0001437749-12-003588.txt : 20120411 0001437749-12-003588.hdr.sgml : 20120411 20120411100037 ACCESSION NUMBER: 0001437749-12-003588 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120411 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120411 DATE AS OF CHANGE: 20120411 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: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05131 FILM NUMBER: 12753341 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 arts_8k-041112.htm FORM 8-K arts_8k-041112.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 11, 2012


ART’S-WAY MANUFACTURING CO., INC.
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction of incorporation)
     
000-05131
 
42-0920725
(Commission File Number)
 
(IRS Employer
   
Identification No.)
 
5556 Highway 9
Armstrong, Iowa 50514
(Address of principal executive offices)  (Zip Code)
 
(712) 864-3131
(Registrant’s telephone number, including area code)
 
Not Applicable
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 

 
 
Item 2.02              Results of Operations and Financial Condition.

On April 11, 2012, Art’s-Way Manufacturing Co., Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended February 29, 2012.  The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.

The information contained in this Current Report on Form 8-K, including the Exhibit 99.1 attached hereto and incorporated herein, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01               Financial Statements and Exhibits.

(a)           Financial statements:  None

(b)           Pro forma financial information:  None

 
(c)
 Shell Company Transactions:  None

(d)            Exhibits:
99.1           Press Release dated April 11, 2012
 
 
 

 
 
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.

Dated:  April 11, 2012
 
  ART’S-WAY MANUFACTURING CO., INC.  
 
         
  /s/ Carrie L. Majeski    
 
Carrie L. Majeski
   
  President and Chief Executive Officer    

 
 

 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

ART’S-WAY MANUFACTURING CO., INC.
EXHIBIT INDEX TO FORM 8-K

 
Date of Report: Commission File No.:
April 11, 2012 000-05131
 
Exhibit No.                     ITEM

99.1                                Press Release dated April 11, 2012
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm
Exhibit 99.1
 
ART’S WAY MANUFACTURING ANNOUNCES 35.3% INCREASE IN YEAR OVER YEAR FIRST QUARTER NET SALES
 
Conference Call Scheduled For Thursday, April 12, 2012 at 10:00 AM CT
 
ARMSTRONG, IOWA, April 11, 2012 – Art’s Way Manufacturing Co., Inc. (NASDAQ: ARTW), a leading manufacturer and distributor of agricultural machinery, equipment and services is pleased to announce its financial results for the three months ended February 29, 2012.
 
In conjunction with the release, the Company has scheduled a conference call for Thursday, April 12, 2012 at 10:00 AM CT.  Carrie Majeski, President and Chief Executive Officer, and J. Ward McConnell, Jr., Chairman of the Board of Directors of Art’s Way Manufacturing will be leading the call to discuss the first quarter financial results, and will also provide an outlook for the balance of 2012.
 
What: Art’s Way Manufacturing First Quarter Financial Results.
 
When: Thursday, April 12, 2012 10:00 AM CT.
 
How: Live via phone by dialing (800) 624-7038. Code: Art’s Way Manufacturing. Participants to the conference call should call in at least 5 minutes prior to the start time.
 
Financial Highlights For the Three Months Ended February 29, 2012:
 
 
·
Net sales for the three months ended February 29, 2012 increased 35.3% over the same quarter in 2011.
 
·
Operating income for the three months ended February 29, 2012 increased to $362,000 from an operating loss of $659,000 during the same quarter in 2011.
 
·
Net income for the three months ended February 29, 2012 increased to $193,000 from a net loss of $485,000 during the same quarter in 2011.
 
·
Earnings per basic and diluted share for the three months ended February 29, 2012 were $0.05 per share versus a loss of $0.12 per share for the same quarter in 2011.
 
 
   
For the Three Months Ended
(Consolidated)
       
   
February 29,
2012
   
February 28,
2011
   
Change
 
Net Sales
  $ 6,312,000     $ 4,664,000       35.3%  
Operating Income
  $ 362,000     $ (659,000 )        
Net Income
  $ 193,000     $ (485,000 )        
EPS (Basic)
  $ 0.05     $ (0.12 )        
EPS (Diluted)
  $ 0.05     $ (0.12 )        
Weighted Average Shares Outstanding:
                       
Basic
    4,028,852       4,010,068          
Diluted
    4,046,125       4,010,068          
 
 
 

 
 
Net Sales: Our consolidated corporate sales for the three-month period ended February 29, 2012 were $6,312,000, compared to $4,664,000 during the same period in 2011, a $1,648,000 increase for the quarter, or 35.3%.  Art’s Way Manufacturing Co., Inc. and Art’s Way Scientific, Inc. increased their three-month revenue by 9.1% and 348.4%, respectively.  These increases were offset by a 41.4% decrease in revenue for Art’s Way Vessels, Inc. during this same time period.
 
Art’s Way Manufacturing, our agricultural products segment, had sales for the first fiscal quarter of $3,988,000, compared to $3,656,000 during the same period in 2011, an increase of $332,000, or 9.1%. Gross margin for the quarter ended February 29, 2012 was 26.3% compared to 16.3% for the same period in 2011.
 
Art’s Way Vessels, our pressurized tank segment, had sales for the first fiscal quarter of $330,000, compared to $563,000 for the same period in 2011, a 41.4% decrease.  Gross margin for the quarter ended February 29, 2012 was (12.6%), compared to (18.8%) for the same period in 2011.
 
Art’s Way Scientific, our modular buildings segment, had first fiscal quarter sales of $1,994,000, compared to $445,000 for the same period in 2011, an increase of $1,549,000, or 348.4%. During the first fiscal quarter of 2012, Art’s Way Scientific signed a $7.0 million contract to manufacture   twenty-four modular units.  The modular units are expected to be constructed over the course of approximately one year. In accordance with our accounting policy for revenue recognition, we expect to recognize revenue related to this contract as the work is performed. Gross margin for the quarter ended February 29, 2012 was 23.5% compared to (2.9%) for the same period in 2011.
 
Income: Consolidated operating income was $362,000 during the three months ended February 29, 2012 compared to an operating loss of $659,000 for the three months ended February 28, 2011.
 
Earnings per Share: We incurred a gain per basic and diluted share of $0.05 for the three months ended February 29, 2012 as compared to a loss per basic and diluted share of $0.12 for the three months ended February 28, 2011. The changes in earnings per share were primarily attributable to the changes to net income.
 
J. Ward McConnell Jr., Chairman of the Board of Directors said, “These solid first quarter results reflect our continued growth in our core manufacturing business and Art’s Way Scientific securing contracts during the fourth quarter of fiscal 2011 and first quarter of 2012. The hard work and never give up attitude of the Scientific team has proved to be essential to our success in this quarter… and we expect ongoing revenue from the contracts procured this quarter in future quarters as well.
 
“The Company is heading into the balance of 2012 with strong momentum which we expect to allow us to deliver superior results and increased shareholder value.”
 
 
 

 
 
About Art’s Way Manufacturing, Inc.
 
Art's Way manufactures and distributes farm machinery niche products including animal feed processing equipment, sugar beet defoliators and harvesters, land maintenance equipment, crop shredding equipment, round hay balers, plows, hay and forage equipment, manure spreaders and top and bottom drive augers. After-market service parts are also an important part of the Company's business. The Company has two wholly owned subsidiaries. Art's Way Vessels, Inc. manufactures pressurized tanks and vessels; Art's Way Scientific, Inc. manufactures modular animal confinement buildings and modular laboratories.
 
For More Information, Contact: Jim Drewitz, Investor Relations
 
830-669-2466
 
jim@jdcreativeoptions.com
 
www.jdcreativeoptions.com
 
Or visit the Company's website at www.artsway-mfg.com/
 
Cautionary Statements
 
This news release includes "forward-looking statements" within the meaning of the federal securities laws. Statements made in this release that are not strictly statements of historical facts, including: (i) our beliefs regarding the growth of our manufacturing segment; (ii)  our expectations relating to contracts for our modular buildings segment; (iii) our belief regarding the future success of Art’s Way Scientific; (iv) our expected results in the remainder of fiscal 2012, and (v) our expected returns to shareholders, are forward-looking statements. 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, unexpected contract breaches by us or counter-parties, domestic and international economic conditions, the cost of raw materials, the management of growth, the availability of investment opportunities, our ability to implement cost-management and production initiatives, and other factors 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.  The company does not intend to update or publicly revise any forward-looking statement.
 
 
-END-