8-K
KEWAUNEE SCIENTIFIC CORP /DE/ (KEQU)
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
Date of Report (Date of earliest event reported): March 6, 2024
Kewaunee Scientific Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 0-5286 | 38-0715562 |
|---|---|---|
| (State or other jurisdiction of<br>incorporation or organization) | (Commission File<br>Number) | (IRS Employer<br>Identification No.) |
2700 West Front Street
Statesville, NC 28677
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (704) 873-7202
N/A
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $2.50 par value | KEQU | The Nasdaq Global Market |
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. ☐
Item 2.02 Results of Operations and Financial Condition
On March 6, 2024, Kewaunee Scientific Corporation issued a press release announcing its financial results for the third quarter of fiscal year 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release of Kewaunee Scientific Corporation dated March 6, 2024. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, 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 that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, 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, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| KEWAUNEE SCIENTIFIC CORPORATION<br> (Registrant) | ||
|---|---|---|
| Date: March 6, 2024 | By | /s/ Donald T. Gardner III |
| Donald T. Gardner III | ||
| Vice President, Finance | ||
| Chief Financial Officer |
Document
Kewaunee Scientific Reports
Results for Third Quarter of Fiscal Year 2024
Exchange: NASDAQ (KEQU) Contact: Donald T. Gardner III
704/871-3274
STATESVILLE, N.C. March 6, 2024 – PRNewswire / Kewaunee Scientific Corporation (NASDAQ: KEQU) today announced results for its third quarter ended January 31, 2024.
Fiscal Year 2024 Third Quarter Results:
Sales during the third quarter of fiscal year 2024 were $46,778,000, a decrease of 23.1% compared to sales of $60,821,000 from the prior year's third quarter. Pre-tax earnings for the quarter were $3,515,000 compared to $2,060,000 for the prior year quarter, an increase of 70.6%. Net earnings were $2,521,000 compared to net earnings of $723,000 for the prior year quarter. EBITDA1 for the quarter was $4,414,000 compared to $2,683,000 for the prior year quarter. Diluted earnings per share was $0.85 compared to diluted earnings per share of $0.25 in the prior year quarter.
The Company’s order backlog was $152.3 million on January 31, 2024, as compared to $153.2 million on January 31, 2023, and $147.9 million on April 30, 2023.
Domestic Segment - Domestic sales for the quarter were $31,774,000, a decrease of 12.1% from sales of $36,134,000 in the prior year quarter. The decrease in Domestic sales was primarily due to the reduction in non-product revenue related to the Company's decision to stop selling directly to end users. This revenue typically includes freight, installation services and buyouts. Domestic segment net income was $2,633,000 compared to $417,000 in the prior year quarter. Domestic segment EBITDA was $3,832,000 compared to $1,012,000 for the prior year quarter. Domestic segment profitability improved versus the prior year quarter because of the strategic go-to-market decisions made in the previous year to stop selling direct, as well as improved manufacturing productivity and cost containment actions.
International Segment - International sales for the quarter were $15,004,000, a decrease of 39.2% from sales of $24,687,000 in the prior year quarter. International segment net income was $923,000 compared to $1,561,000 in the prior year quarter. International segment EBITDA was $1,676,000 compared to $2,385,000 for the prior year quarter. The year-over-year decline in sales is attributable to the delivery of two large projects during the prior year that were non-recurring, one in Africa and one in India. Absent this impact, International segment performance remains strong as demand in the international markets served by the Company remain robust.
Corporate Segment – Corporate segment pre-tax net loss was $1,069,000 for the quarter, as compared to a pre-tax net loss of $1,144,000 in the prior year quarter. Corporate segment EBITDA for the quarter was ($1,094,000) compared to corporate segment EBITDA of
1 EBITDA is a non-GAAP financial measure. See the table below for a reconciliation of EBITDA and segment EBITDA to net earnings (loss), the most directly comparable GAAP measure.
CORPORATE OFFICES ● P. O. BOX 1842, STATESVILLE, NORTH CAROLINA 28687-1842 ● 2700 WEST FRONT STREET, STATESVILLE, NORTH CAROLINA 28677-2927
PHONE 704-873-7202 ● FAX 704-873-1275
($714,000) for the prior year quarter. The change in EBITDA was driven primarily by the net change in Corporate cost allocation methodology across our business segments.
Total cash on hand on January 31, 2024 was $27,112,000, as compared to $13,815,000 on April 30, 2023. The increase in cash was primarily from improved operating performance, as well as a large customer advance payment received during the quarter for a project in India. Working capital was $54,014,000, as compared to $47,348,000 at the end of the third quarter last year and $47,867,000 on April 30, 2023.
The Company had short-term debt of $3,184,000 as of January 31, 2024, as compared to $3,587,000 on April 30, 2023. Long-term debt was $28,655,000 on January 31, 2024, as compared to $29,007,000 on April 30, 2023. The building lease from the Company's December 2021 sale-leaseback transaction accounts for $28,298,000 of the long-term debt on January 31, 2024 and $28,774,000 of the long-term debt on April 30, 2023. Long-term debt, net of the sale-leaseback transaction, was $357,000 on January 31, 2024 as compared to $233,000 on April 30, 2023. The Company’s debt-to-equity ratio on January 31, 2024 was 0.87-to-1, as compared to 1.08-to-1 on April 30, 2023. The Company's debt-to-equity ratio, net of the sale-leaseback transaction, on January 31, 2024 was 0.25-to-1, as compared to 0.34-to-1 on April 30, 2023.
"Our financial performance for the third quarter of fiscal year 2024 was strong," said Thomas D. Hull III, Kewaunee's President and Chief Executive Officer. "As discussed in previous quarterly releases, we are realizing the benefits of executing on our strategic objectives."
"While the third quarter can often be our softest quarter due to the holiday schedule in the US as well as customers looking to wrap up construction projects before the calendar-end, we did not experience a significant slow-down in activity during the quarter. This is a testament to our world-class dealer and distribution network who continue to perform at a high level in response to customer demand."
"Looking ahead, we remain optimistic about the future, with a strong pipeline of projects, a sound strategy, and a commitment to sustained financial performance."
EBITDA and Segment EBITDA Reconciliation
| Quarter Ended January 31, 2023 | Domestic | International | Corporate | Consolidated | ||||
|---|---|---|---|---|---|---|---|---|
| Net Earnings (Loss) | $ | 417 | $ | 1,561 | $ | (1,255) | $ | 723 |
| Add/(Less): | ||||||||
| Interest Expense | — | 53 | 383 | 436 | ||||
| Interest Income | — | (147) | — | (147) | ||||
| Income Taxes | — | 852 | 110 | 962 | ||||
| Depreciation and Amortization | 595 | 66 | 48 | 709 | ||||
| EBITDA | $ | 1,012 | $ | 2,385 | $ | (714) | $ | 2,683 |
| Quarter Ended January 31, 2024 | Domestic | International | Corporate | Consolidated | ||||
| Net Earnings (Loss) | $ | 2,633 | $ | 923 | $ | (1,035) | $ | 2,521 |
| Add/(Less): | ||||||||
| Interest Expense | 321 | 72 | 18 | 411 | ||||
| Interest Income | — | (220) | (97) | (317) | ||||
| Income Taxes | 220 | 796 | (34) | 982 | ||||
| Depreciation and Amortization | 658 | 105 | 54 | 817 | ||||
| EBITDA | $ | 3,832 | $ | 1,676 | $ | (1,094) | $ | 4,414 |
| Year to Date January 31, 2023 | Domestic | International | Corporate | Consolidated | ||||
| Net Earnings (Loss) | $ | 1,006 | $ | 3,405 | $ | (4,678) | $ | (267) |
| Add/(Less): | ||||||||
| Interest Expense | — | 113 | 1,077 | 1,190 | ||||
| Interest Income | — | (409) | (357) | (766) | ||||
| Income Taxes | — | 1,801 | 110 | 1,911 | ||||
| Depreciation and Amortization | 1,805 | 194 | 143 | 2,142 | ||||
| EBITDA | $ | 2,811 | $ | 5,104 | $ | (3,705) | $ | 4,210 |
| Year to Date January 31, 2024 | Domestic | International | Corporate | Consolidated | ||||
| Net Earnings (Loss) | $ | 8,398 | $ | 1,917 | $ | (2,588) | $ | 7,727 |
| Add/(Less): | ||||||||
| Interest Expense | 1,024 | 143 | 46 | 1,213 | ||||
| Interest Income | — | (638) | (120) | (758) | ||||
| Income Taxes | 2,365 | 2,257 | (728) | 3,894 | ||||
| Depreciation and Amortization | 1,853 | 302 | 150 | 2,305 | ||||
| EBITDA | $ | 13,640 | $ | 3,981 | $ | (3,240) | $ | 14,381 |
About Non-GAAP Measures
EBITDA and Segment EBITDA are calculated as net earnings (loss), less interest expense and interest income, income taxes, depreciation, and amortization. We believe EBITDA and Segment EBITDA allow management and investors to compare our performance to other companies on a consistent basis without regard to depreciation and amortization, which can vary significantly between companies depending upon many factors. EBITDA and Segment EBITDA are not calculations based upon generally accepted accounting principles, and the method for calculating EBITDA and Segment EBITDA can vary among companies. The amounts included in the EBITDA and Segment EBITDA calculations, however, are derived from amounts included in the historical consolidated statements of operations. EBITDA and Segment EBITDA should not be
considered as alternatives to net earnings (loss) or operating earnings (loss) as an indicator of the Company’s operating performance, or as an alternative to operating cash flows as a measure of liquidity.
About Kewaunee Scientific
Founded in 1906, Kewaunee Scientific Corporation is a recognized global leader in the design, manufacture, and installation of laboratory, healthcare, and technical furniture products. The Company’s products include steel and wood casework, fume hoods, adaptable modular systems, moveable workstations, stand-alone benches, biological safety cabinets, and epoxy resin work surfaces and sinks.
The Company’s corporate headquarters are located in Statesville, North Carolina. Sales offices are located in the United States, India, Saudi Arabia, and Singapore. Three manufacturing facilities are located in Statesville serving the domestic and international markets, and one manufacturing facility is located in Bangalore, India serving the local, Asian, and African markets. Kewaunee Scientific's website is located at http://www.kewaunee.com.
This press release contains statements that the Company believes to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release, including statements regarding the Company's future financial condition, results of operations, business operations and business prospects, are forward-looking statements. Words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "predict," "believe" and similar words, expressions and variations of these words and expressions are intended to identify forward-looking statements. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions, and other important factors that could significantly impact results or achievements expressed or implied by such forward-looking statements. Such factors, risks, uncertainties and assumptions include, but are not limited to: competitive and general economic conditions, including disruptions from government mandates, both domestically and internationally, as well as supplier constraints and other supply disruptions; changes in customer demands; technological changes in our operations or in our industry; dependence on customers’ required delivery schedules; risks related to fluctuations in the Company’s operating results from quarter to quarter; risks related to international operations, including foreign currency fluctuations; changes in the legal and regulatory environment; changes in raw materials and commodity costs; acts of terrorism, war, governmental action, and natural disasters and other Force Majeure events. The cautionary statements made pursuant to the Reform Act herein and elsewhere by us should not be construed as exhaustive. We cannot always predict what factors would cause actual results to differ materially from those indicated by the forward-looking statements. Over time, our actual results, performance, or achievements will likely differ from the anticipated results, performance or achievements that are expressed or implied by our forward-looking statements, and such difference might be significant and harmful to our stockholders’ interest. Many important factors that could cause such a difference are described under the caption “Risk Factors,” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended April 30, 2023, which you should review carefully, and in our subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. These reports are available on our investor relations website at www.kewaunee.com and on the SEC website at www.sec.gov. These forward-looking statements speak only as of the date of this document. The Company assumes no obligation, and expressly disclaims any obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Kewaunee Scientific Corporation
Condensed Consolidated Statements of Operations
(Unaudited)
($ and shares in thousands, except per share amounts)
| Three Months Ended<br>January 31, | Nine Months Ended<br>January 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Net sales | $ | 46,778 | $ | 60,821 | $ | 147,053 | $ | 165,508 |
| Cost of products sold | 34,749 | 50,491 | 109,642 | 140,281 | ||||
| Gross profit | 12,029 | 10,330 | 37,411 | 25,227 | ||||
| Operating expenses | 8,223 | 8,026 | 24,688 | 22,564 | ||||
| Operating profit | 3,806 | 2,304 | 12,723 | 2,663 | ||||
| Pension expense | (41) | (18) | (122) | (53) | ||||
| Other income, net | 161 | 210 | 384 | 756 | ||||
| Interest expense | (411) | (436) | (1,213) | (1,190) | ||||
| Profit before income taxes | 3,515 | 2,060 | 11,772 | 2,176 | ||||
| Income tax expense | 982 | 962 | 3,894 | 1,911 | ||||
| Net earnings | 2,533 | 1,098 | 7,878 | 265 | ||||
| Less: Net earnings attributable to the non-controlling interest | 12 | 375 | 151 | 532 | ||||
| Net earnings (loss) attributable to Kewaunee Scientific Corporation | $ | 2,521 | $ | 723 | $ | 7,727 | $ | (267) |
| Net earnings (loss) per share attributable to Kewaunee Scientific Corporation stockholders | ||||||||
| Basic | $ | 0.87 | $ | 0.26 | $ | 2.68 | $ | (0.09) |
| Diluted | $ | 0.85 | $ | 0.25 | $ | 2.64 | $ | (0.09) |
| Weighted average number of common shares outstanding | ||||||||
| Basic | 2,893 | 2,830 | 2,885 | 2,822 | ||||
| Diluted | 2,965 | 2,911 | 2,927 | 2,822 |
Kewaunee Scientific Corporation
Condensed Consolidated Balance Sheets
($ in thousands)
| January 31, 2024 | April 30, 2023 | |||
|---|---|---|---|---|
| (Unaudited) | ||||
| Assets | ||||
| Cash and cash equivalents | $ | 21,312 | $ | 8,078 |
| Restricted cash | 5,800 | 5,737 | ||
| Receivables, less allowances | 41,109 | 46,081 | ||
| Inventories | 21,845 | 21,889 | ||
| Prepaid expenses and other current assets | 6,090 | 6,135 | ||
| Total Current Assets | 96,156 | 87,920 | ||
| Net Property, Plant and Equipment | 17,492 | 16,402 | ||
| Right of use assets | 7,827 | 9,170 | ||
| Other assets | 4,830 | 5,406 | ||
| Total Assets | $ | 126,305 | $ | 118,898 |
| Liabilities and Stockholders' Equity | ||||
| Short-term borrowings | $ | 3,184 | $ | 3,587 |
| Current portion of lease obligations | 2,166 | 2,052 | ||
| Current portion of financing liability | 695 | 642 | ||
| Accounts payable | 19,083 | 23,599 | ||
| Other Current Liabilities | 17,014 | 10,173 | ||
| Total Current Liabilities | 42,142 | 40,053 | ||
| Long-term portion of lease obligations | 5,988 | 7,284 | ||
| Long-term portion of financing liability | 27,603 | 28,132 | ||
| Other non-current liabilities | 5,230 | 4,944 | ||
| Total Liabilities | 80,963 | 80,413 | ||
| Kewaunee Scientific Corporation Equity | 44,083 | 37,409 | ||
| Non-controlling interest | 1,259 | 1,076 | ||
| Total Stockholders' Equity | 45,342 | 38,485 | ||
| Total Liabilities and Stockholders' Equity | $ | 126,305 | $ | 118,898 |