-----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, LPQ4srvdxkdx3uZvwj1B7b1LAi3rk8tGvzlX90iPINj5IVls1P+m33JWdxRzUKG2 0745GfmNSSFSC0CThvMD3Q== 0000950137-04-007520.txt : 20040907 0000950137-04-007520.hdr.sgml : 20040906 20040907165801 ACCESSION NUMBER: 0000950137-04-007520 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040831 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Material Impairments ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040907 DATE AS OF CHANGE: 20040907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LINDSAY MANUFACTURING CO CENTRAL INDEX KEY: 0000836157 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 470554096 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13419 FILM NUMBER: 041019077 BUSINESS ADDRESS: STREET 1: 2707 NORTH 108TH STREET STE 102 CITY: OMAHA STATE: NE ZIP: 68644 BUSINESS PHONE: 4024282131 MAIL ADDRESS: STREET 1: 2707 NORTH 108TH STREET STE 102 CITY: OMAHA STATE: NE ZIP: 68644 8-K 1 c88065e8vk.txt CURRENT REPORT 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 31, 2004 LINDSAY MANUFACTURING CO. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-13419 47-0554096 - ------------------------ ------------------------ ---------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification Number) 2707 North 108th Street Suite 102 Omaha, Nebraska 68164 ---------------------------------------- ---------------- (Address of principal executive offices) (Zip Code) (402) 428-2131 ---------------------------------------------------- (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: [ ] 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)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On September 7, 2004, Lindsay Manufacturing Co. (the "Company") issued a press release updating its outlook for fiscal 2004 ended August 31, 2004. A copy of the press release is furnished herewith as Exhibit 99.1. The information contained in this Current Report under Item 2.02, including the exhibit referenced in Item 9.01 below, is being "furnished" pursuant to "Item 2.02. Results of Operations and Financial Condition" of Form 8-K and, as such, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. ITEM 2.06. MATERIAL IMPAIRMENTS. The Company will report a charge against earnings of approximately $850,000 (pretax) in the quarter ended August 31, 2004 resulting from the insolvency and liquidation of a Kansas irrigation equipment dealer in which the Company held a minority interest. On August 31, 2004, the Company concluded that it will incur bad debt expense of approximately $600,000 (pretax) on trade receivables due to it from the dealership. This impairment represents the amount of trade receivables in excess of bad debt reserves previously established by the Company. On August 30, 2004, assets of the dealership were sold at auction and the proceeds were applied in part to the Company's trade receivables and, in part, to the dealership's obligations under bank loans. Results of the auction were available on August 31, 2004, at which time the Company determined the magnitude of the impairment charge on its trade receivables. The impairment charge on trade receivables will not result in future cash expenditures by the Company In addition to the impairment of these trade receivables, the Company expects to make cash payments of approximately $250,000 (pretax) on its guarantee of certain bank loans relating to the dealership. The Company did not recognize an impairment charge on its minority interest in the dealership since it had previously eliminated its investment in the dealership to reflect the Company's allocable share of losses incurred by the dealership. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. 99.1 Press Release, dated September 7, 2004, issued by the Company. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: September 7, 2004 LINDSAY MANUFACTURING CO. By: /s/ Bruce C. Karsk ---------------------------------------- Bruce C. Karsk, Executive Vice President EX-99.1 2 c88065exv99w1.txt PRESS RELEASE . . . EXHIBIT 99.1 AT THE COMPANY: AT FINANCIAL RELATIONS BOARD:
Bruce C. Karsk David B. Downing Marilyn Windsor Diane Hettwer Tim Grace Executive VP VP and CFO General Inquiries Analyst Inquiries Media Inquiries 402-829-6803 402-827-6235 702-515-1260 312-640-6760 312-640-6667
FOR IMMEDIATE RELASE TUESDAY, SEPTEMBER 7, 2004 LINDSAY MANUFACTURING CO. UPDATES OUTLOOK FOR FISCAL 2004 CHARGE RELATED TO DEALER WILL IMPACT EPS BY APPROXIMATELY $0.05 FOURTH-QUARTER REVENUES REMAIN STRONG; FULL-YEAR REVENUES EXCEED EXPECTATIONS OMAHA, NEB., SEPTEMBER 7, 2004--LINDSAY MANUFACTURING CO. (NYSE: LNN), a leading manufacturer of center pivot, lateral move, and hose reel irrigation systems, today updated its outlook for its fiscal year ending August 31, 2004. The company announced today that, due to the insolvency and liquidation of a Kansas dealership in which Lindsay held a minority interest, it will take a charge during the quarter ending August 31, 2004, of approximately $0.05 per share. The majority of this charge represents a bad debt expense relating to a Lindsay trade receivable from this dealership. The remaining portion of the charge represents Lindsay's expected obligation on its limited guarantee of bank loans related to the dealership. Lindsay's equity investment in the dealership had previously been eliminated due to its allocation of losses from the dealership. Prior to this charge, Lindsay's management had anticipated that full-year fiscal 2004 earnings per share would be slightly above $0.90 per share. The company also noted that revenues through the fourth quarter remained strong and Lindsay exceeded its goal of 14 to 16 percent organic revenue growth for fiscal 2004. Lindsay anticipates releasing its fiscal 2004 fourth-quarter and full-year earnings during the second full week of October. ABOUT THE COMPANY Lindsay manufactures and markets Zimmatic, Greenfield, and Perrot center pivot, lateral move and hose reel irrigation systems and GrowSmart controls, all of which are used by farmers to increase or stabilize crop production while conserving water, energy, and labor. The company also produces large diameter steel tubing and provides outsourced manufacturing and production services for other companies. At May 31, 2004, Lindsay had approximately 11.8 million shares outstanding, which are traded on the New York Stock Exchange under the symbol LNN. CONCERNING FORWARD-LOOKING STATEMENTS This release contains forward-looking statements that are subject to risks and uncertainties and which reflect management's current beliefs and estimates of future economic circumstances, industry conditions, Company performance and financial results. Forward-looking statements include the information concerning possible or assumed future results of operations of the Company and those statements preceded by, followed by or including the words "expectation," "outlook," "could," "may," "should," or similar expressions. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. FOR MORE INFORMATION REGARDING LINDSAY MANUFACTURING CO., SEE LINDSAY'S WEBSITE AT www.lindsaymanufacturing.com -----END PRIVACY-ENHANCED MESSAGE-----