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):

January 3, 2014

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 January 3, 2014, Lindsay Corporation (the “Company”) issued a press release announcing the Company’s results of operations for its first fiscal quarter ended November 30, 2013. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 8.01. Other Events

On January 3, 2014, the Company issued a press release announcing its capital allocation plan. A copy of the press release is furnished herewith as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits

99.1	Earnings Press Release, dated January 3, 2014, issued by the Company.
99.2	Capital Allocation Plan Press Release, dated January 3, 2014, 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: January 3, 2014	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 2014 First Quarter Results

Announces Capital Allocation Plan

Doubles Annual Cash Dividend to $1.04 Per Share

Plans to Repurchase $100 Million to $150 Million in Common Stock

OMAHA, Neb., January 3, 2014—Lindsay Corporation (NYSE: LNN), a leading provider of irrigation systems and infrastructure products, today announced results for its first quarter ended November 30, 2013.

First Quarter Results

First quarter fiscal 2014 revenues were $147.7 million, versus $147.4 million of revenues in the same prior year period. Net earnings were $10.2 million or $0.79 per diluted share compared with $14.7 million or $1.15 per diluted share in the prior year.

Total irrigation equipment revenues decreased 4 percent to $129.2 million from $134.2 million in the prior fiscal year’s first quarter. U.S. revenues decreased and were partially offset by increased demand in international markets and the addition of Claude Laval Corporation. U.S. irrigation revenues of $79.3 million declined 18 percent versus the drought-driven sales last year, while international irrigation revenues of $49.9 million increased 32 percent led by growth in South America and Australia. Infrastructure revenues increased 41 percent to $18.5 million with increases in nearly all of the Company’s infrastructure product lines.

Gross margin was 27.2 percent of sales compared to 29.1 percent of sales in the prior year’s first quarter. Gross margins in irrigation declined by approximately 2 percentage points due to a $2.3 million charge related to a product warranty matter and a higher mix of international sales. Infrastructure gross margins improved by approximately 5 percentage points primarily due to a larger mix of Road Zipper System sales.

Operating expenses were $24.2 million compared to $20.6 million in the same prior year period. The increase in the current year includes expenses of a recently acquired company and higher personnel expenses. Operating expenses were 16.4 percent of sales in the first quarter of fiscal 2014 compared with 14.0 percent of sales in the prior year period. Operating margins were 10.8 percent in the first quarter, versus 15.1 percent in the prior year period.

Cash and cash equivalents of $151.8 million were $0.4 million lower compared to the end of the first quarter in the prior fiscal year, while debt decreased $3.2 million.

Backlog of unshipped orders at November 30, 2013 was $86.6 million compared with $85.1 million at November 30, 2012 and $66.5 million at August 31, 2013. Backlog declined in U.S. irrigation markets and was offset by an increase in backlog in international irrigation markets and in the infrastructure segment. The increase in infrastructure backlog included a $12.7 million Road Zipper System order from the Golden Gate Bridge Highway & Transportation District.

Capital Allocation Plan

The Company is releasing further detail and clarification of its plans for capital allocation including plans for enhancing returns for shareholders through dividends and share repurchases. Priorities for uses of cash include:

• Investment in organic growth including capital expenditures and expansion of international markets,

• Annual increases in dividends to shareholders

• Synergistic water related acquisitions that provide attractive returns to shareholders, and

• Opportunistic share repurchases taking into account cyclical and seasonal fluctuations

Dividend

The Company is announcing that its Board of Directors is increasing its regular quarterly cash dividend by 100% to $0.26 per share, payable February 28, 2014, to shareholders of record on February 14, 2014.

Share Repurchases

The Company is announcing that its Board of Directors has replaced its existing share repurchase authorization with an increased authorization to repurchase up to $150 million of common stock. The authorization is in support of the Company’s plans to opportunistically repurchase $100 million to $150 million of common stock over the next 24 months.

Outlook

Rick Parod, president and chief executive officer, commented, “Total Company revenues remained at record levels in the first quarter while U.S. irrigation market sales declined as anticipated given the significant decline in agricultural commodity prices. The infrastructure segment made significant progress, including the award of a Road Zipper project on the Golden Gate Bridge. Irrigation sales for the remainder of the fiscal year remain uncertain as the decline in grain prices are likely to continue to result in significantly lower U.S. revenues, however we do not expect to have visibility into the selling season until mid-to-late in the second fiscal quarter.”

Parod added, “While we anticipate a decline from peak irrigation revenues for the near-term, drivers for the Company’s markets of population growth, expanded food production and efficient water use, support our expectation for long-term growth. Our overall capital allocation plan articulates our plans to continue to invest in attaining revenue and earnings growth, combined with a defined process for enhancing returns to shareholders.”

First-Quarter Conference Call

Lindsay’s fiscal 2014 first 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 # 27010515. 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 November 30, 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
	November 30,			November 30,
($ and shares in thousands, except per share amounts)	2013			2012
Operating revenues	$	147,671		$	147,370
Cost of operating revenues		107,520			104,513
Gross profit		40,151			42,857
Operating expenses:
Selling expense		9,756			7,321
General and administrative expense		11,743			10,118
Engineering and research expense		2,660			3,154
Total operating expenses		24,159			20,593
Operating income		15,992			22,264
Other income (expense):
Interest expense		(39	)		(143	)
Interest income		135			138
Other income (expense), net		(271	)		124
Earnings before income taxes		15,817			22,383
Income tax expense		5,583			7,655
Net earnings	$	10,234		$	14,728
Earnings per share:
Basic	$	0.79		$	1.15
Diluted	$	0.79		$	1.15
Shares used in computing earnings per share:
Basic		12,889			12,756
Diluted		12,951			12,853
Cash dividends declared per share	$	0.130		$	0.115

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

	November 30,			November 30,			August 31,
($ and shares in thousands, except par values)	2013			2012			2013
ASSETS
Current Assets:
Cash and cash equivalents	$	151,803		$	152,173		$	151,927
Receivables, net		122,093			88,893			120,291
Inventories, net		75,614			67,250			68,607
Deferred income taxes		13,469			8,171			12,705
Other current assets		15,989			10,719			15,261
Total current assets		378,968			327,206			368,791
Property, Plant and Equipment:
Cost		156,299			139,032			153,422
Less accumulated depreciation		(91,047	)		(82,947	)		(88,358	)
Property, plant and equipment, net		65,252			56,085			65,064
Intangibles, net		35,029			24,410			36,007
Goodwill		37,193			30,114			37,414
Other noncurrent assets		5,261			5,063			5,020
Total assets	$	521,703		$	442,878		$	512,296
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	45,902		$	50,662		$	42,276
Current portion of long-term debt		—			3,214			—
Other current liabilities		57,132			39,141			59,816
Total current liabilities		103,034			93,017			102,092
Pension benefits liabilities		6,263			6,749			6,324
Deferred income taxes		14,715			9,622			15,415
Other noncurrent liabilities		8,022			7,417			7,827
Total liabilities		132,034			116,805			131,658
Shareholders’ Equity:
Preferred stock		—			—			—
Common stock		18,620			18,531			18,571
Capital in excess of stated value		49,288			44,995			49,764
Retained earnings		414,133			354,367			405,580
Less treasury stock		(90,961	)		(90,961	)		(90,961	)
Accumulated other comprehensive loss, net		(1,411	)		(859	)		(2,316	)
Total shareholders’ equity		389,669			326,073			380,638
Total liabilities and shareholders’ equity	$	521,703		$	442,878		$	512,296

Lindsay Corporation and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Three months ended
	November 30,			November 30,
($ in thousands)	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	10,234		$	14,728
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		3,707			3,130
Provision for uncollectible accounts receivable		442			199
Deferred income taxes		(1,365	)		(782	)
Share-based compensation expense		1,180			1,219
Other, net		(244	)		157
Changes in assets and liabilities:
Receivables		(1,608	)		(6,441	)
Inventories		(6,608	)		(14,341	)
Other current assets		(431	)		(357	)
Accounts payable		3,356			19,210
Other current liabilities		(5,986	)		(4,396	)
Current taxes payable		3,140			1,312
Other noncurrent assets and liabilities		111			(181	)
Net cash provided by operating activities		5,928			13,457
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(2,387	)		(2,215	)
Proceeds from sale of property, plant and equipment		34			—
Proceeds from settlement of net investment hedges		101			—
Payments for settlement of net investment hedges		(1,035	)		(1,093	)
Net cash used in investing activities		(3,287	)		(3,308	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options		—			1,082
Common stock withheld for payroll tax withholdings		(2,027	)		(2,441	)
Principal payments on long-term debt		—			(1,072	)
Excess tax benefits from share-based compensation		465			2,185
Dividends paid		(1,681	)		(1,476	)
Net cash used in financing activities		(3,243	)		(1,722	)
Effect of exchange rate changes on cash and cash equivalents		478			302
Net change in cash and cash equivalents		(124	)		8,729
Cash and cash equivalents, beginning of period		151,927			143,444
Cash and cash equivalents, end of period	$	151,803		$	152,173

EX-99.2

Exhibit 99.2

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 Announces Capital Allocation Plan

OMAHA, Neb., January 3, 2014—Lindsay Corporation (NYSE: LNN), a leading provider of irrigation systems and infrastructure products, today announced its capital allocation plan and prioritization for use of cash.

• The Company’s cash balance at November 30, 2013 totaled $152 million.

• $27 million outside the U.S. to support international operations

• The targeted cash balance is $60 million to $75 million, including international accounts.

• To support cyclical and seasonal fluctuations in working capital and projected capital expenditures (CAPEX)

• The Company’s prioritization for cash use:

• Investment in organic growth, including CAPEX, primarily for increasing capacity and cost reductions.

• CAPEX expected to be $20 million to $25 million annually for the next 3 years

• Annual increases in dividends to shareholders

• Synergistic water related acquisitions that offer attractive returns to shareholders

• Acquisitions are anticipated in attaining the Company’s stated annual revenue growth goals of 10%-15%

• Expect acquisitions totaling $100 million to $150 million over the next 3 years, funded through cash and debt

• The Company will invest excess cash in opportunistic share repurchases, taking into account cyclical and seasonal fluctuations

• The Company expects to opportunistically invest approximately $100 million to $150 million in share repurchases over the next 24 months.

Rick Parod, president and chief executive officer, commented, “Lindsay’s overall financial performance and the recent and expected cash generation of the business have positioned the Company to take another step forward in executing plans for enhancing returns to shareholders. We believe that the capital allocation plan announced today clarifies for shareholders our plans to sustain growth and return excess cash as appropriate.”

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 November 30, 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.