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 and Exchange Act of 1934

Date of Report (Date of earliest event reported): March 24, 2009

Robbins & Myers, Inc.

(Exact name of Registrant as specified in its charter)

Ohio	001-13651	31-0424220
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

51 Plum St., Suite 260, Dayton, Ohio	45440
(Address of principal executive offices)	(Zip code)

937-458-6600
(Registrant’s telephone number including area code)

Not applicable
(Former name and 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 (see General Instruction A.2. below):

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 March 24, 2009, Robbins & Myers, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended February 28, 2009. A copy of the release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits — See Index to Exhibits

SIGNATURES

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, thereunto duly authorized.

	Robbins & Myers, Inc.
Date: March 25, 2009	By:	/s/ Christopher M. Hix
		Christopher M. Hix
		Vice President and Chief Financial Officer

INDEX TO EXHIBITS

99 ADDITIONAL EXHIBITS

99.1 Second Quarter Fiscal 2009 Earnings Press Release of Robbins & Myers, Inc., dated March 24, 2009.

EX-99.1

Exhibit 99.1

Investor Relations
+1 (937) 458-6600

ROBBINS & MYERS ANNOUNCES SECOND QUARTER 2009 RESULTS

Effective Execution in Difficult Conditions

DAYTON, OHIO, March 24, 2009...Robbins & Myers, Inc. (NYSE: RBN) today reported diluted net earnings per share (DEPS) of $0.46 for its fiscal second quarter ended February 28, 2009, as compared with $0.47 in the prior year second quarter. Current quarter results include benefits from a lower effective tax rate, and the prior year quarter includes benefits from a facility sale and favorable resolution of a tax matter.

Robbins & Myers’ sales in the second quarter of 2009 were $164 million, 11% lower than the comparable prior year results or 3% lower excluding the effects of currency translation. Orders of $128 million in the second quarter were 41% lower than the prior year comparable period. Excluding the impact from currency translation, orders decreased 35%.

Second quarter 2009 earnings before interest, taxes and minority interest (EBIT) were $21 million. The prior year second quarter EBIT of $26 million included a $1 million gain from the sale of a facility. The Company achieved EBIT margins of 12.7% in the current year quarter, slightly lower than the prior year comparable figure after adjusting for the facility sale gain.

“During the quarter we effectively met customer demand and achieved good profitability while carefully adjusting our cost structure to meet slowing global markets,” said Peter C. Wallace, President and Chief Executive Officer of Robbins & Myers, Inc. “Employment reductions were initiated and will continue into the third quarter, and we plan to implement government-supported employee furlough programs in certain international locations. Discretionary spending was cut sharply, we re-prioritized our capital spending programs and increased our focus on working capital to support cash flow improvements in the second half of the year. We continue to work closely with suppliers to maintain an effective value proposition for our customers.”

“The market declines experienced during our first quarter continued into the second quarter. We experienced a significant reduction in orders as customers took the opportunity to adjust their requirements for future product shipments, and this resulted in a rise in order cancellations. Each of our product platforms experienced customer order weakness in the second quarter, causing us to lower our sales and profit expectations for the second half of the year. We will continue to hone our cost structure for the balance of the year while pursuing key sales and profit initiatives, supported by our ample cash and credit capacity.”

The Company revised its fiscal 2009 DEPS expectations from $1.80-$2.00 to $1.35-$1.65 and forecasted third quarter DEPS of $0.20-$0.30.

Second Quarter Results by Segment

All comparisons are made against the comparable year-ago quarterly period unless otherwise stated.

The Fluid Management segment reported sales of $72 million and orders of $56 million, lower than prior year period sales of $77 million and orders of $74 million as a result of broad market weakness. EBIT fell $1 million to $20 million on lower sales, and EBIT margins of 27.0% were 40 basis points lower.

Difficult market conditions also affected the Company’s Process Solutions segment, which reported sales of $63 million in the second quarter and orders of $51 million, as compared with sales of $75 million and orders of $94 million in the second quarter of the prior year. The segment earned $5 million of EBIT in the second quarter of 2009, and EBIT margins decreased 260 basis points to 7.4% due to lower sales volume.

The Romaco segment reported lower customer demand with second quarter sales of $28 million, compared with $33 million in the prior year period, and orders of $21 million versus $48 million in the prior year period. Lower sales resulted in lower profitability, with the Romaco segment reporting EBIT of $0.4 million as compared with $2.1 million in the prior year, which included a $1 million gain from the sale of a facility.

Conference Call to Be Held Tomorrow, March 25 at 2:00 PM (Eastern)

A conference call to discuss these results has been scheduled for 2:00 PM Eastern on Wednesday, March 25, 2009, which can be accessed at www.robn.com or by dialing 800-259-0251 (US/Canada) or +1-617-614-3671, using conference ID #67980695. Replays of the call can be accessed by dialing 888-286-8010 (U.S./Canada) or +1-617-801-6888, both using replay ID # 18245371.

About Robbins & Myers

Robbins & Myers, Inc. is a leading supplier of engineered equipment and systems for critical applications in global energy, industrial, chemical and pharmaceutical markets.

In this release the Company refers to EBIT, a non-GAAP measure. The Company uses this measure to evaluate its performance and believes this measure is helpful to investors in assessing its performance. A reconciliation of this measure to net income is on our Condensed Consolidated Income Statement.

In addition to historical information, this press release contains forward-looking statements identified by use of words such as “expects,” “anticipates,” “believes,” and similar expressions. These statements reflect management’s current expectations and involve known and unknown risks, uncertainties, contingencies and other factors that could cause actual results, performance or achievements to differ materially from those stated. The most significant of these risks and uncertainties are described in our Form 10-K and Form 10-Q reports filed with the Securities and Exchange Commission and include, but are not limited to: the cyclical nature of some of our markets; a significant decline in capital expenditures in our primary markets; a major decline in oil and natural gas prices; reduced demand due to the general worldwide economic downturn and general credit market crises; increases in competition; changes in the availability and cost of our raw materials; foreign exchange rate fluctuations; work stoppages related to union negotiations; customer order cancellations; business disruptions caused by the implementation of business computer systems; the possibility of product liability lawsuits that could harm our business; events or circumstances which result in an impairment of assets; the potential impact of U.S. and foreign legislation, government regulations, and other governmental action, including those relating to export and import of products and materials, and changes in the interpretation and application of such laws and regulations; the outcome of audit, compliance, administrative or investigatory reviews; and decline in the market value of our pension plans’ investment portfolios affecting our financial condition and results of operations. Except as otherwise required by law, we do not undertake any obligation to publicly update or revise these forward-looking statements to reflect events or circumstances after the date hereof.

ROBBINS & MYERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)

(in thousands)	February 28, 2009		August 31, 2008
ASSETS
Current Assets:
Cash and cash equivalents	$	72,125	$	123,405
Accounts receivable		130,411		153,648
Inventories		113,095		109,797
Other current assets		7,308		8,017
Deferred taxes		12,389		13,476
Total Current Assets		335,328		408,343
Goodwill & Other Intangible Assets		257,447		285,759
Deferred Taxes		21,398		21,969
Other Assets		9,745		10,931
Property, Plant & Equipment		126,307		137,715
	$	750,225	$	864,717
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	61,971	$	86,012
Accrued expenses		80,894		102,876
Current portion of long-term debt		762		3,192
Total Current Liabilities		143,627		192,080
Long-Term Debt — Less Current Portion		30,305		30,435
Deferred Taxes		44,729		44,628
Other Long-Term Liabilities		92,613		97,557
Shareholders’ Equity		438,951		500,017
	$	750,225	$	864,717

ROBBINS & MYERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED INCOME STATEMENT
(Unaudited)

	Three Months Ended					Six Months Ended
	February 28,		February 29,			February 28,		February 29,
(in thousands, except per share data)	2009		2008			2009		2008
Sales	$	163,825	$	184,932		$	341,796	$	358,468
Cost of sales		107,049		118,697			217,044		229,371
Gross profit		56,776		66,235			124,752		129,097
SG&A expenses		35,941		41,113			77,523		80,754
Other income		0		(1,099	)		0		(1,099	)
Income before interest and income taxes		20,835		26,221			47,229		49,442
Interest expense, net		90		779			143		1,506
Income before income taxes and minority interest		20,745		25,442			47,086		47,936
Income tax expense		5,290		8,583			14,247		16,538
Minority interest		392		522			568		1,123
Net income	$	15,063	$	16,337		$	32,271	$	30,275
Net Income Per Share:
Basic	$	0.46	$	0.47		$	0.96	$	0.88
Diluted	$	0.46	$	0.47		$	0.96	$	0.88
Weighted Average Common Shares Outstanding:
Basic		32,802		34,488			33,620		34,429
Diluted		32,804		34,620			33,679		34,548

ROBBINS & MYERS, INC. AND SUBSIDIARIES
CONDENSED BUSINESS SEGMENT INFORMATION
(Unaudited)

	Three Months Ended						Six Months Ended
	February 28,			February 29,			February 28,			February 29,
(in thousands)	2009			2008			2009			2008
Sales
Fluid Management	$	72,318		$	76,509		$	154,588		$	148,864
Process Solutions		63,056			74,952			135,340			145,801
Romaco		28,451			33,471			51,868			63,803
Total	$	163,825		$	184,932		$	341,796		$	358,468
Income (Loss) Before Interest and Income Taxes (EBIT)
Fluid Management	$	19,553		$	20,970		$	44,193		$	39,418
Process Solutions		4,667			7,474			11,536			15,430
Romaco		442			2,106			(1,001	)		3,651
Corporate and Eliminations		(3,827	)		(4,329	)		(7,499	)		(9,057	)
Total	$	20,835		$	26,221		$	47,229		$	49,442
Depreciation and Amortization
Fluid Management	$	1,732		$	1,531		$	3,528		$	3,184
Process Solutions		1,691			1,686			3,376			3,355
Romaco		500			430			982			882
Corporate and Eliminations		132			127			262			349
Total	$	4,055		$	3,774		$	8,148		$	7,770
Orders
Fluid Management	$	55,831		$	74,212		$	140,258		$	157,004
Process Solutions		51,346			93,983			125,027			171,399
Romaco		21,119			47,795			47,844			81,508
Total	$	128,296		$	215,990		$	313,129		$	409,911
Backlog
Fluid Management	$	44,086		$	51,097		$	44,086		$	51,097
Process Solutions		100,783			138,189			100,783			138,189
Romaco		40,558			74,307			40,558			74,307
Total	$	185,427		$	263,593		$	185,427		$	263,593

ROBBINS & MYERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)

	Three Months Ended						Six Months Ended
	February 28,			February 29,			February 28,			February 29,
(in thousands)	2009			2008			2009			2008
Operating activities:
Net income	$	15,063		$	16,337		$	32,271		$	30,275
Depreciation and amortization		4,055			3,774			8,148			7,770
Other, net		(13,895	)		5,052			(35,494	)		(19,244	)
Cash provided by operating activities		5,223			25,163			4,925			18,801
Investing activities:
Capital expenditures, net of nominal disposals		(3,667	)		(3,830	)		(7,044	)		(8,755	)
Proceeds from sale of facility		0			3,996			0			3,996
Acquisition of business, net of cash acquired		0			(5,061	)		0			(5,061	)
Cash used by investing activities		(3,667	)		(4,895	)		(7,044	)		(9,820	)
Financing activities:
(Payments) Proceeds of long-term debt, net		(1,213	)		1,897			(2,195	)		1,136
Share repurchases		0			0			(39,114	)		0
Other, net		(1,026	)		(351	)		(1,757	)		1,543
Cash (used) provided by financing activities		(2,239	)		1,546			(43,066	)		2,679
Exchange rate impact on cash		(1,529	)		949			(6,095	)		3,004
(Decrease) Increase in cash		(2,212	)		22,763			(51,280	)		14,664
Cash at beginning of period		74,337			108,011			123,405			116,110
Cash at end of period	$	72,125		$	130,774		$	72,125		$	130,774