-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A+LJ5tFKBtjJIzt6hWr3bivjnwLS3Mbog2bRmgqyk/STDMqh7NF7FDiAwKFhBfBu hnMz5qSqrN45Y8oj/vNj0g== 0000007623-06-000009.txt : 20060718 0000007623-06-000009.hdr.sgml : 20060718 20060718162149 ACCESSION NUMBER: 0000007623-06-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060531 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20060718 DATE AS OF CHANGE: 20060718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARTS WAY MANUFACTURING CO INC CENTRAL INDEX KEY: 0000007623 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 420920725 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05131 FILM NUMBER: 06967330 BUSINESS ADDRESS: STREET 1: P O BOX 288 CITY: ARMSTRONG STATE: IA ZIP: 50514 BUSINESS PHONE: 7128643131 MAIL ADDRESS: STREET 1: P O BOX 288 CITY: ARMSTRONG STATE: IA ZIP: 50514 8-K 1 may06nrs.txt 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 July 17, 2006 ART'S-WAY MANUFACTURING CO., INC. (Exact Name of Registrant As Specified In Its Charter) Delaware 0-05131 42-0920725 (State Or Other Jurisdiction of (Commission (IRS Employer Incorporation or Organization) File No.) Identification Number) P.O. Box 288 Armstrong, IA 50514 (Address of Principal Executive Offices) (Zip Code) (712) 864-3131 (Telephone Number) 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 Art's-Way Manufacturing Co., Inc (the "Company") issued a press release on July 17, 2006 with earnings information on the Compnay's quarter ended May 31, 2006. The press release is furnished with this Form 8-K as Exhibit 99.1. Item 9.01 Financial Statements and Exhibits Exhibit 99.1 Press Release, dated May 31, 2006, issued by the Company. The information contained in this Currrent Report under Item 2.02, including the exhibit referenced in Item 9.01, is being "furnished" pursuant to "Item 2.02 Results of Operations and Fiancial Condition" of Form 8-K and, as such, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of the 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. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this reprot to be signed on its behalf by the undersigned hereunto duly authorized. Art's-Way Manufacturing Co., Inc. Date: July 17, 2006 By:____________________ Carrie L. Majeski Chief Financial Officer EX-99.1 CHARTER 2 nr0506ac.txt Exhibit 99.1 NASDAQ:ARTW CONTACT: Carrie Majeski (712) 864-3131 ART'S-WAY SECOND QUARTER AND 6 MONTH RESULTS ARMSTRONG, IOWA - Art's-Way Manufacturing Co., Inc., today (July 17, 2006) released the following results for the second fiscal quarter and six months ended May 31, 2006. Highlights: " Year to date sales were 14% ahead of the same period in 2005. " As of May 31, 2006 order backlog increased to $5,790,000 compared to $3,042,000 a year ago, Art's-Way Vessels, Inc. attributed $2,691,000 of the overall increase (all figures in thousands of dollars except per share amounts) Quarter Ended May 31, 2006 May 31, 2005 Net Sales . . . . . . . . . . . . . $ 4,112 $ 3,800 Gross Profit . . . . . . . . . . . . 1,289 1,023 Income from Operations . . . . . . . 310 322 Interest and Other Expense. . . . . 75 74 Income before Income Taxes . . . . . 235 249 Income Tax Expense (Benefit). . . . . 82 99 Net Income . . . . . . . . . . . . . 153 150 Basic Income Per Share (a). . . . . . $ .08 $ .08 Diluted Income Per Share (b) . . . .08 .08 Six Months Ended May 31, 2006 May 31, 2005 Net Sales . . . . . . . . . . . . . $ 8,414 $ 7,392 Gross Profit . . . . . . . . . . . . 2,665 2,278 Income from Operations . . . . . . . 801 853 Interest and Other Expense . . . . . 141 85 Income before Income Taxes . . . . . 660 768 Income Tax Expense (Benefit) . . . . 235 275 Net Income . . . . . . . . . . . . . 425 493 Basic Income Per Share (a) . . . . . $ .22 $ .25 Diluted Income Per Share (b) . . . . .21 .25 (a) Basic income per share based on the weighted average number of shares outstanding 1,972,796 and 1,944,385 for the quarter; and 1,968,451 and 1,941,280 for the six months ended May 2006 and 2005, respectively. (b) Diluted income per share based on the weighted average number of shares outstanding 1,979,570 and 1,966,405 for the quarter; and 1,977,619 and 1,965,566 for the six months ended May 2006 and 2005, respectively. Fiscal year 2006, second quarter and year to date net sales were 8% and 14%, respectively, higher than for the comparable periods one-year ago. A majority of this increase was due to the inclusion of Art's-Way Vessels, Inc., net sales of $1,484,511, for the six month period. Art's-Way Vessels, Inc., was acquired October 4, 2005 and therefore was not included in last year's six months. Art's-Way Manufacturing had revenues totaling $6,929,306 for the first six months, compared to $7,391,716 for the same period in 2005. Art's-Way Manufacturing's consolidated gross profit of 32% year to date has remained stable compared to the 31% for the same period one year ago. Art's-Way Manufacturing's gross profit is down from 31% to 29% year to date. This slight decline is due to a reduction in sales of grinder mixers which have a slightly higher margin than some of our other product offerings. Art's-Way Vessels had a gross profit of 45% year to date. At the time we acquired Art's-Way Vessels orders that were already booked were at a much lower profit margin than we are currently charging. This fact coupled with the additional expenses of getting shop supplies and repairs and maintenance drove our gross margin down in the first quarter of 2006. From 2005 to 2006 operating expenses increased from $1,424,460 to $1,863,939 year to date. The addition of Art's-Way Vessels relates directly to $450,949 of the increase. Engineering expenses are down $79,389 for the six months of 2006 as compared to 2005. In 2005 we hired an outside engineering firm to aid in the development of an exportable beet harvester. In the first half of 2006 our overall engineering costs savings was offset by an engineering consultant brought in to bring the export harvester to production. This work is expected to be completed by the end of July. Selling expenses were up for the first six months of 2006 by $50,134 over the same period one year ago. This is mainly due to an increase in advertising and show expenses. Advertising expense is up by approximately $10,000 as we try to reach new customers. Show expense is also up by approximately $25,000 due to machine enhancement for show purposes. Income from operations has decreased year to date from $853,459 in 2005 to $800,821 in 2006. Art's-Way Manufacturing's income from operations was $584,237, representing a $269,222 decrease year to date compared to 2005, which is due to the decrease in sales of 6% year to date compared to 2005 and the slight decline in our gross profit margin. Art's-Way started fiscal year 2005 with a backlog over a million dollars, for our new model 5165 grinder mixers. Once we manufactured our first run of the new model our sales increased significantly to fulfill the build up of orders. While sales have decreased from 2005 to 2006 the cause is due to the extraordinary year we had in fiscal year 2005. Art's-Way Vessel's income from operations was $216,584 year to date. We experienced an increase in interest expense of $52,017 in the first six months of 2006 as a result of a rise in the prime interest rate over the past 18 months and an additional borrowing of $1,500,000 during the second quarter. The order backlog as of May 31, 2006 was $ 5,790,000 compared to $3,042,000 one year ago. Art's-Way Manufacturing's order backlog as of May 31, was $3,099,000 while Art's-Way Vessel's was $2,691,000. Gehl, one of our main competitors in the grinder mixer market, announced in April that it was ceasing operations of its ag product lines. We feel that we are in an excellent position to capture some of this market share and are optimistic that this will increase our grinder mixer sales. Art's-Way manufactures and distributes farm machinery niche products including animal feed processing equipment, sugar beet and potato harvesting equipment, edible bean equipment, land maintenance equipment, finished mowing, crop shredding equipment and seed planting equipment. Art's-Way also produces haylage machinery for several original equipment manufacturers (OEM's). Starting in fiscal 2004, the Company is manufacturing moldboard plows under its own label under a license agreement with CNH. Art's-Way also manufactures and distributes truck bodies used in the agricultural, industrial and commercial industries. After market service parts are also an important part of the Company's business. Our wholly owned subsidiary Art's-Way Vessels Inc. manufactures pressurized tanks and vessels. This news release includes "forward-looking statements" within the meaning of the federal securities laws. Statements of anticipated future results are based on current expectations and are subject to a number of risks and uncertainties, including but not limited to, quarterly fluctuations in results, customer demand for the Company's products, domestic and international economic conditions, the management of growth and other risks detailed from time to time in the Company's Securities and Exchange Commission filings. Actual results may differ markedly from management's expectations. The Company cautions readers not to place undue reliance upon any such forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----