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) – August 8, 2013

SIFCO Industries, Inc.

(Exact name of registrant as specified in its charter)

Ohio	1-5978	34-0553950
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
970 East 64th Street, Cleveland Ohio		44103
(Address of principal executive offices)		(ZIP Code)

Registrant’s telephone number, including area code: (216) 881-8600

N.A.

(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 (see General Instruction A.2. below):

¨ 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 August 8, 2013, SIFCO Industries, Inc. issued a press release announcing its financial results for its third fiscal quarter ended June 30, 2013. A copy of this press release is furnished with this Report as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this item and in the accompanying exhibit shall not be deemed filed by SIFCO Industries, Inc. for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such information will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that SIFCO Industries, Inc. specifically incorporates it by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1    Earnings Press Release dated August 8, 2013.

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 hereunto duly authorized.

	SIFCO Industries, Inc.
	(Registrant)
Date: August 8, 2013
	/s/ Catherine M. Kramer
	Catherine M. Kramer
	Vice President – Finance and Chief Financial Officer
	(Principal Financial Officer)

EX-99.1

SIFCO Industries, Inc. Announces Third Quarter

Fiscal 2013 Financial Results

Cleveland - SIFCO Industries, Inc. (NYSE MKT: SIF) today announced financial results for its third quarter fiscal 2013, which ended June 30, 2013.

Third quarter

• Net sales from continuing operations in the third quarter of fiscal 2013 increased 11.0% to $30.3 million, compared with $27.3 million in the comparable period of fiscal 2012.

• Income from continuing operations in the third quarter of fiscal 2013 was $2.6 million, or $0.47 per diluted share, compared with $2.1 million, or $0.40 per diluted share, in the comparable period in fiscal 2012.

• Net income in the third quarter of fiscal 2013 was $2.5 million, or $0.46 per diluted share, compared with $2.4 million, or $0.46 per diluted share, in the comparable period in fiscal 2012.

• EBITDA in the third quarter of fiscal 2013 was $5.2 million, or 17.2% of net sales, compared with $4.7 million, or 17.2% of net sales, in the comparable fiscal 2012 period.

• Adjusted EBITDA in the second quarter of fiscal 2013 was $5.2 million, or 17.1% of net sales, compared with $5.1 million, or 18.5% of net sales, in the comparable fiscal 2012 period.

First nine months

• Net sales from continuing operations in the nine months ended June 30, 2013 increased 7.8% to $88.6 million, compared with $82.1 million in the comparable period of fiscal 2012.

• Income from continuing operations in the first nine months of fiscal 2013 was $4.9 million, or $0.92 per diluted share, compared with $4.4 million, or $0.82 per diluted share, in the comparable fiscal 2012 period.

• Net income for the first nine months of fiscal 2013 was $7.3 million, or $1.36 per diluted share, compared with net income of $5.4 million, or $1.00 per diluted share, for the comparable fiscal 2012 period.

• EBITDA in the first nine months of fiscal 2013 was $11.8 million, or 13.3% of net sales, compared with $11.5 million, or 13.9% of net sales, in the comparable period in fiscal 2012.

• Adjusted EBITDA in the first nine months of fiscal 2013 was $12.3 million, or 13.9% of net sales, compared with $13.3 million, or 16.1% of net sales, in the comparable period in fiscal 2012.

CEO Michael S. Lipscomb stated, "The Forged Components Group continues to improve every aspect of its operational and financial performance. Our across the board move into more commercial business and our subsequent addition of General Aluminum Forgings should help to sustain this trend."

The results for fiscal 2012 include the results of Quality Aluminum Forge, which was acquired in October 2011.

Forward-Looking Language

Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to financial results and plans for future business development activities, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions, competition and other uncertainties detailed from time to time in the Company's Securities and Exchange Commission filings.

The Company's Form 10-Q for the quarter ended June 30, 2013 can be accessed through its website: www.sifco.com, or on the Securities and Exchange Commission's website: www.sec.gov.

SIFCO Industries, Inc. is engaged in the production and sale of a variety of metalworking processes, services and products produced primarily to the specific design requirements of its customers. The processes and services include both conventional and precision forging, heat-treating, coating, welding, and machining. The products include both conventional and precision forged components, machined forged parts and other machined metal components, and remanufactured component parts for aerospace turbine engines. The Company's operations are conducted in two business segments: (1) Forged Components Group, and (2) Turbine Components Services and Repair Group.

Third Quarter Ended June 30, 2013

(Amounts in thousands, except per share data)

	Three Months Ended   June 30,						Nine Months Ended   June 30,
	2013			2012			2013			2012
Net sales	$	30,284		$	27,278		$	88,578		$	82,147
Cost of goods sold	22,757			20,991			69,653			65,275
Gross margin	7,527			6,287			18,925			16,872
Selling, general and administrative expenses	3,371			2,661			10,433			8,342
Amortization of intangible assets	492			709			1,544			2,186
Loss (gain) on disposal of operating assets	33			—			(89		)	—
Operating income	3,631			2,917			7,037			6,344
Interest income	(4		)	(8		)	(18		)	(16		)
Interest expense	76			124			261			352
Foreign currency exchange (gain) loss, net	7			(19		)	7			(22		)
Other income, net	(108		)	(113		)	(294		)	(347		)
Income from continuing operations before income tax provision	3,660			2,933			7,081			6,377
Income tax provision	1,103			831			2,134			1,990
Income from continuing operations	2,557			2,102			4,947			4,387
Income (loss) from discontinued operations, net of tax	(79		)	339			2,381			964
Net income	$	2,478		$	2,441		$	7,328		$	5,351
Income per share from continuing operations
Basic	$	0.47		$	0.40		$	0.92		0.83
Diluted	$	0.47		$	0.40		0.92			0.82
Income (loss) per share from discontinued operations, net of tax
Basic	$	(0.01	)	$	0.06		$	0.44		0.18
Diluted	$	(0.01	)	$	0.06		$	0.44		0.18
Net income per share
Basic	$	0.46		$	0.46		$	1.36		1.01
Diluted	$	0.46		$	0.46		$	1.36		1.00
Weighted-average number of common shares (basic)	5,374			5,328			5,359			5,311
Weighted-average number of common shares (diluted)	5,402			5,353			5,399			5,343

Supplemental Information - Reconciliation of EBITDA and Adjusted EBITDA

Dollars in thousands	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2013			2012			2013			2012
Net income	$	2,478		$	2,441		$	7,328		$	5,351
Less: Income (loss) from discontinued operations, net of tax	(79		)	339			2,381			964
Income from continuing operations	2,557			2,102			4,947			4,387
Adjustments:
Depreciation and amortization expense	1,479			1,637			4,465			4,741
Interest expense, net	72			116			243			336
Income tax provision	1,103			831			2,134			1,990
EBITDA	5,211			4,686			11,789			11,454
Adjustments:
Foreign currency exchange (gain) loss, net (1)	7			(19		)	7			(22		)
Other income, net (2)	(108		)	(113		)	(294		)	(347		)
Loss (gain) on disposal of operating assets (3)	33			—			(89		)	—
Inventory purchase accounting adjustments (4)	—			(4		)	—			436
Non-recurring severance expense (5)	—			—			658			—
Equity compensation expense (6)	148			255			515			822
Pension settlement expense (7)	191			—			382			—
Acquisition transaction-related expenses (8)	84			36			100			279
LIFO expense (income) (9)	(380		)	214			(787		)	643
Adjusted EBITDA	$	5,186		$	5,055		$	12,281		$	13,265

(1) Represents the gain or loss from changes in the exchange rates between the functional currency and the foreign currency in which the transaction is denominated.

(2) Represents miscellaneous non-operating income or expense, primarily rental income from our Irish subsidiary.

(3) Represents the difference between the proceeds from the sale of operating equipment and the carrying value shown on the Company’s books.

(4) Represents accounting adjustments to value inventory at fair market value associated with the acquisition of a business that was charged to cost of goods sold when the inventory was sold.

(5) Represents severance expense related to the departure of an executive officer.

(6) Represents the equity-based compensation expense recognized by the Company under its 2007 Long-term Incentive Plan.

(7) Represents expense incurred by a defined benefit pension plan related to settlement of pension obligations.

(8) Represents transaction-related costs such as legal, financial, tax due diligence expenses, valuation services costs, and executive travel that are required to be expensed as incurred.

(9) Represents the increase (decrease) in the reserve for inventories for which cost is determined using the last in, first out (“LIFO”) method.

______________________________________________________________________________________________________

Contacts

SIFCO Industries, Inc.

Catherine M. Kramer, 216-881-8600

www.sifco.com