UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q



ý☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, ~~2020~~2021



¨☐			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 1-5978

SIFCO Industries, Inc.

(Exact name of registrant as specified in its charter)



~~Ohio~~

	~~34-0553950~~
Ohio		34-0553950
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

970 East 64th Street, Cleveland Ohio		44103
(Address of principal executive offices)		(Zip Code)

(216) 881-8600

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (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 ý 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “non-accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer		☐			Accelerated filer		☐

~~Large accelerated filer~~		¨	~~Accelerated filer~~	¨

Non-accelerated filer	¨☐		Smaller reporting company			ý☒

					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 ý☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares

SIF

NYSE American

The number of the Registrant’s Common Shares, par value $1.00, outstanding at March 31, ~~2020~~2021 was ~~5,916,123.~~

5,989,129.

Part I. Financial Information

Item 1. Financial Statements

SIFCO Industries, Inc. and Subsidiaries

Consolidated Condensed Statements of Operations

(Unaudited)

(Amounts in thousands, except per share data)


	Three Months Ended March 31,						Six Months Ended March 31,							Three Months Ended March 31,				Six Months Ended March 31,
	2020			2019			2020			2019				2021		2020		2021		2020
Net sales	$	30,537		$	27,392		$	56,744		$	56,458		Net sales	$	24,866	$	30,537	$	49,944	$	56,744
Cost of goods sold	24,260			25,304			47,143			51,633			Cost of goods sold	22,123		24,260		43,278		47,143
Gross profit	6,277			2,088			9,601			4,825			Gross profit	2,743		6,277		6,666		9,601
Selling, general and administrative expenses	3,321			3,784			7,529			7,894			Selling, general and administrative expenses	3,596		3,321		7,423		7,529

Amortization of intangible assets	408			413			817			828			Amortization of intangible assets	248		408		517		817
Loss (gain) on disposal or impairment of operating assets	41			—			41			(282		)
Gain on insurance proceeds received	(1,000		)	(1,164		)	(1,000		)	(1,164		)
Loss on disposal of operating assets													Loss on disposal of operating assets	0		41		0		41
Gain on insurance recoveries													Gain on insurance recoveries	0		(1,000)		(2,495)		(1,000)
Operating income (loss)	3,507			(945		)	2,214			(2,451		)	Operating income (loss)	(1,101)		3,507		1,221		2,214
Interest income	—			(1		)	—			(2		)

Interest expense	262			315			513			607			Interest expense	169		262		335		513
Foreign currency exchange gain (loss), net	(1		)	(1		)	—			(1		)
Foreign currency exchange loss (income), net													Foreign currency exchange loss (income), net	14		(1)		21		0
Other loss (income), net	25			(34		)	(84		)	(35		)	Other loss (income), net	42		25		103		(84)
Income (loss) before income tax benefit	3,221			(1,224		)	1,785			(3,020		)
Income tax (benefit) expense	(39		)	34			(134		)	(480		)
Income (loss) before income tax expense (benefit)													Income (loss) before income tax expense (benefit)	(1,326)		3,221		762		1,785
Income tax expense (benefit)													Income tax expense (benefit)	165		(39)		(740)		(134)

Net income (loss)	$	3,260		$	(1,258	)	$	1,919		$	(2,540	)	Net income (loss)	$	(1,491)	$	3,260	$	1,502	$	1,919


Net income (loss) per share													Net income (loss) per share
Basic	$	0.57		$	(0.23	)	$	0.34		$	(0.46	)	Basic	$	(0.26)	$	0.57	$	0.26	$	0.34
Diluted	$	0.57		$	(0.23	)	$	0.33		$	(0.46	)	Diluted	$	(0.26)	$	0.57	$	0.25	$	0.33

Weighted-average number of common shares (basic)	5,679			5,561			5,645			5,548			Weighted-average number of common shares (basic)	5,777		5,679		5,735		5,645
Weighted-average number of common shares (diluted)	5,770			5,561			5,748			5,548			Weighted-average number of common shares (diluted)	5,777		5,770		5,932		5,748

See notes to unaudited consolidated condensed financial statements.

SIFCO Industries, Inc. and Subsidiaries

Consolidated Condensed Statements of Comprehensive Income (Loss)

(Unaudited)

(Amounts in thousands)

Three Months Ended
March 31, Six Months Ended
March 31,
2020 2019 2020 2019
Net income (loss) $ 3,260
$ (1,258 ) $ 1,919
$ (2,540 )
Other comprehensive income (loss):
Foreign currency translation adjustment (130 ) (159 ) 63
(587 )
Retirement plan liability adjustment 249
107
437
215
Comprehensive income (loss) $ 3,379
$ (1,310 ) $ 2,419
$ (2,912 )


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020
Net income (loss)	$	(1,491)	$	3,260	$	1,502	$	1,919
Other comprehensive income:
Foreign currency translation adjustment, net of tax $0 and $0 for the three months ended and net of tax $0 and $0 for the six months ended, respectively	(303)		(130)		(17)		63
Retirement plan liability adjustment, net of tax $0 and $0 for the three months end and net of tax $0 and $0 for the six month ended, respectively	211		249		423		437

Comprehensive income (loss)	$	(1,583)	$	3,379	$	1,908	$	2,419

See notes to unaudited consolidated condensed financial statements.

SIFCO Industries, Inc. and Subsidiaries

Consolidated Condensed Balance Sheets

(Amounts in thousands, except per share data)


	March 31, 2020			September 30, 2019				March 31, 2021		September 30, 2020
	(unaudited)							(unaudited)
ASSETS							ASSETS
Current assets:							Current assets:
Cash and cash equivalents	$	345		$	341		Cash and cash equivalents	$	311	$	427
Receivables, net of allowance for doubtful accounts of $371 and $521, respectively	21,691			23,159
Receivables, net of allowance for doubtful accounts of $251 and $249, respectively							Receivables, net of allowance for doubtful accounts of $251 and $249, respectively	19,068		23,225
Other receivables	—			3,500			Other receivables	0		1,547
Contract asset	12,520			10,349
Contract assets							Contract assets	13,565		11,997

Inventories, net	13,402			10,509			Inventories, net	15,568		15,569
Refundable income taxes	131			141			Refundable income taxes	103		103

Prepaid expenses and other current assets	1,846			1,459			Prepaid expenses and other current assets	1,959		2,338

Total current assets	49,935			49,458			Total current assets	50,574		55,206
Property, plant and equipment, net	41,487			39,610			Property, plant and equipment, net	44,448		44,201
Operating lease right-of-use assets, net	17,699			—			Operating lease right-of-use assets, net	16,405		17,021
Intangible assets, net	2,517			3,320			Intangible assets, net	1,377		1,890
Goodwill	3,493			3,493			Goodwill	3,493		3,493
Other assets	165			218			Other assets	89		137

Total assets	$	115,296		$	96,099		Total assets	$	116,386	$	121,948
LIABILITIES AND SHAREHOLDERS’ EQUITY							LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:							Current liabilities:
Current maturities of long-term debt	$	4,860		$	5,786		Current maturities of long-term debt	$	9,783	$	7,144
Revolver	17,191			15,542			Revolver	7,742		12,870
Short-term operating lease liabilities	1,195			—			Short-term operating lease liabilities	796		991
Accounts payable	16,681			19,799			Accounts payable	14,495		14,002
Accrued liabilities	6,814			5,557			Accrued liabilities	6,368		8,290

Total current liabilities	46,741			46,684			Total current liabilities	39,184		43,297
Long-term debt, net of current maturities	1,903			2,052			Long-term debt, net of current maturities	2,542		4,606
Long-term operating lease liabilities, net of short-term	16,576			—			Long-term operating lease liabilities, net of short-term	15,825		16,188
Deferred income taxes	1,601			1,718			Deferred income taxes	616		1,400
Pension liability	9,008			9,528			Pension liability	9,764		10,165
Other long-term liabilities	777			63			Other long-term liabilities	747		769

Shareholders’ equity:							Shareholders’ equity:
Serial preferred shares, no par value, authorized 1,000 shares	—			—			Serial preferred shares, no par value, authorized 1,000 shares	0		0
Common shares, par value $1 per share, authorized 10,000 shares; issued and outstanding shares 5,916 at March 31, 2020 and 5,777 at September 30, 2019	5,916			5,777
Common shares, par value $1 per share, authorized 10,000 shares; issued and outstanding shares 5,989 at March 31, 2021 and 5,916 at September 30, 2020							Common shares, par value $1 per share, authorized 10,000 shares; issued and outstanding shares 5,989 at March 31, 2021 and 5,916 at September 30, 2020	5,989		5,916
Additional paid-in capital	10,516			10,438			Additional paid-in capital	10,940		10,736
Retained earnings	35,067			33,148			Retained earnings	43,841		42,339
Accumulated other comprehensive loss	(12,809		)	(13,309		)	Accumulated other comprehensive loss	(13,062)		(13,468)
Total shareholders’ equity	38,690			36,054			Total shareholders’ equity	47,708		45,523
Total liabilities and shareholders’ equity	$	115,296		$	96,099		Total liabilities and shareholders’ equity	$	116,386	$	121,948

See notes to unaudited consolidated condensed financial statements.

SIFCO Industries, Inc. and Subsidiaries

Consolidated Condensed Statements of Cash Flows

(Unaudited, Amounts in thousands)


								Six Months Ended March 31,
								2021		2020
Cash flows from operating activities:							Cash flows from operating activities:
Net income							Net income	$	1,502	$	1,919

Adjustments to reconcile net income to net cash provided by (used for) operating activities:							Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization							Depreciation and amortization	3,730		3,731
Amortization of debt issuance costs							Amortization of debt issuance costs	52		52
Loss on disposal of operating assets							Loss on disposal of operating assets	0		41
Gain on insurance proceeds received							Gain on insurance proceeds received	(2,495)		(1,000)

LIFO effect							LIFO effect	335		(11)
Share transactions under company stock plan							Share transactions under company stock plan	277		217

	Six Months Ended March 31,
	2020			2019
Cash flows from operating activities:
Net income (loss)	$	1,919		$	(2,540	)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization	3,731			3,840
Amortization and write-off of debt issuance cost	52			45
Loss (gain) on disposal of operating assets or impairment of operating assets	41			(282		)
Gain on insurance proceeds received	(1,000		)	(1,164		)
LIFO effect	(11		)	(57		)
Share transactions under company stock plan	216			426
Other long-term liabilities	(90		)	(78		)	Other long-term liabilities	(2)		(90)
Deferred income taxes	(135		)	(143		)	Deferred income taxes	(830)		(135)
Changes in operating assets and liabilities:							Changes in operating assets and liabilities:
Receivables	1,533			5,247			Receivables	4,149		1,533
Contract assets	(2,171		)	1,380			Contract assets	(1,569)		(2,171)
Inventories	(2,858		)	1,291			Inventories	(301)		(2,858)
Refundable taxes	10			(299		)
Refundable income taxes							Refundable income taxes	0		10
Prepaid expenses and other current assets	(434		)	60			Prepaid expenses and other current assets	40		(434)
Other assets	42			(174		)	Other assets	47		42
Accounts payable	(3,296		)	(3,007		)	Accounts payable	2,749		(3,296)
Other accrued liabilities	2,051			425			Other accrued liabilities	(2,077)		2,050
Accrued income and other taxes	(14		)	25			Accrued income and other taxes	182		(14)
Net cash (used for) provided by operating activities	(414		)	4,995

Net cash provided by (used for) operating activities							Net cash provided by (used for) operating activities	5,789		(414)

Cash flows from investing activities:							Cash flows from investing activities:
Insurance proceeds received	4,500			2,270			Insurance proceeds received	4,101		4,500
Proceeds from disposal of operating assets	—			317

Capital expenditures	(4,596		)	(3,752		)	Capital expenditures	(5,416)		(4,596)

Net cash used for investing activities	(96		)	(1,165		)	Net cash used for investing activities	(1,315)		(96)

Cash flows from financing activities:							Cash flows from financing activities:
Proceeds from long-term debt	137			227			Proceeds from long-term debt	0		137
Payments on long-term debt	(568		)	(701		)	Payments on long-term debt	(264)		(568)
Proceeds from revolving credit agreement	59,372			25,469			Proceeds from revolving credit agreement	44,666		59,372
Repayments of revolving credit agreement	(57,723		)	(28,092		)	Repayments of revolving credit agreement	(49,794)		(57,723)
Payment of debt issue costs	—			(105		)
Payment of debt issuance costs							Payment of debt issuance costs	(45)		0

Short-term debt borrowings	1,542			3,335			Short-term debt borrowings	2,471		1,542
Short-term debt repayments	(2,257		)	(3,247		)	Short-term debt repayments	(1,631)		(2,257)
Share retirement	—			(62		)

Net cash provided by (used for) financing activities	503			(3,176		)	Net cash provided by (used for) financing activities	(4,597)		503
Increase (decrease) in cash and cash equivalents	(7		)	654
Decrease in cash and cash equivalents							Decrease in cash and cash equivalents	(123)		(7)
Cash and cash equivalents at the beginning of the period	341			1,252			Cash and cash equivalents at the beginning of the period	427		341
Effect of exchange rate changes on cash and cash equivalents	11			(3		)	Effect of exchange rate changes on cash and cash equivalents	7		11
Cash and cash equivalents at the end of the period	$	345		$	1,903		Cash and cash equivalents at the end of the period	$	311	$	345

Supplemental disclosure of cash flow information of operations:							Supplemental disclosure of cash flow information of operations:
Cash paid for interest	$	(419	)	$	(551	)	Cash paid for interest	$	(203)	$	(419)
Cash paid for income taxes, net	$	(34	)	$	(57	)	Cash paid for income taxes, net	$	(22)	$	(34)
Non-cash investing activities:
Additions to property, plant & equipment - incurred but not yet paid	$	141		$	498

SIFCO Industries, Inc. and Subsidiaries

Consolidated Condensed Statements of Shareholders’ Equity

(Unaudited, Amounts in thousands)


	Six Months Ended March 31, 2021
	Common			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Shares	Amount









Balance - September 30, 2020	5,916	$	5,916	$	10,736	$	42,339	$	(13,468)	$	45,523

Comprehensive income	—	—		—		1,502		406		1,908


Performance and restricted share expense	—	—		293		—		—		293
Share transactions under equity based plans	73	73		(89)		—		—		(16)
Balance - March 31, 2021	5,989	$	5,989	$	10,940	$	43,841	$	(13,062)	$	47,708

Six Months Ended
March 31, 2020
Common
Additional
Paid-In
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Loss

Total
Shareholders’
Equity
Shares Amount
Balance - September 30, 2019 5,777
$ 5,777
$ 10,438
$ 33,148
$ (13,309 ) $ 36,054

Comprehensive income —
—
—
1,919

500
2,419
Performance and restricted share expense —
—
225
—
—
225
Share transactions under equity based plans 139
139
(147 ) —
—
(8 )
Balance - March 31, 2020 5,916
$ 5,916
$ 10,516
$ 35,067
$ (12,809 ) $ 38,690


	Three Months Ended March 31, 2021
	Common			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Shares	Amount
Balance - December 31, 2020	5,959	$	5,959	$	10,820	$	45,332	$	(12,970)	$	49,141




Comprehensive loss	—	—		—		(1,491)		(92)		(1,583)

Performance and restricted share expense	—	—		150		—		—		150
Share transactions under equity based plans	30	30		(30)		—		—		0
Balance - March 31, 2021	5,989	$	5,989	$	10,940	$	43,841	$	(13,062)	$	47,708

Three Months Ended
March 31, 2020
Common
Additional
Paid-In
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Loss

Total
Shareholders’
Equity
Shares Amount
Balance - December 31, 2019 5,863
$ 5,863
$ 10,503
$ 31,807
$ (12,928 ) $ 35,245

Comprehensive income —
—
—
3,260
119
3,379
Performance and restricted share expense —
—
70
—
—
70
Share transactions under equity based plans 53
53
(57 ) —
—
(4 )
Balance - March 31, 2020 5,916
$ 5,916
$ 10,516
$ 35,067
$ (12,809 ) $ 38,690


	Six Months Ended March 31, 2020
	Common			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Shares	Amount









Balance - September 30, 2019	5,777	$	5,777	$	10,438	$	33,148	$	(13,309)	$	36,054

Comprehensive income	—	—		—		1,919		500		2,419


Performance and restricted share expense	—	—		225		—		—		225
Share transactions under equity based plans	139	139		(147)		—		—		(8)
Balance - March 31, 2020	5,916	$	5,916	$	10,516	$	35,067	$	(12,809)	$	38,690

Six Months Ended
March 31, 2019
Common
Additional
Paid-In
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Loss

Total
Shareholders’
Equity
Shares Amount
Balance - September 30, 2018 5,690
$ 5,690
$ 10,031
$ 37,097
$ (8,629 ) $ 44,189

Cumulative effect for the adoption of ASC 606 —
—
—
3,598
—
3,598
Comprehensive loss —
—
—
(2,540 ) (372 ) (2,912 )
Share retirement (21 ) (21 ) —
(41 ) —
(62 )
Performance and restricted share expense —
—
446
—
—
446
Share transactions under equity based plans 104
104
(124 ) —
—
(20 )
Balance - March 31, 2019 5,773
$ 5,773
$ 10,353
$ 38,114
$ (9,001 ) $ 45,239


	Three Months Ended March 31, 2020
	Common			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Shares	Amount
Balance - December 31, 2019	5,863	$	5,863	$	10,503	$	31,807	$	(12,928)	$	35,245




Comprehensive loss	—	—		—		3,260		119		3,379

Performance and restricted share expense	—	—		70		—		—		70
Share transactions under equity based plans	53	53		(57)		—		—		(4)
Balance - March 31, 2020	5,916	$	5,916	$	10,516	$	35,067	$	(12,809)	$	38,690

Three Months Ended
March 31, 2019
Common
Additional
Paid-In
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Loss

Total
Shareholders’
Equity
Shares Amount
Balance - December 31, 2018 5,736
$ 5,736
$ 10,221
$ 39,413
$ (8,949 ) $ 46,421

Comprehensive loss —
—
—
(1,258 ) (52 ) (1,310 )
Share retirement (21 ) (21 ) —
(41 ) —
(62 )
Performance and restricted share expense —
—
208
—
—
208
Share transactions under equity based plans 58
58
(76 ) —
—
(18 )
Balance - March 31, 2019 5,773
$ 5,773
$ 10,353
$ 38,114
$ (9,001 ) $ 45,239

See notes to unaudited consolidated condensed financial statements.

SIFCO Industries, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

(Amounts in thousands, except per share data)


1.	~~Summary of Significant Accounting Policies~~

1.Summary of Significant Accounting Policies

A. Principles of Consolidation

The accompanying unaudited consolidated condensed financial statements include the accounts of SIFCO Industries, Inc. and its wholly-owned subsidiaries (the "Company"). All significant intercompany accounts and transactions have been eliminated in consolidation.

The U.S. dollar is the functional currency for all of the Company’s U.S. operations and its non-operating subsidiaries. For these operations, all gains and losses from completed currency transactions are included in income. The functional currency for the Company's other non-U.S. subsidiaries is the Euro. Assets and liabilities are translated into U.S. dollars at the rates of exchange at the end of the period, and revenues and expenses are translated using average rates of exchange for the period. Foreign currency translation adjustments are reported as a component of accumulated other comprehensive loss in the unaudited consolidated condensed financial statements.

These unaudited consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s fiscal ~~2019~~2020 Annual Report on Form 10-K. The year-end consolidated balance sheet data was derived from the audited financial statements and disclosures required by accounting principles generally accepted in the United States ("U.S."). The results of operations for any interim period are not necessarily indicative of the results to be expected for other interim periods or the full year.

~~COVID-19~~

In March 2020, the novel strain of coronavirus ("COVID-19") was recognized as a pandemic by the World Health Organization, and the outbreak subsequently became increasingly widespread in the United States and other countries in which we operate.

The Company has taken proactive steps to ensure the safety of its employees and customers as well as to preserve the Company’s financial flexibility. The Company will continue to monitor the development of and responses to the COVID-19 pandemic and the impact of COVID-19 on its business and respond accordingly. The full impact of the COVID-19 outbreak on the Company continues to evolve subsequent to the quarter ended March 31, 2020 and as of the date these unaudited consolidated condensed financial statements are issued. As such, the full magnitude that the pandemic will have on the Company’s financial condition, liquidity and future results of operations is uncertain. As the pandemic continues to impact operations of businesses across the world, our ability to meet customer demands for products may be impaired or, similarly, our customers have experienced and may continue to experience adverse business consequences. Reduced demand for products or impaired ability to meet customer demand (including as a result of disruptions at our facilities, to transportation of products, and/or vendors) could have a material adverse effect on our business, operations and financial performance. Given the evolution of the COVID-19 pandemic and the varied global responses to curb its spread, the Company is not presently able to estimate the effects of the COVID-19 outbreak on its future results of operations, financial condition or liquidity for fiscal year 2020.

B. Accounting Policies

A summary of the Company’s significant accounting policies is included in Note 1 to the audited consolidated financial statements of the Company's fiscal ~~2019~~2020 Annual Report on Form 10-K. ~~Since the Annual Report, the Company has implemented Accounting Standards Update ("ASU") 2016-02,~~ ~~"Leases (Topic 842)"~~ ~~andASU 2018-11,~~ ~~"Leases (Topic 842) Targeted Improvements,"~~ (collectively with ASU 2016-02, "Topic 842"), which was adopted by the Company on October 1, 2019 using the cumulative-effect adjustment transition method. Significant changes to the Company's accounting policies as a result of adopting Topic 842 are referenced below within section E. ~~Recently Adopted Accounting Standards~~ ~~and in Note 4,~~ ~~Leases.~~

C. Net Income/(Loss) per Share

The Company’s net income and loss per basic share has been computed based on the weighted-average number of common shares outstanding. Net income ~~in the current period,~~ per diluted share reflects the effect of the Company's outstanding restricted shares and performance shares under the treasury method. In the ~~prior period,~~three months ended March 31, 2021, due to the net loss, ~~for each reporting period, zero~~0 restricted shares are included in the calculation of diluted earnings per share because the effect would be anti-dilutive. The dilutive effect is as follows:


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020


Net Income (loss)	$	(1,491)	$	3,260	$	1,502	$	1,919

Weighted-average common shares outstanding (basic and diluted)	5,777		5,679		5,735		5,645
Effect of dilutive securities:

Restricted shares	0		89		144		102
Performance shares	0		2		53		1
Weighted-average common shares outstanding (basic and diluted)	5,777		5,770		5,932		5,748


Net income (loss) per share – basic:	$	(0.26)	$	0.57	$	0.26	$	0.34







Net income (loss) per share – diluted:	$	(0.26)	$	0.57	$	0.25	$	0.33

Anti-dilutive weighted-average common shares excluded from calculation of diluted earnings per share	411		215		217		147

Three Months Ended
March 31, Six Months Ended
March 31,
2020 2019 2020 2019
Net Income (loss) $ 3,260
$ (1,258 ) $ 1,919
$ (2,540 )

Weighted-average common shares outstanding (basic and diluted) 5,679
5,561
5,645
5,548
Effect of dilutive securities:
Restricted shares 89
—
102
—
Performance shares 2
—
1
—
Weighted-average common shares outstanding (basic and diluted) 5,770
5,561
5,748
5,548

Net income (loss) per share – basic: $ 0.57
$ (0.23 ) $ 0.34
$ (0.46 )

Net income (loss) per share – diluted: $ 0.57
$ (0.23 ) $ 0.33
$ (0.46 )

Anti-dilutive weighted-average common shares excluded from calculation of diluted earnings per share 215
214
147
200

D. Impact of Recently Issued Accounting Standards

In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" and subsequent updates. ASU 2016-13 changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The new guidance will replace the current incurred loss approach with an expected loss model. The new expected credit loss impairment model will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt instruments, net investments in leases, loan commitments and standby letters of credit. Upon initial recognition of the exposure, the expected credit loss model requires entities to estimate the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses should consider historical information, current information and reasonable and supportable forecasts, including estimates of prepayments. Financial instruments with similar risk characteristics should be grouped together when estimating expected credit losses. ASU 2016-13 does not prescribe a specific method to make the estimate, so its application will require significant judgment. ASU 2016-13 is effective for public companies in fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. However, in November 2019, the FASB issued ASU 2019-10, "Financial Instruments - Credit Loss (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842)," which defers the effective date for public filers that are considered smaller reporting companies ("SRC"), as defined by the Securities and Exchange Commission, to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Because SIFCO is considered a SRC, the Company does not need to implement ASU 2016-13 until October 1, 2023. The Company will continue to evaluate the effect of adopting ASU 2016-13 will have on the Company's results within the consolidated condensed statements of operations and financial condition.

In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" was issued to (i) reduce the complexity of the standard by removing certain exceptions to the general principles in Topic 740 and (ii) improve consistency and simplify other areas of Topic 740 by clarifying and amending existing guidance. This ASU is effective ~~for fiscal years and interim periods within those fiscal years,~~ beginning ~~after December 15, 2020.~~October 1, 2021. The Company continues to evaluate the effect adopting this ASU will have on the Company's results within the consolidated condensed statements of operations and financial condition.

E. ~~Recently Adopted Accounting Standards~~

In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting," which is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burden related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. This ASU, along with recently issued ASU 2021-01, which further clarifies the scope of Topic 848, is available immediately and may be implemented in any period prior to the guidance expiration on December 31, 2022. The Company ~~adopted Topic 842 using~~is currently evaluating these standards to determine whether it will apply the cumulative effect method as of October 1, 2019 for the adoption of Topic 842. Under the transition method selected by the Company, leases that are not short-term in nature existing at, or entered on October 1, 2019 were required to be recognizedoptional expedients and measured. Prior period amounts were not adjusted and continue to be reflected with the Company's historical accounting. The adoption of Topic 842 resulted in the Company recording right-of-use ("ROU") assets and operating lease liabilities of approximately $18,059 to the consolidated condensed balance sheet as of October 1, 2019, with no related impact on the Company's consolidated condensed statement of comprehensive income (loss) or consolidated condensed statement of cash flows.exceptions.

2.Inventories


2.	~~Inventories~~

Inventories consist of:


	March 31, 2021		September 30, 2020
Raw materials and supplies	$	6,379	$	6,548
Work-in-process	3,564		3,786
Finished goods	5,625		5,235
Total inventories	$	15,568	$	15,569

March 31,
2020 September 30,
2019
Raw materials and supplies $ 4,873
$ 4,512
Work-in-process 4,974
2,721
Finished goods 3,555
3,276
Total inventories $ 13,402
$ 10,509

For a portion of the Company's inventory, cost is determined using the last-in, first-out ("LIFO") method. Approximately ~~35%~~49% and ~~27%~~47% of the Company’s inventories at March 31, ~~2020~~2021 and September 30, ~~2019,~~2020, respectively, use the LIFO method. An actual valuation of inventory under the LIFO method is made at the end of each fiscal year based on the inventory levels and costs existing at that time. Accordingly, interim LIFO calculations must be based on management’s estimates of expected year-end inventory levels and costs. Because the actual results may vary from these estimates, calculations are subject to many factors beyond management’s control, and annual results may differ from interim results as they are subject to adjustments based on the differences between the estimates and the actual results. The first-in, first-out (“FIFO”) method is used for the remainder of the inventories, which are stated at the lower of cost or net realizable value. If the FIFO method had been used for the inventories for which cost is determined using the LIFO method, inventories would have been ~~$8,285~~$8,621 and ~~$8,296~~$8,286 higher than reported at March 31, ~~2020~~2021 and September 30, ~~2019~~,2020, respectively.

3. Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss are as follows:


	March 31, 2021		September 30, 2020
Foreign currency translation adjustment	$	(5,274)	$	(5,257)
Retirement plan liability adjustment, net of tax	(7,788)		(8,211)

Total accumulated other comprehensive loss	$	(13,062)	$	(13,468)

March 31,
2020 September 30,
2019
Foreign currency translation adjustment $ (5,604 ) $ (5,667 )
Retirement plan liability adjustment, net of tax (7,205 ) (7,642 )
Total accumulated other comprehensive loss $ (12,809 ) $ (13,309 )

The adoption of Topic 842 requires lessees to recognize a ROU asset and a lease liability on the consolidated condensed balance sheet, with the exception of short-term leases. The Company primarily leases its manufacturing buildings, specifically at its Orange location, office equipment and forklifts. The Company determines if a contract contains a lease based on whether the contract conveys the right to control the use of identified assets for a period in exchange for consideration. Upon identification and commencement of a lease, the Company establishes a ROU asset and a lease liability. Operating leases are included in ROU assets, short-term operating lease liabilities, and long-term operating lease liabilities on the consolidated condensed balance sheets. Finance leases are included in property, plant, and equipment, current maturities of long-term debt and long-term debt on the consolidated condensed balance sheets.

The Company has remaining lease terms ranging from one to 17 years, some of which include options to renew the lease. The total lease term is determined by considering the initial lease term per the lease agreement, which is adjusted to include any renewal options that the Company is reasonably certain to exercise as well as any period that the Company has control before the stated initial term of the agreement. If the Company determines there exists a reasonable certainty of exercising termination or early buyout options, then the lease terms are adjusted to account for these facts. A portion of our real estate leases are generally subject to annual changes in the Consumer Price Index ("CPI"). The changes to the CPI are treated as variable lease payments.

The Company elected the package of practical expedients permitted under the transition guidance within the new standard which, among other things, allowed the Company to carry forward the historical lease classification.

The Company has made an accounting policy election to not separate non-lease components from lease components when allocating consideration for the buildings and machinery and equipment ROU asset classes. The election was made to reduce the administrative burden that would be imposed on the Company.

ROU assets and liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at commencement date and duration of the lease term in determining the present value of the future payments. Lease expense for operating leases is recognized on a straight-line basis over the lease term, while the expense for finance leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition.

~~A lease asset and lease liability are not recorded for leases with an initial term of 12 months or less and the lease expense related to these leases is recognized as incurred over the lease term.~~

The components of lease expense were as follows:


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020

Finance lease expense:
Amortization of right-of use assets on finance leases	$	13	$	14	$	27	$	27
Interest on lease liabilities	1		1		2		3
Operating lease expense:	540		543		1,092		1,079

Variable lease cost:	35		39		69		79

Total lease expense	$	589	$	597	$	1,190	$	1,188

Three Months Ended
March 31, 2020 Six Months Ended
March 31, 2020
Lease expense
Finance lease expense:
Amortization of right-of use assets on finance leases $ 14
27
Interest on lease liabilities 1
3
Operating lease expense: 543
1,079
Variable lease cost: 39
79
Total lease expense $ 597
$ 1,188


	Classification in the consolidated condensed balance sheets	March 31, 2021		September 30, 2020
Assets:
Finance lease assets	Property, plant and equipment, net	$	62	$	89
Operating lease assets	Operating lease right-of-use assets, net	16,405		17,021
Total lease assets		$	16,467	$	17,110

Current liabilities:
Finance lease liabilities	Current maturities of long-term debt	$	41	$	58
Operating lease liabilities	Short-term operating lease liabilities	796		991
Non-current liabilities:
Finance lease liabilities	Long-term debt, net of current maturities	10		22
Operating lease liabilities	Long-term operating lease liabilities, net of short-term	15,825		16,188
Total lease liabilities		$	16,672	$	17,259

Classification to the consolidated condensed balance sheets March 31,
2020
Assets:
Finance lease assets     Property, plant and equipment, net $ 116
Operating lease assets     Operating lease right-of-use assets, net 17,699
Total lease assets $ 17,815

Current liabilities:
Finance lease liabilities      Current maturities of long-term debt $ 57
Operating lease liabilities      Short-term operating lease liabilities 1,195
Non-current liabilities:
Finance lease liabilities      Long-term debt, net of current maturities 51
Operating lease liabilities      Long-term operating lease liabilities, net of short-term 16,576
Total lease liabilities $ 17,879


	March 31, 2021		March 31, 2020
Other Information

Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases	$	1,097	$	1,086
Operating cash flows from finance leases	2		3
Financing cash flows from finance leases	29		28
Right-of-use assets obtained in exchange for new lease liabilities:

Operating leases	43		278

March 31,
2020
Other Information
Cash paid for amounts included in measurement of liabilities:
     Operating cash flows from operating leases $ 1,086
     Operating cash flows from finance leases 3
     Financing cash flows from finance leases 28


	March 31, 2021		September 30, 2020
Weighted-average remaining lease term (years):
Finance leases	1.2		1.6
Operating leases	14.8		15.2
Weighted-average discount rate:
Finance leases	4.4	%	4.8	%
Operating leases	5.9	%	5.9	%



	~~March 31~~ ~~2020~~
~~Weighted-average remaining lease term (years):~~
~~Finance leases~~	~~2.1~~
~~Operating leases~~	~~15.3~~
~~Weighted-average discount rate:~~
~~Finance leases~~	~~5.1~~	%
~~Operating leases~~	~~5.9~~	%


	Finance Leases		Operating Leases
Year ending September 30,
2021 (excluding the six months ended March 31, 2021)	$	27	$	852
2022	21		1,696
2023	4		1,633
2024	0		1,647
2025	0		1,644
Thereafter	0		17,532
Total lease payments	$	52	$	25,004
Less: Imputed interest	(1)		(8,383)
Present value of lease liabilities	$	51	$	16,621

Finance Leases Operating Leases
Year ending September 30,

2020, (excluding the six months ended March 31, 2020) 31
1,086
2021 55
1,930
2022 21
1,681
2023 6
1,622
2024 —
1,638
Thereafter —
19,170
Total lease payments $ 113
$ 27,127
Less: Interest (5 ) (9,356 )
Present value of lease liabilities $ 108
$ 17,771

As previously disclosed in the 2019 Annual Report on Form 10-K and under the previous lease accounting standard, future minimum lease payments initial or remaining non-cancellable lease terms in excess of one year would have been as follows:

Finance Leases Operating Leases
Year ending September 30,
2020 $ 61
$ 2,172
2021 61
1,865
2022 21
1,583
2023 6
1,502
2024 —
1,498
Thereafter —
16,711
Total lease payments $ 149
$ 25,331
Less: Interest (11 )
Present value of lease liabilities $ 138

Credit Agreement and Security Agreement ~~of 2018~~

~~On August 8, 2018, the Company entered into an~~The Company's asset-based Credit Agreement ~~("Credit~~(as amended, the "Credit Agreement") ~~and a~~, Security Agreement (“Security Agreement”) ~~with~~and Export Credit Agreement (as amended, the "Export Credit Agreement") are secured by substantially all the assets of the Company and its ~~current lender (the "Lender").~~U.S. subsidiaries and a pledge of 66.67% of the stock of its first-tier non-U.S. subsidiaries. The Credit Agreement ~~matures on August 6, 2021 and is comprised~~(as amended by Fifth Amendment (the "Fifth Amendment") described below), consists of a senior secured revolving credit facility with a maximum borrowing of ~~$30,000.~~$28,000. The revolving commitment through the Export Credit Agreement, as amended, which lends amounts to the Company on foreign receivables is $7,000. The Credit Agreement also has an accordion feature, which allows the Company to increase maximum borrowings by up to $10,000 upon consent of the ~~existing lender~~Lender (as defined below) or upon additional lenders joining the Credit Agreement. The ~~terms of the~~ Credit Agreement ~~contain both a lock box arrangement~~ and ~~subjective acceleration clause. As a result,~~ the ~~amount outstanding on the revolving credit facility is classified as a short-term liability. The proceeds from the Credit~~Export Agreement were ~~used~~amended on February 19, 2021, when the Company and certain of its subsidiaries (collectively, the "borrowers") entered into the Fifth Amendment to ~~pay fees and expenses incurred in connection with~~ the Credit Agreement and ~~continue~~the First Amendment (the "First Amendment") to ~~be used for working capital purposes~~the Export Credit Agreement, in each case, with JPMorgan Chase Bank, N.A., a national banking association, (the "Lender"). The combined maximum borrowings remain unchanged at $35,000; however the maximum borrowing under the Credit Agreement was decreased to $28,000 (from $30,000) and ~~general corporate purposes.~~

the revolving commitment through the Export Agreement was

increased to $7,000 (from $5,000). The Fifth Amendment, among other things, extends the maturity date from August 6, 2021 to February 19, 2024.

The Credit Agreement contains affirmative and negative covenants and events of defaults. ~~As set forth in~~Prior to the Fifth Amendment, the Credit Agreement required the Company ~~is required~~ to maintain a fixed charge coverage ratio ("FCCR") of 1.1:1.0 any time the availability is equal to or less than 12.5% of the revolving commitment. However, the Fifth Amendment provides that the Company will not permit the fixed charge coverage ratio to be less than 1.1 to 1.0 as of the last day of any calendar month; provided that the fixed charge coverage ratio will not be tested unless (i) a default has occurred and is continuing, (ii) when the combined availability was less than or equal to the greater of (x) 10% of the lesser of the combined commitments or (y) 10% of the combined borrowing base, and $2,000, for three or more business days in any consecutive 30 day period. In the event of a default, the Company may not be able to access the revolver, which could impact the ability to fund working capital needs, capital expenditures and invest in new business opportunities. ~~See discussion below under the Fourth Amendment to the Credit Agreement and Security Agreement which revises the provision related to availability and FCCR.~~

~~On November 5, 2018, the Company entered into the First Amendment (the "First Amendment") to the Credit Agreement and Security Agreement with its lender.~~ The ~~First Amendment retroactively amended certain definitions and provisions effective as of the original closing date to clarify the parties' original understanding.~~

On December 17, 2018, the Company entered into an Export Credit Agreement (the “Export Credit Agreement”) with its Lender. Pursuant to the terms of the Export Credit Agreement, the Lender will lend amounts to the Company on foreign receivables that are guaranteed by the Export-Import Bank of the United States of America. The Export Credit Agreement provides for a revolving commitment of $5,000, therefore increasing the maximum borrowing of the revolver to $35,000. The borrowings under the Export Credit Agreement will bear interesttotal collateral at (depending on the type of borrowing) the Prime or LIBOR Rate, plus the applicable margin as set forth in the Export Credit Agreement. The maturity date under the Export Credit Agreement is August 6, 2021 (or such earlier date as the revolving commitments under the Export Credit Agreement are reduced to zero or otherwise terminated). The Export Credit Agreement contains customary representations, warranties, covenants and events of default, including, without limitation, the affirmative covenants under the Company’s Credit Agreement dated August 8, 2018, as amended with the Lender. In connection with entering into the Export Credit Agreement, the Company also entered into the Second Amendment (the “Second Amendment”) to its Credit Agreement. The Second Amendment amends certain definitions and provisions to provide for the Company’s entrance into the Export Credit Agreement.

~~On March 29, 2019, the Company entered into a Third Amendment with its Lender. This amendment extended the time frame for when certain post-closing requirements would be satisfied by~~ March 31, ~~2019 to June 30, 2019. These post-closing requirements were completed by June 30, 2019.~~

On September 20, 2019, the Company entered into a Fourth Amendment with its Lender. As previously stated, the Company is subject to certain customary loan covenants if availability is less than or equal to 12.5% of the revolving commitment for three or more business days in any consecutive 30 day period; however, the Fourth Amendment to the Credit Agreement resulted in the reduction of its availability from 12.5% of the revolving commitment to 10% of the lesser of collateral or total revolving commitment, with a $2,000 floor through June 30, 2020. In determining the availability, the Lender looks at the total collateral. If the total collateral is less than $20,000, then the $2,000 floor will apply; however, if the total collateral is greater than or equal to $20,000, but less than the $35,000 (revolving commitment); then 10% of the total collateral is used, but if the collateral exceeds $35,000, then 10% of the total commitment is used as lending will not exceed the $35,000 revolving commitment unless the accordion feature is enacted. This will reset back to previous requirements prior to the Fourth Amendment, commencing July 1, 2020. As of March 31, 20202021 and September 30, ~~2019, the total collateral~~2020 was ~~$26,000~~$26,619 and ~~$24,000,~~$26,964, respectively and the revolving commitment was $35,000 for both periods. ~~The measurement at 10% was $2,600 and $2,400, respectively.~~ Total availability at March 31, ~~2020~~2021 and September 30, ~~2019~~2020 was ~~$7,999~~$18,067 and ~~$7,709,~~$13,284, respectively, which exceed both the collateral and total commitment threshold. ~~If availability had fallen short, the Company would be required to meet the FCCR covenant, which must not be less than 1.1 to 1.0. Because~~Since the availability was greater than the 10.0% of the revolving commitment as of March 31, ~~2020~~2021 and 12.5% of the revolving commitment at September 30, ~~2019,~~2020, the FCCR calculation was not required.

Amounts borrowed under the Credit Agreement are secured by substantially all the assets of the Company and its U.S. subsidiaries and a pledge of 66.67% of the stock of its first-tier non-U.S. subsidiaries. Borrowings will bear interest at the Lender's established domestic rate or LIBOR, plus the applicable margin as set forth in the ~~Credit Agreement.~~Fifth Amendment. The revolver has a rate based on LIBOR plus ~~2.00%~~1.75% spread, which was 1.87% at March 31, ~~2020~~2021 and ~~1.75%~~a rate based on LIBOR plus 1.5% spread, atwhich was 1.7% September 30, ~~2019, which was 3.6% both at March 31, 2020 and September 30, 2019, respectively and the~~2020. The Export Credit Agreement has a rate based on LIBOR plus ~~1.50%~~1.25% spread, which was 1.4% at March 31, ~~2020~~2021 and ~~1.25%~~a rate based on LIBOR plus 1.0% spread, which was 1.2% at September 30, ~~2019, which was 3.1% and 3.4% at March 30,~~ 2020, ~~and September 30, 2019,~~ respectively. The Company also has a commitment fee of 0.25% under the Credit Agreement as amended to be incurred on the unused balance of the revolver.

Foreign subsidiary borrowings

Foreign debt consists of:


	March 31, 2021		September 30, 2020
Term loan	$	2,661	$	2,670
Short-term borrowings	2,147		2,620
Factor	1,815		469
Total debt	$	6,623	$	5,759

Less – current maturities	(4,743)		(3,544)
Total long-term debt	$	1,880	$	2,215

Receivables pledged as collateral	$	2,343	$	1,859

March 31,
2020 September 30,
2019
Term loan $ 1,848
$ 2,318
Short-term borrowings 2,967
3,744
Factor 666
530
Total debt $ 5,481
$ 6,592

Less – current maturities (4,618 ) (5,501 )
Total long-term debt $ 863
$ 1,091

Receivables pledged as collateral $ 918
$ 672

Interest rates on foreign borrowings are based on Euribor rates which range from 1.0% to ~~4.0%~~4.2%. In December 2018, the Company entered into a six month short-term debt arrangement of $1,137 to be used for working capital purposes, which was subsequently repaid in fiscal 2019. In September 2019, Maniago modified its repayment schedule for one tranche of its existing term debt by reducing its next two payments by approximately $96 and extending the loan for an additional six months in which the final payment will be made at that time (to be paid by October 2020). The Company continues to have discussions with its lenders and other potential partners to refinance certain debt obligations at its Maniago location to provide Maniago with sufficient future liquidity. If Maniago is unsuccessful in obtaining additional financing, it may experience challenges in meeting certain current loan obligations. This foreign debt is collateralized by Maniago’s assets. The Company has not pledged any assets as collateral or guaranteed Maniago’s debt. The consolidated condensed financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of the Maniago assets or the amounts and classifications of the Maniago liabilities that may result from the outcome of this uncertainty. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan will provide adequate liquidity to finance its Maniago operations.

The Company factors receivables from ~~one~~1 of its customers. The factoring programs are uncommitted, whereby the Company offers receivables for sale to an unaffiliated financial institution, which are then subject to acceptance by the unaffiliated financial institution. Following the sale and transfer of the receivables to the unaffiliated financial institution, the receivables are not isolated from the Company, and effective control of the receivables is not passed to the unaffiliated financial institution, which does not have the right to pledge or sell the receivables. The Company accounts for the pledge of receivables under this agreement as short-term debt and continues to carry the receivables on its consolidated condensed balance sheets.

The Company incurred debt issuance costs as it pertains to the ~~Credit Agreement~~Fifth Amendment in the amount of ~~$212,~~$45 and ~~incurred additional~~combined the amount with the remaining unamortized debt issuance costs ~~in fiscal 2019 of $75 related~~prior to the ~~First and Second Amendments,~~amendment for a total of $86, which is included in the consolidated condensed balance sheets as a deferred charge in other current assets, net of amortization of ~~$158~~$2 and ~~$106~~$205 at March 31, ~~2020~~2021 and September 30, ~~2019,~~2020, respectively.

6.~~Income Taxes~~Other

~~For each interim reporting period,~~On April 10, 2020, the Company ~~makes~~entered into an ~~estimate~~unsecured promissory note under the Paycheck Protection Program (the “PPP Loan”). The PPP Loan to the Company was made through JPMorgan Chase Bank, N.A., a national banking association and the Company’s existing lender. The note has an aggregate principal amount of approximately $5,025, of which $261 was repaid in fiscal 2020 and has a two year term. The interest rate on the ~~effective tax rate it expects to be applicable~~PPP Loan is 0.98%, which was deferred for ~~the full fiscal year for its operations. This estimated effective rate is used in providing for income taxes on a year-to-date basis. The Company’s effective tax rate through~~ the first six months of ~~fiscal 2020 was (8)%, compared with 16% for~~ the ~~same period~~term of ~~fiscal 2019.~~the loan. The ~~decrease~~promissory note evidencing the PPP Loan contains customary events of default. The occurrence of an event of default may result in the ~~effective rate~~repayment of all amounts outstanding, collection of all amounts owed from the Company,

and/or filing suit and obtaining judgment against the Company. The loan proceeds were received on April 10, 2020 and were used for payroll payments. As of March 31, 2021 and September 30, 2020, the PPP loan balance was ~~primarily attributable~~$4,764.

PPP Loan recipients can apply for and potentially be granted forgiveness for all or a portion of loans granted under the Paycheck Protection Program. Such forgiveness will be determined, subject to ~~changes in jurisdictional mix~~limitations, based on the use of ~~income in fiscal 2020 compared with the same period~~loan proceeds for payroll costs. As of ~~fiscal 2019 and discrete tax benefits through the second quarter of fiscal 2019 applied against a year-to-date loss. The effective tax rate differs~~March 31, 2021, based on guidance from the U.S. ~~federal statutory rate due primarily~~Department of Treasury, the Company is in the process of applying for forgiveness for the PPP Loan. However, no assurance is provided that the Company will obtain forgiveness of the PPP Loan in whole or in part.

On December 27, 2020, the Consolidated Appropriations Act, 2021 (the "Appropriations Act") was enacted in response to the ~~valuation allowance against~~COVID-19 pandemic. The Appropriations Act, among other actions temporarily extends through December 31, 2025 certain expiring tax credit and other provisions. Additionally, the ~~Company’s U.S. deferred tax assets~~Appropriations Act enacts new provisions and ~~income in foreign jurisdictions that are taxed at different rates than the U.S. statutory tax rate.~~

~~On March 27, 2020,~~extends certain provisions originated within the Coronavirus Aid, Relief and Economic Security Act (the ~~“CARES Act”~~"CARES Act") ~~was~~, enacted ~~and signed into law.~~on March 27, 2020. The CARES Act ~~includes~~included provisions relating to refundable payroll tax credits, deferral of certain payment requirements for the employer portion of Social Security taxes, net operating loss carryback periods and temporarily increasing the amount of net operating losses that corporations can use to offset income, alternative minimum tax ("AMT") credit refunds, modifications to the net interest deduction limitations, and technical corrections to tax depreciation methods for qualified improvement property. The

Appropriations Act and CARES Act did not materially affect the Company’s ~~second quarter of fiscal 2020~~ income tax provision, deferred tax assets and liabilities, or related taxes ~~payable.~~payable through the second quarter of fiscal 2021. The Company ~~continues~~will continue to assess the ~~future~~ implications of these and any new relief provisions ~~within the CARES Act~~ on its consolidated condensed financial statements but does not expect the impact to be material.

For each interim reporting period, the Company makes an estimate of the effective tax rate it expects to be applicable for the full fiscal year for its operations. This estimated effective rate is used in providing for income taxes on a year-to-date basis. The Company’s effective tax rate through the first six months of fiscal 2021 was (97)%, compared with (8)% for the same period of fiscal 2020. The decrease in the effective rate was primarily attributable to tax benefits from adjusting deferred taxes recorded in Italy recognized on a discrete basis, partially offset by changes in jurisdictional mix of income in fiscal 2021 compared to the same period of fiscal 2020. The effective tax rate differs from the U.S. federal statutory rate due primarily to the valuation allowance against the Company’s U.S. deferred tax assets and income in foreign jurisdictions that are taxed at different rates than the U.S. statutory tax rate. Recent positive evidence related to the potential or partial release of the Company's valuation allowance includes profitable U.S. results, however, there continues to be uncertainty as a result of the ongoing COVID-19 pandemic. As such, the Company has maintained a full valuation allowance on its U.S. net deferred tax assets in the second quarter of fiscal 2021. It is reasonably possible that sufficient positive evidence required to release all, or a portion of the valuation allowance in the U.S. will exist within the next 12 months.

The Company is subject to income taxes in the U.S. federal jurisdiction, Ireland, Italy, and various state and local jurisdictions. ~~The Company believes it has appropriate support for its federal income tax returns.~~

7.Retirement Benefit Plans

The Company and certain of its subsidiaries sponsor defined benefit pension plans covering some of its employees. The components of net periodic benefit cost of the Company’s defined benefit plans are as follows:


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020
Service cost	$	26	$	85	$	52	$	170
Interest cost	175		208		350		416
Expected return on plan assets	(355)		(363)		(711)		(727)

Amortization of net loss	211		188		423		376

Net periodic cost	$	57	$	118	$	114	$	235

Three Months Ended
March 31, Six Months Ended
March 31,
2020 2019 2020 2019
Service cost $ 85
$ 75
$ 170
$ 149
Interest cost 208
264
416
528
Expected return on plan assets (363 ) (393 ) (727 ) (787 )
Amortization of net loss 188
107
376
215
Net periodic cost $ 118
$ 53
$ 235
$ 105

During the six months ended March 31, ~~2020~~2021 and ~~2019,~~2020, the Company made ~~$244~~$56 and ~~$48~~$244 in contributions, respectively, to its defined benefit pension plans. The Company anticipates making ~~$173 of~~$141 additional cash contributions to fund its defined benefit pension plans ~~during~~for the balance of fiscal ~~2020~~2021 and will use carryover balances from previous periods that have been available for use as a credit to reduce the amount of cash contributions that the Company is required to make to certain defined benefit plans in fiscal ~~2020.~~2021. The Company's ability to elect to use such carryover balance will be determined based on the actual funded status of each defined benefit pension plan relative to the plan's minimum regulatory funding requirements. The Company does not anticipate making cash contributions above the minimum funding requirement to fund its defined benefit pension plans during the balance of fiscal ~~2020.~~2021.

On November 26, 2019, the Company ratified a new collective bargaining agreement with one of its bargaining units. Included within the agreement was a provision to withdraw from its existing multi-employer plan resulting in the imposition of a withdrawal liability. The withdrawal liability of ~~$739~~ was recorded within the cost of goods sold line of the consolidated condensed statement of operations and is included in other long-term liabilities and the current portion (next four quarterly installments) in accrued liabilities of the consolidated condensed balance sheets, payable in quarterly installments over the next 20 years.


8.	~~Stock-Based Compensation~~

8.Stock-Based Compensation

The Company has awarded performance and restricted shares under ~~its shareholder-approved amended and restated~~the Company's 2007 Long-Term Incentive Plan ("2007 Plan")~~, which was further amended~~ and ~~restated under~~ the ~~SIFCO Industries, Inc.~~Company's 2007 Long-Term Incentive Plan (Amended and Restated as of November 16, 2016) ~~(the~~(as further amended, the "2016 Plan"). At the Annual Meeting of shareholders held on January 30, 2020, the shareholders of the Company approved the first amendment (the “Amendment”) to the 2016 Plan. The Amendment increased the number of shares available for award under the 2016 Plan by 550 shares. The aggregate number of shares that may be awarded by the Company ~~was increased to~~ under the 2016 Plan is 1,196 shares, less any shares previously awarded and subject to an adjustment for the forfeiture of any unvested ~~shares, pursuant to the 2016 Plan.~~shares. In addition, shares that may be awarded are subject to individual recipient award limitations. The shares awarded under the 2016 Plan may be made in multiple forms, including stock options, stock appreciation rights, restricted or unrestricted stock, and performance related shares. Any such award is exercisable no later than ten years from the date of the grant.

The performance shares that have been awarded under both plans generally provide for the vesting of the Company’s common shares upon the Company achieving certain defined financial performance objectives during a period up to three years following the making of such award. The ultimate number of common shares of the Company that may be earned pursuant to an award ranges from a minimum of no0 shares to a maximum of 200% ~~(for awards granted in fiscal 2020, the maximum is 150%)~~ of the initial target number of performance shares awarded, depending on the level of the Company’s achievement of its financial performance objectives. Beginning in fiscal 2020, the maximum share that may be achieved was reduced to 150% of target.

With respect to such performance shares, compensation expense is being accrued based on the probability of meeting the performance target. The Company is currently recognizing compensation expense for two tranches of awards where it has concluded it is probable that the performance criteria for that award will be met, while the Company is currently not ~~currently~~ recognizing compensation expense for one tranche of awards where it had concluded that it is not probable that the performance criteria for those awards will be met. During each future reporting period, such expense may be subject to adjustment based upon the Company's financial

performance, which impacts the number of common shares that it expects to vest upon the completion of the performance period. The performance shares were valued at the closing market price of the Company’s common shares on the date of the grant. The vesting of such shares is determined at the end of the performance period.

During the first six months of fiscal 2020, the Company granted 134 shares under the 2016 Plan to certain key employees. The awards were split into two tranches, 47 performance shares and 87 shares of time-based restricted shares, with a grant date fair value of $2.50 per share. The awards vest over three years.

The Company has awarded restricted shares to its directors, officers, and other employees of the Company. The restricted shares were valued at the closing market price of the Company’s common shares on the date of the grant, and such value was recorded as unearned compensation. The unearned compensation is being amortized ratably over the restricted stock vesting period of one year or three years.

~~During~~In fiscal 2021, the ~~first six months~~Company granted 120 shares under the 2016 Plan to certain key employees. The awards were split into 2 tranches, 71 performance shares and 49 shares of time-based restricted shares, with a grant date fair value of $3.74 per share. The awards vest over three years.

In fiscal ~~2020,~~2021, the Company granted its non-employee directors 5730 restricted shares under the 2016 Plan, with a grant date fair value of ~~$4.39,~~$9.08, which vests over one year. One award for 6157 restricted shares vested.

If all outstanding share awards are ultimately earned and vest at the target number of shares, there are approximately ~~524~~442 shares that remain available for award at March 31, ~~2020.~~2021. If any of the outstanding share awards are ultimately earned and vest at greater than the target number of shares, up to a maximum of 200% ~~(decreased to~~or 150% ~~for awards starting in fiscal 2020)~~ of such target, then a fewer number of shares would be available for award.

Stock-based compensation under the 2016 Plan was ~~$225~~$293 and ~~$426~~$225 during the first six months of fiscal ~~2020~~2021 and ~~2019,~~2020, respectively and ~~$70~~$150 and ~~$190~~$70 during the three months of fiscal ~~2020~~2021 and ~~2019,~~2020, respectively. As of March 31, ~~2020,~~2021, there was ~~$732~~$778 of total unrecognized compensation cost related to the performance shares and restricted shares awarded under the 2016 Plan. The Company expects to recognize this cost over the next ~~1.6~~1.5 years.

The Company produces forged components for (i) turbine engines that power commercial, business and regional aircraft as well as military aircraft and ~~armored~~other military ~~vehicles;~~applications; (ii) airframe applications for a variety of aircraft; (iii) industrial gas and steam turbine engines for power generation units; and (iv) other commercial applications.


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020
Commercial revenue	$	9,247	$	12,497	$	20,000	$	22,688
Military revenue	15,619		18,040		29,944		34,056
Total	$	24,866	$	30,537	$	49,944	$	56,744

Three Months Ended
March 31, Six Months Ended
March 31,
2020 2019 2020 2019

Commercial revenue $ 12,497
$ 14,435
$ 22,688
$ 26,500
Military revenue 18,040
12,957
34,056
29,958
Total $ 30,537
$ 27,392
$ 56,744
$ 56,458


	Three Months Ended March 31,				Six Months Ended March 31,
Net Sales	2021		2020		2021		2020
Aerospace components for:
Fixed wing aircraft	$	10,176	$	14,065	$	19,966	$	25,400
Rotorcraft	7,872		6,813		15,603		13,661
Energy components for power generation units	5,102		3,417		11,565		6,074
Commercial product and other revenue	1,716		6,242		2,810		11,609
Total	$	24,866	$	30,537	$	49,944	$	56,744

Three Months Ended
March 31, Six Months Ended
March 31,
Net Sales 2020 2019 2020 2019
Aerospace components for:
Fixed wing aircraft $ 14,065
$ 13,088
$ 25,400
$ 26,392
Rotorcraft 6,813
7,043
13,661
12,173
Energy components for power generation units 3,417
4,730
6,074
8,460
Commercial product and other revenue 6,242
2,531
11,609
9,433
Total $ 30,537
$ 27,392
$ 56,744
$ 56,458

The following table represents revenue by geographic region based on the Company's selling operation locations:


	Three Months Ended March 31,				Six Months Ended March 31,
Net Sales	2021		2020		2021		2020
North America	$	20,019	$	27,495	$	39,784	$	51,271
Europe	4,847		3,042		10,160		5,473
Total	$	24,866	$	30,537	$	49,944	$	56,744

In addition to the ~~disaggregating~~disaggregated revenue information provided above, approximately 61% and 63% of total net sales as of March 31, 2021 and 2020, isrespectively, was recognized on an over-time basis because of the continuous transfer of control to the customer, with the remainder recognized at a point in time.

The following table contains a roll forward of contract assets and contract liabilities for the period ended March 31, ~~2020:~~

2021:

Contract assets - Beginning balance, October 1, 2019 $ 10,349
Additional revenue recognized over-time 35,688
Less amounts billed to the customers $ (33,517 )
Contract assets - Ending balance, March 31, 2020 $ 12,520



Contract assets - Beginning balance, October 1, 2020	$	11,997
Additional revenue recognized over-time	30,428
Less amounts billed to the customers	(28,860)
Contract assets - Ending balance, March 31, 2021	$	13,565



Contract liabilities (included within Accrued liabilities) - Beginning balance, October 1, 2020	$	(636)
Payments received in advance of performance obligations	(186)
Performance obligations satisfied	754
Contract liabilities (included within Accrued liabilities) - Ending balance, March 31, 2021	$	(68)

Contract liabilities (included within Accrued liabilities) - Beginning balance, October 1, 2019 $ (382 )
Payments received in advance of performance obligations —
Performance obligations satisfied 382
Contract liabilities (included within Accrued liabilities) - Ending balance, March 31, 2020 $ —

Remaining performance obligations

As of March 31, ~~2020,~~2021, the Company has ~~$106,987~~$82,305 of remaining performance obligations, the majority of which are anticipated to be completed within the next twelve months.

10. Commitments and Contingencies

In the normal course of business, the Company may be involved in ordinary, routine legal actions. The Company cannot reasonably estimate future costs, if any, related to these matters; however, it does not believe any such matters are material to its financial condition or results of operations. The Company maintains various liability insurance coverages to protect its assets from losses arising out of or involving activities associated with ongoing and normal business operations; however, it is possible that the Company’s future operating results could be affected by future costs of litigation.

A subsidiary of the Company, Quality Aluminum Forge, LLC ("Orange"), is currently a defendant in a lawsuit filed by Avco Corporation (“Avco”) in the Pennsylvania State Court, which was filed in August 2019, alleging that certain forged pistons delivered by the Orange plant failed to meet material specifications required by Avco. Avco also sued Arconic, Inc. (“Arconic”), which was the raw material supplier. No specific amount of damages was claimed by Avco and no discovery has ~~occurred at this time and~~only recently begun. Orange ~~disagrees with~~disputes the allegations made by ~~Avco.~~Avco and has made cross claims against Arconic. Previously, Orange was a defendant with respect to the same action in the United States District Court for the District of Rhode Island, which action was dismissed in connection with the movement of the matter to Pennsylvania State Court. Although the Company records reserves

for legal disputes and other matters in accordance with GAAP, the ultimate outcomes of these types of matters are inherently uncertain. Actual results may differ significantly from current estimates. Given the current status of this matter, the Company has not ~~recorded a charge,~~accrued for any expected losses, as the Company has not deemed it probable and does not have a reasonable basis on which to establish an estimate.

The Company is a defendant in a purported class action lawsuit filed in the Superior Court of California, County of Orange, which was filed in August 2017, arising from employee wage-and-hour claims under California law for alleged meal period, rest break, hourly and overtime wage calculation, timely wage payment and necessary expenditure indemnification violations; failure to maintain required wage records and furnish accurate wage statements; and unfair competition. A settlement has been reached and ~~was scheduled for~~the Company received preliminary court approval ~~in April~~on July 13, 2020. ~~This date is currently postponed~~Class action notices were sent at the end of September and ~~has not yet been re-scheduled due~~there were no objections to ~~COVID-19.~~the settlement. On February 4, 2021, the court issued a tentative ruling to grant final approval. The ~~Company~~final approval was granted and the previously recorded ~~adequate reserves to cover the settlement.~~liability of $315 was paid on March 29, 2021.

During ~~the quarter,~~fiscal 2020, the Company received notice from the International Association of Machinists and Aerospace Workers Union that they were disclaiming all interest in representing certain hourly employees at the Company’s Cleveland facility. ~~Also, during the quarter,~~Subsequently, the International Brotherhood of Boilermakers Union filed a petition to represent this same group of hourly employees. ~~The Company is working with~~A mail ballot election took place in June 2020 and the National Labor Relations Board ~~to schedule an election,~~certified the ~~timing~~International Brotherhood of ~~which may be affected by COVID-19.~~Boilermakers as the elected representative of the Company’s hourly production employees. The Company’s obligations will be more fully understood following the ~~outcome~~ratification of ~~this election.~~a collective bargaining agreement.

~~Recovery on~~In the first quarter of fiscal 2021, the insurance claim related to the fire on December 26, 2018 at the Orange location ~~continues in fiscal 2020.~~was finalized with the Company's insurance carrier. The Company continues to work diligently to restore the site back to full service as safely and quickly as possible. The 2500 ton press from storage that was placed in service in fiscal 2019 continues to run and the press located in Michigan was taken off-line at the end of November 2019, was relocated to Orange and was placed in service in March 2020. Restoration is nearly complete for the structurefinal 2 of the ~~manufacturing building and two additional~~6 presses damaged in the fire. ~~The Company began running one~~Certain vendor delays and certification processes have extended the restoration of ~~the restored presses at~~these presses. They continue to be on track to be completed by the end of ~~December 2019, while~~ the ~~second is now expected to~~third quarter of fiscal 2021; however, no assurances can be ~~in use starting June 2020. Two~~made that the restoration will be completed within such timeframe. Restoration of the ~~six presses damaged~~building structure is nearly complete.

Having finalized the claim with its insurance carrier, proceeds in the ~~fire remain to be restored. The Company anticipates having those restored~~amount of $3,148 were received in ~~the fourth quarter of~~December 2020.

~~During the first six months of fiscal 2020,~~ In addition, the Company received the remaining receivable balance from the landlord in January in the amount $648, resulting in having received cash proceeds ~~from insurance~~ of ~~$6,787~~$4,646 in fiscal 2021. As noted in the table below, $3,099 was recognized within the consolidated condensed statements of operations and the balance was separately ~~the insurance carrier provided $713 proceeds directly~~designated to the landlord for the continued restoration of the damaged building as prescribed under the lease arrangement. The table below reflects the receipt of proceeds and how they were expended as of March 31, 2020. Any additional recoveries in excess of recognized losses are treated as gain contingencies and will be recognized when the gain is realized or realizable. The Company ~~also maintains~~has business interruption insurance coverage, ~~and continues to work with~~of which $546 of the ~~insurance company to reach an agreement on~~amount received was reflected within the ~~recoverable amounts~~cost of ~~business interruption expenses, which $915 was realized in~~goods sold line within the ~~first six months~~consolidated condensed statement of ~~fiscal 2020.~~operations.

Balance sheet (Other receivables):

September 30, 2019 $ 3,500
Cash proceeds (6,787 )
Capital expenditures (equipment) 1,000
Other expenses 1,372
Business interruption 915
March 31, 2020 $ —


Balance sheet (Other receivables):
September 30, 2020		$	1,547
	Cash proceeds	(4,646)
	Capital expenditures (equipment)	2,495

	Other expenses	58
	Business interruption	546
March 31, 2021		$	0


	Six Months Ended March 31, 2021
	Balance without insurance proceeds		Insurance recoveries	Balance with insurance proceeds

Cost of goods sold	$	43,882	(604)	$	43,278
Gain on insurance proceeds received	$	0	(2,495)	$	(2,495)
Income (loss) before income tax (benefit) expense	$	(2,337)	(3,099)	$	762

Six Months Ended March 31, 2020
Balance without insurance proceeds Insurance recoveries Balance with insurance proceeds
Cost of goods sold 49,430
(2,287 ) 47,143
Gain on insurance proceeds received —
(1,000 ) (1,000 )
Net income (loss) $ (1,368 ) $ (3,287 ) $ 1,919

The following table demonstrates the total settlement amount since December 26, 2018:

Three Months Ended March 30, 2020
Balance without insurance proceeds Insurance recoveries Balance with insurance proceeds
Cost of goods sold 25,377
(1,117 ) 24,260
Gain on insurance proceeds received —
(1,000 ) (1,000 )
Net income (loss) $ 1,143
$ (2,117 ) $ 3,260

~~The CARES Act, enacted~~**$3,640 of total was directed to the landlord of the property for the restoration of the building as prescribed by the ~~federal government on March 27, 2020, established a number of programs designed to assist U.S. companies respond to and recover from the impact of the COVID-19 pandemic.~~lease arrangement.

~~In response to the economic uncertainty created by the COVID-19 pandemic, as described above in Note 1,~~ ~~Summary of Significant Accounting Policies~~, and taking into consideration the Company’s market capitalization, status as a smaller reporting company, and uncertainties and volatility in, and disruptions to, the capital markets, as well as the terms of the Company’s Credit Agreement, the Company applied for and received funds under the Paycheck Protection Program (or “PPP”) of the CARES Act. On April 10, 2020, the Company entered into an unsecured promissory note under the Paycheck Protection Program (the “PPP Loan”). The PPP Loan to the Company is being made through JPMorgan Chase Bank, N.A., a national banking association and the Company’s existing lender. The note has an aggregate principal amount of approximately $5,025 and a two year term. The interest rate on the PPP Loan is 0.98%, which shall be deferred for the first six months of the term of the loan. The promissory note evidencing the PPP Loan contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, or provisions of the promissory note. The occurrence of an event of default may result in the repayment of all amounts outstanding, collection of all amounts owing from the Company, and/or filing suit and obtaining judgment against the Company. The loan proceeds were received on April 10, 2020 and have been used and will be used for payroll, interest on mortgage obligations, rents on leases and utility payments.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations may contain various forward-looking statements and includes assumptions concerning the Company’s operations, future results and prospects. These forward-looking statements are based on current expectations and are subject to risk and uncertainties. In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the Company provides this cautionary statement identifying important economic, political and technological factors, among others, the absence or effect of which could cause the actual results or events to differ materially from those set forth in or implied by the forward-looking statements and related assumptions. Such factors include the following: (1) the impact on business conditions in general, and on the demand for ~~products~~product in the ~~Aerospace and Energy ("~~A~~&E")~~&E industries in particular, of the global economic outlook, including the continuation of military spending at or near current levels and the availability of capital and liquidity from banks, the financial markets and other providers of credit; (2) the future business environment, including capital and consumer spending; (3) competitive factors, including the ability to replace business that may be ~~lost;~~lost at comparable margins; (4) metals and commodities price increases and the Company’s ability to recover such price increases; (5) successful development and market introduction of new products and services; (6) continued reliance on consumer acceptance of regional and business aircraft powered by more fuel efficient ~~turbine~~turboprop engines; (7) continued reliance on military spending, in general, and/or several major customers, in particular, for revenues; (8) the

impact on future contributions to the Company’s defined benefit pension plans due to changes in actuarial assumptions, government regulations and the market value of plan assets; (9) stable governments, business conditions, laws, regulations and taxes in economies where business is conducted; (10) the ability to successfully integrate businesses that may be acquired into the Company’s operations; (11) cyber and other security threats or disruptions faced by us, our customers or our suppliers and other partners; (12) our exposure to additional risks as a result of our international business, including risks related to geopolitical and economic factors, suppliers, laws and regulations; (13) the ability to maintain a qualified workforce; (14) the adequacy and availability of our insurance coverage; (15) our ability to develop new products and technologies and maintain technologies, facilities, and equipment to win new competitions and meet the needs of our customers; (16) our ability to realize amounts in our backlog; (17) investigations, claims, disputes, enforcement actions, litigation and/or other legal proceedings; (18) extraordinary or force majeure events affecting the business or operations of our business; and ~~(12)~~(19) the impact of the novel ~~coronavirus ("COVID-19")~~COVID-19 pandemic and related impact on the global economy, which may exacerbate the above factors and/or impact our results of operations and financial condition.

The Company is engaged in the production of forgings and machined components primarily for the A&E markets. The processes and services provided by the Company include forging, heat-treating, machining, subassembly, and test. The Company operates under one business segment.

The Company endeavors to plan and evaluate its business operations while taking into consideration certain factors including the following: (i) the projected build rate for commercial, business and military aircraft, as well as the engines that power such aircraft; (ii) the projected maintenance, repair and overhaul schedules for commercial, business and military aircraft, as well as the engines that power such aircraft; and (iii) the projected build rate and repair for industrial turbines.

The Company operates within a cost structure that includes a significant fixed component. Therefore, higher net sales volumes are expected to result in greater operating income because such higher volumes allow the business operations to better leverage the fixed component of their respective cost structures. Conversely, the opposite effect is expected to occur at lower net sales and related production volumes.

A. Results of Operations

~~Recovery on the~~The insurance claim related to the fire on December 26, 2018 at the Orange location ~~continues in fiscal 2020.~~was finalized with the Company's insurance carrier. The Company continues to work diligently to restore the site back to full service as safely and quickly as possible. The 2500 ton press from storage that was placed in service in fiscal 2019 continues to run and the press located in Michigan was taken off-line at the end of November 2019, was relocated to Orange and was placed in service in March 2020. Restoration is nearly complete for the structurefinal two of the ~~manufacturing building and two additional~~six presses damaged in the fire. ~~The Company began running one~~Certain vendor delays and the certification processes have extended the restoration of ~~the restored presses at~~these presses. They continue to be on track to be completed by the end of ~~December 2019, while~~ the ~~second is now expected to be in use starting June 2020. During the first six months~~third quarter of fiscal 2021; however, no assurances can be made that the restoration will be completed within such timeframe. Restoration of the building structure is nearly complete.

Having finalized the claim with its insurance carrier, proceeds in the amount of $3.1 million were received in December 2020 and a remaining receivable balance from the landlord was received in January 2021 in the amount of $0.6 million, resulting in the Company having received cash proceeds ~~from insurance~~ of ~~$6.8~~$4.6 million in fiscal 2021. A total of ~~which $3.5~~$3.1 million was ~~realized in fiscal 2019, $2.3 million~~recognized within the consolidated condensed statements of operations and the balance was ~~used to offset expense incurred~~separately designated as ~~a result of the fire and business interruption and $1.0 million used for capital; and, separately, $0.7 million in proceeds from the insurance carrier went directly~~payable to the landlord for the continued restoration of the damaged building as prescribed under the lease arrangement. The table below reflects the receipt of proceeds and how they were expended as of March 31, 2020. Any additional recoveries in excess of recognized losses are treated as gain contingencies and will be recognized when the gain is realized or realizable. The Company ~~also maintains~~has business interruption insurance coverage, ~~and continues to work with~~of which $0.5 million of the ~~insurance company to reach an agreement on~~amount received was reflected within the ~~recoverable amounts~~cost of ~~business interruption expenses, which $0.9 million was realized in~~goods sold line within the ~~first six months~~consolidated condensed statement of ~~fiscal 2020.~~operations.

Balance sheet (Other receivables - dollars in millions):

September 30, 2019 $ 3.5
Cash proceeds (6.8 )
Capital expenditures 1.0
Other expenses 1.4
Business interruption 0.9
March 31, 2020 $ —

For further detail of how the consolidated condensed statements of operations and balance sheets were impacted for the six ~~and three~~ months ended, refer to Note 10, Commitments and Contingencies.

~~In March 2020, the outbreak of COVID-19 caused by a novel strain of the coronavirus was~~Since being recognized ~~as a pandemic~~ by the World Health Organization ~~and~~as a pandemic, the novel coronavirus ("COVID-19") outbreak ~~became widespread in~~continues to impact the United States and other countries in which we operate. The ~~Company has taken proactive steps~~COVID-19 pandemic and its effects continue to ~~ensure the safety~~evolve, including scope, severity and duration of its employees and customers and to preserve the Company’s financial flexibility. We have enacted operating protocols to ensure the safety of our employees and adopted precautions in compliance with various regulatory orders and recommendations imposed in the jurisdictions in which we operate. We may decide to take further actions that we determine to be in the best interest of our employees and customers, or are required by federal, state or local authorities.

~~The A&E industry in which we operate has been impacted by~~ the COVID-19 pandemic, ~~and~~as well as any worsening of the pandemic, the potential for additional outbreaks of the pandemic, the impact of ~~this pandemic on this industry as well as~~new variants of COVID-19, actions to contain the ~~global economy continues to evolve. The extent~~pandemic's spread or treat its impact, the rollout and effectiveness of the ~~pandemic’s effect on Company’s financial condition, liquidity~~vaccine, and future results of operations, as well as the A&E industry generally, depends on future developments, which cannot be predicted at this time. These future developments include, without limitation, the scopegovernmental, business and ~~severity of the pandemic, mitigation~~other actions taken in response to the pandemic. The exact timing and pace of the recovery is indeterminable as certain markets have

reopened, some of which have since experienced a resurgence of COVID-19 cases, and in recent months new variants of COVID-19 have been identified, resulting in additional restrictions put in place by certain governments around the world. Capital markets and economies worldwide have been negatively impacted by COVID-19 and, given the fluidity of the situation, it is still unclear how lasting and deep the economic impacts will be, specifically in relation to the commercial aerospace industry. During fiscal 2021, the COVID-19 pandemic continues to have mixed effects on the Company’s results of operations. Given the long lead times for certain of the Company's products, the Company has seen a greater impact related to the effects of COVID-19 on orders and deliveries in fiscal 2021 than in fiscal 2020. In response to the uncertain environment created by the COVID-19 pandemic, the ~~length~~Company has, in prior periods, taken measures to reduce costs by furloughing and laying off certain of ~~time involved in resuming economic activity,~~its employees from one of its plant locations that has experienced reduced sales of commercial aerospace products. Such employees have since returned to work and the ~~impact on government programs~~Company continues to actively monitor and ~~budgets. Reduced demand for products or impaired ability~~find ways to ~~meet customer demand as a result~~mitigate the impact of the pandemic ~~or future developments could have a material adverse effect~~ on ~~our business,~~its operations and ~~financial performance. Given the evolution of the COVID-19 pandemic~~consider its ability to pivot its operations and the ~~varied global responses to curb its spread, the Company is not presently able to~~industries served.

~~estimate the effects of the COVID-19 outbreak on its future results of operations, financial condition or liquidity for fiscal year 2020.~~

SIFCO’s total backlog at March 31, ~~2020~~2021 was ~~$107.0~~$82.3 million, compared with ~~$94.1~~$107.0 million as of March 31, ~~2019 and $117.6 million as of September 30, 2019.~~2020. Orders may be subject to modification or cancellation by the customer with limited charges. Sales in the A&E markets ~~are~~continue to be impacted ~~by the general economy, newly acquired part numbers won and continued sales recovery from the fire at Orange and may be potentially affected~~ by the COVID-19 pandemic, which has created increased pressure in these markets. If the COVID-19 pandemic continues to have a material impact on the A&E markets, including with regards to our more significant customers, it could materially affect our business and results of operations. Backlog may decline as customers adjust orders in response to the ongoing COVID-19 pandemic and its impact on their operations. Backlog information may not be indicative of future sales.

Six Months Ended March 31, ~~2020~~2021 compared with Six Months Ended March 31, ~~2019~~

~~Net sales for the first six months of fiscal 2020 increased to $56.7 million, compared with $56.5 million in the comparable period of fiscal 2019.~~ Net sales comparative information for the first six months of fiscal ~~2020~~2021 and ~~2019~~2020 is as follows:


(Dollars in millions)	Six Months Ended March 31,				Increase/ (Decrease)
Net Sales	2021		2020
Aerospace components for:
Fixed wing aircraft	$	20.0	$	25.4	$	(5.4)
Rotorcraft	15.6		13.6		2.0
Energy components for power generation units	11.5		6.1		5.4
Commercial product and other revenue	2.8		11.6		(8.8)
Total	$	49.9	$	56.7	$	(6.8)

(Dollars in millions) Six Months Ended March 31,
Increase/ (Decrease)

Net Sales 2020 2019
Aerospace components for:
Fixed wing aircraft $ 25.4
$ 26.4
$ (1.0 )
Rotorcraft 13.6
12.2
1.4
Energy components for power generation units 6.1
8.5
(2.4 )
Commercial product and other revenue 11.6
9.4
2.2
Total $ 56.7
$ 56.5
$ 0.2

~~Fixed wing aircraft~~Net sales ~~decreased $1.0 million to $25.4 million in~~for the first six months ~~ended March 31, 2020~~of fiscal 2021 decreased $6.8 million to $49.9 million, compared with ~~$26.4~~$56.7 million in the comparable period of fiscal ~~2019. The decrease is primarily attributed to continued delays in production delivery from~~2020. Given the ~~Orange location due to the fire along with reduced production~~long lead times for certain of the ~~Boeing 737 and production timing in~~Company's products, the ~~C-130J program. The increase of $1.4 million in rotorcraft sales in the first six months of fiscal 2020 compared to the same period in fiscal 2019 is primarily due to increased shipments~~Company has seen a greater impact related to the ~~Black Hawk program.~~effects of COVID-19 on orders and deliveries in fiscal 2021 than in fiscal 2020. Commercial products and other revenue ~~increased $2.2~~decreased $8.8 million in the first six months of fiscal ~~2020~~2021 compared to the same period in fiscal ~~2019,~~2020, primarily due to timing of ~~shipments for the Hellfire II missile~~orders related to a munitions program. ~~Net sales in~~The energy components for power generation units ~~decreased~~increased by ~~$2.4~~$5.4 million ~~compared with the same period last year~~primarily due to customer order increases as the ~~continued softening of the energy~~ market ~~and~~saw some ~~impact~~recovery. Fixed wing aircraft sales decreased $5.4 million due to ~~the global outbreak~~timing of ~~COVID-19. In response to the outbreak of COVID-19, the Italian government restricted the operations of businesses within Italy, including the Company’s operations~~customer orders and a decrease in ~~Maniago, Italy ("Maniago").~~build rates in certain commercial programs, partially offset by increased military programs. The Company ~~received~~experienced an ~~exemption from these government restrictions based on the nature of its operations, but temporarily reduced its operations~~increase in ~~Maniago and also undertook a temporary shutdown from March 17 through March 22 to perform a deep cleaning of the facility for employee safety~~rotorcraft sales primarily due to ~~the COVID-19 outbreak. The Company re-opened the facility on March 23 and resumed limited production. The temporary cessation of operations in Maniago resulted in a delay in product~~increased shipments relating to ~~customers, which impacted the quarter by approximately $0.6 million.~~certain military programs.

Commercial net sales were 40.0% of total net sales and military net sales were 60.0% of total net sales in the first six months of fiscal 2021 and fiscal 2020, compared with 46.9% and 53.1%, respectively, in the comparable period in fiscal 2019. A shift in mix between commercial versus military sales between comparable periods is due to an increase in military programs, such as the Black Hawk program, offset by the decline in energy sales and continued delays in production due to the ongoing recovery efforts at the Orange location resulting in reduced commercial sales.respectively. Military net sales ~~increased~~decreased by ~~$4.0~~$4.1 million to ~~$34.0~~$29.9 million in the first six months of fiscal ~~2020,~~2021, compared with ~~$30.0~~$34.0 million in the comparable period of fiscal ~~2019,~~2020, primarily due to the timing of ~~shipments for the Hellfire II missile~~orders related to a munitions program. Commercial net sales decreased ~~$3.8~~$2.7 million to ~~$22.7~~$20.0 million in the first six months of fiscal ~~2020,~~2021, compared with ~~$26.5~~$22.7 million in the comparable period of fiscal ~~2019~~2020 primarily due to ~~the continued business interruption created~~decreased build rates in certain commercial programs, partially offset by ~~the fire at the Orange location, production timing on certain programs and the soft~~an increase in energy ~~market.~~

components sales for power generation due to increased customer orders.

Cost of goods sold decreased by ~~$4.5~~$3.9 million, or ~~8.7%~~8.2%, to ~~$47.1~~$43.3 million, or ~~83.1%~~86.7% of net sales, during the first six months of fiscal ~~2020,~~2021, compared with ~~$51.6~~$47.1 million or ~~91.5%~~83.1% of net sales, in the comparable period of fiscal ~~2019.~~2020. The decrease was due primarily to ~~improved productivity~~decreased volume, cost controlling measures and the ~~receipt~~non-recurrence of $2.3 million in insurance proceeds related to business interruption and expense incurred related to the fire, partially offset by $1.7 million of unabsorbed costs related to the Orange location due to the fire and the one-time pension withdrawal liability charge of $0.8 million incurred ~~for exiting~~in the prior year, which partially offset $1.3 million of idle costs incurred from its ~~multi-employer plan~~Orange

location due to reduced production and mitigated by insurance recoveries related to business interruption losses of $0.5 million as ~~further explained in Note 7,~~ ~~Retirement Benefit Plans~~.part of fire settlement.

Gross profit ~~increased $4.8~~decreased $2.9 million to ~~$9.6~~$6.7 million during the first six months of fiscal ~~2020,~~2021, compared with ~~$4.8~~$9.6 million in the comparable period of fiscal ~~2019.~~2020. Gross margin percent of sales was ~~16.9%~~13.3% during the first six months of fiscal ~~2020,~~2021, compared with ~~8.6%~~16.9% in the comparable period in fiscal ~~2019.~~2020. The ~~increase~~decrease in gross profit was primarily due to ~~improved productivity~~decreased volume and the ~~inclusion of insurance proceeds related to business interruption and extra expense coverage.~~increased idle costs.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were ~~$7.5~~$7.4 million, or ~~13.3%~~14.9% of net sales during the first six months of fiscal ~~2020,~~2021, compared with ~~$7.9~~$7.5 million, or ~~14.0%~~13.3% of net sales in the comparable period of fiscal ~~2019.~~2020. The decrease in selling, general and administrative expenses is due to the continued cost reduction efforts by management in response to COVID-19 and other effects of the COVID-19 pandemic and its impact on operations such as lower ~~equity compensation of $0.2 million, lower salaries~~wages related to a first quarter furlough at one location and ~~benefits of $0.2 million and lower~~less travel expense, partially offset by higher legal and professional costs ~~of $0.1 million, partially offset by higher incentive compensation accrual of $0.2 million.~~and commissions.

Amortization of Intangibles

Amortization of intangibles ~~was $0.8 million in the first six months of fiscal 2020 and fiscal 2019, respectively.~~

~~The Company recorded operating income of $1.8 million in the first six months of fiscal 2020, compared with an operating loss of $3.0 million in the first six months of fiscal 2019.~~

In the first six months ended March 31, 2020, results included $1.0 million gain on insurance proceeds, compared to a gain of $1.4 million in the comparable period which included a $1.1 million gain on insurance proceeds and $0.3 million gain on disposal of assets which relates to the sale of the Alliance building.

~~Interest expense~~ was $0.5 million in the first six months of fiscal ~~2020,~~2021, compared with $0.8 million in the comparable period of fiscal 2020. Such decrease was primarily due to ~~$0.6~~certain intangible assets that were fully amortized during fiscal 2020.

The Company recorded income before taxes of $0.8 million in the first six months of fiscal ~~2019.~~2021, compared with $1.8 million in the first six months of fiscal 2020.

In the first six months of fiscal 2021, results included a $2.5 million gain on insurance recoveries, compared to $1.0 million in the comparable period.

Interest expense was $0.3 million in the first six months of fiscal 2021, compared to $0.5 million in the first six months of fiscal 2020.

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s debt agreement in the first six months of both fiscal ~~2020~~2021 and ~~2019:~~2020:


	Weighted Average Interest Rate Six Months Ended March 31,				Weighted Average Outstanding Balance Six Months Ended March 31,
	2021		2020		2021	2020
Revolving credit agreement	1.4	%	3.8	%	$ 9.2 million	$ 15.9 million
Foreign term debt	3.6	%	4.0	%	$ 7.1 million	$ 5.7 million
Other debt	1.0	%	0.9	%	$ 5.7 million	$ 1.0 million

Weighted Average
Interest Rate
Six Months Ended
March 31, Weighted Average
Outstanding Balance
Six Months Ended
March 31,
2020 2019 2020 2019
Revolving credit agreement 3.8 % 4.1 % $ 15.9 million $ 20.7 million
Foreign term debt 4.0 % 2.6 % $ 5.7 million $ 7.5 million
Other debt 0.9 % — % $ 1.0 million $ 0.0 million

The Company’s effective tax rate through the first six months of fiscal ~~2020~~2021 was ~~(8%)~~(97)%, compared with ~~16%~~(8%) for the same period of fiscal ~~2019.~~2020. The decrease in the effective rate was primarily attributable to tax benefits from adjusting deferred taxes recorded in Italy recognized on a discrete basis, partially offset by changes in jurisdictional mix of income in fiscal ~~2020~~2021 compared ~~with~~to the same period of fiscal ~~2019 and discrete tax benefits through the second quarter of fiscal 2019 applied against a year-to-date loss.~~2020. The effective tax rate differs from the U.S. federal statutory rate due primarily to the valuation allowance against the Company’s U.S. deferred tax assets and income in foreign jurisdictions that are taxed at different rates than the U.S. statutory tax ~~rate.~~rate

Net income was ~~$1.9~~$1.5 million during the first six months of fiscal ~~2020,~~2021, compared with ~~a net loss of $2.5~~$1.9 million in fiscal ~~2019, respectively.~~2020. The ~~increase~~decrease in income is primarily due to ~~higher gross profit, attributed to improved productivity~~lower sales, increased idle costs, partially offset by continued cost saving activities, insurance recoveries received and ~~insurance proceeds received~~the favorable tax benefit in the first six months of fiscal ~~2020.~~2021.

Three Months Ended March 31, ~~2020~~2021 compared with Three Months Ended March 31, ~~2019~~2020

Net Sales

Net sales for the second quarter of fiscal ~~2020 increased 11.5%~~2021 decreased 18.6% to ~~$30.5~~$24.9 million, compared with ~~$27.4~~$30.5 million in the comparable period of fiscal ~~2019.~~2020. Net sales comparative information for the second quarter of fiscal ~~2020~~2021 and ~~2019~~2020 is as follows:


(Dollars in millions)	Three Months Ended March 31,				Increase (Decrease)
Net Sales	2021		2020
Aerospace components for:
Fixed wing aircraft	$	10.2	$	14.1	$	(3.9)
Rotorcraft	7.9		6.8		1.1
Energy components for power generation units	5.1		3.4		1.7
Commercial product and other revenue	1.7		6.2		(4.5)
Total	$	24.9	$	30.5	$	(5.6)

(Dollars in millions) Three Months Ended
March 31,
Increase (Decrease)

Net Sales 2020 2019
Aerospace components for:
Fixed wing aircraft $ 14.1
$ 13.1
$ 1.0
Rotorcraft 6.8
7.1
(0.3 )
Energy components for power generation units 3.4
4.7
(1.3 )
Commercial product and other revenue 6.2
2.5
3.7
Total $ 30.5
$ 27.4
$ 3.1

~~Total net sales~~The decrease was attributed to a $4.5 million decrease in commercial product and other revenues due to timing of orders for ~~the Company increased $3.1~~a munitions program and a decrease of $3.9 million in fixed wing aircraft revenues due to timing of customer orders and a decrease in build rates in certain commercial programs. The decrease in revenues in the second quarter of fiscal ~~2020 compared with the same period of fiscal 2019. The majority of the increase~~2021 was ~~attributed to a $3.7 million~~partially offset by an increase in ~~commercial product and other revenue primarily due to timing of shipments for the Hellfire II missile program. Net~~ sales in the energy components for power generation units ~~decreased by $1.3~~of $1.7 million ~~compared with the same period last year~~primarily due to customer order increases as the ~~continued softening of the energy~~ market saw some recovery and ~~as previously discussed within the six months management and analysis,~~a $1.1 million increase in rotorcraft sales primarily due to ~~the global outbreak of COVID-19 impacted the quarter by approximately $0.6 million due~~increased shipments relating to ~~the inability to ship to its customers late in the quarter.~~certain military programs.

Commercial net sales were ~~40.9%~~37.2% of total net sales and military net sales were ~~59.1%~~62.8% of total net sales in the second quarter of fiscal ~~2020,~~2021, compared with ~~52.7%~~40.9% and ~~47.3%~~59.1%, respectively, in the comparable period of fiscal ~~2019.~~2020. Military net sales ~~increased~~decreased by ~~$5.0~~$2.4 million to ~~$18.0~~$15.6 million in the second quarter of fiscal ~~2020,~~2021, compared with ~~$13.0~~$18.0 million in the comparable period of fiscal ~~2019.~~2020, primarily due to the timing of orders for a munitions program. Commercial net sales decreased ~~$1.9~~$3.2 million to ~~$12.5~~$9.2 million in the second quarter of fiscal ~~2020,~~2021, compared with ~~$14.4~~$12.5 million in the comparable period of fiscal ~~2019~~2020 primarily due to ~~delays~~decreased build rates in ~~deliveries from~~certain commercial programs partially offset by increased sales in the ~~Orange location as a result of damage from the fire and lower sales due to the soft~~ energy market.

Cost of Goods Sold

Cost of goods sold was ~~$24.3~~$22.1 million, or ~~79.4%~~89.0% of net sales, during the second quarter of fiscal ~~2020,~~2021, compared with ~~$25.3~~$24.3 million or ~~92.4%~~79.4% of net sales, in the comparable period of fiscal ~~2019,~~2020, primarily ~~driven by improved productivity~~due to lower volume and ~~receipt~~idle costs of ~~insurance proceeds of $2.3~~$0.8 million ~~related to business interruption and extra expense coverage.~~incurred at the Orange location.

Gross Profit

Gross profit ~~increased $4.2~~decreased $3.5 million to ~~$6.3~~$2.7 million during the second quarter of fiscal ~~2020,~~2021, compared with ~~$2.1~~$6.3 million in the comparable period of fiscal ~~2019.~~2020. Gross margin was ~~20.6%~~11.0% during the second quarter of fiscal ~~2020,~~2021, compared with ~~7.6%~~20.6% in the comparable period in fiscal ~~2019.~~2020. The ~~increase~~decrease in gross margin was primarily due to ~~higher~~lower sales volume ~~improved productivity~~ and ~~receipt of insurance proceeds related to business interruption/extra expense from~~idle costs associated with reduced production at the Orange ~~fire.~~location.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were ~~$3.3~~$3.6 million, or ~~10.9%~~14.5% of net sales, during the second quarter of fiscal ~~2020,~~2021, compared with ~~$3.8~~$3.3 million, or ~~13.9%~~10.9% of net sales, in the comparable period of fiscal ~~2019.~~2020. The ~~slight decrease in expenses was attributed to the unwind of certain stock compensation awards~~increase is primarily due to ~~the Company falling short of targeted achievement percentages and decrease~~an increase in legal and professional costs and IT related costs partially offset by lower salary and benefits in the second quarter of ~~$0.2 million.~~fiscal 2021.

Amortization of Intangibles

Amortization of intangibles was ~~$0.4 million for both the second quarter of fiscal 2020 and fiscal 2019, respectively.~~

~~Other/General~~

~~The Company recorded an operating income of $3.5~~$0.3 million in the second quarter of fiscal ~~2020,~~2021 compared ~~to an operating loss of $0.9~~with $0.4 million in the second quarter of fiscal ~~2019.~~2020.

~~Current~~Other/General

The Company recorded loss before income taxes of $1.3 million in the second quarter of fiscal 2021, compared to income before income taxes of $3.2 million in the second quarter of fiscal 2020.

Prior period results include a $1.0 million gain in insurance proceeds ~~compared~~related to ~~$1.2 million in~~ the ~~second quarter of fiscal 2019 related to~~ insurance recovery from the damage that occurred related to the fire at the Orange location.

Interest expense was $0.2 million in the second quarter of fiscal 2021, compared to $0.3 million in the second quarter of fiscal ~~2020 and fiscal 2019.~~2020.

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s Credit Agreement in the second quarter of both fiscal ~~2020~~2021 and ~~2019:~~2020:


	Weighted Average Interest Rate Three Months Ended March 31,				Weighted Average Outstanding Balance Three Months Ended March 31,
	2021		2020		2021	2020
Revolving credit agreement	1.4	%	3.7	%	$ 7.5 million	$ 16.1 million
Foreign term debt	4.1	%	4.3	%	$ 7.1 million	$ 5.5 million
Other debt	1.0	%	0.9	%	$ 5.7 million	$ 0.9 million

Weighted Average
Interest Rate
Three Months Ended
March 31, Weighted Average
Outstanding Balance
Three Months Ended
March 31,
2020 2019 2020 2019
Revolving credit agreement 3.7 % 4.2 % $ 16.1 million $ 19.8 million
Foreign term debt 4.3 % 3.0 % $ 5.5 million $ 7.5 million
Other debt 0.9 % — % $ 0.9 million $ 0.0 million

Income Taxes

The Company's effective tax rate in the second quarter of fiscal ~~2020~~2021 was ~~(1%)~~(12.4)%, compared with ~~(3%)~~(1)% for the same period of fiscal ~~2019.~~2020. The ~~increase~~decrease in the effective rate was primarily attributable to changes in jurisdictional mix of income during the three months ended March 31, ~~2020~~2021 compared to the same period of ~~fiscal 2019 and discrete tax benefits recorded in fiscal 2019 which were non-recurring in~~ fiscal 2020. The effective tax rate differs from the U.S. Federal statutory rate due primarily to the valuation allowance against the Company's U.S. deferred tax assets and income in foreign jurisdictions that are taxed at different rates than the U.S. statutory tax rate.

Net Income (Loss)

Net ~~income~~loss was ~~$3.3~~$1.5 million during the second quarter of fiscal ~~2020,~~2021, compared with net ~~loss~~income of ~~$1.3~~$3.3 million in the comparable period of fiscal ~~2019. Net income increased~~2020. The decrease is primarily due to lower sales, increase in idle costs, and higher ~~sales~~selling, general and ~~increased gross profit along with~~administrative expenses. Prior period includes a non-recurring gain of insurance recoveries in the ~~gain on property recovered by insurance~~amount of $1.0 million ~~and $1.1 million of business interruption~~ as the Company ~~continues~~continued to work through the ~~rebuilding~~restoration of the Orange location.

Non-GAAP Financial Measures

Presented below is certain financial information based on the Company's EBITDA and Adjusted EBITDA. References to “EBITDA” mean earnings (losses) from continuing operations before interest, taxes, depreciation and amortization, and references to “Adjusted EBITDA” mean EBITDA plus, as applicable for each relevant period, certain adjustments as set forth in the reconciliations of net income to EBITDA and Adjusted EBITDA.

Neither EBITDA nor Adjusted EBITDA is a measurement of financial performance under generally accepted accounting principles in the United States of America (“GAAP”). The Company presents EBITDA and Adjusted EBITDA because management believes that they are useful indicators for evaluating operating performance and liquidity, including the Company’s ability to incur and service debt and it uses EBITDA to evaluate prospective acquisitions. Although the Company uses EBITDA and Adjusted EBITDA for the reasons noted above, the use of these non-GAAP financial measures as analytical tools has limitations. Therefore, reviewers of the Company’s financial information should not consider them in isolation, or as a substitute for analysis of the Company's results of operations as reported in accordance with GAAP. Some of these limitations include:

•Neither EBITDA nor Adjusted EBITDA reflects the interest expense, or the cash requirements necessary to service interest payments on indebtedness;

•Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and neither EBITDA nor Adjusted EBITDA reflects any cash requirements for such replacements;

•The omission of the substantial amortization expense associated with the Company’s intangible assets further limits the usefulness of EBITDA and Adjusted EBITDA; and

•Neither EBITDA nor Adjusted EBITDA includes the payment of taxes, which is a necessary element of operations.

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash available to the Company to invest in the growth of its businesses. Management compensates for these limitations by not viewing EBITDA or Adjusted EBITDA in isolation and specifically by using other GAAP measures, such as net income (loss), net sales, and operating income (loss), to measure operating performance. Neither EBITDA nor Adjusted EBITDA is a measurement of financial performance under GAAP, and neither should be considered as an alternative to net loss or cash flow from operations determined in accordance with GAAP. The Company’s calculation of EBITDA and Adjusted EBITDA may not be comparable to the calculation of similarly titled measures reported by other companies.

The following table sets forth a reconciliation of net ~~loss~~income (loss) to EBITDA and Adjusted EBITDA:


Dollars in thousands	Three Months Ended				Six Months Ended
	March 31,				March 31,
	2021		2020		2021		2020
Net income (loss)	$	(1,491)	$	3,260	$	1,502	$	1,919
Adjustments:
Depreciation and amortization expense	1,905		1,875		3,730		3,731
Interest expense, net	169		262		335		513
Income tax expense (benefit)	165		(39)		(740)		(134)
EBITDA	748		5,358		4,827		6,029
Adjustments:
Foreign currency exchange loss (income), net (1)	14		(1)		21		—
Other loss (income), net (2)	42		25		103		(84)
Loss on disposal of assets (3)	—		41		—		41
Gain on insurance recoveries (4)	—		(1,000)		(2,495)		(1,000)


Equity compensation (5)	150		70		293		225


LIFO impact (6)	207		(33)		335		(11)



Adjusted EBITDA	$	1,161	$	4,460	$	3,084	$	5,200

Dollars in thousands Three Months Ended Six Months Ended
March 31, March 31,
2020 2019 2020 2019
Net income (loss) $ 3,260
$ (1,258 ) $ 1,919
$ (2,540 )
Adjustments:
Depreciation and amortization expense 1,875
1,910
3,731
3,840
Interest expense, net 262
314
513
605
Income tax (benefit) (39 ) 34
(134 ) (480 )
EBITDA 5,358
1,000
6,029
1,425
Adjustments:
Foreign currency exchange gain, net (1) (1 ) (1 ) —
(1 )
Other income, net (2) 25
(34 ) (84 ) (35 )
(Loss) gain on disposal and impairment of assets (3) 41
—
41
(282 )
Gain on insurance proceeds received (4) (1,000 ) (1,164 ) (1,000 ) (1,164 )
Equity compensation (5) 70
190
225
426
LIFO impact (6) (33 ) (19 ) (11 ) (57 )
Adjusted EBITDA $ 4,460
$ (28 ) $ 5,200
$ 312
(1)Represents the gain or loss from changes in the exchange rates between the functional currency and the foreign currency in which the transaction is denominated.


~~(1)~~	~~Represents the gain or loss from changes in the exchange rates between the functional currency and the foreign currency in which the transaction is denominated.~~


~~(2)~~	~~Represents miscellaneous non-operating income or expense, such as pension costs or grant income.~~


~~(3)~~	~~Represents the difference between the proceeds from the sale of operating equipment and the carrying values shown on the Company’s books or asset impairment of long-lived assets.~~


~~(4)~~	Represents the difference between the insurance proceeds received for the damaged property and the carrying values shown on the Company's books for the assets that were damaged in the fire at the Orange location.


~~(5)~~	Represents the equity-based compensation expense recognized by the Company under its 2016 Long-Term Incentive Plan (as the amendment and restatement of, and successor to, the 2007 Long-Term Incentive Plan) due to granting of awards, awards not vesting and/or forfeitures.


~~(6)~~	~~Represents the change in the reserve for inventories for which cost is determined using the last-in, first-out (“LIFO”) method.~~

(2)Represents miscellaneous non-operating income or expense, such as pension costs or grant income.

(3)Represents the difference between the proceeds from the sale of operating equipment and the carrying values shown on the Company's books.

(4)Represents the difference between the insurance proceeds received for the damaged property and the carrying values shown on the Company's books for the assets that were damaged in the fire at the Orange location.

(5)Represents the equity-based compensation expense recognized by the Company under the 2016 Plan due to granting of awards, awards not vesting and/or forfeitures.

(6)Represents the change in the reserve for inventories for which cost is determined using the last-in, first-out (“LIFO”) method.

B. Liquidity and Capital Resources

Cash and cash equivalents were both $0.3 million at March 31, 2020 and September 30, 2019. At March 31, 2020, all of the $0.3 million of the Company’s cash and cash equivalents were in the possession of its non-U.S. subsidiaries. Distributions from the Company's non-U.S. subsidiaries to the Company may be subject to adverse tax consequences.

Historically, the main sources of liquidity have been cash flows from operations and borrowings under our Credit Agreement. ~~However, the~~The ongoing impact and magnitude of the COVID-19 pandemic ~~(and~~remain uncertain (including the ~~rapidly changing U.S.~~pandemic's effects on the global economy and potential for market disruptions), with the commercial aerospace market continuing to be impacted by the global ~~market~~disruption in travel and, ~~economic conditions due~~further, the pandemic and responses to the ~~COVID-19 outbreak) is highly uncertain, with disruptions~~continued spread of the pandemic causing continued interruptions to the business of our customers and suppliers, which in turn is likely to impact our business, operations and results as well as our liquidity and capital resources. The Company's liquidity could be negatively affected by customers extending payment terms to ~~customers~~the Company and/or athe decrease in demand for our products as a result of the ~~COVID-19 pandemic. Accordingly, during the quarter ended March 31, 2020 (and subsequent to the quarter end), management evaluated the Company’s liquidity and capital resources and took a number~~impact of ~~steps to help preserve financial flexibility in light of uncertainty resulting from~~ the COVID-19 pandemic by deferring wage increases to non-union employees, increased oversight of all capital expenditure approval, working with vendors to reduce costs and subsequent to quarter-end, obtained a Paycheck Protection Program Loan as referenced in Note 11, ~~Subsequent Events~~ ~~and for~~on the ~~reasons described below.~~commercial airline industry. As the impact of the COVID-19 pandemic on the economy and the Company's operations continues to evolve, the Company and management will continue to assess and actively manage liquidity needs.

Cash and cash equivalents was $0.3 million at March 31, 2021 and $0.4 million at September 30, 2020. At March 31, 2021, the majority of the Company’s cash and cash equivalents were in the possession of its non-U.S. subsidiaries. Distributions from the Company's non-U.S. subsidiaries to the Company may be subject to adverse tax consequences.

Operating Activities

The Company’s operating activities provided $5.8 million of cash in the first six months of fiscal 2021, compared with usage of cash of $0.4 million in the first six months of fiscal 2020. The cash provided in fiscal 2021 was primarily due to net income of $1.5 million and a $3.2 million decrease in working capital, and by $1.1 million in non-cash items, such as gain on insurance recovery and deferred income taxes, depreciation and amortization, equity based compensation, and LIFO effect. The cash provided from working capital was primarily due to decrease in receivables due to customer collections and decreased sales.

The Company’s operating activities used $0.4 million of cash in the first six months of fiscal ~~2020, compared with providing cash of $5.0 million in the first six months of fiscal 2019.~~2020. The cash used by operating activities in the first six months of fiscal 2020 was primarily due to the use in working capital of $5.1 million (increase in inventory of $2.9 million, $2.2 million in contract assets, net accruals of $1.2 million partially offset by a $1.5 million decrease in receivables) partially offset by net income of $1.9 million

and by $2.8 million of non-cash items such as depreciation and amortization of $3.8 million, offset by $1.0 million of other ~~non-cash~~noncash items, such as ~~equity based compensation, deferred income taxes and LIFO effect.~~gain on insurance recovery. The use of cash from working capital was primarily due to increase in inventories to support orders in the second half of fiscal 2020 and payments to suppliers and disbursements related to the fire recovery, partially offset by decreased receivables resulting from improved collections.

~~The Company's operating~~

Investing Activities

Cash used for investing activities ~~provided $4.9~~was $1.3 million ~~of cash~~ in the first six months of fiscal ~~2019. The cash provided by operating activities in the first six months~~2021, which includes $4.1 million of ~~fiscal 2019 was primarily due to non-cash items of $2.6 million, such as depreciation and amortization of $3.8 million offset by a gain~~insurance recovery on ~~insurance proceeds received for~~ the damaged property ~~of $1.2 million, a net gain on sale of~~related to the Alliance building and other assets of $0.3 million and other non-cash items, such as equity based compensation, deferred income taxes and LIFO effect, and a net source of working capital of $4.9 million, partially offset by a net loss of $2.5 million. The cash used for working capital was primarily due to decreased receivables due to collections, partially offset by timing of payments to suppliers.

~~Investing Activities~~

~~Cash used by investing activities was~~fire at the Orange location, compared with $0.1 million in the first six months of fiscal ~~2020, which includes $4.5~~2020. Capital expenditures were $5.4 million, of ~~insurance proceeds received due~~which $3.6 million related to the continued restoration of the Orange location ~~fire, compared with cash used by investing activities~~as a result of ~~$1.2 million in~~ the ~~first six months of fiscal 2019.~~fire. In addition to the ~~$4.6~~$5.4 million ~~expended~~spent for capital expenditures during the first six months of fiscal ~~2020, $3.9~~2021, $1.6 million was committed for future capital expenditures as of March 31, ~~2020.~~2021. The Company anticipates that the remaining total fiscal ~~2020~~2021 capital expenditures will be within the range of ~~$4.5~~$1.5 million to ~~$6.5~~$2.0 million (exclusive of fire related expenditures) and will relate principally to the further enhancement of production and product offering capabilities and operating cost reductions. Separate from the ~~range provided,~~amounts given above, the Company anticipates incurring additional costs in fiscal ~~2020~~2021 of approximately ~~$5.0~~$1.0 million to ~~$7.0~~$1.5 million in capital expenditures at the Orange location as the result of the fire and resulting damage that took place. These costs are expected to be offset by the insurance proceeds approximately of which $6.8 million of insurance proceeds have been received as of March 31, 2020. Of the proceeds received, $4.5 million have been used towards capital expenditures and the remaining $2.3 million received is offsetting operating costs.previously received.

Financing Activities

Cash used by financing activities was $4.6 million in the first six months of fiscal 2021, compared with cash provided by financing activities ~~was~~of $0.5 million in the first six months of fiscal ~~2020, compared~~2020.

As discussed in Note 5, Debt, the Company amended the Credit Agreement and the Export Agreement on February 19, 2021. The combined maximum borrowings remain unchanged at $35.0 million. The Fifth Amendment (the "Fifth Amendment") to the Credit Agreement (as amended, the "Credit Agreement") consists of a senior secured revolving credit facility with ~~cash used by financing activities~~a maximum borrowing $28.0 million, previously $30.0 million. The revolving commitment through the First Amendment (the "First Amendment") of ~~$3.2~~the Export Credit Agreement, which lends amounts to the Company on foreign receivables increases its revolving commitment from $5.0 million to $7.0 million. The Fifth Amendment, among other things, extends the maturity date from August 6, 2021 to February 19, 2024.

The Company had net repayments to the revolver under the Credit Agreement of $5.1 million in the first six months of fiscal ~~2019.~~

~~The Company had made repayments of $0.6 million of long-term debt, which $0.5 million were from the Company's foreign term loan,~~2021 compared with ~~repayments of $0.7 million in the comparable period.~~

~~In August 2018, the Company entered into an asset-based Credit Agreement ("Credit Agreement") and Security Agreement ("Security Agreement") with a lender. See Note 5,~~ ~~Debt,~~ ~~of the consolidated condensed statements for further discussion related to the Credit Agreement and the First, Second, Third and Fourth Amendment to the Credit Agreement.~~

~~The Company had~~ net borrowings ~~from the revolver under the Credit Agreement~~ of $1.6 million in the first six months of fiscal ~~2020, compared with net repayments of $2.6 million in the first six months of fiscal 2019.~~2020.

As the Company’s Credit Agreement is asset-based, sustained significant decrease in revenue in the U.S. or excessive aging of the underlying receivables as a result of the impact of the COVID-19 pandemic could materially affect the collateral capacity limitation on the availability under the Credit Agreement and could impact our ability to comply with covenants in our Credit Agreement.

Under the Company's Credit Agreement, the Company is subject to certain customary loan covenants regarding availability as discussed in Note 5, Debt. The availability at March 31, ~~2020~~2021 was ~~$8.0~~$18.1 million. If availability had fallen short, the Company would be required to meet the fixed charge coverage ratio ("FCCR") covenant, which must not be less than 1.1 to 1.0. In the event of a default, we may not be able to access our revolver, which could impact the ability to fund working capital needs, capital expenditures and invest in new business opportunities. Because the availability was greater than the ~~10%~~10.0% of the Revolving Commitment as of March 31, ~~2020,~~2021, the FCCR calculation was not required.

As the Company’s Credit Agreement is asset-based, a sustained significant decrease in revenue in the U.S. or excessive aging of the underlying receivables and inventory as a result of the impact of the COVID-19 pandemic could materially affect the collateral capacity limitation of the availability under the Credit Agreement and could impact our ability to comply with covenants in our Credit Agreement.

Future cash flows from the Company’s operations may be used to pay down amounts outstanding under the Credit Agreement and its foreign related debts. The Company believes it has adequate cash/liquidity available to finance its operations from the combination of (i) the Company’s expected cash flows from operations and (ii) funds available under the Credit Agreement for its domestic ~~locations and (iii) subsequent to quarter end, funds received pursuant to the Paycheck Protection Program Loan.~~locations. The Company ~~continues~~was previously able to ~~seek alternatives with its lenders and other potential partners to refinance~~defer payments for certain debt obligations at its Maniago location to provide Maniago with ~~sufficient future~~ liquidity. If Maniago is unsuccessful in obtaining additional financing, it may experience certain challenges in meeting certain obligations. This foreign debt is collateralized by Maniago’s assets. The U.S. operations of the Company have not pledged any assets as collateral or guaranteed Maniago’s debt. The consolidated condensed financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of the Maniago assets or the amounts and classifications of the Maniago liabilities that may result from the outcome of this uncertainty. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan will provide adequate liquidity to finance Maniago operations.

Additionally, the ~~tightening~~credit and capital markets has seen significant volatility during the course of the pandemic. Tightening of the credit market and standards, as well as capital market volatility, could negatively impact our ability to obtain additional debt financing on terms equivalent to our existing Credit Agreement, in the event the Company seeks additional liquidity sources as

a result of the continued impact of COVID-19. Capital market uncertainty and volatility, together with the Company’s market capitalization and status as a smaller reporting company could also negatively impact our ability to obtain equity financing.

~~C. Critical Accounting Policies and Estimates~~

The Company's disclosures of critical accounting policies in its Annual Report on Form 10-K for the year ended September 30, 2019 have not materially changed since that report was filed, except for the following:

~~Effective October 1, 2019, the Company adopted ASC 842~~ ~~Leases~~ ("Topic 842"). Prior to the adoption of Topic 842, operating leases were maintained as off balance sheet arrangements. Under the transition method selected by the Company, leases that are not short-term in nature existing at, or entered on October 1, 2019 were required to be recognized and measured. Prior period amounts were not adjusted and continue to be reflected with the Company's historical accounting.

The Company determines if a contract contains a lease when the contract conveys the right to control the use of identified assets for a period in exchange for consideration. Upon identification and commencement of a lease, the Company establishes a right of use ("ROU") asset and a lease liability. Operating leases are included in ROU assets, short-term operating lease liabilities, and long-term operating lease liabilities on the consolidated condensed balance sheets. Finance leases are included in property, plant, and equipment, current maturities of long-term debt and long-term debt on the consolidated condensed balance sheets.

The total lease term is determined by considering the initial lease term per the lease agreement, which is adjusted to include any renewal options that the Company is reasonably certain to exercise as well as any period that the Company has control before the stated initial term of the agreement. If the Company determines there exists a reasonable certainty of exercising termination or early buyout options, then the lease terms are adjusted to account for these facts.

ROU assets and liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at commencement date in determining the present value of the future payments. Lease expense for operating leases is recognized on a straight-line basis over the lease term, while the expense for finance leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition. A lease asset and lease liability are not recorded for leases with an initial term of 12 months or less and the lease expense related to these leases is recognized as incurred over the lease term.

D. Impact of Recently Issued Accounting Standards

In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" and subsequent updates. ASU 2016-13 changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The new guidance will replace the current incurred loss approach with an expected loss model. The new expected credit loss impairment model will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt instruments, net investments in leases, loan commitments and standby letters of credit. Upon initial recognition of the exposure, the expected credit loss model requires entities to estimate the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses should consider historical information, current information and reasonable and supportable forecasts, including estimates of prepayments. Financial instruments with similar risk characteristics should be grouped together when estimating expected credit losses. ASU 2016-13 does not prescribe a specific method to make the estimate, so its application will require significant judgment. ASU 2016-13 is effective for public companies in fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. However, in November 2019, the FASB issued ASU 2019-10, "Financial Instruments - Credit Loss (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842)," which defers the effective date for public filers that are considered smaller reporting companies ("SRC"), as defined by the Securities and Exchange Commission, to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Because SIFCO is considered a SRC, the Company does not need to implement until October 1, 2023. The Company will continue to evaluate the effect of adopting ASU 2016-13 will have on the Company's results within the consolidated condensed statements of operations and financial condition.

In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" was issued to (i) reduce the complexity of the standard by removing certain exceptions to the general principles in Topic 740 and (ii) improve consistency and simplify other areas of Topic 740 by clarifying and amending existing guidance. This ASU is effective ~~for fiscal years and interim periods within those fiscal years,~~ beginning ~~after December 15, 2020.~~October 1, 2021. The Company is currently in the process of evaluating the impact of adoption of the rules on the Company's financial condition, results of operations and disclosure.

~~E. Recently Adopted Accounting Standards~~

~~For recently adopted accounting standards refer to Note 1,~~ ~~Summary of Significant Accounting Policies - Recently Adopted Accounting Standards~~ ~~for further detail.~~

Item 4. Controls and Procedures

As defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), disclosure controls and procedures are controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported on a timely basis, and that such information is accumulated and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. The Company’s disclosure controls and procedures include components of the Company’s internal control over financial reporting. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Management of the Company, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e) as of March 31, ~~2020~~2021 (the “Evaluation Date”). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures were not effective, as a result of the continuing existence of the material weakness in the Company's internal controls over financial reporting described in Item 9A of the Company's ~~2019~~2020 Annual Report on Form 10-K.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected and corrected on a timely basis.

The following material weakness related to our control environment existed as of March 31, ~~2020.~~2021.

~~Key~~•Insufficient review of specific controls ~~around segregation of duties~~associated with revenue, inventory, income taxes, and ~~periodic access reviews within IT general and application controls for~~other matters at the ~~Cleveland operation were not designed or operating effectively.~~Maniago location.

The control environment deficiencies described above could have resulted in a failure to prevent or detect a material misstatement in our financial statements due to the omission of information or inappropriate conclusions regarding information required to be recorded, processed, summarized, and reported in the Company’s SEC reports. Notwithstanding the identified material weakness,

management believes the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q fairly represent in all material respects our financial condition, results of operations and cash flows at and for the periods presented in accordance with U.S. GAAP.

Remediation Plan for Material Weakness in Internal Control over Financial Reporting

Management and the Company's Board of Directors are committed to improving the Company's overall system of internal controls over financial reporting.

To address the material weakness identified in our control environment, the Company is taking the following actions to remediate the material weakness:

~~Implement a robust security and access reviews at a level of precision necessary to ensure they are timely and appropriate. The Company is making progress by utilizing external assistance.~~ •Using a risk-based approach, management will implement ~~detective~~additional monitoring controls through increased oversight and ~~monitoring business process~~training local management to execute additional controls in detecting material errors.

•External resources with specialized knowledge and expertise, where appropriate, are being engaged and utilized and additional review controls are being instituted to ~~further mitigate IT risks over financial reporting.~~prevent and detect material errors on a timely basis.

With the oversight of senior management and the Company's Board of Directors, the Company continues to take steps and additional measures to remediate the underlying causes of the identified material weakness, including but not limited to (i) ~~evaluating our information technology systems or invest~~engaging subject matter experts on an as need basis to assist management in ~~improvements to our technology sufficient to generate~~generating accurate, transparent, and timely financial information, and (ii) continue to strengthen organizational structure byincluding holding individuals accountable for their internal control responsibilities.

Although we continue to make meaningful progress on our remediation plan during fiscal year ~~2020,~~2021, we cannot estimate how long it will take to complete the process or the costs of actions required. There is no assurance that the aforementioned plans will be sufficient and that additional steps may not be necessary.

Changes in Internal Control over Financial Reporting and other Remediation

No material changes in our internal control over financial reporting (as defined in Rules 13a‑15(f) and 15d‑15(f) under the Exchange Act) occurred during the period covered by this Quarterly Report on Form 10‑Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Part II. Other Information

Items 1A, 2, 3, 4 and 5 are not applicable or the answer to such items is negative; therefore, the items have been omitted and no reference is required in this Quarterly Report.

Item 1. Legal Proceedings

In the normal course of business, the Company may be involved in ordinary, routine legal actions. The Company cannot reasonably estimate future costs, if any, related to these matters and does not believe any such matters are material to its financial condition or results of operations. The Company maintains various liability insurance coverages to protect its assets from losses arising out of or involving activities associated with ongoing and normal business operations; however, it is possible that the Company’s future operating results could be affected by future costs of litigation. For a more information regarding our outstanding material legal proceedings, see Note 10, Commitments and Contingencies.

~~Item 1A. Risk Factors~~

The Company is subject to various risks and uncertainties, including, without limitation, (1) the impact on business conditions in general, and on the demand for products in the A&E industries in particular, of the global economic outlook, including the continuation of military spending at or near current levels and the availability of capital and liquidity from banks and other providers of credit; (2) the future business environment, including capital and consumer spending; (3) competitive factors, including the ability to replace business that may be lost; (4) metals and commodities price increases and the Company’s ability to recover such price increases; (5) successful development and market introduction of new products and services; (6) continued reliance on consumer acceptance of regional and business aircraft powered by more fuel efficient turbine engines; (7) continued reliance on military spending, in general, and/or several major customers, in particular, for revenues; (8) the impact on future contributions to the Company’s defined benefit pension plans due to changes in actuarial assumptions, government regulations and the market value of plan assets; (9) stable governments, business conditions, laws, regulations and taxes in economies where business is conducted; (10) the ability to successfully integrate businesses that may be acquired into the Company’s operations; and (11) extraordinary or force majeure events affecting the business or operations of our business, any of which could have a material effect on us. Investors should consider the risks described below and all of the other information set forth in this Quarterly Report

on Form 10-Q, including our unaudited condensed consolidated financial statements and the related notes and “Management's Discussion and Analysis of Financial Condition and Results of Operations,” in evaluating our business and prospects. If any of the risks described herein occurs, our business, financial condition or results of operations could be negatively affected. Additional risks and uncertainties, including risks not currently known or that are currently deemed immaterial may also adversely affect our business financial conditions or results of operations.

~~Our business is subject to risks associated with widespread public health crises, including the current COVID-19 pandemic.~~

In March 2020, the outbreak of COVID-19 was recognized as a pandemic by the World Health Organization, and the outbreak subsequently became increasingly widespread in the United States and other countries in which we operate. While we are actively monitoring the pandemic and taking steps to mitigate the risks posed by its spread, there is no guarantee that our efforts will mitigate the adverse impacts of COVID-19 or will be effective. Uncertain factors relating to the COVID-19 pandemic include the duration of the outbreak, the severity of the disease, and the actions, or perception of actions that may be taken, to contain or treat its impact, including declarations of states of emergency, business closures, manufacturing restrictions and a prolonged period of travel, commercial and/or other similar restrictions and limitations.

The pandemic is affecting and is expected to continue to affect certain elements of our operations and business. We have experienced operational interruptions as a result of COVID-19, including the temporary suspension of operations at our facilities in Maniago, Italy. However, these operational interruptions are not expected to have a material impact on our consolidated results of operations.

We have begun to experience and expect to continue to experience unpredictable changes in demand from the markets we serve. The A&D industries have been negatively impacted by the COVID-19 pandemic as a result of various restrictions on air travel and concern regarding air travel during a pandemic. These factors have caused reductions in demand for commercial aircraft, which will adversely impact our net sales and operating results and may continue to do so for an extended period of time. Further, an overall reduction in business activity as a result of the disruption has led to a continued softening of the energy market. If the pandemic continues and conditions worsen, we may experience additional adverse impacts on our operations, costs, customer orders, and collections of accounts receivable, which may be material. While we are unable to predict the magnitude of the impact of these factors at this time, the loss of, or significant reduction in, purchases by our large customers could have a material adverse effect on our business, financial condition, and results of operations.

Additionally, the pandemic could lead to an extended disruption of economic activity whereby the impact on our consolidated results of operations, financial position and cash flows could be material. While the potential economic impact brought by and the duration of the coronavirus outbreak may be difficult to assess or predict, a widespread pandemic could result in significant or sustained disruption of global financial markets, reducing our ability to access capital, which could in the future negatively affect our liquidity. In addition, while we believe we have taken appropriate steps to maintain a safe workplace to protect our employees from contracting and spreading the coronavirus, we may not be able to prevent the spread of the virus among our employees, face litigation or other proceedings making claims related to unsafe working conditions, inadequate protection of our employees or other claims. Any of these claims, even if without merit, could result in costly litigation or divert management's attention and resources. Furthermore, we may face a sustained disruption to our operations due to one or more of the factors described above.

The impact of the COVID-19 pandemic may also exacerbate other risks and uncertainties the Company faces or may face. The impact depends on the severity and duration of the current COVID-19 pandemic and actions taken by governmental authorities and other third parties in response, each of which is uncertain, rapidly changing and difficult to predict.

Item 6. (a) Exhibits

The following exhibits are filed with this report or are incorporated herein by reference to a prior filing in accordance with Rule 12b-32 under the Securities and Exchange Act of 1934 (Asterisk denotes exhibits filed with this report.)



Exhibit No.						Description
2.1						Stock Purchase Agreement between Riello Investimenti Partners SGR S.p.A., Giorgio Visentini, Giorgio Frassini, Giancarlo Sclabi and Matteo Talmassons and SIFCO Italy Holdings S.R.L (a wholly-owned subsidiary of SIFCO Industries Inc.) dated March 16, 2015 filed as Exhibit 2.1 to the Company’s Form 8-K dated July 2, 2015, and incorporated herein by reference


2.2
~~2.2~~	Amendment to the Stock Purchase Agreement Riello Investimenti Partners SGR S.p.A., Giorgio Visentini, Giorgio Frassini, Giancarlo Sclabi and Matteo Talmassons and SIFCO Italy Holdings S.R.L (a wholly-owned subsidiary of SIFCO Industries Inc.) dated June 30, 2015 filed as Exhibit 2.2 to the Company’s Form 8-K dated July 2, 2015, and incorporated herein by reference
3.1		Third Amended Articles of Incorporation of SIFCO Industries, Inc., filed as Exhibit 3(a) of the Company’s Form 10-Q dated March 31, 2002, and incorporated herein by reference
3.2		SIFCO Industries, Inc. Amended and Restated Code of Regulations dated January 28, 2016, filed as Exhibit 3.2 of the Company’s Form 10-K dated September 30, 2015, and incorporated herein by reference
9.1		Voting Trust Agreement dated January 31, 2013, filed as Exhibit 9.1 to the Company’s Form 10-Q dated February 11, 2013 and incorporated herein by reference
9.2		Voting Trust Extension Agreement dated January 15, 2015, filed as Exhibit 9.2 to the Company's Form 10-Q dated February 3, 2015 and incorporated herein by reference
9.3		Voting Trust Agreement dated January 31, 2017, filed as Exhibit 9.3 to the Company's Form 10-Q dated December 31, 2016 and incorporated herein by reference
9.4		Voting Trust Extension Agreement dated January 18, 2019, filed as Exhibit 9.4 to the Company's Form 10-Q dated February 14, 2019, and incorporated herein by reference
~~10.1~~9.5		Voting Trust Extension Agreement dated January 27, 2021, filed as Exhibit 9.5 to the Company's Form 10-Q dated February 5, 2021, and incorporated herein by reference
10.1		SIFCO Industries, Inc. 2007 Long-Term Incentive Plan, filed as Exhibit A of the Company’s Proxy and Notice of 2008 Annual Meeting to Shareholders dated December 14, 2007, and incorporated herein by reference
10.2		Letter Agreement between the Company and Jeffrey P. Gotschall, dated August 12, 2009 filed as Exhibit 10.1 of the Company’s Form 8-K dated August 12, 2009 and incorporated herein by reference
10.3		Amendment No. 1 to the SIFCO Industries, Inc. 2007 Long-Term Incentive Plan, filed as Exhibit A of the Company’s Proxy and Notice of 2011 Annual Meeting to Shareholders dated December 15, 2010, and incorporated herein by reference
10.4		Change in control Agreement and Separation Agreement between the Company and Peter W. Knapper, effective June 29, 2019, filed as Exhibit 10.1 to the Company's Form 8-K dated July 1, 2019 and incorporated herein by reference.
10.5		Form of SIFCO Industries, Inc. Long-term incentive plan performance share award, filed as Exhibit 10.6 to the Company's Form 10-Q dated May 16, 2016, and incorporated herein by reference
10.6		Form of SIFCO Industries, Inc. Long-term incentive plan restricted share award, filed as Exhibit 10.7 to the Company's Form 10-Q dated May 16, 2016, and incorporated herein by reference
10.7		Award agreement between the Company and Peter W. Knapper, dated June 16, 2016, effective June 29, 2016, filed as Exhibit 10.1 to the Company's Form 8-K dated June 17, 2016, and incorporated herein by reference
~~10.8~~	Credit Agreement, dated August 8, 2018, by and among SIFCO Industries, Inc. and Lender named therein and J.P. Morgan Chase Bank, N.A., filed as Exhibit 10.12 to the Company's Form 10-Q dated August 9, 2018, and incorporated herein by reference
~~10.9~~10.8		Amendment and Restatement to the SIFCO Industries, Inc. 2007 Long-Term Incentive Plan, filed as Exhibit A of the Company’s Proxy and Notice of 2017 Annual Meeting to Shareholders dated December 6, 2016, and incorporated herein by reference
~~10.10~~10.9		Form of SIFCO Industries, Inc. Long-term incentive plan performance share award, filed as Exhibit 10.14 to the Company's Form 10-Q dated January 31, 2017, and incorporated herein by reference
~~10.11~~10.10		Form of SIFCO Industries, Inc. Long-term incentive plan restricted share award, filed as Exhibit 10.15 to the Company's Form 10-Q dated January 31, 2017, and incorporated herein by reference
~~10.12~~10.11		Form of SIFCO Industries, Inc. Long-term incentive plan restricted share award, filed as Exhibit 10.16 to the Company's Form 10-Q dated January 31, 2017, and incorporated herein by reference


~~10.13~~10.12		Amended and Restated Relocation Agreement, dated February 15, 2018, by and between SIFCO Industries, Inc. and Peter Knapper, filed as Exhibit 10.1 to the Company's Form 8-K dated February 15, 2018, and incorporated herein by reference
~~10.18~~	Change in Control Agreement and Separation Agreement between the Company and Thomas R. Kubera, effective June 29, 2019, filed as Exhibit 10.2 to the Company's Form 8-K dated July 1, 2019 and incorporated herein by reference
~~10.19~~10.13		First Amendment to Credit Agreement, dated November 5, 2018, by and among SIFCO Industries, Inc., T&W Forge, LLC., Quality Aluminum Forge, LLC., and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.1 to the Company's Form 8-K dated November 8, 2018, and incorporated herein by reference


10.14
~~10.20~~	Economic Development Administration Title IX Loan Agreement, dated November 8, 2018, by and between the City of Cleveland and SIFCO Industries, Inc., filed as exhibit 10.2 to the Company's Form 8-K dated November 8, 2018, and incorporated herein by reference
~~10.21~~10.15		Second Amendment to Credit Agreement, dated December 17, 2018, by and among SIFCO Industries, Inc., T&W Forge, LLC., Quality Aluminum Forge, LLC., and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.2 to the Company's Form 8-K dated December 19, 2018, and incorporated herein by reference
~~10.22~~10.16		Export Credit Agreement, dated December 17, 2018, by and among SIFCO Industries, Inc., T & W Forge, LLC, Quality Aluminum Forge, LLC, and JPMorgan Chase Bank, N.A., a national banking association filed as Exhibit 10.1 to the Company's Form 8-K dated December 19, 2018 and incorporated herein by reference
~~10.23~~10.17		Third Amendment to Credit Agreement, dated March 29, 2019, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC., and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.19 to the Company's Form 10-Q dated May 10, 2019
~~10.24~~10.18		Fourth Amendment to Credit Agreement, dated ~~March 29,~~September 20, 2019, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC., and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.1 to the Company's Form 8-K dated September 24, 2019, and incorporated herein by reference.
~~10.25~~10.19		First Amendment to the SIFCO Industries, Inc. 2007 Long-Term Incentive Plan (Amended and Restated as of November 16, 2016) filed as Exhibit A of the Company’s Definitive Proxy Statement dated December 16, 2019, and incorporated herein by reference.
~~10.26~~10.20		Promissory Note, dated April 10, 2020, by and between SIFCO Industries, Inc. and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.1 to the Company's Form 8-K dated April 13, 2020, and incorporated herein by reference.
~~14.1~~10.21		Form of SIFCO Industries, Inc. Long-term incentive plan restricted share award, filed as Exhibit 10.21 to the Company's Form 10-K dated December 23, 2020, and incorporated herein by reference
10.22		Fifth Amendment to Credit Agreement, dated February 19, 2021, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC., and JPMorgan Chase Bank, N.A., a national banking association, filed as exhibit 10.1 to the Company's Form 8-K dated February 22, 2021, and incorporated herein by reference.
10.23		First Amendment to Export Credit Agreement, dated February 19, 2021, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC, and JPMorgan Chase Bank, N.A., a national banking association filed as Exhibit 10.2 to the Company's Form 8-K dated February 22, 2021, and incorporated herein by reference
14.1		Code of Ethics, filed as Exhibit 14.1 of the Company’s Form 8-K dated February 6, 2018, and incorporated herein by reference
*31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) / 15d-14(a)
*31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) / 15d-14(a)
*32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350
*32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350
*101		The following financial information from SIFCO Industries, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, ~~2020~~2021 filed with the SEC on May ~~12, 2020,~~6, 2021, formatted in XBRL includes: (i) Consolidated Condensed Statements of Operations for the fiscal periods ended March 31, ~~2020~~2021 and ~~2019,~~2020, (ii) Consolidated Condensed Statements of Comprehensive Income for the fiscal periods ended March 31, ~~2020~~2021 and ~~2019,~~2020, (iii) Consolidated Condensed Balance Sheets at March 31, ~~2020~~2021 and September 30, ~~2019,~~2020, (iv) Consolidated Condensed Statements of Cash Flow for the fiscal periods ended March 31, ~~2020~~2021 and ~~2019,~~2020, (iv) Consolidated Condensed Statements of Shareholders' Equity for the periods March 31, ~~2020~~2021 and ~~2019,~~2020, and (v) the Notes to the Consolidated Condensed Financial Statements.
*104		Cover Page Interactive Data File: the cover page XBRL tags are embedded within the Inline XBRL document and are contained with Exhibit 101

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.


			SIFCO Industries, Inc.
			(Registrant)

		~~SIFCO Industries, Inc.~~
	~~(Registrant)~~

Date: May ~~12, 2020~~6, 2021		/s/ Peter W. Knapper
			Peter W. Knapper
			President and Chief Executive Officer
			(Principal Executive Officer)

Date: May ~~12, 2020~~6, 2021			/s/ Thomas R. Kubera
			Thomas R. Kubera
			Chief Financial Officer
			(Principal Financial Officer)



	Six Months Ended March 31, 2019
	Common					Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Shareholders’ Equity
	Shares		Amount			Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Shareholders’ Equity
Balance - September 30, 2018	5,690		$	5,690		$	10,031		$	37,097		$	(8,629	)	$	44,189

Cumulative effect for the adoption of ASC 606	—		—			—			3,598			—			3,598
Comprehensive loss	—		—			—			(2,540		)	(372		)	(2,912		)
Share retirement	(21	)	(21		)	—			(41		)	—			(62		)
Performance and restricted share expense	—		—			446			—			—			446
Share transactions under equity based plans	104		104			(124		)	—			—			(20		)
Balance - March 31, 2019	5,773		$	5,773		$	10,353		$	38,114		$	(9,001	)	$	45,239



	Three Months Ended March 31, 2019
	Common					Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Shareholders’ Equity
	Shares		Amount			Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Shareholders’ Equity
Balance - December 31, 2018	5,736		$	5,736		$	10,221		$	39,413		$	(8,949	)	$	46,421

Comprehensive loss	—		—			—			(1,258		)	(52		)	(1,310		)
Share retirement	(21	)	(21		)	—			(41		)	—			(62		)
Performance and restricted share expense	—		—			208			—			—			208
Share transactions under equity based plans	58		58			(76		)	—			—			(18		)
Balance - March 31, 2019	5,773		$	5,773		$	10,353		$	38,114		$	(9,001	)	$	45,239



	Three Months Ended March 31, 2020		Six Months Ended March 31, 2020
Lease expense
Finance lease expense:
Amortization of right-of use assets on finance leases	$	14	27
Interest on lease liabilities	1		3
Operating lease expense:	543		1,079
Variable lease cost:	39		79
Total lease expense	$	597	$	1,188




Contract liabilities (included within Accrued liabilities) - Beginning balance, October 1, 2019	$	(382	)
Payments received in advance of performance obligations	—
Performance obligations satisfied	382
Contract liabilities (included within Accrued liabilities) - Ending balance, March 31, 2020	$	—



Balance sheet (Other receivables):

September 30, 2019		$	3,500
	Cash proceeds	(6,787		)
	Capital expenditures (equipment)	1,000
	Other expenses	1,372
	Business interruption	915
March 31, 2020		$	—



	Six Months Ended March 31, 2020
	Balance without insurance proceeds			Insurance recoveries			Balance with insurance proceeds
Cost of goods sold	49,430			(2,287		)	47,143
Gain on insurance proceeds received	—			(1,000		)	(1,000		)
Net income (loss)	$	(1,368	)	$	(3,287	)	$	1,919



	Three Months Ended March 30, 2020
	Balance without insurance proceeds		Insurance recoveries			Balance with insurance proceeds
Cost of goods sold	25,377		(1,117		)	24,260
Gain on insurance proceeds received	—		(1,000		)	(1,000		)
Net income (loss)	$	1,143	$	(2,117	)	$	3,260


~~11.~~	~~Subsequent Events~~Total Claim
Property & damage **	$	20,364
Extra expense & mitigation expense	4,404
Business interruption	2,932
	$	27,700



(Dollars in millions)	Six Months Ended March 31,				Increase/ (Decrease)
Net Sales	2020		2019		Increase/ (Decrease)
Aerospace components for:
Fixed wing aircraft	$	25.4	$	26.4	$	(1.0	)
Rotorcraft	13.6		12.2		1.4
Energy components for power generation units	6.1		8.5		(2.4		)
Commercial product and other revenue	11.6		9.4		2.2
Total	$	56.7	$	56.5	$	0.2