aaon-20200507
0000824142false00008241422020-05-072020-05-07

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 07, 2020

AAON, INC.
(Exact name of Registrant as Specified in Charter) 
Nevada0-1895387-0448736
(State or Other Jurisdiction(Commission File Number: )(IRS Employer Identification No.)
of Incorporation)
2425 South Yukon Ave.,Tulsa,Oklahoma74107
(Address of Principal Executive Offices)(Zip Code)
 
(Registrant's telephone number, including area code): (918) 583-2266

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))

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.

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockAAONNASDAQ




Item 2.02 Results of Operations and Financial Conditions.

On May 7, 2020, AAON, Inc. (the "Company") announced its financial and operating results and backlog for the first quarter ended March 31, 2020. A copy of the Company's press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company plans to host a teleconference at 4:15 P.M (Eastern Time) on May 7, 2020 to discuss these results. To access the call, please dial 1-888-241-0551 (code 5395749). A replay of the call will be available through May 13, 2020 at 1-855-859-2056 (code 5395749).

In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.

Item 7.01 Regulation FD Disclosure.

On May 7, 2020, the Company issued the press release described above in Item 2.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1.

All statements in the teleconference, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
Exhibit NumberDescription
Press release dated May 7, 2020 announcing financial and operating results and backlog.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).


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.

AAON, INC.
Date: May 7, 2020By:/s/ Luke A. Bomer
Luke A. Bomer, Secretary



Exhibit 99.1      
aaona051.jpg
AAON REPORTS RECORD SALES AND EARNINGS
FOR THE FIRST QUARTER OF 2020

TULSA, OK, May 7, 2020 - AAON, INC. (NASDAQ-AAON), today announced its results for the first quarter of 2020.

Financial Highlights:Three Months Ended March 31,%
20202019Change
(in thousands, except share and per share data)
Net sales$137,483  $113,822  20.8 %
Gross profit42,947  25,430  68.9 %
Gross profit %31.2 %22.3 %
Selling, general and administrative expenses$15,214  $13,677  11.2 %
Net income21,853  8,757  149.5 %
Net income %15.9 %7.7 %
Earnings per diluted share$0.41  $0.17  141.2 %
Diluted average shares52,871,419  52,369,660  1.0 %
March 31,December 31,%
20202019Change
(in thousands)
Backlog$119,642  $142,747  (16.2)%
Cash & cash equivalents & Restricted cash52,145  44,373  17.5 %

Gary Fields, President, said "We have been extremely fortunate during these trying times. As discussed in the fourth quarter, we were able to increase our manufacturing capacity with the addition of several Salvagnini sheet metal fabrication machines which put us in a beneficial position heading into the first quarter. As a result, we have been able to reduce lead times and our Tulsa plant has nearly 100% on time deliveries as of the end of the quarter. All these factors gave us the ability to swiftly respond to the needs of the public as an essential business. Our team worked around-the-clock to produce and deliver multiple orders for temporary hospitals in the New York area."

Mr. Fields continued, "The increased sales volume has helped absorb our fixed overhead costs and improve our gross profit. Our selling, general and administrative expenses have increased due to the profit sharing and other incentives we pay our employees as a result of our record earnings. To date, we have seen minimal business disruption from COVID-19. While the future may hold some amount of uncertainty, we continue to work hard to keep our work environment safe so we can meet the needs of our customers and protect the health and well-being of our employees."

The decreased backlog as of March 31, 2020 compared to year-end 2019 resulted from both accelerated shipments during the first quarter and a planned reduction in the backlog to facilitate more acceptable lead-times on deliveries. While business continues to remain firm, evidenced by our 92% of expected order intake in the first quarter of 2020, we are closely monitoring and adapting to COVID-19 related variables.

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Norman H. Asbjornson, CEO, added "Our financial condition remains strong as evidenced by our current ratio of 3.1:1 at March 31, 2020. Furthermore, we have unrestricted cash and cash equivalents of $35.7 million as of March 31, 2020, to ensure that our future investment in the Company remains fiscally sound."

The Company will host a conference call today at 4:15 P.M. (Eastern Time) to discuss the first quarter 2020 results. To participate, call 1-888-241-0551 (code 5395749); or, for rebroadcast available through May 13, 2020, call 1-855-859-2056 (code 5395749).

About AAON
AAON, Inc. is engaged in the engineering, manufacturing, marketing and sale of air conditioning and heating equipment consisting of standard, semi-custom and custom rooftop units, chillers, packaged outdoor mechanical rooms, air handling units, makeup air units, energy recovery units, condensing units, geothermal/water-source heat pumps, coils and controls. Since the founding of AAON in 1988, AAON has maintained a commitment to design, develop, manufacture and deliver heating and cooling products to perform beyond all expectations and demonstrate the value of AAON to our customers. For more information, please visit www.AAON.com.

Forward-Looking Statements
Certain statements in this news release may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933. Statements regarding future prospects and developments are based upon current expectations and involve certain risks and uncertainties, including risks related to the impact of the error correction, that could cause actual results and developments to differ materially from the forward-looking statements.

Contact Information
Jerry R. Levine
Phone: (914) 244-0292
Fax: (914) 244-0295
Email: [email protected]
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AAON, Inc. and Subsidiaries
Consolidated Statements of Income
(Unaudited)
 Three Months Ended 
 March 31,
 20202019
(in thousands, except share and per share data)
Net sales$137,483  $113,822  
Cost of sales94,536  88,392  
Gross profit42,947  25,430  
Selling, general and administrative expenses15,214  13,677  
(Gain) loss on disposal of assets(62) 284  
Income from operations27,795  11,469  
Interest income, net61   
Other (expense) income, net(27) (26) 
Income before taxes27,829  11,452  
Income tax provision5,976  2,695  
Net income$21,853  $8,757  
Earnings per share:
Basic$0.42  $0.17  
Diluted$0.41  $0.17  
Weighted average shares outstanding:
Basic52,071,839  51,992,150  
Diluted52,871,419  52,369,660  



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AAON, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
 March 31, 2020December 31, 2019
Assets(in thousands, except share and per share data)
Current assets:  
Cash and cash equivalents$35,677  $26,797  
Restricted cash16,468  17,576  
Accounts receivable, net69,894  67,399  
Income tax receivable—  772  
Note receivable27  29  
Inventories, net72,855  73,601  
Prepaid expenses and other2,045  1,375  
Total current assets196,966  187,549  
Property, plant and equipment:  
Land3,298  3,274  
Buildings104,707  101,113  
Machinery and equipment252,544  236,087  
Furniture and fixtures17,116  16,862  
Total property, plant and equipment377,665  357,336  
Less:  Accumulated depreciation184,636  179,242  
Property, plant and equipment, net193,029  178,094  
Intangible assets, net213  272  
Goodwill3,229  3,229  
Right of use assets1,641  1,683  
Note receivable542  597  
Total assets$395,620  $371,424  
Liabilities and Stockholders' Equity  
Current liabilities:  
Revolving credit facility$—  $—  
Accounts payable13,501  11,759  
Accrued liabilities50,684  44,269  
Total current liabilities64,185  56,028  
Deferred tax liabilities15,130  15,297  
Other long-term liabilities3,652  3,639  
New market tax credit obligation6,330  6,320  
Commitments and contingencies
Stockholders' equity:  
Preferred stock, $.001 par value, 5,000,000 shares authorized, no shares issued—  —  
Common stock, $.004 par value, 100,000,000 shares authorized, 52,044,110 and 52,078,515 issued and outstanding at March 31, 2020 and December 31, 2019, respectively208  208  
Additional paid-in capital—  3,631  
Retained earnings306,115  286,301  
Total stockholders' equity306,323  290,140  
Total liabilities and stockholders' equity$395,620  $371,424  

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AAON, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
 Three Months Ended 
 March 31,
 20202019
Operating Activities(in thousands)
Net income$21,853  $8,757  
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortization6,002  5,914  
Amortization of debt issuance cost10  —  
Provision for losses on accounts receivable, net of adjustments294  115  
Provision for excess and obsolete inventories(274) 357  
Share-based compensation2,351  5,407  
(Gain) loss on disposition of assets(62) 284  
Foreign currency transaction loss (gain)51  (16) 
Interest income on note receivable(6) (6) 
Deferred income taxes(167) 909  
Changes in assets and liabilities:  
Accounts receivable(2,789) (4,725) 
Income taxes772  1,432  
Inventories1,020  2,678  
Prepaid expenses and other(670) (561) 
Accounts payable2,742  (5,730) 
Deferred revenue229  25  
Accrued liabilities6,241  73  
Net cash provided by operating activities37,597  14,913  
Investing Activities  
Capital expenditures(21,877) (8,772) 
Proceeds from sale of property, plant and equipment61  52  
Principal payments from note receivable12  17  
Net cash used in investing activities(21,804) (8,703) 
Financing Activities  
Stock options exercised4,497  4,010  
Repurchase of stock(11,565) (4,483) 
Employee taxes paid by withholding shares
(953) (588) 
Net cash used in financing activities(8,021) (1,061) 
Net increase in cash, cash equivalents and restricted cash7,772  5,149  
Cash, cash equivalents and restricted cash, beginning of period44,373  1,994  
Cash, cash equivalents and restricted cash, end of period$52,145  $7,143  

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