KEWAUNEE SCIENTIFIC CORP /DE/
For the period ended Jul 31, 2025. Filed Sep 12, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jul 31, 2025 · Filed Sep 12, 2025
KEQU$34.12+0.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-01-31; filed 2025-03-14.
0000055529-25-000013
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-07-31; filed 2025-09-12.
0000055529-25-000040
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 30 previous paragraphs and 27 current paragraphs.
14 unchanged; 11 reworded; 2 added; 5 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (2)
Current report
Kewaunee's first quarter results for fiscal year 2026 demonstrate the Company's resilience in the face of challenging market conditions, including uncertainty around government policy, evolving tariff structures, and broader geopolitical upheaval. Though the Company anticipates some volatility in project delivery timelines, which may create uneven performance by quarter for the balance of fiscal year 2026, the Company's overall backlog remains strong.
Current report
The Company remains focused on growth, both organically and inorganically, and is committed to making strategic investments in the people, processes, and technology that will support and enable this growth in a sustainable manner. The Company is confident that these strategic investments and its healthy backlog position the Company well to handle any anticipated short-term headwinds and maintain the long-term health of the business.
Removed paragraphs (5)
Previous report
Goodwill and Other Intangible Assets
Previous report
The Company accounted for the Nu Aire acquisition as a business combination using the acquisition method of accounting in accordance with ASC 805, Business Combinations. The purchase price was allocated to the assets acquired and liabilities assumed based on the estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the net assets was allocated to goodwill. The fair value of intangible assets acquired were valued using the income approach. A cost approach was applied for property, plant and equipment. In many cases, the determination of fair values required estimates about discount rates, future expected cash flows and other future events that are judgmental and subject to change. Intangible assets and property, plant and equipment will be amortized or depreciated on a straight-line basis over the relevant estimated useful life. The Company will conduct its impairment analysis annually, or more frequently if the Company determines potential indicators of impairment exist.
Previous report
Sales for the nine months ended January 31, 2025 were $163,324,000, an increase from sales of $147,053,000 in the comparable period of the prior year. Domestic sales for the period were $123,908,000, up 22.2% from sales of $101,379,000 in the comparable period of the prior year. The increase in Domestic sales was primarily driven by the incorporation of Nu Aire's post-acquisition results, as well as higher manufacturing volumes than the prior year period. International sales for the period were $39,416,000, down 13.7% from sales of $45,674,000 in the comparable period of the prior year. International sales decreased when compared to the prior year period due to customer construction site delays in India which have pushed out the timing of deliveries.
Previous report
31, 2025, the Company used net cash of $30,385,000 in investing activities, of which $28.7 million related to the acquisition of Nu Aire, net of cash acquired and $1.7 million was used for capital expenditures. The Company's financing activities provided cash of $11,749,000 during the nine months ended January 31, 2025, primarily related to the issuance of a new term loan from PNC bank in connection with the acquisition of Nu Aire, partially offset by the termination of the Company's Revolving Credit Facility on September 30, 2024. See Note H, Long-term Debt and Other Credit Arrangements, for more details.
Previous report
The Company continues to focus on supporting its dealers and distribution channel partners domestically while continuing to provide turnkey solutions in the international markets it serves. The acquisition of Nu Aire further expands Kewaunee's capabilities and presence domestically. The improved focus of the organization, combined with the acquisition of Nu Aire, a strong global management team, robust backlog, improved manufacturing capabilities, and end-use markets that continue to prioritize investment in projects that require the products Kewaunee designs and manufactures, positions the Company well.
Reworded paragraphs (11)
Previous wording
The Company's 2024 Annual Report to Stockholders on Form 10-K contains management's discussion and analysis of the Company's financial condition and results of operations as of and for the fiscal year ended April 30, 2024. The following discussion and analysis describes material changes in the Company's financial condition since April 30, 2024. The analysis of results of operations compares the three and nine months ended January 31, 2025 with the comparable periods of the prior year.
Current wording
The Company's 2025 Annual Report to Stockholders on Form 10-K contains management's discussion and analysis of the Company's financial condition and results of operations as of and for the fiscal year ended April 30, 2025. The following discussion and analysis describes material changes in the Company's financial condition since April 30, 2025. The analysis of results of operations compares the three months ended July 31, 2025 with the comparable period of the prior year.
Previous wording
Sales for the quarter were $67,167,000, an increase from sales of $46,778,000 in the comparable period of the prior year. Domestic sales for the quarter were $51,976,000, up 63.6% when compared to sales of $31,774,000 in the comparable period of the prior year. Domestic sales increased when compared to the prior year primarily due to higher manufacturing volumes than the prior year period and the acquisition of Nu Aire, as discussed above, which closed on November 1, 2024 and was not part of the prior year comparable results. International sales for the quarter were $15,191,000, up 1.2% when compared to sales of $15,004,000 in the comparable period of the prior year. International sales remained relatively flat when compared to the prior year period as the International segment continues to be challenged by customer site delays in India, which have pushed out the timing of deliveries.
Current wording
Sales for the quarter were $71,104,000, an increase from sales of $48,393,000 in the comparable period of the prior year. Domestic sales for the quarter were $54,352,000, up 53.0% when compared to sales of $35,523,000 in the comparable period of the prior year. Domestic sales increased when compared to the prior year primarily due to the acquisition of Nu Aire, as discussed above, which closed on November 1, 2024 and was not part of the prior year comparable results. International sales for the quarter were $16,752,000, up 30.2% when compared to sales of $12,870,000 in the comparable period of the prior year. International sales increased when compared to the prior year period due to the commencement of delivery of large projects booked in the prior fiscal year.
Previous wording
The Company's order backlog was $221.6 million at January 31, 2025, as compared to $152.3 million at January 31, 2024, and $155.6 million at April 30, 2024.
Current wording
The Company's order backlog was $205.0 million at July 31, 2025, as compared to $159.4 million at July 31, 2024, and $214.6 million at April 30, 2025.
Previous wording
The gross profit margin for the three months ended January 31, 2025 was 27.4% of sales, as compared to 25.7% of sales in the comparable quarter of the prior year. The gross profit margin for the nine months ended January 31, 2025 was 27.4% of sales, as compared to 25.4% of sales in the comparable quarter of the prior year period. The increase in gross profit margin percentage for the three months ended January 31, 2025 was primarily driven by the acquisition of Nu Aire on November 1, 2024, combined with enhanced manufacturing productivity and effective cost-containment measures. The increase in gross profit margin percentage for the nine months ended January 31, 2025 was driven by enhanced manufacturing productivity, effective cost-containment measures, and continued benefits related to the Company's strategic go-to-market decision, made in a prior fiscal year, to stop selling direct.
Current wording
The gross profit margin for the three months ended July 31, 2025 was 29.4% of sales, as compared to 25.8% of sales in the comparable quarter of the prior year. The increase in gross profit margin percentage for the three months ended July 31, 2025 was primarily driven by the acquisition of Nu Aire on November 1, 2024, along with improved manufacturing productivity and ongoing cost-containment initiatives.
Previous wording
Operating expenses for the three months ended January 31, 2025 were $16,129,000, or 24.0% of sales, as compared to $8,223,000, or 17.6% of sales, in the comparable period of the prior year. Operating expenses for the nine months ended January 31, 2025 were $35,560,000, or 21.8% of sales, as compared to $24,688,000 or 16.8% of sales, in the comparable period of the prior year. The increase in operating expenses for the three months ended January 31, 2025 was largely related to the acquisition of Nu Aire. The increase in operating expenses from the comparable period was also impacted by increases in consulting and professional fees of $829,000, international operating expenses of $777,000, SG&A wages, benefits, incentive and stock-based compensation of $597,000, and corporate governance expenses of $264,000. The increase in operating expenses for the nine months ended January 31, 2025 was primarily due to the acquisition of Nu Aire, with additional impacts driven by increases in consulting and professional fees of $2,326,000, SG&A wages, benefits, incentive and stock-based compensation of $1,160,000, international operating expenses of $639,000, and corporate governance expenses of $632,000. The increases in consulting and professional fees for both the three- and nine-month periods were primarily attributed to costs associated with the acquisition and integration of Nu Aire and costs incurred related to Sarbanes-Oxley 404(b) compliance readiness.
Current wording
Operating expenses for the three months ended July 31, 2025 were $16,120,000, or 22.7% of sales, as compared to $9,913,000, or 20.5% of sales, in the comparable period of the prior year. The increase in operating expenses for the three months ended July 31, 2025 was largely related to the acquisition of Nu Aire. The increase in operating expenses from the comparable period was also impacted by increases in international operating expenses of $392,000 and SG&A wages, benefits, incentive and stock-based compensation of $182,000.
Previous wording
Interest expense was $1,137,000 and $2,051,000 for the three and nine months ended January 31, 2025, respectively, as compared to $411,000 and $1,213,000, respectively, for the comparable periods of the prior year. The changes in interest expense were due to changes in the levels of bank and other borrowings and interest rates.
Current wording
Interest expense was $1,058,000 for the three months ended July 31, 2025, as compared to $472,000 for the comparable period of the prior year. The changes in interest expense were due to changes in the levels of bank and other borrowings and interest rates.
Previous wording
Income tax benefit of $108,000 and income tax expense of $982,000 were recorded for the three months ended January 31, 2025 and 2024, respectively. Income tax expense of $1,000,000 and $3,894,000 were recorded for the nine months ended January 31, 2025 and 2024, respectively. The effective income tax rate for the three and nine months ended January 31, 2025 was (8.5)% and 13.1%, as compared to 27.9% and 33.1% for the three and nine months ended January 31, 2024, respectively. The effective tax rate for the current three and nine months periods reflects the impact of foreign operations which are taxed at different rates than the U.S. tax rate of 21%, combined with expected current year tax expense for the Company's domestic operations. In addition, the income tax expense recorded for the nine months ended January 31, 2025 was favorably impacted by a discrete tax benefit of $421,000 resulting from the issuance of stock through the vesting of restricted stock units and the exercise of stock options during the first quarter. See Note N, Income Taxes, of the Notes to Condensed Consolidated Financial Statements for additional information.
Current wording
Income tax expense of $761,000 and $192,000 were recorded for the three months ended July 31, 2025 and 2024, respectively. The effective income tax rate for the three months ended July 31, 2025 was 19.4%, as compared to 7.9% for the three months ended July 31, 2024. The effective tax rate for the current three month period reflects the impact of foreign operations which are taxed at different rates than the U.S. tax rate of 21%, combined with expected current year tax expense for the Company's domestic operations. In addition, the income tax expense recorded for the three months ended July 31, 2025 was favorably impacted by a discrete tax benefit of $303,000 resulting from the issuance of stock through the vesting of restricted stock units during the first quarter. On July 4, 2025, the U.S. government enacted Public Law No. 119-21, commonly known as the One Big Beautiful Bill Act ("OBBBA"), which includes a broad range of tax reform provisions affecting businesses. Since OBBBA was enacted on July 4, 2025, its full impact is not reflected in the Company's Condensed Consolidated Financial Statements for the three months ended July 31, 2025. The Company is evaluating the provisions to assess potential effects on its effective tax rate, deferred tax assets and liabilities, and future cash tax obligations. See Note N, Income Taxes, of the Notes to Condensed Consolidated Financial Statements for additional information.
Previous wording
Non-controlling interests related to the Company's subsidiaries not 100% owned by the Company decreased net earnings by $29,000 and $81,000 for the three and nine months ended January 31, 2025, respectively, as compared to $12,000 and $151,000, respectively, for the comparable periods of the prior year. The change in the net earnings attributable to the non-controlling interest in the current period was due to changes in earnings (losses) of the subsidiaries in the related period.
Current wording
Non-controlling interests related to the Company's subsidiaries not 100% owned by the Company decreased net earnings by $66,000 for the three months ended July 31, 2025, as compared to $45,000, for the comparable period of the prior year. The change in the net earnings attributable to the non-controlling interest in the current period was due to changes in earnings (losses) of the subsidiaries in the related period.
Previous wording
Net earnings was $1,354,000, or $0.45 per diluted share, for the three months ended January 31, 2025, compared to net earnings of $2,521,000, or $0.85 per diluted share, in the prior year period. Net earnings was $6,555,000, or $2.20 per diluted share, for the nine months ended January 31, 2025, compared to net earnings of $7,727,000, or $2.64 per diluted share, in the prior year period.
Current wording
Net earnings was $3,093,000, or $1.04 per diluted share, for the three months ended July 31, 2025, compared to net earnings of $2,193,000, or $0.74 per diluted share, in the prior year period.
Previous wording
The Company had working capital of $58,441,000 at January 31, 2025, compared to $56,037,000 at April 30, 2024. The ratio of current assets to current liabilities was 2.2-to-1.0 at January 31, 2025, compared to 2.4-to-1.0 at April 30, 2024.
Current wording
The Company had working capital of $66,662,000 at July 31, 2025, compared to $64,651,000 at April 30, 2025. The ratio of current assets to current liabilities was 2.3-to-1.0 at July 31, 2025, compared to 2.2-to-1.0 at April 30, 2025.
Previous wording
The Company's operating activities provided cash of $5,376,000 during the nine months ended January 31, 2025. Excluding the impacts of the Nu Aire acquisition, net cash provided by operating activities was primarily driven by operations, decreases in inventories of $2.9 million, and increases in deferred revenue of $2.5 million, partially offset by decreases in receivables of $1.8 million, decreases in accounts payable and other accrued expenses of $4.9 million and the change in other, net of $2.7 million, of which $1.3 million related to an increase in prepaid expenses and other current assets. During the nine months ended January
Current wording
The Company's operating activities provided cash of $5,791,000 during the three months ended July 31, 2025. Net cash provided by operating activities was primarily driven by operations and decreases in receivables of $5.5 million, partially offset by increases in inventories of $2.1 million, decreases in accounts payable and other accrued expenses of $1.5 million, and decreases in deferred revenue of $1.1 million. During the three months ended July 31, 2025, the Company used net cash of $771,000 in investing activities related to capital expenditures. The Company's financing activities used net cash of $1,463,000 during the three months ended July 31, 2025, primarily related to the servicing of the Company's long-term debt arrangements and a net decrease in the short-term borrowings of its International subsidiaries. See Note H, Long-term Debt and Other Credit Arrangements, for more details.