PART I. FINANCIAL INFORMATION Item 1. Financial Statements The company's Q1 FY2023 financial statements show significant year-over-year growth in assets, sales, and net income, reflecting the recent Nestor Cables acquisition Consolidated Financial Statements In Q1 FY2023, the company reported a 68% increase in net sales, a 37% rise in net income, and significant asset growth driven by a common stock issuance Consolidated Statement of Earnings Highlights (Q1 FY2023 vs Q1 FY2022) | Metric | Three Months Ended Dec 31, 2022 (in thousands) | Three Months Ended Dec 31, 2021 (in thousands) | YoY Change | | :--- | :--- | :--- | :--- | | Net Sales | $85,942 | $51,109 | +68.2% | | Gross Profit | $30,649 | $22,972 | +33.4% | | Income from Operations | $17,890 | $13,049 | +37.1% | | Net Income | $14,255 | $10,389 | +37.2% | | Diluted EPS | $1.00 | $0.75 | +33.3% | Consolidated Balance Sheet Highlights (As of Dec 31, 2022 vs Sep 30, 2022) | Metric | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | Change | | :--- | :--- | :--- | :--- | | Total Current Assets | $294,145 | $160,122 | +83.7% | | Total Assets | $351,797 | $229,128 | +53.5% | | Total Liabilities | $57,916 | $81,546 | -29.0% | | Total Shareholders' Equity | $293,881 | $147,582 | +99.1% | Consolidated Cash Flow Summary (Q1 FY2023 vs Q1 FY2022) | Cash Flow Activity | Three Months Ended Dec 31, 2022 (in thousands) | Three Months Ended Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | Net Cash from Operating Activities | $1,103 | $(34) | | Net Cash used in Investing Activities | $(101,094) | $(319) | | Net Cash from Financing Activities | $113,519 | $(181) | | Increase (Decrease) in Cash | $13,663 | $(534) | Notes to Consolidated Financial Statements Notes detail the establishment of two new reporting segments post-acquisition, revenue concentration, and the status of debt facilities - Following the acquisition of Nestor Cables on July 26, 2022, the company established two reportable segments: Clearfield and Nestor Cables4965 Segment Performance (Q1 FY2023) | Segment | Revenue from External Customers (in thousands) | Net Income (Loss) (in thousands) | | :--- | :--- | :--- | | Clearfield | $78,355 | $14,718 | | Nestor Cables | $7,587 | $(310) | - Broadband service providers constituted 97% of net sales, with one major distributor, Customer A, comprising 15% of net sales during this period2963 - The company's $40 million revolving line of credit had a zero balance as of December 31, 2022, after being paid down, and the company was in compliance with all debt covenants67184 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the drivers of 68% revenue growth, a decline in gross margin due to expansion, and a strengthened liquidity position from a stock offering Results of Operations Q1 FY2023 net sales rose 68% driven by broadband demand and the Nestor acquisition, though gross margin declined due to investment and business mix Net Sales Breakdown (Q1 FY2023 vs Q1 FY2022) | Customer/Region | Q1 FY2023 Net Sales (in thousands) | Q1 FY2022 Net Sales (in thousands) | YoY Change | | :--- | :--- | :--- | :--- | | Broadband Service Providers | $83,626 | $50,406 | +65.9% | | International Sales | $10,204 | $1,991 | +412.5% | | Total Net Sales | $85,942 | $51,109 | +68.2% | - Gross profit margin decreased from 44.9% to 35.7% YoY, attributed to investments in new Minnesota and Mexico facilities and the inclusion of lower gross profit from the Nestor Cables business222 - The order backlog was $136 million as of Q1 2023, a 34% increase over the prior year but a 17% sequential decrease attributed to faster order fulfillment46 Reportable Segments The Clearfield segment saw strong growth in sales and income, while the new Nestor Cables segment recorded a small net loss on $7.6 million in sales Clearfield Segment Performance | Metric | Q1 FY2023 (in thousands) | Q1 FY2022 (in thousands) | YoY Change | | :--- | :--- | :--- | :--- | | Segment Net Sales | $78,355 | $51,109 | +53.3% | | Segment Net Income | $14,718 | $10,389 | +41.7% | Nestor Cables Segment Performance (Q1 FY2023) | Metric | Amount (in thousands) | | :--- | :--- | | Segment Net External Sales | $7,587 | | Segment Net Loss | $(310) | Liquidity and Capital Resources Liquidity significantly improved with $158.1 million in cash and investments, bolstered by a $130.3 million stock offering used to repay acquisition-related debt - Net proceeds of $130.3 million were received from the issuance of common stock, and a portion of these funds, $16.7 million, was used to pay down the line of credit for the Nestor Cables acquisition102 - Net cash provided by operating activities was $1.1 million, with cash used to increase inventory by $6.5 million to support the sales order backlog and mitigate supply chain disruptions100 - The company's principal source of liquidity was $147.9 million in cash, cash equivalents, and short-term investments, plus a $40 million undrawn line of credit227 Item 3. Quantitative and Qualitative Disclosures About Market Risk The company faces increased foreign exchange risk from its Euro-based subsidiary and market risk from inflation impacting costs - The company is exposed to foreign exchange risk as the functional currency of its new subsidiary, Nestor Cables, is the Euro; a hypothetical 10% change in the Euro/USD rate would have changed operating expenses by approximately $130,00088 - The company is subject to market risk from inflation, with rising costs in wages, logistics, and raw materials negatively impacting profitability106 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - Based on an evaluation as of December 31, 2022, the CEO and CFO concluded that the company's disclosure controls and procedures were effective107 - No material changes were made to internal controls over financial reporting, but the company is still in the process of integrating the internal control environment of the Nestor Cables segment91 PART II. OTHER INFORMATION Item 1. Legal Proceedings & Item 1A. Risk Factors The company reports no material pending legal proceedings and no material changes to its previously disclosed risk factors - There are no pending legal proceedings against the Company expected to have a material adverse effect92 - There have been no material changes from the risk factors previously disclosed in the Annual Report on Form 10-K109 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company repurchased 9,803 shares for $0.95 million to satisfy employee tax obligations, with $15.0 million remaining under its repurchase program Issuer Purchases of Equity Securities (Q1 FY2023) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | November 1-30, 2022 | 5,778 | $92.48 | | December 1-31, 2022 | 4,025 | $104.36 | | Total | 9,803 | $97.36 (approx.) | - As of December 31, 2022, the approximate dollar value of shares that may yet be purchased under the company's stock repurchase program is $14,980,671110119 Other Items and Exhibits The report notes no other material information to disclose and lists key exhibits filed, including CEO/CFO certifications and iXBRL data - Items 3 (Defaults Upon Senior Securities), 4 (Mine Safety Disclosures), and 5 (Other Information) were reported as not applicable or had no information to disclose94111112120 - Exhibits filed with the Form 10-Q include CEO and CFO certifications and financial data in iXBRL format113121
Clearfield(CLFD) - 2023 Q1 - Quarterly Report