10-Q 1 cmw3667.htm QUARTERLY REPORT

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended         June 30, 2008        

Commission File Number         0-23539        

LADISH CO., INC.
(Exact name of registrant as specified in its charter)

Wisconsin
31-1145953
(State or other Jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

5481 South Packard Avenue, Cudahy, Wisconsin

53110
(Address of principal executive offices) (Zip Code)

(414) 747-2611
(Registrant’s telephone number, including area code)

        Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.

  Yes   X          No       

        Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act.

Large accelerated filer        Accelerated filer   X   Non-accelerated filer      

        Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

  Yes               No   X  

        Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class
Outstanding at June 30, 2008
Common Stock, $0.01 Par Value 14,559,467

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PART I – FINANCIAL INFORMATION


Page 3 of 14

LADISH CO., INC.
CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in Thousands, Except Per Share Data)

For the Three Months
Ended June 30,

For the Six Months
Ended June 30,

(unaudited) (unaudited)
2008
2007
2008
2007

Net sales
    $ 118,959   $ 113,594   $ 236,156   $ 211,260  

Cost of sales
    103,452    91,649    205,828    175,625  





         Gross profit
    15,507    21,945    30,328    35,635  

Selling, general and administrative expenses
    4,841    4,106    9,244    8,048  





         Income from operations
    10,666    17,839    21,084    27,587  

Other income (expense):
  
     Interest expense    (241 )  (708 )  (680 )  (1,506 )
     Other, net    (475 )  78    (884 )  270  





         Income before income tax provision
  
            and minority interest    9,950    17,209    19,520    26,351  

Income tax provision
    3,711    6,438    7,281    9,802  

Minority interest in net earnings of subsidiary
    20    10    37    20  





         Net income
   $ 6,219   $ 10,761   $ 12,202   $ 16,529  






Basic earnings per share
   $ 0.43   $ 0.74   $ 0.84   $ 1.14  

Diluted earnings per share
   $ 0.43   $ 0.74   $ 0.84   $ 1.14  

Basic weighted average shares outstanding
    14,559,467    14,508,242    14,551,912    14,502,785  

Diluted weighted average shares outstanding
    14,562,338    14,552,210    14,554,954    14,546,843  

Page 4 of 14

LADISH CO., INC.
CONSOLIDATED BALANCE SHEETS

(Dollars in Thousands, Except Share Data)

Assets (unaudited)
June 30,
2008

December 31,
2007

Current assets:            
     Cash and cash equivalents   $ 4,713   $ 5,952  
     Accounts receivable, less allowance of $84 and $88 at each date    84,190    75,226  
     Inventories    115,950    118,187  
     Deferred income taxes    4,390    4,590  
     Prepaid expenses and other current assets    5,100    1,800  


         Total current assets    214,343    205,755  
Property, plant and equipment:  
     Land and improvements    6,327    6,184  
     Buildings and improvements    58,102    55,237  
     Machinery and equipment    198,481    193,783  
     Construction in progress    50,949    31,516  


     313,859    286,720  
     Less - accumulated depreciation    (148,914 )  (142,610 )


         Net property, plant and equipment    164,945    144,110  
Deferred income taxes    15,779    16,722  
Other assets    16,139    14,864  


         Total assets   $ 411,206   $ 381,451  



Liabilities and Stockholders’ Equity
Current liabilities:  
     Accounts payable   $ 48,034   $ 42,116  
     Senior bank debt    13,900    7,500  
     Senior notes    6,000    6,000  
     Accrued liabilities:  
         Pensions    551    243  
         Postretirement benefits    3,765    3,765  
         Wages and salaries    6,470    5,285  
         Taxes, other than income taxes    216    279  
         Interest    520    523  
         Profit sharing    997    3,273  
         Paid progress billings    2,980    503  
         Other    3,216    5,413  


              Total current liabilities    86,649    74,900  
Noncurrent liabilities:  
     Senior notes    40,000    40,000  
     Postretirement benefits    30,829    31,689  
     Pensions    24,060    24,655  
     Officers’ deferred compensation    5,795    5,586  
     Minority interest in equity of subsidiary    535    497  
     Other noncurrent liabilities    3,318    2,570  


              Total liabilities    191,186    179,897  
Stockholders’ equity:  
     Common stock - authorized 100,000,000, issued 14,605,591  
       shares at each date of $.01 par value    146    146  
     Additional paid-in capital    125,397    125,158  
     Retained earnings    119,281    107,079  
     Treasury stock, 46,124 and 71,124 shares of common stock, respectively,  
          at each date at cost    (338 )  (521 )
     Accumulated other comprehensive loss    (24,466 )  (30,308 )


              Total stockholders’ equity    220,020    201,554  


              Total liabilities and stockholders’ equity   $ 411,206   $ 381,451  



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LADISH CO., INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in Thousands)

For the Six Months
Ended June 30,

(unaudited)
2008
2007

CASH FLOWS FROM OPERATING ACTIVITIES:
           

     Net income
   $ 12,202   $ 16,529  
     Adjustments to reconcile net income to net cash  
        provided by (used in) operating activities:  
         Depreciation    6,456    5,555  
         Charge in lieu of taxes related to goodwill    20    19  
         Deferred income taxes    1,468    3,252  
         Minority interest in net earnings of subsidiary    37    20  
         Gain on disposal of property, plant and equipment    (18 )  (184 )

     Changes in assets and liabilities:
  
         Accounts receivable    (7,154 )  (11,915 )
         Inventories    3,033    (1,149 )
         Other assets    (4,560 )  (3,152 )
         Accounts payable and accrued liabilities    3,787    9,671  
         Other liabilities    (987 )  2,338  


              Net cash provided by operating activities    14,284    20,984  



CASH FLOWS FROM INVESTING ACTIVITIES:
  

     Additions to property, plant and equipment
    (22,893 )  (16,292 )
     Proceeds from sale of property, plant and equipment    113    316  
              Net cash used in investing activities    (22,780 )  (15,976 )

CASH FLOWS FROM FINANCING ACTIVITIES:
  

     Proceeds from senior bank debt
    6,400    --  
     (Repayment of) senior bank debt    --    (2,100 )
     Proceeds from exercise of stock options    206    77  


              Net cash provided by (used in) financing activities    6,606    (2,023 )



     Effect of exchange rate changes on cash and cash equivalents
    651    54  


INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS    (1,239 )  3,039  

CASH AND CASH EQUIVALENTS, beginning of period
    5,952    3,431  



CASH AND CASH EQUIVALENTS, end of period
   $ 4,713   $ 6,470  



Page 6 of 14

LADISH CO., INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Dollars in Thousands, Except Share Data)

(1) Basis of Presentation

In the opinion of the Company, the accompanying unaudited consolidated condensed financial statements contain all adjustments necessary to present fairly its financial position at June 30, 2008 and its results of operations and cash flows for the interim periods presented. All adjustments are of a normal recurring nature.

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with Article 10 of Regulation S-X and therefore do not include all disclosures required for annual financial statements presented in conformity with accounting principles generally accepted in the United States of America. The Company has filed a report on Form 10-K which contains audited consolidated financial statements that include all information and footnotes necessary for a fair presentation of its financial position at December 31, 2007 and 2006, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the years ended December 31, 2007, 2006 and 2005.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results will likely differ from those estimates, but management believes such differences will not be material.

The results of operations for any interim period are not necessarily indicative of the results to be expected for a full year.

(2) Inventories

June 30,
2008

December 31,
2007

Raw material and supplies     $ 35,484   $ 41,823  
Work-in-process and finished goods    82,774    79,939  
Less progress payments    (2,308 )  (3,575 )


Total inventories   $ 115,950   $ 118,187  



(3) Interest and Income Tax Payments

For the Six Months
Ended June 30,

2008
2007
Interest paid, net of interest capitalized in the            
   amount of $964 and $225, respectively   $ 655   $ 1,508  
Income taxes paid    7,988    4,149  

Page 7 of 14

(4) Cash and Cash Equivalents

Cash in excess of daily requirements is invested in marketable securities consisting of commercial paper and money market instruments which mature in three months or less. Such investments are deemed to be cash equivalents. Outstanding payroll and accounts payable checks related to certain bank accounts are recorded as accounts payable on the balance sheets. These checks amounted to $6,065 and $1,775 as of June 30, 2008 and December 31, 2007, respectively.

(5) Revenue Recognition

Sales revenue is recognized when the title and risk of loss have passed to the customer, there is pervasive evidence of an arrangement, delivery has occurred or the services have been provided, the sales price is determinable and collectibility is reasonably assured. This generally occurs at the time of shipment. Net sales include freight out as well as reductions for returns and allowances, and sales discounts. Progress payments on contracts are generally recognized as reductions of the related inventory costs. Progress payments in excess of inventory costs are reflected as a liability.

(6) Income Taxes

The year-to-date tax provisions for 2008 and 2007 are based on annualized combined federal, state and foreign effective tax rates of 37.3% and 37.2%, respectively. The principal difference from the expected federal tax rate of 35% is due primarily to state income taxes, offset by the impact of lower income tax rates in Poland and the benefit of the Domestic Production Activities deduction.

(7) Pension and Postretirement Benefits

The components of net periodic benefit costs recognized for the six-month periods ended June 30, 2008 and 2007 are presented in the table below.

Pension Benefits
Other
Postretirement Benefits

2008
2007
2008
2007
Service cost     $ 446   $ 438   $ 77   $ 75  
Interest cost    5,999    5,634    1,025    1,013  
Expected return on plan assets    (7,857 )  (7,765 )  --    --  
Amortization of prior service cost    201    207    7    7  
Amortization of the net loss    1,815    1,881    3    10  




Net periodic benefit cost   $ 604   $ 395   $ 1,112   $ 1,105  




The Company previously disclosed in its financial statements for the year ended December 31, 2007, that it expected to contribute $10,547 to its pension plans in 2008. As of June 30, 2008, the Company has made $1,971 of contributions to the pension plans versus $11,173 during the same period in 2007. The Company currently estimates its total contributions to its pension plans in 2008 will be $8,955.

In December 2003, the Medicare Prescription Drug, Improvement and Modernization Act of 2003 was enacted. In May 2004, the FASB issued FASB Staff Position No. 106-2, Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003 in response to the new law which may provide a federal subsidy to sponsors of retiree healthcare benefit plans. The Company has concluded that certain benefits provided by its postretirement benefit plan are actuarially equivalent to Medicare Part D under the Act and has filed a refund request with the Claims Management Services, a division of the Health and Human Services Department. In the first quarter of 2008, the Company received a $166 refund.


Page 8 of 14

(8) Debt

The Company sold $30,000 of Series A senior notes (the “Series A Notes”) in a private placement to certain institutional investors on July 20, 2001. The Series A Notes are unsecured and bear interest at a rate of 7.19% per annum with the interest being paid semiannually. The Series A Notes have a seven-year duration with the principal amortizing equally over the duration after the third year. Amortization payments of $6,000 annually were made on July 20, 2004 through 2008, at which point the Series A Notes were retired.

On May 16, 2006, the Company sold $40,000 of Series B senior notes (the “Series B Notes”) in a private placement to certain institutional investors. The Series B Notes are unsecured and bear interest at a rate of 6.14% per annum with interest being paid semiannually. The Series B Notes have a ten-year duration with the principal amortizing equally over the duration after the third year.

The Company and a syndicate of Lenders have entered into a revolving credit facility (the “Facility”) which was most recently renewed on April 25, 2008. The Facility consists of a $35,000 unsecured revolving line of credit which bears interest at a rate of LIBOR plus 1.25%. At June 30, 2008, there were $13,900 of borrowings under the Facility and $21,100 was available pursuant to the terms of the Facility.

(9) Earnings Per Share

The incremental difference between basic weighted average shares outstanding and diluted weighted average shares outstanding is due to the dilutive impact of outstanding options.

(10) Stockholders’ Equity

The Company has a Stock Option Plan (the “Plan”) that covers certain employees. Under the Plan, incentive stock options for up to 983,333 shares may be granted to employees of the Company, of which 943,833 options have been granted. These options expire ten years from the grant date. Options granted vest over two years. There were no options granted in the six months ended June 30, 2008. As of June 30, 2008, 7,336 options granted under the Plan remain outstanding and exercisable. During the first six months of 2008, 25,000 options were exercised (for cash of $206) and shares were issued from Treasury Stock. The reduction in accumulated other comprehensive loss is attributable to foreign currency exchange adjustments.

(11) Legal Proceedings

From time to time the Company is involved in legal proceedings relating to claims arising out of its operations in the normal course of business. Although the Company believes that there are no material legal proceedings pending or threatened against the Company or any of its properties, the Company has been named as a defendant in a number of asbestos cases in Mississippi, six asbestos cases in Illinois and one asbestos case in California. As of the date of this filing, the Company has been dismissed from a majority of the cases in Mississippi, five of the cases in Illinois and the one case in California. The Company has never manufactured or processed asbestos. The Company’s only exposure to asbestos involves products the Company purchased from third parties. The Company has notified its insurance carriers of these claims and is vigorously defending these actions. The Company has not made any provision in its financial statements for the asbestos litigation.

The Company is also participating in an investigation initiated by U.S. Customs & Border Protection (“Customs”) into duty drawback claims filed on behalf of the Company by its former export agent. The Company is cooperating with Customs in this investigation and has voluntarily suspended its duty drawback claims. Based upon its internal investigation, the Company believes any errors or omissions with respect to its filings were solely attributable to its former export agent. The Company intends to continue to cooperate with Customs in resolving this matter. The Company has not made any provision in its financial statements for the Customs investigation.


Page 9 of 14

(12) New Accounting Pronouncements

There are no new accounting pronouncements which would have a material impact upon the Company.


Page 10 of 14

MANAGEMENT’S DISCUSSION
AND ANALYSIS OF RESULTS OF OPERATIONS AND
CHANGES IN FINANCIAL POSITION

(Dollars in Thousands, except per share data)

RESULTS OF OPERATIONS

Second Quarter 2008 Compared to Second Quarter 2007

Net sales for the three months ended June 30, 2008 were $118,959 compared to $113,594 for the same period in 2007. The 4.7% increase in net sales for the second quarter of 2008 versus 2007 was due to growth in all markets served by the Company along with the pass through to selling prices of the increase in costs for the raw materials utilized by the Company. Net sales in the second quarter of 2007 were positively impacted by recovery from equipment failures in the first quarter of 2007. Gross profit for the second quarter of 2008 was 13.0% of net sales in contrast to 19.3% of net sales in the second quarter of 2007 primarily as a result of the increased raw material costs in the second quarter of 2008 in comparison to the same period in 2007 thereby decreasing gross profit as a percent of net sales. In addition, gross profits for the second quarter of 2008 were negatively impacted by reduced by-product sales, higher energy expenses and reduced productivity associated with the learning curve of new employees.

Selling, general and administrative expenses, as a percentage of net sales, were 4.1% for the second quarter of 2008 compared to 3.6% for the same period in 2007. The increase in SG&A expenses between the periods was attributable to growth in employment to support capacity expansion.

Interest expense for the second quarter of 2008 was $241 in contrast to $708 for the same period in 2007. The lower interest expense in 2008 is due primarily to increased capitalization of interest expense on capital projects and reduced level of debt. During the second quarter of 2008, the Company’s revolving line of credit had an interest rate equal to the LIBOR rate plus 1.25% per annum. Series A and Series B senior notes bore interest at the rate of 7.19% and 6.14%, respectively, per annum. The Company had $13,900 of borrowings under the revolving line of credit facility and had $46,000 of senior notes outstanding at the end of the second quarter of 2008.

The 2008 and 2007 second quarter income tax provisions are based on effective tax rates of 37.3% and 37.4%, respectively. At December 31, 2007, the Company has $2,142 of domestic net operating loss (“NOL”) carryforwards which management expects to reduce future income taxes payable. For financial statement purposes, the Company previously recorded a deferred tax asset for the tax benefits attributable to the NOL carryforwards. Therefore, the Company uses an effective tax rate which reflects federal and state taxes without a reduction for actual NOL usage. See Note 6 to the consolidated financial statements and “Liquidity and Capital Resources.”

The Company’s net income for the second quarter of 2008 was $6,219, a decline from $10,761 in the second quarter of 2007. Profitability declined in the period due to the higher raw material prices, higher energy prices, reduced by-product sales and a less profitable mix of products in 2008. The Company’s contract backlog at June 30, 2008 was $618,836 as the Company received $106,405 of new orders in the second quarter of 2008, in comparison to backlogs of $543,123 and $610,979 at June 30, 2007 and December 31, 2007, respectively, and $105,793 of new orders in the second quarter of 2007.


Page 11 of 14

First Six Months 2008 Compared to First Six Months 2007

Net sales for the first half of 2008 were $236,156, an 11.8% increase over $211,260 of net sales for the same period in 2007. The increase in revenues for 2008 is attributable to continued strong demand in all markets served by the Company and higher costs for raw materials used by the Company as the Company is able to pass along those higher material costs to its customers. The higher raw material costs along with higher energy costs resulted in the Company’s cost of sales increasing to 87.2% in the first six months of 2008 in contrast to 83.1% for the equivalent period in 2007. Gross profits, therefore, fell to 12.8% of net sales in 2008 from 16.9% in 2007.

The first six months of 2008 had selling, general and administrative expenses of $9,244 or 3.9% of sales in comparison to $8,048 or 3.8% of sales in the first six months of 2007. The $1,196 increase in SG&A expense is due to higher sales and the percentage growth is due to higher employment levels in 2008.

The Company had $680 of interest expense in the first half of 2008 in contrast to $1,506 of interest expense in the same period of 2007. The interest expense reduction in 2008 resulted from lower interest rates and the capitalization of interest expense related to capital projects. The Company also had other expense of $884 in the first half of 2008 which was related to foreign currency exchange in Poland and the costs associated with searching for a location for a new casting facility in Mexico. During the same period of 2007, the Company had other income of $270 due primarily from the gain on the sale of used equipment.

Income tax provisions of 37.3% and 37.2%, respectively, were recorded for the first six months of 2008 and 2007. The principle difference from the expected federal tax rate of 35% is due primarily to state income taxes, offset by the impact of lower income tax rates in Poland and the benefit of the Domestic Production Activities deduction.

The Company’s net income for the first six months of 2008 was $12,202 in contrast to $16,529 for the same period in 2007. The decline in net income is due to higher raw material prices, higher energy prices and consumption, reduced by-product sales and a less profitable product mix. June 30, 2008 contract backlog at the Company was $618,836 in comparison to $543,123 at June 30, 2007. The Company received $239,119 of new orders in the first half of 2008 versus $256,150 of new orders in the same period of 2007.

Liquidity and Capital Resources

The Company’s cash position as of June 30, 2008 is $1,239 less than its position at December 31, 2007. For the first six months of 2008, the Company generated $14,284 of cash from operating activities in contrast to producing $20,984 of cash from operations in the same period of 2007. The Company expended $22,893 and $16,292 of cash on capital expenditures in the first six months of 2008 and 2007, respectively.

On July 20, 2001, the Company sold $30,000 of Series A Notes in a private placement to certain institutional investors. The Series A Notes are unsecured and bear interest at a rate of 7.19% per annum with the interest being paid semiannually. The Series A Notes have a seven-year duration with the principal amortizing equally over the duration after the third year. Amortization payments of $6,000 annually were made on July 20, 2004 through 2008, at which time the Series A Notes were retired.


Page 12 of 14

On May 16, 2006, the Company sold $40,000 of Series B Notes in a private placement to certain institutional investors. The Series B Notes are unsecured and bear interest at a rate of 6.14% per annum with interest being paid semiannually. The Series B Notes have a ten-year duration with the principal amortizing equally over the duration after the third year.

In addition, the Company and a syndicate of Lenders have entered into the Facility which was most recently renewed on April 25, 2008. The Facility consists of a $35,000 unsecured revolving line of credit which bears interest at a rate of LIBOR plus 1.25%. At June 30, 2008, there were $13,900 of borrowings under the Facility and $21,100 of credit was available pursuant to the terms of the Facility.

As of December 31, 2007, the Company has domestic NOL carryforwards of $2,142 that were generated prior to its 1993 reorganization.

Realization of the domestic net deferred tax assets, including those attributable to the NOL carryforwards, over time is dependent upon the Company generating sufficient taxable income in future periods. In determining that realization of the domestic net deferred tax assets was more likely than not, the Company has given consideration to a number of factors including its recent earnings history, expectations for earnings in the future, the timing of reversal of temporary differences, tax planning strategies available to the Company and the expiration dates associated with NOL carryforwards. If, in the future, the Company determines that it is no longer more likely than not that the domestic net deferred tax assets will be realized, a valuation allowance will be established against all or part of the domestic net deferred tax assets with an offsetting charge to the income tax provision.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The Company believes that its exposure to market risk related to changes in foreign currency exchange rates and trade accounts receivable is immaterial as the vast majority of the Company’s sales are made in U.S. dollars. The Company does not consider itself subject to the market risks addressed by Item 305 of Regulation S-K.


Any statements contained herein that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. These forward-looking statements include expectations, beliefs, plans, objectives, future financial performance, estimates, projections, goals and forecasts. Potential factors which could cause the Company’s actual results of operations to differ materially from those in the forward-looking statements include:

Market conditions and demand for the Company’s products Competition
Interest rates and capital costs Technologies
Unstable governments and business conditions in emerging economies Raw material and
Legal, regulatory and environmental issues energy prices
Health care costs Taxes

Any forward-looking statement speaks only as of the date on which such statement is made. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.


Page 13 of 14

Item 4. Controls and Procedures

Under the direction of the principal executive officer and principal financial officer, the Company has evaluated the effectiveness of its disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2008. Based on that evaluation, the Company has concluded that its disclosure controls and procedures were effective in providing reasonable assurance that material information required to be disclosed is included on a timely basis in the reports filed with the Securities and Exchange Commission.

There were no significant changes in the Company’s internal controls over financial reporting or in other factors that could significantly affect these controls during the quarter ended June 30, 2008, including any corrective actions with regard to significant deficiencies and material weaknesses.

PART II – OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders

At the May 8, 2008 Annual Meeting of the Stockholders of the Company, the Stockholders were asked to vote on the election of a New Board of Directors for the next year or until their successors are duly elected. The following table reflects the results of the election:

Director Name Authority Granted Authority Withheld
Lawrence W. Bianchi 13,200,539 648,010
James C. Hill 13,467,665 380,884
Leon A. Kranz 13,462,174 386,375
J. Robert Peart 13,463,465 385,084
John W. Splude 13,462,365 386,184
Kerry L. Woody 13,545,830 302,719

The Stockholders were also asked to ratify the action taken by the Audit Committee of the Board of Directors in selecting the audit firm Grant Thornton LLP as the independent auditors of the Company for the year ending December 31, 2008. The Stockholders approved this action by the following vote:

For Against Abstain
13,819,146 22,013 7,388

Item 5. Other Information

On July 9, 2008, the Company acquired all of the outstanding equity of Aerex Manufacturing, Inc. (“Aerex”) for approximately $13,900. Located in South Windsor, CT, Aerex provides precision machining of titanium components for the aerospace industry.


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Item 6. Exhibits

Exhibit 31.1 is the written statement of the chief executive officer of the Company certifying this Form 10-Q complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934.

Exhibit 31.2 is the written statement of the chief financial officer of the Company certifying this Form 10-Q complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934.

Exhibit 32.1 is the written statement of the chief executive officer and chief financial officer of the Company pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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.

LADISH CO., INC.


Date:  August 1, 2008
By:  /s/ WAYNE E. LARSEN
        Wayne E. Larsen
        Vice President Law/Finance
        & Secretary