8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

AUGUST 22, 2011

DATE OF REPORT

(Date of Earliest Event Reported)

RAVEN INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

South Dakota	001-07982	46-0246171
(State of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

205 East 6th Street, P.O. Box 5107, Sioux Falls, SD 57117-5107

(Address of principal executive offices)

(605) 336-2750

(Registrant’s telephone number including area code)

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

Incorporated by reference is a press release issued by the Registrant on August 22, 2011 regarding earnings for the second quarter of fiscal year 2012, attached as Exhibit 99. The information filed in this current report on Form 8-K is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and Section 11 of the Securities Act of 1933 or otherwise subject to the liabilities of those sections. Furnishing this current report on Form 8-K does not constitute an admission by Raven Industries, Inc. as to the materiality of any information contained in this current report that is required to be disclosed solely by Item 2.02.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99	Raven Industries, Inc. press release dated August 22, 2011.

SIGNATURE

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.

RAVEN INDUSTRIES, INC.

/s/ Thomas Iacarella

Thomas Iacarella

Vice President and CFO, Secretary and Treasurer

(Principal Financial and Accounting Officer)

Date: August 22, 2011

EXHIBIT INDEX

Exhibit No.	Description
99	Raven Industries, Inc. press release dated August 22, 2011.

EX-99

Exhibit 99

AT THE COMPANY:	AT FINANCIAL RELATIONS BOARD:
Tom Iacarella	Scott Eckstein
Vice President & CFO	Analyst/Media Inquiries
(605) 336-2750	(212) 827-3766

FOR IMMEDIATE RELEASE

MONDAY, AUGUST 22, 2011

RAVEN INDUSTRIES REPORTS

RECORD SECOND QUARTER FISCAL 2012 RESULTS

SIOUX FALLS, SD—August 22, 2011—Raven Industries, Inc. (RAVN: Nasdaq) today announced record second quarter sales and earnings for the three months ended July 31, 2011. Growth in net income was led by profit gains in the Applied Technology Division due to favorable market conditions and continued demand for the company’s precision agriculture solutions.

For the second quarter, sales increased 23 percent to $90.3 million, from $73.2 million in the same period a year ago. The largest sales increase was reported by the Applied Technology Division, followed by strong growth in Engineered Films. Second quarter net income increased 49 percent to $12.5 million, or $0.68 per diluted share, compared with $8.4 million, or $0.46 per diluted share during the same period a year ago.

For the six months, sales reached $191.9 million, a 21 percent increase from last year’s $158.2 million. First-half net income of $28.2 million, or $1.55 per share, was 32 percent above the prior year’s six-month results of $21.3 million, or $1.18 per share.

“We continue to benefit from our investments in Applied Technology,” said Daniel A. Rykhus, president and chief executive officer. “At the same time, two of our other divisions achieved double-digit sales gains. We did see lower sales in selected end markets, such as avionics, but our overall results highlight Raven’s diversified model. Sales of precision ag solutions into international markets have been especially strong this year. Our current performance is largely a function of past investments in new products and new market development. Backed by a debt-free balance sheet and strong cash flow generation, we will continue to make investments in support of our long term growth expectations. As things currently stand, we are on target to produce another record year.”

Strong Demand and Solid Execution Drive Record Applied Technology Results

For the second quarter, sales in the Applied Technology Division increased 54 percent to $32.3 million versus $21.0 million last year. Operating income increased 120 percent, to $12.1 million from $5.5 million. The division set second quarter records for sales and earnings.

“We’re seeing broad acceptance across our product lines,” Rykhus said. “Our steering controls enjoyed a particularly good quarter, but we also experienced higher order rates from our OEM partners. Sales

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growth from international markets remains very strong across the former Soviet Republics, Brazil, Australia and South Africa. Expanding Raven’s international distribution network has been a key part of our strategy to build market share. This, along with our growing product breadth, allowed this division to increase year-to-date international sales to 29 percent of division revenues, compared to 24 percent for the first six months of last year. While we are gaining important benefits from scale, our current profitability is tempered by continued investments in R&D and business development. Our second quarter is typically the seasonal low point for Applied Technology, so percentage increases may exaggerate our overall growth rate. Regardless, this gives us great confidence about the performance for the rest of the year.”

All-Time Quarterly Sales Record for Engineered Films

The Engineered Films Division posted record quarterly sales of $32.5 million, which was up 24 percent from $26.1 million in the second quarter of the prior year. Operating income decreased 5 percent to $5.3 million versus $5.5 million last year.

Rykhus stated, “Our sales into the energy markets remain strong, reflecting a high level of drilling and exploration activity. We also saw good demand for our geomembrane liners and covers. Our margins are being constrained by higher resin costs but we are beginning to see an improving profit spread as we adjust our pricing. In addition, we’re getting better productivity from recent process improvements. Our sales pipeline continues to grow and with new capacity coming on stream in the third and fourth quarters, we anticipate that volume growth will be the key driver for profitability. While this will be challenging given the current state of the economy, it presents a strong opportunity to expand operating margins.”

Higher Sales and Profits at Aerostar

Aerostar’s sales in the second quarter were up 18 percent to $10.9 million from $9.2 million in the previous year’s second quarter. Operating income of $2.2 million grew 62 percent from $1.3 million a year earlier.

“Parachutes led the top-line growth this quarter,” noted Rykhus. “We’re seeing consistent deliveries with this core product line under our longer-term contracts. We anticipate continued replacement business from the U.S. military for our aerostats, tethers and control modules. Meanwhile, we’re pursuing new orders for aerostats, with significant potential for reconnaissance applications by border patrols around the globe. Profit margins in this division were up from a year ago, with productivity gains from our parachute deliveries being partially offset by higher spending levels. Our entrance into surveillance aerostats was in response to the urgent need to protect our troops on the ground. This aggressive push helped put Raven on the map as a serious player. Today we’re strengthening our business platform including next generation aerostat technology, the development of lighter but stronger materials, and new partnerships that will expand our capabilities and geographic reach.”

Electronic Systems Sees Declines in Sales and Profits

Electronic Systems’ sales in the second quarter were $16.5 million versus $18.1 million a year ago, down 9 percent. Operating income was $2.3 million this past quarter, down 18 percent from $2.8 million in the previous year’s quarter.

Rykhus noted, “As expected, the second quarter reflected the decline in our avionics projects. To some degree this was offset by increased support for our Applied Technology Division. As we work toward the right mix of new projects, this division continues to generate strong cash flows.”

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Cash Builds on a Debt-Free Balance Sheet

At July 31, 2011, cash and investment balances were $47.0 million, down from $53.6 million a year ago, but up from $38.6 million at the end of last year’s fourth quarter. Raven paid a $22.5 million special cash dividend in September 2010. Six month operating cash flows remained strong, at $26.3 million versus $19.8 million last year. Working capital levels reflected a higher level of sales activity. Accounts receivable increased to $43.2 million compared with $34.7 million at July 31, 2010. Accounts receivable collections averaged 48 days, consistent with the previous year. Inventories were $50.2 million, up from $45.2 million one year earlier.

Raven Continues to Channel Investments for Growth

“We believe our upcoming third quarter will show relatively flat earnings with a year ago,” Rykhus said. “Along with a weakening economic outlook, in the prior year period we delivered over $7 million of tethered aerostats and also recorded a gain on the sale of a warehouse. We do expect that our earnings growth will resume in the fourth quarter.”

He continued, “Raven is reaping the benefits of a continuous investment process. This year the standout division is Applied Technology. While the strong growth in sales and profits is gratifying, we’ve picked up the pace of investment in recent quarters in terms of new products, facilities expansions, and software development. At the same time we have good success in acquiring and integrating new technologies. The current strength in precision ag demonstrates the benefits of our strategy. Our Engineered Films Division is showing improved performance, despite the headwinds of higher raw material prices. The growing pipeline of business was only made possible by our decision to add both capacity and extrusion capabilities. One challenge this year will be managing the fluctuating demand associated with our aerostat business.

“Building on this year’s first-half success, Raven’s strong financial foundation gives us added advantage to pursue our vision for growth. As projects are completed in the second half of the year, we expect total capital spending to exceed $30 million.”

About Raven Industries, Inc.

Since 1956, Raven Industries has designed and manufactured high-quality, high-value technical products. Raven is publicly traded on NASDAQ (RAVN) and has earned an international reputation for innovation, product quality, high performance and unmatched service. With strengths in engineering, manufacturing, and technological innovation, Raven serves the precision agriculture, high performance specialty films, aerospace, and electronic manufacturing services markets.

Conference Call Information

Raven has scheduled a conference call today at 3:00 p.m. Eastern Time to discuss its second quarter performance, and provide an outlook for the current year. Interested investors are invited to listen to the call by visiting the Investor Relations section of the company’s Web site at www.ravenind.com several minutes before the call to register on the Events and Presentations page. In addition, a taped rebroadcast will be available beginning one hour after the call ends, and will continue through August 29, 2011. To access the rebroadcast, dial 877-870-5176 and enter this passcode: 3948030. A replay of the call will also be available at www.ravenind.com for 90 days.

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Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the expectations, beliefs, intentions or strategies regarding the future. Without limiting the foregoing, the words “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” and similar expressions are intended to identify forward-looking statements. The company intends that all forward-looking statements be subject to the safe harbor provisions of the Private Securities Litigation Reform Act. Although management believes that the expectations reflected in forward-looking statements are based on reasonable assumptions, there is no assurance these assumptions are correct or that these expectations will be achieved. Assumptions involve important risks and uncertainties that could significantly affect results in the future. These risks and uncertainties include, but are not limited to, those relating to weather conditions and commodity prices, which could affect sales and profitability in some of the company’s primary markets, such as agriculture, construction and oil and gas drilling; or changes in competition, raw material availability, technology or relationships with the company’s largest customers—any of which could adversely affect any of the company’s product lines—as well as other risks described in the company’s 10-K under Item 1A. This list is not exhaustive, and the company does not have an obligation to revise any forward-looking statements to reflect events or circumstances after the date these statements are made.

FINANCIAL TABLES FOLLOW…

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RAVEN INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except earnings per share) (Unaudited)

	Three Months Ended July 31									Six Months Ended July 31
							Fav (Unfav)									Fav (Unfav)
	2011			2010			Change			2011			2010			Change
Net sales	$	90,344		$	73,174			23	%	$	191,885		$	158,204			21	%
Cost of sales		62,214			52,785						130,819			110,644
Gross profit		28,130			20,389			38	%		61,066			47,560			28	%
Research and development expenses		2,374			1,956						4,617			4,082
Selling, general and administrative expenses		7,082			5,810						14,242			11,350
Operating income		18,674			12,623			48	%		42,207			32,128			31	%
Other income (expense), net		(76	)		(94	)					(89	)		(42	)
Income before income taxes		18,598			12,529			48	%		42,118			32,086			31	%
Income taxes		6,137			4,176						13,941			10,788
Net income	$	12,461		$	8,353			49	%	$	28,177		$	21,298			32	%
Net income per common share:
-basic	$	0.69		$	0.46			50	%	$	1.56		$	1.18			32	%
-diluted	$	0.68		$	0.46			48	%	$	1.55		$	1.18			31	%
Weighted average common shares outstanding:
-basic		18,112			18,063						18,107			18,057
-diluted		18,215			18,096						18,214			18,079

RAVEN INDUSTRIES, INC.

SALES AND OPERATING INCOME BY SEGMENT

(In thousands) (Unaudited)

	Three Months Ended July 31									Six Months Ended July 31
							Fav (Unfav)									Fav (Unfav)
	2011			2010			Change			2011			2010			Change
Net sales:
Applied Technology	$	32,269		$	20,966			54	%	$	71,394		$	53,891			32	%
Engineered Films		32,459			26,120			24	%		62,550			51,753			21	%
Aerostar		10,861			9,195			18	%		26,000			20,888			24	%
Electronic Systems		16,530			18,067			(9	)%		36,007			34,355			5	%
Intersegment eliminations		(1,775	)		(1,174	)					(4,066	)		(2,683	)
Total company	$	90,344		$	73,174			23	%	$	191,885		$	158,204			21	%
Operating income:
Applied Technology	$	12,118		$	5,518			120	%	$	27,192		$	17,921			52	%
Engineered Films		5,284			5,543			(5	)%		9,413			9,670			(3	)%
Aerostar		2,184			1,345			62	%		6,246			3,509			78	%
Electronic Systems		2,307			2,813			(18	)%		5,719			5,937			(4	)%
Intersegment eliminations		8			2						20			(47	)
Total segment income	$	21,901		$	15,221					$	48,590		$	36,990
Corporate expenses		(3,227	)		(2,598	)		(24	)%		(6,383	)		(4,862	)		(31	)%
Total company	$	18,674		$	12,623			48	%	$	42,207		$	32,128			31	%

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RAVEN INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands) (Unaudited)

	July 31		January 31		July 31
	2011		2011		2010
ASSETS
Cash, cash equivalents and short-term investments	$	46,978	$	38,563	$	53,615
Accounts receivable, net		43,248		39,967		34,670
Inventories		50,249		43,679		45,192
Other current assets		5,741		5,972		6,020
Total current assets		146,216		128,181		139,497
Property, plant and equipment, net		48,011		41,522		33,903
Other assets, net		17,101		18,057		19,597
	$	211,328	$	187,760	$	192,997
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts payable	$	16,825	$	16,715	$	14,842
Accrued and other liabilities		17,145		17,620		17,231
Total current liabilities		33,970		34,335		32,073
Other liabilities		13,229		12,211		11,512
Shareholders’ equity		164,129		141,214		149,412
	$	211,328	$	187,760	$	192,997

RAVEN INDUSTRIES, INC.

CONDENSED CONSOLIDATED CASH FLOWS

(In thousands) (Unaudited)

	Six Months Ended July 31
	2011			2010
Cash flows from operating activities:
Net income	$	28,177		$	21,298
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		4,159			3,594
Other operating activities, net		(6,073	)		(5,076	)
Net cash provided by operating activities		26,263			19,816
Cash flows from investing activities:
Capital expenditures		(11,000	)		(3,774	)
Other investing activities, net		499			192
Net cash used in investing activities		(10,501	)		(3,582	)
Cash flows from financing activities:
Dividends paid		(6,509	)		(5,771	)
Other financing activities, net		62			(36	)
Net cash used in financing activities		(6,447	)		(5,807	)
Effect of exchange rate changes on cash		100			4
Net increase in cash and cash equivalents		9,415			10,431
Cash and cash equivalents at beginning of period		37,563			40,684
Cash and cash equivalents at end of period		46,978			51,115
Short-term investments		—			2,500
Cash, cash equivalents and short-term investments	$	46,978		$	53,615

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