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): May 11, 2021

Crawford United Corporation

(Exact Name of Registrant as Specified in Charter)

Ohio	000-00147	34-0288470
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10514 Dupont Avenue Cleveland, Ohio	44108
(Address of Principal Executive Offices)	(Zip Code)

(216) 243-2614

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None.

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 

Item 2.02 Results of Operations and Financial Condition.

On May 11, 2021, Crawford United Corporation, (the “Company”), issued a news release announcing its results for the three-month period ended March 31, 2021.  The news release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description of Exhibit

99.1 News release dated May 11, 2021.

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.

	CRAWFORD UNITED CORPORATION
Date: May 11, 2021	/s/ John P. Daly
	Name: John P. Daly
	Its: Chief Financial Officer

Exhibit Index

Exhibit No. Description of Exhibit

99.1 News release dated May 11, 2021.

EX-99.1

Exhibit 99.1

Contact:

Brian E. Powers, Chairman and Chief Executive Officer

CRAWFORD UNITED CORPORATION

10514 Dupont Avenue, Suite 200

Cleveland, Ohio 44108

216-243-2449

May 11, 2021

FOR IMMEDIATE RELEASE

Crawford United Corporation Announces First Quarter 2021 Results

● Revenue of $24.0 million

● EPS of $0.93

● Completed the acquisitions of Komtek Forge and Global-Tek Manufacturing

CLEVELAND, OHIO, May 11, 2021 – Crawford United Corporation (OTC: CRAWA), a growth-oriented holding company serving diverse markets, today reported results for the three-month period ended March 31, 2021.

For the quarter ended March 31, 2021, sales were $24.0 million compared with $25.3 million in the same period last year.  In this quarter, the Company recorded operating income of $2.3 million compared with operating income of $3.1 million in the same period last year. Net income was $3.1 million, or $0.93 per fully diluted share, compared to $2.1 million, or $0.63 per fully diluted share in the same period last year.

The decreases in sales and operating income were due to the ongoing global pandemic, which continued to weaken customer demand in some of the industries served by the Company’s business segments. The increase in net income was primarily the result of forgiveness in the amount of $1.5 million by the U.S. Small Business Administration in accordance with the terms of the CARES Act.

Brian Powers, Chairman and CEO, stated “We are pleased with the ongoing recovery of our business from the pandemic and remain confident in our ability to achieve long-term strategic priorities. Our recent acquisitions of Komtek Forge and Global-Tek Manufacturing will positively impact our levels of sales and earnings for the remainder of 2021. Crawford United is continuing to explore opportunities for growing revenue and improving profitability, with an eye towards additional acquisitions.”

About Crawford United Corporation. Crawford United Corporation is a growth-oriented holding company providing specialty industrial products to diverse markets, including healthcare, education, aerospace, defense, and transportation. The company currently operates two business segments. The Commercial Air Handling Equipment business is a leader in designing, manufacturing, and installing highly customized, large-scale commercial, institutional, and industrial air handling solutions, primarily for hospitals and universities. The Industrial & Transportation Products segment provides highly complex precision components to customers in the aerospace and defense industries, as well as a full line of branded metal, silicone, plastic, rubber, hydraulic, marine and fuel hose products. For more information, go to www.crawfordunited.com.

Information about Forward Looking Statements. This press release contains forward-looking statements within the meaning of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995, including statements made regarding the company’s future results. Generally, these statements can be identified by the use of words such as “guidance,” “outlook,” “believes,” “estimates,” “anticipates,” “expects,” “forecasts,” “seeks,” “projects,” “intends,” “plans,” “may,” “will,” “should,” “could,” “would” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements, or other statements made by the Company, are made based upon management’s expectations and beliefs concerning future events impacting the Company and are subject to uncertainties and factors (including, but not limited to, those specified below) which are difficult to predict and, in many instances, are beyond the control of the Company. As a result, actual results of the Company could differ materially from those expressed in or implied by such forward looking statements. These uncertainties and factors include the Company’s ability to successfully integrate acquisitions, and manage the larger operations of the combined businesses, the Company’s dependence upon a limited number of customers in the aerospace industry, the highly competitive industry in which the Company operates, which includes several competitors with greater financial resources and larger sales organizations, the Company’s ability to capitalize on market opportunities in certain sectors, the Company’s ability to obtain cost effective financing and the Company’s ability to satisfy obligations under its financing arrangements, statements related to the expected effects on the Company’s business of the COVID-19 pandemic, the duration and scope of the COVID-19 pandemic and impact on the demand for the Company’s products,  actions that governments, businesses and individuals take in response to the pandemic, including mandatory business closures and restrictions on onsite commercial interactions and any re-imposed public health measures or tightened public health restrictions in response to any increased spread of new strains of COVID-19 in the Company’s markets, the impact of the pandemic and actions taken in response to the pandemic on global and regional economies and economic activity, the pace of recovery when the COVID-19 pandemic subsides, efforts made to combat COVID-19, including vaccine development and distribution, general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth, as well as the risks described from time to time in the Company’s reports as filed with the Securities and Exchange Commission. Further information on potential factors that could affect the financial results of the Company and its forward-looking statements is included in its most recent Form 10-K and subsequent filings with the Securities and Exchange Commission. The Company assumes no obligation to update any forward-looking statement, except as may be required by law. These forward-looking statements speak only as of the date of this release. All forward-looking statements are qualified in their entirety by this cautionary statement.

Brian E. Powers

Chairman & CEO

216-243-2449

bpowers@crawfordunited.com 

“Crawford United has a great future behind it.”

CRAWFORD UNITED CORPORATION

Consolidated Income Statement (Unaudited)

	Three Months Ended
	March 31,
	2021					2020
Sales	$	23,994,004		100	%	$	25,281,574	100	%
Cost of Sales		17,991,083		75	%		19,073,431	75	%
Gross Profit		6,002,921		25	%		6,208,143	25	%
Operating Expenses:
Selling, general and administrative expenses		3,677,461		15	%		3,069,994	12	%
Operating Income		2,325,460		10	%		3,138,149	12	%
Other (Income) Expenses:
Interest charges		218,618		1	%		297,421	1	%
Other (income) expense		(1,562,117	)	-6	%		71,361	0	%
Total Other (Income) and Expenses		(1,343,499	)	-5	%		368,782	1	%
Income before Income Taxes		3,668,959		15	%		2,769,367	11	%
Income tax expense		525,542		2	%		693,797	3	%
Net income	$	3,143,417		13	%	$	2,075,570	8	%
Net income per common share
Basic	$	0.93				$	0.63
Diluted	$	0.93				$	0.63
Weighted average shares outstanding
Basic		3,392,839					3,311,477
Diluted		3,393,720					3,313,157