8-K
NATIONAL PRESTO INDUSTRIES INC (NPK)
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): February 11, 2022
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National Presto Industries, Inc.
(Exact name of registrant as specified in this chapter)
| Wisconsin | 1-2451 | 39-0494170 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 3925 North Hastings Way<br><br> <br>Eau Claire, Wisconsin | 54703-3703 | |
| --- | --- | |
| (Address of principal executive office) | (Zip Code) |
Registrant’s telephone number, including area code: 715-839-2121
N/A
(Former name or former address, if changed since last report)
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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 240.13a-4(c)) |
| --- | --- |
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, $1.00 par value | NPK | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 February 11, 2022, the Registrant issued a press release regarding the registrant’s results of operations for the year ended December 31, 2021. The full text of the press release is filed as Exhibit 99.1 to this Form 8-K. Such Exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release of National Presto Industries, Inc. dated February 11, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Forward looking statements in this Form 8-K are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are certain important factors that could cause results to differ materially from those anticipated by some of the statements made herein. Investors are cautioned that all forward looking statements involve risks and uncertainty. In addition to the factors discussed above, among the other factors that could cause actual results to differ materially are the following: government defense spending and defense requirements; termination for the convenience of the government; interest rates; continuity of relationships with and purchases by the United States Government and other major customers; unexpected problems or events experienced by subcontractors, team members, or their respective suppliers or subcontractors; product mix; competitive pressure on pricing; increases in material, freight/shipping, labor or other production costs that cannot be recouped through pricing; and such other factors as may be described from time to time in the Registrant’s SEC filings.
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 hereunto duly authorized.
| National Presto Industries, Inc. | ||
|---|---|---|
| (Registrant) | ||
| Date: February 14, 2022 | By: | /s/ Maryjo Cohen |
| (Signature) Maryjo Cohen, President | ||
| and Chief Executive Officer |
ex_335099.htm
Exhibit 99.1
| NEWS RELEASE | CONTACT: David Peuse |
|---|---|
| FOR IMMEDIATE RELEASE | (715) 839-2146 |
NATIONAL PRESTO INDUSTRIES, INC. ANNOUNCES
2021 SALES AND EARNINGS AND 2022 DIVIDEND
Eau Claire, Wisconsin (February 11, 2022) -- National Presto Industries, Inc. (NYSE: NPK) announced today 2021 sales and earnings, as shown in the table below. Net earnings per share have been computed on the basis of the weighted average number of common shares outstanding for the respective periods.
In response to questions about the Company’s sales, Maryjo Cohen, President, stated, “Net 2021 consolidated sales rose $3.1 million (0.9%) from 2020’s levels to $355.8 million. The increase was due to higher Defense segment shipments from its backlog (up $4.9 million or 2.1%) offset in part by reduced sales at the Housewares segment (down $1.7 million or 1.5%). The Housewares segment’s sales decline was largely due to the massive disruption of supply chains that flowed from government policies intended to eradicate the COVID virus. Safety segment sales were essentially flat and also hampered by supply chain logistics.
In connection with earnings, Cohen noted, “Net consolidated earnings decreased by $21.3 million (45.4%) to $25.7 million ($3.64 per share) from 2020’s $47.0 million ($6.67 per share). Operating profits for all segments were down. The issues stemming from government COVID policies referenced above played a significant part. Defense operating earnings were down 3% due to a combination of a less favorable mix and to inefficiencies resulting from those policies that led to labor shortages and delays in securing materials. The segment’s results were also unfavorably impacted by storm damage that led to the shutdown of one of its lines for several months. Housewares/Small Appliance experienced an operating loss largely due to massive increases in ocean freight and material costs, all stemming from those same government COVID policies. It was unable to fully offset those increases with customer price increases. A significant write-down of Safety segment assets in keeping with the determination of current realizable value had a sizable negative impact on that segment’s operating results. Other income declined, largely due to the Federal Reserve Board’s decision to hold yields near zero despite ongoing inflation.
When asked about 2022, Ms. Cohen commented, “The year promises to be filled with challenges. Pundits do not expect the supply chain issues to be resolved until late in the year, if then. Labor likewise is expected to remain tight. Inflation appears to be here to stay. The Housewares/Small Appliance segment’s profitability will be dependent both on securing goods on a timely basis and maintaining prices at levels that absorb cost increases. Once again, the Defense segment will be entering a new year with a healthy backlog. Assuming reasonable execution in the face of logistics challenges, the segment should enjoy another solid year. Although progress is expected, the startup Safety segment will face the same logistics issues as the other segments.”
The Board of Directors of National Presto Industries, Inc. announced today the 2022 dividend, which consists of the regular dividend of $1.00 per share, plus an extra of $3.50. The 2022 dividend is the most recent in an unbroken history of seventy-eight years. The record date for the dividend will be ‐‐‐‐March 1, 2022, and the payment date, March ‐‐‐15, 2022. In addition, the Board confirmed May 17, 2022, as the date of the Company’s 2022 annual meeting of shareholders. The record date for the annual meeting will be March 25, 2022.
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Exhibit 99.1
National Presto Industries, Inc. operates in three business segments. The Housewares/Small Appliance segment designs and sells small household appliances and pressure cookers under the PRESTO® brand name. The segment is recognized as an innovator of new products. The Defense segment manufactures a variety of products, including medium caliber training and tactical ammunition, energetic ordnance items, fuzes, and cartridge cases. The Safety segment currently consists of two startup companies. The first is Rusoh, Inc., which designs and markets the Rusoh® Eliminator® fire extinguisher, the first owner-maintained fire extinguisher. The second is OneEvent Technologies, Inc. It offers systems that provide early warning of conditions that, if not corrected, would cause significant losses.
| YEAR ENDED DECEMBER 31 | ||||
|---|---|---|---|---|
| 2021 | 2020 | |||
| Net Sales | $ | 355,777,000 | $ | 352,627,000 |
| Net Earnings | $ | 25,654,000 | $ | 46,958,000 |
| Net Earnings Per Share | $ | 3.64 | $ | 6.67 |
| Weighted Shares Outstanding | **** | 7,044,000 | **** | 7,038,000 |
This release contains “forward looking statements” made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that are subject to certain risks and uncertainties, as well as assumptions, that could cause actual results to differ materially from historical results and those presently anticipated or projected. In addition to the factors discussed above, other important risk factors are delineated in the Company’s various SEC filings.
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