025 due to logistic disruptions in the Red Sea region.
- Despite significant improvements, the company still reported a net loss of $0.8 million for the full fiscal year 2025.
- Operated within a challenging macroeconomic environment characterized by weakened consumer confidence in major markets (U.S. and Europe) and geopolitical tensions.
Risks
- Challenging macroeconomic environment with weakened consumer confidence in major markets (U.S. and Europe).
- Geopolitical tensions in Europe and the Middle East impacting business operations.
- Logistic disruptions in the Red Sea region, which previously caused a loss in the first quarter of fiscal 2025.
- Reliance on continued support and order projections from long-term major customers.
- Need for continuous adaptation of product and customer mix to the ever-changing market environment.
- Potential for not achieving the expected 15% production capacity increase in the coming two to three months.
- Potential for not successfully executing the satellite factory expansion plan for fiscal 2027 capacity growth.
- Challenges in developing new suppliers in the Middle East and Africa to effectively shorten supply chains.
Future Outlook
The company anticipates continued growth in fiscal 2026 with promising order projections from existing major customers and significant initial orders from new customers like Hansoll Textile Group. Production capacity is expected to increase gradually by 15% in the coming two to three months due to the completed expansion of the main production building, with further capacity growth planned for fiscal 2027 through a satellite factory expansion with the Jordanian Government. The company remains committed to advancing its environmental, social, and governance goals, including reducing carbon footprint and strengthening supply chains.
Management Comments
- "In fiscal 2025, in spite of a challenging macroeconomic environment with weakened consumer confidence in our major markets, including the U.S. and Europe, which was further impacted by the geopolitical tensions in Europe and the Middle East, we managed to conclude the year with a record annual sales of $146 million, marking a 24% increase from fiscal 2024."
- "Our evolving product and customer mix in adaptation to the ever-changing environment contributed to our gross margin improvement from 14% in fiscal 2024 to 15% in fiscal 2025."
- "Consequently, we resumed profitability before taxation in fiscal 2025 and continued to post pretax profit in the last three quarters after a loss in the first quarter due to logistic disruptions in the Red Sea region started in late 2023."
- "In a view to enhancing shareholders value, we maintained our regular quarterly dividend payments of $0.05 per share, as we were still generating cash flow from our operations."
- "We are grateful to our long-term major customers for their continued support with promising order projections for fiscal 2026."
- "Furthermore, we are growing our businesses with new customers, including Hansoll Textile Group, one of the major garment and textile groups in Korea, who placed the biggest initial orders to our group in July 2025."
- "Our initiative in expanding our supply chain to the Middle East has paid off as one of the factors for our improved margin."
- "We will continue to foster strong relationships with current suppliers and also to develop new partners for both fabric and accessories."
- "The expansion of our main production building has been completed and we are currently filling new production lines. Our production capacity is expected to increase gradually by 15% in the coming two to three months."
- "We are also executing an expansion plan of our satellite factory in a remote area together with the Jordanian Government to provide employment opportunities to local residents. This will further increase our capacity for further growth in fiscal 2027."
- "Last but not least, we remain committed to be a socially responsible company by advancing our environmental, social, and governance goals."
- "We look forward to the year ahead and continuing to report our progress."
Industry Context
The company operates in the global garment and textile industry, which faced significant headwinds in fiscal 2025, including weakened consumer confidence in key markets like the U.S. and Europe, and geopolitical tensions. Despite these challenges, Jerash Holdings demonstrated resilience and strategic agility by successfully adapting its product and customer mix, expanding its supply chain to the Middle East, and securing a major new customer like Hansoll Textile Group. This indicates a strong competitive position and effective navigation of a difficult market landscape, potentially outperforming some industry peers who may have struggled more severely under similar conditions.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Implementation | Intend to implement additional corporate governance principles, including developing executive compensation policies, enhancing public disclosure, and enhancing stockholder communication. | Future | Expected to strengthen accountability and transparency, aligning with best practices and improving investor relations. |
| Policy Adoption | Adopted a Compensation Recovery Policy (Clawback Policy) effective November 27, 2023, complying with Nasdaq's new clawback rules. | November 27, 2023 | Enhances accountability for executive compensation tied to financial results, allowing recovery of excess compensation in case of restatements due to non-compliance. |
| Policy Adoption | Adopted an Anti-Corruption Policy applicable to all directors, officers, employees, subsidiaries, agents, consultants, joint venture partners, and third-party representatives conducting business outside the U.S. or interacting with non-U.S. government officials. | Not specified, but policy is adopted | Ensures compliance with the U.S. Foreign Corrupt Practices Act of 1977 and other anti-corruption laws, reducing legal and reputational risk. |
| Policy Adoption | Adopted an Anti-Hedging Policy (part of Insider Trading Policy) prohibiting directors, officers, and employees from engaging in hedging or monetization transactions, short-term trading, short sales, and publicly traded options related to company securities. | Not specified, but policy is adopted | Aims to prevent conflicts of interest, reduce legal risk, and avoid the appearance of improper or inappropriate conduct by insiders. |
Related Party Transactions
- Consulting agreement with Yukwise Limited (wholly owned by Chairman/CEO Choi Lin Hung) for Mr. Choi's services as CEO, providing high-level advisory and general management services for $300,000 per annum. Total consulting fees were $300,000 for each of the fiscal years ended March 31, 2025 and 2024.
- Consulting agreement with Multi-Glory Corporation Ltd. (wholly owned by a significant stockholder) for high-level advisory, marketing, and sales services for $300,000 per annum. Total consulting fees were $300,000 for each of the fiscal years ended March 31, 2025 and 2024.
Stakeholder Impact
- Shareholders: Enhanced value through record sales, reduced net loss, resumed profitability, and maintained quarterly dividends of $0.05 per share. Improved corporate governance practices are also being implemented.
- Employees: Commitment to paying living wages, creating a safe and rewarding work environment, providing advancement opportunities, and offering employment access to displaced workers (Syrian refugees, local women). New dormitory and canteen improve welfare.
- Customers: Continued strong relationships with major customers and successful acquisition of new significant customers like Hansoll Textile Group indicate reliable supply and evolving product offerings.
- Suppliers: Ongoing efforts to foster strong relationships with current suppliers and develop new partners, particularly in the Middle East and Africa, to optimize supply chains.
- Creditors: Improved financial health, including resumed profitability and strong cash flow, enhances the company's ability to meet its financial obligations.
Next Steps
- Elect five directors to the Board of Directors at the 2025 Annual Meeting on September 10, 2025.
- Approve, on an advisory basis, the compensation of named executive officers at the 2025 Annual Meeting.
- Gradually increase production capacity by 15% in the coming two to three months following the main production building expansion.
- Execute an expansion plan for a satellite factory with the Jordanian Government to further increase capacity for fiscal 2027 growth.
- Continue to foster strong relationships with current suppliers and develop new partners for fabric and accessories.
- Continue to advance environmental, social, and governance goals, including expanding solar panel installations and strengthening sourcing in Jordan.
- Develop executive compensation policies.
- Enhance public disclosure.
- Enhance stockholder communication.
- Report voting results in a Form 8-K within four business days of the conclusion of the Annual Meeting.
Key Dates
| Date | Description |
|---|---|
| 1974 | Ng Tsze Lun graduated from Mansfield College. |
| 2000 | Ng Tsze Lun served as Head of International Sales for the Corporate & Institutional Business Group at HLG Securities SDN BHD from 2000 to 2002. |
| December 2000 | Ng Tsze Lun began serving as head of sales and marketing of Ford Glory International Limited. |
| 2002 | Bill Korn served as Chief Financial Officer of Antenna Software, Inc. from 2002 to 2012. |
| 2003 | Mak Chi Yan served as Associate Director of Uob Kay Hian Hong Kong Limited from 2003 to 2011. |
| 2008 | Wei (Kitty) Yang served as Partner at Eternity Travel Agency from 2008 to 2010. |
| 2010 | Wei (Kitty) Yang served as Deputy Operations Officer for Martino Holding Limited from 2010 to 2014. |
| 2011 | Mak Chi Yan served as Executive Director of Genting Securities Limited from 2011 to January 2020. |
| 2012 | Choi Lin Hung began experience with the Company's subsidiaries, including Director of Jerash Garments and Fashions Manufacturing Co., Ltd. |
| January 2013 | Bill Korn served as Chief Financial Officer of SnapOne, Inc. from January 2013 to July 2013. |
| March 2013 | Ibrahim H. Saif served as Minister of Planning and International Cooperation in the Jordanian government from March 2013 to March 2015. |
| July 2013 | Bill Korn served as Chief Financial Officer of CareCloud, Inc. from July 2013 to June 2023. |
| 2014 | Wei (Kitty) Yang served as Deputy General Manager of Jerash Garments since 2014. |
| March 2015 | Ibrahim H. Saif served as Minister of Energy and Mineral Resources from March 2015 to June 2017. |
| 2015 | Choi Lin Hung served as General Manager of Chinese Garments and Fashions Manufacturing Co., Ltd. and Jerash for Industrial Embroidery Co., Ltd. since 2015. |
| August 2015 | Gilbert K. Lee served as Chief Financial Officer of Fuling Global Inc. from August 2015 to November 2019. |
| August 2016 | Ng Tsze Lun served as a director of Treasure Success since August 2016. |
| 2016 | Choi Lin Hung served as Director of Treasure Success International Limited since 2016. |
| May 2017 | Choi Lin Hung and Wei (Kitty) Yang became Directors of the Company. |
| January 1, 2018 | Consulting agreements with Yukwise and Multi-Glory became effective. |
| January 12, 2018 | Treasure Success and Yukwise entered into a consulting agreement for Mr. Choi's services. |
| January 16, 2018 | Treasure Success and Multi-Glory entered into a consulting agreement for advisory, marketing, and sales services. |
| May 2018 | Mak Chi Yan became an External Director of Jerash Holdings (US) Inc. |
| July 2019 | Amendment and restatement of the Company's Bylaws. |
| September 16, 2019 | Stockholders approved the Amended and Restated 2018 Stock Incentive Plan. |
| November 2019 | Gilbert K. Lee began serving as Chief Financial Officer of the Company. |
| November 27, 2019 | Company entered into an employment agreement with Mr. Lee and granted him an option to purchase 50,000 shares. |
| January 2020 | Ibrahim H. Saif became a Director of the Company. |
| January 2020 | Mak Chi Yan served as Consultant of Hamon Asian Advisors Limited from January 2020 to December 2024. |
| June 2020 | Bill Korn became a Director of the Company. |
| April 2021 | Bill Korn served as Board member and Chairman of the Audit Committee of siParadigm Diagnostic Informatics from April 2021 through February 2023. |
| June 24, 2021 | Compensation Committee approved the grant of 200,000 Restricted Stock Units (RSUs) to executive officers and employees. |
| January 2022 | Ng Tsze Lun served as head of sales and marketing of Ford Glory International Limited until January 2022. |
| April 1, 2022 | Ng Tsze Lun began serving as Head of Business Development of Treasure Success. |
| April 22, 2022 | Treasure Success entered into a letter of employment with Mr. Choi and Mr. Ng. |
| June 30, 2022 | All 200,000 RSUs granted on June 24, 2021, vested and shares were issued. |
| February 9, 2023 | Board of Directors approved the grant of 405,800 RSUs to executive officers and employees. |
| February 15, 2023 | Fair value of 405,800 RSUs determined. |
| May 1, 2023 | Ms. Yang entered into an employment agreement with the subsidiary, Jerash Garments. |
| June 2023 | Bill Korn served as Chief Financial Officer of CareCloud, Inc. until June 2023. |
| July 2023 | Bill Korn served as Chief Strategy Officer of CareCloud, Inc. from July 2023 through October 2023. |
| October 2023 | Bill Korn became a Board member of CareCloud, Inc. |
| Late 2023 | Logistic disruptions in the Red Sea region began. |
| November 27, 2023 | Company adopted a Compensation Recovery Policy (Clawback Policy). |
| 2024 | Ibrahim H. Saif served as Senior Advisor to Middle East Institute from 2024 to June 2025. |
| March 25, 2024 | Board of Directors approved the grant of 915,040 RSUs to executive officers and employees. |
| May 1, 2024 | Ms. Yang's employment agreement with Jerash Garments was renewed. |
| January to March 2025 | Mr. Ng waived three months of his salary for his Head of Business Development position. |
| March 31, 2025 | End of fiscal year 2025. 405,100 RSUs vested and additional shares issued. $1,805,400 unrecognized stock-based compensation expenses remained to be recognized through March 2027. 911,440 RSUs remained. |
| June 26, 2025 | Annual Report on Form 10-K for fiscal 2025 filed with the SEC. |
| July 2025 | Hansoll Textile Group placed the biggest initial orders to the group. |
| July 14, 2025 | Record Date for determination of stockholders entitled to notice of and to vote at the Annual Meeting. |
| July 23, 2025 | Date of Chairman and CEO's letter to stockholders. |
| July 24, 2025 | Proxy Statement, notice of meeting, and proxy card first mailed to stockholders. |
| August 27, 2025 | Deadline to request printed proxy materials before the annual meeting. |
| September 8, 2025 | Deadline for voting by phone or Internet (11:59 P.M. Eastern Time). |
| September 10, 2025 | Date of the 2025 Annual Meeting of Stockholders (9:00 A.M. ET). |
| Fiscal 2026 | Promising order projections from long-term major customers. |
| March 26, 2026 | Deadline for stockholder proposals for inclusion in proxy materials for the 2026 annual meeting (pursuant to Exchange Act Rule 14a-8). |
| May 14, 2026 | Earliest date for stockholder proposals for the 2026 annual meeting (outside Rule 14a-8). |
| June 13, 2026 | Latest date for stockholder proposals for the 2026 annual meeting (outside Rule 14a-8). |
| Fiscal 2027 | Expected further capacity increase from satellite factory expansion. |
| July 19, 2029 | Latest date for granting awards under the Amended and Restated 2018 Stock Incentive Plan. |
| November 27, 2029 | Expiration date for Mr. Lee's option to purchase 50,000 shares. |
Recommendation
buyThe company demonstrated strong operational resilience and strategic execution in a challenging macroeconomic environment, achieving record sales and a significant reduction in net loss, leading to resumed profitability before taxation. The improved gross margin, consistent dividend payments, and successful expansion initiatives (production capacity, new customer acquisition like Hansoll Textile Group, and supply chain diversification) indicate robust underlying business health and clear growth drivers. The commitment to ESG and employee welfare also adds to long-term sustainability. These factors suggest a positive trajectory and potential for future value creation, making it an attractive investment.
Keywords
Jerash Holdings, Apparel Manufacturing, Textile Industry, SEC Filing, Proxy Statement, Financial Results, Sales Growth, Profitability, Gross Margin, Dividends, Production Capacity, Supply Chain, ESG, Corporate Governance, Jordan, Hansoll Textile Group, Shareholder Meeting
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