SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT OF
FOREIGN ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For the
month of January 2011
HIGHWAY HOLDINGS
LIMITED
(Translation
of Registrant's Name Into English)
Suite
810, Level 8
Landmark
North
39 Lung
Sum Avenue
Sheung
Shui
New Territories, Hong
Kong
(Address
of Principal Executive Offices)
(Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
Form
20-F x Form
40-F o
(Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes o No x
(If "Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-_______________.)
Attached
to this Report on Form 6-K are the press releases issued by the registrant on
January 24, 2011 and January 31, 2011.
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.
|
HIGHWAY
HOLDINGS LIMITED
|
|||
|
Date: January
31, 2011
|
By:
|
/s/ ROLAND W. KOHL | |
| Roland W. Kohl | |||
| Chief Executive Officer | |||
 |
NEWS
RELEASE
|
|
CONTACT:
|
Gary
S. Maier
Maier
& Company, Inc.
(310)
442-9852
|
HIGHWAY
HOLDINGS APPOINTS DELOITTE TOUCHE TOHMATSU
AS NEW AUDITOR
HONG KONG – January 24, 2011 -- Highway
Holdings Limited (Nasdaq:HIHO) today announced
it has appointed Deloitte Touche Tohmatsu, Hong Kong, as the company’s
independent auditor,
succeeding California-based AGCA, Inc.
Deloitte
Touche Tohmatsu, Hong Kong, had been Highway Holdings’ previous auditor since
1995 prior to the appointment of AGCA in 2009. AGCA resigned
following the disassociation with its Hong
Kong-based affiliated auditing firm.
“The
re-appointment of Deloitte Touche offers a seamless transition and a
well-respected professional
organization to support the company’s development at an exciting period in the
company’s history,” said Roland Kohl, president and chief executive officer of
Highway Holdings.
This decision was adopted by the audit
committee and ratified by the board of directors of the company.
The
company had no disagreements with AGCA, whether or not resolved, on any matter
of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which, if not resolved to the satisfaction of AGCA, would have caused
it to make reference to the subject matter of the disagreement in connection
with its report. No report of AGCA on the financial statements of the
company for past fiscal year contained an adverse opinion or disclaimer of
opinion or was modified as to audit scope or accounting principles.
About
Highway Holdings
Highway
Holdings produces a wide variety of high-quality products for blue chip original
equipment
manufacturers -- from simple parts and components to sub-assemblies. It also
manufactures finished
products, such as light fixtures, LED lights, radio chimes and other electronic
products. Highway Holdings’ manufacturing facilities are located in Shenzhen in
the People's Republic of China.
Except for the historical
information contained herein, the matters discussed in this press release are
forward-looking statements which involve risks and uncertainties, including but
not limited to economic, competitive, governmental, political and technological
factors affecting the company's revenues, operations, markets, products and
prices, and other factors discussed in the company’s various filings with the
Securities and Exchange Commission, including without limitation the company’s
annual reports on Form 20-F.
# # #
|
NEWS
RELEASE
|
|
CONTACT:
|
Gary
S. Maier
Maier
& Company, Inc.
(310)
442-9852
|
HIGHWAY
HOLDINGS REPORTS STRONG FISCAL 2011 THIRD QUARTER RESULTS
--Net
Income Up 59 Percent--
HONG KONG —January 31, 2011 — Highway Holdings Limited
(Nasdaq:HIHO) today reported solid
results for its third fiscal quarter ended December 31, 2010, reflecting
continued sales momentum and increased profitability.
Net
income for the fiscal 2011 third quarter climbed 59 percent to $407,000, or
$0.11 per diluted share, from $256,000, or $0.07 per diluted share, in the third
quarter a year earlier. Net sales for the same period increased 51.4 percent to
$9.0 million from $5.9 million a year ago.
Net
income for the nine-month period of fiscal 2011 increased more than three-fold
to $861,000, or $0.23 per diluted share, from $259,000, or $0.07 per
diluted share, a year earlier. Net sales for the nine months ended
December 31, 2010 increased 48 percent to $23.3 million from $15.8 million in
the comparable period a year earlier.
“Results
for the quarter reflect the benefits of an improving business environment, as
our major customers have become more confident in the sustainability of the
global economic recovery and have increased their production orders,” said
Roland Kohl, chairman, president and chief executive officer of Highway
Holdings.
He
noted that sales also increased due to the previously announced order from a
U.S.-based supplier of protective phone cases for a popular mobile
phone. The full ramp-up of the manufacture of the protective cases,
however, has been impacted by expected design changes to meet the requirements
of another major service provider. Kohl added that he expects
production for these protective phone cases to resume in February/March
2011.
Gross
profit for the nine-month period ended December 31, 2010 was 20.5 percent
compared with 20.9 percent a year earlier – reflecting the impact of higher
labor costs, higher raw material costs and the overtime charges incurred to
accommodate the manufacture of the protective phone cases. However,
because of the substantial increase in net sales, the company’s operating income
for the three-month period ended December 31, 2010 increased to $481,000 from
$306,000 in the prior year, and the nine-month operating income in 2010
increased to a profit of $951,000 from a loss of $33,000 in 2009.
Kohl
noted that previous projected higher operating income was realized mainly due to
price increases to customers. He added that labor force shortages
during the past two months and rampant local inflation will put further pressure
on labor costs and consequently on operating margins, which may lead to higher
customer pricing. Kohl emphasized that the company’s focus on
increasing operating efficiency through automation could only partially absorb
the increased payroll. He added that the company invested over $1.0
million during the past 12 months to purchase numerous machinery and equipment
necessary to accommodate strong increases in business and to offset the effects
of the re-emerging labor shortage and higher labor costs.
Highway
Holdings Ltd.
2-2-2
“As a
result of this initiative, Highway Holdings has been able to decrease its
workforce to an average of 1,000 employees,” Kohl said. He noted that
because of the increase in automation, the reduced labor force is now able to
service the same sales turnover as prior to the global economic recession two
years ago when the company employed up to approximately 1,500
people.
The
company intends to continue to further reduce its dependency on production labor
by building and acquiring additional equipment and machinery to reduce labor
dependency and support more advanced product manufacturing.
“Our
previously announced joint venture with a well-established German automation
equipment manufacturer is receiving strong interest from local manufacturers
that are facing similar labor issues,” Kohl said.
Selling,
general and administrative expenses increased by $341,000 for the fiscal
third quarter and $502,000 for the nine-month period – reflecting the impact of
increased salaries and the higher levels of manpower.
Currency
exchange rates negatively affected the company’s net income for the nine-month
period ended December 31, 2010. During the nine-month period in 2009,
the company reported a $340,000 currency exchange gain, compared with a $69,000
exchange loss in 2010.
Kohl
noted the company’s balance sheet remains strong. Despite the high increases in
payroll and material costs and the high investments, the company increased its
cash and restricted cash position – which increased to $8.2 million from $7.1
million at December 31, 2010, or $2.18 per share. The company’s
current ratio was 2.47:1 at December 31, 2010. The total cash and restricted
cash exceeded all liabilities combined by $402,000.
On a
separate matter, Kohl noted that the company has received official notice from
the local government that sub-contracting licensing arrangements in Southern
China will be terminated. Accordingly, the company will have to
change its more than twenty-year business license arrangement and operate
through one or more wholly foreign owned enterprises (WFOE). The
foregoing restructuring must be completed by June 30, 2011. The
termination of these licensing arrangements also affects all other foreign
businesses operating under the same structure, and the local Chinese government
has promised to support the company in the transition to the WFOE ownership
structure. Kohl noted that the company does not currently anticipate
any interruption of its business or any substantial extraordinary expenses
related to operating as a WFOE. However, the actual effects of
operating the company’s business as a WFOE are uncertain, and no assurance can
be given that the conversion will not have a material negative effect on the
company’s future operations or financial condition.
-more-
Highway
Holdings Ltd.
3-3-3
About
Highway Holdings
Highway Holdings produces a wide
variety of high-quality products for blue chip original equipment manufacturers
-- from simple parts and components to sub-assemblies. It also
manufactures finished products, such as LED lights, radio chimes and other
electronic products. Highway Holdings’ manufacturing facilities are
located in Shenzhen in the People’s Republic of China.
Except
for the historical information contained herein, the matters discussed in this
press release are forward-looking statements which involve risks and
uncertainties, including but not limited to economic, competitive, governmental,
political and technological factors affecting the company's revenues,
operations, markets, products and prices, and other factors discussed in the
company’s various filings with the Securities and Exchange Commission, including
without limitation, the company’s annual reports on Form 20-F.
(Financial
Tables Follow)
# # #
-more-
HIGHWAY
HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated
Statement of Income
(Dollars
in thousands, except per share data)
(Unaudited)
|
Three
Months Ended
|
Nine
Months Ended
|
|||||||||||||||
|
December
31,
|
December
31,
|
|||||||||||||||
|
2010
|
2009
|
2010
|
2009
|
|||||||||||||
|
Net
sales
|
$ | 8,998 | $ | 5,941 | $ | 23,285 | $ | 15,775 | ||||||||
|
Cost
of sales
|
7,243 | 4,702 | 18,502 | 12,478 | ||||||||||||
|
Gross
profit
|
1,755 | 1,239 | 4,783 | 3,297 | ||||||||||||
|
Selling,
general and administrative expenses
|
1,274 | 933 | 3,832 | 3,330 | ||||||||||||
|
Operating
income /(loss)
|
481 | 306 | 951 | (33 | ) | |||||||||||
|
Non-operating
items
|
||||||||||||||||
|
Interest
expenses
|
(22 | ) | (8 | ) | (40 | ) | (38 | ) | ||||||||
|
Exchange
gain (loss), net
|
(47 | ) | (8 | ) | (69 | ) | 340 | |||||||||
|
Interest
income
|
1 | (17 | ) | 2 | 6 | |||||||||||
|
Other
income
|
39 | 10 | 72 | 22 | ||||||||||||
|
Total
non-operating income (expenses)
|
(29 | ) | (23 | ) | (35 | ) | 330 | |||||||||
|
Net
income before income tax and non-controlling Interest
|
452 | 283 | 916 | 297 | ||||||||||||
|
Income
taxes
|
(45 | ) | (21 | ) | (77 | ) | (21 | ) | ||||||||
|
Net
Income before non-controlling interest
|
407 | 262 | 839 | 276 | ||||||||||||
|
Less
: Net income attributable to non-controlling Interest
|
0 | (6 | ) | 22 | (17 | ) | ||||||||||
|
Net
income attributable to Highway Holdings Limited
|
$ | 407 | $ | 256 | $ | 861 | $ | 259 | ||||||||
|
Net
Income – basic and diluted
|
||||||||||||||||
|
Net
Income attributable to Highway Holdings Limited
|
$ | 0.11 | $ | 0.07 | $ | 0.23 | $ | 0.07 | ||||||||
|
Weight
average number of shares
|
||||||||||||||||
|
Basic
|
3,772 | 3,747 | 3,772 | 3,747 | ||||||||||||
|
Diluted
|
3,772 | 3,776 | 3,772 | 3,776 | ||||||||||||
HIGHWAY HOLDINGS LIMITED AND
SUBSIDIARIES
Consolidated
Balance Sheet
(In
thousands, except per share data)
|
Dec
31
|
March
31
|
|||||||
|
2010
|
2010
|
|||||||
|
Current assets:
|
||||||||
|
Cash
and cash equivalents
|
$ | 7,463 | $ | 6,279 | ||||
|
Restricted
cash
|
775 | 771 | ||||||
|
Accounts
receivable, net of doubtful accounts
|
3,631 | 3,240 | ||||||
|
Inventories
|
4918 | 3,495 | ||||||
|
Prepaid
expenses and other current assets
|
467 | 507 | ||||||
|
Total
current assets
|
17,254 | 14,292 | ||||||
|
Property,
plant and equipment, (net)
|
2,569 | 2,051 | ||||||
|
Investment
in affiliates
|
1 | 1 | ||||||
|
Intangible
assets, (net)
|
0 | 8 | ||||||
|
Total
assets
|
$ | 19,824 | $ | 16,352 | ||||
|
Current liabilities:
|
||||||||
|
Accounts
payable
|
$ | 4,074 | $ | 2,389 | ||||
|
Short-term
borrowing
|
1,528 | 793 | ||||||
|
Current
portion of long-term debt
|
87 | 251 | ||||||
|
Accrual
payroll and employee benefits
|
766 | 542 | ||||||
|
Other
liabilities and accrued expenses
|
538 | 514 | ||||||
|
Total
current liabilities
|
6,993 | 4,489 | ||||||
|
Long-term
debt – net of current portion
|
696 | 44 | ||||||
|
Deferred
income taxes
|
147 | 147 | ||||||
|
Total
liabilities
|
7,836 | 4680 | ||||||
|
Shareholders' equity:
|
||||||||
|
Common
shares, $0.01 per value
|
38 | 38 | ||||||
|
Additional
paid-in-capital
|
11,243 | 11,289 | ||||||
|
Retained
earnings
|
720 | 461 | ||||||
|
Accumulated
other comprehensive loss
|
(13 | ) | (13 | ) | ||||
|
Treasury
shares, at cost – zero shares as of December 31,2010 and 37,800 shares as
of March 31, 2010 respectively
|
- | (53 | ) | |||||
|
Total
Highway Holdings Limited shareholders’ equity
|
11,988 | 11,722 | ||||||
|
Non-controlling
interest
|
- | (50 | ) | |||||
|
Total
shareholders’ equity
|
11,988 | 11,672 | ||||||
|
Total
liabilities and shareholders' equity
|
$ | 19,824 | $ | 16,352 | ||||