UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
 
x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended December 30, 201629, 2017
or
¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ____ to ____
 
Commission File Number 001-34376
 
IEC ELECTRONICS CORP.
(Exact name of registrant as specified in its charter)
 
Delaware 13-3458955
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)   
 
105 Norton Street, Newark, New York   14513
(Address of Principal Executive Offices) (Zip Code)
  
315-331-7742
(Registrant'sRegistrant’s telephone number, including area code)
 
Not Applicable
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
 
Indicate by check mark whether the registrantregistrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No ¨
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes x No ¨
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company.  See the definitions of “large accelerated filer”,filer,” “accelerated filer”,filer,” “smaller reporting company” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ¨
 
Accelerated filer ¨
Non-accelerated filer ¨
 
Smaller reporting company x
Emerging growth company ¨
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨ No x
 
Indicate the number of shares outstanding of each of the issuer'sissuer’s classes of common stock, as of the latest practicable date:

Common Stock, $0.01 par value – 10,277,04710,219,310 shares as of February 1, 20172018



TABLE OF CONTENTS
 
 
 
 



Part I     FINANCIAL INFORMATION
 
Item 1.  Condensed Consolidated Financial Statements
 
IEC ELECTRONICS CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
DECEMBER 30, 201629, 2017 and SEPTEMBER 30, 20162017
(unaudited, in thousands, except share and per share data)
December 30, 2016 September 30, 2016
(unaudited) 
December 29,
2017
 September 30,
2017
ASSETS      
Current assets:      
Cash$444
 $845
$
 $
Accounts receivable, net of allowance11,426
 17,140
13,818
 17,887
Inventories, net14,486
 15,384
Assets held for sale
 4,611
Inventories20,887
 15,605
Other current assets1,002
 1,214
1,253
 1,018
Total current assets27,358
 39,194
35,958
 34,510

      
Property, plant & equipment, net16,781
 10,994
17,989
 17,777
Intangible assets, net85
 95
Goodwill101
 101
Deferred income taxes1,010
 
Other long term assets10
 13
148
 160
Total assets$44,335
 $50,397
$55,105
 $52,447

      
LIABILITIES AND STOCKHOLDERS' EQUITY   
LIABILITIES AND STOCKHOLDERS’ EQUITY   
Current liabilities:      
Current portion of long-term debt$1,578
 $2,908
$1,626
 $987
Current portion of capital lease203
 
Current portion of capital lease obligation220
 215
Accounts payable8,969
 10,864
15,505
 13,046
Accrued payroll and related expenses1,351
 3,365
1,459
 1,013
Other accrued expenses410
 529
476
 444
Customer deposits1,164
 1,756
1,765
 1,611
Total current liabilities$13,675
 $19,422
21,051
 17,316
      
Long-term debt10,425
 16,732
13,456
 14,023
Long-term capital lease5,514
 
Long-term capital lease obligation5,305
 5,362
Other long-term liabilities1,576
 379
1,265
 1,317
Total liabilities31,190
 36,533
41,077
 38,018
   
STOCKHOLDERS' EQUITY   
Commitments and contingencies (Note 11)
   
STOCKHOLDERS’ EQUITY   
Preferred stock, $0.01 par value:
 

 
500,000 shares authorized; none issued or outstanding      
Common stock, $0.01 par value:      
Authorized: 50,000,000 shares      
Issued: 11,332,535 and 11,330,151 shares, respectively   
Outstanding: 10,277,047 and 10,274,663 shares, respectively113
 113
Issued: 11,261,547 and 11,252,566 shares, respectively   
Outstanding: 10,206,059 and 10,197,078 shares, respectively102
 102
Additional paid-in capital46,440
 46,294
46,882
 46,789
Retained earnings/(accumulated deficit)(31,819) (30,954)
Accumulated deficit(31,367) (30,873)
Treasury stock, at cost: 1,055,488 shares(1,589) (1,589)(1,589) (1,589)
Total stockholders' equity13,145
 13,864
Total liabilities and stockholders' equity$44,335
 $50,397
Total stockholders’ equity14,028
 14,429
Total liabilities and stockholders’ equity$55,105
 $52,447

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


IEC ELECTRONICS CORP.
CONDENSED CONSOLIDATED INCOME STATEMENTS OF OPERATIONS
THREE MONTHS ENDED DECEMBER 30, 201629, 2017 and JANUARY 1,DECEMBER 30, 2016
(unaudited; in thousands, except share and per share data)
Three Months Ended Three Months Ended
December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
   
Net sales$20,976
 $32,933
 $21,156
 $20,976
Cost of sales19,181
 27,116
 19,638
 19,181
Gross profit1,795
 5,817
 1,518
 1,795
       
Selling and administrative expenses2,441
 3,985
 2,788
 2,441
Operating profit/(loss)(646) 1,832
 
Operating loss(1,270) (646)
       
Interest and financing expense219
 289
 234
 219
Income/(loss) before income taxes(865) 1,543
 
Loss before income taxes(1,504) (865)
       
Provision for/(benefit from) income taxes
 
 
Benefit from income taxes(1,010) 
       
Net income/(loss)$(865) $1,543
 
Net loss$(494) $(865)
       
Net income/(loss) per common and common equivalent share: 
Net loss per common share:   
Basic$(0.09) $0.15
 $(0.05) $(0.09)
Diluted(0.09) 0.15
 $(0.05) $(0.09)
       
Weighted average number of common and common equivalent shares outstanding:    
Weighted average number of shares outstanding:   
Basic10,163,291
 10,216,587
 10,204,413
 10,163,291
Diluted10,163,291
 10,216,587
 10,204,413
 10,163,291
 
The accompanying notes are an integral part of these condensed consolidated financial statements.



IEC ELECTRONICS CORP.
CONDENSED CONSOLIDATED STATEMENTSSTATEMENT of CHANGES in STOCKHOLDERS'STOCKHOLDERS’ EQUITY
THREE MONTHS ENDED DECEMBER 30, 2016 and JANUARY 1, 201629, 2017
(unaudited; in thousands)
 Common
Stock,
par $0.01

 Additional
Paid-In
Capital

 Retained
Earnings
(Deficit)

 Treasury
Stock,
at cost

 Total
Stockholders'
Equity

  
  
    
  
Balances, October 1, 2015$112
 $45,845
 $(35,740) $(1,529) $8,688
          
Net income
 
 1,543
 
 1,543
Stock-based compensation
 54
 
 
 54
Return of incentive compensation shares
 
 
 (60) (60)
          
Balances, January 1, 2016$112
 $45,899
 $(34,197) $(1,589) $10,225
Common
Stock,
par $0.01

 Additional
Paid-In
Capital

 Retained
Earnings
(Deficit)

 Treasury
Stock,
at cost

 Total
Stockholders'
Equity

 Number of Shares Outstanding
 Common
Stock,
par $0.01

 Additional
Paid-In
Capital

 Accumulated Deficit
 Treasury
Stock,
at cost

 Total
Stockholders’
Equity

                     
Balances, October 1, 2016$113
 $46,294
 $(30,954) $(1,589) $13,864
Balances, October 1, 2017 10,197,078
 $102
 $46,789
 $(30,873) $(1,589) $14,429
                     
Net loss
 
 (865) 
 (865) 
 
 
 (494) 
 (494)
Stock-based compensation
 135
 
 
 135
 
 
 69
 
 
 69
Restricted stock vested, net of
shares withheld for payment
of taxes
 3,498
 
 
 
 
 
Employee stock plan purchases
 13
 
 
 13
 5,483
 
 24
 
 
 24
Shares withheld for payment of taxes upon
vesting of restricted stock

 (2) 
 
 (2)
                     
Balances, December 30, 2016$113
 $46,440
 $(31,819) $(1,589) $13,145
Balances, December 29, 2017 10,206,059
 $102
 $46,882
 $(31,367) $(1,589) $14,028
 
The accompanying notes are an integral part of these condensed consolidated financial statements.


IEC ELECTRONICS CORP.
CONDENSED CONSOLIDATED STATEMENTS of CASH FLOWS
THREE MONTHS ENDED DECEMBER 30, 201629, 2017 and JANUARY 1,DECEMBER 30, 2016
(unaudited; in thousands) 
 Three Months Ended Three Months Ended
 December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
   
   
CASH FLOWS FROM OPERATING ACTIVITIES        
Net income/(loss) $(865) $1,543
Net loss $(494) $(865)
Non-cash adjustments:        
Stock-based compensation 135
 54
 69
 135
Incentive compensation shares returned 
 (60)
Depreciation and amortization 664
 855
 579
 664
Reserve for doubtful accounts (162) 277
Provision for excess/obsolete inventory 6
 498
Change in reserve for doubtful accounts 20
 (162)
Change in excess/obsolete inventory reserve 134
 6
Deferred tax benefit (1,010) 
Amortization of deferred gain on sale leaseback (12) 
 (17) (12)
Changes in assets and liabilities:        
Accounts receivable 5,876
 4,576
 4,049
 5,876
Inventory 892
 (922) (5,416) 892
Other current assets 212
 (315) (235) 212
Other long term assets 3
 (63) 
 3
Accounts payable (2,098) (5,016) 2,934
 (2,098)
Change in book overdraft position (475) 
Accrued expenses (2,133) 427
 478
 (2,133)
Customer deposits (592) (176) 154
 (592)
Other long term liabilities 48
 (74) 
 48
Net cash flows from operating activities 1,974
 1,604
Net cash flows provided by operating activities 770
 1,974
        
CASH FLOWS FROM INVESTING ACTIVITIES        
Purchases of property, plant and equipment (457) (685) (801) (457)
Proceeds from sale-leaseback 5,750
 
 
 5,750
Net cash flows from investing activities 5,293

(685)
Net cash flows (used in)/provided by investing activities (801) 5,293
        
CASH FLOWS FROM FINANCING ACTIVITIES        
Advances from revolving line of credit 10,807
 16,816
 11,593
 10,807
Repayments of revolving line of credit (12,125) (17,128) (11,287) (12,125)
Repayments under other loan agreements (6,328) (727) (247) (6,328)
Repayments under capital lease (33) 
 (52) (33)
Debt issuance costs 
 (202)
Proceeds from employee stock plan purchases 13
 
 24
 13
Shares withheld for payment of taxes upon vesting of restricted stock (2) 
Net cash flows from financing activities (7,668)
(1,241)
Cash paid for taxes upon vesting of restricted stock 
 (2)
Net cash flows provided by/(used in) financing activities 31
 (7,668)
        
Net cash flows for the period (401) (322)
Net cash decrease for the period 
 (401)
Cash, beginning of period 845
 407
 
 845
Cash, end of period $444
 $85
 $
 $444
        
Supplemental cash flow information        
Interest paid $209
 $365
 $227
 $209
Income taxes paid 79
 
 
 79
Borrowings under capital lease 5,750
 
Property, plant and equipment
additions financed through capital lease
 
 5,750

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


IEC ELECTRONICS CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 
NOTE 1—OUR BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our Business
 
IEC Electronics Corp. (“IEC,” “we,” “our,” “us,”IEC” or the “Company”) provides electronic manufacturing services (“EMS”) to advanced technology companies that produce life-saving and mission critical products for the medical, industrial, aerospace and defense sectors. The Company specializes in delivering technical solutions for the custom manufacture of complex full system assemblies by providing on-site analytical testing laboratories, custom design and test engineering services combined with a broad array of manufacturing services encompassing electronics, interconnect solutions, and precision metalworking. As a full service EMS provider, IEC holds all appropriate certifications for the market sectors it supports including ISO 9001:2008, AS9100C,AS9100D, ISO 13485, Nadcap and IPC QML.Nadcap.  IEC is headquartered in Newark, NY and also has operations in Rochester, NY and Albuquerque, NM.  Additional information about IEC can be found on its websiteweb site at www.iec-electronics.com. The contents of this website are not incorporated by reference into this quarterly report.
 
Generally Accepted Accounting Principles
 
IEC'sIEC’s financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), as set forth in the Financial Accounting Standards Board'sBoard’s (“FASB”) Accounting Standards Codification (“ASC”).
 
Fiscal Calendar
 
The Company’s fiscal year ends on September 30th and the first three quarters generally end generally on the Friday closest to the last day of the calendar quarter. For the fiscal year ending September 30, 2018 (“fiscal 2018”), the fiscal quarters end on December 29, 2017, March 30, 2018 and June 29, 2018. For the fiscal year ended September 30, 2017 (“fiscal 2017”), the fiscal quarters ended on December 30, 2016, March 31, 2017 and June 30, 2017.
 
Consolidation
 
The consolidated financial statements include the accounts of IEC and its wholly-owned subsidiaries: IEC Electronics Wire and Cable, Inc. (“Wire and Cable”); which merged into IEC on December 28, 2016; IEC Electronics Corp-Albuquerque (“Albuquerque”); IEC Analysis & Testing Laboratory, LLC (“ATL”), formerly Dynamic Research and Testing Laboratories, LLC;; and IEC California Holdings, Inc. The Rochester unit, formerly Celmet, operates as a division of IEC. All significant intercompany transactions and accounts are eliminated in consolidation. 

Unaudited Financial Statements
 
The accompanying unaudited condensed consolidated financial statements for the three months ended December 30, 201629, 2017 and January 1,December 30, 2016 have been prepared in accordance withwithout an audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and do not include certain of the information the footnotes require by GAAP for interimcomplete financial information.statements.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, required for a fair presentation of the information have been made.  The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company'sCompany’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016 (“fiscal 2016”).
Reclassifications

Prior year financial statement amounts are reclassified as necessary to conform to the current year presentation. There was no impact on net income or accumulated deficit as a result of the reclassification.2017.
  
Cash
 
The Company’s cash represents deposit accounts with Manufacturers and Traders Trust Company (“M&T Bank”), a banking corporation headquartered in Buffalo, NY. The Company's cash management system provides for the funding of the disbursement accounts on a daily basis as checks are presented for payment. Under this system, outstanding checks in excess of the bank balance create a book overdraft. Book overdrafts are presented in accounts payable in the condensed consolidated balance sheets. Changes in the book overdrafts are presented within net cash flows provided by operating activities within the condensed consolidated statements of cash flows.
 
Allowance for Doubtful Accounts
 
The Company establishes an allowance for doubtful accounts receivable based on the age of outstanding invoices and management'smanagement’s evaluation of collectability.  Accounts are written off after all reasonable collection efforts have been exhausted and management concludes that the likelihood of collection is remote.



Inventory Valuation
 
Inventories are stated at the lower of cost or market value under the first-in, first-out method.  The Company regularly assesses slow-moving, excess and obsolete inventory and maintains balance sheet reserves in amounts required to reduce the recorded value of inventory to the lower of cost or market.
 
Property, Plant and Equipment
 
Property, plant and equipment (“PP&E”) are stated at cost and are depreciated over various estimated useful lives using the straight-line method.  Maintenance and repairs are charged to expense as incurred, while renewals and improvements are capitalized.  At the time of retirement or other disposition of PP&E, cost and accumulated depreciation are removed from the accounts and any gain or loss is recorded in earnings.
 
Depreciable lives generally used for PP&E are presented in the table below.  Leasehold improvements are amortized over the shorter of the lease term or estimated useful life of the improvement.
PP&E Lives Estimated
Useful Lives
  (years)
Land improvements 10
Buildings and improvements 5 to 40
Machinery and equipment 3 to 5
Furniture and fixtures 3 to 7
Software3 to 10
Intangible Assets
Intangible assets (other than goodwill) are those that lack physical substance and are not financial assets.  Such assets held by IEC were acquired in connection with business combinations or represent economic benefits associated with a property tax abatement.  Values assigned to individual intangible assets are amortized using the straight-line method over their estimated useful lives. 
  
Reviewing Long-Lived Assets for Potential Impairment
 
ASC 360-10 (Property, Plant and Equipment) and ASC 350-30 (Intangibles) require the Company to test long-lived assets (PP&E and definitive lived assets) for recoverability whenever events or circumstances indicate that the carrying amount may not be recoverable.  If carrying value exceeds undiscounted future cash flows attributable to an asset, it is considered impaired and the excess of carrying value over fair value must be charged to earnings.  No impairment charges were identified or recorded by IEC for PP&E or intangibleslong-lived assets during the three months ended December 29, 2017 and December 30, 2016.
 
Goodwill
Goodwill represents the excess of cost over fair value of net assets acquired in a business combination.   Under ASC 350, goodwill is not amortized but is reviewed for impairment at least annually or when events or circumstances indicate that carrying value may exceed fair value.  The Company may elect to precede a quantitative review for impairment with a qualitative assessment of the likelihood that fair value of a particular reporting unit exceeds carrying value.  If the qualitative assessment leads to a conclusion that it is more than 50 percent likely that fair value exceeds carrying value, no further testing is required.  In the event of a less favorable outcome, the Company is required to proceed with quantitative testing. 

The quantitative process entails comparing the overall fair value of the unit to which goodwill relates to carrying value.  If fair value exceeds carrying value, no further assessment of potential impairment is required.  If fair value of the unit is less than carrying value, a valuation of the unit’s individual assets and liabilities is required to determine whether or not goodwill is impaired.  Goodwill impairment losses are charged to earnings. 
IEC’s remaining goodwill as of December 30, 2016 of $0.1 million relates to its acquisition of the Rochester division in July 2010. There has been no impairment for this goodwill since the acquisition date.  



Leases
 
At the inception of a lease covering equipment or real estate, the lease agreement is evaluated under criteria discussed in ASC 840-10-25 (Leases).  Leases meeting one of four key criteria are accounted for as capital leases and all others are treated as operating leases.  Under a capital lease, the discounted value of future lease payments becomes the basis for recognizing an asset and a borrowing, and lease payments are allocated between debt reduction and interest.  For operating leases, payments are recorded as rent expense.  Criteria for a capital lease include (i) transfer of ownership during the lease term; (ii) existence of a bargain purchase option under terms that make it likely to be exercised; (iii) a lease term equal to 75 percent or more of the economic life of the leased property; and (iv) minimum lease payments that equal or exceed 90 percent of the fair value of the property.

Legal Contingencies
 
When legal proceedings are brought or claims are made against usthe Company and the outcome is uncertain, ASC 450-10 (Contingencies) requires that wethe Company determine whether it is probable that an asset has been impaired or a liability has been incurred.  If such impairment or liability is probable and the amount of loss can be reasonably estimated, the loss must be charged to earnings. 
 
When it is considered probable that a loss has been incurred but the amount of loss cannot be estimated, disclosure but not accrual of the probable loss is required.  Disclosure of a loss contingency is also required when it is reasonably possible, but not probable, that a loss has been incurred. 



Legal Expense Accrual

The Company records legal expenses as they are incurred, based on invoices received or estimates provided by legal counsel. Future estimated legal expenses are not recorded until incurred.

Customer Deposits

Customer deposits represent amounts invoiced to customers for which the revenue has not yet been earned and therefore represent a commitment for the Company to deliver goods or services in the future. Deposits are generally short term in nature and are recognized as revenue when earned.
 
Grants from Outside Parties
 
Grants from outside parties are recorded as other long-term liabilities and are amortized over the same period during which the associated PP&Eproperty, plant and equipment are depreciated. The Company received grants for certain facility improvements and equipment from state and local agencies in which the Company operates.  These grants reimbursed the Company for a portion of the actual cost or provided in kind services in support of capital projects. 

There were no new deferred grants recorded during either of the three months ended December 30, 2016 or the fiscal year ended September29, 2017 and December 30, 2016. The outstanding grant balance was $0.2 million and $0.3 million at each of December 30, 201629, 2017 and September 30, 2016, respectively.
Derivative Financial Instruments
The Company actively monitors its exposure to interest rate risk and from time to time may use derivative financial instruments to manage the impact of this risk.  The Company uses derivatives only for purposes of managing risk associated with underlying exposures.  The Company does not trade or use instruments with the objective of earning financial gains on the interest rate nor does the Company use derivative instruments where it does not have underlying exposures.  The Company did not have any derivative financial instruments at December 30, 2016 or September 30, 2016.2017.
 
Fair Value Measurements
 
Under ASC 825 (Financial Instruments), the Company is required to disclose the fair value of financial instruments for which it is practicable to estimate value.  The Company’s financial instruments consist of cash, accounts receivable, accounts payable, accrued liabilities and borrowings.  IEC believes that recorded value approximates fair value for all cash, accounts receivable, accounts payable and accrued liabilities. See Note 7—6—Fair Value of Financial Instruments for a discussion of the fair value of IEC'sIEC’s borrowings.
 


ASC 820 (Fair Value Measurements and Disclosures) defines fair value, establishes a framework for measurement, and prescribes related disclosures.  ASC 820 defines fair value as the price that would be received upon sale of an asset or would be paid to transfer a liability in an orderly transaction.  Inputs used to measure fair value are categorized under the following hierarchy:
 
Level 1: Quoted prices in active markets for identical assets or liabilities that the Company can access at the measurement date.
 
Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations in which all significant inputs are observable market data.
 
Level 3: Model-derived valuations in which one or more significant inputs are unobservable.
 
The Company deems a transfer between levels of the fair value hierarchy to have occurred at the beginning of the reporting period.  There were no such transfers during each of the first three months of fiscalended December 29, 2017 or fiscaland December 30, 2016.
 
Revenue Recognition
 
The Company’s revenue is principally derived from the sale of electronic products built to customer specifications, but also from other value-added support services and repair work.  Revenue from product sales is recognized when (i) goods are shipped or title and risk of ownership have passed, (ii) the price to the buyer is fixed or determinable, and (iii) realization is reasonably assured. Service revenue is generally recognized once the service has been rendered.  For material management arrangements, revenue is generally recognized as services are rendered.  Under such arrangements, some or all of the following services may be provided: design, bid, procurement, testing, storage or other activities relating to materials the customer expects to incorporate into products that it manufactures.  Value-added support services revenue, including material management and repair work revenue, amounted to less than 5% of total revenue in each of the first three months of fiscalended December 29, 2017 and fiscalDecember 30, 2016.
 
Provisions for discounts, allowances, rebates, estimated returns and other adjustments are recorded in the period the related sales are recognized.
 


Stock-Based Compensation
 
ASC 718 (Stock Compensation) requires that compensation expense be recognized for equity awards based on fair value as of the date of grant.  For stock options, the Company uses the Black-Scholes pricing model to estimate grant date fair value.  Costs associated with stock awards are recorded over requisite service periods, generally the vesting period.  If vesting is contingent on the achievement of performance objectives, fair value is accrued over the period the objectives are expected to be achieved only if it is considered probable that the objectives will be achieved.  The Company also has an employee stock purchase plan (“ESPP”) that provides for the purchase of Company common stock at a discounted stock purchase price. Compensation expense related to the discount is recognized as employees contribute to the plan. During fiscal 2015 and the first quarter of fiscal 2016, the ESPP was suspended in connection with the 2014 restatements of the Company's financial statements. The ESPP was reinstated as of the beginning of the second quarter of fiscal 2016.

Legal Expense Accrual

The Company records legal expenses as they are incurred, based on invoices received or estimates provided by legal counsel. Future estimated legal expenses are not recorded until incurred.

Income Taxes and Deferred Taxes
 
ASC 740 (Income Taxes) requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns, but not in both.  Deferred tax assets are also established for tax benefits associated with tax loss and tax credit carryforwards.  Such deferred tax balances reflect tax rates that are scheduled to be in effect, based on currently enacted legislation, in the years the book/tax differences reverse and tax loss and tax credit carryforwards are expected to be realized.  An allowance is established for any deferred tax asset for which realization is not likely.
 
ASC 740 also prescribes the manner in which a company measures, recognizes, presents and discloses in its financial statements uncertain tax positions that a companythe Company has taken or expects to take on a tax return.  The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the position will be sustained following examination


by taxing authorities, based on technical merits of the position.  The Company believes that it has no material uncertain tax positions.
 
Any interest incurred is reported as interest expense. Any penalties incurred isare reported as tax expense. The Company’s income tax filings are subject to audit by various tax jurisdictions and current open years are the fiscal 2010year ended September 30, 2014 through fiscal 2015.year ended September 30, 2016. The federal income tax audit for the fiscal year ended September 30, 2013 concluded during the first three months of fiscal 2017 and resulted in no change to reported tax.
 
Earnings Per Share
Basic earnings per common share are calculated by dividing income available to common stockholders by the weighted average number of shares outstanding during each period.  Diluted earnings per common share add to the denominator incremental shares resulting from the assumed exercise of all potentially dilutive stock options, as well as restricted (non-vested) stock, restricted stock units (“RSUs”) and anticipated issuances under the ESPP.  Options, restricted stock and RSUs are primarily held by directors, officers and certain employees.  A summary of shares used in earnings per share (“EPS”) calculations follows.
  Three Months Ended 
Shares for EPS Calculation December 30,
2016
 January 1,
2016
 
      
Weighted average shares outstanding 10,163,291
 10,216,587
 
Incremental shares 
 
 
Diluted shares 10,163,291
 10,216,587
 

     
Anti-dilutive shares excluded 1,006,304
 757,105
 
As a result of the net loss and incremental shares being negative for the three months ended December 30, 2016, the Company calculated diluted earnings per share using weighted average basic shares outstanding, as using diluted shares would be anti-dilutive to loss per share.

As a result of the incremental shares being negative for the three months ended and January 1, 2016, the Company calculated diluted earnings per share using weighted average basic shares outstanding, as using diluted shares would be anti-dilutive. 

Dividends
 
IEC does not pay dividends on its common stock as it is the Company’s current policy to retain earnings for use in the business.  Furthermore, the Company’s Fifth Amended and Restated Credit Facility Agreement, as amended, with M&T Bank includes certain restrictions on paying cash dividends, as more fully described in Note 6—5—Credit Facilities. 

Use of Estimates
 
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and the disclosure of contingent assets and liabilities. Significant items subject to such estimates include: allowance for doubtful accounts, excess and obsolete inventory, warranty reserves and the valuation of deferred income tax assets. Actual results may differ from management’s estimates.
 
Statements of Cash Flows
 
The Company presents operating cash flows using the indirect method of reporting under which non-cash income and expense items are removed from net income.loss. 

Segments

The Company’s results of operations for the three months ended December 29, 2017 and December 30, 2016 represent a single operating and reporting segment, referred to as contract manufacturing within the EMS industry. The Company strategically directs production between its various manufacturing facilities based on a number of considerations to best meet its customers’ requirements. The Company shares resources for sales, marketing, engineering, supply chain, information services, human resources, payroll and corporate accounting functions. Consolidated financial information is available that is evaluated regularly by the chief operating decision maker in assessing performance and allocating resources.  The Company’s operations as a whole reflect the level at which the business is managed and how the Company’s chief operating decision maker assesses performance internally.


Recently Issued Accounting Standards Not Yet Adopted
 
FASB Accounting Standard Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“Topic 606”) was issued May 2014 and updates the principles for recognizing revenue. TheThis ASU will supersede most of the existing revenue recognition requirements in GAAP andGAAP. Under the new standard, revenue will require entitiesbe recognized when control of the promised goods or services is transferred to recognize revenue atcustomers in an amount that reflects the consideration to which a companythe Company expects to be entitled in exchange for transferringthose goods or servicesand services. The standard creates a five-step model that will generally require companies to a customer.  This ASU also amendsuse more judgment and make more estimates than under current guidance when considering the terms of contracts along with all relevant facts and circumstances. These include the identification of customer contracts and separating performance obligations, the determination of transaction price that potentially includes an estimate of variable consideration, allocating the transaction price to each separate performance obligation, and recognizing revenue in line with the pattern of transfer. Additionally, disclosures required disclosures of the nature, amount, timingfor revenue recognition will include qualitative and uncertainty of revenue and cash flows arising fromquantitative information about contracts with customers. FASB ASU 2016-08, “Revenuecustomers, significant judgments and changes in judgments, and assets recognized from Contracts with Customers (Topic 606): Principal versus Agent Considerations” was issued in March 2016 and improves implementation guidance on principal versus agent considerations. FASB ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations andcosts to obtain or fulfill a contract. Such disclosures are more extensive than what is required under existing GAAP.


Licensing” was issued in April 2016 and adds further guidance on identifying performance obligations as well as improving licensing implementation guidance. FASB ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients” was issued in June 2016 and clarifies the objective of the collectability criterion, presentation of taxes collected from customers, non-cash consideration, contract modifications at transition, completed contracts at transition and how guidance in Topic 606 is retrospectively applied. The amendments do not change the core principle of the guidance in Topic 606. The guidance isnew standard will become effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoptionCompanies have the option of using either a full or modified retrospective approach in applying this standard. During the fiscal year ended September 30, 2016 (“fiscal 2016”), the FASB issued three additional updates which further clarified the guidance provided in ASU 2014-09.

The guidance is permittedeffective for annualperiodsthe Company beginning after December 15, 2016.in the first quarter of the fiscal year ending September 30, 2019 (“fiscal 2019”). The Company is identifyinghas identified key personnel to evaluate the guidance and determineapprove a transition method. The Company has assessed that the transition method, while also formulating a time line to review the potential impact of the new standard on its existingguidance may result in a change of the Company's revenue recognition policiesmodel for electronics manufacturing services from "point in time" upon physical delivery to an "over time" model and procedures. Although Management has not completed its evaluation of all the issued guidance under ASC No. 606, the Company does not currently expect the guidance tobelieves this transition may have a material impact on the Company's consolidated financial statements upon adoption primarily as it recognizes an increase in contract assets for unbilled receivables with a corresponding reduction in inventories. The Company has commenced implementation in accordance with the planned effective date. The new guidance allows for two transition methods in application: (i) retrospective to each prior reporting period presented, or (ii) prospective with the cumulative effect of adoption recognized on October 1, 2018, the first day of the Company's fiscal 2019. The Company has not yet concluded upon its financial position, resultsselection of operations or cash flows.the transition method.

FASB ASU 2014-12, “Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period” was issued in June 2014. This guidance was issued to resolve diversity in accounting for performance targets. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition and should not be reflected in the award’s grant date fair value. Compensation cost should be recognized over the required service period, if it is probable that the performance condition will be achieved. The guidance became effective for annual periods beginning after December 15, 2015 and interim periods within those annual periods. This update did not have a significant impact on the Company's financial statements upon adoption.

FASB ASU 2014-15, “Presentation of Financial Statements-Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” was issued in September 2014. This provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued.  An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. This update did not have a significant impact on the Company's financial statements upon adoption.

FASB ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs” was issued in April 2015. These amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The ASU applies to all entities and is effective for public business entities for annual periods beginning after December 15, 2015, and interim periods thereafter, with early adoption permitted. The guidance should be applied on a retrospective basis. This update did not have a significant impact on the Company's financial statements upon adoption.

FASB ASU 2015-11, “Simplifying the Measurement of Inventory” was issued in July 2015. This requires entities to measure most inventory “at the lower of cost and net realizable value,” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The ASU will not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. For public business entities, the ASU is effective prospectively for annual periods beginning after December 15, 2016, and interim periods therein. Upon transition, entities must disclose the nature of and reason for the accounting change. The Company does not anticipate a significant impact on its financial statements upon adoption.
FASB ASU 2015-15, “Interest—Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements” was issued in August 2015 and permits an entity to report deferred debt issuance costs associated with a line-of-credit arrangement as an asset and to amortize such costs over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings under the credit line. The ASU applies to all entities and is effective for public business entities for annual periods beginning after December 15, 2015, and interim periods thereafter, with early adoption permitted. The guidance should be applied on a retrospective basis. This update did not have a significant impact on the Company's financial statements upon adoption.

FASB ASU 2015-17, “Income Taxes Balance Sheet Classification of Deferred Taxes” was issued in November 2015. This requires entities to classify deferred tax liabilities and assets as noncurrent in a classified statement of financial position and applies to all entities that present a classified statement of financial position. For public entities, this update is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company does not anticipate a significant impact on its financial statements upon adoption.
FASB ASU 2016-02, “Leases"“Leases” was issued in February 2016. The new guidance establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. For public entities, the new


guidance is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted for all entities. The Company is evaluating the impact thethis ASU will have on its financial statements.

FASB ASU 2016-09, “Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting” was issued in March 2016. This simplifies accounting for several aspects of share-based payment including income tax consequences, classification of awards as either equity or liability and classification on the statement of cash flows. For public entities, this update is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company does not anticipate a significant impact on its financial statements upon adoption.

NOTE 2—ALLOWANCE FOR DOUBTFUL ACCOUNTS

A summary follows of activity in the allowance for doubtful accounts during the three months ended December 29, 2017 and December 30, 2016 and January 1, 2016 follows:2016:
 Three Months Ended Three Months Ended
Allowance for Doubtful Accounts December 30,
2016
 January 1,
2016
Allowance for doubtful accounts December 29,
2017
 December 30,
2016
(in thousands)        
Allowance, beginning of period $226
 $423
 $75
 $226
Provision for doubtful accounts (162) 277
Write-offs/recoveries 13
 (155)
Change in provision for doubtful accounts 20
 (162)
Write-offs 
 13
Allowance, end of period $77
 $545
 $95
 $77
 


NOTE 3—INVENTORIES  

A summary of inventory by category at period end follows:
Inventories
December 30,
2016

September 30,
2016

December 29,
2017

September 30,
2017
(in thousands)
 



 


Raw materials
$9,118

$9,138
 $10,615
 $8,964
Work-in-process
5,610

5,932
 7,823
 5,080
Finished goods
1,389

1,939
 2,449
 1,561
Total inventories
16,117

17,009
 $20,887
 $15,605
Reserve for excess/obsolete inventory
(1,631)
(1,625)
Inventories, net
$14,486

$15,384

NOTE 4—PROPERTY, PLANT &AND EQUIPMENT, NET  

A summary of property, plant and equipment and accumulated depreciation at period end follows:
Property, Plant & Equipment December 30,
2016
 September 30,
2016
Property, Plant and Equipment December 29,
2017
 September 30,
2017
(in thousands)        
Land and improvements $788
 $788
 $788
 $788
Buildings and improvements 8,910
 8,910
 8,972
 8,910
Building under capital lease 5,750
 
 5,750
 5,750
Machinery and equipment 27,583
 26,905
 28,682
 27,947
Furniture and fixtures 7,503
 7,489
 7,744
 7,520
Construction in progress 3,047
 3,079
 4,720
 4,968
Total property, plant and equipment, at cost 53,581
 47,171
 56,656
 55,883
Accumulated depreciation (36,800) (36,177) (38,667) (38,106)
Property, plant and equipment, net $16,781
 $10,994
 $17,989
 $17,777
 


Depreciation expense during the three months ended December 30, 201629, 2017 and January 1,December 30, 2016 follows:
 Three Months Ended Three Months Ended
 December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
(in thousands)        
Depreciation expense $645
 $840
 $588
 $645

NOTE 5—INTANGIBLE ASSETS

IEC's intangible assets (other than goodwill) were acquired in connection with the purchase of Albuquerque during the fiscal year ended September 30, 2010.
Albuquerque's building and land were acquired subject to an Industrial Revenue Bond (“IRB”) that exempted the property from real estate taxes for the term of the IRB.  The tax abatement was valued at $360 thousand at the date of acquisition, and such value was being amortized over the 9.2 year exemption period that remained as of the acquisition date.  No impairment was taken for this asset since the Albuquerque acquisition. The IRB was paid off in connection with the sale-leaseback transaction described in Note 14—Capital Lease.
A summary of intangible assets by category and accumulated amortization at period end follows:
Intangible Assets
December 30,
2016

September 30,
2016
(in thousands)





Property tax abatement - Albuquerque
$360

$360
Accumulated amortization (275) (265)
Intangible assets, net $85
 $95

Amortization expense during the three months ended December 30, 2016 and January 1, 2016 follows:
  Three Months Ended
Amortization Expense December 30,
2016
 January 1,
2016
(in thousands)    
Intangible amortization expense $10
 $10
A summary of amortization expense for the next five years follows:
Future Amortization Estimated future amortization
(in thousands) 

Twelve months ended December, 

2017 $39
2018 39
2019 and thereafter 7


NOTE 6—5—CREDIT FACILITIES  

A summary of borrowings at period end follows:   
      December 30, 2016 September 30, 2016
Debt Fixed/ Variable
Rate
 Maturity
 Date
 Balance Interest Rate Balance Interest Rate
($ in thousands)            
M&T credit facilities:            
Revolving Credit Facility v 1/18/2018 $2,643
 5.02% $3,961
 3.28%
Term Loan A(1)
 f 2/1/2020 48
 3.98
 3,693
 3.98
Term Loan B v 2/1/2023 8,633
 3.87
 8,983
 3.03
Albuquerque Mortgage Loan(1)
 v 2/1/2018 
 
 2,200
 3.55
Celmet Building Term Loan f 11/7/2018 899
 4.72
 932
 4.72
             
Other credit facilities:            
Albuquerque Industrial Revenue Bond(1)
 f 3/1/2019 
 
 100
 5.63
Total debt, gross     12,223
   19,869
  
Unamortized debt issuance costs     (220)   (229)  
Total debt, net     12,003
   19,640
  
Less: current portion     (1,578)   (2,908)  
Long-term debt     $10,425
   $16,732
  
(1) The Albuquerque Mortgage Loan and the Albuquerque Industrial Revenue Bond were repaid in connection with the sale-leaseback transaction described in Note 14—Capital Lease. The proceeds from the transaction were also used to pay down Term Loan A.
      December 29, 2017 September 30, 2017
Debt Fixed/ Variable
Rate
 Maturity
 Date
 Balance Interest Rate Balance Interest Rate
($ in thousands)            
M&T credit facilities:            
Revolving Credit Facility v 5/5/2022 $9,075
 4.06% $8,769
 3.73%
Term Loan B v 5/5/2022 5,500
 4.11
 5,714
 3.99
Celmet Building Term Loan f 11/7/2018 769
 4.72
 802
 4.72
Total debt, gross     15,344
   15,285
  
Unamortized debt issuance costs     (262)   (275)  
Total debt, net     15,082
   15,010
  
Less: current portion     (1,626)   (987)  
Long-term debt     $13,456
   $14,023
  
 
M&T Bank Credit Facilities

On November 28, 2016,Effective as of May 5, 2017, the Company and M&T Bank entered into the SecondThird Amendment to Fifth Amended and Restated Credit Facility Agreement (the “Second“Third Amendment”), that amended the Fifth Amended and Restated Credit Facility Agreement dated as of December 14, 2015, as amended by the First Amendment to the Fifth Amended and Restated Credit Facility Agreement, dated as of June 20, 2016, and the Second Amendment to Fifth Amended and Restated Credit Facility Agreement dated as of November 28, 2016 (“Fifth Amended Credit Agreement”). The SecondThird Amendment reducedextended the Revolver termination date to May 5, 2022. In connection with the Third Amendment, the Term Loan B to M&T Bank’s revolving credit commitmentBank was amended and restated. The Third Amendment revised certain covenants to provide that the Company may use Revolver proceeds to refinance existing indebtedness. As a result, the Term Loan B, which matures on May 5, 2022, now has a principal amount of $6.0 million, of which $5.5 million and $5.7 million was outstanding as of December 29, 2017 and September 30, 2017, respectively. The Third Amendment also revised the maximum amount the Company can borrow under the Revolver to the lesser of $16.0 million and modified the trigger for maintenanceor 85% of the cash management system.eligible receivables plus up to $7.0 million of eligible inventories. The SecondThird Amendment also modified the level adjustment dates for thedefinitions of Applicable Margin and the Applicable Unused Fee as such terms are defined underto provide that each is calculated using the Fifth Amended Credit Agreement. In addition, the Second Amendment amended the covenants regarding the Company's Debt to EBITDAS Ratio, Minimum Quarterly EBITDAS amounts and theapplicable Fixed Charge Coverage Ratio, as such terms are defined underredefined by the Fifth AmendedThird Amendment. The Third Amendment established a Borrowing Base computed using monthly Borrowing Base Reports that, if inaccurate, allow M&T Bank, in its discretion, to suspend the making of or limit Revolving Credit Agreement. The Fifth Amended Credit Agreement prohibitsLoans. Further, the Company from paying dividends or repurchasing or redeemingThird Amendment provides for the Company’s repurchase of its common stock under certain circumstances without first obtaining the consent of M&T Bank.Bank’s prior written consent.

Individual debt facilities provided under the Fifth Amended Credit Agreement,Third Amendment, as amended, are described below:

a)
Revolving Credit Facility (“Revolver”): Up to $16$16.0 million is available through January 18, 2018May 5, 2022. The maximum amount the Company may borrow is determined based on a borrowing base calculation described below.
b)
Term Loan AB:: $10.0 $14.0 million was borrowed on January 18, 2013. Principal was being repaid in 108120 equal monthly installments of $93$117 thousand. The proceedsAs part of the sale-leaseback transaction describedThird Amendment, the principal was modified from $8.0 million to $6.0 million and principal is being repaid in Note 14—Capital Lease were used to paydown the loan.equal monthly installments of $71 thousand plus a balloon payment of $1.7 million. The Company repaid the remaining $48 thousand balancematurity date of the loan during January 2017.is May 5, 2022.
c)
Term Loan B: $14.0 million was borrowed on January 18, 2013. Principal is being repaid in 120 equal monthly installments of $117 thousand.
d)
AlbuquerqueMortgage Loan: $4.0 million was borrowed on December 16, 2009. The loan was secured by real property in Albuquerque, NM, and principal was being repaid in equal monthly installments of $22 thousand. The loan was repaid in connection with the sale-leaseback transaction described in Note 14—Capital Lease.
e)
Celmet Building Term Loan: $1.3 million was borrowed on November 8, 2013 pursuant to an amendment to the Fourth Amended and Restated2013 Credit Facility Agreement dated as of January 18, 2013.Agreement. The proceeds were used to reimburse the Company’s cost of purchasing its Rochester, New York facility. Principal is being repaid in 59 equal monthly installments of $11 thousand plus a balloon payment of $672 thousand due at maturity on November 7, 2018. 


The Credit Facility is secured by a general security agreement covering the assets of the Company and its subsidiaries, a pledge of the Company’s costequity interest in its subsidiaries, a negative pledge on the Company’s real property, and a guarantee by the Company’s subsidiaries, all of purchasing its Rochester, New York facility. Principal is being repaid in 59 equal monthly installmentswhich restrict use of $11 thousand plus a balloon payment due at maturity. these assets to support other financial instruments.



Borrowing Base

Under the Fifth Amended Credit Agreement,Third Amendment, the maximum amount the Company can borrow under the Revolver is the lesser of (i) 85% of eligible receivables plus 35%a percentage of eligible inventories (up to a cap of $3.75$7.0 million) or (ii) $16.0 million at December 30, 201629, 2017 and $20.0 million at September 30, 2016.2017.

At December 30, 2016 and September 30, 2016,29, 2017, the upper limit on Revolver borrowings was $11.5$16.0 million, and $16.4with $6.9 million respectively.available. At September 30, 2017, the upper limit on Revolver borrowings was $16.0 million with $7.2 million available. Average Revolver balances amounted to $2.8$9.6 million during the three months ended December 30, 2016.29, 2017.

Interest Rates

Under the Fifth Amended Credit Agreement,Third Amendment, variable rate debt accrues interest at LIBOR plus the applicable marginal interest rate that fluctuates based on the Company's Debt to EBITDASCompany’s Fixed Charge Coverage Ratio, as defined below. Under the SecondThird Amendment, the applicable marginal interest rate was fixed on November 28, 2016May 5, 2017 through the fiscal quarter ending September 30, 2017,March 31, 2018 as follows: 4.25%2.50% for the Revolver and 3.25%2.75% for Term Loan B.  Beginning October 1, 2017, variable rate debt will again accrue interest at LIBOR plus the applicable margin interest rate that is based on the Company's Debt to EBITDAS Ratio.  Changes to applicable margins and unused fees resulting from the Debt to EBITDASFixed Charge Coverage Ratio generally become effective mid-way through the subsequent quarter.

Prior to December 14, 2015, the Sixth Amendment fixed each facility’s applicable margin through March 31, 2016 as follows: 4.25% for the Revolver, 4.50% for the Albuquerque Mortgage Loan and 3.25% for the Term Loan B. The applicable unused line fee of 0.50% also was extended through March 31, 2016, and thereafter if the Company is not in compliance with its financial covenants.

The Company incurs quarterly unused commitment fees ranging from 0.250% to 0.500%0.375% of the excess of $16.0 million over average borrowings under the Revolver. Fees incurred amounted to $15.7$6.6 thousand and $8.7$15.7 thousand during the three months ended December 30, 201629, 2017 and January 1,December 30, 2016, respectively. The fee percentage varies based on the Company's Debt to EBITDASCompany’s Fixed Charge Coverage Ratio, as defined below.

Financial Covenants

The Fifth Amended Credit AgreementThird Amendment, also contains various affirmative and negative covenants including financial covenants. Pursuant to the Third Amendment, as of March 31, 2017, certain financial covenants of the credit facility were eliminated or revised to be less complex, including the Maximum Inventory covenant, Debt to EBITDAS ratios, and the Maximum Capital Expenditures limit after the fiscal year ended September 30, 2017. The Company is required to maintain (i) a minimum level of quarterly EBITDAS, as defined below (“Quarterly EBITDAS”), (ii) a ratio of total debt to twelve month EBITDAS (“Debt to EBITDAS Ratio”) that is below a specified limit, (iii) a minimum fixed charge coverage ratio (“Fixed Charge Coverage Ratio”), (iv) a maximum level of inventory (“Maximum Inventory”), and (v) a maximum amount of that compares (i) EBITDAS minus unfinanced capital expenditures (“Maximum Capital Expenditures”)minus tax expense, to (ii) the sum of interest expense, principal payments, payments on all capital lease obligations and dividends, if any (fixed charges). The Debt to EBITDAS Ratio“EBITDAS” is the ratio of debt todefined as earnings before interest, taxes, depreciation, amortization and non-cash stock compensation expense (“EBITDAS”). “Adjusted EBITDA” means, for the applicable period, EBITDAS less unfinanced capital expenditures and cash paid for taxes, all on a consolidated basis.expense. The Fixed Charge Coverage Ratio compares (i) 12 month Adjusted EBITDA plus non-cash stock compensation expense minus unfinanced capital expenditures minus taxes paid, to (ii) the sum of interest expense, principal payments and dividends, if any (fixed charges). The Maximum Inventory covenant allows for specific levels of inventory as defined by the agreement. The Maximum Capital Expenditures covenants allowwas initially measured for a maximum amount of capital expenditurestrailing six months ended September 30, 2017 and was measured for a trailing nine months ended December 29, 2017. For the quarter ending March 30, 2018, and forward, the Fixed Charge Coverage Ratio will be measured on an annuala rolling twelve month basis.



Covenant ratios in effect at December 30, 2016, pursuantPursuant to the Fifth Amended Credit Agreement, as amended by the SecondThird Amendment, arethe Fixed Charge Coverage Ratio covenant, measured using trailing nine months, calculated as follows:
Debt to EBITDAS Ratio:  
9/30/2016 through and including 12/30/16 < 3.00 to 1.00
   
Minimum Quarterly EBITDAS:  
Fiscal Quarter ending December 30, 2016 $(500,000)
   
Fixed Charge Coverage Ratio:  
9/30/16 through and including 12/30/16 > 0.72 to 1.00
   
Maximum Inventory:  
As of December 30, 2016 $26.0m
   
Maximum Capital Expenditures: Measured annually; maximum $4.5m
a minimum of 1.10 times, was the only covenant in effect at December 29, 2017. As discussed in Note 14—Subsequent Events, the Company and M&T Bank entered into the Fourth Amendment to the Fifth Amended Credit Agreement (the “Fourth Amendment”). Pursuant to the Fourth Amendment, M&T Bank waived compliance with the Fixed Charge Coverage Ratio for the nine months ended December 29, 2017 and no Event of Default occurred for the nine months ended December 29, 2017.

The Company wasThird Amendment provides for customary events of default, subject in compliance with all debt covenants at December 30, 2016.certain cases to customary cure periods, in which the outstanding balance and any unpaid interest would become due and payable.

Other Borrowings

When IEC acquired Albuquerque, the Company assumed responsibility for a $100 thousand Industrial Revenue Bond issued by the City of Albuquerque. Interest on the bond was paid semiannually, and principal was due in its entirety at maturity. The Bond was paid off in connection with the sale-leaseback transaction described in Note 14—Capital Lease.

Contractual Principal Payments

A summary of contractual principal payments under IEC'sIEC’s borrowings at December 29, 2017 for the next five years taking into consideration the Fifth Amended Credit Agreement, as amended, follows:
Debt Repayment Schedule Contractual
Principal
Payments
Debt Repayment Schedule Contractual
Principal
Payments
(in thousands)  
(in thousands)  
Twelve months ended December  
Twelve months ended December  
2017 $1,578
2018 (1)
 4,812
2018
(1) 
 $1,626
2019 1,400

 857
2020 1,400
 857
2021 and thereafter 3,033
2021 857
2022 and thereafter (2)
2022 and thereafter (2)
 11,147
 $12,223
 $15,344
(1) Includes Revolver balance of $2.6 million at December 30, 2016 and final payment of the Celmet Building Term Loan on November 7, 2018.
(2) Includes Revolver balance of $9.1 million at December 29, 2017.

NOTE 7—6—FAIR VALUE OF FINANCIAL INSTRUMENTS  

Financial Instruments Carried at Historical Cost
 
The Company’s long-term debt is not quoted.  Fair value was estimated using a discounted cash flow analysis based on Level 2 valuation inputs, including borrowing rates the Company believes are currently available to it for loans with similar terms and maturities.


The Company’sCompany's debt is carried at historical cost on the balance sheet. A summary of theThe fair value and carrying value of fixed rate debtthe Celmet Building Term Loan at period end follows:December 29, 2017 were $0.7 million and $0.8 million, respectively. The fair value and carrying value of the Celmet Building Term Loan as of September 30, 2017 were both $0.8 million.
  December 30, 2016 September 30, 2016
  Fair Value Carrying Value Fair Value Carrying Value
(in thousands)        
Term Loan A $48
 $48
 $3,489
 $3,693
Celmet Building Term Loan 835
 899
 864
 932

The fair value of the remainder of the Company’s debt approximated carrying value at December 30, 201629, 2017 and September 30, 20162017 as it is variable rate debt.

NOTE 8—7—WARRANTY RESERVES  

IEC generally warrants its products and workmanship for up to twelve months from date of sale.  As an offset to warranty claims, the Company is sometimes able to obtain reimbursement from suppliers for warranty-related costs or losses.  Based on historical warranty claims experience and in consideration of sales trends, a reserve is maintained for estimated future warranty costs to be incurred on products and services sold through the balance sheet date. The warranty reserve is included in other accrued expenses on the consolidated balance sheet.
 
A summary of additions to and charges against IEC’s warranty reserves during the period follows: 
 Three Months Ended Three Months Ended
Warranty Reserve December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
(in thousands)  
  
  
  
Reserve, beginning of period $180
 $399
 $153
 $180
Provision 29
 133
 84
 29
Warranty costs (34) (130) (66) (34)
Reserve, end of period $175
 $402
 $171
 $175
 
NOTE 9—8—STOCK-BASED COMPENSATION  

The 2010 Omnibus Incentive Compensation Plan (the “2010(“2010 Plan”), was approved by the Company’s stockholders at the January 2011 Annual Meeting.  The Company also has an ESPP,employee stock purchase plan (“ESPP”), adopted in 2011, that provides for the purchase of Company common stock at a discounted stock purchase price. The 2010 Plan, replaced IEC’s 2001 Stock Option and Incentive Plan (the “2001 Plan”), which expired in December 2011.  The 2010 Plan, which is administered by the


Compensation Committee of the Board of Directors, provides for the following types of awards: incentive stock options, nonqualified options, stock appreciation rights, restricted shares, restricted stock units, performance compensation awards, cash incentive awards, director stock and other equity-based and equity-related awards.  Awards are generally granted to certain members of management and employees, as well as directors.  Under the 2010 Plan, up to 2,000,000 shares of common stock may be issued over a term of ten years.

Stock-based compensation expense recorded under the 2010 and 2001 Plans as well as the ESPPPlan, totaled $135.0 thousand and $54.0 thousand$0.1 million for each of the three months ended December 29, 2017 and December 30, 2016 and January 1, 2016, respectively. During the three months ended January 1, 2016, incentive compensation shares were returned by the Company's former CEO resulting in a reduction to compensation expense of $60.0 thousand. 2016.

At December 30, 2016,29, 2017, there were 470,082413,321 remaining shares available to be issued under the 2010 Plan.

Expenses relating to stock options that comply with certain U.S. income tax rules are neither deductible by the Company nor taxable to the employee.  Further information regarding awards granted under the 2001 Plan, 2010 Plan and ESPP is provided below.

Stock Options
 
When options are granted, IEC estimates the fair value of the option using the Black-Scholes option pricing model and recognizes the computed value as compensation cost over the vesting period, which is typically four years.  The contractual term of options granted under the 2010 Plan is generally seven years.  The volatility rate is based on the historical volatility of IEC's common stock.
 


Assumptions used in the Black-Scholes model and the estimated value of options granted during the three months ended December 29, 2017 and December 30, 2016 are included in the table below. There were no options granted during the three months ended January 1, 2016.follows:
 Three Months Ended  Three Months Ended
Valuation of Options December 30,
2016
  December 29,
2017
 December 30,
2016
   
Assumptions for Black-Scholes:       
Risk-free interest rate 1.48%  2.09% 1.48%
Expected term in years 4.0
  5.5
 4.0
Volatility 40%  38% 40%
Expected annual dividends none
  none
 none
       
Value of options granted:       
Number of options granted 50,000
  10,000
 50,000
Weighted average fair value per share $1.18
  $1.62
 $1.18
Fair value of options granted (000's) $59
 
Fair value of options granted (000s) $16
 $59
 


A summary of stock option activity, together with other related data, follows:
  Three Months Ended
  December 30, 2016 January 1, 2016
Stock Options Number
of Options
 Wgtd. Avg.
Exercise
Price
 Number
of Options
 Wgtd. Avg.
Exercise
Price
         
Outstanding, beginning of period 759,795
 $4.43
 717,645
 $4.40
Granted 50,000
 3.60
 
 
Exercised 
 
 
 
Forfeited (17,500) 5.30
 (15,500) 5.99
Expired (12,250) 5.06
 
 
Outstanding, end of period 780,045
 $4.35
 702,145
 $4.37
         
For options expected to vest      
  
Number expected to vest 755,142
 $4.35
 539,756
 $4.45
Weighted average remaining term, in years 5.0
   5.5
 

Intrinsic value (000s)   $
  
 $
         
For exercisable options      
  
Number exercisable 240,936
 $4.76
 156,000
 $5.33
Weighted average remaining term, in years 3.9
   3.6
  
Intrinsic value (000s)   $
  
 $
         
For non-exercisable options      
  
Expense not yet recognized (000s)   $588
 

 $672
Weighted average years to be recognized 2.5
   3.3
  
         
For options exercised        
Intrinsic value (000s)   $
  
 $


Changes in the number of non-vested options outstanding, together with other related data, follows: 
 Three Months Ended Three Months Ended
 December 30, 2016 January 1, 2016 December 29, 2017 December 30, 2016
Stock Options Number
of Options
 Wgtd. Avg.
Grant Date
Fair Value
 Number
of Options
 Wgtd. Avg.
Grant Date
Fair Value
 Number
of Options
 Wgtd. Avg.
Exercise
Price
 Number
of Options
 Wgtd. Avg.
Exercise
Price
Outstanding, beginning of period 743,045
 $4.27
 759,795
 $4.43
Granted 10,000
 4.25
 50,000
 3.60
Exercised 
 
 
 
Forfeited (7,000) 4.25
 (17,500) 5.30
Expired (10,500) 5.24
 (12,250) 5.06
Outstanding, end of period 735,545
 $4.26
 780,045
 $4.35
                
Non-vested, beginning of period 489,109
 $1.43
 546,145
 $1.41
Granted 50,000
 1.18
 
 
Vested 
 
 
 
Forfeited 
 
 
 
Non-vested, end of period 539,109
 $1.41
 546,145
 $1.41
For options expected to vest      
  
Number expected to vest 722,247
 $4.26
 755,142
 $4.35
Weighted average remaining contractual term, in years 4.4
   5.0
 

Intrinsic value (000s)   $50
  
 $
        
For exercisable options      
  
Number exercisable 326,972
 $4.36
 240,936
 $4.76
Weighted average remaining contractual term, in years 3.9
   3.9
  
Intrinsic value (000s)   $12
  
 $
        
For non-exercisable options      
  
Expense not yet recognized (000s)   $366
 

 $588
Weighted average years to be recognized 1.7
   2.5
  
 
Restricted (Non-vested) Stock
 
HoldersCertain holders of IEC restricted stock have voting and dividend rights as of the date of grant, butand until vested, the shares may be forfeited and cannot be sold or otherwise transferred.  At the end of the vesting period, which is typically four or five years (three years in the case of directors), holders have all the rights and privileges of any other IEC common stockholder.stockholder of the Company.  The fair value of a share of restricted stock is its market value on the date of grant, and that value is recognized as stock compensation expense over the vesting period. 
 


A summary of restricted stock activity, together with related data, follows: 

Three Months Ended Three Months Ended

December 30, 2016 January 1, 2016 December 29, 2017 December 30, 2016
Restricted (Non-vested) Stock
Number of
Non-vested
Shares

Wgtd. Avg.
Grant Date
Fair Value

Number of
Non-vested
Shares

Wgtd. Avg.
Grant Date
Fair Value
 Number of Non-vested Shares Wgtd. Avg. Grant Date Fair Value Number of Non-vested Shares Wgtd. Avg. Grant Date Fair Value
                
Outstanding, beginning of period
228,759
 $4.40

54,960

$4.23
 109,695
 $4.01
 115,950
 $4.16
Granted

 




 
 
 
 
Vested
(1,917) 3.60




 (3,498) 3.60
 (1,917) 3.60
Shares withheld for payment of
taxes upon vesting of restricted stock

(583) 3.60




 (1,502) 3.60
 (583) 3.60
Forfeited

 




 (7,700) 4.18
 
 
Outstanding, end of period
226,259
 $4.40

54,960

$4.23
 96,995
 $4.02
 113,450
 $4.17

   
 
         
For non-vested shares
 
  
 

 
  
    
  
Expense not yet recognized (000s)
  $682

 

$200
   $272
  
 $355
Weighted average remaining years for vesting
2.0
   2.0
   1.5
   2.0
  

   
 
         
For shares vested
 
  
 

 
  
    
  
Aggregate fair value on vesting dates (000s)
 
 $9

 

$
  
 $23
  
 $9
 
Employee Stock Purchase Plan
The Company administers an ESPP that provides for a discounted stock purchase price.  On February 13, 2015, the Compensation Committee of the Company’s Board of Directors suspended operation of the ESPP indefinitely in connection with the 2014 restatements of the Company's financial statements. The Compensation Committee of the Company's Board of Directors reinstated the ESPP on December 2, 2015; however, participants were not able to contribute to the ESPP until January 2016.



Employees currently receive a 10% discount on stock purchases through the ESPP. Employee contributions to the plan, net of withdrawals were $8.7 thousand for the three months ended December 30, 2016. Compensation expense recognized under the ESPP was $1.0 thousand for the three months ended December 30, 2016. There were no employee contributions to the plan or compensation expense recognized for the three months ended January 1, 2016.

Stock Issued to Board Members
 
In addition to annual grants of restricted stock, included in the table above, Boardboard members may elect to have their meeting fees paid in the form of shares of the Company’s common stock.   The Company has not paid any meeting fees in stock since May 21, 2013. 

NOTE 10—RETIREMENT PLAN Restricted Stock Units

The Company administers a retirement savings plan for the benefitHolders of its eligible employeesIEC restricted stock units do not have voting and their beneficiaries under the provisions of Sections 401(a) and (k)dividend rights as of the Internal Revenue Code.  Eligible employeesdate of grant, and, until vested, the shares may contribute a portion of their compensation tobe forfeited and cannot be sold or otherwise transferred.  At the plan, and the Company is permitted to make discretionary contributions as determined by the Board of Directors.  The Company contributes 25%end of the first 6% contributed byvesting period, which is typically three years, holders have all employees at all locations. Company contributions during the three months ended December 30, 2016rights and January 1, 2016 totaled $70 thousandprivileges of any other common stockholder of the Company.  The fair value of a restricted stock unit is its market value on the date of grant and $67 thousand, respectively.that value is recognized as stock compensation expense over the vesting period.



A summary of restricted stock unit activity, together with related data, follows:
  Years Ended
  December 29, 2017 December 30, 2016
Restricted Stock Units Number of Non-vested Shares Wgtd. Avg. Grant Date Fair Value Number of Non-vested Shares Wgtd. Avg. Grant Date Fair Value
         
Outstanding, beginning of period 267,999
 $4.03
 112,809
 $4.64
Granted 
 
 
 
Vested 
 
 
 
Forfeited 
 
 
 
Outstanding, end of period 267,999
 $4.03
 112,809
 $4.64
         
For non-vested shares  
    
  
Expense not yet recognized (000s)   $119
  
 $327
Weighted average remaining years for vesting  
 1.9
   1.9
NOTE 11—9—INCOME TAXES  

Provision for income taxes during each of the three months ended December 30, 201629, 2017 and January 1,December 30, 2016 follows:
Three Months Ended
Income Tax Provision/BenefitDecember 30,
2016
January 1,
2016
(in thousands)

Provision for/(benefit from) income taxes$
$
  Three Months Ended
Income Tax Provision/Benefit December 29,
2017
 December 30,
2016
(in thousands)  
 
Benefit from income taxes $(1,010) $
 
TheExcept as described below related to the federal Alternative Minimum Tax (“AMT”) deferred tax assets, as of December 29, 2017, the Company has recorded a full valuation allowance on all deferred tax assets. Although we have recorded a full valuation allowance has been recorded for all deferred tax assets, including net operating loss carryforwards (“NOLs”), these NOLs remain available to the Company to offset future taxable income and reduce cash tax payments. IEC had federal gross NOLs for income tax purposes of approximately $31.7$32.9 million at September 30, 2016,2017, expiring mainly in years 2022 through 2025 and 2034 through 2035. The Company also has additional state NOLs available in several jurisdictions in which it files state tax returns.
 
Recent New York stateState corporate tax reform, hasin 2015, resulted in the reduction of the business income base rate for qualified manufacturesmanufacturers in New York stateState to 0% beginning in fiscal 2015 for IEC. At

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”) The Tax Act significantly revises the future ongoing U.S. corporate income tax by, among other things, lowering U.S. corporate income tax rates and implementing a territorial tax system. As the Company has a September 30 2016,fiscal year-end, the lower corporate income tax rate will be phased in, resulting in an expected U.S. statutory federal rate tax of approximately 24.5% for fiscal 2018, and approximately 21% for subsequent fiscal years.  The Tax Act eliminates the domestic manufacturing deduction and moves to a territorial system. In addition, previous paid federal AMT will now be refundable regardless of whether there is future income tax liability before AMT credits. For the quarter ended December 29, 2017, the impact of the Tax Act resulted in the Company had $1.2recording a net tax benefit of approximately $1 million, resulting from the release of New York State investmentthe valuation allowance on the Company’s AMT credits. In addition, because the Company recorded a full valuation allowance on its historical NOLs, the resulting change in the deferred tax and other credit carryforwards, expiring in various years through 2030.  The credits cannot be utilized unlessasset from the New York statelower corporate tax rate is no longer 0%.was fully offset by the resulting change in the Company’s valuation allowance, and did not have any impact on the Company’s income tax provision for the quarter ended December 29, 2017.  

The Company will continue to monitor and evaluate the assumptions and evidence considered in arriving at the above conclusion, in order to assess whether such conclusion remains appropriate in future periods, given our current operating results in fiscal 2018 and forecasted operating results in fiscal 2019.



NOTE 12—10—MARKET SECTORS AND MAJOR CUSTOMERS  

A summary of sales, according to the market sector within which IEC'sIEC’s customers operate, follows: 
 Three Months Ended Three Months Ended
% of Sales by Sector December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
 
Aerospace & Defense 50% 40% 61% 50%
Medical 28% 41% 17% 28%
Industrial 20% 16% 18% 20%
Communications & Other 2% 3% 4% 2%
 100% 100% 100% 100%

Three individual customers each represented 10% or more of sales for the three months ended December 29, 2017. Two customers were from the aerospace & defense sector and each represented 15% of sales, while one was from the medical sector and represented 11% of sales for the three months ended December 29, 2017. Two individual customers each represented 10% or more of sales for the three months ended December 30, 2016.  One customer was from the Aerospaceaerospace & Defensedefense sector, and represented 14% of sales, while the otherand one was from the Industrialindustrial sector and represented 10% of sales. Two individual customers represented 10% or more of sales for the three months ended January 1, 2016.  Both customers were from the Medical sector, with one representing 18% of sales, while the other customer represented 15% of sales, for the three months ended January 1, 2016.



One individual customer represented 11% of the outstanding receivable balance at December 30, 2016. TwoThree individual customers represented 10% or more of receivables and accounted for 25%51% of the outstanding balance at December 29, 2017. Three individual customers represented 10% or more of receivables and accounted for 42% of the outstanding balances at January 1, 2016.September 30, 2017.

Credit risk associated with individual customers is periodically evaluated by analyzing the entity’s financial condition and payment history.  Customers generally are not required to post collateral.

NOTE 13—LITIGATION 11—COMMITMENTS AND CONTINGENCIES
Litigation

From time to time, the Company may be involved in legal actionactions in the ordinary course of its business, but management does not believe that any such proceedings, commenced through the date of the financial statements included in this Form 10-Q, individually or in the aggregate, will have a material adverse effect on the Company’s condensed consolidated financial position.statements.

NOTE 14—12—CAPITAL LEASE

Leases

On November 18, 2016, the Company entered into a sale-leaseback agreement, pursuant to the terms of the Purchase and Sale Agreement (the “PSA”), with Store Capital Acquisitions, LLC, a Delaware limited liability company (the “Purchaser”), for the sale of certain property, including the manufacturing facility located in Albuquerque, New Mexico (the “Property”). Albuquerque (the “Seller”) completed the sale of the Property to the Purchaser for an aggregate purchase price of approximately $5.75 million including a $120.0 thousand holdback held subject to a holdback of funds agreement.   The net book value of assets sold was $4.6 million and the value of the assets acquired under the lease is $5.75 million. The Company recorded a deferred gain of $1.1 million related to the transaction, which is recorded in other long-term liabilities section of the consolidated balance sheet. The proceeds from the transaction were used to payoff the Albuquerque Mortgage Loan and pay down Term Loan A. As part of the transaction, a Lease Agreement dated as of November 18, 2016 was entered into between the Seller and the Purchaser (the “Lease”). Pursuant to the Lease, the Seller is leasing the Property for an initial term of 15 years, with two renewal options of five years each. The initial base annual rent is approximately $474.0 thousand and is subject to an annual increase equal to the lesser of two percent or 1.25 times the change in the Consumer Price Index. Late payments incur a charge of 5% and bear interest at a rate of 18% or the highest rate permitted by law. If an event of default occurs under the terms of the Lease, among other things, all rental amounts accelerate and become due and owing, subject to certain adjustments. In addition, the Company entered into a separate payment and performance guaranty with the Purchaser with respect to the Lease.

A summary of capital lease payments for the next five years follows:
Capital Lease Payment Schedule Contractual
Principal
Payments
 Contractual
Principal
Payments
(in thousands)  
  
Twelve months ended December  
  
2017 $476
2018 485
 $485
2019 495
 494
2020 505
 504
2021 and thereafter 6,228
2021 514
2022 and thereafter 5,691
Total capital lease payments $8,189
 7,688
Less: amounts representing interest (2,472) (2,163)
Present value of minimum lease payment 5,717
 $5,525
  

NOTE 13—LOSS PER SHARE

The Company applies the two-class method to calculate and present net loss per share. Certain of the Company's restricted (non-vested) share awards contain non-forfeitable rights to dividends and are considered participating securities for purposes of


computing net loss per share pursuant to the two-class method. Under the two-class method, net earnings are reduced by the amount of dividends declared (whether paid or unpaid) and the remaining undistributed earnings are then allocated to common stock and participating securities, based on their respective rights to receive dividends. As the Company incurred a net loss for the three months ended December 29, 2017 and December 30, 2016, and losses are not allocated to participating securities under the two-class method, such method is not applicable for the aforementioned interim reporting periods.

Basic earnings per common share are calculated by dividing income available to common stockholders by the weighted average number of shares outstanding during each period.  Diluted earnings per common share add to the denominator incremental shares resulting from the assumed exercise of all potentially dilutive stock options, as well as restricted stock and restricted stock units.  Options, restricted stock and restricted stock units are primarily held by directors, officers and certain employees. 

The Company uses the two-class method to calculate net income per share as both classes share the same rights in dividends. Therefore, basic and diluted earnings per share (“EPS”) are the same for both classes of ordinary shares.

A summary of shares used in the earnings per share (“EPS”) calculations follows:
  Three Months Ended
Earnings Per Share December 29,
2017
 December 30,
2016
Basic net loss per share:    
Net loss $(494) $(865)
Less: Income attributable to non-vested shares 
 
Net loss available to common stockholders $(494) $(865)
     
Weighted average common shares outstanding 10,204,413
 10,163,291
     
Basic net loss per share $(0.05) $(0.09)
     
Diluted net loss per share:    
Net loss $(494) $(865)
     
Shares used in computing basic net loss per share 10,204,413
 10,163,291
Dilutive effect of non-vested shares 
 
Shares used in computing diluted net loss per share 10,204,413
 10,163,291
     
Diluted net loss per share $(0.05) $(0.09)

The diluted weighted average share calculations do not include the following securities, which are not dilutive to the EPS calculations.
  Three Months Ended
  December 29,
2017
 December 30,
2016
Anti-dilutive shares excluded 1,100,539
 1,006,304




NOTE 14—SUBSEQUENT EVENTS

Effective as of January 26, 2018, the Company and M&T Bank entered into the Fourth Amendment which modified the definition of Applicable Margin with respect to the quarter ending March 30, 2018.

In connection with the Fourth Amendment, the Company entered into the Equipment Line Term Loan line of credit, whereby M&T Bank agrees to make Equipment Line Advances to the Company from time to time in amounts outstanding at any time not exceeding $1,500,000. The obligations of the Company under the Equipment Line Term Loan line of credit are secured by the capital equipment the proceeds of such facility are used to purchase, as well as the collateral securing the facility generally. Up to $750,000 of the facility availability was permitted to finance equipment purchased prior to closing of the facility and availability under the facility may be re-borrowed. Equipment Line Advances will be used to finance the purchase of capital equipment and are limited to 80% of the invoice cost of purchased equipment. No more than four such advances may be outstanding at any one time. The advances will be interest only for a period of six months at which point or earlier upon the Company’s election, the Company will repay the Equipment Line Advance and any accrued interest in full, or, provided all conditions to conversion have been met, the Company will pay in full all accrued interest and convert the Equipment Line Advance to a term loan with level monthly principal payments plus interest. At the Company’s option, interest is either the one month Libor Rate, adjusted daily, plus the Applicable Margin applied to the Company’s Term Loan B or the Base Rate plus the Applicable Margin applied to Term Loan B. Equipment Line Term Loans amortize for a period of up to three years, as specified by the Company, from the date of conversion. There is a customary fee in the event of prepayment.

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
The information in this Management'sManagement’s Discussion and Analysis should be read in conjunction with the accompanying unaudited condensed consolidated financial statements and notes.  All references to “Notes” are to the accompanying condensed consolidated financial statements and Notesnotes included in this Quarterly Report on Form 10-Q (“Form 10-Q”).
 
Cautionary Note Regarding Forward-Looking Statements

References in this report to “IEC,” the “Company,” “we,” “our,” or “us” mean IEC Electronics Corp. and its subsidiaries except where the context otherwise requires. This Form 10-Q contains forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. These forward-looking statements include, but are not limited to, statements regarding future sales and operating results, future prospects, the capabilities and capacities of business operations, any financial or other guidance and all statements that are not based on historical fact, but rather reflect our current expectations concerning future results and events. The ultimate correctness of these forward-looking statements is dependent upon a number of known and unknown risks and events and is subject to various uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.

The following important factors, among others, could affect future results and events, causing those results and events to differ materially from those views expressed or implied in our forward-looking statements: litigation and governmental investigations or proceedings arising out of or relating to accounting and financial reporting matters; business conditions and growth or contraction in our customers’ industries, the electronic manufacturing services industry and the general economy; variability of our operating results; our ability to control our material, labor and other costs; our dependence on a limited number of major customers; the potential consolidation of our customer base; availability of component supplies; dependence on certain industries; variability and timing of customer requirements; technological, engineering and other start-up issues related to new programs and products,products; uncertainties as to availability and timing of governmental funding for our customers; the impact of government regulations, including FDA regulations; risks related to the accuracy of the estimates and assumptions we used to revalue our net deferred tax assets in accordance with the Tax Act; the types and mix of sales to our customers; litigation and governmental investigations or proceedings arising out of or relating to accounting and financial reporting matters; intellectual property litigation; our ability to maintain effective internal controls over financial reporting; unforeseen product failures and the potential product liability claims that may be associated with such failures; the availability of capital and other economic, business and competitive factors affecting our customers, our industry and business generally; failure or breach of our information technology systems; and natural disasters. Any one or more of such risks and uncertainties could have a material adverse effect on us or the value of our common stock. For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, see the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections in this Form 10-Q, our Annual Report on Form 10-K for the fiscal year ended September 30, 20162017, and our other filings with the Securities and Exchange Commission (the “SEC”).



All forward-looking statements included in this Form-10-Q are made only as of the date indicated or as of the date of this Form 10-Q. We do not undertake any obligation to, and may not, publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or which we hereafter become aware of, except as required by law. New risks and uncertainties arise from time to time and we cannot predict these events or how they may affect us and cause actual results to differ materially from those expressed or implied by our forward-looking statements. Therefore, you should not rely on our forward-looking statements as predictions of future events. When considering these risks, uncertainties and assumptions, you should keep in mind the cautionary statements contained in this report and any documents incorporated herein by reference. You should read this document and the documents that we reference in this Form 10-Q completely and with the understanding that our actual future results may be materially different from what we expect. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

Overview

IEC Electronics Corp. (“IEC,” “we,” “our,” “us,” the “Company”) conducts business directly, as well as through its subsidiaries, IEC Electronics Wire and Cable, IncInc. (“Wire and Cable”), which merged into IEC on December 28, 2016; IEC Electronics Corp-Albuquerque (“Albuquerque”) and; IEC Analysis & Testing Laboratory, LLC (“ATL”).; and IEC California Holdings, Inc. The Rochester unit, formerly Celmet, operates as a division of IEC.

We are a premier provider of electronic manufacturing services (“EMS”) to advanced technology companies that produce life-saving and mission critical products for the medical, industrial, aerospace and defense sectors. We specialize in delivering technical solutions for the custom manufacturing, product configuration, and verification testing of highly engineered complex products that require a sophisticated level of manufacturing to ensure quality and performance.



Within the EMS sector, we have unique capabilities which allow our customers to rely on us to solve their complex challenges, minimize their supply chain risk and deliver full system solutions for their supply chain. These capabilities include, among others:

Our engineering services include the design, development, and fabrication of customized stress testing platforms to simulate a product’s end application, such as thermal cycling and vibration, in order to ensure reliable performance and avoid catastrophic failure when the product is placed in service.
Our vertical manufacturing model offers customers the ability to simplify their supply chain by utilizing a single supplier for their critical components including complex printed circuit board assembly (“PCBA”), precision metalworking, and interconnect solutions. This service model allows us to control the cost, lead time, and quality of these critical components which are then integrated into full system assemblies and minimizes our customers’ supply chain risk.
We provide direct order fulfillment services for our customers by integrating with their configuration management process to obtain their customer orders, customize the product to the specific requirements, functionally test the product and provide verification data, and direct ship to their end customer in order to reduce time, cost, and complexity within our customers’customer's supply chain.
We are the only EMS provider with an on-site laboratory that has been approved by the Defense Logistics Agency (“DLA”) for their Qualified Testing Supplier List (“QTSL”) program which deems the site suitable to conduct various QTSL and military testing standards including counterfeit component analysis. In addition, this advanced laboratory is utilized for complex design analysis and manufacturing process development to solve challenges and accelerate our customers’ time to market.

We are a 100% U.S. manufacturer which attracts customers who are unlikely to utilize offshore suppliers due to the proprietary nature of their products, governmental restrictions or volume considerations. Our locations include:

Newark, New York - Located approximately one hour east of Rochester, New York,NY, our Newark location is our corporate headquarters and is the largest manufacturing location providing complex circuit board manufacturing, interconnect solutions, and system-level assemblies along with an on-site material analysis laboratory for advanced manufacturing process development.
Rochester, New York - Focuses on precision metalworking services including complex metal chassis and assemblies.
Albuquerque, New Mexico - Specializes in the aerospace and defense markets with complex circuit board and system-level assemblies along with a state of the art analysis and testing laboratory which conducts counterfeit component analysis and complex design analysis.

We excel at complex, highly engineered products that require sophisticated manufacturing support where quality and reliability are of paramount importance. With our customers at the center of everything we do, we have created a high-intensity, rapid


response culture capable of reacting and adapting to their ever-changing needs.  Our customer-centric approach offers a high degree of flexibility while simultaneously complying with rigorous quality and on-time delivery standards.

We proactively invest in areas we view as important for our continued long-term growth. All of our locations are ISO 9001:2008 certified and ITAR registered. We are Nadcap accredited and AS9100D and AS9100C certified at our Newark and Albuquerque locations, respectively, to support the stringent quality requirements of the aerospace industry. Our Newark location is ISO 13485 certified to serve the medical market sector and is an approved supplier by the National Security Agency (“NSA”) under the COMSEC standard regarding communications security. ATLOur analysis & testing laboratory in Albuquerque is ISO 17025 accredited, an IPC-approved Validation Services test Laboratory, and is the only on-site EMS laboratory that has been approved by the DLA for their QTSL program which deems the site suitable to conduct various QTSL and military testing standards including counterfeit component analysis. Albuquerque also performs work per NASA-STD-8739 and J-STD-001ES space standards.

The technical expertise of our experienced workforce enables us to build some of the most advanced electronic, wire and cable, interconnect solutions, and precision metal systems sought by original equipment manufacturers (“OEMs”).

Employees are our single greatest resource. Our total employees numbered 565, all of which are full time employees, at December 29, 2017. Employee counts remained flat during the first quarter of fiscal 2018. Some of our full-time employees are temporary employees. We make a concerted effort to engage our employees in initiatives that improve our business and provide opportunities for growth, and we believe that our employee relations are good. We have access to large and technically qualified workforces in close proximity to our operating locations in Rochester, NY and Albuquerque, NM.


Three Months Results
 
A summary of selected income statement amounts for the three months ended follows:

Three Months Ended
Three Months Ended
Income Statement Data
December 30,
2016
 January 1,
2016

December 29,
2017
 December 30,
2016
(in thousands)
  

  
Net sales
$20,976
 $32,933

$21,156
 $20,976


   
   
Gross profit
1,795
 5,817

1,518
 1,795
Selling and administrative expenses
2,441
 3,985

2,788
 2,441
Interest and financing expense
219
 289

234
 219
Income/(loss) before income taxes
(865) 1,543
Provision for/(benefit from) income taxes 
 
Net income/(loss) $(865) $1,543
Loss before income taxes
(1,504) (865)
Benefit from income taxes (1,010) 
Net loss $(494) $(865)
 
A summary of sales, according to the market sector within which IEC'sour customers operate, follows:
 Three Months Ended Three Months Ended
% of Sales by Sector December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
 
Aerospace & Defense 50% 40% 61% 50%
Medical 28% 41% 17% 28%
Industrial 20% 16% 18% 20%
Communications & Other 2% 3% 4% 2%
 100% 100% 100% 100%
 
Revenue decreasedincreased in the first quarter of fiscal 20172018 by $12.0$0.2 million or 36.3%0.9% as compared to the first quarter of the prior fiscal year. Revenues from all three major market sectors decreased year over year. The medical market sector decreased $7.6 million, the aerospace & defense market sector decreased $2.9increased by $2.5 million offset by decreases in the medical market sector of $2.2 million and the industrial market sector decreased $1.0of $0.4 million.

Revenue for the medical market sector decreased $7.6 million primarily due to decreases in demand from two of our larger customers. The lower demand was due to a decline in their end market demand as well as their high inventory position. We believe that the demand from these two customers will increase in the later part of fiscal 2017. We had several other medical customers increase their demand, but these increases were offset by decreases from other customers.

Various increases and decreases forin sales to our aerospace & defense customers resulted in a net decreaseincrease of $2.9$2.5 million in the first quarter of fiscal 2017.2018. Programs frequently fluctuate in demand or end and are replaced by new programs. Aggregate decreases


increases in sales of $5.5$5.0 million in the quarter were partially offset by $3.2$2.1 million in increasesdecreases from other customers. Another $0.8$0.2 million decrease in revenue was due to our decision to disengage with a customer due to lack of profitability. One new

In the medical sector, we saw a decrease of $2.2 million in the first quarter of fiscal 2018. Two customers whose demand declined approximately $1.6 million have recently increased their orders and therefore we expect our revenue to increase with them. While two other customers declined approximately $1.0 million due to a decline in their programs. We had one existing customer was added that increased revenueincrease their demand by $0.2$0.4 million.

The net decrease in demand in the industrial market sector of $1.0$0.4 million resulted primarily from decreased demand of $1.4 million from severalmultiple customers whose end market has softened.softened but was partially offset by one customer whose demand increased by $1.0 million.

Our fiscal 2017Gross profit for the first quarter gross profitof fiscal 2018 decreased to 8.6%7.2% of sales versus 17.7%8.6% in the first quarter of the prior fiscal year. The reduction in volume year over yearCustomer mix had the most significant impact toon gross profit. Reductions in overhead costs lessened the impact of the lower revenue. Direct labor costs as a percentage of sales were consistent with the same period of the prior year while material costs increased due to customer mix.

Selling and administrative ("(“S&A"&A”) expense decreased $1.5increased $0.3 million and represented 11.6%13.2% of sales in the first quarter of fiscal 2017,2018 compared to 12.1%11.6% of sales in the same quarter of the prior fiscal year. The decreaseincrease in S&A expense was primarily due to lowerhigher wage and related expenses of $0.8$0.2 million driven by headcount reductions. Badand prior year reduction in bad debt expense was lower year over year by $0.5 million due to the reduction in accounts receivable aging. Also, legal and other professional expenses were higher


in first quarter of fiscal 2016 by $0.4 million compared to the first quarter of fiscal 2017 related to the debt refinancing, employment related matters and other related activity.$0.2 million.

Interest expense decreased by $0.1 millionremained flat in the first quarter of fiscal 20172018 compared to the same quarter of the prior fiscal year. The net impact of adjusting the interest rate swap to fair value contributed $0.1 million to the expense in the first quarter of the prior fiscal year compared to this fiscal year. The weighted average interest rate on IEC'sour debt excluding the impact of the interest rate swap, was 0.37% lower0.21% higher during the first quarter of fiscal 20172018 than in the first quarter of the prior fiscal year. Our average outstanding debt balances decreasedincreased by $14.7$0.3 million in the first quarter of fiscal 20172018 compared to the first quarter of fiscal 2016.2017 because of higher balances on the Revolving Credit Facility offset by the repayment of Term Loan A and the Albuquerque Mortgage Loan. In the first quarter of fiscal 2017,2018, we incurred roughly $50.0 thousandapproximately $0.1 million of interest related to the sale-leaseback obligation for the Albuquerque, New Mexico facility. Cash paid for interest on credit facility debt was approximately $0.2 million and $0.4 million for each of the first quarterquarters of fiscal 20172018 and fiscal 2016.2017. Detailed information regarding our borrowings is provided in Note 6—5—Credit Facilities.

There was no materialOn December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly revises the future ongoing U.S. corporate income tax expense or benefit in the first three months of fiscal 2017 or 2016 asby, among other things, lowering U.S. corporate income tax rates and implementing a territorial tax system. As we have a September 30 fiscal year-end, the lower corporate income tax rate will be phased in, resulting in an expected U.S. statutory federal tax rate of approximately 24.5% for fiscal 2018, and approximately 21% for subsequent fiscal years. The impact of the Tax Act may differ from this estimate, possibly materially, due to, among other things, changes in interpretations and assumptions we have made, guidance that may be issued and actions we may take as a result of the Tax Act. The Tax Act eliminates the domestic manufacturing deduction and moves to a territorial system. In addition, previous paid federal AMT will now be refundable regardless of whether there is future income tax liability before AMT credits. For the quarter ended December 29, 2017, the impact of the Tax Act resulted in our recording a net operating loss (“NOL”) carryforwards to offset any current tax expense andbenefit of approximately $1 million, resulting from the release of the valuation allowance on our AMT credits. In addition, because we recorded a full valuation allowance on allour historical NOLs, the resulting change in the deferred tax assets.asset from the lower corporate tax rate was fully offset by the resulting change in our valuation allowance, and did not have any impact on our income tax provision for the quarter ended December 29, 2017.  

With respect to tax payments, in the near term IEC expectswe expect to be largely sheltered by sizable NOL carryforwards for federal income tax purposes. In the first three months of fiscal 2017,2018, we paid $0.1 million indid not pay any taxes. At the end of fiscal 2016,2017, the NOL carryforwards amounted to approximately $31.7$32.9 million. The NOL carryforwards expire in varying amounts between 2022 and 2035, unless utilized prior to these dates.

Liquidity and Capital Resources
 
Capital Resources
 
As of December 30, 2016,29, 2017, there were $0.5$0.1 million of outstanding capital expenditure commitments for manufacturing equipment.  We generally fund capital expenditures with cash flowflows from operations and our revolving credit facility. Based on our current expectations, we believe that our projected cash flows provided by operations, available cash on hand, and potential borrowings under the revolving credit facility, are sufficient to meet our working capital, debt service and capital expenditure requirements for the next twelve months.

Our cash management system provides for the funding of the disbursement accounts on a daily basis as checks are presented for payment. Under this system, outstanding checks in excess of the bank balance create a book overdraft.
 


Summary of Cash Flows
 
A summary of selected cash flow amounts for the three months ended follows:
 Three Months Ended Three Months Ended
Cash Flow Data December 30,
2016
 January 1,
2016
 December 29,
2017
 December 30,
2016
(in thousands)        
Cash, beginning of period $845
 $407
 $
 $845
Net cash flow from:  
  
Net cash provided by/(used in):  
  
Operating activities 1,974
 1,604
 770
 1,974
Investing activities 5,293
 (685) (801) 5,293
Financing activities (7,668) (1,241) 31
 (7,668)
Net (decrease) increase in cash and cash equivalents (401) (322)
Cash and cash equivalents at end of period $444
 $85
Net cash decrease for the period 
 (401)
Cash, end of period $
 $444
 
Operating activities
 
Cash flows providedused by operations, before considering changes in IEC’sour working capital accounts, was $0.6$0.7 million and $0.2 million for the first three months of fiscal 2018 and fiscal 2017, respectively. Net loss of $0.5 million in the first three months of fiscal 2018 improved compared to the prior year due to the income tax benefit of $1.0 million as a result of the Tax Act. Net loss was $0.9 million during the first three months of the prior fiscal year.

Working capital provided cash flows of $1.5 million in the first three months of fiscal 2018 and $2.2 million in the first three months of fiscal 2017. Cash flow provided by operations, before considering changesThe change in working capital in the first three months of fiscal 2016 was $1.6 million.  Net loss of $0.9 million in the first three months of fiscal 2017 compared to net income of $1.5 million during the first three months of the prior fiscal year was the largest component of the change.

Working capital from continuing operations provided cash flows of $2.2 million and used cash flow of $1.6 million in the first three months of fiscal 2017 and 2016, respectively. The change in working capital in the first quarter of fiscal 20172018 was primarily due to a decreasedecreases in accounts receivable of $5.9$4.0 million offset by a decreaseand increases in accounts payable and accrued expenses of $2.1 million and $2.1 million, respectively.$2.9 million. These increases to cash flow were offset by an increase in inventory of $5.4 million. Accounts receivable decreases were primarily due to timing of revenue and improved cash collections.lower sales. The decreaseincrease in accounts payable was due primarily to a reductionan increase of inventory purchases, as well as timing of purchases and payments.



Investing activities
 
Cash flows provided byused in investing activities were $5.3 million and $0.7$0.8 million for the first three months of fiscal 20172018 and 2016, respectively.provided $5.3 million for the first three months of fiscal 2017.  Cash flows providedused in the first three months of fiscal 20172018 consisted of proceeds from the sale-leaseback and the purchases of equipment and capitalized software costs resulting from the ongoing implementation of a new enterprise resource planning (“ERP”) system. Cash flows usedprovided in the first three months of fiscal 20162017 consisted of proceeds from the Albuquerque sale-leaseback transaction, partially offset by the purchases of equipment and capitalized software costs.

Financing activities
 
Cash flows used inprovided by financing activities werewas $31.0 thousand for the first three months of fiscal 2018. Cash flows used by financing activities was $7.7 million and $1.2 million for the first three months of fiscal 20172017.  During the first three months of fiscal 2018, net borrowings under all credit facilities were $59.0 thousand, with $0.3 million of net borrowings under the Revolver and 2016, respectively.repayments of $0.2 million for term debt. During the first three months of fiscal 2017, net repayments under all credit facilities were $7.6 million, with $1.3 million of net repayments under the Revolver, as defined below, and repayments of $6.3 million for term debt, due largely to the Albuquerque sale-leaseback transaction. In the first three months of fiscal 2016, net cash flows increased outstanding credit facilities by $1.0 million due to net borrowings. 

Credit Facilities
 
At December 30, 2016,29, 2017, borrowings outstanding under the revolving credit facility (the “Revolver”) under the Second Amendment to the Fifth Amended SecondThird Amendment to Fifth Amended and Restated Credit Facility Agreement effective as of May 5, 2017 (the “Second“Third Amendment”), that amended the Fifth Amended and Restated Credit Facility Agreement dated as of December 14, 2015, as amended by the First Amendment to the Fifth Amended and Restated Credit Facility, dated as of June 20, 2016, (“and the Second Amendment to Fifth Amended and Restated Credit Facility Agreement, dated as of November 28, 2016 (the “Second Amendment”) (collectively, the “Fifth Amended Credit Agreement”) amounted to $2.6$9.1 million, and the maximum availableupper limit was $11.5$16.0 million.  Repayments on the Revolver during the current fiscal year were driven by cash flow from operations discussed above.  We believeThe Company believes that ourits liquidity is sufficient to satisfy anticipated operating requirements during the next twelve months.

The Fifth AmendedThird Amendment extended the Revolver termination date to May 5, 2022. In connection with the Third Amendment, the Term Loan B to M&T Bank was amended and restated. The Third Amendment revised certain covenants to provide that we may use Revolver proceeds to refinance existing indebtedness. As a result, the Term Loan B, which matures on May 5, 2022,


now has a principal amount of $6.0 million. The Third Amendment also revised the maximum amount we can borrow under the Revolver to the lesser of $16.0 million or 85% of eligible receivables plus up to $7.0 million of eligible inventories. The Third Amendment also modified the definitions of Applicable Margin and Applicable Unused Fee to provide that each is calculated using the applicable Fixed Charge Coverage Ratio, as redefined by the Third Amendment. The Third Amendment established a Borrowing Base computed using monthly Borrowing Base Reports that, if inaccurate, allow M&T Bank, in its discretion, to suspend the making of or limit Revolving Credit Agreement, as amended,Loans. Further, the Third Amendment provides for the repurchase of our common stock under certain circumstances without M&T Bank’s prior written consent.
The Third Amendment, also contains various affirmative and negative covenants including financial covenants. Pursuant to the Third Amendment, as of March 31, 2017, certain financial covenants of the credit facility were eliminated or revised to be less complex, including the Maximum Inventory covenant, Debt to EBITDAS ratios, and the Maximum Capital Expenditures limit after the fiscal year ended September 30, 2017. The Company is required to maintain (i) a minimum level of quarterly EBITDAS, as defined below (“Quarterly EBITDAS”), (ii) a ratio of total debt to twelve month EBITDAS (“Debt to EBITDAS Ratio”) that is below a specified limit, (iii) a minimum fixed charge coverage ratio (“Fixed Charge Coverage Ratio”), (iv) a maximum level of inventory (“Maximum Inventory”), and (v) a maximum amount of that compares (i) EBITDAS minus unfinanced capital expenditures (“Maximum Capital Expenditures”)minus tax expense, to (ii) the sum of interest expense, principal payments, payments on all capital lease obligations and dividends, if any (fixed charges). The Debt to EBITDAS Ratio“EBITDAS” is the ratio of debt todefined as earnings before interest, taxes, depreciation, amortization and non-cash stock compensation expense (“EBITDAS”).expense. The Fixed Charge Coverage Ratio compares (i) 12 month Adjusted EBITDA plus non-cash stock compensation expense minus unfinanced capital expenditures minus cash taxes paid, to (ii)was initially measured for a trailing six months ended September 30, 2017 and was measured for a trailing nine months ended December 29, 2017. For the sum of interest expense, principal paymentsquarter ended March 30, 2018, and dividends, if any (fixed charges). “Adjusted EBITDA” means, forforward, the applicable period, EBITDAS less unfinanced capital expenditures and cash paid for taxes, allFixed Charge Coverage Ratio will be measured on a consolidatedrolling twelve month basis. The Maximum Inventory covenant allows for specific levels of inventory as defined by

Pursuant to the Fifth Amended Credit Agreement, as amended.amended by the Third Amendment, the Fixed Charge Coverage Ratio covenant, measured using trailing nine months, as a minimum of 1.10 times, was the only covenant in effect at December 29, 2017. The Maximum Capital Expenditures covenants allowFixed Charge Coverage Ratio was calculated as 0.02 times December 29, 2017. As discussed below, the Company and M&T Bank entered into the Fourth Amendment to the Fifth Amended Credit Agreement (the “Fourth Amendment”). Pursuant to the Fourth Amendment, M&T Bank waived compliance with the Fixed Charge Coverage Ratio for a maximum amountthe nine months ended December 29, 2017 and no Event of capital expenditures on an annual basis.Default occurred for the three months ended December 29, 2017.

The Company wasThird Amendment provides for customary events of default, subject in compliance with all debt covenants at December 30, 2016.certain cases to customary cure periods, in which the outstanding balance and any unpaid interest would become due and payable.

The calculation of financial covenantsEffective as of January 26, 2018, we entered into the dates indicated follows:
  Limit at Calculated Amount At
Debt Covenant December 30,
2016
 September 30,
2016
 December 30,
2016
 September 30,
2016
        
Quarterly EBITDAS (000s) Minimum ($500) Minimum $1,080 $132 $1,269
Debt to EBITDAS Ratio Maximum 3.0 Maximum 3.1x 2.5x 2.0x
Fixed Charge Coverage Ratio Minimum 0.72x Minimum 1.25x 1.0x 1.5x
Maximum Inventory Maximum $26.0m Maximum $27.0m $16.1m $17.0m
Maximum Capital Expenditures Maximum $4.5m annually Maximum $4.5m annually Measured Annually 3.3m
Fourth Amendment with M&T Bank. The Fourth Amendment modified the definition of Applicable Margin with respect to the quarter ending March 30, 2018 to provide that the Applicable Margin is fixed at Level II, as defined in the Fourth Amendment, plus fifty basis points.



A reconciliationIn connection with the Fourth Amendment, we entered into the Equipment Line Term Loan line of EBITDAScredit, whereby M&T Bank agrees to Net income follows:
  Three Months Ended
  December 30,
2016
(in thousands)  
Net income/(loss) $(865)
Provision for/(benefit from) income taxes 
Depreciation and amortization expense 643
Interest expense 219
Non-cash stock compensation 135
EBITDAS $132
A reconciliationmake Equipment Line Advances to us from time to time in amounts outstanding at any time not exceeding $1,500,000. The obligations of Adjusted EBITDAours under the Equipment Line Term Loan line of credit are secured by the capital equipment the proceeds of such facility are used to Net income follows: 
  Three Months Ended
  December 30,
2016
(in thousands)  
Net income/(loss) $(865)
Provision for/(benefit from) income taxes 
Depreciation and amortization expense 643
Interest expense 219
Non-cash stock compensation 135
Unfinanced capital expenditures (457)
Income taxes paid (79)
Adjusted EBITDA $(404)

We present EBITDASpurchase, as well as the collateral securing the facility generally. Up to $750,000 of the facility availability was permitted to finance equipment purchased prior to closing of the facility and Adjusted EBITDA because certain covenants in our credit facilities are tiedavailability under the facility may be re-borrowed. Equipment Line Advances will be used to these measures. EBITDAS and Adjusted EBITDA are not measuresfinance the purchase of financial performance under GAAPcapital equipment and are not calculated throughlimited to 80% of the applicationinvoice cost of GAAP. Aspurchased equipment. No more than four such they should notadvances may be consideredoutstanding at any one time. The advances will be interest only for a period of six months at which point or earlier upon our election, we will repay the Equipment Line Advance and any accrued interest in full, or, provided all conditions to conversion have been met, we will pay in full all accrued interest and convert the Equipment Line Advance to a term loan with level monthly principal payments plus interest. At our option, interest is either the one month Libor Rate, adjusted daily, plus the Applicable Margin applied to the Term Loan B or the Base Rate plus the Applicable Margin applied to Term Loan B. Equipment Line Term Loans amortize for a period of up to three years, as substitutes or alternatives for the GAAP measure of net income and, therefore, should not be used in isolation of, but in conjunction with, the GAAP measure. EBITDAS and Adjusted EBITDA, as presented, may produce results that varyspecified by us, from the GAAP measure and may not be comparable todate of conversion. There is a similarly defined non-GAAP measure used by other companies.customary fee in the event of prepayment.
 
Off-Balance Sheet Arrangements
 
IEC is not a party to any material off-balance sheet arrangements.
 
Application of Critical Accounting Policies
 
Our application of critical accounting policies are disclosed in our 2016 Annual Report on Form 10-K filed for the fiscal year ended September 30, 2016.2017.  During the three months ended December 30, 2016,29, 2017, there have been no material changes to these policies.
 


Recently Issued Accounting Standards
 
See Note 1—Our Business and Summary of Significant Accounting Policies for further information concerning recently issued accounting pronouncements.
 


Item 3.    Quantitative and Qualitative Disclosures About Market Risk
 
As a result of its financing activities, the Company is exposed to changes in interest rates that may adversely affect operating results. The Company actively monitors its exposure to interest rate risk and from time to time may use derivative financial instruments to manage the impact of this risk.  The Company may use derivatives only for the purpose of managing risk associated with underlying exposures.  The Company does not trade or use instruments with the objective of earning financial gains on the interest rate nor does the Company use derivatives instruments where it does not have underlying exposure.  The Company did not have any derivative financial instruments at December 30, 201629, 2017 or September 30, 20162017.
 
At December 30, 2016,29, 2017, the Company had $12.2$15.3 million of debt, comprised of $11.3$14.6 million with variable interest rates and $0.9$0.8 million with fixed interest rates.  Interest rates on variable loans are based on London interbank offered rate (“LIBOR”). The credit facilities are more fully described in Note 6—5—Credit Facilities.  Interest rates based on LIBOR currently adjust daily, causing interest on such loans to vary from period to period.  A sensitivity analysis as of December 30, 201629, 2017 indicates that a one-percentage point increase or decrease in our variable interest rates, which represents more than a 10% change, would increase or decrease the Company'sCompany’s annual interest expense by approximately $0.1 million.
 
The Company is exposed to credit risk to the extent of non-performance by M&T Bank under the Fifth Amended Credit Agreement, as amended.  M&T Bank'sBank’s credit rating (reaffirmed A by Fitch in October 2016)2017) is monitored by the Company, and IEC expects that M&T Bank will perform in accordance with the terms of the Fifth Amended Credit Agreement, as amended.
 
Item 4.    Controls and Procedures
 
Evaluation of disclosure controls and procedures

Our management, with the participation of our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer), evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 30, 2016,29, 2017, the end of the period covered by this Form 10-Q.  Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 30, 2016,29, 2017, our disclosure controls and procedures were effective.

Changes in internal control over financial reporting

Our management carried out an evaluationThe Company is in the process of implementing a financial reporting system, Epicor ERP Software (“Epicor”), as part of a multi-year plan to integrate and upgrade our systems and processes.  The implementation has occurred in phases throughout fiscal 2017 and is expected to be completed during fiscal 2018.  

As part of the Epicor implementation, certain changes to our processes and procedures have and will continue to occur.  These changes will result in changes to our internal control over financial reporting.  While Epicor is designed to strengthen our internal financial controls by automating certain manual processes and standardizing business processes and reporting across our organization, management will continue to evaluate and monitor our internal controls over financial reporting to determine whether any change occurred duringas each of the affected areas evolve.

During the quarter ended December 30, 2016. Based on such evaluation,29, 2017, there hashave been no changeother changes in our internal control over financial reporting that occurred during the most recently completed fiscal quarter ended December 30, 2016 thathas materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the effectiveness of control systems

IEC’s management does not expect that our disclosure controls and internal controls will prevent all errors and fraud. Because of inherent limitations in any such control system (e.g. faulty judgments, human error, information technology system error, or intentional circumvention), there can be no assurance that the objectives of a control system will be met under all circumstances. Moreover, projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. The benefits of a control system also must be considered relative to the costs of the system and management’s judgments regarding the likelihood of potential events. In summary, there can be no assurance that any control system will succeed in achieving its goals under all possible future conditions, and as a result of these inherent limitations, misstatements due to error or fraud may occur and may or may not be detected.


Part II         OTHER INFORMATION
 
Item 1.    Legal Proceedings
 
From time to time, the Companywe may be involved in legal actions in the ordinary course of itsour business, but management does not believe that any such proceedings commenced through the date of the financial statements included in this Form 10-Q, individually or in the aggregate, will have a material adverse effect on the Company’sour condensed consolidated financial position.statements.

Item 1A.   Risk Factors
 
There have been no material changes from the risk factors as previously disclosed in our Annual Report on Form 10-K for the year ended September 30, 20162017 filed with the SEC on December 16, 2016.6, 2017.

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3.    Defaults Upon Senior Securities
 
None
 
Item 4.    Mine Safety Disclosures
 
Not Applicable
 
Item 5.    Other Information 

None
 
Item 6.    Exhibits
 
For the exhibits that are filed herewith or incorporated herein by reference, see the Index to Exhibits located immediately following the signature page to this Form 10-Q.  The Index to Exhibits is incorporated herein by reference.INDEX TO EXHIBITS
Exhibit No.Description
31.1
31.2
32.1
101The following items from this Quarterly Report on Form 10-Q formatted in Extensible Business Reporting Language: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Income Statements (unaudited), (iii) Consolidated Statements of Changes in Stockholders’ Equity (unaudited), (iv) Consolidated Statements of Cash Flows (unaudited), and (v) Notes to Consolidated Financial Statements. 




SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
  IEC Electronics Corp.
  (Registrant)
   
February 10, 20177, 2018By:/s/ Jeffrey T. Schlarbaum
  Jeffrey T. Schlarbaum
  President & Chief Executive Officer
  (Principal Executive Officer)
 
February 10, 20177, 2018By:/s/ Michael T. Williams
  Michael T. Williams
  Chief Financial Officer


IEC ELECTRONICS CORP.
Form 10-Q for Quarter Ended December 30, 2016
INDEX TO EXHIBITS
Exhibit No.Description
  
10.1Second Amendment to Fifth Amended and Restated Credit Facility Agreement dated as of November 28, 2016 by and between IEC Electronics Corp. and Manufacturers and Traders Trust Company (incorporated herein by reference from Exhibit 10.13 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2016)
10.2Purchase and Sale Agreement dated as of September 30, 2016 by and between IEC Electronics Corp. - Albuquerque and Store Capital Acquisitions, LLC (incorporated herein by reference from Exhibit 10.14 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2016)
10.3Lease Agreement dated as of November 18, 2016 by and between Store Capital Acquisitions, LLC and IEC Electronics Corp. - Albuquerque (incorporated herein by reference from Exhibit 10.15 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2016)
31.1Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2Certification of Chief(Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
101The following items from this Quarterly Report on Form 10-Q formatted in Extensible Business Reporting Language: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Income Statements (unaudited), (iii) Consolidated Statements of Changes in Stockholders' Equity (unaudited), (iv) Consolidated Statements of Cash Flows (unaudited), and (v) Notes to Consolidated Financial Statements. Officer)




3230