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<SEC-DOCUMENT>0001193125-03-008903.txt : 20030609
<SEC-HEADER>0001193125-03-008903.hdr.sgml : 20030609
<ACCEPTANCE-DATETIME>20030609161630
ACCESSION NUMBER:		0001193125-03-008903
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20030604
ITEM INFORMATION:		Financial statements and exhibits
ITEM INFORMATION:		Regulation FD Disclosure
FILED AS OF DATE:		20030609

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			KEWAUNEE SCIENTIFIC CORP /DE/
		CENTRAL INDEX KEY:			0000055529
		STANDARD INDUSTRIAL CLASSIFICATION:	LABORATORY APPARATUS & FURNITURE [3821]
		IRS NUMBER:				380715562
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0430

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-05286
		FILM NUMBER:		03737624

	BUSINESS ADDRESS:	
		STREET 1:		2700 W FRONT ST
		CITY:			STATESVILLE
		STATE:			NC
		ZIP:			28677
		BUSINESS PHONE:		7048737202

	MAIL ADDRESS:	
		STREET 1:		P O BOX 1842
		CITY:			STATESVILLE
		STATE:			NC
		ZIP:			28687-1842

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	KEWAUNEE SCIENTIFIC EQUIPMENT CORP /DE/
		DATE OF NAME CHANGE:	19861216

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	KEWAUNEE MANUFACTURING CO
		DATE OF NAME CHANGE:	19680108
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>d8k.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>



================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                              --------------------

                                    FORM 8-K

                Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): June 4, 2003

                              --------------------

                         Kewaunee Scientific Corporation
             (Exact name of registrant as specified in its charter)

           Delaware                       0-5286                 38-0715562
(State or other jurisdiction of      (Commission File           (IRS Employer
incorporation or organization)            Number)            Identification No.)


                             2700 West Front Street
                              Statesville, NC 28677
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (704) 873-7202

                                       N/A

          (Former name or former address, if changed since last report)

                              --------------------

================================================================================

<PAGE>

Item 7.   Financial Statements and Exhibits.

(c) Exhibits.

    Exhibit Number    Description of Exhibit
    --------------    ----------------------
        99.1          Press Release, dated June 4, 2003, of Kewaunee Scientific
                      Corporation, announcing its fiscal year and fourth quarter
                      earnings.

Item 9.  Regulation FD Disclosure (Information is Being Provided Under Item 12).

On June 4, 2003, Kewaunee Scientific Corporation (the "Company") issued a Press
Release announcing its fiscal year and fourth quarter earnings. The Press
Release is incorporated herein by reference, and is included as Exhibit 99.1 to
this Current Report on Form 8-K.

Exhibit 99.1 to this report contains information regarding certain non-recurring
charges incurred by the Company. For comparative purposes, following the
disclosure of certain financial measures in Exhibit 99.1 which include the
applicable non-recurring charges, the Company has reported the same financial
measures which exclude the applicable non-recurring charges, such additional
information constituting a "non-GAAP financial measure" as defined in Item 10 of
Regulation S-K of the Securities Exchange Act of 1934, as amended. The Company
has included this additional information because it believes that the disclosure
of such information which excludes the non-recurring charges is a better measure
of the Company's performance during the periods reported and is more useful for
comparing the Company's results of operations to prior periods.

The information furnished under "Item 9. Regulation FD Disclosure" is intended
to be furnished under "Item 12. Results of Operations and Financial Condition"
in accordance with SEC Release No. 33-8216. The information in this Form 8-K and
the exhibit attached hereto shall not be deemed to be "filed" for purposes of
Section 18 of the Exchange Act, or incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.

                                    Page - 1



<PAGE>

                                    SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Dated: June 8, 2003

                                    Kewaunee Scientific Corporation




                                    By: /s/ D. Michael Parker
                                       ------------------------------------
                                         D. Michael Parker
                                         Senior Vice President, Finance and
                                         Chief Financial Officer

                                    Page - 2



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>dex991.txt
<DESCRIPTION>6/4/03 PRESS RELEASE
<TEXT>
<PAGE>

                                                                    Exhibit 99.1

                       Kewaunee Scientific Reports Results
                           For Year and Fourth Quarter

Exchange:  NASDAQ (KEQU)                         Contact: D. Michael Parker
                                                          704/871-3290

STATESVILLE, N.C. June 4--Kewaunee Scientific Corporation (Nasdaq: KEQU - news)
today reported results for its fiscal year and fourth quarter ended April 30,
2003.

Sales for the year were $71,163,000, a decline of 16% from sales of $84,849,000
in the prior year. Sales during the year were significantly impacted by a
decline in the number of medium-sized laboratory projects in the marketplace
with products that could have been shipped in fiscal year 2003. Sales were
further affected by a continuing decline in demand for technical products and
certain manufacturing issues discussed below.

A net loss of $342,000, or $.14 per diluted share, was reported for the year.
Excluding after-tax non-recurring charges of $909,000, net earnings for the year
were $567,000, or $.23 per diluted share. Non-recurring charges included
$695,000 associated with the relocation of the Company's technical products
business from Lockhart, Texas, to Statesville, North Carolina, and $214,000
associated with the replacement of the Company's paint system in Statesville.
Net earnings for the prior year were $1,900,000, or $.77 per diluted share.

Operating earnings for the year, especially in the third and fourth quarters,
were impacted by the sales decline in medium-sized laboratory projects and a
number of factors that adversely affected manufacturing operations. These
included the relocation of the technical products business and the integration
of the production of these products into the Statesville operation, the
conversion to a new paint system, an unfavorable product sales mix between
factories, and an increased number of orders specifying new or non-standard
products.

On the positive side, the order backlog increased to a record $51 million at
April 30, 2003, up from $34 million at April 30, 2002. This increase includes a
number of new orders for larger laboratory projects. Orders for these larger
projects provided little benefit to operations in fiscal year 2003, as they have
shipping dates which begin in fiscal year 2004.

"Fiscal year 2003 was an extremely challenging year on a number of fronts," said
William A. Shumaker, President and Chief Executive Officer of Kewaunee.
"Decisive actions have been taken to address each of the issues which adversely
affected our performance during the year, and we are confident that we have the
significant problems resolved and behind us.

<PAGE>

"We feel Kewaunee is now poised for significantly improved sales and earnings in
fiscal year 2004," Mr. Shumaker continued. "Our strong order backlog is
providing us positive momentum as shipments from several large orders begin in
the first quarter. This backlog also provides us a much-improved product mix for
our factories. The consolidation of our manufacturing and distribution
operations, our new state-of-the-art paint system, and other cost improvement
activities implemented during the year, are reducing our operating costs. We are
also encouraged by recent modest improvements we have seen in the marketplace
for laboratory products and spending by customers in the high-tech market."

Sales for the fourth quarter ended April 30, 2003 were $15,472,000, a decline of
29% from sales of $21,786,000 in the comparable period last year. A net loss of
$584,000, or $.24 per diluted share, was reported for the quarter. Excluding
after-tax non-recurring charges of $304,000 related to the relocation of the
technical products business, the net loss for the quarter was $280,000, or $.11
per diluted share. Both sales and earnings for the quarter were affected by the
issues discussed above related to the financial results for the full year. Net
earnings for the fourth quarter of the prior year were $553,000, or $.22 per
diluted share.

Kewaunee Scientific Corporation is a recognized leader in the design,
manufacture, and installation of scientific and technical furniture. The
Company's corporate headquarters and manufacturing facilities are located in
Statesville, North Carolina. Kewaunee Scientific's website is located at
http://www.kewaunee.com.

Certain statements in this release constitute "forward-looking" statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that could significantly impact results or achievements expressed
or implied by such forward-looking statements. These factors include, but are
not limited to, economic, competitive, governmental, and technological factors
affecting the Company's operations, markets, products, services, and prices.




                   [see financial information on back of page]

<PAGE>

                      Consolidated Statements of Operations
                    (in thousands, except per share amounts)

<TABLE>
<CAPTION>

                                                   Three Months Ended              Year Ended
                                                        April 30                    April 30
                                                   2003          2002          2003          2002
                                                   ----          ----          ----          ----
<S>                                               <C>          <C>           <C>           <C>
                                                        (Unaudited)

Net sales                                          $15,472     $21,786       $71,163       $84,849
Cost of products sold                               12,806      17,906        58,451        70,143
                                                   -------     -------       -------       -------
Gross profit                                         2,666       3,880        12,712        14,706

Operating expenses                                   3,855       3,110        13,476        11,801
                                                   -------     -------       -------       -------
Operating earnings (loss)                           (1,189)        770          (764)        2,905

Other (expense) income                                 (16)        (38)           28            (6)
Interest expense                                       (38)        (37)         (155)         (206)
                                                   -------     -------       -------       -------

Earnings (loss) before income taxes                 (1,243)        695          (891)        2,693
Income tax expense (benefit)                          (659)        142          (549)          793
                                                   -------     -------       -------       -------

Net earnings (loss) (See Note 1)                   $  (584)    $   553       $  (342)      $ 1,900
                                                   =======     =======       =======       =======

Net earnings (loss) per share (See Note 1)
     Basic                                          $(0.24)      $0.22        $(0.14)        $0.77
     Diluted                                        $(0.24)      $0.22        $(0.14)        $0.77
Weighted average number of common
   shares outstanding (in thousands)
     Basic                                           2,481       2,468         2,478         2,468
     Diluted                                         2,485       2,482         2,485         2,481
</TABLE>


Note 1 - Excluding after-tax non-recurring charges of $304,000, the net loss for
the quarter was $280,000, or $.11 per diluted share. Excluding after-tax
non-recurring charges of $909,000, net earnings for the year were $567,000, or
$.23 per diluted share.

<PAGE>

Condensed Consolidated Balance Sheets

                                 (in thousands)
<TABLE>
<CAPTION>

                                                   April 30          April 30
Assets                                               2003              2002
- ------                                             --------          --------
<S>                                               <C>                <C>
Cash and cash equivalents                          $   520           $ 1,747
Receivables, less allowances                        16,138            18,979
Inventories                                          5,958             3,309
Prepaid expenses and other current assets            2,370             1,391
                                                   -------           -------
   Total current assets                             24,986            25,426
Net property, plant and equipment                   11,791            12,811
Property held for sale                               1,450                 -
Other assets                                         5,427             3,953
                                                   -------           -------
Total Assets                                       $43,654           $42,190
                                                   =======           =======

Liabilities and Stockholders' Equity

Short-term borrowings                              $ 1,416           $     -
Current portion of long-term debt                      681               681
Accounts payable                                     8,338             6,648
Other current liabilities                            2,893             3,280
                                                   -------           -------
   Total current liabilities                        13,328            10,609
Long-term debt                                       1,249             1,930
Other non-current liabilities                        3,139             2,739
Total stockholders' equity                          25,938            26,912
                                                   -------           -------
Total Liabilities and Stockholders' Equity         $43,654           $42,190
                                                   =======           =======
</TABLE>






</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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