| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
2019
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
__________
| Delaware | 38-0715562 | |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) | |
2700 West Front Street Statesville, North Carolina | 28677-2927 | |
| (Address of principal executive offices) | (Zip Code) | |
Trading Symbol(s)Name of Exchange on which registered
| Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
| Non-accelerated filer | ☐ | Smaller reporting company | ☒ | |||
| Emerging growth company | ☐ | |||||
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| Item 1. | Financial Statements |
Net sales Costs of products sold Gross profit Operating expenses Operating earnings Other income Interest expense Earnings before income taxes Income tax expense Net earnings Less: net earnings attributable to the noncontrolling interest Net earnings attributable to Kewaunee Scientific Corporation Net earnings per share attributable to Kewaunee Scientific Corporation stockholders Basic Diluted Weighted average number of common shares outstanding Basic Diluted amounts) Net earnings Other comprehensive income (loss), net of tax: Foreign currency translation adjustments Change in fair value of cash flow hedge Other comprehensive income (loss) Comprehensive income, net of tax Less: comprehensive income attributable to the noncontrolling interest Comprehensive income attributable to Kewaunee Scientific Corporation Balance at April 30, 2017 Net earnings attributable to Kewaunee Scientific Corporation Other comprehensive income Cash dividends paid, $0.49 per share Stock options exercised, 22,600 shares Stock based compensation Balance at January 31, 2018 Assets Current Assets: Cash and cash equivalents Restricted cash Receivables, less allowance; $224; $191, on each respective date Inventories Prepaid expenses and other current assets Total Current Assets Property, plant and equipment, at cost Accumulated depreciation Net Property, Plant and Equipment Deferred income taxes Other Total Other Assets Total Assets Liabilities and Equity Current Liabilities: Short-term borrowings and interest rate swaps Current portion of long-term debt Accounts payable Employee compensation and amounts withheld Deferred revenue Other accrued expenses Total Current Liabilities Long-term debt Accrued pension and deferred compensation costs OtherNon-Current Liabilities Total Liabilities Commitments and Contingencies Stockholders’ Equity: Common Stock, $2.50 par value, Authorized – 5,000 shares; Issued – 2,728 shares; 2,715 shares; – Outstanding – 2,725 shares; 2,712 shares, on each respective date Additionalpaid-in-capital Retained earnings Accumulated other comprehensive loss Common stock in treasury, at cost, 3 shares, on each date Total Kewaunee Scientific Corporation Stockholders’ Equity Noncontrolling interest Total Equity Total Liabilities and Equity Cash flows from operating activities: Net earnings Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation Bad debt provision Stock based compensation expense Expense (benefit) for deferred income taxes Change in assets and liabilities: Increase (decrease) in receivables Increase in inventories Increase (decrease) in accounts payable and other accrued expenses Decrease in deferred revenue Other, net Net cash (used in) provided by operating activities Cash flows from investing activities: Capital expenditures Decrease (increase) in restricted cash Net cash used in investing activities Cash flows from financing activities: Dividends paid Dividends paid to holders of noncontrolling interest in subsidiaries Proceeds from short-term borrowings Repayments on short-term borrowings Payments on long-term debt Net proceeds from exercise of stock options Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents (Decrease) increase in cash and cash equivalents Cash and cash equivalents, beginning of period Cash and cash equivalents, end of period Finished products Work in process Raw materials Three months ended January 31, 2018 Revenues from external customers Intersegment revenues Earnings (loss) before income taxes Three months ended January 31, 2017 Revenues from external customers Intersegment revenues Earnings (loss) before income taxes Nine months ended January 31, 2018 Revenues from external customers Intersegment revenues Earnings (loss) before income taxes Nine months ended January 31, 2017 Revenues from external customers Intersegment revenues Earnings (loss) before income taxes Service cost Interest cost Expected return on plan assets Recognition of net loss Net periodic pension expense Service cost Interest cost Expected return on plan assets Recognition of net loss Net periodic pension expense Financial Assets Trading securities held innon-qualified compensation plans (1) Cash surrender value of life insurance policies (1) Total Financial Liabilities Non-qualified compensation plans (2) Interest rate swap derivatives Total Financial Assets Trading securities held innon-qualified compensation plans (1) Cash surrender value of life insurance policies (1) Total Financial Liabilities Non-qualified compensation plans (2) Interest rate swap derivatives Total data) Three months ended
January 31 Nine months ended
January 31 2018 2017 2018 2017 $ 38,190 $ 30,371 $ 113,542 $ 103,979 29,836 25,339 90,456 84,704 8,354 5,032 23,086 19,275 5,971 4,590 16,360 14,484 2,383 442 6,726 4,791 179 120 524 358 (78 ) (71 ) (226 ) (229 ) 2,484 491 7,024 4,920 1,566 133 3,149 1,695 918 358 3,875 3,225 35 17 120 98 $ 883 $ 341 $ 3,755 $ 3,127 $ 0.32 $ 0.13 $ 1.38 $ 1.16 $ 0.31 $ 0.13 $ 1.35 $ 1.15 2,722 2,711 2,717 2,703 2,784 2,734 2,772 2,724 Three Months Ended
October 31, Six Months Ended
October 31, 2019 2018 2019 2018 Net sales $ 39,722 $ 37,278 $ 79,058 $ 79,430 Cost of products sold 33,406 29,614 65,796 64,183 Gross profit 6,316 7,664 13,262 15,247 Operating expenses 6,355 5,963 12,525 11,726 Operating earnings (loss) (39 ) 1,701 737 3,521 Other income 16 150 72 314 Interest expense, net (135 ) (91 ) (302 ) (182 ) Earnings (loss) before income taxes (158 ) 1,760 507 3,653 Income tax expense 2,003 388 2,172 783 Net earnings (loss) (2,161 ) 1,372 (1,665 ) 2,870 Less: net earnings attributable to the noncontrolling interest 17 40 42 49 Net earnings (loss) attributable to Kewaunee Scientific Corporation $ (2,178 ) $ 1,332 $ (1,707 ) $ 2,821 Net earnings (loss) per share attributable to Kewaunee Scientific Corporation stockholders Basic $ (0.79 ) $ 0.49 $ (0.62 ) $ 1.03 Diluted $ (0.79 ) $ 0.48 $ (0.62 ) $ 1.01 Weighted average number of common shares outstanding Basic 2,750 2,743 2,750 2,740 Diluted 2,750 2,800 2,750 2,802 Three months ended
January 31 Nine months ended
January 31 2018 2017 2018 2017 $ 918 $ 358 $ 3,875 $ 3,225 203 (63 ) 49 (232 ) 12 35 30 53 215 (28 ) 79 (179 ) 1,133 330 3,954 3,046 35 17 120 98 $ 1,098 $ 313 $ 3,834 $ 2,948 Three Months Ended
October 31, Six Months Ended
October 31, 2019 2018 2019 2018 Net earnings (loss) $ (2,161 ) $ 1,372 $ (1,665 ) $ 2,870 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments (179 ) (725 ) 17 (1,113 ) Change in fair value of cash flow hedge 2 1 1 5 Other comprehensive income (loss) (177 ) (724 ) 18 (1,108 ) Comprehensive income (loss), net of tax (2,338 ) 648 (1,647 ) 1,762 Less: comprehensive income attributable to the noncontrolling interest 17 40 42 49 Comprehensive income (loss) attributable to Kewaunee Scientific Corporation $ (2,355 ) $ 608 $ (1,689 ) $ 1,713 StatementStatements of Stockholders’ Equity Common
Stock Additional
Paid-in
Capital Treasury
Stock Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss) Total
Stockholders’
Equity $ 6,789 $ 2,695 $ (53 ) $ 39,771 $ (6,319 ) $ 42,883 — — — 3,755 — 3,755 — — — — 79 79 — — — (1,331 ) — (1,331 ) 28 (20 ) — — — 8 4 272 — — — 276 $ 6,821 $ 2,947 $ (53 ) $ 42,195 $ (6,240 ) $ 45,670 Balance at April 30, 2019 $ 6,875 $ 3,133 $ (53 ) $ 43,552 $ (6,407 ) $ 47,100 Net earnings attributable to Kewaunee Scientific Corporation — — — 471 — 471 Other comprehensive income — — — — 195 195 Cash dividends paid, $0.19 per share — — — (522 ) — (522 ) Stock based compensation 9 51 — — — 60 Balance at July 31, 2019 $ 6,884 $ 3,184 $ (53 ) $ 43,501 $ (6,212 ) $ 47,304 Net earnings (loss) attributable to Kewaunee Scientific Corporation — — — (2,178 ) — (2,178 ) Other comprehensive income — — — — (177 ) (177 ) Cash dividends paid, $0.19 per share — — — (523 ) — (523 ) Stock based compensation — 42 — — — 42 Balance at October 31, 2019 $ 6,884 $ 3,226 $ (53 ) $ 40,800 $ (6,389 ) $ 44,468 Balance at April 30, 2018 $ 6,841 $ 3,006 $ (53 ) $ 43,836 $ (5,900 ) $ 47,730 Net earnings attributable to Kewaunee Scientific Corporation — — — 1,489 — 1,489 Other comprehensive loss — — — — (384 ) (384 ) Cash dividends paid, $0.17 per share — — — (465 ) — (465 ) Stock options exercised, 9,250 shares 13 (13 ) — — — — Stock based compensation 7 99 — — — 106 Cumulative adjustment for ASC 606, net of tax — — — 217 — 217 Balance at July 31, 2018 $ 6,861 $ 3,092 $ (53 ) $ 45,077 $ (6,284 ) $ 48,693 Net earnings attributable to Kewaunee Scientific Corporation $ — $ — $ — $ 1,332 $ — $ 1,332 Other comprehensive loss — — — — (724 ) (724 ) Cash dividends paid, $0.19 per share — — — (521 ) — (521 ) Stock options exercised, 5,800 shares 8 (8 ) — — — — Stock based compensation — 140 — — — 140 Cumulative adjustment for ASC 606, net of tax — — — 671 — 671 Balance at October 31, 2018 $ 6,869 $ 3,224 $ (53 ) $ 46,559 $ (7,008 ) $ 49,591 January 31,
2018 April 30,
2017 (Unaudited) $ 9,178 $ 12,506 1,493 1,435 30,843 29,889 17,680 14,935 3,083 1,047 62,277 59,812 53,418 51,568 (39,588 ) (37,541 ) 13,830 14,027 2,519 3,158 4,068 3,919 6,587 7,077 $ 82,694 $ 80,916 $ 4,778 $ 3,591 1,167 918 12,631 11,995 2,848 2,765 1,959 5,806 2,667 1,852 26,050 26,927 1,556 2,431 8,509 8,301 486 — 36,601 37,659 6,821 6,789 2,947 2,695 42,195 39,771 (6,240 ) (6,319 ) (53 ) (53 ) 45,670 42,883 423 374 46,093 43,257 $ 82,694 $ 80,916 October 31,
2019 April 30,
2019 (Unaudited) Assets Current Assets: Cash and cash equivalents $ 7,647 $ 10,647 Restricted cash 1,951 509 Receivables, less allowance; $427; $361, on each respective date 32,017 33,259 Inventories 14,778 17,206 Prepaid expenses and other current assets 4,674 3,736 Total Current Assets 61,067 65,357 Property, plant and equipment, at cost 57,359 56,676 Accumulated depreciation (41,475 ) (40,214 ) Net Property, Plant and Equipment 15,884 16,462 Right of use assets 10,082 — Deferred income taxes 102 1,829 Other assets 3,187 3,575 Total Other Assets 13,371 5,404 Total Assets $ 90,322 $ 87,223 Liabilities and Stockholders’ Equity Current Liabilities: Short-term borrowings and interest rate swaps $ 6,760 $ 9,513 Current portion of long-term debt — 1,167 Current portion of capital lease liability 18 17 Current portion of operating lease liabilities 1,401 — Accounts payable 13,836 15,190 Employee compensation and amounts withheld 3,788 3,737 Deferred revenue 2,032 1,599 Other accrued expenses 2,391 1,510 Total Current Liabilities 30,226 32,733 Long-term debt — 97 Long-term portion of capital lease liability 123 132 Long-term portion of operating lease liabilities 8,513 — Accrued pension and deferred compensation costs 5,592 5,878 Other non-current liabilities 878 680 Total Liabilities 45,332 39,520 Commitments and Contingencies Stockholders’ Equity: Common stock, $2.50 par value, Authorized – 5,000 shares; Issued – 2,753 shares; 2,750 shares; – Outstanding – 2,750 shares; 2,747 shares, on each respective date 6,884 6,875 Additional paid-in-capital 3,226 3,133 Retained earnings 40,800 43,552 Accumulated other comprehensive loss (6,389 ) (6,407 ) Common stock in treasury, at cost, 3 shares, on each date (53 ) (53 ) Total Kewaunee Scientific Corporation Stockholders’ Equity 44,468 47,100 Noncontrolling interest 522 603 Total Stockholders’ Equity 44,990 47,703 Total Liabilities and Stockholders’ Equity $ 90,322 $ 87,223 Nine months ended
January 31 2018 2017 $ 3,875 $ 3,225 2,104 1,960 71 (42 ) 276 150 639 (12 ) (1,025 ) 2,090 (2,745 ) (105 ) 2,020 (1,189 ) (3,847 ) (237 ) (2,013 ) 11 (645 ) 5,851 (1,907 ) (2,190 ) (58 ) 129 (1,965 ) (2,061 ) (1,331 ) (1,163 ) (74 ) — 44,639 39,804 (43,452 ) (38,943 ) (626 ) (316 ) 8 141 (836 ) (477 ) 118 (281 ) (3,328 ) 3,032 12,506 5,222 $ 9,178 $ 8,254 Six Months Ended
October 31, 2019 2018 Cash flows from operating activities: Net earnings (loss) $ (1,665 ) $ 2,870 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation 1,292 1,263 Bad debt provision 72 20 Stock based compensation expense 115 275 Provision for deferred income taxes 1,727 143 Change in assets and liabilities: Receivables 1,171 2,855 Inventories 2,428 565 Accounts payable and other accrued expenses (223 ) (4,202 ) Deferred revenue 433 (321 ) Other, net (854 ) (1,167 ) Net cash provided by operating activities 4,496 2,301 Cash flows from investing activities: Capital expenditures (715 ) (1,311 ) Net cash used in investing activities (715 ) (1,311 ) Cash flows from financing activities: Dividends paid (1,045 ) (986 ) Dividends paid to noncontrolling interest in subsidiaries (89 ) — Proceeds from short-term borrowings 31,456 34,135 Repayments on short-term borrowings (34,209 ) (33,362 ) Payments on long-term debt and lease obligations (1,273 ) (583 ) Net proceeds from exercise of stock options (14 ) (29 ) Net cash used in financing activities (5,174 ) (825 ) Effect of exchange rate changes on cash and cash equivalents (165 ) (967 ) Increase (decrease) in cash, cash equivalents and restricted cash (1,558 ) (802 ) Cash, cash equivalents and restricted cash, beginning of period 11,156 10,958 Cash, cash equivalents and restricted cash, end of period $ 9,598 $ 10,156 20172019 Annual Report to Stockholders.on Form 10-K. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. The condensed consolidated balance sheet as of April 30, 20172019 included in this interim period filing has been derived from the audited financial statements at that date, but does not include all of the information and related notes required by generally accepted accounting principles (GAAP)("GAAP") for complete financial statements. October 31, 2019 October 31, 2018 Cash and cash equivalents $ 7,647 $ 9,477 Restricted cash 1,951 679 Total cash, cash equivalents and restricted cash $ 9,598 $ 10,156 Product salesinstallation revenue are recognized whenobtain substantially all of the following criteria have been met: (1) products have been shipped,remaining benefits from that good or customers have purchased and accepted title to the goods, but because of construction delays, have requested that the Company temporarily store the finished goods on the customer’s behalf; service revenue for installation of products sold is recognized as the installation services are performed, (2) persuasive evidence of an arrangement exists, (3) the price to the customer is fixed, and (4) collectability is reasonably assured.service. The Company utilizes either the percentage of completion or completed contract method based on facts and circumstances of individual contracts.Deferred revenue consists of customer deposits and advance billingsmajority of the Company’s products whererevenues are recognized over time as the customer receives control as the Company performs work under a contract. However, a portion of the Company’s revenues are recognized at a point-in-time as control is transferred at a distinct point in time per the terms of a contract. Three Months Ended October 31, 2019 Three months ended October 31, 2018 Domestic International Total Domestic International Total Over Time $ 29,950 $ 8,138 $ 38,088 $ 28,311 $ 6,656 $ 34,967 Point in Time 1,634 — 1,634 2,311 — 2,311 $ 31,584 $ 8,138 $ 39,722 $ 30,622 $ 6,656 $ 37,278 Six Months Ended October 31, 2019 Six Months Ended October 31, 2018 Domestic International Total Domestic International Total Over Time $ 58,185 $ 18,187 $ 76,372 $ 62,559 $ 12,738 $ 75,297 Point in Time 2,686 — 2,686 4,133 — 4,133 $ 60,871 $ 18,187 $ 79,058 $ 66,692 $ 12,738 $ 79,430 recognized. Shippingbilled in accordance with contractually stated billing terms. Receivables are recorded when the right to consideration becomes unconditional and handling coststhe Company has a right to invoice the customer. Deferred revenue relates to payments received in advance of performance under the contract. Deferred revenue is recognized as revenue as (or when) the Company performs under the contract. Approximately all of the contract liability balances at April 30, 2019 and October 31, 2019 are expected to be recognized as revenue during the respective succeeding 12 months. October 31, 2019 April 30, 2019 Finished products $ 3,068 $ 4,139 Work in process 1,878 2,179 Raw materials 9,832 10,888 $ 14,778 $ 17,206 coststhe above tables.product sales. BecauseFinancial Instrumentsthe naturecash and quality of the Company’s products, any warranty issues are determined in a relatively short period after the sale and are infrequent in nature, and as such, warranty costs are immaterial to the Company’s consolidated financial position and results of operations and are expensed as incurred.Product sales resulting from fixed-price construction contracts involve a signed contract for a fixed price to provide the Company’s laboratory furniture and fume hoods for a construction project. In these instances, the Company is usually in the role of a subcontractor, but in some cases may enter into a contract directly with theend-user of the products. Contract arrangements normally do not contain a general right of return relative to the delivered items. Product sales resulting from fixed-price construction contracts are generated from multiple-element arrangements that require separate units of accounting and estimates regarding the fairequivalents, mutual funds, cash surrender value of individual elements.life insurance policies, term loans and short-term borrowings. The Company has determined that its multiple-element arrangements that qualify as separate units of accounting are (1) product sales and (2) installation services. There is objective and reliable evidence of faircarrying value for both the product sales and installation services and allocation of arrangement consideration for each of these units is based onassets and liabilities approximate their relative fair values. Each of these elements represent individual units of accounting, as the delivered item has value to a customer on a stand-alone basis. The Company’s products are regularly sold on a stand-alone basis to customers which provides either best estimate of selling prices or vendor-specific objective evidence of fair value. The following tables summarize the Company’s fair value of installation services is separately calculated using expected costs of installation services. Many times thehierarchy for its financial assets and liabilities measured at fair value of installation services is calculated using price quotations from subcontractors to the Company who perform installation services on a stand-alone basis.Product sales resulting from purchase orders involve a purchase order received by the Company from its dealers or stocking distributor. This category includes product sales for standard products,recurring basis as well as products which require some customization. Any customization requirements are approved by the customer prior to manufacture of the customized product. Sales from purchase orders are recognized under the terms of the purchase order which generally are freight on board (“FOB”) shipping pointOctober 31, 2019 and do not include rights of return. Accordingly, these sales are recognized at the time of shipment.C.April 30, 2019 (in thousands): October 31, 2019 Financial Assets Level 1 Level 2 Total Trading securities held in non-qualified compensation plans (1) $ 2,514 $ — $ 2,514 Cash surrender value of life insurance policies (1) — 76 76 Total $ 2,514 $ 76 $ 2,590 Financial Liabilities Non-qualified compensation plans (2) $ — $ 3,007 $ 3,007 Total $ — $ 3,007 $ 3,007 April 30, 2019 Financial Assets Level 1 Level 2 Total Trading securities held in non-qualified compensation plans (1) $ 3,057 $ — $ 3,057 Cash surrender value of life insurance policies (1) — 76 76 Total $ 3,057 $ 76 $ 3,133 Financial Liabilities Non-qualified compensation plans (2) $ — $ 3,519 $ 3,519 Interest rate swap derivatives — 1 1 Total $ — $ 3,520 $ 3,520 (1) The Company maintains two non-qualified compensation plans which include investment assets in a rabbi trust. These assets consist of marketable securities, which are valued using quoted market prices multiplied by the number of shares owned, and life insurance policies, which are valued at their cash surrender value. (2) Plan liabilities are equal to the individual participants’ account balances and other earned retirement benefits. sheetsheets at fair value and establishes criteria for designation and effectiveness of hedging relationships. The nature of the Company’s business activities involves the management of various financial and market risks, including those related to changes in interest rates. The Company does not enter into derivative instruments for speculative purposes. In May 2013, the Company entered into an interest rate swap agreement whereby the interest rate payable by the Company on $3,450,000 of outstanding long-term debt was effectively converted to a fixed interest rate of 4.875% for the period beginning May 1, 2013 and ending August 1, 2017. In May 2013, the Company entered into an interest rate swap agreement whereby the interest rate payable by the Company on $2,600,000 of outstanding long-term debt was effectively converted to a fixed interest rate of 4.37% for the period beginning August 1, 2017 and ending May 1, 2020. In May 2013, the Company entered into an interest rate swap agreement whereby the interest rate payable by the Company on $1,218,000 of outstanding long-term debt was effectively converted to a fixed interest rate of 3.07% for the period beginning November 3, 2014 and ending May 1, 2020. The Company entered into these interest rate swap arrangements to mitigate future interest rate risk associated with its long-term debt and has designated these as cash flow hedges.D. In September 2019, the Company terminated the interest rate swap arrangements in conjunction with the payoff of the outstanding long-term debt. Operating Financing Remainder of fiscal 2020 $ 853 $ 16 2021 1,591 32 2022 1,543 32 2023 1,531 32 2024 1,246 31 Thereafter 5,198 42 Total Minimum Lease Payments $ 11,962 $ 185 Imputed Interest (2,049 ) (45 ) Total $ 9,913 $ 140 three and nine month periods.year. Diluted earnings per share reflects the assumed exercise of outstanding options and the conversion of restricted stock units and outstanding stock options(“RSUs”) under the Company’s Omnibus Incentive Plan,various stock compensation plans, except when such awardsRSUs and options have an anti-dilutiveantidilutive effect. There were 85,205 antidilutive RSUs and options outstanding at October 31, 2019. There were no antidilutive awardsRSUs or options outstanding at JanuaryOctober 31, 2018. The following is a reconciliation of basic to diluted weighted average common shares outstanding (in thousands): Three Months Ended October 31, Six Months Ended October 31, 2019 2018 2019 2018 Basic 2,750 2,743 2,750 2,740 Dilutive effect of stock options and RSUs — 57 — 62 Weighted average common shares outstanding - diluted 2,750 2,800 2,750 2,802 purchase 39,200 sharestotal days over the three year period. The Company recorded share-based compensation expense during the three and six months ended October 31, 2019 of $41,000 and $82,000, respectively, with the remaining estimated share-based compensation expense of $512,000 to be recorded over the remaining vesting periods.not included1,267.7% and 22.0% for the three months ended October 31, 2019 and 2018, respectively. The effective tax rates were 428.4% and 21.4% for the six months ended October 31, 2019 and 2018, respectively. The increase in the computationeffective tax rate for the three-month and six-month periods is primarily due to the change in the Company’s assertion regarding the reinvestment of dilutedforeign unremitted earnings per shareand the impact of foreign earnings which are taxed at different tax rates than the US tax rate of 21%, and additional Global Intangible Low-Taxed Income ("GILTI") inclusion in the US.nine monthsix months ended October 31, 2019. This expense was comprised of $353,000 of taxes paid for the Kewaunee Labway India Pvt. Ltd. dividend distribution that was paid to the parent company and a $1,730,000 deferred tax liability for the global tax exposure related to all remaining historical unremitted earnings of these international subsidiaries as of October 31, 2019. The Company recorded all deferred tax assets and liabilities related to its outside basis differences in its foreign subsidiaries consistent with ASC 740.JanuaryOctober 31, 2017, because the option exercise prices were greater than the average market price of the common shares during the quarter,2019 and accordingly, such stock options would have an antidilutive effect.E.InventoriesInventoriesOctober 31, 2018. Pension expense consisted of the following (in thousands): January 31, 2018 April 30, 2017 $ 3,778 $ 3,179 2,133 1,950 11,769 9,806 $ 17,680 $ 14,935 The Company uses the Three Months Ended October 31, 2019 Three Months Ended October 31, 2018 Service cost $ 0 $ 0 Interest cost 208 215 Expected return on plan assets (355 ) (362 ) Recognition of net loss 260 221 Net periodic pension expense $ 113 $ 74 Six Months Ended October 31, 2019 Six Months Ended October 31, 2018 Service cost $ 0 $ 0 Interest cost 416 430 Expected return on plan assets (710 ) (724 ) Recognition of net loss 520 442 Net periodic pension expense $ 226 $ 148 last-in,first-outM. (LIFO) method of valuing inventory for its domestic operations, which represents $15,833,000 of inventory at January 31, 2018 and $12,730,000 at April 30, 2017. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimates of expectedyear-end inventory levels and costs, and are subject to the finalyear-end LIFO inventory valuation. The Company’s international subsidiaries’ inventories were $1,847,000 at January 31, 2018 and $2,205,000, at April 30, 2017, measured using thefirst-in,first-out (“FIFO”) method at the lower of cost and net realizable value.F.Segment Informationtable providestables provide financial information by business segments for the threeperiods ended October 31, 2019 and nine months ended January 31, 2018 and 2017 (in thousands): Domestic
Operations International
Operations Corporate /
Eliminations Total $ 29,734 $ 8,456 $ — $ 38,190 1,145 1,361 (2,506 ) — 2,959 1,363 (1,838 ) 2,484 $ 25,313 $ 5,058 $ — $ 30,371 344 538 (882 ) — 563 943 (1,015 ) 491 Domestic
Operations International
Operations Corporate/
Eliminations Total $ 80,420 $ 33,122 $ — $ 113,542 10,298 3,291 (13,589 ) — 7,720 4,019 (4,715 ) 7,024 $ 83,161 $ 20,818 $ — $ 103,979 3,781 2,936 (6,717 ) — 5,580 3,010 (3,670 ) 4,920 G.Defined Benefit Pension Plans Total Three months ended October 31, 2019 Revenues from external customers $ 31,584 $ 8,138 $ — $ 39,722 Intersegment revenues 907 641 (1,548 ) — Earnings (loss) before income taxes $ 746 $ 501 $ (1,405 ) $ (158 ) Three months ended October 31, 2018 Revenues from external customers $ 30,622 $ 6,656 $ — $ 37,278 Intersegment revenues 416 1,108 (1,524 ) — Earnings (loss) before income taxes $ 2,837 $ 705 $ (1,782 ) $ 1,760 Total Six months ended October 31, 2019 Revenues from external customers $ 60,871 $ 18,187 $ — $ 79,058 Intersegment revenues 3,086 1,483 (4,569 ) — Earnings (loss) before income taxes $ 2,306 $ 1,109 $ (2,908 ) $ 507 Six months ended October 31, 2018 Revenues from external customers $ 66,692 $ 12,738 $ — $ 79,430 Intersegment revenues 878 1,834 (2,712 ) — Earnings (loss) before income taxes $ 5,945 $ 1,154 $ (3,446 ) $ 3,653 hasnon-contributory defined benefit pension plans covering substantially all domestic salaried and hourly employees. These plans were amended asreclassified certain amounts in the condensed consolidated statements of April 30, 2005; no further benefits have been, or will be, earned underoperations, the plans, subsequent tocondensed consolidated statements of comprehensive income, the amendment date, and no additional participants will be added to the plans. Company contributionscondensed consolidated statements of $600,000 were paid to the plans during the nine months ended January 31, 2018,stockholders’ equity and the Company does not expect any contributions to be paid to the plans during the remaindercondensed consolidated statements of the fiscal year. Contributions of $555,000 were paid to the plans during the nine months ended January 31, 2017. The Company assumed an expected long-term rate of return of 7.75%cash flows for the six-month period ended JanuaryOctober 31, 2018 as compared to 8.0% for the period ended January 31, 2017. Pension expense consisted of the following (in thousands): Three months ended
January 31, 2018 Three months ended
January 31, 2017 $ -0- $ -0- 219 232 (328 ) (311 ) 283 314 $ 174 $ 235 Nine months ended
January 31, 2018 Nine months ended
January 31, 2017 $ -0- $ -0- 687 695 (984 ) (932 ) 849 942 $ 522 $ 705 H.Fair Value of Financial InstrumentsThe Company’s financial instruments consist primarily of cash and equivalents, mutual funds, cash surrender value of life insurance policies, term loans and short-term borrowings. The carrying value of these assets and liabilities approximate their fair value. The following tables summarize the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2018 and April 30, 2017 (in thousands): January 31, 2018 Level 1 Level 2 Total $ 3,994 $ — $ 3,994 — 75 75 $ 3,994 $ 75 $ 4,069 $ — $ 4,472 $ 4,472 — 14 14 $ — $ 4,486 $ 4,486 April 30, 2017 Level 1 Level 2 Total $ 3,748 $ — $ 3,748 — 75 75 $ 3,748 $ 75 $ 3,823 $ — $ 4,186 $ 4,186 — 62 62 $ — $ 4,248 $ 4,248 (1)The Company maintains twonon-qualified compensation plans which include investment assets in a rabbi trust. These assets consist of marketable securities, which are valued using quoted market prices multiplied by the number of shares owned, and life insurance policies, which are valued at their cash surrender value.(2)Plan liabilities are equal to the individual participants’ account balances and other earned retirement benefits.I.Share-based CompensationThe stockholders approved the 2017 Omnibus Incentive Plan (“2017 Plan”) on August 30, 2017, which enables the Company to grant a broad range of equity, equity-related, andnon-equity types of awards, with potential recipients including directors, consultants and employees. This plan replaces the 2010 Stock Option Plan for Directors and the 2008 Key Employee Stock Option Plan. No new awards will be granted under the prior plans. All outstanding options granted under the prior plans will remain subject to the prior plans. At the date of approval of the 2017 Plan there were 280,100 shares available for issuance under the prior plans. These shares and any outstanding awards that subsequently cease to be subject to such awards are available under the 2017 Plan. The 2017 Plan did not increase the total number of shares available for issuance under the Company’s equity compensation plans.The Company issued restricted stock units (“RSUs”) under the 2017 Plan and recorded stock-based compensation expense of $60,000 and $100,000 during the three and nine months ended January 31, 2018 in accordance with ASC 718, “Compensation—Stock Compensation.” The RSUs include both a service and performance component vesting over a three year period. The recognized expense is based upon the vesting period for service criteria and estimated attainment of the performance criteria at the end of the three year period based on cumulative days incurred and remaining over the three year period. The remaining estimated compensation expense of $510,000 will be recorded over the remaining three year period.J.Income TaxesOn December 22, 2017, the Tax Cuts and Jobs Act (the ��2017 Tax Act”) was signed into law. The 2017 Tax Act includes a broad range of tax reform provisions affecting businesses, including lower corporate tax rates, changes in business deductions, and international tax provisions. In response to the 2017 Tax Act, the U.S. Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations where a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the 2017 Tax Act. SAB 118 provides that the measurement period is complete when a company’s accounting is complete and that the measurement period shall not extend beyond one year from the enactment date. SAB 118 provides guidance for registrants under three scenarios: (i) measurement of certain income tax effects is complete, (ii) measurement of certain income tax effects can be reasonably estimated, and (iii) measurement of certain income tax effects cannot be reasonably estimated.The 2017 Tax Act lowered the federal statutory tax rate from 35% to 21%. As the Company has a fiscal year ending April 30, it is subject to a blended tax rate for the current fiscal year. Therefore, a blended rate of 29.73% was computed as the federal statutory rate for this year.The Company has analyzed the income tax effects of the 2017 Tax Act and determined that (ii) measurement of the income tax effects can be reasonably estimated, and, as such, provisional amounts have been recorded. The Company believes that all provisional amounts reflected in its financial statements are based on the best estimates that can be made at this time. The Company will continue to analyze all impacts of the 2017 Tax Act and will update provisional amounts as required. The Company recognized income tax expense of $1,566,000 and $3,149,000 for the three and nine months ended January 31, 2018. The effective tax rate was 63.0% and 44.8% for the three and nine months ended January 31, 2018.In accordance with ASC 740, ”Income Taxes”, which requires deferred taxes to bere-measured in the year of an income tax rate change, the Company recorded a provisional discrete deferred income tax expense of $587,000 in the three months ended January 31, 2018 as a result of applying a lower U.S. federal income tax rate to the Company’s net deferred tax assets.The Company revalued the U.S. deferred tax balances based on the tax rates effective for the following fiscal year at the new federal rate of 21% for amounts that are not expected to reverse during the current fiscal year and revalued the deferred tax balances expected to reverse in the current fiscal year at the Company’s current fiscal year blended rate of 29.73%. The Company has not yet completed the revaluation of the deferred tax balances due to estimates which are being used during interim periods until finalization of the balances can occur at the Company’s fiscal year end.The 2017 Tax Act also includes aone-time transition tax on accumulated unrepatriated foreign earnings. In the three months ended January 31, 2018, the Company recorded a provisional discrete current income tax expense of $528,000 on accumulated unrepatriated foreign earnings, including estimates for foreign earnings through April 30, 2018. In addition, the Company has not yet completed the calculation of the related income tax pools for its foreign subsidiaries. The Company is entitled to elect to pay theone-time transition tax over a period of eight years. The Company intends to make this election and has recorded $486,000 of the provisional expense as othernon-current liabilities in the Company’s Consolidated Balance Sheet for January 31, 2018. No additional income taxes have been provided for any remaining undistributed foreign earnings not subject to the transition tax, or any additional outside basis difference inherent in these entities, as these amounts continue to be indefinitely reinvested in foreign operations.The Company is currently in the process of evaluating the new Global IntangibleLow-Taxed Income (“GILTI”) provisions and has not yet elected an accounting policy with respect to whether to reflect GILTI in its deferred tax calculations or not. Therefore, the Company has not made any adjustments related to the GILTI tax in its financial statements. Under the SEC guidance noted above, the Company will continue to analyze and assess the effects of the GILTI provisions of the Act.The Company anticipates future impacts at a U.S., state and local tax level related to the 2017 Tax Act as statutory and interpretive guidance is not available from applicable tax authorities needed to reasonably estimate the impact. Consequently, the Company has not recorded provisional amounts for this statutory and interpretive guidance and has continued to apply ASC 740 based on the provisions of the tax laws that were in effect immediately prior to the 2017 Tax Act enactment.K.ReclassificationsCertain 2017 amounts have been reclassified to conform to the 2018 presentation in the consolidated statements of cash flows. Such reclassifications had no impact on net earnings.L.current period format.May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update2014-09, “Revenue from Contracts with Customers” (“ASU2014-09”). This update outlines a new comprehensive revenue recognition model that supersedes most current revenue recognition guidance and requires companies to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU2014-09 also requires additional disclosures about the nature, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. The FASB has issued several updates and/or practical expedients to ASU2014-09. ASU2014-09 and the subsequent updates and/or practical expedients to the standard will be effective for the Company during the first quarter of our fiscal year 2019 and we do not plan to early adopt. ASU2014-09 provides two methods of adopting the standard: using either a full retrospective approach or modified retrospective approach. We expect to elect the modified retrospective approach of adopting the standard. We have conducted an assessment of how ASU2014-09 is likely to affect us, identifying the Company’s revenue streams and performance obligations. Our contracts with customers currently may be for single performance obligations or for multiple performance obligations. Based on our assessment, we do not believe the new standard significantly changes our accounting policy for these types of performance obligations. We have also evaluated the impact the new standard will have on our existing policies, contracts, accounting processes, internal controls, reporting systems and disclosure processes. We have begun implementing improvements and or enhancements to our business processes to support the implementation of the standard. We currently have not identified an improvement or enhancement that we would conclude would be a significant change to our internal control environment. Based on the evaluation and implementation efforts completed to date, we believe the adoption of ASU2014-09 will not have a significant impact on the Company’s consolidated financial position, results of operations, equity or cash flows.In July 2015,February 2016, the FASB issued ASU2015-11, “Inventory – Simplifying the Measurement of Inventory. 2016-2, “Leases.” This guidance changesestablishes a ROU model that requires a lessee to record a ROU asset and a lease liability on the measurement principlebalance sheet for inventory fromall leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the lowerpattern of cost or market to the lower of cost and net realizable value. Net realizable value is defined as estimated selling pricesexpense recognition in the ordinary courseincome statement. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of business, less reasonably predictable costs of completion, disposal, and transportation.the earliest comparative period presented in the financial statements, with certain practical expedients available. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016.2018. The Company adopted this standard effective May 1, 2017.2019. See Note H for a discussion of the impact of adoption of this standard.MarchFebruary 2018, the FASB issued ASU 2018-2, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” This guidance provides the Company with an option to reclassify stranded tax effects resulting from the Tax Cuts and Jobs Act (the "2017 Tax Act") from accumulated other comprehensive income to retained earnings. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company adopted this standard effective May 1, 2019 and did not elect to reclassify tax effects as a result of tax reform; therefore, the adoption did not have a significant impact on the Company’s consolidated financial position or results of operations.2016-9, “Stock Compensation – Improvements to Employee Share-Based Payment Accounting. 2016-13, “Measurement of Credit Losses on Financial Instruments,” This guidance simplifies various aspects related to how share-based payments are accountedwhich replaces the current incurred loss method used for and presented in thedetermining credit losses on financial statements.assets, including trade receivables, with an expected credit loss method. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016.2022. The Company adoptedwill adopt this standard prospectively effective May 1, 2017. Prior periods werein fiscal year 2024. The Company does not retrospectively adjusted. Theexpect the adoption of this standard did notto have a significant impact on the Company’s consolidated financial position or results of operations.Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
East.
year.
is aggressively pursuing these projects.
The gross profit margin for the ninesix months ended JanuaryOctober 31, 20182019 was 14.4%16.8% of sales, as compared to 13.9%19.2% of sales in the comparable period of the prior year. The increasedecrease in the gross profit margin percentpercentage for the three and six months ended October 31, 2019 was primarily due to continued executiona result of a number of low margin orders that the Company’s cost reductionCompany aggressively pursued and productivity improvement programs,secured over the past year, and a favorable shift in product mix.
strategic Middle East order aggressively secured over two years ago at lower than normal margins.
Operating expenses for the nine months ended January 31, 2018 were $16,360,000, or 14.4% of sales, as compared to $14,484,000, or 13.9% of sales,costs in the comparable period ofinternational segment as the prior year. The increaseCompany made investments in operating expenses forcapabilities intended to strengthen its position in the nine months ended January 31, 2018 related primarily to increases in marketing expense of $144,000, compensation expense of $676,000, bad debt expense of $113,000, International operating expenses of $432,000, corporate governance expenses of $319,000 and professional services of $78,000, partially offset by a decrease in pension expense $183,000.
India market.
Income tax expense of $3,149,000 and $1,695,000 was recorded for the nine months ended January 31, 2018 and 2017, respectively. The effective tax rates were 44.8%428.4% and 34.5%21.4% for the ninesix months ended JanuaryOctober 31, 2019 and 2018, respectively. The increase in the effective tax rate for the three-month and 2017, respectively.
six-month periods reflects the impact of foreign earnings which were taxed at different tax rates than the US tax rate of 21% and additional GILTI inclusion in the US.
The Company’s operations used cash2019. As previously reported in the reports on Form 8-K filed by the Company on June 21, 2019 and July 11, 2019, and in Note 4 of $645,000the Notes to the Consolidated Financial Statements included in the Company's 2019 Annual Report on Form 10-K, during the ninesix months ended October 31, 2019, the Company amended its credit facility and entered into a restated security agreement.
$2,428,000. During the ninesix months ended JanuaryOctober 31, 2018,2019, the Company used net cash of $1,965,000$715,000 in investing activities, all of which included $1,907,000was used for capital expenditures, and a $58,000 increase in restricted cash. During the nine months ended January 31, 2017, net cash of $2,061,000 was used in investing activities, which included $2,190,000 for capital expenditures, offset by a $129,000 decrease in restricted cash.
expenditures. The Company’s financing activities used cash of $836,000$5,174,000 during the ninesix months ended JanuaryOctober 31, 2018,2019, primarily for reductions in short-term borrowings of $2,753,000, cash dividends of $1,331,000$1,045,000 paid to stockholders, cash dividends of $74,000 paid to minority interest holders of $89,000 and paymentsrepayments of $626,000 on$1,273,000 of long-term debt, partially offset by an increase in net short-term borrowings of $1,187,000. The Company’s financing activities used cash of $477,000 during the nine months ended January 31, 2017, primarily for cash dividends of $1,163,000 and payments on long-term debt of $316,000, partially offset by an increase in short-term borrowings of $861,000.
Financial debt.
As disclosed in the Company’s Report on Form10-Q for the period ended October 31, 2017, on December 7, 2017, the Company experienced a criminal network cyber-attack that led to a disruption of its domestic operations, including manufacturing, engineering, administration, and sales operations. The temporary production disruption had an immaterial impact on sales and earnings for the period ended January 31, 2018, and the Company believes it will have an immaterial impact for the remainder of the fiscal year.
United States and construction projects generally slow down at the end of the calendar year. Our goal is to ensure that the Company's fourth quarter production load is full in order to operate our manufacturing facilitates efficiently, which in turn should drive recovery in profitability.
that could cause actual results to differ materially from those described in the forward-looking statements. Such factors, risks, uncertainties and assumptions include, but are not limited to, competitive and general economic conditions, both domestically and internationally; changes in customer demands; 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; and acts of terrorism, war, governmental action, natural disasters and other Force Majeure events. Many important factors that could cause such a differencedifferences are described under the caption “Risk Factors” in Item 1A in the Company’s 20172019 Annual Report on Form10-K and underin Quarterly Reports on Form 10-Q subsequently filed by the caption “Risk Factors” in Part II, Item 1A of both this report and the Company’s Report on Form10-Q for the period ended October 31, 2017.Company. 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.
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
| Item 4. | Controls and Procedures |
As of the end of the period covered by this Quarterly Report on Form10-Q, we carried out anprocedures
As disclosed under Item 9A. Controls and Procedures in our Annual Report on Form10-K for the year ended April 30, 2017, management identified a material weakness inCompany’s internal control over financial reporting relatingthat occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to the misapplication of certain aspects ofmaterially affect, the Company’s multi-element and percentage of completion revenue recognition policies.
The Company has implemented changes to the design of its controls and procedures surrounding the execution of the Company’s multi-element and percentage of completion revenue recognition policies, which included, but were not limited to, drafting additional policy guidance, training key personnel and developing additional detective and monitoring controls. The material weakness cannot be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. We currently expect to complete remediation of the material weakness by April 30, 2018.
In addition, as disclosed in the Company’sForm 10-Q for the period ended October 31, 2017, on December 7, 2017, the Company experienced a criminal network cyber-attack that led to a disruption of its domestic operations, including manufacturing, engineering, administration, and sales operations. The Company engaged a leading cybersecurity firm to perform a forensic investigation of this attack and as a result of the investigation has identified a material weakness in its logical access control over its IT systems. We currently expect to complete remediation of this material weakness by April 30, 2018.
Other than as set forth below, as of January 31, 2018 there have been no material changes to the risk factors faced by the Company from those previously disclosed in our Annual Report on Form10-K for the year ended April 30, 2017, and in our Quarterly Report on Form10-Q for the period ended October 31, 2017.
Cybersecurity incidents could expose us to liability and damage our reputation and our business.
We collect, process, store, and transmit large amounts of data, and it is critical to our business strategy that our facilities and infrastructure remain secure and are perceived by the marketplace to be secure. Our information technology systems are essential to our efforts to manufacture our products, process customer sales transactions, manage inventory levels, conduct business with our suppliers and other business partners, and record, summarize and analyze the results of our operations. These systems contain, among other things, material operational, financial and administrative information related to our business. As with most companies there will always be some risk of physical or electronicbreak-ins, computer viruses, or similar disruptions.
In addition, we like all entities, are the target of cybercriminals who attempt to compromise our systems. From time to time, we experience threats and intrusions that may require remediation to protect sensitive information, including our intellectual property and personal information, and our overall business. Any physical or electronicbreak-in, computer virus, cybersecurity attack or other security breach or compromise of the information handled by us or our service providers may jeopardize the security or integrity of information in our computer systems and networks or those of our customers and cause significant interruptions in our and our customers’ operations.
Any systems and processes that we have developed that are designed to protect customer, associate and vendor information, intellectual property, and prevent data loss and other security attacks cannot provide absolute security. In addition, we may not successfully implement remediation plans to address all potential exposures. It is possible that we may have to expend additional financial and other resources to address these problems. Failure to prevent or mitigate data loss or other security incidents could expose us or our customers, associates and vendors to a risk of loss or misuse of such information, cause customers to lose confidence in our data protection measures, damage our reputation, adversely affect our operating results or result in litigation or potential liability for us. While we maintain insurance coverage that may, subject to policy terms and conditions, cover certain aspects of cyber risks, this insurance coverage is subject to a retention amount and may not be applicable to a particular incident or otherwise may be insufficient to cover all our losses beyond any retention. Similarly, we expect to continue to make significant investments in our information technology infrastructure. The implementation of these investments may be more costly or take longer than we anticipate, or could otherwise adversely affect our business operations, which could negatively impact our financial position, results of operations or cash flows.
We recently experienced a network cyber-attack that disrupted our domestic operations.
As disclosed in ourForm 10-Q for the period ended October 31, 2017, on December 7, 2017, the Company experienced a criminal network cyber-attack that led to a disruption of its domestic operations, including manufacturing, engineering, administration, and sales operations. As of December 12, 2017 the Company had restored its domestic operations. The Company engaged third party experts, including a leading cybersecurity firm, to perform a forensic investigation of this attack and as a result of the investigation has identified a material weakness in internal control over financial reporting relating to its logical access control over its IT systems. While the Company currently expects to complete remediation of this weakness by April 30, 2018, there can be no assurance that such remediation will be completed by such date. The Company has insurance coverage against recovery costs and business interruption resulting from cyber-attacks. However, the Company may have incurred, and may incur in the future, expenses and losses related to this attack that are not covered by insurance.
reporting.
| Item 6. | Exhibits |
| 10.1 | |||
| 10.83* | |||
| 31.1 | |||
| 31.2 | |||
| 32.1 | |||
| 32.2 | |||
| 101.INS | XBRL Instance Document | ||
| 101.SCH | XBRL Taxonomy Extension Schema Document | ||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | ||
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KEWAUNEE SCIENTIFIC CORPORATION (Registrant) | |||||||||
| Date: December 16, 2019 | By | /s/ | |||||||
| Donald T. Gardner III | |||||||||
(As duly authorized officer and Vice President, Finance and Chief Financial Officer) | |||||||||
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