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):

June 26, 2013

LINDSAY CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-13419	47-0554096
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
2222 North 111th Street Omaha, Nebraska		68164
(Address of principal executive offices)		(Zip Code)

(402) 829-6800

(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 June 26, 2013, Lindsay Corporation (the “Company”) issued a press release announcing the Company’s results of operations for its second fiscal quarter ended May 31, 2013. 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 June 26, 2013, 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 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: June 26, 2013	LINDSAY CORPORATION
	By:	/s/ Jim Raabe
		Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

2222 NO. 111^TH ST. OMAHA, NE 68164 TEL: 402-829-6800 FAX: 402-829-6836

For further information, contact:

LINDSAY CORPORATION:	HALLIBURTON INVESTOR RELATIONS:
Jim Raabe	Hala Elsherbini or Geralyn DeBusk
Vice President & Chief Financial Officer	972-458-8000
402-827-6579

Lindsay Corporation Reports Fiscal 2013 Third Quarter Results

OMAHA, Neb., June 26, 2013—Lindsay Corporation (NYSE: LNN), a leading provider of irrigation systems and infrastructure products, today announced results for its third quarter ended May 31, 2013.

Third Quarter Results

Third quarter fiscal 2013 revenues were a record $219.5 million, increasing 28 percent from $172.1 million in the same prior year period. Net earnings were $26.1 million or $2.01 per diluted share compared with $18.8 million or $1.47 per diluted share in the prior year.

Total irrigation equipment revenues increased 34 percent to $200.9 million from $149.6 million in the prior fiscal year’s third quarter due to increased demand resulting from higher commodity prices and farm incomes along with robust demand in international markets. U.S. irrigation revenues of $118.3 million increased 12 percent, while international irrigation revenues of $82.6 million increased 88 percent. Infrastructure revenues decreased 17 percent to $18.6 million.

Gross margin was 28.7 percent compared to 28.5 percent in the prior year’s third quarter. Gross margins in irrigation improved modestly while infrastructure gross margins declined by approximately 3 percentage points on lower mix of Road Zipper sales. U.S. irrigation gross margins increased due to strong pricing and manufacturing productivity and leverage, offset by the increased mix of lower margin international irrigation sales.

Operating expenses were $23.5 million compared to $20.2 million in the same prior year period. Current year expenses included higher personnel related expenses, accounts receivable reserves and research and development expenses. Operating expenses were 10.7 percent of sales in the third quarter of fiscal 2013 compared with 11.8 percent of sales in the prior year period. Operating margins of 18.0 percent increased from 16.7 percent in the prior year period.

Cash and cash equivalents of $170.2 million were $50.4 million higher compared to the end of the third quarter in the prior fiscal year, while debt decreased $4.3 million.

Backlog of unshipped orders at May 31, 2013 was $80.0 million compared with $44.5 million at May 31, 2012 and $159.3 million at February 28, 2013. Current backlog includes $23 million remaining from the $39 million order in the Middle East (Iraq) announced in the second quarter, as well as modest year over year increases in U.S. irrigation and infrastructure.

Nine Month Results

Total revenues for the nine months ended May 31, 2013 were $542.5 million, a 28 percent increase from $423.4 million in the same prior year period. Net earnings were $60.1 million or $4.66 per diluted share compared with $34.5 million or $2.70 per diluted share in the prior year. Fiscal 2012 operating costs included $7.2 million of accrued expenses, or $0.37 per diluted share on an after tax basis, relating to an increase in the Company’s estimated liability for environmental remediation at its Lindsay, Nebraska facility.

Total irrigation equipment revenues increased 36 percent to $497.9 million from $367.4 million during the first nine months of the prior fiscal year. U.S. irrigation revenues of $331.9 million increased 33 percent, while international irrigation revenues of $166.0 million increased 40 percent due to sales increases in most all markets, and most significantly in South America and the Middle East. Infrastructure revenues decreased 20 percent to $44.6 million.

Outlook

Rick Parod, president and chief executive officer, commented, “Record sales in our U.S. and international irrigation markets have led to record results through the first nine months of fiscal 2013. We expect a heavier mix of lower margin international sales in the fourth quarter as we continue to recognize revenue on the $39 million order in Iraq, which entered backlog in the second quarter.”

Parod added, “Drivers for the Company’s markets of population growth, expanded food production and efficient water use provide a solid backdrop for long term growth. In the near term, we have seen downward pressure on key agricultural commodity prices in anticipation of an improved harvest over last year’s drought conditions. However, recent reports cast doubt on the quality of the crop, raising concern over forecasted ending-stocks, particularly for corn. In addition, the environment for infrastructure sales remains difficult, although we are seeing indications for modest improvement from recent sales trends.”

Third-Quarter Conference Call

Lindsay’s fiscal 2013 third quarter investor conference call is scheduled for 11:00 a.m. Eastern Time today. Interested investors may participate in the call by dialing (888) 321-8161 in the U.S., or (706) 758-0065 internationally, and referring to conference ID # 91367297. Additionally, the conference call will be simulcast live on the Internet, and can be accessed via the investor relations section of the Company’s Web site, www.lindsay.com. Replays of the conference call will remain on our Web site through the next quarterly earnings release. The Company will have a slide presentation available to augment management’s formal presentation, which will also be accessible via the Company’s Web site.

About the Company

Lindsay manufactures and markets irrigation equipment primarily used in agricultural markets which increase or stabilize crop production while conserving water, energy, and labor. The Company also manufactures and markets infrastructure and road safety products under the Lindsay Transportation Solutions trade name. At May 31, 2013 Lindsay had approximately 12.9 million shares outstanding, which are traded on the New York Stock Exchange under the symbol LNN.

For more information regarding Lindsay Corporation, see the Company’s Web site at www.lindsay.com.

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. You can find a discussion of many of these risks and uncertainties in the annual, quarterly and current reports that the Company files with the Securities and Exchange Commission. Forward-looking statements include information concerning possible or assumed future results of operations of the Company and those statements preceded by, followed by or including the words “anticipate,” “estimate,” “believe,” “intend,” “expect,” “outlook,” “could,” “may,” “should,” “will,” or similar expressions. For these statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company undertakes no obligation to update any forward-looking information contained in this press release.

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three months ended						Nine months ended
($ and shares in thousands, except per share amounts)	May  31, 2013			May  31, 2012			May  31, 2013			May  31, 2012
Operating revenues	$	219,542		$	172,099		$	542,451		$	423,438
Cost of operating revenues		156,506			123,071			386,194			307,668
Gross profit		63,036			49,028			156,257			115,770
Operating expenses:
Selling expense		8,674			7,324			23,995			21,136
General and administrative expense		11,783			10,390			32,056			27,764
Engineering and research expense		3,029			2,527			8,946			6,827
Environmental remediation expense		—			—			—			7,225
Total operating expenses		23,486			20,241			64,997			62,952
Operating income		39,550			28,787			91,260			52,818
Other income (expense):
Interest expense		(32	)		(103	)		(258	)		(376	)
Interest income		100			137			367			327
Other income (expense), net		132			(234	)		252			(314	)
Earnings before income taxes		39,750			28,587			91,621			52,455
Income tax expense		13,687			9,764			31,479			17,937
Net earnings	$	26,063		$	18,823		$	60,142		$	34,518
Earnings per share:
Basic	$	2.03		$	1.48		$	4.69		$	2.72
Diluted	$	2.01		$	1.47		$	4.66		$	2.70
Shares used in computing earnings per share:
Basic		12,858			12,714			12,819			12,700
Diluted		12,947			12,814			12,894			12,799
Cash dividends declared per share	$	0.115		$	0.090		$	0.345		$	0.270

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

	Three months ended						Nine months ended
($ in thousands)	May  31, 2013			May  31, 2012			May  31, 2013			May  31, 2012
Net earnings	$	26,063		$	18,823		$	60,142		$	34,518
Other comprehensive income (loss):
Defined benefit pension plan adjustment, net of tax		33			26			99			77
Unrealized gain on cash flow hedges, net of tax		15			57			6			177
Foreign currency translation adjustment, net of hedging activities and tax		(1,389	)		(4,599	)		(282	)		(7,386	)
Total other comprehensive loss, net of tax (benefit) expense of ($10), $530, ($128) and $885		(1,341	)		(4,516	)		(177	)		(7,132	)
Total comprehensive income	$	24,722		$	14,307		$	59,965		$	27,386

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

($ and shares in thousands, except par values)	May 31, 2013			May 31, 2012			August 31, 2012
ASSETS
Current Assets:
Cash and cash equivalents	$	170,215		$	119,785		$	143,444
Receivables, net of allowance of $2,847, $1,786 and $1,717		130,924			95,693			82,565
Inventories, net		72,458			62,119			52,873
Deferred income taxes		11,810			9,399			9,505
Other current assets		18,307			13,177			10,478
Total current assets		403,714			300,173			298,865
Property, Plant and Equipment:
Cost		144,199			134,508			136,695
Less accumulated depreciation		(87,293	)		(78,365	)		(80,515	)
Property, plant and equipment, net		56,906			56,143			56,180
Intangibles, net		22,974			25,709			25,070
Goodwill		30,111			29,866			29,961
Other noncurrent assets		4,416			5,057			5,455
Total assets	$	518,121		$	416,948		$	415,531
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	56,902		$	38,820		$	31,372
Current portion of long-term debt		1,071			4,286			4,285
Other current liabilities		65,259			45,502			44,781
Total current liabilities		123,232			88,608			80,438
Pension benefits liabilities		6,603			6,057			6,821
Long-term debt		—			1,071			—
Deferred income taxes		8,809			10,458			9,984
Other noncurrent liabilities		7,715			8,573			7,450
Total liabilities		146,359			114,767			104,693
Shareholders’ Equity:
Preferred stock of $1 par value-Authorized 2,000 shares; none issued		—			—			—
Common stock of $1 par value-Authorized 25,000 shares; 18,560 issued		18,560			18,413			18,421
Capital in excess of stated value		48,392			41,580			43,140
Retained earnings		396,825			333,819			341,115
Less treasury stock (at cost, 5,698 shares)		(90,961	)		(90,961	)		(90,961	)
Accumulated other comprehensive loss, net		(1,054	)		(670	)		(877	)
Total shareholders’ equity		371,762			302,181			310,838
Total liabilities and shareholders’ equity	$	518,121		$	416,948		$	415,531

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine months ended
($ in thousands)	May 31, 2013			May 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	60,142		$	34,518
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		9,380			9,384
Provision for uncollectible accounts receivable		1,502			230
Deferred income taxes		(5,304	)		(3,899	)
Share-based compensation expense		3,452			2,611
Other, net		176			132
Changes in assets and liabilities:
Receivables		(49,375	)		(20,151	)
Inventories		(19,898	)		(14,892	)
Other current assets		(7,712	)		(1,371	)
Accounts payable		25,203			8,124
Other current liabilities		18,233			(1,597	)
Current taxes payable		4,551			6,864
Other noncurrent assets and liabilities		536			5,943
Net cash provided by operating activities		40,886			25,896
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(8,149	)		(7,573	)
Proceeds from sale of property, plant and equipment		21			107
(Payment) proceeds for settlement of net investment hedge		(515	)		1,237
Net cash used in investing activities		(8,643	)		(6,229	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options		1,781			387
Common stock withheld for payroll tax withholdings		(2,441	)		(577	)
Principal payments on long-term debt		(3,214	)		(3,214	)
Excess tax benefits from share-based compensation		2,751			256
Dividends paid		(4,432	)		(3,431	)
Net cash used in financing activities		(5,555	)		(6,579	)
Effect of exchange rate changes on cash and cash equivalents		83			(1,470	)
Net change in cash and cash equivalents		26,771			11,618
Cash and cash equivalents, beginning of period		143,444			108,167
Cash and cash equivalents, end of period	$	170,215		$	119,785