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): April 1, 2020

ASTEC INDUSTRIES INC

(Exact Name of Registrant as Specified in Charter)

1725 SHEPHERD ROAD

  CHATTANOOGA, TN 37421

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (423) 899-5898

N/A

  \(Former Name or Former Address, if Changed Since Last Report\)

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 \(see General Instruction A.2. below\):

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 7.01. Regulation FD Disclosure

On or after April 1, 2020, representatives of Astec Industries, Inc. (the “Company”) may present to various investors the information described in the investor presentation regarding the Company’s response to the COVID-19 pandemic attached to this Current Report on Form 8-K (this “Report”) as Exhibit 99.1 and will make such presentation available on the “Investor Relations” page of the Company’s website (https://www.astecindustries.com/).

    No information contained on or accessible through the Company’s website shall be deemed to be part of or incorporated by reference into this Report other than Exhibit 99.1 attached to this Report.

The information contained in this Item 7.01 (including Exhibit 99.1) is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. Furthermore, such information shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

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.

EXHIBIT INDEX

COVID-19 Business Update  April 1,2020

Key Messages  2  First priority is the safety of our employees, customers, suppliers, stakeholders and their families  01    Our products are essential for building infrastructure used to move goods to market and facilitate the transportation needs of communities  02    Strong balance sheet, liquidity and new leadership to proactively manage through current environment  03    COVID-19 impact on our company remains fluid and we will continue to update as appropriate  04

In early March, formed a COVID-19 task force, which continually monitors information from our sites, customers, suppliers, government agencies and other sourcesContinue to manufacture, sell and service our products with appropriate precautionsReinforced good hygiene practices at all facilities including frequent handwashing, social distancing and regular cleaning of surfaces, in accordance with U.S. Center of Disease Control and Prevention (CDC) and World Health Organization (WHO) guidelines to reduce health risksEnacted policies to keep our employees, customers and suppliers safe by greatly reducing travel and utilizing technology to meet virtually as business permits; leverage Microsoft Teams, VPN and WebmailThis presentation is based on our assessment of information available to us as of the current date; please refer to the Safe Harbor Statement at the end of this presentation  3  COVID-19 Preparedness Update  New organizational structure has enhanced company-wide communication

4  Balance Sheet and Liquidity Update  Focused on Maintaining a Strong Balance Sheet  ($M)  12/31/19  Cash and Cash Equivalents  $ 48.9  Total Current Assets  $ 506.3  Total Assets  $ 800.5  Total Current Liabilities  $ 172.8  Total Debt  $ 2.0  Total Liabilities and Equity  $ 800.5  SUMMARY BALANCE SHEET  ($M)  2/29/20  Cash and Cash Equivalents  $ 42.4  Available Credit  $ 149.9  Total Available Liquidity  $ 192.3  COMMENTARYFocused on maintaining conservative balance sheet and strong liquidity to withstand sustained periods of market uncertainty

5  Well Positioned to Manage through Current Dynamics with Our Investment Thesis Intact  Leadership positions within attractive niche markets in industries benefitting from long-term trends including population growth, urbanization and aging infrastructure  Industry-leading reputation for innovation, high-quality products and superior customer service  Recurring, high-margin aftermarket revenue driven by a large global installed base  Financial strength to execute our strategic priorities to improve productivity and drive long-term earnings growth  Strategic transformation underway with a new organizational structure to drive profitable growth and create long-term shareholder value    01  02  03  05  04

Safe Harbor  6  The information contained in this presentation and discussion contains “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the future performance of the Company, including statements about the effects on the Company from (i) restructuring initiatives, (ii) the potential sale of the GEFCO business, (iii) increases in international demand, and (iv) product demand in North America and the impacts of the coronavirus (COVID-19) on the Company’s financial condition and business operations. These forward-looking statements reflect management’s expectations and are based upon currently available information, and the Company undertakes no obligation to update or revise such statements. These statements are not guarantees of performance and are inherently subject to risks and uncertainties, many of which cannot be predicted or anticipated. Future events and actual results, financial or otherwise, could differ materially from those expressed in or implied by the forward-looking statements. Important factors that could cause future events or actual results to differ materially include: general uncertainty in the economy, oil, gas and liquid asphalt prices, rising steel prices, decreased funding for highway projects, the relative strength/weakness of the dollar to foreign currencies, production capacity, general business conditions in the industry, demand for the Company’s products, seasonality and cyclicality in operating results, seasonality of sales volumes or lower than expected sales volumes, lower than expected margins on custom equipment orders, competitive activity, tax rates and the impact of future legislation thereon, and those other factors listed from time to time in the Company’s reports filed with the Securities and Exchange Commission, including but not limited to the Company’s annual report on Form 10-K for the year ended December 31, 2019.

7  Contact Information  STEVE ANDERSONSVP of Administration & Director of Investor RelationsPhone: 423-553-5934Email: sanderson@astecindustries.com