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Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10‑Q

 

(MARK ONE)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 2020

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-13419

 

Lindsay Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

47-0554096

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

 

 

18135 Burke Street, Suite 100, Omaha, Nebraska

 

68022

(Address of principal executive offices)

 

(Zip Code)

 

402829-6800

(Registrant's telephone number, including area code)

 

 

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

LNN

New York Stock Exchange, Inc.

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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes    No 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes    No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:  

 

Large accelerated filer

  ☒  

 

Accelerated filer

  ☐  

Non‑accelerated filer

  ☐  

 

Smaller reporting company

    

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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes    No 

As of June 26, 2020, 10,834,763 shares of the registrant’s common stock were outstanding.

 

 

 

 


Table of Contents

 

Lindsay Corporation

INDEX FORM 10-Q

 

 

 

 

 

Page

 

 

 

 

 

Part I – FINANCIAL INFORMATION

 

3

 

 

 

 

 

 

 

ITEM 1 – Financial Statements

 

3

 

 

 

 

 

 

 

Condensed Consolidated Statements of Operations for the three and nine months ended May 31, 2020 and May 31, 2019

 

3

 

 

 

 

 

 

 

Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended May 31, 2020 and May 31, 2019

 

4

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of May 31, 2020, May 31, 2019, and August 31, 2019

 

5

 

 

 

 

 

 

 

Condensed Consolidated Statements of Shareholders’ Equity for the three and nine months ended May 31, 2020 and May 31, 2019

 

6

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the nine months ended May 31, 2020 and May 31, 2019

 

8

 

 

 

 

 

 

 

Notes to the Condensed Consolidated Financial Statements

 

9

 

 

 

 

 

 

 

ITEM 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

20

 

 

 

 

 

 

 

ITEM 3 – Quantitative and Qualitative Disclosures about Market Risk

 

28

 

 

 

 

 

 

 

ITEM 4 – Controls and Procedures

 

28

 

 

 

 

 

Part II – OTHER INFORMATION

 

29

 

 

 

 

 

 

 

ITEM 1 – Legal Proceedings

 

29

 

 

 

 

 

 

 

ITEM 1A – Risk Factors

 

29

 

 

 

 

 

 

 

ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds

 

29

 

 

 

 

 

 

 

ITEM 3 – Defaults Upon Senior Securities

 

29

 

 

 

 

 

 

 

ITEM 4 – Mine Safety Disclosures

 

29

 

 

 

 

 

 

 

ITEM 5 – Other Information

 

29

 

 

 

 

 

 

 

ITEM 6 – Exhibits

 

30

 

 

 

 

 

SIGNATURES

 

31

 

- 2 -


Table of Contents

 

Part I – FINANCIAL INFORMATION

ITEM 1 - Financial Statements

LINDSAY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three months ended

 

 

Nine months ended

 

($ and shares in thousands, except per share amounts)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Operating revenues

 

$

123,106

 

 

$

121,054

 

 

$

346,287

 

 

$

342,187

 

Cost of operating revenues

 

 

83,410

 

 

 

91,055

 

 

 

239,111

 

 

 

259,066

 

Gross profit

 

 

39,696

 

 

 

29,999

 

 

 

107,176

 

 

 

83,121

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling expense

 

 

7,417

 

 

 

7,515

 

 

 

22,101

 

 

 

23,934

 

General and administrative expense

 

 

13,055

 

 

 

14,695

 

 

 

38,026

 

 

 

46,585

 

Engineering and research expense

 

 

3,396

 

 

 

3,314

 

 

 

10,303

 

 

 

10,547

 

Total operating expenses

 

 

23,868

 

 

 

25,524

 

 

 

70,430

 

 

 

81,066

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

15,828

 

 

 

4,475

 

 

 

36,746

 

 

 

2,055

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(1,197

)

 

 

(1,169

)

 

 

(3,574

)

 

 

(3,552

)

Interest income

 

 

408

 

 

 

525

 

 

 

1,412

 

 

 

1,930

 

Other expense, net

 

 

(2,774

)

 

 

(602

)

 

 

(4,197

)

 

 

(591

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) before income taxes

 

 

12,265

 

 

 

3,229

 

 

 

30,387

 

 

 

(158

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit)

 

 

2,171

 

 

 

332

 

 

 

6,432

 

 

 

(827

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

$

23,955

 

 

$

669

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

Diluted

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

10,835

 

 

 

10,786

 

 

 

10,818

 

 

 

10,779

 

Diluted

 

 

10,877

 

 

 

10,814

 

 

 

10,854

 

 

 

10,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

0.32

 

 

$

0.31

 

 

$

0.94

 

 

$

0.93

 

 

See accompanying notes to condensed consolidated financial statements.

- 3 -


Table of Contents

 

LINDSAY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

$

23,955

 

 

$

669

 

Other comprehensive (loss) income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Defined benefit pension plan adjustment, net of tax

 

 

43

 

 

 

38

 

 

 

129

 

 

 

104

 

Foreign currency translation adjustment, net of hedging activities and tax

 

 

(2,642

)

 

 

(1,831

)

 

 

(3,831

)

 

 

125

 

Unrealized gains on marketable securities, net of tax

 

 

59

 

 

 

 

 

 

121

 

 

 

 

Total other comprehensive (loss) income, net of tax expense of $297, $120, $670 and $421, respectively

 

 

(2,540

)

 

 

(1,793

)

 

 

(3,581

)

 

 

229

 

Total comprehensive income

 

$

7,554

 

 

$

1,104

 

 

$

20,374

 

 

$

898

 

 

See accompanying notes to condensed consolidated financial statements.

- 4 -


Table of Contents

 

LINDSAY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

($ and shares in thousands, except par values)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

102,474

 

 

$

110,839

 

 

$

127,204

 

Marketable securities

 

 

19,012

 

 

 

 

 

 

 

Receivables, net of allowance of $2,607, $2,498, and $2,635,

   respectively

 

 

84,931

 

 

 

94,584

 

 

 

75,551

 

Inventories, net

 

 

113,301

 

 

 

91,091

 

 

 

92,287

 

Assets held-for-sale

 

 

 

 

 

2,744

 

 

 

2,744

 

Other current assets, net

 

 

19,469

 

 

 

17,903

 

 

 

15,704

 

Total current assets

 

 

339,187

 

 

 

317,161

 

 

 

313,490

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property, plant, and equipment:

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

198,180

 

 

 

188,215

 

 

 

188,695

 

Less accumulated depreciation

 

 

(125,353

)

 

 

(117,848

)

 

 

(119,727

)

Property, plant, and equipment, net

 

 

72,827

 

 

 

70,367

 

 

 

68,968

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangibles, net

 

 

24,053

 

 

 

25,103

 

 

 

24,382

 

Goodwill

 

 

67,635

 

 

 

64,454

 

 

 

64,387

 

Operating lease right-of-use assets

 

 

27,663

 

 

 

 

 

 

 

Deferred income tax assets

 

 

11,118

 

 

 

8,783

 

 

 

11,758

 

Other noncurrent assets

 

 

15,003

 

 

 

20,054

 

 

 

17,329

 

Total assets

 

$

557,486

 

 

$

505,922

 

 

$

500,314

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

35,310

 

 

$

37,509

 

 

$

29,434

 

Current portion of long-term debt

 

 

195

 

 

 

208

 

 

 

209

 

Other current liabilities

 

 

71,712

 

 

 

49,102

 

 

 

52,488

 

Total current liabilities

 

 

107,217

 

 

 

86,819

 

 

 

82,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pension benefits liabilities

 

 

5,787

 

 

 

5,661

 

 

 

6,029

 

Long-term debt

 

 

115,723

 

 

 

115,885

 

 

 

115,846

 

Operating lease liabilities

 

 

26,333

 

 

 

 

 

 

 

Deferred income tax liabilities

 

 

835

 

 

 

918

 

 

 

872

 

Other noncurrent liabilities

 

 

18,633

 

 

 

26,245

 

 

 

27,227

 

Total liabilities

 

 

274,528

 

 

 

235,528

 

 

 

232,105

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock of $1 par value - authorized 2,000 shares; no shares issued and outstanding

 

 

 

 

 

 

 

 

 

Common stock of $1 par value - authorized 25,000 shares;

   18,918, 18,870, and 18,870 shares issued, respectively

 

 

18,918

 

 

 

18,870

 

 

 

18,870

 

Capital in excess of stated value

 

 

76,188

 

 

 

70,566

 

 

 

71,684

 

Retained earnings

 

 

488,518

 

 

 

476,580

 

 

 

474,740

 

Less treasury stock - at cost, 8,083 shares

 

 

(277,238

)

 

 

(277,238

)

 

 

(277,238

)

Accumulated other comprehensive loss, net

 

 

(23,428

)

 

 

(18,384

)

 

 

(19,847

)

Total shareholders' equity

 

 

282,958

 

 

 

270,394

 

 

 

268,209

 

Total liabilities and shareholders' equity

 

$

557,486

 

 

$

505,922

 

 

$

500,314

 

 

See accompanying notes to condensed consolidated financial statements.

 

- 5 -


Table of Contents

 

 

Lindsay Corporation and Subsidiaries

 

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

 

($ and shares in thousands, except per share amounts)

 

(Unaudited)

 

 

 

Shares of

common

stock

 

 

Shares of

treasury

stock

 

 

Common

stock

 

 

Capital in

excess of

stated

value

 

 

Retained

earnings

 

 

Treasury

stock

 

 

Accumulated

other

comprehensive

loss,

net

 

 

Total

shareholders’

equity

 

Balance at August 31, 2018

 

 

18,841

 

 

 

8,083

 

 

$

18,841

 

 

$

68,465

 

 

$

484,886

 

 

$

(277,238

)

 

$

(18,088

)

 

$

276,866

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

669

 

 

 

 

 

 

 

 

 

669

 

     Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

229

 

 

 

229

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

898

 

Cash dividends ($0.93) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10,032

)

 

 

 

 

 

 

 

 

(10,032

)

Issuance of common shares under share compensation plans, net

 

 

29

 

 

 

 

 

 

29

 

 

 

(976

)

 

 

 

 

 

 

 

 

 

 

 

(947

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

3,077

 

 

 

 

 

 

 

 

 

 

 

 

3,077

 

Cumulative impact of ASC 606 adoption

 

 

 

 

 

 

 

 

 

 

 

 

 

 

532

 

 

 

 

 

 

 

 

 

532

 

Cumulative impact of ASU 2018-02 adoption

 

 

 

 

 

 

 

 

 

 

 

 

 

 

525

 

 

 

 

 

 

(525

)

 

 

 

Balance at May 31, 2019

 

 

18,870

 

 

 

8,083

 

 

$

18,870

 

 

$

70,566

 

 

$

476,580

 

 

$

(277,238

)

 

$

(18,384

)

 

$

270,394

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at August 31, 2019

 

 

18,870

 

 

 

8,083

 

 

$

18,870

 

 

$

71,684

 

 

$

474,740

 

 

$

(277,238

)

 

$

(19,847

)

 

$

268,209

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

23,955

 

 

 

 

 

 

 

 

 

23,955

 

     Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,581

)

 

 

(3,581

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,374

 

Cash dividends ($0.94) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10,177

)

 

 

 

 

 

 

 

 

(10,177

)

Issuance of common shares under share compensation plans, net

 

 

48

 

 

 

 

 

 

48

 

 

 

386

 

 

 

 

 

 

 

 

 

 

 

 

434

 

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

4,118

 

 

 

 

 

 

 

 

 

 

 

 

4,118

 

Balance at May 31, 2020

 

 

18,918

 

 

 

8,083

 

 

$

18,918

 

 

$

76,188

 

 

$

488,518

 

 

$

(277,238

)

 

$

(23,428

)

 

$

282,958

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- 6 -


Table of Contents

 

Lindsay Corporation and Subsidiaries

 

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

 

($ and shares in thousands, except per share amounts)

 

(Unaudited)

 

 

 

Shares of

common

stock

 

 

Shares of

treasury

stock

 

 

Common

stock

 

 

Capital in

excess of

stated

value

 

 

Retained

earnings

 

 

Treasury

stock

 

 

Accumulated

other

comprehensive

loss,

net

 

 

Total

shareholders’

equity

 

Balance at February 28, 2019

 

 

18,870

 

 

 

8,083

 

 

$

18,870

 

 

$

69,772

 

 

$

477,027

 

 

$

(277,238

)

 

$

(16,591

)

 

$

271,840

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,897

 

 

 

 

 

 

 

 

 

2,897

 

     Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,793

)

 

 

(1,793

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,104

 

Cash dividends ($0.31) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,344

)

 

 

 

 

 

 

 

 

(3,344

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

794

 

 

 

 

 

 

 

 

 

 

 

 

794

 

Balance at May 31, 2019

 

 

18,870

 

 

 

8,083

 

 

$

18,870

 

 

$

70,566

 

 

$

476,580

 

 

$

(277,238

)

 

$

(18,384

)

 

$

270,394

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at February 29, 2020

 

 

18,918

 

 

 

8,083

 

 

$

18,918

 

 

$

74,645

 

 

$

481,890

 

 

$

(277,238

)

 

$

(20,888

)

 

$

277,327

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,094

 

 

 

 

 

 

 

 

 

10,094

 

     Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,540

)

 

 

(2,540

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,554

 

Cash dividends ($0.32) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,466

)

 

 

 

 

 

 

 

 

(3,466

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

1,543

 

 

 

 

 

 

 

 

 

 

 

 

1,543

 

Balance at May 31, 2020

 

 

18,918

 

 

 

8,083

 

 

$

18,918

 

 

$

76,188

 

 

$

488,518

 

 

$

(277,238

)

 

$

(23,428

)

 

$

282,958

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- 7 -


Table of Contents

 

LINDSAY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

Nine months ended

 

($ in thousands)

 

May 31, 2020

 

 

May 31, 2019

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net earnings

 

$

23,955

 

 

$

669

 

Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

14,146

 

 

 

10,452

 

Gain on sale of assets held-for-sale

 

 

(1,191

)

 

 

 

Loss on sale of business

 

 

 

 

 

301

 

Provision for uncollectible accounts receivable

 

 

466

 

 

 

(726

)

Deferred income taxes

 

 

27

 

 

 

(2,556

)

Share-based compensation expense

 

 

4,118

 

 

 

3,226

 

Foreign currency transaction loss

 

 

3,632

 

 

 

99

 

Other, net

 

 

1,575

 

 

 

(113

)

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

Receivables

 

 

(11,379

)

 

 

(26,371

)

Inventories

 

 

(23,765

)

 

 

(14,467

)

Other current assets

 

 

(6,681

)

 

 

546

 

Accounts payable

 

 

5,385

 

 

 

9,072

 

Other current liabilities

 

 

14,485

 

 

 

(4,078

)

Other noncurrent assets and liabilities

 

 

(8,810

)

 

 

4,318

 

Net cash provided by (used in) operating activities

 

 

15,963

 

 

 

(19,628

)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Purchases of property, plant, and equipment

 

 

(12,268

)

 

 

(20,210

)

Proceeds from sale of assets held-for-sale

 

 

3,955

 

 

 

 

Purchases of marketable securities available-for-sale

 

 

(23,389

)

 

 

 

Proceeds from maturities of marketable securities available-for-sale

 

 

4,320

 

 

 

 

Proceeds from settlement of net investment hedges

 

 

1,503

 

 

 

2,262

 

Payments for settlement of net investment hedges

 

 

 

 

 

(327

)

Acquisition of business, net of cash acquired

 

 

(3,034

)

 

 

 

Other investing activities, net

 

 

 

 

 

60

 

Net cash used in investing activities

 

 

(28,913

)

 

 

(18,215

)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Proceeds from exercise of stock options

 

 

1,545

 

 

 

177

 

Common stock withheld for payroll tax obligations

 

 

(1,111

)

 

 

(1,124

)

Principal payments on long-term debt

 

 

(174

)

 

 

(153

)

Payment of debt issuance costs

 

 

 

 

 

(115

)

Dividends paid

 

 

(10,177

)

 

 

(10,032

)

Net cash used in financing activities

 

 

(9,917

)

 

 

(11,247

)

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

(1,863

)

 

 

(858

)

Net change in cash and cash equivalents

 

 

(24,730

)

 

 

(49,948

)

Cash and cash equivalents, beginning of period

 

 

127,204

 

 

 

160,787

 

Cash and cash equivalents, end of period

 

$

102,474

 

 

$

110,839

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

Income taxes paid, net of refunds

 

$

2,910

 

 

$

6,278

 

Interest paid

 

$

2,409

 

 

$

2,379

 

 

NONCASH INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Earn-out liability related to business acquisition

 

$

1,195

 

 

$                  

 

Holdback related to business acquisition

 

$

300

 

 

$                  

 

Note receivable from sale of business

 

$                           

 

 

 

$                      5,589

 

 

See accompanying notes to condensed consolidated financial statements.

- 8 -


Table of Contents

 

LINDSAY CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 – Basis of Presentation

The condensed consolidated financial statements are presented in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and do not include all of the disclosures normally required by U.S. generally accepted accounting principles (“U.S. GAAP”) as contained in Lindsay Corporation’s (the “Company”) Annual Report on Form 10-K.  Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K for the fiscal year ended August 31, 2019.

In the opinion of management, the condensed consolidated financial statements of the Company reflect all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position and the results of operations and cash flows for the periods presented.  The results for interim periods are not necessarily indicative of trends or results expected by the Company for a full year.  The condensed consolidated financial statements were prepared using U.S. GAAP. These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results could differ from these estimates.  

 

Recent Accounting Guidance Not Yet Adopted

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses on instruments within its scope, including trade receivables. This update is intended to provide financial statement users with more decision-useful information about the expected credit losses. The effective date of ASU No. 2016-13 will be the first quarter of the Company’s fiscal 2021 with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and related disclosures.

Recent Accounting Guidance Adopted

In February 2016, the FASB issued ASU 2016-02, Leases, which requires lessees to recognize a right-of-use asset and a lease liability for most leases and disclose key information about leasing arrangements. The new guidance became effective for the Company in the first quarter of fiscal 2020.  The Company implemented Accounting Standards Codification (“ASC”) 842 and recorded a right of use asset and lease liability of $26.2 million and $29.5 million, respectively, upon adoption of the standard on the first day of fiscal 2020.

 

In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities, which modifies the financial reporting of hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. ASU No. 2017-12 became effective in the first quarter of the Company’s fiscal 2020.  The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements.

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Table of Contents

 

Note 2 – Revenue Recognition

 

Disaggregation of Revenue

 

A breakout by segment of revenue recognized over time versus at a point in time for the three and nine months ended May 31, 2020 and May 31, 2019 is as follows:

  

 

 

Three months ended

 

 

Three months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

83,128

 

 

$

24,499

 

 

$

107,627

 

 

$

89,442

 

 

$

19,429

 

 

$

108,871

 

Over time

 

 

10,395

 

 

 

2,621

 

 

 

13,016

 

 

 

9,176

 

 

 

1,589

 

 

 

10,765

 

Revenue from the contracts with customers

 

 

93,523

 

 

 

27,120

 

 

 

120,643

 

 

 

98,618

 

 

 

21,018

 

 

 

119,636

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

2,463

 

 

 

2,463

 

 

 

 

 

 

1,418

 

 

 

1,418

 

Total operating revenues

 

$

93,523

 

 

$

29,583

 

 

$

123,106

 

 

$

98,618

 

 

$

22,436

 

 

$

121,054

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended

 

 

Nine months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

229,529

 

 

$

64,257

 

 

$

293,786

 

 

$

256,466

 

 

$

51,593

 

 

$

308,059

 

Over time

 

 

38,419

 

 

 

7,306

 

 

 

45,725

 

 

 

25,528

 

 

 

4,372

 

 

 

29,900

 

Revenue from the contracts with customers

 

 

267,948

 

 

 

71,563

 

 

 

339,511

 

 

 

281,994

 

 

 

55,965

 

 

 

337,959

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

6,776

 

 

 

6,776

 

 

 

 

 

 

4,228

 

 

 

4,228

 

Total operating revenues

 

$

267,948

 

 

$

78,339

 

 

$

346,287

 

 

$

281,994

 

 

$

60,193

 

 

$

342,187

 

 

Further disaggregation of revenue is disclosed in the Note 16 – Industry Segment Information.

 

For contracts with an initial length longer than twelve months, the unsatisfied performance obligations were $6.1 million at May 31, 2020.

 

Contract Balances

 

Contract assets arise when recorded revenue for a contract exceeds the amounts billed under the terms of such contract. Contract liabilities arise when billed amounts exceed revenue recorded. Amounts are billable to customers upon various measures of performance, including achievement of certain milestones and completion of specified units of completion of the contract. At May 31, 2020, May 31, 2019, and August 31, 2019, contract assets amounted to $0.8 million, $1.4 million, and $1.3 million, respectively. These amounts are included within other current assets on the condensed consolidated balance sheet.  

  

Contract liabilities include advance payments from customers and billings in excess of delivery of performance obligations. At May 31, 2020, May 31, 2019, and August 31, 2019, contract liabilities amounted to $16.9 million, $13.1 million, and $18.4 million, respectively. Contract liabilities are included within other current liabilities on the condensed consolidated balance sheets. During the Company’s nine months ended May 31, 2020 and 2019, the Company recognized $13.5 million and $0.8 million of revenue that were included in the liabilities as of August 31, 2019 and 2018, respectively. The revenue recognized was due to applying advance payments received for the performance obligations completed during the quarter.

Note 3 – Acquisitions and Divestitures

 

Net Irrigate, LLC

On April 8, 2020, the Company completed the acquisition of the membership interests of Net Irrigate, LLC (“Net Irrigate”). Net Irrigate is an agriculture technology company based in Indiana that provides remote monitoring services for irrigation customers. The purchase price of $4.5 million consisted of (i) $3.0 million, net of cash acquired, paid in cash at closing and financed from the Company’s cash on hand, (ii) $0.3 million of cash to be paid within ninety days of closing, and (iii) an earn-out payment, initially valued at $1.2 million, based on active customers one year subsequent to the closing date. The fair value of the earn-out payment was calculated using the weighted average probability for each potential outcome and has a maximum potential payout of $1.5 million.

 

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Table of Contents

 

The Company’s allocation of purchase price consists of goodwill of $3.2 million and various other assets and liabilities amounting to $1.3 million. The allocation of purchase price is considered preliminary, largely with the respect to the valuation of certain acquired intangible assets.

 

Divestitures and held-for-sale

The Company completed the divestiture of its Company-owned irrigation dealership during the first quarter of fiscal 2019 and recorded a loss on sale of $0.3 million included in general and administrative expense on the condensed consolidated statement of operations for the nine months ended May 31, 2019.  The Company received a note of $5.6 million as proceeds for this sale. This is included as a noncash investing activity on the condensed consolidated statement of cash flows for the nine months ended May 31, 2019.

 

Additionally, during the fourth quarter of fiscal 2018, the Company closed one of its infrastructure manufacturing facilities in North America and consolidated its operations with an irrigation manufacturing facility. In the second quarter of fiscal 2020, the company sold the building for net proceeds of $3.9 million, resulting in a gain of $1.2 million. The gain on sale is included in cost of goods sold on the condensed consolidated statement of earnings for the nine months ended May 31, 2020. The building was included within the caption “Assets held-for-sale” for $2.7 million in the condensed consolidated balance sheet as of May 31, 2019 and August 31, 2019.

 

Note 4 – Net Earnings per Share

Basic earnings per share is calculated on the basis of weighted average outstanding common shares.  Diluted earnings per share is calculated on the basis of basic weighted average outstanding common shares adjusted for the dilutive effect of stock options, restricted stock unit awards and other dilutive securities.  When a period results in a net loss, the impact of outstanding stock awards is excluded from the diluted loss per share calculation as the inclusion would have an anti-dilutive effect.

The following table shows the computation of basic and diluted net earnings per share for the three and nine months ended May 31, 2020 and May 31, 2019:

 

 

Three months ended

 

 

Nine months ended

 

($ and shares in thousands, except per share amounts)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

$

23,955

 

 

$

669

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

10,835

 

 

 

10,786

 

 

 

10,818

 

 

 

10,779

 

Diluted effect of stock awards

 

 

42

 

 

 

28

 

 

 

36

 

 

 

28

 

Weighted average shares outstanding assuming

   dilution

 

 

10,877

 

 

 

10,814

 

 

 

10,854

 

 

 

10,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

Diluted net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

 

Certain stock options and restricted stock units were excluded from the computation of diluted net earnings per share because their effect would have been anti-dilutive.  Performance stock units are excluded from the calculation of dilutive potential common shares until the threshold performance conditions have been satisfied.  In addition, the following table shows the securities excluded from the computation of earnings per share because their effect would have been anti-dilutive:

 

 

 

Three months ended

 

 

Nine months ended

 

(Units and options in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Restricted stock units

 

 

3

 

 

 

 

 

 

9

 

 

 

11

 

Stock options

 

 

115

 

 

 

88

 

 

 

42

 

 

 

66

 

Performance stock units

 

 

 

 

 

 

 

 

7

 

 

 

3

 

 

- 11 -


Table of Contents

 

Note 5 – Income Taxes

 

The Company recorded income tax expense of $2.2 million and $0.3 million for the three months ended May 31, 2020 and 2019, respectively, and recorded income tax expense of $6.4 million and income tax benefit of $0.8 million for the nine months ended May 31, 2020 and 2019, respectively.

 

It is the Company’s policy to report income tax expense for interim periods using an estimated annual effective income tax rate. The estimated annual effective income tax rate was 23.6 percent and 42.6 percent for the nine months ended May 31, 2020 and 2019, respectively. The decrease in the estimated annual effective income tax rate from May 2019 to May 2020 relates primarily to the change in earnings mix between U.S. and foreign operations. A larger percentage of earnings for the nine months ended May 31, 2019 was generated in foreign jurisdictions taxed at a higher statutory rate than the 21 percent U.S. federal tax rate. The tax effects of significant or unusual items are not considered in the estimated annual effective income tax rate. The tax effects of such discrete events are recognized in the interim period in which the events occur. The impact of such events within income tax expense amounted to a net benefit of $0.3 million and $0.8 million for the nine months ended May 31, 2020 and 2019, respectively.

 

The United States enacted significant tax reform into law on December 22, 2017 by enacting the U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”). U.S. Tax Reform made complex and broad changes to the U.S. tax laws.  U.S. Tax Reform established new income tax provisions that will affect the Company’s fiscal year 2020, including, but not limited to, establishing a new minimum tax on global intangible low-taxed income (“GILTI”).  The Company has elected to account for GILTI as a period cost, the effect of which is reflected in the estimated annual effective tax rate of 23.6 percent for the nine months ended May 31, 2020.

Note 6 – Inventories

Inventories consisted of the following as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Raw materials and supplies

 

$

50,820

 

 

$

44,742

 

 

$

49,047

 

Work in process

 

 

7,819

 

 

 

6,917

 

 

 

4,514

 

Finished goods and purchased parts, net

 

 

59,496

 

 

 

47,659

 

 

 

46,812

 

Total inventory value before LIFO adjustment

 

 

118,135

 

 

 

99,318

 

 

 

100,373

 

Less adjustment to LIFO value

 

 

(4,834

)

 

 

(8,227

)

 

 

(8,086

)

Inventories, net

 

$

113,301

 

 

$

91,091

 

 

$

92,287

 

 

 

Note 7 – Long-Term Debt

The following table sets forth the outstanding principal balances of the Company’s long-term debt as of the dates shown:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Series A Senior Notes

 

$

115,000

 

 

$

115,000

 

 

$

115,000

 

Revolving Credit Facility

 

 

 

 

 

 

 

 

 

Elecsys Series 2006A Bonds

 

 

1,397

 

 

 

1,622

 

 

 

1,571

 

Total debt

 

 

116,397

 

 

 

116,622

 

 

 

116,571

 

Less current portion

 

 

(195

)

 

 

(208

)

 

 

(209

)

Less unamortized debt issuance costs

 

 

(479

)

 

 

(529

)

 

 

(516

)

Total long-term debt

 

$

115,723

 

 

$

115,885

 

 

$

115,846

 

 

Principal payments on the debt are due as follows:

 

Due within

 

$ in thousands

 

1 year

 

$

195

 

2 years

 

 

216

 

3 years

 

 

220

 

4 years

 

 

225

 

5 years

 

 

229

 

Thereafter

 

 

115,312

 

 

 

$

116,397

 

 

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Note 8 – Financial Derivatives

The Company uses certain financial derivatives to mitigate its exposure to volatility in foreign currency exchange rates.  The Company uses these derivative instruments to hedge exposures in the ordinary course of business and does not invest in derivative instruments for speculative purposes.  The Company manages market and credit risks associated with its derivative instruments by establishing and monitoring limits as to the types and degree of risk that may be undertaken, and by entering into transactions with counterparties that have investment grade credit ratings. Fair values of derivative instruments are as follows:

 

($ in thousands)

 

Balance sheet

location

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Derivatives designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

Other current assets

 

$

 

 

$

533

 

 

$

1,073

 

Foreign currency forward contracts

 

Other current liabilities

 

 

 

 

 

 

 

 

 

Total derivatives designated as hedging

    instruments

 

 

 

$

 

 

$

533

 

 

$

1,073

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency option contracts

 

Other current assets

 

$

909

 

 

$

1

 

 

$

39

 

Foreign currency forward contracts

 

Other current liabilities

 

 

(528

)

 

 

(22

)

 

 

 

Total derivatives not designated as

   hedging instruments

 

 

 

$

381

 

 

$

(21

)

 

$

39

 

 

Accumulated other comprehensive income included realized and unrealized after-tax gains of $7.3 million, $6.3 million, and $7.0 million at May 31, 2020, May 31, 2019, and August 31, 2019, respectively, related to derivative contracts designated as hedging instruments.

Net Investment Hedging Relationships

The amount of gain recognized in other comprehensive income is as follows:

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Foreign currency forward contracts, net of tax

   expense of $63, $182, $123 and $368, respectively

 

$

101

 

 

$

682

 

 

$

304

 

 

$

1,324

 

 

For the three months ended May 31, 2020 and 2019, the Company settled foreign currency forward contracts resulting in an after-tax net gain of $0.3 million and $0.6 million, respectively, which was included in other comprehensive income as part of a currency translation adjustment.  For the nine months ended May 31, 2020 and May 31, 2019, the Company settled foreign currency forward contracts resulting in an after-tax net gain of $1.1 million and $1.5 million, respectively, which were included in other comprehensive income as part of a currency translation adjustment. There were no amounts recorded in the condensed consolidated statements of operations related to ineffectiveness of foreign currency forward contracts related to net investment hedges for the three and nine months ended May 31, 2020 and May 31, 2019.

At May 31, 2020, the Company had no foreign currency forward contracts qualifying as a hedge of a net investment in foreign operations. However, at May 31, 2019, and August 31, 2019, the Company had outstanding foreign currency forward contracts to sell a notional amount of 32.7 million Euro, on each date, at fixed prices to settle during the next fiscal quarter. Additionally, at May 31, 2019, the Company had an outstanding foreign currency forward contract to sell a notional amount of 43.0 million South African Rand at a fixed price settled during the next fiscal quarter. These foreign currency forward contracts qualify as hedges of a net investment in foreign operations.

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Table of Contents

 

Derivatives Not Designated as Hedging Instruments

The Company generally does not elect hedge accounting treatment for derivative contracts related to future settlements of foreign denominated intercompany receivables and payables.  If the Company does not elect hedge accounting treatment for a derivative, the Company carries the derivative at its fair value in the condensed consolidated balance sheets and recognizes any subsequent changes in its fair value during a period through earnings in the condensed consolidated statements of operations. At May 31, 2020, May 31, 2019 and August 31, 2019, the Company had notional value of $8.5 million, $1.9 million, and $1.8 million, respectively, of U.S. dollar equivalent of foreign currency forward contracts outstanding that are not designated as hedging instruments.

Additionally, during the third quarter of fiscal 2020, the Company entered into a foreign exchange option contract with a notional amount of 15 million British Pounds to mitigate the risk related to a revenue contract and related costs denominated in British Pounds over an approximate six-month period. The contract is not speculative and was not designated as a hedging instrument. Gains and losses on this contract are recorded within cost of goods sold in the condensed consolidated statement of operations.

Note 9 – Leases

 

The Company, as lessee, has operating leases primarily for office space, manufacturing facilities, equipment, and vehicles. The Company determines if a contract is or contains a lease at the inception of the contract based on whether the contract conveys the right to control the use of an identified asset over a period of time in exchange for consideration.

 

The Company elected, for all classes of underlying assets, to not separate lease and non-lease components and instead will treat the lease agreement as a single lease component for all asset classes. The Company additionally elected practical expedients to not reassess whether existing contracts are or contain leases, the classification of any existing leases, accounting for initial direct costs for any existing leases, and hindsight in determining the lease term and in assessing impairment of the right-of-use (“ROU”) asset.

 

Short-term operating leases, which have an initial expected term of twelve months or less, are not recorded on the condensed consolidated balance sheet. Such fixed lease payments are recognized within the condensed consolidated statement of earnings on a straight-line basis over the lease term. Any variable payments associated with short-term operating leases are recognized within the condensed consolidated statement of earnings as they are incurred. The Company did not recognize any expense for such leases during the three and nine months ended May 31, 2020.

 

Many of the Company’s leases contain renewal or extension options. The Company includes all renewal or extension periods that it is reasonably certain to exercise at lease commencement within the measurement of the ROU asset and lease liability.

 

The Company’s lease portfolio consists of operating leases which are included in operating lease ROU assets and operating lease liabilities in the condensed consolidated balance sheet. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To calculate the present value of future lease payments, the Company uses an incremental borrowing rate that estimates a collateralized rate based on the expected term of the lease.

 

Lease cost and other information related to the Company’s operating leases are as follows:

 

($ in thousands)

 

Three months ended May 31, 2020

 

 

Nine months ended May 31, 2020

 

Operating lease cost (cost resulting from lease payments)

 

 

1,502

 

 

 

4,412

 

Variable lease cost (cost excluded from lease payments)

 

 

112

 

 

 

312

 

Total lease cost

 

$

1,614

 

 

$

4,724

 

 

 

 

 

 

 

 

 

 

Operating cash outflows from operating leases

 

 

1,178

 

 

 

3,997

 

Weighted average lease term - operating leases

 

9.2 years

 

 

9.2 years

 

Weighted average discount rate - operating leases

 

 

3.2

%

 

 

3.2

%

- 14 -


Table of Contents

 

Supplemental balance sheet information related to operating leases as of the third quarter of 2020 is as follows:

($ in thousands)

 

Classification

 

May 31,

2020

 

Operating lease ROU assets

 

Operating lease right-of-use assets

 

$

27,663

 

 

 

 

 

 

 

 

Operating lease short-term liabilities

 

Other current liabilities

 

 

5,046

 

Operating lease long-term liabilities

 

Operating lease liabilities

 

 

26,333

 

Total lease liabilities

 

 

 

$

31,379

 

The minimum lease payments under operating leases expiring subsequent to May 31, 2020 are as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

1,748

 

2021

 

 

5,798

 

2022

 

 

5,465

 

2023

 

 

3,771

 

2024

 

 

3,397

 

Thereafter

 

 

16,784

 

Total lease payments

 

 

36,963

 

Less: interest

 

 

5,584

 

Present value of lease liabilities

 

$

31,379

 

 

As previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 and under the previous lease accounting standard, future minimum lease payments under operating leases with an initial or remaining term in excess of one year at August 31, 2019 would have been as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

6,065

 

2021

 

 

5,266

 

2022

 

 

4,771

 

2023

 

 

3,414

 

2024

 

 

3,107

 

Thereafter

 

 

20,119

 

Total lease payments

 

$

42,742

 

 

Note 10 – Fair Value Measurements

The following table presents the Company’s financial assets and liabilities measured at fair value, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2020, May 31, 2019, and August 31, 2019. There were no transfers between any levels for the periods presented.

- 15 -


Table of Contents

 

 

 

 

May 31, 2020

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

102,474

 

 

$

 

 

$

 

 

$

102,474

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate bonds

 

 

 

 

 

14,554

 

 

 

 

 

 

14,554

 

U.S. treasury securities

 

 

 

 

 

4,458

 

 

 

 

 

 

4,458

 

Derivative assets

 

 

 

 

 

909

 

 

 

 

 

 

909

 

Derivative liabilities

 

 

 

 

 

(528

)

 

 

 

 

 

(528

)

Earn-out liability

 

 

 

 

 

 

 

 

1,195

 

 

 

1,195

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

May 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

110,839

 

 

$

 

 

$

 

 

$

110,839

 

Derivative assets

 

 

 

 

 

534

 

 

 

 

 

 

534

 

Derivative liabilities

 

 

 

 

 

(22

)

 

 

 

 

 

(22

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

August 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

127,204

 

 

$

 

 

$

 

 

$

127,204

 

Derivative assets

 

 

 

 

 

1,112

 

 

 

 

 

 

1,112

 

 

The Company’s investment in marketable securities consists of United States treasury bonds and investment grade corporate bonds. The marketable securities are classified as available-for-sale and are carried at fair value with the change in unrealized gains and losses reported as a separate component on the condensed consolidated statements of comprehensive income (loss) until realized. The Company determines fair value using data points that are observable, such as quoted prices and interest rates. The amortized cost of the investments approximates fair value. Investment income is recorded within other (expense) income on the condensed consolidated statements of operations. As of May 31, 2020, approximately 67% of the Company’s marketable securities investments mature within one year and 33% mature within one to three years.

 

 

There were no required fair value adjustments for assets and liabilities measured at fair value on a non-recurring basis for the nine months ended May 31, 2020 or May 31, 2019.

Note 11 – Commitments and Contingencies

In the ordinary course of its business operations, the Company enters into arrangements that obligate it to make future payments under contracts such as lease agreements. Additionally, the Company is involved, from time to time, in commercial litigation, employment disputes, administrative proceedings, business disputes and other legal proceedings.  The Company has established accruals for certain proceedings where those proceedings present loss contingencies that are both probable and reasonably estimable at the time of determination. The Company believes that any such currently-pending proceedings are either covered by insurance or would not have a material effect on the business or its consolidated financial statements if decided in a manner that is unfavorable to the Company. Such proceedings are exclusive of environmental remediation matters which are discussed separately below.

Infrastructure Products

The Company is currently defending a number of product liability lawsuits arising out of vehicle collisions with highway barriers incorporating the Company’s X-Lite® end terminal.  Despite the September 2017 reversal of a sizable judgment against a competitor, the Company expects that the significant attention brought to the infrastructure products industry by the original judgment may lead to additional lawsuits being filed against the Company and others in the industry.

The Company, certain of its subsidiaries, and certain third parties which originally designed the X-Lite end terminal have also been named in a lawsuit filed on June 9, 2020 in the Circuit Court of Cole County, Missouri by Missouri Highways and Transportation Commission (“MHTC”).  MHTC alleges, among other things, that the X-Lite end terminal was defectively designed and failed to perform as designed, intended, and advertised, leading to MHTC’s removal and replacement of X-Lite end terminals from Missouri’s roadways. MHTC alleges strict liability (defective design and failure to warn), negligence, breach of express warranties, breach of implied warranties (merchantability and fitness for a particular purpose), fraud, and public nuisance.  MHTC seeks compensatory damages, interest, attorneys’ fees, and punitive damages.

The Company believes it has meritorious factual and legal defenses to each of the lawsuits discussed above and is prepared to vigorously defend its interests.  Based on the information currently available to the Company, the Company does not

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believe that a loss is probable in any of these lawsuits; therefore, no accrual has been included in the Company’s condensed consolidated financial statements.  While it is possible that a loss may be incurred, the Company is unable to estimate a range of potential loss due to the complexity and current status of these lawsuits. However, the Company maintains insurance coverage to mitigate the impact of adverse exposures in these lawsuits and does not expect that these lawsuits will have a material adverse effect on its business or its consolidated financial statements.

In June 2019, the Company was informed by letter that the Department of Justice, Civil Division and U.S. Attorney’s Office for the Northern District of New York, with the assistance of the Department of Transportation, Office of Inspector General, are conducting an investigation of the Company relating to the Company’s X-Lite end terminal and potential violations of the federal civil False Claims Act.  Depending on the outcome of this matter, there could be a material adverse effect on the Company’s business or its consolidated financial statements.  Given the current posture of the matter, the Company is unable to estimate a range of potential loss, if any, or to express an opinion regarding the ultimate outcome.

Environmental Remediation

The Company has committed to a preliminary plan to remediate environmental contamination of the groundwater at and adjacent to its Lindsay, Nebraska facility (the “site”) as a result of discussions with the U.S. Environmental Protection Agency (the “EPA”) and the Nebraska Department of Environmental Quality (the “NDEQ”) during the third quarter of fiscal 2016.  The proposed remediation plan is preliminary and has not been approved by the EPA or the NDEQ.  Based on guidance from third-party environmental experts and the preliminary discussions with the EPA, the Company anticipates that a definitive plan will not be agreed upon until the final quarter of fiscal 2020 or the first quarter of fiscal 2021.

The current estimated aggregate accrued cost of this remediation plan of $15.4 million is based on consideration of several remediation options that would use different technologies, each of which the Company believes could be successful in meeting the long-term regulatory requirements of the site.  The Company accrues the anticipated cost of investigation and remediation when the obligation is probable and can be reasonably estimated. While the Company believes the current accrual is a good faith estimate of the long-term cost of remediation at this site based on the preliminary analysis available at the time of this filing, the estimate of costs and their timing could change as a result of a number of factors, including (1) EPA and NDEQ input on the proposed remediation plan and any changes which they may subsequently require, (2) refinement of cost estimates and length of time required to complete remediation and post-remediation operations and maintenance, (3) effectiveness of the technology chosen in remediation of the site as well as changes in technology that may be available in the future, and (4) unforeseen circumstances existing at the site. As a result of these factors, the actual amount of costs incurred by the Company in connection with the remediation of contamination of its Lindsay, Nebraska site could exceed the amounts accrued for this expense at this time.  While any revisions could be material to the operating results of any fiscal quarter or fiscal year, the Company does not expect such additional expenses would have a material adverse effect on its liquidity or financial condition. The following table summarizes the undiscounted environmental remediation liability classifications included in the condensed consolidated balance sheets as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities

 

$

1,182

 

 

$

1,243

 

 

$

1,243

 

Other noncurrent liabilities

 

 

14,257

 

 

 

14,871

 

 

 

14,674

 

Total environmental remediation liabilities

 

$

15,439

 

 

$

16,114

 

 

$

15,917

 

 

Note 12 – Warranties

The following table provides the changes in the Company’s product warranties:

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Product warranty accrual balance, beginning of period

 

$

8,990

 

 

$

7,971

 

 

$

8,960

 

 

$

7,109

 

Liabilities accrued for warranties during the period

 

 

2,744

 

 

 

2,642

 

 

 

6,360

 

 

 

5,472

 

Warranty claims paid during the period

 

 

(2,031

)

 

 

(1,954

)

 

 

(5,617

)

 

 

(4,260

)

Changes in estimates

 

 

110

 

 

 

44

 

 

 

110

 

 

 

382

 

Product warranty accrual balance, end of period

 

$

9,813

 

 

$

8,703

 

 

$

9,813

 

 

$

8,703

 

 

Note 13 – Share-Based Compensation

 

The Company’s current share-based compensation plans, approved by the stockholders of the Company, provides for awards of stock options, restricted shares, restricted stock units (“RSUs”), stock appreciation rights, performance shares,

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and performance stock units (“PSUs”) to employees and non-employee directors of the Company.  The Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. Share-based compensation expense was $1.5 million and $0.8 million for the three months ended May 31, 2020 and 2019, respectively. Share-based compensation expense was $4.1 million and $3.2 million for the nine months ended May 31, 2020 and 2019, respectively.

 

Note 14 – Other Current Liabilities

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Compensation and benefits

 

$

17,072

 

 

$

13,490

 

 

$

13,960

 

Contract liabilities

 

 

16,029

 

 

 

11,683

 

 

 

14,763

 

Warranties

 

 

9,813

 

 

 

8,703

 

 

 

8,960

 

Tax related liabilities

 

 

6,733

 

 

 

2,087

 

 

 

1,469

 

Operating lease liabilities

 

 

5,046

 

 

 

 

 

 

 

Deferred revenue - lease

 

 

3,526

 

 

 

214

 

 

 

2,985

 

Dealer related liabilities

 

 

3,505

 

 

 

3,679

 

 

 

3,246

 

Accrued insurance

 

 

1,462

 

 

 

1,594

 

 

 

1,482

 

Accrued environmental liabilities

 

 

1,182

 

 

 

1,243

 

 

 

1,243

 

Other

 

 

7,344

 

 

 

6,409

 

 

 

4,380

 

Total other current liabilities

 

$

71,712

 

 

$

49,102

 

 

$

52,488

 

 

Note 15 – Share Repurchases

There were no shares repurchased during the three and nine months ended May 31, 2020 and May 31, 2019 under the Company’s share repurchase program. The remaining amount available under the repurchase program was $63.7 million as of May 31, 2020.

 

Note 16 – Industry Segment Information

 

The Company manages its business activities in two reportable segments: irrigation and infrastructure.  The Company evaluates the performance of its reportable segments based on segment sales, gross profit and operating income, with operating income for segment purposes excluding unallocated corporate general and administrative expenses, interest income, interest expense, other income and expenses and income taxes.  Operating income for segment purposes includes general and administrative expenses, selling expenses, engineering and research expenses and other overhead charges directly attributable to the segment.  There are no inter-segment sales included in the amounts disclosed. The Company had no single customer who represented 10 percent or more of its total revenues during the three or nine months ended May 31, 2020 and 2019.

 

Irrigation - This reporting segment includes the manufacture and marketing of center pivot, lateral move, and hose reel irrigation systems, as well as various innovative technology solutions such as GPS positioning and guidance, variable rate irrigation, remote irrigation management and scheduling technology, irrigation consulting and design and industrial “internet of things”, or IoT, solutions.  The irrigation reporting segment consists of one operating segment.   

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Infrastructure – This reporting segment includes the manufacture and marketing of moveable barriers, specialty barriers, crash cushions and end terminals, and road marking and road safety equipment; the manufacturing and selling of large diameter steel tubing and railroad signals and structures; and providing outsourced manufacturing and production services.  The infrastructure reporting segment consists of one operating segment.

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   North America

 

$

60,917

 

 

$

62,974

 

 

$

179,197

 

 

$

177,118

 

   International

 

 

32,606

 

 

 

35,644

 

 

 

88,751

 

 

 

104,876

 

Irrigation total

 

 

93,523

 

 

 

98,618

 

 

 

267,948

 

 

 

281,994

 

Infrastructure

 

 

29,583

 

 

 

22,436

 

 

 

78,339

 

 

 

60,193

 

Total operating revenues

 

$

123,106

 

 

$

121,054

 

 

$

346,287

 

 

$

342,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

15,014

 

 

$

11,037

 

 

$

34,385

 

 

$

26,341

 

Infrastructure

 

 

8,560

 

 

 

3,537

 

 

 

23,686

 

 

 

7,259

 

Corporate

 

 

(7,746

)

 

 

(10,099

)

 

 

(21,325

)

 

 

(31,545

)

Total operating income

 

 

15,828

 

 

 

4,475

 

 

 

36,746

 

 

 

2,055

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other expense, net

 

 

(3,563

)

 

 

(1,246

)

 

 

(6,359

)

 

 

(2,213

)

Earnings (loss) before income taxes

 

$

12,265

 

 

$

3,229

 

 

$

30,387

 

 

$

(158

)

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Total assets:

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

313,216

 

 

$

306,714

 

 

$

292,202

 

Infrastructure

 

 

105,832

 

 

 

80,971

 

 

 

85,848

 

Corporate

 

 

138,438

 

 

 

118,237

 

 

 

122,264

 

 

 

$

557,486

 

 

$

505,922

 

 

$

500,314

 

 

 

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ITEM 2 ‑ Management's Discussion and Analysis of Financial Condition and Results of Operations

Concerning Forward‑Looking Statements

This Quarterly Report on Form 10-Q contains not only historical information, but also forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Statements that are not historical are forward-looking and reflect information concerning possible or assumed future results of operations and planned financing of the Company.  In addition, forward-looking statements may be made orally or in press releases, conferences, reports, on the Company's web site, or otherwise, in the future by or on behalf of the Company.  When used by or on behalf of the Company, the words “expect,” “anticipate,” “estimate,” “believe,” “intend,” “will,” “plan,” “predict,” “project,” “outlook,” “could,” “may,” “should” or similar expressions generally identify forward-looking statements.  The entire section entitled “Executive Overview and Outlook” should be considered forward-looking statements.  For these statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Forward-looking statements involve a number of risks and uncertainties, including but not limited to those discussed in the “Risk Factors” section in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended February 29, 2020.  Readers should not place undue reliance on any forward-looking statement and should recognize that the statements are predictions of future results or conditions, which may not occur as anticipated.  Actual results or conditions could differ materially from those anticipated in the forward-looking statements and from historical results, due to the risks and uncertainties described herein and in the Company’s other public filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended August 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended February 29, 2020, as well as other risks and uncertainties not now anticipated.  The risks and uncertainties described herein and in the Company’s other public filings are not exclusive and further information concerning the Company and its businesses, including factors that potentially could materially affect the Company's financial results, may emerge from time to time.  Except as required by law, the Company assumes no obligation to update forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements.

 

COVID-19 Impact

 

In March 2020, the World Health Organization declared coronavirus (COVID-19) a global pandemic. This outbreak, which has continued to spread worldwide, has adversely affected workforces, customers, economies, and financial markets globally, leading to economic uncertainty.  Shelter-in-place or stay-at-home orders have been implemented from time to time in many of the jurisdictions in which the Company operates.  However, because the Company supports critical industries, the Company’s facilities worldwide have generally been considered “business essential” and have remained open throughout the outbreak with limited exceptions.  Accordingly, COVID-19 has had a limited impact on the Company’s manufacturing operations to date. For the three months ended May 31, 2020, the Company experienced shipment and project delays related to COVID-19 that impacted revenue by approximately $14.0 million. While the Company has implemented new procedures to protect the health and well-being of employees, these costs have not been material.

 

The ultimate impact of COVID-19 on the Company’s business, results of operations, or cash flows remains uncertain and depends on numerous evolving factors that the Company may not be able to accurately predict or effectively respond to, including, without limitation: the duration and scope of the outbreak; actions taken by governments, businesses, and individuals in response to the outbreak; the effect on economic activity and actions taken in response; the effect on customers and their demand for the Company’s products and services; and the Company’s ability to manufacture, sell, and service its products, including without limitation as a result of supply chain challenges, facility closures, social distancing, restrictions on travel, fear or anxiety by the populace, and shelter-in-place orders. As such, the financial impact of COVID-19 on the Company’s business, results of operations, or cash flows cannot be reasonably estimated at this time.

Accounting Policies

In preparing the Company’s condensed consolidated financial statements in conformity with U.S. GAAP, management must make a variety of decisions which impact the reported amounts and the related disclosures.  These decisions include the selection of the appropriate accounting principles to be applied and the assumptions on which to base accounting estimates.  In making these decisions, management applies its judgment based on its understanding and analysis of the relevant circumstances and the Company’s historical experience.  

The Company’s accounting policies that are most important to the presentation of its results of operations and financial condition, and which require the greatest use of judgments and estimates by management, are designated as its critical accounting policies.  See discussion of the Company’s critical accounting policies under Item 7 in the Company’s Annual

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Report on Form 10-K for the Company’s fiscal year ended August 31, 2019.  Management periodically re-evaluates and adjusts its critical accounting policies as circumstances change.  There were no changes in the Company’s critical accounting policies during the nine months ended May 31, 2020.

Recent Accounting Guidance

See Note 1 – Basis of Presentation and the disclosure therein of recent accounting guidance (adopted and not yet adopted) to the condensed consolidated financial statements set forth in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Executive Overview and Outlook

Operating revenues for the three months ended May 31, 2020 were $123.1 million, an increase of 2 percent compared to $121.1 million for the three months ended May 31, 2019.  Irrigation segment revenues decreased 5 percent to $93.5 million and infrastructure segment revenues increased 32 percent to $29.6 million.  Net earnings for the three months ended May 31, 2020 were $10.1 million, or $0.93 per diluted share, compared to net earnings of $2.9 million, or $0.27 per diluted share, for the three months ended May 31, 2019.  

Net earnings for the three months ended May 31, 2019 were reduced by after-tax costs of $2.6 million, or $0.23 per diluted share, related to the Company’s “Foundation for Growth” initiative.  These costs primarily consisted of professional consulting fees and severance costs and were not incurred during the fiscal quarter ended May 31, 2020.

The Company’s irrigation revenues are highly dependent upon the need for irrigated agricultural crop production, which, in turn, depends upon many factors, including the following primary drivers:

 

Agricultural commodity prices – As of May 2020, corn prices have decreased 19 percent and soybean prices have increased approximately 3 percent from May 2019 and remain substantially lower than the peak levels in 2013.  During the three months ended May 31, 2020, agricultural commodity prices declined significantly because of impacts caused by the global coronavirus pandemic.  The pandemic has resulted in the shutdown of economies globally, a significant increase in unemployment, the disruption of food supply systems and consumption patterns, and the reduction in gasoline consumption and demand for ethanol. Under the U.S.-China Phase 1 trade deal signed January 15, 2020, China has pledged to increase purchases of U.S. agricultural products by $32 billion over two years, to an average annual total of $40 billion compared to the 2017 baseline of $24 billion.  An increase in purchases by China should be supportive of higher agricultural commodity prices, however it is uncertain that China will actually increase purchases to this level.

 

Net farm incomeAs of February 2020, the U.S. Department of Agriculture (the “USDA”) estimated U.S. 2020 net farm income to be $96.7 billion, an increase of 3 percent from the USDA’s estimated U.S. 2019 net farm income of $93.6 billion.  The modest increase is a result of projected increases in cash receipts for both crops and livestock, which are partially offset by a projected decrease in payments from the Market Facilitation Program that had to be implemented in response to the U.S. trade dispute with China.  In April 2020 the USDA announced the Coronavirus Food Assistance Program (“CFAP”), which includes $16 billion in assistance for several agricultural sectors and is designed to address price declines caused by the demand disruption in the food service industry.  The impact on net farm income from lower commodity prices caused by the coronavirus pandemic and from government assistance provided under CFAP have not yet been factored into the USDA’s 2020 estimate.

 

Weather conditions – Demand for irrigation equipment is often positively affected by storm damage and prolonged periods of drought conditions as producers look for ways to reduce the risk of low crop production and crop failures.  Conversely, demand for irrigation equipment can be negatively affected during periods of more predictable or excessive natural precipitation.  

 

Governmental policies – A number of governmental laws and regulations can affect the Company’s business, including:

 

The Agriculture Improvement Act of 2018 (the “Farm Bill”) was signed into law in December 2018. The 2018 Farm Bill continues many of the programs that were in the Agricultural Act of 2014, which expired in September 2018.  Such programs are designed to provide a degree of certainty to growers, including funding for the Environmental Quality Incentives Program, which provides financial assistance to farmers to implement conservation practices, and is frequently used to assist in the purchase of center pivot irrigation systems.

 

The U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”) enacted in December 2017 increased the benefit of certain tax incentives, such as the Section 179 income tax deduction and Section 168 bonus depreciation,

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which are intended to encourage equipment purchases by allowing the entire cost of equipment to be treated as an expense in the year of purchase rather than amortized over its useful life.  

 

Biofuel production continues to be a major demand driver for irrigated corn, sugar cane and soybeans as these crops are used in high volumes to produce ethanol and biodiesel.  On December 19, 2019, the U.S. Environmental Protection Agency finalized Renewable Fuels Standard (RFS) volume requirements for 2020 that slightly increased volumes of conventional biofuels as well as volumes for advanced and cellulosic biofuels.  Demand for biofuels has been negatively impacted in 2020 by reduced driving and fuel consumption caused by the coronavirus pandemic.  

 

Many international markets are affected by government policies such as subsidies and other agriculturally related incentives.  While these policies can have a significant effect on individual markets, they typically do not have a material effect on the consolidated results of the Company.

 

Currency – The value of the U.S. dollar fluctuates in relation to the value of currencies in a number of countries to which the Company exports products and in which the Company maintains local operations. The strengthening of the dollar increases the cost in the local currency of the products exported from the U.S. into these countries and, therefore, could negatively affect the Company’s international sales and margins. In addition, the U.S. dollar value of sales made in any affected foreign currencies will decline as the value of the dollar rises in relation to these other currencies.

International irrigation markets remain active with opportunities for further development and expansion, however regional political and economic factors, currency conditions and other factors can create a challenging environment.  Additionally, international results are heavily dependent upon project sales which tend to fluctuate and can be difficult to forecast accurately.  

The infrastructure business is dependent to some extent on government spending for road construction.  In December 2015, the U.S. government enacted a five-year, $305 billion highway-funding bill (the “FAST Act”) to fund highway and bridge projects.  The FAST Act is scheduled to expire in September 2020 unless it is reauthorized by Congress.  In addition, the Federal Highway Administration has changed highway safety product certification requirements. The change has required additional research and development spending and could have an impact on the competitive positioning of the Company’s highway safety products.  In spite of government spending uncertainty, opportunities exist for market expansion in each of the infrastructure product lines. Demand for the Company’s transportation safety products continues to be driven by population growth and the need for improved road safety.

The backlog of unshipped orders at May 31, 2020 was $78.6 million compared with $52.5 million at May 31, 2019.  Included in these backlogs are amounts of $4.5 million and $10.0 million, respectively, for orders that are not expected to be fulfilled within the subsequent twelve months. The Company’s backlog can fluctuate from period to period due to the seasonality, cyclicality, timing and execution of contracts.  Backlog typically represents long-term projects as well as short lead-time orders, and therefore is generally not a good indication of the next fiscal quarter’s revenues.

The global drivers for the Company’s markets of population growth, expanded food production, efficient water use and infrastructure expansion support the Company’s long-term growth goals.  The most significant opportunities for growth over the next several years are in international markets, where irrigation use is less developed and demand is driven primarily by food security, water scarcity and population growth.

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Results of Operations

 

For the Three Months ended May 31, 2020 compared to the Three Months ended May 31, 2019

 

The following section presents an analysis of the Company’s operating results displayed in the condensed consolidated statements of operations for the three months ended May 31, 2020 and 2019.  It should be read together with the industry segment information in Note 16 to the condensed consolidated financial statements:

 

 

Three months ended

 

 

Percent

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

Increase

(Decrease)

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues

 

$

123,106

 

 

$

121,054

 

 

2%

 

Gross profit

 

$

39,696

 

 

$

29,999

 

 

32%

 

Gross margin

 

 

32.2

%

 

 

24.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1)

 

$

23,868

 

 

$

25,524

 

 

-6%

 

Operating income

 

$

15,828

 

 

$

4,475

 

 

254%

 

Operating margin

 

 

12.9

%

 

 

3.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other expense, net

 

$

(3,563

)

 

$

(1,246

)

 

186%

 

Income tax expense

 

$

2,171

 

 

$

332

 

 

554%

 

Overall income tax rate

 

 

17.7

%

 

 

10.3

%

 

 

 

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

248%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation Segment

 

 

 

 

 

 

 

 

 

 

 

 

Segment operating revenues

 

$

93,523

 

 

$

98,618

 

 

-5%

 

Segment operating income

 

$

15,014

 

 

$

11,037

 

 

36%

 

Segment operating margin

 

 

16.1

%

 

 

11.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Infrastructure Segment

 

 

 

 

 

 

 

 

 

 

 

 

Segment operating revenues

 

$

29,583

 

 

$

22,436

 

 

32%

 

Segment operating income

 

$

8,560

 

 

$

3,537

 

 

142%

 

Segment operating margin

 

 

28.9

%

 

 

15.8

%

 

 

 

 

                  

(1)

Includes $7.7 million and $10.1 million of corporate operating expenses for the three months ended May 31, 2020 and 2019, respectively.  

Revenues

Operating revenues for the three months ended May 31, 2020 increased 2 percent to $123.1 million from $121.1 million for the three months ended May 31, 2019, as irrigation revenues decreased $5.1 million and infrastructure revenues increased $7.1 million.  The irrigation segment provided 76 percent of the Company’s revenue during the three months ended May 31, 2020 as compared to 81 percent for the three months ended May 31, 2019.

 

North America irrigation revenues for the three months ended May 31, 2020 of $60.9 million decreased $2.1 million, or 3 percent, from $63.0 million for the three months ended May 31, 2019. The decrease resulted primarily from lower irrigation equipment unit volume which was partially offset by the impact of higher average selling prices.  

 

International irrigation revenues for the three months ended May 31, 2020 of $32.6 million decreased $3.0 million, or 9 percent, from $35.6 million for the three months ended May 31, 2019. Higher sales volumes in certain regions were more than offset by unfavorable effects of foreign currency translation of approximately $3.5 million compared to the prior year and COVID-19 related shipment delays of approximately $2.0 million.

 

Infrastructure segment revenues for the three months ended May 31, 2020 of $29.6 million increased $7.1 million, or 32 percent, from $22.4 million for the three months ended May 31, 2019.  The increase resulted from higher Road Zipper System® sales and lease revenues which were partially offset by lower sales of road safety products compared to the prior year. In addition, revenues of approximately $12.0 million were impacted by COVID-19 related project delays.

 

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Gross Profit

Gross profit for the three months ended May 31, 2020 of $39.7 million increased 32 percent from $30.0 million for the three months ended May 31, 2019.  The increase in gross profit resulted from higher revenues and an increase in gross margin to 32.2 percent of sales for the three months ended May 31, 2020 compared with 24.8 percent of sales for the three months ended May 31, 2019. Gross margin improvement resulted primarily from a more profitable margin mix from higher infrastructure revenues as well as from the results of margin improvement initiatives in both segments.

 

Operating Expenses

Operating expenses of $23.9 million for the three months ended May 31, 2020 decreased $1.7 million, or 6 percent, compared with $25.5 million for the three months ended May 31, 2019.  Costs of $3.9 million incurred in connection with the Company’s Foundation for Growth initiative during the three months ended May 31, 2019 did not repeat during the current year period.  Excluding the impact of the non-repeating costs, operating expenses increased 10 percent compared to the prior year due primarily to an increase in incentive compensation included in administrative expenses.

Other Expense, net

Other expense for the three months ended May 31, 2020 increased $2.2 million compared to the three months ended May 31, 2019. The increase resulted from higher foreign currency transaction losses, primarily related to intercompany transactions with foreign subsidiaries.

 

Income Taxes

The Company recorded income tax expense of $2.2 million and $0.3 million for the three months ended May 31, 2020 and May 31, 2019, respectively.  The effective income tax rate was 17.7 percent and 10.3 percent for the three months ended May 31, 2020 and 2019, respectively.  The increase in the effective tax rate from May 2019 to May 2020 relates to the change in earnings mix between U.S. and foreign operations and differences in the impact of discrete items.

 

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Table of Contents

 

For the Nine Months ended May 31, 2020 compared to the Nine Months ended May 31, 2019

 

The following section presents an analysis of the Company’s operating results displayed in the condensed consolidated statements of operations for the nine months ended May 31, 2020 and May 31, 2019.  It should be read together with the industry segment information in Note 16 to the condensed consolidated financial statements:

 

 

 

Nine months ended

 

 

Percent

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

Increase

(Decrease)

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues

 

$

346,287

 

 

$

342,187

 

 

1%

 

Gross profit

 

$

107,176

 

 

$

83,121

 

 

29%

 

Gross margin

 

 

31.0

%

 

 

24.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1)

 

$

70,430

 

 

$

81,066

 

 

-13%

 

Operating income

 

$

36,746

 

 

$

2,055

 

 

1688%

 

Operating margin

 

 

10.6

%

 

 

0.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other expense, net

 

$

(6,359

)

 

$

(2,213

)

 

187%

 

Income tax expense (benefit)

 

$

6,432

 

 

$

(827

)

 

-878%

 

Overall income tax rate

 

 

21.2

%

 

 

523.4

%

 

 

 

 

Net earnings

 

$

23,955

 

 

$

669

 

 

3481%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation Segment

 

 

 

 

 

 

 

 

 

 

 

 

Segment operating revenues

 

$

267,948

 

 

$

281,994

 

 

-5%

 

Segment operating income

 

$

34,385

 

 

$

26,341

 

 

31%

 

Segment operating margin

 

 

12.8

%

 

 

9.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Infrastructure Segment

 

 

 

 

 

 

 

 

 

 

 

 

Segment operating revenues

 

$

78,339

 

 

$

60,193

 

 

30%

 

Segment operating income

 

$

23,686

 

 

$

7,259

 

 

226%

 

Segment operating margin

 

 

30.2

%

 

 

12.1

%

 

 

 

 

 

(1)

Includes $21.3 million and $31.5 million of corporate operating expenses for the nine months ended May 31, 2020 and 2019, respectively.  

 

Revenues

Operating revenues for the nine months ended May 31, 2020 increased 1 percent to $346.3 million from $342.2 million for the nine months ended May 31, 2019, as infrastructure revenues increased $18.1 million while irrigation revenues decreased $14.0 million.  The irrigation segment provided 77 percent of the Company’s revenue during the nine months ended May 31, 2020 as compared to 82 percent for the nine months ended May 31, 2019.

 

North America irrigation revenues for the nine months ended May 31, 2020 of $179.2 million decreased $2.1 million, or 1 percent, from $177.1 million for the nine months ended May 31, 2019. The impact of higher revenue from engineering project services was partially offset by a decrease of approximately $3.3 million attributable to a business divestiture completed in the first quarter of fiscal 2019. Irrigation system unit volume and average selling prices were comparable for the nine months ended May 31, 2020 and 2019.

 

International irrigation revenues for the nine months ended May 31, 2020 of $88.8 million decreased $16.1 million, or 15 percent, from $104.9 million for the nine months ended May 31, 2019.  The decrease resulted primarily from a lower level of project activity in developing markets compared to the prior fiscal year.  Additionally, international irrigation revenues decreased $5.6 million, or 5 percent, due to differences in foreign currency translation rates compared to the same prior year period.  

 

Infrastructure segment revenues for the nine months ended May 31, 2020 of $78.3 million increased $18.1 million, or 30 percent, from $60.2 million for the nine months ended May 31, 2019.  The increase resulted from higher Road Zipper System® sales and lease revenues and an increase in sales of road safety products compared to the prior year.

 

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Gross Profit

Gross profit for the nine months ended May 31, 2020 of $107.2 million increased 29 percent from $83.1 million for the nine months ended May 31, 2019.  The increase in gross profit resulted primarily from an increase in gross margin to 31.0 percent of sales for the nine months ended May 31, 2020 compared with 24.3 percent of sales for the nine months ended May 31, 2019.  Gross margin improvement resulted primarily from a more profitable margin mix from higher infrastructure revenues as well as from the results of margin improvement initiatives in both segments. In addition, gross profit for the nine months ended May 31, 2020 included a gain of $1.2 million on the sale of a building that had been held for sale.

 

Operating Expenses

Operating expenses of $70.4 million for the nine months ended May 31, 2020 decreased $10.6 million, or 13 percent, compared with $81.1 million for the nine months ended May 31, 2019.  Costs of $13.2 million incurred in connection with the Company’s Foundation for Growth initiative during the nine months ended May 31, 2019 did not repeat during the current year period.  Excluding the impact of the non-repeating costs, operating expenses increased 4 percent compared to the prior year due to an increase in incentive compensation that was partially offset by reductions in other areas.

Other Expense, net

Other expense for the nine months ended May 31, 2020 increased $4.1 million compared to the nine months ended May 31, 2019. The increase resulted from higher foreign currency transaction losses, primarily related to intercompany transactions with foreign subsidiaries.

 

Income Taxes

The Company recorded income tax expense of $6.4 million and income tax benefit of $0.8 million for the nine months ended May 31, 2020 and May 31, 2019, respectively.  The effective income tax rate was 21.2 percent and 523.5 percent for the nine months ended May 31, 2020 and 2019, respectively.  The decrease in the effective tax rate from May 2019 to May 2020 relates primarily to the change in earnings mix among U.S. and foreign operations and differences in the impact of discrete items.

Liquidity and Capital Resources

The Company's cash, cash equivalents, and marketable securities totaled $121.5 million at May 31, 2020 compared with $110.8 million at May 31, 2019 and $127.2 million at August 31, 2019.  The Company requires cash for financing its receivables and inventories, paying operating expenses and capital expenditures, and for dividends and share repurchases.  The Company meets its liquidity needs and finances its capital expenditures from its available cash and funds provided by operations along with borrowings under its credit arrangements described below. The Company’s investments in marketable securities are primarily comprised of United States government securities and investment grade corporate bonds. The Company believes its current cash resources, investments in marketable securities, projected operating cash flow, and remaining capacity under its continuing bank lines of credit are sufficient to cover all of its expected working capital needs, planned capital expenditures and dividends.  The Company may require additional borrowings to fund potential acquisitions in the future.

The Company’s total cash and cash equivalents held by foreign subsidiaries were approximately $35.4 million, $34.2 million, and $48.1 million as of May 31, 2020, May 31, 2019, and August 31, 2019, respectively.  The Company considers earnings in foreign subsidiaries to be indefinitely reinvested and would need to accrue and pay incremental state, local, and foreign taxes if such earnings were repatriated to the United States.  The Company does not intend to repatriate the funds and does not expect these funds to have a significant impact on the Company’s overall liquidity.  

Net working capital was $232.0 million at May 31, 2020, as compared with $230.3 million at May 31, 2019 and $231.4 million at August 31, 2019.  Cash provided by operating activities totaled $16.0 million during the nine months ended May 31, 2020, compared to cash used in operating activities of $19.6 million during the nine months ended May 31, 2019.  This change was primarily due to higher net earnings and non-cash adjustments compared to the same prior year period.

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Cash flows used in investing activities totaled $28.9 million during the nine months ended May 31, 2020 compared to $18.2 million during the nine months ended May 31, 2019.  The increase resulted from purchases of marketable securities which were partially offset by proceeds from the sale of assets held-for-sale and a decrease in capital expenditures compared to the same prior year period.

Cash flows used in financing activities totaled $9.9 million during the nine months ended May 31, 2020 compared to cash flows used in financing activities of $11.2 million during the nine months ended May 31, 2019. The decrease was primarily the result of higher proceeds from the exercise of stock options compared to the same prior year period.

 

Capital Allocation Plan

The Company’s capital allocation plan is to continue investing in revenue and earnings growth, combined with a defined process for enhancing returns to stockholders. Under the Company’s capital allocation plan, the priorities for uses of cash include:

 

Investment in organic growth including capital expenditures and expansion of international markets,

 

Dividends to stockholders, along with expectations to increase dividends over time,

 

Synergistic acquisitions that provide attractive returns to stockholders, and

 

Opportunistic share repurchases taking into account cyclical and seasonal fluctuations.

Capital Expenditures

Capital expenditures for fiscal 2020 are expected to be between $15.0 million and $20.0 million, including equipment replacement, productivity improvements and new product development.  The Company’s management does maintain flexibility to modify the amount and timing of some of the planned expenditures in response to economic conditions.

Dividends

In the third quarter of fiscal 2020, the Company paid a quarterly cash dividend to stockholders of $0.32 per common share, or $10.2 million, compared to a quarterly cash dividend of $0.31 per common share, or $10.0 million, in the third quarter of fiscal 2019.

Share Repurchases

The Company’s Board of Directors authorized a share repurchase program of up to $250.0 million of common stock with no expiration date.  Under the program, shares may be repurchased in privately negotiated and/or open market transactions as well as under formalized trading plans in accordance with the guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.  There were no shares repurchased during the nine months ended May 31, 2020 or 2019. The remaining amount available under the repurchase program was $63.7 million as of May 31, 2020.  

Long-Term Borrowing Facilities

 

Senior Notes.  The Company has outstanding $115.0 million in aggregate principal amount of Senior Notes, Series A (the “Senior Notes”).  The entire principal of the Senior Notes is due and payable on February 19, 2030.  Interest on the Senior Notes is payable semi-annually at a fixed annual rate of 3.82 percent.  On May 31, 2019, the Company and holders of the Senior Notes agreed, among other things, to temporarily increase the Company’s maximum permitted funded debt to EBITDA leverage ratio from 3.0 to 3.5 through the fiscal quarter ending May 31, 2020, provided that, if such ratio exceeds the original maximum permitted ratio during such period, the interest rate on the Senior Notes shall be increased by up to 0.50% depending on the degree to which the Company exceeds such ratio.  During the nine months ended May 31, 2020, the Company did not exceed the original permitted ratio.  Borrowings under the Senior Notes are unsecured.  The Company used the proceeds of the sale of the Senior Notes for general corporate purposes, including acquisitions and dividends.

Revolving Credit Facility. The Company has outstanding a $50.0 million unsecured Amended and Restated Revolving Credit Facility (the “Revolving Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”) expiring May 31, 2022.  The Company intends to use borrowings under the Revolving Credit Facility for working capital purposes and to fund acquisitions. At May 31, 2020 and May 31, 2019, the Company had no outstanding borrowings under the Revolving Credit Facility.  The amount of borrowings available at any time under the Revolving Credit Facility is reduced by the amount of standby letters of credit issued by Wells Fargo then outstanding.  At May 31, 2020, the Company had the ability to borrow up to $50.0 million under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility bear interest at a variable rate equal to LIBOR plus 90 basis points (2.28 percent at May 31, 2020), subject to adjustment as set forth in the loan documents for the Revolving Credit Facility.  Interest is paid on a monthly to quarterly basis depending

- 27 -


Table of Contents

 

on loan type.  The Company currently pays an annual commitment fee of 0.25 percent on the unused portion of the Revolving Credit Facility.

Borrowings under the Revolving Credit Facility have equal priority with borrowings under the Company’s Senior Notes.  Each of the credit arrangements described above include certain covenants relating primarily to the Company’s financial condition. These financial covenants include a funded debt to EBITDA leverage ratio and an interest coverage ratio.  In the event that the loan documents for the Revolving Credit Facility were to require the Company to comply with any financial covenant that is not already included or is more restrictive than what is already included in the arrangement governing the Senior Notes, then such covenant shall be deemed incorporated by reference for the benefit of holders of the Senior Notes.  Upon the occurrence of any event of default of these covenants, including a change in control of the Company, all amounts outstanding thereunder may be declared to be immediately due and payable.  At May 31, 2020 and May 31, 2019, the Company was in compliance with all financial loan covenants contained in its credit arrangements in place as of each of those dates.

Series 2006A Bonds.  Elecsys International LLC, a wholly owned subsidiary of the Company, has outstanding $1.6 million in principal amount of industrial revenue bonds that were issued in 2006 (the “Series 2006A Bonds”).  Principal and interest on the Series 2006A Bonds are payable monthly through maturity on September 1, 2026.  The interest rate is adjustable every five years based on the yield of the 5-year United States Treasury Notes, plus 0.45 percent (1.34 percent as of May 31, 2020).  This rate was adjusted on September 1, 2016 in accordance with the terms of the bonds, and the adjusted rate will be in force until September 1, 2021.  The obligations under the Series 2006A Bonds are secured by a first priority security interest in certain real estate.

Contractual Obligations and Commercial Commitments

There have been no material changes in the Company’s contractual obligations and commercial commitments as described in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019.

ITEM 3 – Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes from the Company’s quantitative and qualitative disclosures about market risk previously disclosed in the Company’s most recent Annual Report on Form 10-K.  See discussion of the Company’s quantitative and qualitative disclosures about market risk under Part II, Item 7A in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019.

ITEM 4 – Controls and Procedures

Disclosure Controls and Procedures

The Company carried out an evaluation under the supervision and the participation of the Company’s management, including the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e).  Based upon that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were ineffective as of May 31, 2020 due to the material weakness previously disclosed in Part II, Item 9A of the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019.

As previously disclosed, in connection with management’s assessment of internal control over financial reporting as of August 31, 2019, the Company identified a material weakness related to ineffective internal control over indirect tax credits in a foreign jurisdiction. The Company’s control was not designed effectively to include evaluation of the recoverability of the credits due to ineffective risk assessment that did not identify the risk related to valuation of the tax credits. This deficiency resulted in a material misstatement that was corrected before the Company issued the consolidated financial statements included in the Annual Report on Form 10‑K for the fiscal year ended August 31, 2019.

During the third quarter of fiscal 2020, the Company continued executing its remediation plan to address the material weakness identified above, which includes the implementation of new controls focused on the valuation of the tax credits. The weakness will not be considered remediated until the applicable controls have operated for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. The Company expects to complete the remediation of this material weakness during fiscal 2020.

Changes in Internal Control over Financial Reporting

The CEO and CFO determined that there has not been any significant change to the Company’s internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Part II – OTHER INFORMATION

See the disclosure in Note 11 – Commitments and Contingencies to the condensed consolidated financial statements set forth in Part I, Item 1 of this Quarterly Report on Form 10-Q, which disclosure is hereby incorporated herein by reference.

ITEM 1A – Risk Factors

 

There have been no material changes from risk factors previously disclosed in the Company’s most recent Annual Report on Form 10-K, as supplemented by the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended February 29, 2020. See the discussions of the Company’s risk factors under (i) Part I, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 and (i) Part II, Item 1A in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended February 29, 2020.

ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds

None.

ITEM 3 – Defaults Upon Senior Securities

None.

ITEM 4 – Mine Safety Disclosures

Not applicable.

ITEM 5 – Other Information

None.

- 29 -


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ITEM 6 – Exhibits

 

Exhibit

 

 

No.

 

Description

 

 

 

3.1

 

Restated Certificate of Incorporation of the Company, incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on December 14, 2006.

3.2

 

Amended and Restated By‑Laws of the Company, effective October 17, 2018, incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed on October 19, 2018.

4.1

 

Specimen Form of Common Stock Certificate, incorporated by reference to Exhibit 4(a) of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2006.

31.1*

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.

31.2*

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.

32.1*

 

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.

101*

 

Interactive Data Files pursuant to Rule 405 of Regulation S-T formatted in Inline Extensible Business Reporting Language ("Inline XBRL").

104*

 

Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).

* Filed herein. 

- 30 -


Table of Contents

 

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 on this 2nd day of July 2020.

 

 

 

 

LINDSAY CORPORATION

 

 

 

 

 

By:

 

/s/ BRIAN L. KETCHAM

 

Name:

 

Brian L. Ketcham

 

Title:

 

Senior Vice President and Chief Financial Officer

 

 

 

(on behalf of the registrant and as principal financial officer)

 

 

 

 

 

- 31 -

lnn-ex311_7.htm

EXHIBIT 31.1

CERTIFICATION

 

I, Timothy L. Hassinger, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Lindsay Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

 

 

/s/ TIMOTHY L. HASSINGER

 

President and Chief Executive Officer

Timothy L. Hassinger

 

July 2, 2020

 

lnn-ex312_8.htm

EXHIBIT 31.2

CERTIFICATION

 

I, Brian L. Ketcham, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Lindsay Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

 

 

/s/ BRIAN L. KETCHAM

 

Senior Vice President and Chief Financial Officer

Brian L. Ketcham

 

July 2, 2020

 

 

lnn-ex321_6.htm

EXHIBIT 32.1

 

CERTIFICATION

 

In connection with the accompanying Quarterly Report on Form 10-Q (the “Report”) of Lindsay Corporation (the “Company”) for the quarter ended May 31, 2020, I, Timothy L. Hassinger, Chief Executive Officer of the Company and I, Brian L. Ketcham, Chief Financial Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge, that:

 

 

(1)

the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(2)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

 

 

 

/s/ TIMOTHY L. HASSINGER

 

 

Timothy L. Hassinger

 

 

President and Chief Executive Officer

 

 

 

 

 

/s/ BRIAN L. KETCHAM

 

 

Brian L. Ketcham

 

 

Senior Vice President and Chief Financial Officer

 

 

 

 

 

July 2, 2020

 

 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

v3.20.2
Document And Entity Information - shares
9 Months Ended
May 31, 2020
Jun. 26, 2020
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date May 31, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q3  
Trading Symbol LNN  
Entity Registrant Name Lindsay Corporation  
Entity Central Index Key 0000836157  
Entity Current Reporting Status Yes  
Current Fiscal Year End Date --08-31  
Entity Filer Category Large Accelerated Filer  
Entity Shell Company false  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity File Number 1-13419  
Entity Tax Identification Number 47-0554096  
Entity Address, Address Line One 18135 Burke Street  
Entity Address, Address Line Two Suite 100  
Entity Address, City or Town Omaha  
Entity Address, State or Province NE  
Entity Address, Country US  
Entity Address, Postal Zip Code 68022  
City Area Code 402  
Local Phone Number 829-6800  
Entity Common Stock, Shares Outstanding   10,834,763
Entity Interactive Data Current Yes  
Entity Ex Transition Period Common Stock, $1.00 par value  
Security Exchange Name NYSE  
Document Quarterly Report true  
Document Transition Report false  
Entity Incorporation, State or Country Code DE  
v3.20.2
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Income Statement [Abstract]        
Operating revenues $ 123,106 $ 121,054 $ 346,287 $ 342,187
Cost of operating revenues 83,410 91,055 239,111 259,066
Gross profit 39,696 29,999 107,176 83,121
Operating expenses:        
Selling expense 7,417 7,515 22,101 23,934
General and administrative expense 13,055 14,695 38,026 46,585
Engineering and research expense 3,396 3,314 10,303 10,547
Total operating expenses 23,868 25,524 70,430 81,066
Operating income 15,828 4,475 36,746 2,055
Other income (expense):        
Interest expense (1,197) (1,169) (3,574) (3,552)
Interest income 408 525 1,412 1,930
Other expense, net (2,774) (602) (4,197) (591)
Earnings (loss) before income taxes 12,265 3,229 30,387 (158)
Income tax expense (benefit) 2,171 332 6,432 (827)
Net earnings $ 10,094 $ 2,897 $ 23,955 $ 669
Earnings per share:        
Basic $ 0.93 $ 0.27 $ 2.21 $ 0.06
Diluted $ 0.93 $ 0.27 $ 2.21 $ 0.06
Shares used in computing earnings per share:        
Basic 10,835 10,786 10,818 10,779
Diluted 10,877 10,814 10,854 10,807
Cash dividends declared per share $ 0.32 $ 0.31 $ 0.94 $ 0.93
v3.20.2
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Net earnings $ 10,094 $ 2,897 $ 23,955 $ 669
Other comprehensive (loss) income:        
Defined benefit pension plan adjustment, net of tax 43 38 129 104
Foreign currency translation adjustment, net of hedging activities and tax (2,642) (1,831) (3,831) 125
Unrealized gains on marketable securities, net of tax 59 0 121 0
Total other comprehensive (loss) income, net of tax expense of $297, $120, $670 and $421, respectively (2,540) (1,793) (3,581) 229
Total comprehensive income $ 7,554 $ 1,104 $ 20,374 $ 898
v3.20.2
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Other comprehensive income, tax expense $ 297 $ 120 $ 670 $ 421
v3.20.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Current assets:      
Cash and cash equivalents $ 102,474 $ 127,204 $ 110,839
Marketable securities 19,012 0 0
Receivables, net of allowance of $2,607, $2,498, and $2,635, respectively 84,931 75,551 94,584
Inventories, net 113,301 92,287 91,091
Assets held-for-sale 0 2,744 2,744
Other current assets, net 19,469 15,704 17,903
Total current assets 339,187 313,490 317,161
Property, plant, and equipment:      
Cost 198,180 188,695 188,215
Less accumulated depreciation (125,353) (119,727) (117,848)
Property, plant, and equipment, net 72,827 68,968 70,367
Intangibles, net 24,053 24,382 25,103
Goodwill 67,635 64,387 64,454
Operating lease right-of-use assets 27,663 0 0
Deferred income tax assets 11,118 11,758 8,783
Other noncurrent assets 15,003 17,329 20,054
Total assets 557,486 500,314 505,922
Current liabilities:      
Accounts payable 35,310 29,434 37,509
Current portion of long-term debt 195 209 208
Other current liabilities 71,712 52,488 49,102
Total current liabilities 107,217 82,131 86,819
Pension benefits liabilities 5,787 6,029 5,661
Long-term debt 115,723 115,846 115,885
Operating lease liabilities 26,333 0 0
Deferred income tax liabilities 835 872 918
Other noncurrent liabilities 18,633 27,227 26,245
Total liabilities 274,528 232,105 235,528
Shareholders' equity:      
Preferred stock of $1 par value - authorized 2,000 shares; no shares issued and outstanding 0 0 0
Common stock of $1 par value - authorized 25,000 shares; 18,918, 18,870, and 18,870 shares issued, respectively 18,918 18,870 18,870
Capital in excess of stated value 76,188 71,684 70,566
Retained earnings 488,518 474,740 476,580
Less treasury stock - at cost, 8,083 shares (277,238) (277,238) (277,238)
Accumulated other comprehensive loss, net (23,428) (19,847) (18,384)
Total shareholders' equity 282,958 268,209 270,394
Total liabilities and shareholders' equity $ 557,486 $ 500,314 $ 505,922
v3.20.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Statement Of Financial Position [Abstract]      
Receivables, allowance $ 2,607 $ 2,635 $ 2,498
Preferred stock, par value $ 1 $ 1 $ 1
Preferred stock, authorized 2,000,000 2,000,000 2,000,000
Preferred stock, issued 0 0 0
Preferred stock, outstanding 0 0 0
Common stock, par value $ 1 $ 1 $ 1
Common stock, authorized 25,000,000 25,000,000 25,000,000
Common stock, issued 18,918,000 18,870,000 18,870,000
Treasury stock, shares 8,083,000 8,083,000 8,083,000
v3.20.2
Condensed Consolidated Statements of Shareholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock [Member]
Treasury Stock [Member]
Capital In Excess Of Stated Value [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive (Loss) Income, Net [Member]
Beginning balance, value at Aug. 31, 2018 $ 276,866 $ 18,841 $ (277,238) $ 68,465 $ 484,886 $ (18,088)
Beginning balance, shares at Aug. 31, 2018   18,841 8,083      
Net earnings 669 $ 0 $ 0 0 669 0
Other comprehensive income (loss) 229 0 0 0 0 229
Total comprehensive income 898 0 0 0 0 0
Cash dividends per share (10,032) 0 0 0 (10,032) 0
Issuance of common shares under share compensation plans, net, value (947) $ 29 $ 0 (976) 0 0
Issuance of common shares under share compensation plans, net, shares   29 0      
Share-based compensation expense 3,077 $ 0 $ 0 3,077 0 0
Cumulative impact of ASC/ASU adoption | ASC 606 [Member] 532 0 0 0 532 0
Cumulative impact of ASC/ASU adoption | ASU 2018-02 [Member] 0 0 0 0 525 (525)
Ending balance, value at May. 31, 2019 270,394 $ 18,870 $ (277,238) 70,566 476,580 (18,384)
Ending Balance, shares at May. 31, 2019   18,870 8,083      
Beginning balance, value at Feb. 28, 2019 271,840 $ 18,870 $ (277,238) 69,772 477,027 (16,591)
Beginning balance, shares at Feb. 28, 2019   18,870 8,083      
Net earnings 2,897 $ 0 $ 0 0 2,897 0
Other comprehensive income (loss) (1,793) 0 0 0 0 (1,793)
Total comprehensive income 1,104 0 0 0 0 0
Cash dividends per share (3,344) 0 0 0 (3,344) 0
Share-based compensation expense 794 0 0 794 0 0
Ending balance, value at May. 31, 2019 270,394 $ 18,870 $ (277,238) 70,566 476,580 (18,384)
Ending Balance, shares at May. 31, 2019   18,870 8,083      
Beginning balance, value at Aug. 31, 2019 268,209 $ 18,870 $ (277,238) 71,684 474,740 (19,847)
Beginning balance, shares at Aug. 31, 2019   18,870 8,083      
Net earnings 23,955 $ 0 $ 0 0 23,955 0
Other comprehensive income (loss) (3,581) 0 0 0 0 (3,581)
Total comprehensive income 20,374 0 0 0 0 0
Cash dividends per share (10,177) 0 0 0 (10,177) 0
Issuance of common shares under share compensation plans, net, value 434 $ 48 $ 0 386 0 0
Issuance of common shares under share compensation plans, net, shares   48 0      
Share-based compensation expense 4,118 $ 0 $ 0 4,118 0 0
Ending balance, value at May. 31, 2020 282,958 $ 18,918 $ (277,238) 76,188 488,518 (23,428)
Ending Balance, shares at May. 31, 2020   18,918 8,083      
Beginning balance, value at Feb. 29, 2020 277,327 $ 18,918 $ (277,238) 74,645 481,890 (20,888)
Beginning balance, shares at Feb. 29, 2020   18,918 8,083      
Net earnings 10,094 $ 0 $ 0 0 10,094 0
Other comprehensive income (loss) (2,540) 0 0 0 0 (2,540)
Total comprehensive income 7,554 0 0 0 0 0
Cash dividends per share (3,466) 0 0 0 (3,466) 0
Share-based compensation expense 1,543 0 0 1,543 0 0
Ending balance, value at May. 31, 2020 $ 282,958 $ 18,918 $ (277,238) $ 76,188 $ 488,518 $ (23,428)
Ending Balance, shares at May. 31, 2020   18,918 8,083      
v3.20.2
Condensed Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Statement Of Stockholders Equity [Abstract]        
Cash dividends per share $ 0.32 $ 0.31 $ 0.94 $ 0.93
v3.20.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
May 31, 2020
May 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net earnings $ 23,955 $ 669
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:    
Depreciation and amortization 14,146 10,452
Gain on sale of assets held-for-sale (1,191) 0
Loss on sale of business 0 301
Provision for uncollectible accounts receivable 466 (726)
Deferred income taxes 27 (2,556)
Share-based compensation expense 4,118 3,226
Foreign currency transaction loss 3,632 99
Other, net 1,575 (113)
Changes in assets and liabilities:    
Receivables (11,379) (26,371)
Inventories (23,765) (14,467)
Other current assets (6,681) 546
Accounts payable 5,385 9,072
Other current liabilities 14,485 (4,078)
Other noncurrent assets and liabilities (8,810) 4,318
Net cash provided by (used in) operating activities 15,963 (19,628)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchases of property, plant, and equipment (12,268) (20,210)
Proceeds from sale of assets held-for-sale 3,955 0
Purchases of marketable securities available-for-sale (23,389) 0
Proceeds from maturities of marketable securities available-for-sale 4,320 0
Proceeds from settlement of net investment hedges 1,503 2,262
Payments for settlement of net investment hedges 0 (327)
Acquisition of business, net of cash acquired (3,034) 0
Other investing activities, net 0 60
Net cash used in investing activities (28,913) (18,215)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from exercise of stock options 1,545 177
Common stock withheld for payroll tax obligations (1,111) (1,124)
Principal payments on long-term debt (174) (153)
Payment of debt issuance costs 0 (115)
Dividends paid (10,177) (10,032)
Net cash used in financing activities (9,917) (11,247)
Effect of exchange rate changes on cash and cash equivalents (1,863) (858)
Net change in cash and cash equivalents (24,730) (49,948)
Cash and cash equivalents, beginning of period 127,204 160,787
Cash and cash equivalents, end of period 102,474 110,839
SUPPLEMENTAL CASH FLOW INFORMATION    
Income taxes paid, net of refunds 2,910 6,278
Interest paid 2,409 2,379
NONCASH INVESTING ACTIVITIES:    
Earn-out liability related to business acquisition 1,195 0
Holdback related to business acquisition 300 0
Note receivable from sale of business $ 0 $ 5,589
v3.20.2
Basis of Presentation
9 Months Ended
May 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Basis of Presentation

Note 1 – Basis of Presentation

The condensed consolidated financial statements are presented in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and do not include all of the disclosures normally required by U.S. generally accepted accounting principles (“U.S. GAAP”) as contained in Lindsay Corporation’s (the “Company”) Annual Report on Form 10-K.  Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K for the fiscal year ended August 31, 2019.

In the opinion of management, the condensed consolidated financial statements of the Company reflect all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position and the results of operations and cash flows for the periods presented.  The results for interim periods are not necessarily indicative of trends or results expected by the Company for a full year.  The condensed consolidated financial statements were prepared using U.S. GAAP. These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results could differ from these estimates.  

 

Recent Accounting Guidance Not Yet Adopted

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses on instruments within its scope, including trade receivables. This update is intended to provide financial statement users with more decision-useful information about the expected credit losses. The effective date of ASU No. 2016-13 will be the first quarter of the Company’s fiscal 2021 with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and related disclosures.

Recent Accounting Guidance Adopted

In February 2016, the FASB issued ASU 2016-02, Leases, which requires lessees to recognize a right-of-use asset and a lease liability for most leases and disclose key information about leasing arrangements. The new guidance became effective for the Company in the first quarter of fiscal 2020.  The Company implemented Accounting Standards Codification (“ASC”) 842 and recorded a right of use asset and lease liability of $26.2 million and $29.5 million, respectively, upon adoption of the standard on the first day of fiscal 2020.

 

In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities, which modifies the financial reporting of hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. ASU No. 2017-12 became effective in the first quarter of the Company’s fiscal 2020.  The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements.

v3.20.2
Revenue Recognition
9 Months Ended
May 31, 2020
Revenue From Contract With Customer [Abstract]  
Revenue Recognition

Note 2 – Revenue Recognition

 

Disaggregation of Revenue

 

A breakout by segment of revenue recognized over time versus at a point in time for the three and nine months ended May 31, 2020 and May 31, 2019 is as follows:

  

 

 

Three months ended

 

 

Three months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

83,128

 

 

$

24,499

 

 

$

107,627

 

 

$

89,442

 

 

$

19,429

 

 

$

108,871

 

Over time

 

 

10,395

 

 

 

2,621

 

 

 

13,016

 

 

 

9,176

 

 

 

1,589

 

 

 

10,765

 

Revenue from the contracts with customers

 

 

93,523

 

 

 

27,120

 

 

 

120,643

 

 

 

98,618

 

 

 

21,018

 

 

 

119,636

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

2,463

 

 

 

2,463

 

 

 

 

 

 

1,418

 

 

 

1,418

 

Total operating revenues

 

$

93,523

 

 

$

29,583

 

 

$

123,106

 

 

$

98,618

 

 

$

22,436

 

 

$

121,054

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended

 

 

Nine months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

229,529

 

 

$

64,257

 

 

$

293,786

 

 

$

256,466

 

 

$

51,593

 

 

$

308,059

 

Over time

 

 

38,419

 

 

 

7,306

 

 

 

45,725

 

 

 

25,528

 

 

 

4,372

 

 

 

29,900

 

Revenue from the contracts with customers

 

 

267,948

 

 

 

71,563

 

 

 

339,511

 

 

 

281,994

 

 

 

55,965

 

 

 

337,959

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

6,776

 

 

 

6,776

 

 

 

 

 

 

4,228

 

 

 

4,228

 

Total operating revenues

 

$

267,948

 

 

$

78,339

 

 

$

346,287

 

 

$

281,994

 

 

$

60,193

 

 

$

342,187

 

 

Further disaggregation of revenue is disclosed in the Note 16 – Industry Segment Information.

 

For contracts with an initial length longer than twelve months, the unsatisfied performance obligations were $6.1 million at May 31, 2020.

 

Contract Balances

 

Contract assets arise when recorded revenue for a contract exceeds the amounts billed under the terms of such contract. Contract liabilities arise when billed amounts exceed revenue recorded. Amounts are billable to customers upon various measures of performance, including achievement of certain milestones and completion of specified units of completion of the contract. At May 31, 2020, May 31, 2019, and August 31, 2019, contract assets amounted to $0.8 million, $1.4 million, and $1.3 million, respectively. These amounts are included within other current assets on the condensed consolidated balance sheet.  

  

Contract liabilities include advance payments from customers and billings in excess of delivery of performance obligations. At May 31, 2020, May 31, 2019, and August 31, 2019, contract liabilities amounted to $16.9 million, $13.1 million, and $18.4 million, respectively. Contract liabilities are included within other current liabilities on the condensed consolidated balance sheets. During the Company’s nine months ended May 31, 2020 and 2019, the Company recognized $13.5 million and $0.8 million of revenue that were included in the liabilities as of August 31, 2019 and 2018, respectively. The revenue recognized was due to applying advance payments received for the performance obligations completed during the quarter.

v3.20.2
Acquisitions and Divestitures
9 Months Ended
May 31, 2020
Acquisitions And Divestitures [Abstract]  
Acquisitions and Divestitures

Note 3 – Acquisitions and Divestitures

 

Net Irrigate, LLC

On April 8, 2020, the Company completed the acquisition of the membership interests of Net Irrigate, LLC (“Net Irrigate”). Net Irrigate is an agriculture technology company based in Indiana that provides remote monitoring services for irrigation customers. The purchase price of $4.5 million consisted of (i) $3.0 million, net of cash acquired, paid in cash at closing and financed from the Company’s cash on hand, (ii) $0.3 million of cash to be paid within ninety days of closing, and (iii) an earn-out payment, initially valued at $1.2 million, based on active customers one year subsequent to the closing date. The fair value of the earn-out payment was calculated using the weighted average probability for each potential outcome and has a maximum potential payout of $1.5 million.

 

The Company’s allocation of purchase price consists of goodwill of $3.2 million and various other assets and liabilities amounting to $1.3 million. The allocation of purchase price is considered preliminary, largely with the respect to the valuation of certain acquired intangible assets.

 

Divestitures and held-for-sale

The Company completed the divestiture of its Company-owned irrigation dealership during the first quarter of fiscal 2019 and recorded a loss on sale of $0.3 million included in general and administrative expense on the condensed consolidated statement of operations for the nine months ended May 31, 2019.  The Company received a note of $5.6 million as proceeds for this sale. This is included as a noncash investing activity on the condensed consolidated statement of cash flows for the nine months ended May 31, 2019.

 

Additionally, during the fourth quarter of fiscal 2018, the Company closed one of its infrastructure manufacturing facilities in North America and consolidated its operations with an irrigation manufacturing facility. In the second quarter of fiscal 2020, the company sold the building for net proceeds of $3.9 million, resulting in a gain of $1.2 million. The gain on sale is included in cost of goods sold on the condensed consolidated statement of earnings for the nine months ended May 31, 2020. The building was included within the caption “Assets held-for-sale” for $2.7 million in the condensed consolidated balance sheet as of May 31, 2019 and August 31, 2019.

 

v3.20.2
Net Earnings Per Share
9 Months Ended
May 31, 2020
Earnings Per Share [Abstract]  
Net Earnings Per Share

Note 4 – Net Earnings per Share

Basic earnings per share is calculated on the basis of weighted average outstanding common shares.  Diluted earnings per share is calculated on the basis of basic weighted average outstanding common shares adjusted for the dilutive effect of stock options, restricted stock unit awards and other dilutive securities.  When a period results in a net loss, the impact of outstanding stock awards is excluded from the diluted loss per share calculation as the inclusion would have an anti-dilutive effect.

The following table shows the computation of basic and diluted net earnings per share for the three and nine months ended May 31, 2020 and May 31, 2019:

 

 

Three months ended

 

 

Nine months ended

 

($ and shares in thousands, except per share amounts)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

$

23,955

 

 

$

669

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

10,835

 

 

 

10,786

 

 

 

10,818

 

 

 

10,779

 

Diluted effect of stock awards

 

 

42

 

 

 

28

 

 

 

36

 

 

 

28

 

Weighted average shares outstanding assuming

   dilution

 

 

10,877

 

 

 

10,814

 

 

 

10,854

 

 

 

10,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

Diluted net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

 

Certain stock options and restricted stock units were excluded from the computation of diluted net earnings per share because their effect would have been anti-dilutive.  Performance stock units are excluded from the calculation of dilutive potential common shares until the threshold performance conditions have been satisfied.  In addition, the following table shows the securities excluded from the computation of earnings per share because their effect would have been anti-dilutive:

 

 

 

Three months ended

 

 

Nine months ended

 

(Units and options in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Restricted stock units

 

 

3

 

 

 

 

 

 

9

 

 

 

11

 

Stock options

 

 

115

 

 

 

88

 

 

 

42

 

 

 

66

 

Performance stock units

 

 

 

 

 

 

 

 

7

 

 

 

3

 

 

v3.20.2
Income Taxes
9 Months Ended
May 31, 2020
Income Tax Disclosure [Abstract]  
Income Taxes

Note 5 – Income Taxes

 

The Company recorded income tax expense of $2.2 million and $0.3 million for the three months ended May 31, 2020 and 2019, respectively, and recorded income tax expense of $6.4 million and income tax benefit of $0.8 million for the nine months ended May 31, 2020 and 2019, respectively.

 

It is the Company’s policy to report income tax expense for interim periods using an estimated annual effective income tax rate. The estimated annual effective income tax rate was 23.6 percent and 42.6 percent for the nine months ended May 31, 2020 and 2019, respectively. The decrease in the estimated annual effective income tax rate from May 2019 to May 2020 relates primarily to the change in earnings mix between U.S. and foreign operations. A larger percentage of earnings for the nine months ended May 31, 2019 was generated in foreign jurisdictions taxed at a higher statutory rate than the 21 percent U.S. federal tax rate. The tax effects of significant or unusual items are not considered in the estimated annual effective income tax rate. The tax effects of such discrete events are recognized in the interim period in which the events occur. The impact of such events within income tax expense amounted to a net benefit of $0.3 million and $0.8 million for the nine months ended May 31, 2020 and 2019, respectively.

 

The United States enacted significant tax reform into law on December 22, 2017 by enacting the U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”). U.S. Tax Reform made complex and broad changes to the U.S. tax laws.  U.S. Tax Reform established new income tax provisions that will affect the Company’s fiscal year 2020, including, but not limited to, establishing a new minimum tax on global intangible low-taxed income (“GILTI”).  The Company has elected to account for GILTI as a period cost, the effect of which is reflected in the estimated annual effective tax rate of 23.6 percent for the nine months ended May 31, 2020.

v3.20.2
Inventories
9 Months Ended
May 31, 2020
Inventory Disclosure [Abstract]  
Inventories

Note 6 – Inventories

Inventories consisted of the following as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Raw materials and supplies

 

$

50,820

 

 

$

44,742

 

 

$

49,047

 

Work in process

 

 

7,819

 

 

 

6,917

 

 

 

4,514

 

Finished goods and purchased parts, net

 

 

59,496

 

 

 

47,659

 

 

 

46,812

 

Total inventory value before LIFO adjustment

 

 

118,135

 

 

 

99,318

 

 

 

100,373

 

Less adjustment to LIFO value

 

 

(4,834

)

 

 

(8,227

)

 

 

(8,086

)

Inventories, net

 

$

113,301

 

 

$

91,091

 

 

$

92,287

 

 

v3.20.2
Long-Term Debt
9 Months Ended
May 31, 2020
Debt Disclosure [Abstract]  
Long-Term Debt

Note 7 – Long-Term Debt

The following table sets forth the outstanding principal balances of the Company’s long-term debt as of the dates shown:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Series A Senior Notes

 

$

115,000

 

 

$

115,000

 

 

$

115,000

 

Revolving Credit Facility

 

 

 

 

 

 

 

 

 

Elecsys Series 2006A Bonds

 

 

1,397

 

 

 

1,622

 

 

 

1,571

 

Total debt

 

 

116,397

 

 

 

116,622

 

 

 

116,571

 

Less current portion

 

 

(195

)

 

 

(208

)

 

 

(209

)

Less unamortized debt issuance costs

 

 

(479

)

 

 

(529

)

 

 

(516

)

Total long-term debt

 

$

115,723

 

 

$

115,885

 

 

$

115,846

 

 

Principal payments on the debt are due as follows:

 

Due within

 

$ in thousands

 

1 year

 

$

195

 

2 years

 

 

216

 

3 years

 

 

220

 

4 years

 

 

225

 

5 years

 

 

229

 

Thereafter

 

 

115,312

 

 

 

$

116,397

 

 

v3.20.2
Financial Derivatives
9 Months Ended
May 31, 2020
Derivative Instruments And Hedges [Abstract]  
Financial Derivatives

Note 8 – Financial Derivatives

The Company uses certain financial derivatives to mitigate its exposure to volatility in foreign currency exchange rates.  The Company uses these derivative instruments to hedge exposures in the ordinary course of business and does not invest in derivative instruments for speculative purposes.  The Company manages market and credit risks associated with its derivative instruments by establishing and monitoring limits as to the types and degree of risk that may be undertaken, and by entering into transactions with counterparties that have investment grade credit ratings. Fair values of derivative instruments are as follows:

 

($ in thousands)

 

Balance sheet

location

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Derivatives designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

Other current assets

 

$

 

 

$

533

 

 

$

1,073

 

Foreign currency forward contracts

 

Other current liabilities

 

 

 

 

 

 

 

 

 

Total derivatives designated as hedging

    instruments

 

 

 

$

 

 

$

533

 

 

$

1,073

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency option contracts

 

Other current assets

 

$

909

 

 

$

1

 

 

$

39

 

Foreign currency forward contracts

 

Other current liabilities

 

 

(528

)

 

 

(22

)

 

 

 

Total derivatives not designated as

   hedging instruments

 

 

 

$

381

 

 

$

(21

)

 

$

39

 

 

Accumulated other comprehensive income included realized and unrealized after-tax gains of $7.3 million, $6.3 million, and $7.0 million at May 31, 2020, May 31, 2019, and August 31, 2019, respectively, related to derivative contracts designated as hedging instruments.

Net Investment Hedging Relationships

The amount of gain recognized in other comprehensive income is as follows:

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Foreign currency forward contracts, net of tax

   expense of $63, $182, $123 and $368, respectively

 

$

101

 

 

$

682

 

 

$

304

 

 

$

1,324

 

 

For the three months ended May 31, 2020 and 2019, the Company settled foreign currency forward contracts resulting in an after-tax net gain of $0.3 million and $0.6 million, respectively, which was included in other comprehensive income as part of a currency translation adjustment.  For the nine months ended May 31, 2020 and May 31, 2019, the Company settled foreign currency forward contracts resulting in an after-tax net gain of $1.1 million and $1.5 million, respectively, which were included in other comprehensive income as part of a currency translation adjustment. There were no amounts recorded in the condensed consolidated statements of operations related to ineffectiveness of foreign currency forward contracts related to net investment hedges for the three and nine months ended May 31, 2020 and May 31, 2019.

At May 31, 2020, the Company had no foreign currency forward contracts qualifying as a hedge of a net investment in foreign operations. However, at May 31, 2019, and August 31, 2019, the Company had outstanding foreign currency forward contracts to sell a notional amount of 32.7 million Euro, on each date, at fixed prices to settle during the next fiscal quarter. Additionally, at May 31, 2019, the Company had an outstanding foreign currency forward contract to sell a notional amount of 43.0 million South African Rand at a fixed price settled during the next fiscal quarter. These foreign currency forward contracts qualify as hedges of a net investment in foreign operations.

Derivatives Not Designated as Hedging Instruments

The Company generally does not elect hedge accounting treatment for derivative contracts related to future settlements of foreign denominated intercompany receivables and payables.  If the Company does not elect hedge accounting treatment for a derivative, the Company carries the derivative at its fair value in the condensed consolidated balance sheets and recognizes any subsequent changes in its fair value during a period through earnings in the condensed consolidated statements of operations. At May 31, 2020, May 31, 2019 and August 31, 2019, the Company had notional value of $8.5 million, $1.9 million, and $1.8 million, respectively, of U.S. dollar equivalent of foreign currency forward contracts outstanding that are not designated as hedging instruments.

Additionally, during the third quarter of fiscal 2020, the Company entered into a foreign exchange option contract with a notional amount of 15 million British Pounds to mitigate the risk related to a revenue contract and related costs denominated in British Pounds over an approximate six-month period. The contract is not speculative and was not designated as a hedging instrument. Gains and losses on this contract are recorded within cost of goods sold in the condensed consolidated statement of operations.

v3.20.2
Leases
9 Months Ended
May 31, 2020
Leases [Abstract]  
Leases

Note 9 – Leases

 

The Company, as lessee, has operating leases primarily for office space, manufacturing facilities, equipment, and vehicles. The Company determines if a contract is or contains a lease at the inception of the contract based on whether the contract conveys the right to control the use of an identified asset over a period of time in exchange for consideration.

 

The Company elected, for all classes of underlying assets, to not separate lease and non-lease components and instead will treat the lease agreement as a single lease component for all asset classes. The Company additionally elected practical expedients to not reassess whether existing contracts are or contain leases, the classification of any existing leases, accounting for initial direct costs for any existing leases, and hindsight in determining the lease term and in assessing impairment of the right-of-use (“ROU”) asset.

 

Short-term operating leases, which have an initial expected term of twelve months or less, are not recorded on the condensed consolidated balance sheet. Such fixed lease payments are recognized within the condensed consolidated statement of earnings on a straight-line basis over the lease term. Any variable payments associated with short-term operating leases are recognized within the condensed consolidated statement of earnings as they are incurred. The Company did not recognize any expense for such leases during the three and nine months ended May 31, 2020.

 

Many of the Company’s leases contain renewal or extension options. The Company includes all renewal or extension periods that it is reasonably certain to exercise at lease commencement within the measurement of the ROU asset and lease liability.

 

The Company’s lease portfolio consists of operating leases which are included in operating lease ROU assets and operating lease liabilities in the condensed consolidated balance sheet. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To calculate the present value of future lease payments, the Company uses an incremental borrowing rate that estimates a collateralized rate based on the expected term of the lease.

 

Lease cost and other information related to the Company’s operating leases are as follows:

 

($ in thousands)

 

Three months ended May 31, 2020

 

 

Nine months ended May 31, 2020

 

Operating lease cost (cost resulting from lease payments)

 

 

1,502

 

 

 

4,412

 

Variable lease cost (cost excluded from lease payments)

 

 

112

 

 

 

312

 

Total lease cost

 

$

1,614

 

 

$

4,724

 

 

 

 

 

 

 

 

 

 

Operating cash outflows from operating leases

 

 

1,178

 

 

 

3,997

 

Weighted average lease term - operating leases

 

9.2 years

 

 

9.2 years

 

Weighted average discount rate - operating leases

 

 

3.2

%

 

 

3.2

%

Supplemental balance sheet information related to operating leases as of the third quarter of 2020 is as follows:

($ in thousands)

 

Classification

 

May 31,

2020

 

Operating lease ROU assets

 

Operating lease right-of-use assets

 

$

27,663

 

 

 

 

 

 

 

 

Operating lease short-term liabilities

 

Other current liabilities

 

 

5,046

 

Operating lease long-term liabilities

 

Operating lease liabilities

 

 

26,333

 

Total lease liabilities

 

 

 

$

31,379

 

The minimum lease payments under operating leases expiring subsequent to May 31, 2020 are as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

1,748

 

2021

 

 

5,798

 

2022

 

 

5,465

 

2023

 

 

3,771

 

2024

 

 

3,397

 

Thereafter

 

 

16,784

 

Total lease payments

 

 

36,963

 

Less: interest

 

 

5,584

 

Present value of lease liabilities

 

$

31,379

 

 

As previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 and under the previous lease accounting standard, future minimum lease payments under operating leases with an initial or remaining term in excess of one year at August 31, 2019 would have been as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

6,065

 

2021

 

 

5,266

 

2022

 

 

4,771

 

2023

 

 

3,414

 

2024

 

 

3,107

 

Thereafter

 

 

20,119

 

Total lease payments

 

$

42,742

 

 

v3.20.2
Fair Value Measurements
9 Months Ended
May 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 10 – Fair Value Measurements

The following table presents the Company’s financial assets and liabilities measured at fair value, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2020, May 31, 2019, and August 31, 2019. There were no transfers between any levels for the periods presented.

 

 

 

May 31, 2020

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

102,474

 

 

$

 

 

$

 

 

$

102,474

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate bonds

 

 

 

 

 

14,554

 

 

 

 

 

 

14,554

 

U.S. treasury securities

 

 

 

 

 

4,458

 

 

 

 

 

 

4,458

 

Derivative assets

 

 

 

 

 

909

 

 

 

 

 

 

909

 

Derivative liabilities

 

 

 

 

 

(528

)

 

 

 

 

 

(528

)

Earn-out liability

 

 

 

 

 

 

 

 

1,195

 

 

 

1,195

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

May 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

110,839

 

 

$

 

 

$

 

 

$

110,839

 

Derivative assets

 

 

 

 

 

534

 

 

 

 

 

 

534

 

Derivative liabilities

 

 

 

 

 

(22

)

 

 

 

 

 

(22

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

August 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

127,204

 

 

$

 

 

$

 

 

$

127,204

 

Derivative assets

 

 

 

 

 

1,112

 

 

 

 

 

 

1,112

 

 

The Company’s investment in marketable securities consists of United States treasury bonds and investment grade corporate bonds. The marketable securities are classified as available-for-sale and are carried at fair value with the change in unrealized gains and losses reported as a separate component on the condensed consolidated statements of comprehensive income (loss) until realized. The Company determines fair value using data points that are observable, such as quoted prices and interest rates. The amortized cost of the investments approximates fair value. Investment income is recorded within other (expense) income on the condensed consolidated statements of operations. As of May 31, 2020, approximately 67% of the Company’s marketable securities investments mature within one year and 33% mature within one to three years.

 

 

There were no required fair value adjustments for assets and liabilities measured at fair value on a non-recurring basis for the nine months ended May 31, 2020 or May 31, 2019.

v3.20.2
Commitments and Contingencies
9 Months Ended
May 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 11 – Commitments and Contingencies

In the ordinary course of its business operations, the Company enters into arrangements that obligate it to make future payments under contracts such as lease agreements. Additionally, the Company is involved, from time to time, in commercial litigation, employment disputes, administrative proceedings, business disputes and other legal proceedings.  The Company has established accruals for certain proceedings where those proceedings present loss contingencies that are both probable and reasonably estimable at the time of determination. The Company believes that any such currently-pending proceedings are either covered by insurance or would not have a material effect on the business or its consolidated financial statements if decided in a manner that is unfavorable to the Company. Such proceedings are exclusive of environmental remediation matters which are discussed separately below.

Infrastructure Products

The Company is currently defending a number of product liability lawsuits arising out of vehicle collisions with highway barriers incorporating the Company’s X-Lite® end terminal.  Despite the September 2017 reversal of a sizable judgment against a competitor, the Company expects that the significant attention brought to the infrastructure products industry by the original judgment may lead to additional lawsuits being filed against the Company and others in the industry.

The Company, certain of its subsidiaries, and certain third parties which originally designed the X-Lite end terminal have also been named in a lawsuit filed on June 9, 2020 in the Circuit Court of Cole County, Missouri by Missouri Highways and Transportation Commission (“MHTC”).  MHTC alleges, among other things, that the X-Lite end terminal was defectively designed and failed to perform as designed, intended, and advertised, leading to MHTC’s removal and replacement of X-Lite end terminals from Missouri’s roadways. MHTC alleges strict liability (defective design and failure to warn), negligence, breach of express warranties, breach of implied warranties (merchantability and fitness for a particular purpose), fraud, and public nuisance.  MHTC seeks compensatory damages, interest, attorneys’ fees, and punitive damages.

The Company believes it has meritorious factual and legal defenses to each of the lawsuits discussed above and is prepared to vigorously defend its interests.  Based on the information currently available to the Company, the Company does not

believe that a loss is probable in any of these lawsuits; therefore, no accrual has been included in the Company’s condensed consolidated financial statements.  While it is possible that a loss may be incurred, the Company is unable to estimate a range of potential loss due to the complexity and current status of these lawsuits. However, the Company maintains insurance coverage to mitigate the impact of adverse exposures in these lawsuits and does not expect that these lawsuits will have a material adverse effect on its business or its consolidated financial statements.

In June 2019, the Company was informed by letter that the Department of Justice, Civil Division and U.S. Attorney’s Office for the Northern District of New York, with the assistance of the Department of Transportation, Office of Inspector General, are conducting an investigation of the Company relating to the Company’s X-Lite end terminal and potential violations of the federal civil False Claims Act.  Depending on the outcome of this matter, there could be a material adverse effect on the Company’s business or its consolidated financial statements.  Given the current posture of the matter, the Company is unable to estimate a range of potential loss, if any, or to express an opinion regarding the ultimate outcome.

Environmental Remediation

The Company has committed to a preliminary plan to remediate environmental contamination of the groundwater at and adjacent to its Lindsay, Nebraska facility (the “site”) as a result of discussions with the U.S. Environmental Protection Agency (the “EPA”) and the Nebraska Department of Environmental Quality (the “NDEQ”) during the third quarter of fiscal 2016.  The proposed remediation plan is preliminary and has not been approved by the EPA or the NDEQ.  Based on guidance from third-party environmental experts and the preliminary discussions with the EPA, the Company anticipates that a definitive plan will not be agreed upon until the final quarter of fiscal 2020 or the first quarter of fiscal 2021.

The current estimated aggregate accrued cost of this remediation plan of $15.4 million is based on consideration of several remediation options that would use different technologies, each of which the Company believes could be successful in meeting the long-term regulatory requirements of the site.  The Company accrues the anticipated cost of investigation and remediation when the obligation is probable and can be reasonably estimated. While the Company believes the current accrual is a good faith estimate of the long-term cost of remediation at this site based on the preliminary analysis available at the time of this filing, the estimate of costs and their timing could change as a result of a number of factors, including (1) EPA and NDEQ input on the proposed remediation plan and any changes which they may subsequently require, (2) refinement of cost estimates and length of time required to complete remediation and post-remediation operations and maintenance, (3) effectiveness of the technology chosen in remediation of the site as well as changes in technology that may be available in the future, and (4) unforeseen circumstances existing at the site. As a result of these factors, the actual amount of costs incurred by the Company in connection with the remediation of contamination of its Lindsay, Nebraska site could exceed the amounts accrued for this expense at this time.  While any revisions could be material to the operating results of any fiscal quarter or fiscal year, the Company does not expect such additional expenses would have a material adverse effect on its liquidity or financial condition. The following table summarizes the undiscounted environmental remediation liability classifications included in the condensed consolidated balance sheets as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities

 

$

1,182

 

 

$

1,243

 

 

$

1,243

 

Other noncurrent liabilities

 

 

14,257

 

 

 

14,871

 

 

 

14,674

 

Total environmental remediation liabilities

 

$

15,439

 

 

$

16,114

 

 

$

15,917

 

 

v3.20.2
Warranties
9 Months Ended
May 31, 2020
Product Warranties Disclosures [Abstract]  
Warranties

Note 12 – Warranties

The following table provides the changes in the Company’s product warranties:

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Product warranty accrual balance, beginning of period

 

$

8,990

 

 

$

7,971

 

 

$

8,960

 

 

$

7,109

 

Liabilities accrued for warranties during the period

 

 

2,744

 

 

 

2,642

 

 

 

6,360

 

 

 

5,472

 

Warranty claims paid during the period

 

 

(2,031

)

 

 

(1,954

)

 

 

(5,617

)

 

 

(4,260

)

Changes in estimates

 

 

110

 

 

 

44

 

 

 

110

 

 

 

382

 

Product warranty accrual balance, end of period

 

$

9,813

 

 

$

8,703

 

 

$

9,813

 

 

$

8,703

 

 

v3.20.2
Share-Based Compensation
9 Months Ended
May 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-Based Compensation

Note 13 – Share-Based Compensation

 

The Company’s current share-based compensation plans, approved by the stockholders of the Company, provides for awards of stock options, restricted shares, restricted stock units (“RSUs”), stock appreciation rights, performance shares,

and performance stock units (“PSUs”) to employees and non-employee directors of the Company.  The Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. Share-based compensation expense was $1.5 million and $0.8 million for the three months ended May 31, 2020 and 2019, respectively. Share-based compensation expense was $4.1 million and $3.2 million for the nine months ended May 31, 2020 and 2019, respectively.

v3.20.2
Other Current Liabilities
9 Months Ended
May 31, 2020
Other Liabilities Disclosure [Abstract]  
Other Current Liabilities

Note 14 – Other Current Liabilities

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Compensation and benefits

 

$

17,072

 

 

$

13,490

 

 

$

13,960

 

Contract liabilities

 

 

16,029

 

 

 

11,683

 

 

 

14,763

 

Warranties

 

 

9,813

 

 

 

8,703

 

 

 

8,960

 

Tax related liabilities

 

 

6,733

 

 

 

2,087

 

 

 

1,469

 

Operating lease liabilities

 

 

5,046

 

 

 

 

 

 

 

Deferred revenue - lease

 

 

3,526

 

 

 

214

 

 

 

2,985

 

Dealer related liabilities

 

 

3,505

 

 

 

3,679

 

 

 

3,246

 

Accrued insurance

 

 

1,462

 

 

 

1,594

 

 

 

1,482

 

Accrued environmental liabilities

 

 

1,182

 

 

 

1,243

 

 

 

1,243

 

Other

 

 

7,344

 

 

 

6,409

 

 

 

4,380

 

Total other current liabilities

 

$

71,712

 

 

$

49,102

 

 

$

52,488

 

 

v3.20.2
Share Repurchases
9 Months Ended
May 31, 2020
Equity [Abstract]  
Share Repurchases

Note 15 – Share Repurchases

There were no shares repurchased during the three and nine months ended May 31, 2020 and May 31, 2019 under the Company’s share repurchase program. The remaining amount available under the repurchase program was $63.7 million as of May 31, 2020.

v3.20.2
Industry Segment Information
9 Months Ended
May 31, 2020
Segment Reporting [Abstract]  
Industry Segment Information

Note 16 – Industry Segment Information

 

The Company manages its business activities in two reportable segments: irrigation and infrastructure.  The Company evaluates the performance of its reportable segments based on segment sales, gross profit and operating income, with operating income for segment purposes excluding unallocated corporate general and administrative expenses, interest income, interest expense, other income and expenses and income taxes.  Operating income for segment purposes includes general and administrative expenses, selling expenses, engineering and research expenses and other overhead charges directly attributable to the segment.  There are no inter-segment sales included in the amounts disclosed. The Company had no single customer who represented 10 percent or more of its total revenues during the three or nine months ended May 31, 2020 and 2019.

 

Irrigation - This reporting segment includes the manufacture and marketing of center pivot, lateral move, and hose reel irrigation systems, as well as various innovative technology solutions such as GPS positioning and guidance, variable rate irrigation, remote irrigation management and scheduling technology, irrigation consulting and design and industrial “internet of things”, or IoT, solutions.  The irrigation reporting segment consists of one operating segment.   

Infrastructure – This reporting segment includes the manufacture and marketing of moveable barriers, specialty barriers, crash cushions and end terminals, and road marking and road safety equipment; the manufacturing and selling of large diameter steel tubing and railroad signals and structures; and providing outsourced manufacturing and production services.  The infrastructure reporting segment consists of one operating segment.

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   North America

 

$

60,917

 

 

$

62,974

 

 

$

179,197

 

 

$

177,118

 

   International

 

 

32,606

 

 

 

35,644

 

 

 

88,751

 

 

 

104,876

 

Irrigation total

 

 

93,523

 

 

 

98,618

 

 

 

267,948

 

 

 

281,994

 

Infrastructure

 

 

29,583

 

 

 

22,436

 

 

 

78,339

 

 

 

60,193

 

Total operating revenues

 

$

123,106

 

 

$

121,054

 

 

$

346,287

 

 

$

342,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

15,014

 

 

$

11,037

 

 

$

34,385

 

 

$

26,341

 

Infrastructure

 

 

8,560

 

 

 

3,537

 

 

 

23,686

 

 

 

7,259

 

Corporate

 

 

(7,746

)

 

 

(10,099

)

 

 

(21,325

)

 

 

(31,545

)

Total operating income

 

 

15,828

 

 

 

4,475

 

 

 

36,746

 

 

 

2,055

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other expense, net

 

 

(3,563

)

 

 

(1,246

)

 

 

(6,359

)

 

 

(2,213

)

Earnings (loss) before income taxes

 

$

12,265

 

 

$

3,229

 

 

$

30,387

 

 

$

(158

)

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Total assets:

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

313,216

 

 

$

306,714

 

 

$

292,202

 

Infrastructure

 

 

105,832

 

 

 

80,971

 

 

 

85,848

 

Corporate

 

 

138,438

 

 

 

118,237

 

 

 

122,264

 

 

 

$

557,486

 

 

$

505,922

 

 

$

500,314

 

 

 

v3.20.2
Basis of Presentation (Policies)
9 Months Ended
May 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
New Accounting Pronouncements

Recent Accounting Guidance Not Yet Adopted

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses on instruments within its scope, including trade receivables. This update is intended to provide financial statement users with more decision-useful information about the expected credit losses. The effective date of ASU No. 2016-13 will be the first quarter of the Company’s fiscal 2021 with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and related disclosures.

Recent Accounting Guidance Adopted

In February 2016, the FASB issued ASU 2016-02, Leases, which requires lessees to recognize a right-of-use asset and a lease liability for most leases and disclose key information about leasing arrangements. The new guidance became effective for the Company in the first quarter of fiscal 2020.  The Company implemented Accounting Standards Codification (“ASC”) 842 and recorded a right of use asset and lease liability of $26.2 million and $29.5 million, respectively, upon adoption of the standard on the first day of fiscal 2020.

 

In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities, which modifies the financial reporting of hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. ASU No. 2017-12 became effective in the first quarter of the Company’s fiscal 2020.  The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements.

v3.20.2
Revenue Recognition (Tables)
9 Months Ended
May 31, 2020
Revenue From Contract With Customer [Abstract]  
Schedule of Disaggregation of Revenue by Segment

A breakout by segment of revenue recognized over time versus at a point in time for the three and nine months ended May 31, 2020 and May 31, 2019 is as follows:

  

 

 

Three months ended

 

 

Three months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

83,128

 

 

$

24,499

 

 

$

107,627

 

 

$

89,442

 

 

$

19,429

 

 

$

108,871

 

Over time

 

 

10,395

 

 

 

2,621

 

 

 

13,016

 

 

 

9,176

 

 

 

1,589

 

 

 

10,765

 

Revenue from the contracts with customers

 

 

93,523

 

 

 

27,120

 

 

 

120,643

 

 

 

98,618

 

 

 

21,018

 

 

 

119,636

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

2,463

 

 

 

2,463

 

 

 

 

 

 

1,418

 

 

 

1,418

 

Total operating revenues

 

$

93,523

 

 

$

29,583

 

 

$

123,106

 

 

$

98,618

 

 

$

22,436

 

 

$

121,054

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended

 

 

Nine months ended

 

 

 

May 31, 2020

 

 

May 31, 2019

 

($ in thousands)

 

Irrigation

 

 

Infrastructure

 

 

Total

 

 

Irrigation

 

 

Infrastructure

 

 

Total

 

Point in time

 

$

229,529

 

 

$

64,257

 

 

$

293,786

 

 

$

256,466

 

 

$

51,593

 

 

$

308,059

 

Over time

 

 

38,419

 

 

 

7,306

 

 

 

45,725

 

 

 

25,528

 

 

 

4,372

 

 

 

29,900

 

Revenue from the contracts with customers

 

 

267,948

 

 

 

71,563

 

 

 

339,511

 

 

 

281,994

 

 

 

55,965

 

 

 

337,959

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

 

 

 

 

6,776

 

 

 

6,776

 

 

 

 

 

 

4,228

 

 

 

4,228

 

Total operating revenues

 

$

267,948

 

 

$

78,339

 

 

$

346,287

 

 

$

281,994

 

 

$

60,193

 

 

$

342,187

 

v3.20.2
Net Earnings Per Share (Tables)
9 Months Ended
May 31, 2020
Earnings Per Share [Abstract]  
Schedule of Computation of Basic and Diluted Net Earnings Per Share

The following table shows the computation of basic and diluted net earnings per share for the three and nine months ended May 31, 2020 and May 31, 2019:

 

 

Three months ended

 

 

Nine months ended

 

($ and shares in thousands, except per share amounts)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

10,094

 

 

$

2,897

 

 

$

23,955

 

 

$

669

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

10,835

 

 

 

10,786

 

 

 

10,818

 

 

 

10,779

 

Diluted effect of stock awards

 

 

42

 

 

 

28

 

 

 

36

 

 

 

28

 

Weighted average shares outstanding assuming

   dilution

 

 

10,877

 

 

 

10,814

 

 

 

10,854

 

 

 

10,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

Diluted net earnings per share

 

$

0.93

 

 

$

0.27

 

 

$

2.21

 

 

$

0.06

 

 

Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share the following table shows the securities excluded from the computation of earnings per share because their effect would have been anti-dilutive:

 

 

 

Three months ended

 

 

Nine months ended

 

(Units and options in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Restricted stock units

 

 

3

 

 

 

 

 

 

9

 

 

 

11

 

Stock options

 

 

115

 

 

 

88

 

 

 

42

 

 

 

66

 

Performance stock units

 

 

 

 

 

 

 

 

7

 

 

 

3

 

 

v3.20.2
Inventories (Tables)
9 Months Ended
May 31, 2020
Inventory Disclosure [Abstract]  
Schedule of Inventories

Inventories consisted of the following as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Raw materials and supplies

 

$

50,820

 

 

$

44,742

 

 

$

49,047

 

Work in process

 

 

7,819

 

 

 

6,917

 

 

 

4,514

 

Finished goods and purchased parts, net

 

 

59,496

 

 

 

47,659

 

 

 

46,812

 

Total inventory value before LIFO adjustment

 

 

118,135

 

 

 

99,318

 

 

 

100,373

 

Less adjustment to LIFO value

 

 

(4,834

)

 

 

(8,227

)

 

 

(8,086

)

Inventories, net

 

$

113,301

 

 

$

91,091

 

 

$

92,287

 

 

v3.20.2
Long-Term Debt (Tables)
9 Months Ended
May 31, 2020
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt

The following table sets forth the outstanding principal balances of the Company’s long-term debt as of the dates shown:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Series A Senior Notes

 

$

115,000

 

 

$

115,000

 

 

$

115,000

 

Revolving Credit Facility

 

 

 

 

 

 

 

 

 

Elecsys Series 2006A Bonds

 

 

1,397

 

 

 

1,622

 

 

 

1,571

 

Total debt

 

 

116,397

 

 

 

116,622

 

 

 

116,571

 

Less current portion

 

 

(195

)

 

 

(208

)

 

 

(209

)

Less unamortized debt issuance costs

 

 

(479

)

 

 

(529

)

 

 

(516

)

Total long-term debt

 

$

115,723

 

 

$

115,885

 

 

$

115,846

 

 

Schedule of Principal Payments Due on Long-Term Debt

Principal payments on the debt are due as follows:

 

Due within

 

$ in thousands

 

1 year

 

$

195

 

2 years

 

 

216

 

3 years

 

 

220

 

4 years

 

 

225

 

5 years

 

 

229

 

Thereafter

 

 

115,312

 

 

 

$

116,397

 

 

v3.20.2
Financial Derivatives (Tables)
9 Months Ended
May 31, 2020
Derivative Instruments And Hedges [Abstract]  
Schedule of Financial Derivatives Fair values of derivative instruments are as follows:

 

($ in thousands)

 

Balance sheet

location

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Derivatives designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

Other current assets

 

$

 

 

$

533

 

 

$

1,073

 

Foreign currency forward contracts

 

Other current liabilities

 

 

 

 

 

 

 

 

 

Total derivatives designated as hedging

    instruments

 

 

 

$

 

 

$

533

 

 

$

1,073

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency option contracts

 

Other current assets

 

$

909

 

 

$

1

 

 

$

39

 

Foreign currency forward contracts

 

Other current liabilities

 

 

(528

)

 

 

(22

)

 

 

 

Total derivatives not designated as

   hedging instruments

 

 

 

$

381

 

 

$

(21

)

 

$

39

 

 

Schedule of Derivative Instruments, Effect on Other Comprehensive Income

The amount of gain recognized in other comprehensive income is as follows:

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Foreign currency forward contracts, net of tax

   expense of $63, $182, $123 and $368, respectively

 

$

101

 

 

$

682

 

 

$

304

 

 

$

1,324

 

v3.20.2
Leases (Tables)
9 Months Ended
May 31, 2020
Leases [Abstract]  
Schedule of Lease Cost and Other Information Related to Company's Operating Leases

Lease cost and other information related to the Company’s operating leases are as follows:

 

($ in thousands)

 

Three months ended May 31, 2020

 

 

Nine months ended May 31, 2020

 

Operating lease cost (cost resulting from lease payments)

 

 

1,502

 

 

 

4,412

 

Variable lease cost (cost excluded from lease payments)

 

 

112

 

 

 

312

 

Total lease cost

 

$

1,614

 

 

$

4,724

 

 

 

 

 

 

 

 

 

 

Operating cash outflows from operating leases

 

 

1,178

 

 

 

3,997

 

Weighted average lease term - operating leases

 

9.2 years

 

 

9.2 years

 

Weighted average discount rate - operating leases

 

 

3.2

%

 

 

3.2

%

Supplemental Balance Sheet Information Related to Operating Leases

Supplemental balance sheet information related to operating leases as of the third quarter of 2020 is as follows:

($ in thousands)

 

Classification

 

May 31,

2020

 

Operating lease ROU assets

 

Operating lease right-of-use assets

 

$

27,663

 

 

 

 

 

 

 

 

Operating lease short-term liabilities

 

Other current liabilities

 

 

5,046

 

Operating lease long-term liabilities

 

Operating lease liabilities

 

 

26,333

 

Total lease liabilities

 

 

 

$

31,379

 

Schedule of Minimum Lease Payments Under Operating Leases

The minimum lease payments under operating leases expiring subsequent to May 31, 2020 are as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

1,748

 

2021

 

 

5,798

 

2022

 

 

5,465

 

2023

 

 

3,771

 

2024

 

 

3,397

 

Thereafter

 

 

16,784

 

Total lease payments

 

 

36,963

 

Less: interest

 

 

5,584

 

Present value of lease liabilities

 

$

31,379

 

 

Schedule of Future Minimum Lease Payments Under Operating Leases

As previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 and under the previous lease accounting standard, future minimum lease payments under operating leases with an initial or remaining term in excess of one year at August 31, 2019 would have been as follows:

 

Fiscal year ending

 

$ in thousands

 

2020

 

$

6,065

 

2021

 

 

5,266

 

2022

 

 

4,771

 

2023

 

 

3,414

 

2024

 

 

3,107

 

Thereafter

 

 

20,119

 

Total lease payments

 

$

42,742

 

v3.20.2
Fair Value Measurements (Tables)
9 Months Ended
May 31, 2020
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets and Liabilities Measured at Fair Value

The following table presents the Company’s financial assets and liabilities measured at fair value, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2020, May 31, 2019, and August 31, 2019. There were no transfers between any levels for the periods presented.

 

 

 

May 31, 2020

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

102,474

 

 

$

 

 

$

 

 

$

102,474

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate bonds

 

 

 

 

 

14,554

 

 

 

 

 

 

14,554

 

U.S. treasury securities

 

 

 

 

 

4,458

 

 

 

 

 

 

4,458

 

Derivative assets

 

 

 

 

 

909

 

 

 

 

 

 

909

 

Derivative liabilities

 

 

 

 

 

(528

)

 

 

 

 

 

(528

)

Earn-out liability

 

 

 

 

 

 

 

 

1,195

 

 

 

1,195

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

May 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

110,839

 

 

$

 

 

$

 

 

$

110,839

 

Derivative assets

 

 

 

 

 

534

 

 

 

 

 

 

534

 

Derivative liabilities

 

 

 

 

 

(22

)

 

 

 

 

 

(22

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

August 31, 2019

 

($ in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash and cash equivalents

 

$

127,204

 

 

$

 

 

$

 

 

$

127,204

 

Derivative assets

 

 

 

 

 

1,112

 

 

 

 

 

 

1,112

 

 

v3.20.2
Commitments and Contingencies (Tables)
9 Months Ended
May 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Summary of Undiscounted Environmental Remediation Liability Classifications The following table summarizes the undiscounted environmental remediation liability classifications included in the condensed consolidated balance sheets as of May 31, 2020, May 31, 2019, and August 31, 2019:

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities

 

$

1,182

 

 

$

1,243

 

 

$

1,243

 

Other noncurrent liabilities

 

 

14,257

 

 

 

14,871

 

 

 

14,674

 

Total environmental remediation liabilities

 

$

15,439

 

 

$

16,114

 

 

$

15,917

 

 

v3.20.2
Warranties (Tables)
9 Months Ended
May 31, 2020
Product Warranties Disclosures [Abstract]  
Schedule of Product Warranty Liability

The following table provides the changes in the Company’s product warranties:

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Product warranty accrual balance, beginning of period

 

$

8,990

 

 

$

7,971

 

 

$

8,960

 

 

$

7,109

 

Liabilities accrued for warranties during the period

 

 

2,744

 

 

 

2,642

 

 

 

6,360

 

 

 

5,472

 

Warranty claims paid during the period

 

 

(2,031

)

 

 

(1,954

)

 

 

(5,617

)

 

 

(4,260

)

Changes in estimates

 

 

110

 

 

 

44

 

 

 

110

 

 

 

382

 

Product warranty accrual balance, end of period

 

$

9,813

 

 

$

8,703

 

 

$

9,813

 

 

$

8,703

 

v3.20.2
Other Current Liabilities (Tables)
9 Months Ended
May 31, 2020
Other Liabilities Disclosure [Abstract]  
Schedule of Other Liabilities Current Other Current Liabilities

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Other current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Compensation and benefits

 

$

17,072

 

 

$

13,490

 

 

$

13,960

 

Contract liabilities

 

 

16,029

 

 

 

11,683

 

 

 

14,763

 

Warranties

 

 

9,813

 

 

 

8,703

 

 

 

8,960

 

Tax related liabilities

 

 

6,733

 

 

 

2,087

 

 

 

1,469

 

Operating lease liabilities

 

 

5,046

 

 

 

 

 

 

 

Deferred revenue - lease

 

 

3,526

 

 

 

214

 

 

 

2,985

 

Dealer related liabilities

 

 

3,505

 

 

 

3,679

 

 

 

3,246

 

Accrued insurance

 

 

1,462

 

 

 

1,594

 

 

 

1,482

 

Accrued environmental liabilities

 

 

1,182

 

 

 

1,243

 

 

 

1,243

 

Other

 

 

7,344

 

 

 

6,409

 

 

 

4,380

 

Total other current liabilities

 

$

71,712

 

 

$

49,102

 

 

$

52,488

 

 

v3.20.2
Industry Segment Information (Tables)
9 Months Ended
May 31, 2020
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment

 

 

 

Three months ended

 

 

Nine months ended

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

May 31,

2020

 

 

May 31,

2019

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   North America

 

$

60,917

 

 

$

62,974

 

 

$

179,197

 

 

$

177,118

 

   International

 

 

32,606

 

 

 

35,644

 

 

 

88,751

 

 

 

104,876

 

Irrigation total

 

 

93,523

 

 

 

98,618

 

 

 

267,948

 

 

 

281,994

 

Infrastructure

 

 

29,583

 

 

 

22,436

 

 

 

78,339

 

 

 

60,193

 

Total operating revenues

 

$

123,106

 

 

$

121,054

 

 

$

346,287

 

 

$

342,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

15,014

 

 

$

11,037

 

 

$

34,385

 

 

$

26,341

 

Infrastructure

 

 

8,560

 

 

 

3,537

 

 

 

23,686

 

 

 

7,259

 

Corporate

 

 

(7,746

)

 

 

(10,099

)

 

 

(21,325

)

 

 

(31,545

)

Total operating income

 

 

15,828

 

 

 

4,475

 

 

 

36,746

 

 

 

2,055

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other expense, net

 

 

(3,563

)

 

 

(1,246

)

 

 

(6,359

)

 

 

(2,213

)

Earnings (loss) before income taxes

 

$

12,265

 

 

$

3,229

 

 

$

30,387

 

 

$

(158

)

 

($ in thousands)

 

May 31,

2020

 

 

May 31,

2019

 

 

August 31,

2019

 

Total assets:

 

 

 

 

 

 

 

 

 

 

 

 

Irrigation

 

$

313,216

 

 

$

306,714

 

 

$

292,202

 

Infrastructure

 

 

105,832

 

 

 

80,971

 

 

 

85,848

 

Corporate

 

 

138,438

 

 

 

118,237

 

 

 

122,264

 

 

 

$

557,486

 

 

$

505,922

 

 

$

500,314

 

 

v3.20.2
Basis of Presentation (Narrative) (Details) - USD ($)
$ in Thousands
May 31, 2020
Sep. 01, 2019
Aug. 31, 2019
May 31, 2019
Basis Of Presentation [Line Items]        
Right of use asset $ 27,663   $ 0 $ 0
Lease liability $ 31,379      
ASU 2016-02 [Member]        
Basis Of Presentation [Line Items]        
Right of use asset   $ 26,200    
Lease liability   $ 29,500    
v3.20.2
Revenue Recognition (Schedule of Disaggregation of Revenue by Segment) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers $ 120,643 $ 119,636 $ 339,511 $ 337,959
Lease revenue 2,463 1,418 6,776 4,228
Operating revenues 123,106 121,054 346,287 342,187
Irrigation [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 93,523 98,618 267,948 281,994
Lease revenue 0 0 0 0
Operating revenues 93,523 98,618 267,948 281,994
Infrastructure [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 27,120 21,018 71,563 55,965
Lease revenue 2,463 1,418 6,776 4,228
Operating revenues 29,583 22,436 78,339 60,193
Point in Time [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 107,627 108,871 293,786 308,059
Point in Time [Member] | Irrigation [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 83,128 89,442 229,529 256,466
Point in Time [Member] | Infrastructure [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 24,499 19,429 64,257 51,593
Over Time [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 13,016 10,765 45,725 29,900
Over Time [Member] | Irrigation [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers 10,395 9,176 38,419 25,528
Over Time [Member] | Infrastructure [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue from the contracts with customers $ 2,621 $ 1,589 $ 7,306 $ 4,372
v3.20.2
Revenue Recognition (Narrative) (Details) - USD ($)
$ in Millions
9 Months Ended
May 31, 2020
May 31, 2019
Aug. 31, 2019
Disaggregation Of Revenue [Line Items]      
Unsatisfied performance obligation amount $ 6.1    
Revenue recognized 13.5 $ 0.8  
Other Current Assets [Member]      
Disaggregation Of Revenue [Line Items]      
Contract assets 0.8 1.4 $ 1.3
Other Current Liabilities [Member]      
Disaggregation Of Revenue [Line Items]      
Contract liabilities $ 16.9 $ 13.1 $ 18.4
v3.20.2
Acquisitions and Divestitures (Narrative) (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Apr. 08, 2020
USD ($)
Feb. 29, 2020
USD ($)
May 31, 2020
USD ($)
May 31, 2019
USD ($)
Aug. 31, 2019
USD ($)
Aug. 31, 2018
Facility
Acquisitions And Divestitures [Line Items]            
Net of cash acquired, paid in cash     $ 3,034 $ 0    
Goodwill     67,635 64,454 $ 64,387  
Loss on sale of irrigation dealership     0 301    
Note receivable from sale of business     0 5,589    
Assets held-for-sale     0 2,744 $ 2,744  
Net proceeds from the sale of building   $ 3,900 3,955 0    
Gain from the sale of building   $ 1,200 $ 1,191 0    
North America [Member] | Infrastructure [Member]            
Acquisitions And Divestitures [Line Items]            
Number of manufacturing facilities closed | Facility           1
General and Administrative Expense [Member]            
Acquisitions And Divestitures [Line Items]            
Loss on sale of irrigation dealership       $ 300    
Net Irrigate, LLC [Member]            
Acquisitions And Divestitures [Line Items]            
Acquisition date Apr. 08, 2020          
Total purchase price $ 4,500          
Net of cash acquired, paid in cash 3,000          
Cash payable $ 300          
Cash payable period 90 days          
Earn-out liability payment period 1 year          
Earn-out payment amount $ 1,200          
Maximum potential payout 1,500          
Goodwill 3,200          
Business combination, various other assets and liabilities $ 1,300          
v3.20.2
Net Earnings Per Share (Schedule of Computation of Basic and Diluted Net Earnings Per Share) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Earnings Per Share [Abstract]        
Net earnings $ 10,094 $ 2,897 $ 23,955 $ 669
Weighted average shares outstanding 10,835 10,786 10,818 10,779
Diluted effect of stock awards 42 28 36 28
Weighted average shares outstanding assuming dilution 10,877 10,814 10,854 10,807
Basic net earnings per share $ 0.93 $ 0.27 $ 2.21 $ 0.06
Diluted net earnings per share $ 0.93 $ 0.27 $ 2.21 $ 0.06
v3.20.2
Net Earnings Per Share (Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share) (Details) - shares
shares in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Restricted Stock Units [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from the computation of earnings per share 3 0 9 11
Stock Options [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from the computation of earnings per share 115 88 42 66
Performance Stock Units [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from the computation of earnings per share 0 0 7 3
v3.20.2
Income Taxes (Narrative) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Income Tax Disclosure [Abstract]        
Income tax expense (benefit) $ 2,171 $ 332 $ 6,432 $ (827)
Estimated annual effective income tax rate     23.60% 42.60%
U.S. federal tax rate       21.00%
Tax adjustment for unusual items     $ 300 $ 800
v3.20.2
Inventories (Schedule of Inventories) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Inventory Disclosure [Abstract]      
Raw materials and supplies $ 50,820 $ 49,047 $ 44,742
Work in process 7,819 4,514 6,917
Finished goods and purchased parts, net 59,496 46,812 47,659
Total inventory value before LIFO adjustment 118,135 100,373 99,318
Less adjustment to LIFO value (4,834) (8,086) (8,227)
Inventories, net $ 113,301 $ 92,287 $ 91,091
v3.20.2
Long-Term Debt (Schedule of Long-Term Debt) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Debt Instrument [Line Items]      
Total debt $ 116,397 $ 116,571 $ 116,622
Less current portion (195) (209) (208)
Less unamortized debt issuance costs (479) (516) (529)
Total long-term debt 115,723 115,846 115,885
Revolving Credit Facility [Member]      
Debt Instrument [Line Items]      
Total debt 0 0 0
Elecsys Series 2006A Bonds [Member]      
Debt Instrument [Line Items]      
Total debt 1,397 1,571 1,622
Series A Senior Notes [Member]      
Debt Instrument [Line Items]      
Total debt $ 115,000 $ 115,000 $ 115,000
v3.20.2
Long-Term Debt (Schedule of Principal Payments Due on Long-Term Debt) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Debt Disclosure [Abstract]      
1 year $ 195    
2 years 216    
3 years 220    
4 years 225    
5 years 229    
Thereafter 115,312    
Total debt $ 116,397 $ 116,571 $ 116,622
v3.20.2
Financial Derivatives (Schedule of Financial Derivatives) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Derivatives Designated As Hedging Instruments [Member]      
Derivatives, Fair Value [Line Items]      
Total derivatives $ 0 $ 1,073 $ 533
Derivatives Designated As Hedging Instruments [Member] | Other Current Assets [Member]      
Derivatives, Fair Value [Line Items]      
Derivative assets 0 1,073 533
Derivatives Designated As Hedging Instruments [Member] | Other Current Liabilities [Member]      
Derivatives, Fair Value [Line Items]      
Derivative liabilities 0 0 0
Derivatives Not Designated As Hedging Instruments [Member]      
Derivatives, Fair Value [Line Items]      
Total derivatives 381 39 (21)
Derivatives Not Designated As Hedging Instruments [Member] | Other Current Assets [Member]      
Derivatives, Fair Value [Line Items]      
Derivative assets 909 39 1
Derivatives Not Designated As Hedging Instruments [Member] | Other Current Liabilities [Member]      
Derivatives, Fair Value [Line Items]      
Derivative liabilities $ (528) $ 0 $ (22)
v3.20.2
Financial Derivatives (Narrative) (Details)
€ in Millions, £ in Millions, R in Millions, $ in Millions
3 Months Ended 9 Months Ended
May 31, 2020
USD ($)
May 31, 2019
USD ($)
May 31, 2020
USD ($)
May 31, 2019
USD ($)
May 31, 2020
GBP (£)
Aug. 31, 2019
USD ($)
Aug. 31, 2019
EUR (€)
May 31, 2019
EUR (€)
May 31, 2019
ZAR (R)
Foreign Exchange Forward [Member] | Derivatives Not Designated As Hedging Instruments [Member]                  
Derivatives, Fair Value [Line Items]                  
Outstanding foreign currency forward contracts $ 8.5 $ 1.9 $ 8.5 $ 1.9   $ 1.8      
Foreign Exchange Option Contract [Member] | Derivatives Not Designated As Hedging Instruments [Member]                  
Derivatives, Fair Value [Line Items]                  
Outstanding foreign currency forward contracts | £         £ 15        
Fair Value Hedging [Member]                  
Derivatives, Fair Value [Line Items]                  
Realized and unrealized gains, net of related income tax effects 7.3 6.3 7.3 6.3   $ 7.0      
Net Investment Hedging [Member]                  
Derivatives, Fair Value [Line Items]                  
Foreign currency translation forward contracts, after tax net gain 0.3 0.6 1.1 1.5          
Derivative contracts ineffective amount 0.0 $ 0.0 0.0 $ 0.0          
Outstanding foreign currency forward contracts $ 0.0   $ 0.0       € 32.7 € 32.7 R 43.0
v3.20.2
Financial Derivatives (Schedule of Derivative Instruments, Effect on Other Comprehensive Income) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Foreign Currency Forward Contracts [Member]        
Derivatives, Fair Value [Line Items]        
Foreign currency forward contracts, net of tax expense of $63, $182, $123 and $368, respectively $ 101 $ 682 $ 304 $ 1,324
v3.20.2
Financial Derivatives (Schedule of Derivative Instruments, Effect on Other Comprehensive Income) (Parenthetical) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Foreign Currency Forward Contracts [Member]        
Derivatives, Fair Value [Line Items]        
Tax expense $ 63 $ 182 $ 123 $ 368
v3.20.2
Leases (Narrative) (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2020
Leases [Abstract]    
Lease expense $ 0 $ 0
v3.20.2
Leases (Schedule of Lease Cost and Other Information Related to Company's Operating Leases) (Details)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
USD ($)
May 31, 2020
USD ($)
Lease Cost [Abstract]    
Operating lease cost (cost resulting from lease payments) $ 1,502 $ 4,412
Variable lease cost (cost excluded from lease payments) 112 312
Total lease cost 1,614 4,724
Operating cash outflows from operating leases $ 1,178 $ 3,997
Weighted average lease term - operating leases 9 years 2 months 12 days 9 years 2 months 12 days
Weighted average discount rate - operating leases 3.20% 3.20%
v3.20.2
Leases (Supplemental Balance Sheet Information Related to Operating Leases) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Leases [Abstract]      
Operating lease ROU assets $ 27,663 $ 0 $ 0
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] us-gaap:OperatingLeaseRightOfUseAsset    
Operating lease short-term liabilities $ 5,046 0 0
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] us-gaap:OtherLiabilitiesCurrent    
Operating lease long-term liabilities $ 26,333 $ 0 $ 0
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] us-gaap:OperatingLeaseLiabilityNoncurrent    
Total lease liabilities $ 31,379    
v3.20.2
Leases (Schedule of Minimum Lease Payments Under Operating Leases) (Details)
$ in Thousands
May 31, 2020
USD ($)
Operating Lease Liabilities Payments Due [Abstract]  
2020 $ 1,748
2021 5,798
2022 5,465
2023 3,771
2024 3,397
Thereafter 16,784
Total lease payments 36,963
Less: interest 5,584
Present value of lease liabilities $ 31,379
v3.20.2
Leases (Schedule of Future Minimum Lease Payments Under Operating Leases) (Details)
$ in Thousands
Aug. 31, 2019
USD ($)
Operating Leases Future Minimum Payments Due [Abstract]  
2020 $ 6,065
2021 5,266
2022 4,771
2023 3,414
2024 3,107
Thereafter 20,119
Total lease payments $ 42,742
v3.20.2
Fair Value Measurements (Schedule of Financial Assets and Liabilities Measured at Fair Value) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents $ 102,474 $ 127,204 $ 110,839
Marketable securities:      
Derivative assets 909 1,112 534
Derivative liabilities (528)   (22)
Earn-out liability 1,195    
Corporate Bonds [Member]      
Marketable securities:      
Marketable securities 14,554    
U.S. Treasury Securities [Member]      
Marketable securities:      
Marketable securities 4,458    
Level 1 [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 102,474 127,204 110,839
Marketable securities:      
Derivative assets 0 0 0
Derivative liabilities 0   0
Earn-out liability 0    
Level 1 [Member] | Corporate Bonds [Member]      
Marketable securities:      
Marketable securities 0    
Level 1 [Member] | U.S. Treasury Securities [Member]      
Marketable securities:      
Marketable securities 0    
Level 2 [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 0 0 0
Marketable securities:      
Derivative assets 909 1,112 534
Derivative liabilities (528)   (22)
Earn-out liability 0    
Level 2 [Member] | Corporate Bonds [Member]      
Marketable securities:      
Marketable securities 14,554    
Level 2 [Member] | U.S. Treasury Securities [Member]      
Marketable securities:      
Marketable securities 4,458    
Level 3 [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 0 0 0
Marketable securities:      
Derivative assets 0 $ 0 0
Derivative liabilities 0   $ 0
Earn-out liability 1,195    
Level 3 [Member] | Corporate Bonds [Member]      
Marketable securities:      
Marketable securities 0    
Level 3 [Member] | U.S. Treasury Securities [Member]      
Marketable securities:      
Marketable securities $ 0    
v3.20.2
Fair Value Measurements (Narrative) (Details) - USD ($)
9 Months Ended
May 31, 2020
May 31, 2019
Percentage of marketable securities investments mature within one year 67.00%  
Percentage of marketable securities investments mature within one to three years 33.00%  
Fair Value, Measurements, Nonrecurring [Member]    
Assets fair value adjustments $ 0 $ 0
Liabilities fair value adjustments $ 0 $ 0
v3.20.2
Commitments and Contingencies (Narrative) (Details)
$ in Millions
May 31, 2020
USD ($)
Lindsay, Nebraska Facility [Member]  
Commitments And Contingencies [Line Items]  
Current environmental remediation accrual $ 15.4
v3.20.2
Commitments and Contingencies (Summary of Undiscounted Environmental Remediation Liability Classifications) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Commitments And Contingencies Disclosure [Abstract]      
Other current liabilities $ 1,182 $ 1,243 $ 1,243
Other noncurrent liabilities 14,257 14,674 14,871
Total environmental remediation liabilities $ 15,439 $ 15,917 $ 16,114
v3.20.2
Warranties (Schedule of Product Warranty Liability) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Product Warranties Disclosures [Abstract]        
Product warranty accrual balance, beginning of period $ 8,990 $ 7,971 $ 8,960 $ 7,109
Liabilities accrued for warranties during the period 2,744 2,642 6,360 5,472
Warranty claims paid during the period (2,031) (1,954) (5,617) (4,260)
Changes in estimates 110 44 110 382
Product warranty accrual balance, end of period $ 9,813 $ 8,703 $ 9,813 $ 8,703
v3.20.2
Share-Based Compensation (Narrative) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]        
Share-based compensation expense $ 1.5 $ 0.8 $ 4.1 $ 3.2
v3.20.2
Other Current Liabilities (Schedule of Other Liabilities Current) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Other Liabilities Disclosure [Abstract]      
Compensation and benefits $ 17,072 $ 13,960 $ 13,490
Contract liabilities 16,029 14,763 11,683
Warranties 9,813 8,960 8,703
Tax related liabilities 6,733 1,469 2,087
Operating lease liabilities 5,046 0 0
Deferred revenue - lease 3,526 2,985 214
Dealer related liabilities 3,505 3,246 3,679
Accrued insurance 1,462 1,482 1,594
Accrued environmental liabilities 1,182 1,243 1,243
Other 7,344 4,380 6,409
Total other current liabilities $ 71,712 $ 52,488 $ 49,102
v3.20.2
Share Repurchases (Narrative) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Equity [Abstract]        
Number of shares of common stock repurchased during the period 0 0 0 0
Remaining amount available under the repurchase program $ 63.7   $ 63.7  
v3.20.2
Industry Segment Information (Narrative) (Details)
3 Months Ended 9 Months Ended
May 31, 2020
customer
May 31, 2019
customer
May 31, 2020
Segment
customer
May 31, 2019
customer
Segment Reporting Information [Line Items]        
Number of reportable segments     2  
Irrigation [Member]        
Segment Reporting Information [Line Items]        
Number of operating segments     1  
Infrastructure [Member]        
Segment Reporting Information [Line Items]        
Number of operating segments     1  
Customer Concentration Risk [Member] | Sales Revenue, Net [Member]        
Segment Reporting Information [Line Items]        
Concentration risk, percentage 10.00% 10.00% 10.00% 10.00%
Number of major customers | customer 0 0 0 0
v3.20.2
Industry Segment Information (Schedule of Segment Reporting Information Impacts on Statement of Operations, by Segment) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
May 31, 2020
May 31, 2019
May 31, 2020
May 31, 2019
Segment Reporting Information [Line Items]        
Total operating revenues $ 123,106 $ 121,054 $ 346,287 $ 342,187
Total operating income 15,828 4,475 36,746 2,055
Interest and other expense, net (3,563) (1,246) (6,359) (2,213)
Earnings (loss) before income taxes 12,265 3,229 30,387 (158)
Irrigation [Member]        
Segment Reporting Information [Line Items]        
Total operating revenues 93,523 98,618 267,948 281,994
Total operating income 15,014 11,037 34,385 26,341
Irrigation [Member] | North America [Member]        
Segment Reporting Information [Line Items]        
Total operating revenues 60,917 62,974 179,197 177,118
Irrigation [Member] | International [Member]        
Segment Reporting Information [Line Items]        
Total operating revenues 32,606 35,644 88,751 104,876
Infrastructure [Member]        
Segment Reporting Information [Line Items]        
Total operating revenues 29,583 22,436 78,339 60,193
Total operating income 8,560 3,537 23,686 7,259
Corporate Segment        
Segment Reporting Information [Line Items]        
Total operating income $ (7,746) $ (10,099) $ (21,325) $ (31,545)
v3.20.2
Industry Segment Information (Schedule of Segment Reporting Information Impacts on Balance Sheet, by Segment) (Details) - USD ($)
$ in Thousands
May 31, 2020
Aug. 31, 2019
May 31, 2019
Segment Reporting Information [Line Items]      
Total assets $ 557,486 $ 500,314 $ 505,922
Irrigation [Member]      
Segment Reporting Information [Line Items]      
Total assets 313,216 292,202 306,714
Infrastructure [Member]      
Segment Reporting Information [Line Items]      
Total assets 105,832 85,848 80,971
Corporate Segment      
Segment Reporting Information [Line Items]      
Total assets $ 138,438 $ 122,264 $ 118,237