The Company's fiscal year ends on the Saturday nearest to December 31. Fiscal years 2022 and 2021 were each 52 weeks in length. References in this Management's Discussion and Analysis of Financial Condition and Results of Operations to results for "2022" or "fiscal year 2022" mean the fiscal year ended December 31, 2022, and references to results for "2021" or "fiscal year 2021" mean the fiscal year ended January 1, 2022. References to the "fourth quarter of 2022" or the "fourth fiscal quarter of 2022" mean the thirteen-week period from October 2, 2022 to December 31, 2022, and references to the "fourth quarter of 2021" or the "fourth fiscal quarter of 2021" mean the thirteen-week period from October 3, 2021 to January 1, 2022.

The following analysis excludes discontinued operations.





Summary


Sales for 2022 were $279.3 million compared to $246.5 million for 2021. Net income for 2022 was $11.1 million, or $1.77 per diluted share, compared to $16.2 million, or $2.58 per diluted share, for 2021. Sales for the fourth quarter of 2022 were $69.1 million compared to $59.6 million for the same period in 2021. Net income for the fourth quarter of 2022 was $0.2 million, or $0.03 per diluted share compared to $3.9 million, or $0.62 per diluted share, for the comparable 2021 period.

During 2022, the Company experienced rising material costs, supply chain disruption, labor shortages and abnormally high freight costs all having a negative impact on our gross margin. The Company's backlog was $72.5 million on December 31, 2022, compared to $82.8 million on January 1, 2022, primarily due to a decrease of $5.0 million in backlog for locks and hardware at Eberhard, a decrease of $7.1 million in backlog at Big 3 for mold services and returnable packaging, offset by an increase of $1.8 million in backlog related to the launch of new mirror programs for Class 8 trucks being awarded to our Velvac subsidiary.

During 2022 the Company experienced price increases for many of the raw materials used in producing its products, including: scrap iron, stainless steel, hot and cold rolled steel, zinc, copper, aluminum, and nickel. These increases have negatively impacted and could continue to negatively impact the Company's gross margin if raw material prices increase too rapidly for the Company to recover those cost increases through either price increases to our customers or cost reductions in other areas of the business.

Impact of COVID-19, Current Political and Economic Conditions and Supply Chain Disruptions

The COVID-19 pandemic has affected our business, including our supply chain, our operations, the labor force, costs and interest rates throughout 2021 and 2022. We continue to follow CDC guidelines, social distancing, and sanitizing work areas. During the past two years and continuing into 2023, the Company implemented a broad range of policies and procedures to ensure that employees at all our locations remain healthy. Steps that we have taken to reduce the risk of COVID-19 to our employees include, among others: protecting employee health by instructing employees to stay home if they exhibit symptoms of COVID-19. We maintain a clean work environment by frequently cleaning all touch points with products that meet EPA criteria for use against COVID-19; educating employees to clean their personal workspace at the beginning and the end of every shift; and providing hand sanitizer and disposable wipes. We encourage social distancing and continue to seek and implement additional methods to reduce the risk of COVID-19 to our employees. As a result of these measures, the COVID-19 pandemic had minimal impact on our North American capacity utilization at most of our production facilities. Many of the Company's employees have received COVID-19 vaccinations, and we will continue to encourage our workforce to get vaccinated.

Current global economic conditions, resulting from the COVID-19 pandemic and other factors, are highly volatile. Many of the markets we serve are facing inflation and rising interest rates, which has led to and may continue to lead to contractions resulting in decreased demand for our products. Decreased demand has in turn negatively impacted, and may continue to negatively impact, our financial condition and operating results. Any further or prolonged market contractions or economic slowdowns could materially adversely affect our sales or operating margin, which would in turn reduce earnings. Volatile global economic conditions may also cause foreign exchange rate fluctuations, which could result in material increases or decreases in earnings and may adversely affect the value of the Company's assets outside the United States. Increased pricing in response to fluctuations in foreign currency exchange rates may offset portions of the currency impacts but could also have a negative impact on demand for the Company's products, which would affect sales and profits. Exchange rate fluctuations could also increase pricing pressure and impair the ability of the Company's products to compete with products imported from regions with favorable exchange rates.





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In the second quarter of 2022, we experienced interruptions of our operations and supply base in China as a result of a new variant of COVID-19 and the local response to minimize its spread. A more significant resurgence of the COVID-19 pandemic or development of additional severe or highly contagious variants could cause further disruptions in our business and could adversely affect our financial condition, results of operations and cash flows. In addition, supply shortages and supply chain disruptions originally triggered by shutdowns and other restrictions imposed to slow the spread and resurgence of COVID-19 have impacted and may continue to impact the prices and availability of certain of the raw materials and components used in the production of our products.

The impact of economic contraction and supply chain disruptions has been exacerbated by the effects of tariffs, trade sanctions and global political instability. International trade policies, such as tariffs on imports from China and on aluminum imports, have increased our costs. Sanctions imposed as a result of the Ukraine conflict prohibit importation of a variety of products from Russia, which is a major global supplier of nickel, and have resulted in higher oil and other commodity prices that have increased shipping and transportation costs. Supply chain constraints and tariffs may result in cost increases that we are not able to offset with price increases, which could have a material adverse effect on our business, financial position, results of operations or cash flows. Further, trade restrictions and supply chain constraints have affected our ability to meet customer demand. If such conditions persist and we are unable to acquire necessary raw materials or components in a timely manner or at all, we may be unable to meet production requirements and may need to cancel or decline orders, which could have a material adverse effect on our reputation as well as our business and financial results.

The extent to which our operations will be further affected by COVID-19 and its lasting economic impact, including supply chain disruptions, cost inflation and rising interest rates, in fiscal year 2023 is dependent on future developments including new COVID-19 variants and governmental restrictions, the duration of the Russia-Ukraine conflict and related sanctions, actions taken by the Federal Reserve to stabilize the economy, and other factors outside our control. With the inherent uncertainty of the COVID-19 pandemic, volatile economic conditions and political instability, it is difficult to predict with any confidence the likely ultimate impact of these conditions on our future operations and the extent of actual and potential effects on our consolidated business, results of operations and financial condition. For further discussion of these risks, see Part I, Item 1A, Risk Factors, of this Form 10-K.

Critical Accounting Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") requires management to make judgments, estimates and assumptions regarding uncertainties that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Areas of uncertainty that require judgments, estimates and assumptions include items such as the allowance for doubtful accounts; inventory accounting; the testing of goodwill and other intangible assets for impairment; and pensions and other postretirement benefits. Management uses historical experience and all available information to make its estimates and assumptions, but actual results will inevitably differ from the estimates and assumptions that are used to prepare the Company's financial statements at any given time. Despite these inherent limitations, management believes that Management's Discussion and Analysis of Financial Condition and Results of Operations and the financial statements and related footnotes provide a meaningful and fair presentation of the Company's financial position and results of operations.

Management believes that the application of these estimates and assumptions on a consistent basis enables the Company to provide the users of the financial statements with useful and reliable information about the Company's operating results and financial condition.

Allowance for Doubtful Accounts

The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company reviews the collectability of its receivables on an ongoing basis, considering a combination of factors that require judgment and estimates, including among others, our customers' access to capital, customers' willingness or ability to pay, customer payment patterns, general economic conditions and geopolitical trends, and our ongoing relationship with our customers. The Company reviews potential problems, such as past due accounts, a bankruptcy filing or deterioration in the customer's financial condition, to ensure that the Company has adequately accrued for potential loss. Accounts are considered past due based on when payment was originally due. If a customer's situation changes, such as a bankruptcy or a change in its creditworthiness, or there is a change in the current economic climate, the Company may modify its estimate of the allowance for doubtful accounts. The Company will write off accounts receivable after reasonable collection efforts have been made and the accounts are deemed uncollectible. If our estimates and assumptions as to collectability were materially incorrect, or if any of our significant customers were to develop unexpected and immediate financial problems that would prevent payment of amounts due to us, and our allowance for doubtful accounts were inadequate, this could result in an unexpected loss in profitability.





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As of December 31, 2022 and January 1, 2022, the Company's allowance for doubtful accounts total was $677,000 and $515,000, respectively. As of December 31, 2022, and January 1, 2022, the Company's bad debt expense was $208,000 and $48,000 respectively.





Inventory


Inventories are valued at the lower of cost or net realizable value. Cost is determined by the last-in, first-out ("LIFO") method at Eberhard while Big 3 Precision and Velvac are valued using a first-in, first-out ("FIFO") method. Accordingly, a LIFO valuation reserve is calculated using the dollar value link chain method.

We review the net realizable value of inventory in detail on an ongoing basis, considering deterioration, obsolescence, estimated future demand, current market conditions, and other factors. Based on these assessments, we provide for an inventory reserve in the period in which an impairment is identified. The reserve fluctuates with market conditions, design cycles, and other economic factors and could vary significantly, whether favorably or unfavorably, from actual results due to, among other things, unanticipated changes in economic conditions, customer demand, or the competitive landscape.

The inventory reserve for excess or obsolete inventory reduced the Company's inventory valuation by $1,926,000 and $1,115,000 as of December 31, 2022 and January 1, 2022, respectively.

Goodwill and Other Intangible Assets

Intangible assets with finite useful lives are generally amortized on a straight-line basis over the periods benefited. Goodwill and other intangible assets with indefinite useful lives are not amortized. The Company performs annual qualitative assessments on goodwill and other intangible assets as of the end of each fiscal year by comparing the estimated fair value of each reporting unit with its carrying amount. Additionally, the Company performs an interim analysis if events or circumstances indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Such events or circumstances could include, among other things, increased competition or unexpected loss of market share, significant adverse changes in the markets in which the Company operates, or unexpected business disruptions. If the carrying amount of a reporting unit exceeds its estimated fair value, the Company records an impairment loss based on the difference between fair value and carrying amount not to exceed the associated carrying amount of goodwill. Determining the fair value of a reporting unit involves the use of significant estimates and assumptions, including (i) macroeconomic conditions, (ii) market and industry conditions, (iii) cost factors, (iv) overall financial performance, (v) other relevant entity-specific events, and (vi) events affecting a reporting unit. The values assigned to the key assumptions represent management's assessment of future trends in the relevant industry and have been based on historical data from both external and internal sources.

The Company performed its annual qualitative assessment as of the end of each of fiscal 2022 and 2021 on the carrying value of goodwill and determined that it is more likely than not that no impairment of goodwill existed as of such dates. See Note 3 - Accounting Policies - Goodwill, in Item 8, Financial Statements and Supplementary Data of this Form 10-K for more detail.

Pension and Other Postretirement Benefits

The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined from actuarial valuations. Inherent in these valuations are assumptions about such factors as expected return on plan assets, discount rates at which liabilities could be settled, rate of increase in future compensation levels, mortality rates, and trends in health insurance costs. These assumptions are reviewed annually and updated as required. In accordance with U.S. GAAP, actual results that differ from the assumptions are accumulated and amortized over future periods and, therefore, affect the expense recognized and obligations recorded in future periods.

The discount rate used is based on a single equivalent discount rate derived with the assistance of our actuaries by matching expected future benefit payments in each year to the corresponding spot rates from the FTSE Pension Liability Yield Curve, comprised of high quality (rated AA or better) corporate bonds. The Company calculates its service and interest costs in future years by applying the specific spot rates along the selected yield curve to the relevant projected cash flows.

The expected long-term rate of return on assets is also developed with input from the Company's actuarial firms. We consider the Company's historical experience with pension fund asset performance, the current and expected allocation of our plan assets and expected long-term rates of return. The long-term rate-of-return assumption used for determining net periodic pension expense was 7.5% for 2022 and 2021. The Company reviews the long-term rate of return each year.

Future actual pension income and expense will depend on future investment performance, changes in future discount rates and various other factors related to the population of participants in the Company's pension plans.

The Company expects to make cash contributions of approximately $800,000 and $50,000 to our pension plans and other postretirement plan, respectively, in 2023.





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In connection with our pension and other postretirement benefits, the Company reported income of $3.3 million and $2.1 million (net of tax) on its Consolidated Statement of Comprehensive Income for fiscal years 2022 and 2021, respectively. The main factor driving this expense was the change in the discount rate during the applicable period.

Assumptions used to determine net periodic pension benefit cost for the fiscal years indicated were as follows:





                                     2022             2021
Discount rate                   2.75% - 2.81%    2.40% - 2.48%
Expected return on plan assets            7.5%             7.5%
Rate of compensation increase             0.0%             0.0%




Assumptions used to determine net periodic other postretirement benefit cost are the same as those assumptions used for the pension benefit cost, except that the rate of compensation is not applicable for other postretirement benefit cost.





The changes in assumptions had the following effect on the net periodic pension
and other postretirement costs recorded in Other Comprehensive Income as
follows:



                                                          Year ended
                                                 December 31,      January 1,
                                                     2022             2022
Discount rate                                    $  26,970,888    $  5,412,964
Additional recognition due to significant event             --         (71,547 )
Asset gain or (loss)                               (22,838,898 )      (781,059 )
Amortization of:
Unrecognized gain or (loss)                          1,552,085       1,717,776
Unrecognized prior service cost                         70,493          99,380
Other                                               (1,538,804 )    (3,105,208 )
Comprehensive income, before tax                     4,215,764       3,272,306
Income tax                                            (941,964 )    (1,208,497 )
Comprehensive income, net of tax                 $   3,273,800    $  2,063,809

The Plan has been investing a portion of the assets in long-term bonds to better match the impact of changes in interest rates on its assets and liabilities and thus reduce some of the volatility in Other Comprehensive Income. Please refer to Note 10 - Retirement Benefit Plans in Item 8, Financial Statements and Supplementary Data of this Form 10-K for additional disclosures concerning the Company's pension and other postretirement benefit plans.





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RESULTS OF OPERATIONS


Fourth Quarter 2022 Compared to Fourth Quarter 2021

The following table shows, for the fourth quarter of 2022 and 2021, selected line items from the consolidated statements of income as a percentage of net sales for the Company's operations. The Company's continuing operations include (1) Big 3 Precision, including Big 3 Products and Big 3 Mold, Hallink Moulds, and Associated Toolmakers; (2) Eberhard Manufacturing, Eastern Industrial Ltd., World Lock Company Ltd., Dongguan Reeworld Security Products Ltd., and World Security Industries Ltd.; and (3) Velvac Holdings.





                                              Three Months Ended
                                     December 31, 2022     January 1, 2022

Net Sales                                         100.0 %             100.0 %
Cost of Products Sold                              83.4 %              79.8 %
Gross Margin                                       16.6 %              20.2 %
Product Development Expense                         1.5 %               1.7 %
Selling and Administrative Expense                 13.6 %              12.5 %
Restructuring Costs                                 1.0 %                --
Operating Profit                                    0.5 %               6.0 %



Net sales in the fourth quarter of 2022 increased 15.8% to $69.1 million from $59.6 million in the fourth quarter of 2021. Sales increases were due to higher demand for trucks accessories, distribution products and automotive returnable packaging and improved pricing. Sales volume of existing products increased 10.5%, prices and new products contributed 5.3% in sales growth in the fourth quarter of 2022 when compared to sales in the fourth quarter of 2021. New products included various truck, mirrors, latches, and accessories.

Sales of new products contributed 1.4% to sales growth in the fourth quarter compared to 8% sales growth from new products in the fourth quarter of 2021. New products in the fourth quarter included various new truck mirrors and truck latches.

Cost of products sold in the fourth quarter of 2022 increased $10.0 million or 21% from the corresponding period in 2021. The increase in cost of products sold is primarily attributable to increased sales volume, increases in the cost of materials, increases in freight costs due to expedite fees associated with supply chain constraints, and other inventory write-offs.

Gross margin as a percentage of net sales for the fourth quarter of 2022 was 16.6% compared to 20.2% in the prior year fourth quarter. The decrease reflects the combination of higher material and freight costs and other inventory write-offs.

Product development expenses in the fourth quarter of 2022 of $1.1 million were flat when compared to the fourth quarter of 2021. As a percentage of net sales, product development costs were 1.5% and 1.7% for the fourth quarter of 2022 and 2021 respectively as part of our investment in new products at Eberhard and Velvac.

Selling and administrative expenses in the fourth quarter of 2022 increased 1.1% compared to the fourth quarter of 2021. The increase was primarily the result of increased payroll and payroll related expenses, increased travel, and other selling expenses.

Restructuring expenses of $0.7 million were recognized in the fourth quarter of 2022 due to a warehouse consolidation into Eberhard.

Net income for the fourth quarter of 2022 decreased 95% to $0.2 million, or $0.03 per diluted share, from $3.9 million, or $0.62 per diluted share, in 2021. In the fourth quarter of 2022, net income was negatively impacted by restructuring costs of $0.5 million, net of tax, related to a warehouse consolidation into Eberhard.





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Fiscal Year 2022 Compared to Fiscal Year 2021

The following table shows, for fiscal year 2022 and fiscal year 2021, selected line items from the consolidated statements of income as a percentage of net sales for the Company's operations. The Company's continuing operations include (1) Big 3 Precision, including Big 3 Products, Big 3 Mold, Hallink Moulds and Associated Toolmakers Ltd.; (2) Eberhard Manufacturing Company, Eberhard Hardware, Eastern Industrial Ltd., Illinois Lock Company/CCL Security Products, World Lock Company Ltd., Dongguan Reeworld Security Products Ltd. and World Security Industries Ltd.; and (3) Velvac Holdings.





                                               Fiscal Year Ended
                                     December 31, 2022     January 1, 2022

Net Sales                                         100.0 %             100.0 %
Cost of Products Sold                              79.0 %              77.0 %
Gross Margin                                       21.0 %              23.0 %
Product Development Expense                         1.5 %               1.6 %
Selling and Administrative Expense                 14.1 %              14.3 %
Restructuring Costs                                 0.3 %                --
Operating Profit                                    5.1 %               7.1 %




Summary


Net sales for 2022 increased 13% to $279.3 million from $246.5 million in 2021. The sales increase was primarily due to higher demand for trucks accessories, distribution products and automotive returnable packaging. Sales volume of existing products increased by 7% in 2022 compared to 2021 while price increases and new products increased sales in 2022 by 6%. Sales of new products contributed 3% to sales growth in 2022 compared to 8% sales growth from new products in 2021. New products in 2022 included various new truck mirrors, truck compression latches, cable locks, and locking assemblies.

Cost of products sold increased by $30.9 million or 16% to $220.6 million in 2022 from $189.8 million in 2021. The increase in cost of products sold is primarily attributable to increased sales volume, increases in the price of materials, increases in freight costs due to expedite fees associated with supply chain constraints, and other inventory write-offs. Tariffs incurred during 2022 were $3.1 million from China-sourced products as compared to $2.9 million in 2021. Most of the tariffs were recovered through price increases.

Gross margin as a percentage of sales was 21% in 2022 compared to 23% in 2021. The decrease reflects the combination of higher material and freight costs and other inventory write-offs.

Product development expenses as a percentage of sales was 1.5% and 1.6% in 2022 and 2021, respectively, as the Company continues on-going efforts to develop new products to better serve our customers.

Restructuring expenses of $0.7 million were recognized in 2022 due to a warehouse consolidation into Eberhard.

Selling and administrative expenses increased $4.3 million or 12% to $39.5 million in 2022 from $35.2 million in 2021. The increase relates to increased payroll and payroll related costs, increased travel, and other selling expenses.

Net income for 2022 decreased 32% to $11.1 million, or $1.77 per diluted share, from $16.2 million, or $2.58 per diluted share, in 2021. In 2022, net income was negatively impacted by restructuring costs of $0.5 million, net of tax, related to a warehouse consolidation into Eberhard, and loss on sale of the Wheeling, IL building in the first quarter of 2022 of $0.2 million, net of tax, partially offset by a gain on sale of the Eastern corporate office building in the third quarter of 2022 of $0.5 million, net of tax. Net income for 2021 was positively impacted by a $1.4 million gain, net of tax, related to the sale of the Eberhard Hardware property in the first quarter, partially offset by factory relocation and start-up costs of $0.5 million, net of tax.





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Other Items


The following table shows the amount of change from the year ended January 1, 2022 to the year ended December 31, 2022 in other items (dollars in thousands):





                  Amount     %
Interest expense  $   528     30 %

Other income      $  -859    -26 %

Income taxes      $   464     15 %



Interest expense increased in 2022 from 2021 due to increased interest rates.

Other income in 2022 decreased $0.9 million over 2021. Other income in 2022 included a favorable $1.8 million pension cost adjustment and a $0.6 million gain on the sale of the Eastern corporate office building. In 2021, other income included a favorable $1.5 million pension cost adjustment and a $1.8 million gain on the sale of the Eberhard Hardware property.

The effective tax rate for 2022 was 23% compared to the 2021 effective tax rate of 7%. The effective tax rate for 2022 was increased compared to 2021 due to the impact of foreign subsidiaries on the effective tax rate in 2021 and a greater impact from research and development tax credits in 2021. Total income taxes paid were $3.7 million in 2022 and $2.3 million in 2021.

Liquidity and Sources of Capital

The primary source of the Company's cash is earnings from operating activities adjusted for cash generated from or used for net working capital. The most significant recurring non-cash items included in net income are depreciation and amortization expense. Changes in working capital fluctuate with the changes in operating activities. As sales increase, there generally is an increased need for working capital. The Company closely monitors inventory levels and attempts to match production to expected market demand, keeping tight control over the collection of receivables, and optimizing payment terms on its trade and other payables. The maintenance of appropriate inventory levels considering demand has been and may continue to be challenged by supply chain disruptions, which have led in some cases to a deficiency inventory that has required us to pay expedited freight fees on some of our products to timely fulfill customer orders. Coupled with increased materials costs, this has decreased our margins. If these disruptions persist and we are unable to maintain sufficient inventory on hand, we may need to cancel or decline orders, and we may be unable to offset increased material and freight costs fully by increasing prices on our products, any of which could have a material adverse impact on our liquidity.

The Company is dependent on continued demand for its products and subsequent collection of accounts receivable from its customers. The Company serves a broad base of customers and industries with a variety of products. As a result, any fluctuations in demand or payment from a particular industry or customer should not have a material impact on the Company's sales and collection of receivables. Management expects that the Company's foreseeable cash needs for operations, capital expenditures, debt service and dividend payments will continue to be met by the Company's operating cash flows and available credit facility.

The following table shows key financial ratios at the end of each fiscal year:





                                             2022     2021
Current ratio                                 2.7      2.5

Average days' sales in accounts receivable 56 64 Inventory turnover

                            3.4      3.0
Ratio of working capital to sales            26.1 %   27.2 %
Total debt to shareholders' equity           50.7 %   62.2 %




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The following table shows important liquidity measures as of the fiscal year-end balance sheet date for each of the preceding two years (in millions):





                                                         2022       2021
Cash and cash equivalents
- Held in the United States                             $   7.4    $   4.3
- Held by foreign subsidiaries                              2.8        2.3
                                                           10.2        6.6
Working capital                                            78.3       74.1

Net cash (used in) provided by operating activities 7.4 (7.8 ) Change in working capital impact on net cash used in operating activities

                               (5.2 )    (22.9 )

Net cash provided by (used in) in investing activities 5.1 13.6 Net cash used in by financing activities

                  (11.8 )    (20.3 )




All cash held by foreign subsidiaries is readily convertible into other currencies, including the U.S. dollar.

Net cash provided by operating activities was $7.4 million in 2022 compared to $7.8 million net cash used in operating activities in 2021. In 2022, the Company contributed $0.2 million to its defined benefit retirement plan.

In 2022, cash used to support additional working capital requirements was $5.2 million, which was primarily due to management's focus on ensuring availability of inventory to meet customer demands during the current supply chain constraints. In 2021, cash used to support additional working capital requirements was $22.9 million.

The Company provided $5.1 million and $13.6 million for investing activities in 2022 and 2021, respectively. In 2022, the company sold a business associated with its discontinued operations for $5.8 million and two of its buildings for $2.2 million. The Company also issued a note receivable of $0.4 million as part of the sale of one of its buildings. In 2021, the company sold businesses associated with its discontinued operations for $17.3 million and one of its buildings for $1.7 million, the Company also issued a note receivable of $2.5 million as part of the sale of the discontinued operations. The Company issued notes receivable of $0.4 million as part of the sale of property. These transactions are more fully discussed in Note 2 - Discontinued Operations in Item 8, Financial Statements of this Form 10-K. The Company invested in capital expenditures of $3.4 million and $3.7 million in 2022 and 2021, respectively. Capital expenditures in fiscal year 2023 are expected to be approximately $6.9 million.

In 2022, the Company made total debt payments of $17.5 million, of which $10.0 million was a repayment of the $10.0 million that had been drawn under the revolving credit facility during 2022 and used $2.8 million for payment of dividends. The Company has $20.0 million available on its revolving line of credit. See Note 6 - Debt in Item 8, Financial Statements for further discussion on the Company's debt facilities.

In 2021, the Company made total debt payments of $17.3 million, of which $11.0 million was an accelerated principal payment, and used $2.8 million for payment of dividends. The Company did not draw down on its $20.0 million revolving credit facility in 2021.

The Company leases certain equipment and buildings under cancelable and non-cancelable operating leases that expire at various dates up to five years. Rent expense amounted to approximately $2.7 million in 2022 and $2.3 million in 2021.

On August 30, 2019, the Company entered into the Credit Agreement with Santander Bank, N.A., for itself, M&T Bank, National Association and TD Bank, N.A. as lenders (the "Credit Agreement"), that included a $100.0 million term portion and a $20.0 million revolving commitment portion. Proceeds of the term loan were used to repay the Company's remaining outstanding term loan (and to terminate its existing credit facility) with M&T Bank, N.A. (approximately $19.0 million) and to acquire Big 3 Precision. The term portion of the loan required quarterly principal payments of $1.25 million for an 18-month period beginning December 31, 2019. The repayment amount then increased to $1.875 million per quarter beginning September 30, 2021, and continues through June 30, 2023. The repayment amount then increases to $2.5 million per quarter beginning September 30, 2023, and continues through June 30, 2024. The term loan is a five-year loan with the remaining balance due on August 30, 2024. The revolving commitment portion has an annual commitment fee of 0.25% based on the unused portion of the revolver. The revolving commitment portion has a maturity date of August 30, 2024. The interest rates on the term and revolving credit portion of the Credit Agreement vary. The interest rates may vary based on the LIBOR rate plus a margin spread of 1.25% to 2.25%. The Company's obligations under the Credit Agreement are secured by a lien on certain of the Company's and its subsidiaries' assets pursuant to a Pledge and Security Agreement, dated as of August 30, 2019, with Santander Bank, N.A., as administrative agent.





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The Company's loan covenants under the Credit Agreement require the Company to maintain a senior net leverage ratio not to exceed 4.25 to 1. In addition, the Company is required to maintain a fixed charge coverage ratio to be not less than 1.25 to 1.

On August 30, 2019, the Company entered into an interest rate swap contract with Santander Bank, N.A., with an original notional amount of $50.0 million, which was equal to 50% of the outstanding balance of the term loan on that date. The Company has a fixed interest rate of 1.44% on the swap contract and will pay the difference between the fixed rate and LIBOR when LIBOR is below 1.44% and will receive interest when LIBOR exceeds 1.44%. On December 31, 2022, the interest rate for half ($24.0 million) of the term portion was 6.1%, using a one-month LIBOR rate, and 3.19% on the remaining balance ($40.0 million) of the term loan based on a one-month LIBOR rate.

The interest rates on the Credit Agreement and interest rate swap contract are susceptible to that the transition from LIBOR to alternative benchmark rates such as SOFR. Information regarding this transition is provided below.

Central banks around the world, including the FRB, are working to implement the transition from the London Interbank Offered Rate ("LIBOR") to replacement benchmarks including the Secured Overnight Financing Rate ("SOFR") in the United States. The ICE Benchmark Administration (the "IBA") ceased publication of all settings of non-US dollar LIBOR and the one-week and two-month U.S. dollar LIBOR settings on December 31, 2021, with the publication of the remaining U.S. dollar LIBOR settings scheduled to be discontinued after June 30, 2023. The Adjustable Interest Rate Act (the "LIBOR Act"), which was signed into law on March 15, 2022, provided a replacement framework for outstanding financial contracts tied to LIBOR once LIBOR ceases to be published. The LIBOR Act provides a statutory mechanism and safe harbor that applies on a nationwide basis to replace LIBOR with a benchmark rate, selected by the Federal Reserve Board based on SOFR, for certain contracts that reference LIBOR and contain no or insufficient fallback provisions. The LIBOR Act preempts and supersedes any state or local law, statute, rule, regulation, or standard relating to the selection or use of a benchmark replacement or related changes and allows parties that already have effective fallback provisions to opt out of the legislation. On December 16, 2022, the Federal Reserve adopted a final rule implementing the LIBOR Act that, among other things, identifies the applicable SOFR-based benchmark replacements under the LIBOR Act for various contact types. The difference between LIBOR and SOFR is that LIBOR is a forward-looking rate which means the interest rate is set at the beginning of the period with payment due at the end. SOFR is a backward-looking overnight rate which has implications for how interest and other payments are based. The change from LIBOR to SOFR may adversely affect interest rates and result in higher borrowing costs. The effect of this change is still unknown and could materially and adversely affect the Company's results of operations, cash flows and liquidity.





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Non-GAAP Financial Measures


The non-GAAP financial measures we provide in this report should be viewed in addition to, and not as an alternative for, results prepared in accordance with U.S. GAAP.

To supplement the consolidated financial statements prepared in accordance with U.S. GAAP, we have presented Adjusted Net Income from Continuing Operations, Adjusted Earnings Per Share from Continuing Operations and Adjusted EBITDA from Continuing Operations, which are considered non-GAAP financial measures. The non-GAAP financial measures presented may differ from similarly titled non-GAAP financial measures presented by other companies, and other companies may not define these non-GAAP financial measures in the same way. These measures are not substitutes for their comparable U.S. GAAP financial measures, such as net sales, net income from continuing operations, diluted earnings per share from continuing operations, or other measures prescribed by U.S. GAAP, and there are limitations to using non-GAAP financial measures.

Adjusted Net Income from Continuing Operations is defined as net income from continuing operations excluding, when incurred, gains or losses that we do not believe reflect our ongoing operations, including, for example, the impacts of impairment losses, gains/losses on the sale of subsidiaries, property and facilities, transaction expenses primarily relating to acquisitions and divestitures, factory start-up costs, factory relocation expenses and restructuring costs. Adjusted Net Income from Continuing Operations is a tool that can assist management and investors in comparing our performance on a consistent basis across periods by removing the impact of certain items that management believes do not directly reflect our underlying operating performance.

Adjusted Earnings Per Share from Continuing Operations is defined as earnings per share from continuing operations excluding, when incurred, certain per share gains or losses that we do not believe reflect our ongoing operations, including, for example, the impacts of impairment losses, gains/losses on the sale of subsidiaries, property and facilities, transaction expenses primarily relating to acquisitions and divestitures, factory start-up costs, factory relocation expenses and restructuring costs. We believe that Adjusted Earnings Per Diluted Share from Continuing Operations provides important comparability of underlying operational results, allowing investors and management to access operating performance on a consistent basis from period to period.

Adjusted EBITDA from Continuing Operations is defined as net income from continuing operations before interest expense, provision for income taxes, and depreciation and amortization and excluding, when incurred, the impacts of certain losses or gains that we do not believe reflect our ongoing operations, including, for example, impairment losses, gains/losses on sale of subsidiaries, property and facilities, transaction expenses primarily relating to acquisitions and divestitures, factory start-up costs, factory relocation expenses and restructuring expenses. Adjusted EBITDA from Continuing Operations is a tool that can assist management and investors in comparing our performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect our underlying operations.

Management uses such measures to evaluate performance period over period, to analyze the underlying trends in our business, to assess our performance relative to our competitors, and to establish operational goals and forecasts that are used in allocating resources. These financial measures should not be considered in isolation from, or as a replacement for, U.S. GAAP financial measures.

We believe that presenting non-GAAP financial measures in addition to U.S. GAAP financial measures provides investors greater transparency to the information used by our management for its financial and operational decision-making. We further believe that providing this information better enables our investors to understand our operating performance and to evaluate the methodology used by management to evaluate and measure such performance.





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Reconciliation of Non-GAAP
Measures
Adjusted Net Income and Adjusted Earnings per Share from Continuing Operations
Calculation
For the Three and Twelve Months ended December 31, 2022 and
January 1, 2022
($000's)

                                       Three Months Ended              Twelve Months Ended
                                  December 31,     January 1,      December 31,     January 1,
                                      2022            2022             2022            2022

Net income from continuing
operations as reported per
generally accepted accounting
principles (GAAP)                 $        167     $     3,913     $     11,050     $   16,182

Earnings per share from
continuing operations as
reported under generally
accepted accounting principles
(GAAP):
Basic                                     0.03            0.62             1.78           2.58
Diluted                                   0.03            0.62             1.77           2.58

Adjustments:
Gain on sale of Eberhard
Hardware Ltd building, net of
tax                                                                                    (1,353) A
Factory relocation, net of tax                                                             105 B
Factory start-up costs, net of
tax                                                        161 C                           348 C
Loss on sale of Wheeling, IL                                                        D
building, net of tax                                                        202
Gain on sale of Eastern
corporate office building, net                                                      E
of tax                                                                     (474 )
Restructuring costs, net of tax            525     F                        525     F
Total adjustments                          525             161              253          (900)
Adjusted net income from
continuing operations
(Non-GAAP)                        $        692     $     4,074     $     11,303     $   15,282

Adjusted earnings per share
from continuing operations
(Non-GAAP):
Basic                             $       0.11     $      0.65     $       1.82     $     2.44
Diluted                           $       0.11     $      0.65     $       1.81     $     2.44

A) Gain on sale of Eberhard
Hardware Ltd property
B) Costs incurred on relocation
of ILC facility in Wheeling, IL
C) Costs incurred on start-up of
Eberhard factory in Reynosa, MX
D) Loss on sale of ILC building
in Wheeling, IL
E) Gain on sale of Eastern
corporate office building
F) Restructuring costs associated
with warehouse consolidation into
Eberhard




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  Table of Contents




Reconciliation of Non-GAAP
Measures
Adjusted EBITDA from Continuing
Operations Calculation
For the Three and Twelve Months ended December 31, 2022 and
January 1, 2022
($000's)

                                    Three Months Ended                 Twelve Months Ended
                             December 31,          January 1,      December 31,     January 1,
                                 2022                 2022             2022            2022

Net income from continuing
operations as reported per
generally accepted
accounting principles
(GAAP)                       $        167          $     3,913     $     11,050     $   16,182

Interest expense                      692                  359            2,276          1,748
Provision for income taxes           (146 )               (802 )          3,352          2,771
Depreciation and
amortization                        1,846                2,052            7,235          7,241

Gain on sale of Eberhard
Hardware Ltd building                                                                  (1,841) A
Factory relocation                                                                         139 B
Factory start-up costs                                     215 C                           465 C
Loss on sale of Wheeling,                                                           D
IL building                                                                 269
Gain on sale of Eastern                                                             E
corporate office building                                                  (624 )
Restructuring costs                   700          F                        700     F
Adjusted EBITDA from
continuing operations
(Non-GAAP)                   $      3,259          $     5,737     $     24,258     $   26,708

A) Gain on sale of
Eberhard Hardware Ltd
property
B) Costs incurred on
relocation of ILC facility
in Wheeling, IL
C) Costs incurred on
start-up of Eberhard factory
in Reynosa, MX
D) Loss on sale of ILC
building in Wheeling, IL
E) Gain on sale of Eastern
corporate office building
F) Restructuring costs
associated with warehouse
consolidation into Eberhard

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