-----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, K/bFAw4sW8Ezbd8usrtXE8zUFkLGnoeZaol+sENAhrqpwUDrSxndVONEXc0hQDI8 Hc2XJUNM2xVq4Gt8d2IdyA== 0000007623-06-000015.txt : 20061103 0000007623-06-000015.hdr.sgml : 20061103 20061103162839 ACCESSION NUMBER: 0000007623-06-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061030 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20061103 DATE AS OF CHANGE: 20061103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARTS WAY MANUFACTURING CO INC CENTRAL INDEX KEY: 0000007623 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 420920725 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05131 FILM NUMBER: 061187221 BUSINESS ADDRESS: STREET 1: P O BOX 288 CITY: ARMSTRONG STATE: IA ZIP: 50514 BUSINESS PHONE: 7128643131 MAIL ADDRESS: STREET 1: P O BOX 288 CITY: ARMSTRONG STATE: IA ZIP: 50514 8-K 1 resgmikh.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) October 30, 2006 ART'S-WAY MANUFACTURING CO., INC. (Exact Name of Registrant As Specified In Its Charter) Delaware State or Other Jurisdiction of Incorporation 0-05131 42-0920725 (Commission (IRS Employer File No.) Identification Number) P.O. Box 288 Armstrong, Iowa 50514 (Address of Principal Executive Offices) (Zip Code) (712) 864-3131 (Registrant's Telephone Number Including Area Code) 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 Instructions 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 CRF 240.13e-4 (c)) Form 8-K Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointments of Principal Officers Effective October 30, 2006, Michael Hilderbrand resigned as President of the Company. E.W. Muehlhausen has been appointed as an Interim President pending the hiring of a new President. Mr. Muehlhausen was most recently employed as President of McCormick International USA, Inc., of Norcross, Georgia, prior to that Mr. Muehlhausen was employed by Ford Power Products of Dearborn, Michigan as their Director of Sales and Marketing. He also worked for Belarus Machinery Inc., of Milwaukee, Wisconsin as their Manager of Operations and New Business Development. Items 8.01 and 9.01 Other Events; Financial Statements and Exhibits On November 3, 2006, the Company issued a press release announcing the information in 5.02, a copy of which is attached as Exhibit 99.1. The foregoing information, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934 except as 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. ART'S-WAY MANUFACTURING CO., INC. Date: November 3, 2006 By: /s/ Carrie L. Majeski Carrie L. Majeski Chief Financial Officer Exhibit Index Description Exhibit No. 99.1 Art's-Way Manufacturing Co., Inc., Press Release dated November 3, 2006. EX-99 2 exh99n06.txt Exhibit No. 99.1 ART'S-WAY ANNOUNCES CASH DIVIDEND ARMSTRONG, IOWA - Art's-Way Manufacturing Co., Inc. today, November 3, 2006 announced a cash dividend. The Board of Directors of Art's-Way Manufacturing Co., Inc., voted unanimously on October 26, 2006, to pay a cash dividend of 5 cents per share to stockholders of record as of November 15, 2006. The dividend will be paid on or before November 30, 2006. "This dividend is the second in two years, and we are please that our financial condition has allowed us to again pay a dividend to our investors", stated J. Ward McConnell, Jr., Chairman of the Board. "Whole we hope to continue this trend into the future, naturally the decision to pay future dividends will be governed by our financial position at the time," McConnell said. Additionally, Art's-Way announced the appointment of E.W. Muehlhausen as Interim President. Mr. Muehlhausen replaces Michael Hilderbrand, who resigned as President on October 30, 2006, due to person reasons. Mr. Muehlausen was most recently employed as President of McCormick International USA, Inc., of Norcross, Georgia, prior to that Mr. Muehlhausen was employed by Ford Power Products of Dearborn, Michigan as their Director of Sales and Marketing. He also worked for Belarus Machinery Inc., of Milwaukee, Wisconsin as their Manager of Operations and New Business Development. He will work closely with Chairman J. Ward McConnell, Jr., during this transition period and until a permanent President can be found. Art's-Way manufactures and distributes farm machinery niche products including animal feed processing equipment, sugar beet and potato harvesting equipment, edible bean equipment, land maintenance equipment, finished mowing, crop shredding equipment and seed planting equipment. Art's-Way also produces haylage machinery for several original equipment manufacturers (OEM's). Starting in fiscal 2004, the Company is manufacturing moldboard plows under its own label under a license agreement with CNH. After market service parts are also an important part of the Company's business. Our wholly owned subsidiary Art's-Way Vessels Inc. manufactures pressurized tanks and vessels. Our wholly owned subsidiary Art's-Way Scientific Inc. manufactures modular buildings. This news release includes "forward-looking statements" within the meaning of the federal securities laws. Statements of anticipated future results are based on current expectations and are subject to a number of risks and uncertainties, including but not limited to, quarterly fluctuations in results, customer demand for the Company's products, domestic and international economic conditions, the management of growth and other risks detailed from time to time in the Company's Securities and Exchange Commission filings. Actual results may differ markedly from management's expectations. The Company cautions readers not to place undue reliance upon any such forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----