8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 25, 2019

Hickok Incorporated

(Exact Name of Registrant as Specified in Charter)

Ohio	0-147	34-0288470
(State or Other Jurisdiction  of Incorporation)	(Commission  File Number)	(IRS Employer  Identification No.)

10514 Dupont Avenue Cleveland, Ohio	44108
(Address of Principal Executive Offices)	(Zip Code)

(216) 541-8060

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. [ ]

Item 2.02    Results of Operations and Financial Condition.
              
On March 25, 2019, Hickok Incorporated issued a news release announcing results for the three and twelve months ended December 31, 2018. The news release is furnished herewith as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.
              
99.1 News Release, dated March 25, 2019.     

(d) Exhibits.

Exhibit No.	Description of Exhibit
99.1	New Release Dated March 25, 2019

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 hereunto duly authorized.

	HICKOK INCORPORATED
Date: March 25, 2019	/s/ Kelly J. Marek
	Name: Kelly J. Marek
	Its: Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description of Exhibit
99.1	Press Release, dated March 25, 2019.

EX-99.1

Exhibit 99.1

Contact: Brian E. Powers, Chairman and Chief Executive Officer
HICKOK INCORPORATED
10514 Dupont Avenue
Cleveland, Ohio 44108
216-496-3238
      March 25, 2019
FOR IMMEDIATE RELEASE

HICKOK INCORPORATED REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS

CLEVELAND, OH, MARCH 25, 2019. Hickok Incorporated (OTC Pink: HICKA), a Cleveland-based holding company serving diverse markets, today reported results for the three-month and twelve-month periods ended December 31, 2018.

For the quarter ended December 31, 2018, sales were $21.1 million compared with $11.8 million in the same period last year, an increase of 80%. In this same period, the Company recorded operating income of $2.4 million compared with operating income of $1.3 million in the same period last year, an increase of 85%. The Company’s net income in this period was $1.3 million, or $0.43 per fully diluted share, compared with net income of $0.5 million, or $0.16 per fully diluted share last year, an increase of 164% in net income. The increases in sales, operating income and net income were primarily a result of the acquisition of CAD Enterprises, Inc. (“CAD”) effective July 1, 2018.

The Company previously announced it sold certain assets comprising its Test and Measurement business segment effective June 1, 2018 to Hickok Waekon, LLC in exchange for shares of Class A and Class B Common Stock. As a result of the sale, the Company recorded a one-time loss on the sale of the business segment of $1.2 million.

For the twelve months ended December 31, 2018, sales were $66.4 million compared with $33.2 million in the same period last year, an increase of 100%. The Company’s operating income in this period was $7.3 million compared with operating income of $4.3 million in the same period last year, an increase of 71%. In this same period, net income after recording the one-time loss on the sale of the business segment was $3.6 million, or $1.14 per fully diluted share, compared with net income of $2.2 million, or $0.72 per fully diluted share last year. Excluding the $1.2 million one-time loss on the sale of the business segment, adjusted net income in this period was $4.8 million compared with net income of $2.2 million last year, an increase of 114%. The increases in sales, operating income, net income and adjusted net income were primarily a result of the acquisitions of CAD effective July 1, 2018 and Air Enterprises effective June 1, 2017.

The Company previously announced it had changed its fiscal year end from September 30 to December 31, effective October 1, 2017. The change in the Company’s fiscal year has not impacted the Company’s results for the period ended December 31, 2018.

The Company has included adjusted net income because we believe this information is useful for our investors to understand the results of our operations for the quarter in light of the disposition of the Test and Measurement business segment. Adjusted net income should not be regarded as an alternative or replacement to any measurement of performance under GAAP.

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About Hickok Incorporated. Hickok Incorporated is a publicly-traded holding company serving diverse markets, including healthcare, aerospace, education, and petrochemical.

Information about Forward Looking Statements. This press release contains forward-looking statements within the meaning of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995, including statements made regarding the company’s future results. Generally, these statements can be identified by the use of words such as “guidance,” “outlook,” “believes,” “estimates,” “anticipates,” “expects,” “forecasts,” “seeks,” “projects,” “intends,” “plans,” “may,” “will,” “should,” “could,” “would” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results and events may differ significantly from those anticipated as a result of risks and uncertainties, including deterioration of or instability in the economy, the markets the Company serves and the financial markets, developments and uncertainties in U.S. laws and policy, decreased availability or increased costs of materials used in producing the Company’s products, contractions or growth rates and seasonality or cyclicality of markets the Company serves, competition, loss of any key customer, the Company’s ability to successfully integrate the businesses it acquires and achieve the anticipated benefits of such acquisitions, including the CAD Enterprises business, the impact of divestitures and dispositions, including the previously announced divestiture of the Test and Measurement segment, the impact of the Company’s debt obligations on its operations and liquidity, as well as the risks described from time to time in the company’s reports as filed with the Securities and Exchange Commission. Further information on potential factors that could affect the financial results of the Company and its forward-looking statements is included in its most recent Form 10-K and subsequent filings with the Securities and Exchange Commission. The Company assumes no obligation to update any forward-looking statement, except as may be required by law. These forward-looking statements speak only as of the date of this release. All forward-looking statements are qualified in their entirety by this cautionary statement.

Contact. Brian Powers, Chairman and Chief Executive Officer, 216-496-3238

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HICKOK INCORPORATED

Consolidated Income Statement (Unaudited)

	Three Months Ended									Twelve Months Ended
	December 31,									December 31,
	2018					2017				2018				2017
Sales	$	21,135,277		100	%	$	11,754,219	100	%	$	66,378,306	100	%	$	33,214,028	100	%
Cost of Sales		16,674,718		79	%		8,528,387	73	%		51,074,339	77	%		22,547,157	68	%
Gross Profit		4,460,559		21	%		3,225,832	27	%		15,303,967	23	%		10,666,871	32	%
Operating Expenses:
Product development		-		0	%		121,579	1	%		220,418	0	%		678,526	2	%
Selling, general and administrative expenses		2,077,409		10	%		1,813,308	15	%		7,769,090	12	%		5,708,117	17	%
Operating Income		2,383,150		11	%		1,290,945	11	%		7,314,459	11	%		4,280,228	13	%
Other (Income) Expenses:
Interest charges		295,649		1	%		98,228	1	%		749,021	1	%		330,107	1	%
Loss on sale of business		-		0	%		-	0	%		1,160,574	2	%		-	0	%
Other (income) expense		(82,544	)	0	%		14,726	0	%		123,134	0	%		277,664	1	%
Total Other (Income) and Expenses		213,105		1	%		112,954	1	%		2,032,729	3	%		607,771	2	%
Income before Income Taxes		2,170,045		10	%		1,177,991	10	%		5,281,730	8	%		3,672,457	11	%
Income tax expense		821,882		4	%		667,729	6	%		1,668,020	3	%		1,440,093	4	%
Net income	$	1,348,163		6	%	$	510,262	4	%	$	3,613,710	5	%	$	2,232,364	7	%
Net income per common share
Basic	$	0.50				$	0.18			$	1.29			$	0.77
Diluted	$	0.43				$	0.16			$	1.14			$	0.72
Weighted average shares outstanding
Basic		2,720,654					2,888,502				2,799,706				2,888,278
Diluted		3,138,795					3,256,012				3,181,572				3,101,106

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