-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KwoFcwzrljeL0M1pDInxBKiXxPTCS1N5KNX8+Q6e6K2qd8KHWYJS5+5v126A6efm bZ/QEiyxIJ7gVmbnNcDHYg== 0001275287-05-003352.txt : 20050825 0001275287-05-003352.hdr.sgml : 20050825 20050825130033 ACCESSION NUMBER: 0001275287-05-003352 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050824 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050825 DATE AS OF CHANGE: 20050825 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEWAUNEE SCIENTIFIC CORP /DE/ CENTRAL INDEX KEY: 0000055529 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 380715562 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05286 FILM NUMBER: 051048157 BUSINESS ADDRESS: STREET 1: 2700 W FRONT ST CITY: STATESVILLE STATE: NC ZIP: 28677 BUSINESS PHONE: 7048737202 MAIL ADDRESS: STREET 1: P O BOX 1842 CITY: STATESVILLE STATE: NC ZIP: 28687-1842 FORMER COMPANY: FORMER CONFORMED NAME: KEWAUNEE SCIENTIFIC EQUIPMENT CORP /DE/ DATE OF NAME CHANGE: 19861216 FORMER COMPANY: FORMER CONFORMED NAME: KEWAUNEE MANUFACTURING CO DATE OF NAME CHANGE: 19680108 8-K 1 ks3465.txt ================================================================================ 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) August 24, 2005 Kewaunee Scientific Corporation ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-5286 38-0715562 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 2700 West Front Street Statesville, North Carolina 28677 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 704-873-7202 N/A -------------------------------------------------------------- (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: [ ] 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 240.13a-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS On August 24, 2005, Kewaunee Scientific Corporation issued a press release announcing its financial results for the first quarter ended July 31, 2005. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (C) EXHIBITS: EXHIBIT NO. 99.1 Press Release of Kewaunee Scientific Corporation dated August 24, 2005 In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. SIGNATURE 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. Kewaunee Scientific Corporation (Registrant) Date: August 25, 2005 /s/ D. MICHAEL PARKER --------------------------------- Senior Vice President, Finance Chief Financial Officer EX-99.1 2 ks3465ex991.txt Exhibit 99.1 KEWAUNEE SCIENTIFIC REPORTS RESULTS FOR FIRST QUARTER STATESVILLE, N.C., Aug. 24 /PRNewswire-FirstCall/ -- Kewaunee Scientific Corporation (Nasdaq: KEQU) today reported results for its first quarter ended July 31, 2005. Net earnings for the quarter were $763,000, or $0.31 per diluted share. Excluding a gain on the sale of property, net earnings for the quarter were $223,000, or $0.09 per diluted share, as compared to net earnings of $193,000, or $0.08 per diluted share, in the same quarter last year. The previously reported sale of the Company's plant site in Lockhart, Texas resulted in an after-tax gain of $540,000, or $0.22 per diluted share. Sales for the quarter were $20,308,000, slightly above sales of $20,288,000 in the same period last year, and 5.7% above the previous quarter. The laboratory furniture marketplace continued its improvement during the quarter. The favorable impact of this improved marketplace on sales and earnings was partially offset by a softer marketplace for technical furniture. Order activity continued to improve, as in-coming orders of $20.4 million were the highest level in the past five quarters. The order backlog at July 31, 2005 increased to $40.7 million, as compared to $39.6 million at July 31, 2004, and was up slightly from April 30, 2005. The Company's balance sheet remains strong. Total debt at July 31, 2005 was $6.1 million, down from $9.8 million at July 31, 2004, while cash on hand at the end of the quarter was $1.0 million. Book value per share was $10.66 at July 31, 2005. "The laboratory furniture marketplace continues to improve," said William A. Shumaker, President and Chief Executive Officer. "Our recent quoting activity for projects over $1 million is the highest in several years. Although larger projects have delivery dates usually between 6-18 months from the order award date, this increased activity bodes well for the long-term. Our efforts to reduce raw material costs have been successful in obtaining more competitive pricing from new and existing suppliers, and we are aggressively expanding this effort. "Looking forward," Mr. Shumaker continued, "We expect progress to continue in most of our markets for the remainder of the fiscal year. The gradual improvement of the laboratory furniture market is projected to continue, but we do not yet see a strong improvement in sales for our technical furniture business. Our subsidiaries in India and Singapore continue to grow and contribute nicely, though modestly, to our sales and profits. We are particularly pleased to see improvement in the Singapore marketplace, which has been soft the past year." The Company also announced today that its Board of Directors approved a cash dividend of seven cents per outstanding share to stockholders of record at the close of business on September 8, 2005, payable on September 23, 2005. Kewaunee Scientific Corporation is a recognized leader in the design, manufacture, and installation of scientific and technical furniture. The Company's corporate headquarters and manufacturing facilities are located in Statesville, North Carolina. The Company also has subsidiaries in Singapore and Bangalore, India that serve the Asian markets. Kewaunee Scientific's website is located at http://www.kewaunee.com. Certain statements in this release constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could significantly impact results or achievements expressed or implied by such forward-looking statements. These factors include, but are not limited to, economic, competitive, governmental, and technological factors affecting the Company's operations, markets, products, services, and prices. Contact: D. Michael Parker 704/871-3290 Condensed Consolidated Statements of Operations [unaudited] (in thousands, except per share data) Three Months Ended --------------------------- July 31 July 31 2005 2004 ------------ ------------ Net sales $ 20,308 $ 20,288 Cost of products sold 16,922 16,912 Gross profit 3,386 3,376 Operating expenses 2,920 3,046 Operating earnings 466 330 Other income 879 46 Interest expense (87) (86) Earnings before income taxes 1,258 290 Income tax expense 457 100 Earnings before minority interests 801 190 Minority interests 38 (3) Net earnings $ 763* $ 193 Net earnings per share Basic $ 0.31 $ 0.08 Diluted $ 0.31 $ 0.08 Weighted average number of common shares outstanding (in thousands) Basic 2,492 2,490 Diluted 2,492 2,500 * Includes a non-recurring after-tax gain on the sale of property in the amount of $540,000, or $.22 per diluted share. Condensed Consolidated Balance Sheets (in thousands, except per share data) July 31 April 30 2005 2005 ------------ ------------ [unaudited] Assets Cash and cash equivalents $ 646 $ 225 Restricted cash 373 379 Receivables, less allowances 21,231 21,683 Inventories 4,938 3,542 Prepaid expenses and other current assets 1,237 951 Total current assets 28,425 26,780 Net property, plant and equipment 11,140 10,730 Other assets 7,328 8,702 Total Assets $ 46,893 $ 46,212 Liabilities and Stockholders' Equity Short-term borrowings $ 5,038 $ 3,778 Current portion of long-term debt 652 931 Current obligations under capital leases 114 111 Accounts payable 7,443 8,558 Other current liabilities 3,219 3,021 Total current liabilities 16,466 16,399 Other non-current liabilities 3,852 3,824 Total stockholders' equity 26,575 25,989 Total Liabilities and Stockholders' Equity $ 46,893 $ 46,212 CONTACT: D. Michael Parker of Kewaunee Scientific Corporation, +1-704-871-3290/ http://www.kewaunee.com / -----END PRIVACY-ENHANCED MESSAGE-----