SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For the Quarter EndedMarch 31, 2008
Commission File Number0-23539
| LADISH CO., INC. |
| (Exact name of registrant as specified in its charter) |
| Wisconsin | 31-1145953 |
| (State or other Jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
5481 South Packard Avenue, Cudahy, Wisconsin | 53110 |
| (Address of principal executive offices) | (Zip Code) |
| (414) 747-2611 |
| (Registrant’s telephone number, including area code) |
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.
| Yes X No |
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer X Non-accelerated filer
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Yes No X |
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Class | Outstanding at March 31, 2008 |
| Common Stock, $0.01 Par Value | 14,559,467 |
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Page 3 of 13
LADISH CO., INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands, Except Per Share Data)
| For the Three Months Ended March 31, | ||||||||
| (unaudited) | ||||||||
| 2008 | 2007 | |||||||
Net sales | $ | 117,197 | $ | 97,666 | ||||
Cost of sales | 102,376 | 83,976 | ||||||
Gross profit | 14,821 | 13,690 | ||||||
Selling, general and administrative expenses | 4,403 | 3,942 | ||||||
Income from operations | 10,418 | 9,748 | ||||||
Other income (expense): | ||||||||
| Interest expense | (439 | ) | (798 | ) | ||||
| Other, net | (409 | ) | 192 | |||||
Income before income tax provision | ||||||||
| and minority interest | 9,570 | 9,142 | ||||||
Income tax provision | 3,570 | 3,364 | ||||||
Minority interest in net earnings of subsidiary | 17 | 10 | ||||||
Net income | $ | 5,983 | $ | 5,768 | ||||
Basic earnings per share | $ | 0.41 | $ | 0.40 | ||||
Diluted earnings per share | $ | 0.41 | $ | 0.40 | ||||
Basic weighted average shares outstanding | 14,544,357 | 14,497,267 | ||||||
Diluted weighted average shares outstanding | 14,547,570 | 14,541,415 | ||||||
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LADISH CO., INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands, Except Share Data)
| Assets | (unaudited) March 31, 2008 | December 31, 2007 | ||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 7,168 | $ | 5,952 | ||||
| Accounts receivable, less allowance of $78 and $88 at each date | 81,197 | 75,226 | ||||||
| Inventories | 120,063 | 118,187 | ||||||
| Deferred income taxes | 4,511 | 4,590 | ||||||
| Prepaid expenses and other current assets | 2,172 | 1,800 | ||||||
| Total current assets | 215,111 | 205,755 | ||||||
| Property, plant and equipment: | ||||||||
| Land and improvements | 6,279 | 6,184 | ||||||
| Buildings and improvements | 56,798 | 55,237 | ||||||
| Machinery and equipment | 195,752 | 193,783 | ||||||
| Construction in progress | 38,662 | 31,516 | ||||||
| 297,491 | 286,720 | |||||||
| Less - accumulated depreciation | (145,857 | ) | (142,610 | ) | ||||
| Net property, plant and equipment | 151,634 | 144,110 | ||||||
| Deferred income taxes | 16,398 | 16,722 | ||||||
| Other assets | 15,819 | 14,864 | ||||||
| Total assets | $ | 398,962 | $ | 381,451 | ||||
Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 47,675 | $ | 42,116 | ||||
| Senior bank debt | 11,100 | 7,500 | ||||||
| Senior notes | 6,000 | 6,000 | ||||||
| Accrued liabilities: | ||||||||
| Pensions | 397 | 243 | ||||||
| Postretirement benefits | 3,765 | 3,765 | ||||||
| Wages and salaries | 5,923 | 5,285 | ||||||
| Taxes, other than income taxes | 414 | 279 | ||||||
| Interest | 1,042 | 523 | ||||||
| Profit sharing | 306 | 3,273 | ||||||
| Paid progress billings | 518 | 503 | ||||||
| Income taxes | 1,797 | -- | ||||||
| Other | 2,773 | 5,413 | ||||||
| Total current liabilities | 81,710 | 74,900 | ||||||
| Noncurrent liabilities: | ||||||||
| Senior notes | 40,000 | 40,000 | ||||||
| Postretirement benefits | 31,375 | 31,689 | ||||||
| Pensions | 24,614 | 24,655 | ||||||
| Officers’ deferred compensation | 5,690 | 5,586 | ||||||
| Minority interest in equity of subsidiary | 515 | 497 | ||||||
| Other noncurrent liabilities | 3,261 | 2,570 | ||||||
| Total liabilities | 187,165 | 179,897 | ||||||
| Stockholders’ equity: | ||||||||
| Common stock - authorized 100,000,000, issued 14,605,591 | ||||||||
| shares at each date of $.01 par value | 146 | 146 | ||||||
| Additional paid-in capital | 125,397 | 125,158 | ||||||
| Retained earnings | 113,062 | 107,079 | ||||||
| Treasury stock, 46,124 and 71,124 shares of common stock, respectively, | ||||||||
| at each date at cost | (338 | ) | (521 | ) | ||||
| Accumulated other comprehensive loss | (26,470 | ) | (30,308 | ) | ||||
| Total stockholders’ equity | 211,797 | 201,554 | ||||||
| Total liabilities and stockholders’ equity | $ | 398,962 | $ | 381,451 | ||||
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LADISH CO., INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
| For the Three Months Ended March 31, | ||||||||
| (unaudited) | ||||||||
| 2008 | 2007 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
Net income | $ | 5,983 | $ | 5,768 | ||||
| Adjustments to reconcile net income to net cash | ||||||||
| provided by (used in) operating activities: | ||||||||
| Depreciation | 3,194 | 2,774 | ||||||
| Charge in lieu of taxes related to goodwill | 10 | 10 | ||||||
| Deferred income taxes | 693 | 1,308 | ||||||
| Minority interest in net earnings of subsidiary | 17 | 10 | ||||||
| Loss (gain) on disposal of property, plant and equipment | 15 | (86 | ) | |||||
Changes in assets and liabilities: | ||||||||
| Accounts receivable | (4,805 | ) | (7,873 | ) | ||||
| Inventories | (1,426 | ) | (556 | ) | ||||
| Other assets | (1,364 | ) | (3,637 | ) | ||||
| Accounts payable and accrued liabilities | 2,140 | 6,690 | ||||||
| Other liabilities | 118 | 2,534 | ||||||
| Net cash provided by operating activities | 4,575 | 6,942 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
Additions to property, plant and equipment | (7,751 | ) | (5,846 | ) | ||||
| Proceeds from sale of property, plant and equipment | -- | 149 | ||||||
| Net cash used in investing activities | (7,751 | ) | (5,697 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Proceeds from senior bank debt | 3,600 | -- | ||||||
| (Repayment of) senior bank debt | -- | (2,100 | ) | |||||
| Proceeds from exercise of stock options | 206 | 56 | ||||||
| Net cash provided by (used in) financing activities | 3,806 | (2,044 | ) | |||||
Effect of exchange rate changes on cash and cash equivalents | 586 | (19 | ) | |||||
| INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,216 | (818 | ) | |||||
CASH AND CASH EQUIVALENTS, beginning of period | 5,952 | 3,431 | ||||||
CASH AND CASH EQUIVALENTS, end of period | $ | 7,168 | $ | 2,613 | ||||
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LADISH CO., INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Dollars in Thousands, Except Share Data)
| (1) | Basis of Presentation |
In the opinion of the Company, the accompanying unaudited consolidated condensed financial statements contain all adjustments necessary to present fairly its financial position at March 31, 2008 and its results of operations and cash flows for the interim periods presented. All adjustments are of a normal recurring nature.
The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with Article 10 of Regulation S-X and therefore do not include all disclosures required for annual financial statements presented in conformity with accounting principles generally accepted in the United States of America. The Company has filed a report on Form 10-K which contains audited consolidated financial statements that include all information and footnotes necessary for a fair presentation of its financial position at December 31, 2007 and 2006, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the years ended December 31, 2007, 2006 and 2005.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results will likely differ from those estimates, but management believes such differences will not be material.
The results of operations for any interim period are not necessarily indicative of the results to be expected for a full year.
| (2) | Inventories |
| March 31, 2008 | December 31, 2007 | |||||||
| Raw material and supplies | $ | 41,280 | $ | 41,823 | ||||
| Work-in-process and finished goods | 81,721 | 79,939 | ||||||
| Less progress payments | (2,938 | ) | (3,575 | ) | ||||
| Total inventories | $ | 120,063 | $ | 118,187 | ||||
| (3) | Interest and Income Tax Payments |
| For the Three Months Ended March 31, | ||||||||
| 2008 | 2007 | |||||||
| Interest paid, net of interest capitalized | $ | (94 | ) | $ | 395 | |||
| Income taxes paid | $ | 921 | $ | 360 | ||||
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| (4) | Cash and Cash Equivalents |
Cash in excess of daily requirements is invested in marketable securities consisting of commercial paper and money market instruments which mature in three months or less. Such investments are deemed to be cash equivalents. Outstanding payroll and accounts payable checks related to certain bank accounts are recorded as accounts payable on the balance sheets. These checks amounted to $4,340 and $1,775 as of March 31, 2008 and December 31, 2007, respectively.
| (5) | Revenue Recognition |
Sales revenue is recognized when the title and risk of loss have passed to the customer, there is pervasive evidence of an arrangement, delivery has occurred or the services have been provided, the sales price is determinable and collectibility is reasonably assured. This generally occurs at the time of shipment. Net sales include freight out as well as reductions for returns and allowances, and sales discounts. Progress payments on contracts are generally recognized as reductions of the related inventory costs. Progress payments in excess of inventory costs are reflected as a liability.
| (6) | Income Taxes |
The year-to-date tax provisions for 2008 and 2007 are based on annualized combined federal, state and foreign effective tax rates of 37.3% and 36.8%, respectively. The principal difference, if any, from the expected federal tax rate of 35% is due primarily to state income taxes, offset by the impact of lower income tax rates in Poland and the benefit of the Domestic Production Activities deduction.
| (7) | Pension and Postretirement Benefits |
The components of net periodic benefit costs recognized for the three-month periods ended March 31, 2008 and 2007 are presented in the table below.
| Pension Benefits | Other Postretirement Benefits | |||||||||||||
| 2008 | 2007 | 2008 | 2007 | |||||||||||
| Service cost | $ | 223 | $ | 219 | $ | 39 | $ | 37 | ||||||
| Interest cost | 2,999 | 2,815 | 513 | 507 | ||||||||||
| Expected return on plan assets | (3,928 | ) | (3,882 | ) | -- | -- | ||||||||
| Amortization of prior service cost | 100 | 104 | 3 | 3 | ||||||||||
| Amortization of the net loss | 908 | 941 | 1 | 5 | ||||||||||
| Net periodic benefit cost | $ | 302 | $ | 197 | $ | 556 | $ | 552 | ||||||
The Company previously disclosed in its financial statements for the year ended December 31, 2007, that it expected to contribute $10,547 to its pension plans in 2008. As of March 31, 2008, the Company has made $807 of contributions to the pension plans versus $11,124 during the same period in 2007.
In December 2003, the Medicare Prescription Drug, Improvement and Modernization Act of 2003 was enacted. In May 2004, the FASB issued FASB Staff Position No. 106-2,Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003 in response to the new law which may provide a federal subsidy to sponsors of retiree healthcare benefit plans. The Company has concluded that certain benefits provided by its postretirement benefit plan are actuarially equivalent to Medicare Part D under the Act and has filed a refund request with the Claims Management Services, a division of the Health and Human Services Department. In the first quarter of 2008, the Company received a $166 refund.
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| (8) | Debt |
The Company sold $30,000 of Series A senior notes (the “Series A Notes”) in a private placement to certain institutional investors on July 20, 2001. The Series A Notes are unsecured and bear interest at a rate of 7.19% per annum with the interest being paid semiannually. The Series A Notes have a seven-year duration with the principal amortizing equally over the duration after the third year. Amortization payments of $6,000 annually were made on July 20, 2004, 2005, 2006 and 2007.
On May 16, 2006, the Company sold $40,000 of Series B senior notes (the “Series B Notes”) in a private placement to certain institutional investors. The Series B Notes are unsecured and bear interest at a rate of 6.14% per annum with interest being paid semiannually. The Series B Notes have a ten-year duration with the principal amortizing equally over the duration after the third year.
The Company and a syndicate of Lenders have entered into a revolving credit facility (the “Facility”) which was most recently renewed on April 28, 2007. The Facility consists of a $35,000 unsecured revolving line of credit which bears interest at a rate of LIBOR plus 1.25%. At March 31, 2008, there were $11,100 of borrowings under the Facility and $23,900 was available pursuant to the terms of the Facility.
| (9) | Earnings Per Share |
The incremental difference between basic weighted average shares outstanding and diluted weighted average shares outstanding is due to the dilutive impact of outstanding options.
| (10) | Stockholders’ Equity |
The Company has a Stock Option Plan (the “Plan”) that covers certain employees. Under the Plan, incentive stock options for up to 983,333 shares may be granted to employees of the Company, of which 943,833 options have been granted. These options expire ten years from the grant date. Options granted vest over two years. There were no options granted in the three months ended March 31, 2008. As of March 31, 2008, 7,336 options granted under the Plan remain outstanding and exercisable. During the first three months of 2008, 25,000 options were exercised (for cash of $206) and shares were issued from Treasury Stock.
| (11) | Legal Proceedings |
From time to time the Company is involved in legal proceedings relating to claims arising out of its operations in the normal course of business. Although the Company believes that there are no material legal proceedings pending or threatened against the Company or any of its properties, the Company has been named as a defendant in a number of asbestos cases in Mississippi, six asbestos cases in Illinois and one asbestos case in California. As of the date of this filing, the Company has been dismissed from a majority of the cases in Mississippi, five of the cases in Illinois and the one case in California. The Company has never manufactured or processed asbestos. The Company’s only exposure to asbestos involves products the Company purchased from third parties. The Company has notified its insurance carriers of these claims and is vigorously defending these actions. The Company has not made any provision in its financial statements for the asbestos litigation.
The Company is also participating in an investigation initiated by U.S. Customs & Border Protection (“Customs”) into duty drawback claims filed on behalf of the Company by its former export agent. The Company is cooperating with Customs in this investigation and has voluntarily suspended its duty drawback claims. Based upon its internal investigation, the Company believes any errors or omissions with respect to its filings were solely attributable to its former export agent. The Company intends to continue to cooperate with Customs in resolving this matter. The Company has not made any provision in its financial statements for the Customs investigation.
Page 9 of 13
| (12) | New Accounting Pronouncements |
FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109,” requires that an enterprise evaluate all tax positions recognized in that enterprise’s financial statements for any uncertainty that the tax positions will not be sustained under examination. The evaluation process is twofold. First, an enterprise must determine whether it is more likely than not that a tax position will be sustained upon examination. Secondly, the enterprise must measure the amount of benefit to recognize in its financial statements for tax positions which meet the more likely than not threshold. FASB Interpretation No. 48 became effective for fiscal years beginning after December 15, 2006. For the three-month period ending March 31, 2008, the Company does not believe there is any uncertainty with respect to the tax positions reflected in its financial statements which would result in a material change in the amount of benefit recognized in the financial statements; therefore, no provision has been made for the adoption of FASB Interpretation No. 48.
Page 10 of 13
MANAGEMENT’S DISCUSSION
AND ANALYSIS OF RESULTS OF OPERATIONS AND
CHANGES IN FINANCIAL POSITION
(Dollars in Thousands, except per share data)
RESULTS OF OPERATIONS
First Quarter 2008 Compared to First Quarter 2007
Net sales for the three months ended March 31, 2008 were $117,197 compared to $97,666 for the same period in 2007. The 20% increase in net sales for the first quarter of 2008 versus 2007 was due to growth in all markets served by the Company along with the pass through to selling prices of the increase in costs for the raw materials utilized by the Company. Net sales in the first quarter of 2007 were negatively impacted by equipment downtime. Gross profit for the first quarter of 2008 decreased to 12.6% of net sales in contrast to 14.0% of net sales in the first quarter of 2007 primarily as a result of the increased raw material costs in the first quarter of 2008 in comparison to the same period in 2007 thereby decreasing gross profit as a percent of net sales. In addition, gross profits for the first quarter of 2008 were negatively impacted by reduced by-product sales, higher energy expenses and reduced productivity associated with the learning curve of new employees.
Selling, general and administrative expenses, as a percentage of net sales, were 3.8% for the first quarter of 2008 compared to 4.0% for the same period in 2007. The percentage decrease in SG&A expenses between the periods was attributable to the Company supporting a 20% increase in sales while maintaining indirect expense levels.
Interest expense for the first quarter of 2008 was $439 in contrast to $798 for the same period in 2007. The lower interest expense in 2008 is due primarily to increased capitalization of interest expense on capital projects and reduced level of debt. During the first quarter of 2008, the Company’s revolving line of credit had an interest rate equal to the LIBOR rate plus 1.25% per annum. Series A and Series B senior notes bore interest at the rate of 7.19% and 6.14%, respectively, per annum. The Company had $11,100 of borrowings under the revolving line of credit facility and had $46,000 of senior notes outstanding at the end of the first quarter of 2008.
The 2008 and 2007 first quarter income tax provisions are based on effective tax rates of 37.3% and 36.8%, respectively. At December 31, 2007, the Company has $2,142 of net operating loss (“NOL”) carryforwards which reduce current income taxes payable. For financial statement purposes, the Company previously recorded a deferred tax asset for the tax benefits attributable to the NOL carryforwards. Therefore, the Company uses an effective tax rate which reflects federal and state taxes without a reduction for actual NOL usage. See Note 6 to the consolidated financial statements and “Liquidity and Capital Resources.”
The Company’s net income for the first quarter of 2008 was $5,983, approximately the same as the first quarter of 2007. Profitability, as a percentage of net sales, declined in the period due to the higher raw material prices in 2008. The Company’s contract backlog at March 31, 2008 was $630,527 as the Company received $132,714 of new orders in the first quarter of 2008, in comparison to backlogs of $551,082 and $610,979 at March 31, 2007 and December 31, 2007, respectively, and $150,357 of new orders in the first quarter of 2007.
Page 11 of 13
Liquidity and Capital Resources
The Company’s cash position as of March 31, 2008 is $1,216 more than its position at December 31, 2007. For the first three months of 2008, the Company generated $4,575 of cash from operating activities in contrast to producing $6,942 of cash for operations in the same period of 2007. The Company expended $7,751 and $5,846 of cash on capital expenditures in the first three months of 2008 and 2007, respectively.
On July 20, 2001, the Company sold $30,000 of Series A Notes in a private placement to certain institutional investors. The Series A Notes are unsecured and bear interest at a rate of 7.19% per annum with the interest being paid semiannually. The Series A Notes have a seven-year duration with the principal amortizing equally over the duration after the third year. Amortization payments of $6,000 annually were made on July 20, 2004, 2005, 2006 and 2007.
On May 16, 2006, the Company sold $40,000 of Series B Notes in a private placement to certain institutional investors. The Series B Notes are unsecured and bear interest at a rate of 6.14% per annum with interest being paid semiannually. The Series B Notes have a ten-year duration with the principal amortizing equally over the duration after the third year.
In addition, the Company and a syndicate of Lenders have entered into the revolving credit facility which was most recently renewed on April 25, 2008. The revolving credit facility consists of a $35,000 unsecured revolving line of credit which bears interest at a rate of LIBOR plus 1.25%. At March 31, 2008, there were $11,100 of borrowings under the revolving credit facility and $23,900 of credit was available pursuant to the terms of the revolving credit facility.
As of December 31, 2007, the Company has NOL carryforwards of $2,142 that were generated prior to its 1993 reorganization.
Realization of the domestic net deferred tax assets, including those attributable to the NOL carryforwards, over time is dependent upon the Company generating sufficient taxable income in future periods. In determining that realization of the domestic net deferred tax assets was more likely than not, the Company has given consideration to a number of factors including its recent earnings history, expectations for earnings in the future, the timing of reversal of temporary differences, tax planning strategies available to the Company and the expiration dates associated with NOL carryforwards. If, in the future, the Company determines that it is no longer more likely than not that the domestic net deferred tax assets will be realized, a valuation allowance will be established against all or part of the domestic net deferred tax assets with an offsetting charge to the income tax provision.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The Company believes that its exposure to market risk related to changes in foreign currency exchange rates and trade accounts receivable is immaterial as the vast majority of the Company’s sales are made in U.S. dollars. The Company does not consider itself subject to the market risks addressed by Item 305 of Regulation S-K.
Any statements contained herein that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. These forward-looking statements include expectations, beliefs, plans, objectives, future financial performance, estimates, projections, goals and forecasts. Potential factors which could cause the Company’s actual results of operations to differ materially from those in the forward-looking statements include:
Page 12 of 13
| • | Market conditions and demand for the Company’s products | • | Competition |
| • | Interest rates and capital costs | • | Technologies |
| • | Unstable governments and business conditions in emerging economies | • | Raw material and |
| • | Legal, regulatory and environmental issues | energy prices | |
| • | Health care costs | • | Taxes |
Any forward-looking statement speaks only as of the date on which such statement is made. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.
Item 4. Controls and Procedures
Under the direction of the principal executive officer and principal financial officer, the Company has evaluated the effectiveness of its disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of March 31, 2008. Based on that evaluation, the Company has concluded that its disclosure controls and procedures were effective in providing reasonable assurance that material information required to be disclosed is included on a timely basis in the reports filed with the Securities and Exchange Commission.
There were no significant changes in the Company’s internal controls over financial reporting or in other factors that could significantly affect these controls during the quarter ended March 31, 2008, including any corrective actions with regard to significant deficiencies and material weaknesses.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of stockholders of the Company during the three-month period ending March 31, 2008.
Item 5. Other Information
On April 25, 2008, the Company and the Lenders participating in the Amended and Restated Credit Agreement (the “Credit Agreement”) entered into Amendment No. 10 to the Credit Agreement. Amendment No. 10 extends the maturity date of the Credit Agreement to April 24, 2009.
Item 6. Exhibits
Exhibit 10 is Amendment No. 10 to the Amended and Restated Credit Agreement dated April 14, 2000.
Exhibit 31.1 is the written statement of the chief executive officer of the Company certifying this Form 10-Q complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934.
Exhibit 31.2 is the written statement of the chief financial officer of the Company certifying this Form 10-Q complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934.
Exhibit 32.1 is the written statement of the chief executive officer and chief financial officer of the Company pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Page 13 of 13
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, thereunto duly authorized.
| LADISH CO., INC. | |
Date: April 29, 2008 | By: /s/ WAYNE E. LARSEN |
| Wayne E. Larsen | |
| Vice President Law/Finance | |
| & Secretary |
