-----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, IG+wM+7nAoLLSfiEoDsCoqEAOgBMM3p6n1nMi5+BS1/7zXOxzoy9zLLZ1yMbjGiL 2CnR1K2hUIrMrF5HVnIs2A== 0001275287-06-006296.txt : 20061130 0001275287-06-006296.hdr.sgml : 20061130 20061130140051 ACCESSION NUMBER: 0001275287-06-006296 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061129 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061130 DATE AS OF CHANGE: 20061130 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: 061247751 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 ks8105.txt FORM 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) November 29, 2006 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 November 29, 2006, Kewaunee Scientific Corporation issued a press release announcing its financial results for the second quarter ended October 31, 2006. 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 (d) EXHIBITS: EXHIBIT NO. - ----------- 99.1 Press Release of Kewaunee Scientific Corporation dated November 29, 2006 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: November 29, 2006 /s/ D. MICHAEL PARKER ------------------------------- Senior Vice President, Finance Chief Financial Officer EX-99.1 2 ks8105ex991.txt EXHIBIT 99.1 Exhibit 99.1 KEWAUNEE SCIENTIFIC REPORTS RESULTS FOR THE SECOND QUARTER AND QUARTERLY DIVIDEND STATESVILLE, N.C., Nov. 29 /PRNewswire-FirstCall/ -- Kewaunee Scientific Corporation (Nasdaq: KEQU) today reported results for its second quarter ended October 31, 2006. Net earnings for the quarter were $569,000, or $0.23 per diluted share, an increase of 138% over net earnings of $239,000, or $0.10 per diluted share, in the same period last year. Earnings for the quarter benefited from increased profit margins, lower manufacturing and operating costs, and increased earnings of the Company's international operations. Sales for the quarter were $21,385,000, a decrease of 4.2% from sales of $22,319,000 in the same period last year. The volume of domestic sales continues to be adversely affected as larger portions of the construction budget dollars of pharmaceutical companies are being allocated to overseas projects to take advantage of lower research costs. The Company's international business continued to experience strong growth in sales and earnings, as sales of the Company's Asian subsidiaries during the quarter doubled from the same period last year to $4.3 million. Sales from domestic operations, which declined from the same period last year, were also unfavorably impacted by delays in the awarding of construction projects, as many project budgets are reexamined because of higher than expected project costs. The order backlog at October 31, 2006 was $34.3 million, down from $36.4 million at April 30, 2006. "We made good progress during the quarter in a number of important areas," said William A. Shumaker, President and Chief Executive Officer. "Our factories are running extremely well. We are now experiencing much lower manufacturing costs from the Company's capital projects completed in the second half of last year and from our 'Lean' manufacturing initiatives, which allow us to produce parts just in time to meet customer requirements. Our strategy to increase sales representation and capabilities in India and China is progressing well, and our Asian subsidiaries have become a significant source of our revenue and earnings. Also, after many months of what seemed to be relentless increases in material and energy costs, we received some welcome relief during the quarter as steel prices stabilized and energy prices abated. "We remain optimistic about Kewaunee's long-term success and profitability, both in the domestic and international markets," Mr. Shumaker continued. "Regarding our current fiscal year, we expect the last six months to be profitable and much improved over the same period last year." The Company's balance sheet remained strong at the end of the quarter. Working capital was $11.6 million, up from $11.0 million at April 30, 2006. Total bank debt and capital lease obligations at October 31, 2006 were $9.1 million, unchanged from April 30, 2006, resulting in a debt to equity ratio of ..35-to-1 at the end of the quarter. Net earnings for the six months ended October 31, 2006 were $702,000, or $0.28 per diluted share. Net earnings for the comparable period of the prior year, which benefited from an after-tax gain of $540,000 related to the sale of the Company's property in Texas, were $1,002,000, or $0.40 per diluted share. Excluding this gain on the sale of property, net earnings in the prior year period were $462,000, or $0.18 per diluted share. Sales for the six months ended October 31, 2006 were $40,679,000, a decrease of 4.6% from sales of $42,627,000 in the same period last year. Sales of the Company's Asian subsidiaries increased 66.5%, while sales from domestic operations declined 12.3% from the prior year period. 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 December 11, 2006, payable on December 22, 2006. 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 Consolidated Statements of Operations (in thousands, except per share data) (Unaudited)
Three Months Ended Six Months Ended October 31 October 31 --------------------------- --------------------------- 2006 2005 2006 2005 ------------ ------------ ------------ ------------ Net sales $ 21,385 $ 22,319 $ 40,679 $ 42,627 Cost of products sold 17,305 18,834 33,471 35,756 Gross profit 4,080 3,485 7,208 6,871 Other operating income -- -- -- 884* Operating expenses 2,899 2,953 5,536 5,873 Operating earnings 1,181 532 1,672 1,882 Other income (expense) 26 1 44 (4) Interest expense (195) (118) (382) (205) Earnings before income taxes 1,012 415 1,334 1,673 Income tax expense 328 137 406 594 Earnings before minority interests 684 278 928 1,079 Minority interest in subsidiaries 115 39 226 77 Net earnings $ 569 $ 239 $ 702 $ 1,002* Net earnings per share Basic $ 0.23 $ 0.10 $ 0.28 $ 0.40 Diluted $ 0.23 $ 0.10 $ 0.28 $ 0.40 Weighted average number of common shares outstanding (in thousands) Basic 2,492 2,492 2,492 2,492 Diluted 2,492 2,493 2,493 2,493
* Includes a non-recurring pretax gain of $884,000 and an after-tax gain of $540,000, or $.22 per diluted share, on the sale of property. Condensed Consolidated Balance Sheets (in thousands) October 31 April 30 2006 2006 ------------ ------------ (unaudited) Assets Cash and cash equivalents $ 738 $ 929 Restricted cash 404 399 Receivables, less allowances 22,358 23,199 Inventories 5,346 5,860 Prepaid expenses and other current assets 1,136 1,011 Total current assets 29,982 31,398 Net property, plant and equipment 11,068 11,163 Other assets 8,182 7,911 Total Assets $ 49,232 $ 50,472 Liabilities and Stockholders' Equity Short-term borrowings $ 8,137 $ 8,216 Current obligations under capital leases 343 260 Accounts payable 6,377 9,074 Other current liabilities 3,506 2,823 Total current liabilities 18,363 20,373 Other non-current liabilities 4,955 4,553 Total stockholders' equity 25,914 25,546 Total Liabilities and Stockholders' Equity $ 49,232 $ 50,472 SOURCE Kewaunee Scientific Corporation -0- 11/29/2006 /CONTACT: D. Michael Parker of Kewaunee Scientific Corporation, +1-704-871-3290/ /Web site: http://www.kewaunee.com / (KEQU)
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