-----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, M0VUkOpxXicZuFq6Kuah0khZRv+RhVDpg/F0pR3mUsxQhnlJotayDvp4KvDvCiK3 p77JcChMfNq5qx4KXpfhTA== 0000950137-04-008620.txt : 20041015 0000950137-04-008620.hdr.sgml : 20041015 20041015171049 ACCESSION NUMBER: 0000950137-04-008620 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041014 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041015 DATE AS OF CHANGE: 20041015 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: 041081659 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 c88862e8vk.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): October 14, 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 October 14, 2004, Lindsay Manufacturing Co. (the "Company") issued a press release announcing the Company's results of operations for the fourth fiscal quarter and year ended August 31, 2004. A copy of the press release is furnished herewith as Exhibit 99.1. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. 99.1 Press Release, dated October 14, 2004, issued by the Company. 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. 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: October 15, 2004 LINDSAY MANUFACTURING CO. By: /s/ David Downing ------------------------------ David Downing, Vice President and Chief Financial Officer EX-99.1 2 c88862exv99w1.txt PRESS RELEASE Exhibit 99.1 news FINANCIAL RELATIONS BOARD RE: LINDSAY MANUFACTURING CO. 2707 NORTH 108TH STREET SUITE 102 OMAHA, NEBRASKA 68164 402-428-2131 FOR FURTHER INFORMATION: AT THE COMPANY: AT FINANCIAL RELATIONS BOARD: Bruce C. Karsk David Downing Marilyn Windsor Diane Hettwer Tim Grace EVP, Treasurer and Secretary 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 RELEASE THURSDAY, OCTOBER 14, 2004 LINDSAY MANUFACTURING CO. REPORTS FISCAL 2004 FOURTH-QUARTER, FULL-YEAR RESULTS OMAHA, NEB., OCTOBER 14, 2004--LINDSAY MANUFACTURING CO. (NYSE: LNN), a leading manufacturer of center pivot, lateral move, and hose reel irrigation systems, today announced results for the fourth quarter and fiscal year ended August 31, 2004. FOURTH-QUARTER RESULTS Fourth-quarter fiscal 2004 revenues rose 41 percent to $46.4 million from $33.0 million for the same prior-year quarter. Net earnings were $345,000, or $0.03 per diluted share, compared with $1.9 million, or $0.16 per diluted share, in the prior year's fourth quarter. The fiscal 2004 period's net earnings were reduced by $1.7 million pretax in year-end LIFO, physical inventory and other inventory-related adjustments. Net earnings were also reduced by $850,000 in pretax charges related to the previously disclosed insolvency and liquidation of a Kansas dealership. Combined, these items unfavorably affected diluted earnings per share by $0.14. The fiscal 2003 period benefited from $660,000 pretax in favorable year-end inventory adjustments. Lindsay saw sales gains across all business and geographical segments. Total irrigation equipment revenues grew 44 percent to $42.4 million from $29.5 million in the prior fiscal year's fourth quarter. Domestic irrigation sales rose by 38 percent, while international irrigation revenues were up 57 percent. The company estimates that one-third of the domestic revenue gain was due to increased volume, with the remainder of the increase attributable to price increases. Diversified products turned in an improved performance with revenues of $4.0 million compared with $3.5 million in the year-ago period, an increase of 16 percent. Rick Parod, president and chief executive officer, commented, "Demand for our products was strong throughout the year, and the fourth quarter continued this trend. We were pleased with our unit volume growth in both the domestic and international irrigation markets, particularly in view of the rapid rise in equipment prices. At the same time, it has been disappointing to see the continued negative impact on our margins from frequent steel cost increases and the competitive environment." Fourth-quarter gross margin declined to 16.3 percent from 24.2 percent a year ago as historically high steel prices, coupled with the previously mentioned inventory adjustments, impacted the cost of revenues. Operating income was $402,000 versus $2.3 million in the comparable fiscal 2003 quarter. Operating expenses rose to $7.2 million from $5.7 million, primarily due to a $600,000 bad debt charge, part of the $850,000 in charges related to the insolvency of the Kansas dealership previously discussed. Other operating expense increases were attributable to Sarbanes-Oxley compliance, insurance and Stettyn, the company's newly acquired business in South Africa. However, Lindsay's focus on cost control and revenue growth allowed the company to leverage its operating expenses. For the fiscal 2004 period, operating expenses were 15.4 percent of revenue compared with 17.3 percent of revenue in the fiscal 2003 period. Parod stated, "Gross margins for the quarter continued to reflect the significant increases in steel costs, which essentially doubled during this fiscal year. During the fourth quarter, steel prices rose by approximately 6.5 percent, which was a much lesser rate than we experienced in earlier quarters. To date in fiscal 2005, steel prices appear to have reached a plateau." Lindsay's order backlog at August 31, 2004, was $16.5 million compared with $21.9 million at August 31, 2003. "The ending backlog was below last year's level due to changes in our pricing policy. We now require orders booked to be shipped within 30 days or they are subject to re-pricing," Parod said. FISCAL 2004 RESULTS Fiscal 2004 total revenues were $196.7 million, an increase of 20 percent from $163.4 million a year ago. Net earnings were $9.3 million, or $0.78 per diluted share, in fiscal 2004 compared with $12.9 million, or $1.08 per diluted share, in fiscal 2003, a decrease of 28 percent. Irrigation equipment revenues increased by 21 percent to $183.8 million from $151.3 million in the prior fiscal year. In the domestic market, revenue expansion was split approximately equally between volume gains and price increases. Diversified products revenues were $12.9 million compared with $12.1 million in fiscal 2003, a 7 percent gain. Fiscal 2004 gross margin was 20.1 percent compared with 24.3 percent in the prior year. Operating expenses were 14.0 percent of revenue compared with 14.3 percent in fiscal 2003. Shareholders' equity at August 31, 2004, was $112.3 million, or $9.54 per outstanding common share, compared with $104.3 million, or $8.89 per outstanding common share, at August 31, 2003. Cash and marketable securities at August 31, 2004, were $56.3 million compared with $62.8 million at August 31, 2003. On July 14, 2004, Lindsay announced that it had increased its regular quarterly cash dividend by 10 percent to $0.055 per share from $0.05 per share. The new annual indicated rate is $0.22 per share, up from an annual indicated rate of $0.20 per share. OUTLOOK Parod commented, "During fiscal 2004, steel costs rose at an unprecedented rate, driving frequent and cumulatively significant increases in our selling prices for irrigation equipment. For fiscal 2005, we expect unit volume growth in the international and domestic markets for irrigation equipment, but we remain uncertain as to the effect of future steel cost changes and the impact on selling prices and demand for our products. We believe that we are taking appropriate action to shorten our pricing commitment period on orders received, maintain pricing discipline, prudently manage steel inventories, and place emphasis on achieving costs reductions. Our objective is to drive future gross margins to at least the levels achieved in fiscal 2003. We will continue to take these and other actions in pursuit of our long-term goals of sustainable revenue growth of 8 percent to 12 percent, gross margin of 23 percent to 27 percent, operating margin of 10 percent to 13 percent, and return on beginning equity of 14 percent to 20 percent. "Our strategy is to use our financial resources to deliver growth and value to shareholders through multiple avenues. We will continue to use, over time, a balanced approach that includes accretive acquisitions, organic growth opportunities, share repurchases and dividend payments," he concluded. Under Lindsay's share repurchase plan, management has an existing authorization to purchase up to 1.2 million shares of the company's stock. FOURTH-QUARTER AND FISCAL YEAR-END CONFERENCE CALL Lindsay's fiscal 2004 investor conference call is scheduled for 11 a.m. ET today. This call will be simulcast and available over the Internet via the web site www.vcall.com. The webcast will be available for replay for a period of 30 days. Lindsay will have a slide presentation available to augment management's formal presentation, which will be accessible via the company's website at www.lindsaymanufacturing.com. ABOUT THE COMPANY Lindsay manufactures and markets Zimmatic, Greenfield, Stettyn 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 August 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 - FINANCIAL TABLES FOLLOW - LINDSAY MANUFACTURING CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE-MONTHS AND FISCAL YEARS ENDED AUGUST 31, 2004 AND 2003
THREE MONTHS ENDED FISCAL YEAR ENDED --------------------------- -------------------------- (UNAUDITED) (UNAUDITED) (UNAUDITED) AUGUST AUGUST AUGUST AUGUST (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) 2004 2003 2004 2003 - ---------------------------------------- ---- ---- ---- ---- Operating revenues $ 46,422 $ 32,952 $196,696 $163,374 Cost of operating revenues 38,856 24,978 157,179 123,628 -------- -------- -------- -------- Gross profit 7,566 7,974 39,517 39,746 -------- -------- -------- -------- Operating expenses: Selling expense 2,560 2,756 11,148 10,517 General and administrative expense 3,892 2,277 13,419 10,285 Engineering and research expense 712 671 2,910 2,578 -------- -------- -------- -------- Total operating expenses 7,164 5,704 27,477 23,380 -------- -------- -------- -------- Operating income 402 2,270 12,040 16,366 Interest income, net 330 414 1,456 1,577 Other (expense) income, net (167) 260 270 844 -------- -------- -------- -------- Earnings before income taxes 565 2,944 13,766 18,787 Income tax provision 220 1,024 4,480 5,900 -------- -------- -------- -------- Net earnings $ 345 $ 1,920 $ 9,286 $ 12,887 ======== ======== ======== ======== Basic net earnings per share $ 0.03 $ 0.16 $ 0.79 $ 1.10 ======== ======== ======== ======== Diluted net earnings per share $ 0.03 $ 0.16 $ 0.78 $ 1.08 ======== ======== ======== ======== Average shares outstanding 11,766 11,735 11,756 11,729 Diluted effect of stock options 173 208 198 167 -------- -------- -------- -------- Average shares outstanding assuming 11,939 11,943 11,954 11,896 dilution ======== ======== ======== ======== Cash dividends per share $ 0.055 $ 0.050 $ 0.205 $ 0.155 ======== ======== ======== ========
LINDSAY MANUFACTURING CO. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AUGUST 31, 2004 AND 2003
(UNAUDITED) AUGUST AUGUST ($ IN THOUSANDS, EXCEPT PAR VALUES) 2004 2003 - ----------------------------------- ---- ---- ASSETS Current Assets: Cash and cash equivalents $ 8,973 $ 15,368 Marketable securities 14,802 8,770 Receivables, net 34,369 22,970 Inventories, net 19,780 20,019 Deferred income taxes 1,828 2,301 Other current assets 2,045 1,010 --------- --------- Total current assets 81,797 70,438 Long-term marketable securities 32,527 38,674 Property, plant and equipment, net 16,355 13,889 Other noncurrent assets 8,098 8,219 --------- --------- Total assets $ 138,777 $ 131,220 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 9,117 $ 8,228 Other current liabilities 15,021 16,053 --------- --------- Total current liabilities 24,138 24,281 Pension benefits liabilities 2,170 2,315 Noncurrent liabilities 172 333 --------- --------- Total liabilities 26,480 26,929 --------- --------- Commitments and Contingencies Shareholders' equity: Preferred stock, ($1 par value, 2,000,000 shares authorized, no shares issued and outstanding) -- -- Common stock, ($1 par value, 25,000,000 shares authorized, 17,493,841 and 17,459,561 shares issued in August 2004 and 2003) 17,494 17,460 Capital in excess of stated value 2,966 2,484 Retained earnings 181,209 174,333 Less treasury stock, (at cost, 5,724,069 shares) (89,898) (89,898) Accumulated other comprehensive gain (loss) 526 (88) --------- --------- Total shareholders' equity 112,297 104,291 --------- --------- Total liabilities and shareholders' equity $ 138,777 $ 131,220 ========= =========
LINDSAY MANUFACTURING CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE FISCAL YEARS ENDED AUGUST 31, 2004 AND 2003
(UNAUDITED) AUGUST AUGUST ($ IN THOUSANDS) 2004 2003 - ---------------- ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: Net earnings $ 9,286 $ 12,887 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 2,969 3,525 Amortization of marketable securities premiums, net 149 (145) Gain on sale of fixed assets (29) (76) Stock option tax benefits 157 32 Provision for uncollectible accounts receivable 760 (275) Equity in net loss (earnings) of equity method investments 73 (125) Deferred income taxes 881 830 Other, net (205) (152) Changes in assets and liabilities: Receivables, net (11,507) 2,514 Inventories, net 920 (2,578) Other current assets (1,051) (119) Accounts payable, trade 749 (564) Other current liabilities 435 189 Current taxes payable (1,780) 888 Other noncurrent assets and liabilities (602) (1,524) -------- -------- Net cash provided by operating activities 1,205 15,307 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property, plant and equipment (5,037) (1,918) Acquisition of business (1,025) -- Proceeds from sale of property, plant and equipment 43 63 Purchases of marketable securities held to maturity (2,982) (12,465) Proceeds from maturities of marketable securities held to maturity 6,676 14,232 Purchases of marketable securities available for sale (11,817) (10,445) Proceeds from sale of marketable securities available for sale 8,456 -- -------- -------- Net cash used in investing activities (5,686) (10,533) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from exercise of options under stock option plan 492 39 Dividends paid (2,410) (1,819) -------- -------- Net cash used in financing activities (1,918) (1,780) -------- -------- Effect of exchange rate changes on cash 4 (51) -------- -------- Net (decrease) increase in cash and cash equivalents (6,395) 2,943 Cash and cash equivalents, beginning of period 15,368 12,425 -------- -------- Cash and cash equivalents, end of period $ 8,973 $ 15,368 ======== ========
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