|
þ
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the quarterly period ended April 30, 2019
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from to
|
South Dakota
(State or other jurisdiction of incorporation or organization)
|
|
46-0246171
(I.R.S. Employer Identification No.)
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
Common Stock, $1 par value
|
RAVN
|
The Nasdaq Global Select Market
|
Large accelerated filer þ
|
|
Accelerated filer o
|
Non-accelerated filer o
|
|
Smaller reporting company o
|
|
|
Emerging growth company o
|
|
|
PAGE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
|
|
Item 4. Mine Safety Disclosures
|
|
(dollars and shares in thousands, except per-share data)
|
April 30,
2019 |
|
January 31,
2019 |
||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
61,370
|
|
|
$
|
65,787
|
|
Accounts receivable, net
|
67,792
|
|
|
54,472
|
|
||
Inventories
|
58,042
|
|
|
54,076
|
|
||
Other current assets
|
7,263
|
|
|
8,736
|
|
||
Total current assets
|
194,467
|
|
|
183,071
|
|
||
|
|
|
|
||||
Property, plant and equipment, net
|
105,236
|
|
|
106,615
|
|
||
Goodwill
|
50,845
|
|
|
50,942
|
|
||
Amortizable intangible assets, net
|
15,978
|
|
|
16,293
|
|
||
Other assets
|
7,624
|
|
|
3,324
|
|
||
TOTAL ASSETS
|
$
|
374,150
|
|
|
$
|
360,245
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable
|
$
|
16,179
|
|
|
$
|
8,272
|
|
Accrued liabilities
|
19,437
|
|
|
23,478
|
|
||
Other current liabilities
|
2,839
|
|
|
1,303
|
|
||
Total current liabilities
|
38,455
|
|
|
33,053
|
|
||
|
|
|
|
||||
Other liabilities
|
23,012
|
|
|
18,235
|
|
||
|
|
|
|
||||
Commitments and contingencies (see Note 12)
|
—
|
|
|
—
|
|
||
|
|
|
|
||||
Shareholders' equity
|
|
|
|
||||
Common stock, $1 par value, authorized shares 100,000; issued 67,417 and 67,289, respectively
|
67,417
|
|
|
67,289
|
|
||
Paid-in capital
|
57,369
|
|
|
59,655
|
|
||
Retained earnings
|
294,450
|
|
|
285,969
|
|
||
Accumulated other comprehensive income (loss)
|
(3,872
|
)
|
|
(3,556
|
)
|
||
Treasury stock at cost, 31,393 and 31,332 shares, respectively
|
(102,683
|
)
|
|
(100,402
|
)
|
||
Total Raven Industries, Inc. shareholders' equity
|
312,681
|
|
|
308,955
|
|
||
Noncontrolling interest
|
2
|
|
|
2
|
|
||
Total equity
|
312,683
|
|
|
308,957
|
|
||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$
|
374,150
|
|
|
$
|
360,245
|
|
|
Three Months Ended
|
||||||
(dollars in thousands, except per-share data)
|
April 30,
2019 |
|
April 30,
2018 |
||||
Net sales
|
$
|
98,178
|
|
|
$
|
111,129
|
|
Cost of sales
|
63,112
|
|
|
71,131
|
|
||
Gross profit
|
35,066
|
|
|
39,998
|
|
||
|
|
|
|
||||
Research and development expenses
|
7,271
|
|
|
5,285
|
|
||
Selling, general, and administrative expenses
|
12,674
|
|
|
13,182
|
|
||
Operating income
|
15,121
|
|
|
21,531
|
|
||
|
|
|
|
||||
Other income (expense), net
|
(69
|
)
|
|
5,679
|
|
||
Income before income taxes
|
15,052
|
|
|
27,210
|
|
||
|
|
|
|
||||
Income tax expense
|
1,842
|
|
|
5,063
|
|
||
Net income
|
13,210
|
|
|
22,147
|
|
||
|
|
|
|
||||
Net income (loss) attributable to the noncontrolling interest
|
—
|
|
|
12
|
|
||
|
|
|
|
||||
Net income attributable to Raven Industries, Inc.
|
$
|
13,210
|
|
|
$
|
22,135
|
|
|
|
|
|
||||
Net income per common share:
|
|
|
|
||||
─ Basic
|
$
|
0.37
|
|
|
$
|
0.62
|
|
─ Diluted
|
$
|
0.36
|
|
|
$
|
0.61
|
|
|
|
|
|
||||
|
|
|
|
||||
Comprehensive income (loss):
|
|
|
|
||||
Net income
|
$
|
13,210
|
|
|
$
|
22,147
|
|
|
|
|
|
||||
Other comprehensive income (loss):
|
|
|
|
||||
Foreign currency translation
|
(304
|
)
|
|
(480
|
)
|
||
Postretirement benefits, net of income tax benefit of $4 and $2 respectively
|
(12
|
)
|
|
(6
|
)
|
||
Other comprehensive income (loss), net of tax
|
(316
|
)
|
|
(486
|
)
|
||
|
|
|
|
||||
Comprehensive income (loss)
|
12,894
|
|
|
21,661
|
|
||
|
|
|
|
||||
Comprehensive income (loss) attributable to noncontrolling interest
|
—
|
|
|
12
|
|
||
|
|
|
|
||||
Comprehensive income (loss) attributable to Raven Industries, Inc.
|
$
|
12,894
|
|
|
$
|
21,649
|
|
|
$1 Par Common Stock
|
Paid-in Capital
|
Treasury Stock
|
Retained Earnings
|
Accumulated Other Comprehensive Income (Loss)
|
Raven Industries, Inc. Equity
|
Non- controlling Interest
|
Total Equity
|
||||||||||||||||||
(dollars in thousands, except per-share amounts)
|
Shares
|
Cost
|
||||||||||||||||||||||||
Balance January 31, 2018
|
$
|
67,124
|
|
$
|
59,143
|
|
31,332
|
|
$
|
(100,402
|
)
|
$
|
252,772
|
|
$
|
(2,573
|
)
|
$
|
276,064
|
|
$
|
2
|
|
$
|
276,066
|
|
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
22,135
|
|
—
|
|
22,135
|
|
12
|
|
22,147
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Cumulative foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(480
|
)
|
(480
|
)
|
—
|
|
(480
|
)
|
||||||||
Postretirement benefits reclassified from accumulated other comprehensive income (loss) after tax benefit of $2
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(6
|
)
|
(6
|
)
|
—
|
|
(6
|
)
|
||||||||
Reclassification due to ASU 2018-02 adoption
|
—
|
|
—
|
|
—
|
|
—
|
|
280
|
|
(280
|
)
|
—
|
|
—
|
|
—
|
|
||||||||
Cash dividends ($0.13 per share)
|
—
|
|
50
|
|
—
|
|
—
|
|
(4,708
|
)
|
—
|
|
(4,658
|
)
|
—
|
|
(4,658
|
)
|
||||||||
Shares issued on stock options exercised, net of shares withheld for employee taxes
|
12
|
|
(129
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(117
|
)
|
—
|
|
(117
|
)
|
||||||||
Shares issued on vesting of stock units, net of shares withheld for employee taxes
|
41
|
|
(694
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(653
|
)
|
—
|
|
(653
|
)
|
||||||||
Share-based compensation
|
—
|
|
787
|
|
—
|
|
—
|
|
—
|
|
—
|
|
787
|
|
—
|
|
787
|
|
||||||||
Balance April 30, 2018
|
$
|
67,177
|
|
$
|
59,157
|
|
31,332
|
|
$
|
(100,402
|
)
|
$
|
270,479
|
|
$
|
(3,339
|
)
|
$
|
293,072
|
|
$
|
14
|
|
$
|
293,086
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance January 31, 2019
|
$
|
67,289
|
|
$
|
59,655
|
|
31,332
|
|
$
|
(100,402
|
)
|
$
|
285,969
|
|
$
|
(3,556
|
)
|
$
|
308,955
|
|
$
|
2
|
|
$
|
308,957
|
|
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
13,210
|
|
—
|
|
13,210
|
|
—
|
|
13,210
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Cumulative foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(304
|
)
|
(304
|
)
|
—
|
|
(304
|
)
|
||||||||
Postretirement benefits reclassified from accumulated other comprehensive income (loss) after tax benefit of $4
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(12
|
)
|
(12
|
)
|
—
|
|
(12
|
)
|
||||||||
Cash dividends ($0.13 per share)
|
—
|
|
47
|
|
—
|
|
—
|
|
(4,729
|
)
|
—
|
|
(4,682
|
)
|
—
|
|
(4,682
|
)
|
||||||||
Shares issued on stock options exercised, net of shares withheld for employee taxes
|
26
|
|
(693
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(667
|
)
|
—
|
|
(667
|
)
|
||||||||
Shares issued on vesting of stock units, net of shares withheld for employee taxes
|
102
|
|
(2,422
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,320
|
)
|
—
|
|
(2,320
|
)
|
||||||||
Shares repurchased
|
—
|
|
—
|
|
61
|
|
(2,281
|
)
|
—
|
|
—
|
|
(2,281
|
)
|
—
|
|
(2,281
|
)
|
||||||||
Share-based compensation
|
—
|
|
782
|
|
—
|
|
—
|
|
—
|
|
—
|
|
782
|
|
—
|
|
782
|
|
||||||||
Balance April 30, 2019
|
$
|
67,417
|
|
$
|
57,369
|
|
31,393
|
|
$
|
(102,683
|
)
|
$
|
294,450
|
|
$
|
(3,872
|
)
|
$
|
312,681
|
|
$
|
2
|
|
$
|
312,683
|
|
|
Three Months Ended
|
||||||
(dollars in thousands)
|
April 30,
2019 |
|
April 30,
2018 |
||||
OPERATING ACTIVITIES:
|
|
|
|
||||
Net income
|
$
|
13,210
|
|
|
$
|
22,147
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
4,082
|
|
|
3,683
|
|
||
Change in fair value of acquisition-related contingent consideration
|
94
|
|
|
152
|
|
||
Gain from sale of equity method investment
|
—
|
|
|
(5,785
|
)
|
||
Deferred income taxes
|
1,511
|
|
|
(293
|
)
|
||
Share-based compensation expense
|
782
|
|
|
787
|
|
||
Other operating activities, net
|
32
|
|
|
(2,102
|
)
|
||
Change in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(13,510
|
)
|
|
(8,893
|
)
|
||
Inventories
|
(4,092
|
)
|
|
134
|
|
||
Other assets
|
1,373
|
|
|
(42
|
)
|
||
Operating liabilities
|
5,280
|
|
|
3,815
|
|
||
Net cash provided by operating activities
|
8,762
|
|
|
13,603
|
|
||
|
|
|
|
||||
INVESTING ACTIVITIES:
|
|
|
|
||||
Capital expenditures
|
(1,570
|
)
|
|
(4,164
|
)
|
||
Proceeds from sale or maturity of investments
|
—
|
|
|
6,556
|
|
||
Purchases of investments
|
(843
|
)
|
|
(79
|
)
|
||
Proceeds (disbursements) from sale of assets, settlement of liabilities
|
—
|
|
|
832
|
|
||
Other investing activities
|
(28
|
)
|
|
40
|
|
||
Net cash (used in) provided by investing activities
|
(2,441
|
)
|
|
3,185
|
|
||
|
|
|
|
||||
FINANCING ACTIVITIES:
|
|
|
|
||||
Dividends paid
|
(4,682
|
)
|
|
(4,658
|
)
|
||
Payments for common shares repurchased
|
(2,281
|
)
|
|
—
|
|
||
Payments of acquisition-related contingent liability
|
(620
|
)
|
|
(295
|
)
|
||
Restricted stock unit issuances
|
(2,320
|
)
|
|
(653
|
)
|
||
Employee stock option exercises
|
(667
|
)
|
|
(117
|
)
|
||
Other financing activities
|
(95
|
)
|
|
(52
|
)
|
||
Net cash used in financing activities
|
(10,665
|
)
|
|
(5,775
|
)
|
||
|
|
|
|
||||
Effect of exchange rate changes on cash
|
(73
|
)
|
|
(231
|
)
|
||
|
|
|
|
||||
Net increase (decrease) in cash and cash equivalents
|
(4,417
|
)
|
|
10,782
|
|
||
Cash and cash equivalents at beginning of year
|
65,787
|
|
|
40,535
|
|
||
Cash and cash equivalents at end of period
|
$
|
61,370
|
|
|
$
|
51,317
|
|
|
|
April 30, 2019
|
|
January 31, 2019
|
||||
Accounts receivable, net:
|
|
|
|
|
||||
Trade accounts
|
|
$
|
62,539
|
|
|
$
|
53,820
|
|
Unbilled receivables
|
|
6,033
|
|
|
1,391
|
|
||
Allowance for doubtful accounts
|
|
(780
|
)
|
|
(739
|
)
|
||
|
|
$
|
67,792
|
|
|
$
|
54,472
|
|
Inventories:
|
|
|
|
|
||||
Finished goods
|
|
7,980
|
|
|
7,629
|
|
||
In process
|
|
1,219
|
|
|
1,103
|
|
||
Materials
|
|
48,843
|
|
|
45,344
|
|
||
|
|
$
|
58,042
|
|
|
$
|
54,076
|
|
Other current assets:
|
|
|
|
|
||||
Insurance policy benefit
|
|
318
|
|
|
336
|
|
||
Income tax receivable
|
|
1,418
|
|
|
1,045
|
|
||
Receivable from sale of investment
|
|
1,014
|
|
|
1,055
|
|
||
Prepaid expenses and other
|
|
4,513
|
|
|
6,300
|
|
||
|
|
$
|
7,263
|
|
|
$
|
8,736
|
|
Property, plant and equipment, net:(a)
|
|
|
|
|
||||
Land
|
|
$
|
3,234
|
|
|
$
|
3,234
|
|
Buildings and improvements
|
|
81,527
|
|
|
81,381
|
|
||
Machinery and equipment
|
|
156,745
|
|
|
155,463
|
|
||
Right-of-use assets - finance
|
|
665
|
|
|
—
|
|
||
Accumulated depreciation
|
|
(136,935
|
)
|
|
(133,724
|
)
|
||
|
|
105,236
|
|
|
106,354
|
|
||
Property, plant and equipment subject to capital leases:
|
|
|
|
|
||||
Machinery and equipment
|
|
—
|
|
|
510
|
|
||
Accumulated amortization for capitalized leases
|
|
—
|
|
|
(249
|
)
|
||
|
|
$
|
105,236
|
|
|
$
|
106,615
|
|
Other assets:
|
|
|
|
|
||||
Equity investments
|
|
$
|
1,223
|
|
|
$
|
345
|
|
Right-of-use assets - operating
|
|
3,420
|
|
|
—
|
|
||
Deferred income taxes
|
|
60
|
|
|
16
|
|
||
Other
|
|
2,921
|
|
|
2,963
|
|
||
|
|
$
|
7,624
|
|
|
$
|
3,324
|
|
Accrued liabilities:
|
|
|
|
|
||||
Salaries and related
|
|
$
|
3,360
|
|
|
$
|
8,244
|
|
Benefits
|
|
5,097
|
|
|
4,751
|
|
||
Insurance obligations
|
|
1,856
|
|
|
1,963
|
|
||
Warranties
|
|
1,391
|
|
|
890
|
|
||
Income taxes
|
|
831
|
|
|
328
|
|
||
Other taxes
|
|
940
|
|
|
2,434
|
|
||
Acquisition-related contingent consideration
|
|
1,306
|
|
|
1,796
|
|
||
Lease liability
|
|
1,978
|
|
|
—
|
|
||
Other
|
|
2,678
|
|
|
3,072
|
|
||
|
|
$
|
19,437
|
|
|
$
|
23,478
|
|
Other liabilities:
|
|
|
|
|
||||
Postretirement benefits
|
|
$
|
7,652
|
|
|
$
|
7,678
|
|
Acquisition-related contingent consideration
|
|
2,650
|
|
|
2,376
|
|
||
Lease liability
|
|
2,648
|
|
|
—
|
|
||
Deferred income taxes
|
|
3,211
|
|
|
1,659
|
|
||
Uncertain tax positions
|
|
2,681
|
|
|
2,670
|
|
||
Other
|
|
4,170
|
|
|
3,852
|
|
||
|
|
$
|
23,012
|
|
|
$
|
18,235
|
|
|
Three Months Ended
|
|||
|
April 30,
2019 |
|
April 30,
2018 |
|
Anti-dilutive options and restricted stock units
|
29,796
|
|
|
16,304
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Numerator:
|
|
|
|
||||
Net income attributable to Raven Industries, Inc.
|
$
|
13,210
|
|
|
$
|
22,135
|
|
|
|
|
|
||||
Denominator:
|
|
|
|
||||
Weighted average common shares outstanding
|
35,962,066
|
|
|
35,826,096
|
|
||
Weighted average fully vested stock units outstanding
|
105,341
|
|
|
87,716
|
|
||
Denominator for basic calculation
|
36,067,407
|
|
|
35,913,812
|
|
||
|
|
|
|
||||
Weighted average common shares outstanding
|
35,962,066
|
|
|
35,826,096
|
|
||
Weighted average fully vested stock units outstanding
|
105,341
|
|
|
87,716
|
|
||
Dilutive impact of stock options and restricted stock units
|
325,831
|
|
|
466,768
|
|
||
Denominator for diluted calculation
|
36,393,238
|
|
|
36,380,580
|
|
||
|
|
|
|
||||
Net income per share ─ basic
|
$
|
0.37
|
|
|
$
|
0.62
|
|
Net income per share ─ diluted
|
$
|
0.36
|
|
|
$
|
0.61
|
|
|
Revenue by Product Category
|
||||||||||||||||||||||||||||||
|
Three Months Ended April 30, 2019
|
|
Three Months Ended April 30, 2018
|
||||||||||||||||||||||||||||
|
ATD
|
EFD
|
AERO
|
ELIM(a)
|
Total
|
|
ATD
|
EFD
|
AERO
|
ELIM(a)
|
Total
|
||||||||||||||||||||
Lighter-than-Air
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Domestic
|
$
|
—
|
|
$
|
—
|
|
$
|
7,029
|
|
$
|
—
|
|
$
|
7,029
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
6,548
|
|
$
|
—
|
|
$
|
6,548
|
|
International
|
—
|
|
—
|
|
34
|
|
—
|
|
34
|
|
|
—
|
|
—
|
|
454
|
|
—
|
|
454
|
|
||||||||||
Plastic Films & Sheeting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Domestic
|
—
|
|
41,762
|
|
—
|
|
(29
|
)
|
41,733
|
|
|
—
|
|
55,297
|
|
—
|
|
(194
|
)
|
55,103
|
|
||||||||||
International
|
—
|
|
2,530
|
|
—
|
|
—
|
|
2,530
|
|
|
—
|
|
4,695
|
|
—
|
|
—
|
|
4,695
|
|
||||||||||
Precision Agriculture Equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Domestic
|
29,584
|
|
—
|
|
—
|
|
—
|
|
29,584
|
|
|
29,525
|
|
—
|
|
—
|
|
—
|
|
29,525
|
|
||||||||||
International
|
12,141
|
|
—
|
|
—
|
|
—
|
|
12,141
|
|
|
10,905
|
|
—
|
|
—
|
|
—
|
|
10,905
|
|
||||||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Domestic
|
—
|
|
—
|
|
5,122
|
|
—
|
|
5,122
|
|
|
—
|
|
—
|
|
3,899
|
|
—
|
|
3,899
|
|
||||||||||
International
|
—
|
|
—
|
|
5
|
|
—
|
|
5
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Totals
|
$
|
41,725
|
|
$
|
44,292
|
|
$
|
12,190
|
|
$
|
(29
|
)
|
$
|
98,178
|
|
|
$
|
40,430
|
|
$
|
59,992
|
|
$
|
10,901
|
|
$
|
(194
|
)
|
$
|
111,129
|
|
|
April 30,
2019 |
|
January 31,
2019 |
|
$ Change
|
% Change
|
|||||||
Contract assets
|
$
|
6,669
|
|
|
$
|
2,027
|
|
|
$
|
4,642
|
|
229.0
|
%
|
|
|
|
|
|
|
|
|||||||
Contract liabilities
|
$
|
2,839
|
|
|
$
|
1,303
|
|
|
$
|
1,536
|
|
117.9
|
%
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Beginning balance
|
$
|
4,172
|
|
|
$
|
3,046
|
|
Fair value of contingent consideration acquired
|
310
|
|
|
—
|
|
||
Change in fair value of the liability
|
94
|
|
|
152
|
|
||
Contingent consideration earn-out paid
|
(620
|
)
|
|
(295
|
)
|
||
Ending balance
|
$
|
3,956
|
|
|
$
|
2,903
|
|
|
|
|
|
||||
Classification of liability in the consolidated balance sheet
|
|
|
|
||||
Accrued liabilities
|
$
|
1,306
|
|
|
$
|
1,483
|
|
Other liabilities, long-term
|
2,650
|
|
|
1,420
|
|
||
Balance at April 30
|
$
|
3,956
|
|
|
$
|
2,903
|
|
|
|
Applied
Technology
|
|
Engineered
Films
|
|
Aerostar
|
|
Total
|
||||||||
Balance at January 31, 2019
|
|
$
|
17,076
|
|
|
$
|
33,232
|
|
|
$
|
634
|
|
|
$
|
50,942
|
|
Changes due to business combinations
|
|
(33
|
)
|
|
—
|
|
|
—
|
|
|
(33
|
)
|
||||
Foreign currency translation adjustment
|
|
(64
|
)
|
|
—
|
|
|
—
|
|
|
(64
|
)
|
||||
Balance at April 30, 2019
|
|
$
|
16,979
|
|
|
$
|
33,232
|
|
|
$
|
634
|
|
|
$
|
50,845
|
|
|
April 30, 2019
|
|
January 31, 2019
|
||||||||||||||||
|
|
Accumulated
|
|
|
|
Accumulated
|
|
||||||||||||
|
Amount
|
amortization
|
Net
|
|
Amount
|
amortization
|
Net
|
||||||||||||
Existing technology
|
$
|
9,179
|
|
$
|
(7,345
|
)
|
$
|
1,834
|
|
|
$
|
9,203
|
|
$
|
(7,216
|
)
|
$
|
1,987
|
|
Customer relationships
|
16,076
|
|
(5,848
|
)
|
10,228
|
|
|
15,791
|
|
(5,508
|
)
|
10,283
|
|
||||||
Patents and other intangibles
|
5,941
|
|
(2,025
|
)
|
3,916
|
|
|
5,908
|
|
(1,885
|
)
|
4,023
|
|
||||||
Total
|
$
|
31,196
|
|
$
|
(15,218
|
)
|
$
|
15,978
|
|
|
$
|
30,902
|
|
$
|
(14,609
|
)
|
$
|
16,293
|
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Service cost
|
$
|
7
|
|
|
$
|
7
|
|
Interest cost
|
83
|
|
|
79
|
|
||
Amortization of actuarial losses
|
24
|
|
|
32
|
|
||
Amortization of unrecognized gains in prior service cost
|
(40
|
)
|
|
(40
|
)
|
||
Net periodic benefit cost
|
$
|
74
|
|
|
$
|
78
|
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Beginning balance
|
$
|
890
|
|
|
$
|
1,163
|
|
Change in provision
|
822
|
|
|
157
|
|
||
Settlements made
|
(321
|
)
|
|
(223
|
)
|
||
Ending balance
|
$
|
1,391
|
|
|
$
|
1,097
|
|
|
April 30, 2019
|
|
January 31, 2019
|
||||
Unamortized debt issuance costs(a)
|
$
|
105
|
|
|
$
|
132
|
|
|
April 30, 2019
|
|
January 31, 2019
|
||||
Letters of credit outstanding(a)
|
$
|
314
|
|
|
$
|
514
|
|
|
Three Months Ended
April 30, 2019
|
||
Lease Costs:
|
|
||
Finance Leases
|
|
||
Depreciation of right-of-use assets
|
$
|
95
|
|
Interest on lease liabilities
|
5
|
|
|
Total finance lease cost
|
$
|
100
|
|
|
|
||
Operating Leases
|
|
||
Operating lease cost
|
$
|
360
|
|
Short-term lease cost
|
105
|
|
|
Total operating lease cost
|
$
|
465
|
|
Total finance and operating lease cost
|
$
|
565
|
|
|
April 30, 2019
|
||
Operating Leases
|
|
||
Operating lease right-of-use assets
|
$
|
3,420
|
|
|
|
||
Current lease liability
|
$
|
1,689
|
|
Non-current lease liability
|
2,367
|
|
|
Total operating lease liabilities
|
$
|
4,056
|
|
|
|
||
Finance Leases
|
|
||
Property, plant and equipment, at cost
|
$
|
665
|
|
Accumulated depreciation
|
(95
|
)
|
|
Property, plant and equipment, net
|
$
|
570
|
|
|
|
||
Current lease liability
|
$
|
289
|
|
Non-current lease liability
|
281
|
|
|
Total finance lease liabilities
|
$
|
570
|
|
|
April 30, 2019
|
|
Weighted Average Remaining Lease Term:
|
|
|
Operating leases
|
3 years
|
|
Finance leases
|
2 years
|
|
Weighted Average Discount Rate:
|
|
|
Operating leases
|
3.5
|
%
|
Finance leases
|
3.5
|
%
|
|
|
Three Months Ended
April 30, 2019
|
||||||
|
|
Operating Leases
|
|
Finance Leases
|
||||
Remainder of Fiscal 2020
|
|
$
|
1,353
|
|
|
$
|
284
|
|
Fiscal 2021
|
|
1,844
|
|
|
184
|
|
||
Fiscal 2022
|
|
679
|
|
|
101
|
|
||
Fiscal 2023
|
|
315
|
|
|
36
|
|
||
Fiscal 2024
|
|
99
|
|
|
6
|
|
||
Thereafter
|
|
—
|
|
|
—
|
|
||
Total lease payments
|
|
$
|
4,290
|
|
|
$
|
611
|
|
Less imputed interest
|
|
(234
|
)
|
|
(41
|
)
|
||
Total lease liabilities
|
|
$
|
4,056
|
|
|
$
|
570
|
|
|
|
Twelve Months Ended
January 31, 2019
|
||||||
|
|
Operating Leases
|
|
Capital Leases
|
||||
Fiscal 2020
|
|
$
|
2,213
|
|
|
$
|
182
|
|
Fiscal 2021
|
|
1,939
|
|
|
102
|
|
||
Fiscal 2022
|
|
728
|
|
|
44
|
|
||
Fiscal 2023
|
|
356
|
|
|
2
|
|
||
Fiscal 2024
|
|
140
|
|
|
—
|
|
||
Thereafter
|
|
—
|
|
|
—
|
|
||
Total lease payments
|
|
$
|
5,376
|
|
|
$
|
330
|
|
Less amount representing estimated executory costs such as taxes, license and insurance including profit thereon.
|
|
|
|
(14
|
)
|
|||
Less amounts representing interest
|
|
|
|
(32
|
)
|
|||
Present value of net minimum lease payments
|
|
|
|
$
|
284
|
|
|
Three Months Ended
|
||||
|
April 30,
2019 |
|
April 30,
2018 |
||
Effective tax rate
|
12.2
|
%
|
|
18.6
|
%
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Total discrete tax benefit
|
$
|
1,168
|
|
|
$
|
243
|
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Dividends paid(a)
|
$
|
4,682
|
|
|
$
|
4,658
|
|
|
|
|
|
||||
Dividends paid per share (in cents per share)(a)
|
13.0
|
|
|
13.0
|
|
|
Three Months Ended
|
||||||
|
April 30, 2019
|
|
April 30, 2018
|
||||
Cost of sales
|
$
|
76
|
|
|
$
|
80
|
|
Research and development expenses
|
35
|
|
|
31
|
|
||
Selling, general, and administrative expenses
|
671
|
|
|
676
|
|
||
Total stock-based compensation expense
|
$
|
782
|
|
|
$
|
787
|
|
|
Three Months Ended
|
||||||
|
April 30,
2019 |
|
April 30,
2018 |
||||
Net sales
|
|
|
|
||||
Applied Technology
|
$
|
41,725
|
|
|
$
|
40,430
|
|
Engineered Films(a)
|
44,292
|
|
|
59,992
|
|
||
Aerostar
|
12,190
|
|
|
10,901
|
|
||
Intersegment eliminations(b)
|
(29
|
)
|
|
(194
|
)
|
||
Consolidated net sales
|
$
|
98,178
|
|
|
$
|
111,129
|
|
|
|
|
|
||||
Operating income(c)
|
|
|
|
||||
Applied Technology
|
$
|
13,236
|
|
|
$
|
15,948
|
|
Engineered Films
|
6,363
|
|
|
13,196
|
|
||
Aerostar
|
1,996
|
|
|
2,805
|
|
||
Intersegment eliminations
|
1
|
|
|
(15
|
)
|
||
Total reportable segment income
|
21,596
|
|
|
31,934
|
|
||
General and administrative expenses(c)
|
(6,475
|
)
|
|
(10,403
|
)
|
||
Consolidated operating income
|
$
|
15,121
|
|
|
$
|
21,531
|
|
•
|
Executive Summary
|
•
|
Results of Operations - Segment Analysis
|
•
|
Outlook
|
•
|
Liquidity and Capital Resources
|
•
|
Off-Balance Sheet Arrangements and Contractual Obligations
|
•
|
Critical Accounting Policies and Estimates
|
•
|
Accounting Pronouncements
|
•
|
Consolidated net sales, gross margin, operating income, operating margin, net income, and diluted earnings per share.
|
•
|
Cash flow from operations and shareholder returns.
|
•
|
Return on sales, average assets and average equity.
|
•
|
Segment net sales, gross profit, gross margin and operating income. At the segment level, operating income does not include an allocation of general and administrative expenses.
|
•
|
Intentionally serve diverse market segments with strong short- and long-term growth prospects.
|
•
|
Diversified portfolio of businesses provide balance, opportunity and risk mitigation.
|
•
|
Invest in market-leading technologies and manufacturing capabilities.
|
•
|
Balance sheet strength and stability enables strategic investments and acquisitions to enhance shareholder returns.
|
•
|
Corporate responsibility is a top priority; it attracts great team members, customers and opportunities.
|
•
|
Continuous process improvements and value engineering.
|
|
|
Three Months Ended
|
|||||||||||||
(dollars in thousands)
|
|
April 30,
2019 |
|
April 30,
2018 |
|
$ Change
|
|
% Change
|
|||||||
Net sales
|
|
$
|
41,725
|
|
|
$
|
40,430
|
|
|
$
|
1,295
|
|
|
3.2
|
%
|
Gross profit
|
|
21,337
|
|
|
21,186
|
|
|
151
|
|
|
0.7
|
%
|
|||
Gross margin
|
|
51.1
|
%
|
|
52.4
|
%
|
|
|
|
|
|||||
Operating expenses
|
|
$
|
8,101
|
|
|
$
|
5,238
|
|
|
$
|
2,863
|
|
|
54.7
|
%
|
Operating expenses as % of sales
|
|
19.4
|
%
|
|
13.0
|
%
|
|
|
|
|
|||||
Operating income(a)
|
|
$
|
13,236
|
|
|
$
|
15,948
|
|
|
$
|
(2,712
|
)
|
|
(17.0
|
)%
|
Operating margin
|
|
31.7
|
%
|
|
39.4
|
%
|
|
|
|
|
|||||
(a) At the segment level, operating income does not include an allocation of general and administrative expenses.
|
•
|
Market conditions. The U.S. ag market is experiencing a very challenging start to the 2019 growing season. Wet, cool weather and abnormal flooding in North America have delayed and shortened the 2019 planting season. This has unfavorably impacted Applied Technology, as the division's core customers, ag retailers, were limited in the amount of field application activities that could be performed during the first quarter of fiscal 2020. Due to these challenging field conditions, some ag retailers expect to experience double-digit declines in sales during calendar year 2019, and this will likely impact the amount they invest in new machines or technology upgrades in the aftermarket. We expect this to impact the planned number of new machine builds for some OEMs this year. While unfavorable, these circumstances are expected to be short-term in nature, as the long-term demand for precision agriculture technology is expected to grow considerably.
|
•
|
Sales volume and selling prices. First quarter fiscal 2020 net sales increased $1.3 million or 3.2%, to $41.7 million compared to $40.4 million in the prior year. Higher sales volume of both new and existing products, rather than a change in selling price, was the primary driver of this increase. Geographically, international sales were up 11.3% year-over-year, and domestic sales were flat year-over-year. International sales growth was driven primarily by strong growth in Latin America, particularly Brazil. The Company does not generally model comparative market share position for its divisions, but the Company believes Applied Technology has increased its market share in the first quarter of fiscal 2020.
|
•
|
International sales. For the first quarter of fiscal 2020, international sales totaled $12.1 million, up 11.3% from $10.9 million in the prior year comparative period. International sales represented 29.1% of segment revenue compared to 27.0% of segment revenue in the prior year comparative period. Strong growth in Latin America, particularly Brazil, drove the year-over-year increase. Sales to this key agricultural region are growing largely due to the investment in and establishment of the division's Latin America headquarters in Brazil in the first quarter of last year.
|
•
|
Gross margin. Gross margin decreased from 52.4% in the prior year first quarter to 51.1% in the first quarter of fiscal 2020. The year-over-year decrease in profitability for the three-month period was driven primarily by higher material related expenses.
|
•
|
Operating expenses. Fiscal 2020 first quarter operating expense as a percentage of net sales was 19.4%, up from 13.0% in the prior year comparative period. The increase for the three-month period was driven primarily by increased research and development investment along with integration and acquisition expenses related to the acquisition of AgSync. Additionally, prior year operating expenses benefited from favorable legal recoveries which did not repeat in the first quarter of this year.
|
|
|
Three Months Ended
|
|||||||||||||
(dollars in thousands)
|
|
April 30,
2019 |
|
April 30,
2018 |
|
$ Change
|
|
% Change
|
|||||||
Net sales
|
|
$
|
44,292
|
|
|
$
|
59,992
|
|
|
$
|
(15,700
|
)
|
|
(26.2
|
)%
|
Gross profit
|
|
8,847
|
|
|
15,186
|
|
|
(6,339
|
)
|
|
(41.7
|
)%
|
|||
Gross margin
|
|
20.0
|
%
|
|
25.3
|
%
|
|
|
|
|
|||||
Operating expenses
|
|
$
|
2,484
|
|
|
$
|
1,990
|
|
|
$
|
494
|
|
|
24.8
|
%
|
Operating expenses as % of sales
|
|
5.6
|
%
|
|
3.3
|
%
|
|
|
|
|
|||||
Operating income(a)
|
|
$
|
6,363
|
|
|
$
|
13,196
|
|
|
$
|
(6,833
|
)
|
|
(51.8
|
)%
|
Operating margin
|
|
14.4
|
%
|
|
22.0
|
%
|
|
|
|
|
|||||
(a) At the segment level, operating income does not include an allocation of general and administrative expenses.
|
•
|
Market conditions. Oil prices have remained relatively strong since the start of 2019, and although Engineered Films is more diversified and less dependent on the energy market compared to recent years, the energy market still plays an important role in the division's overall success. One of the leading indicators, other than oil prices, is Permian Basin rig counts, which were relatively flat year-over-year in the first quarter. If strength in oil prices is sustained and rig counts follow, this is expected to favorably impact the division's growth in the geomembrane market in fiscal 2020. The Company does not generally model comparative market share position for its divisions, but the Company believes Engineered Films has maintained its market share in the first quarter of fiscal 2020.
|
•
|
Sales volume and selling prices. First quarter net sales were $44.3 million, a decrease of $15.7 million, or 26.2%, compared to fiscal 2019 first quarter net sales of $60.0 million. A larger decrease in sales volume, measured in pounds sold, rather than the change in selling price was the primary driver of this year-over-year decline. Included in prior year's first quarter net sales was $8.9 million of hurricane recovery film sales which did not reoccur in the first quarter of fiscal 2020. The division also went live on its new ERP platform and experienced temporary operating inefficiencies. This resulted in delays in processing and fulfilling certain orders during the first quarter of fiscal 2020 and the Company estimates that approximately $2.5 million in sales were pushed into future quarters as a result. Additionally, power outages caused by an ice storm resulted in an unexpected two-day plant shutdown in the first quarter. The Company estimates this shutdown reduced division sales in the first quarter of fiscal year 2020 by approximately $2 million. Together, these temporary operational challenges are estimated to have negatively impacted first quarter net sales by approximately $4.5 million.
|
•
|
Gross margin. For the three-month period ended April 30, 2019, gross margin was 20.0%. Gross margin for the three-month period ended April 30, 2018, was 25.3%. The year-over-year decrease in gross margin for the three-month period was primarily driven by lower sales volume, including the significant reduction in hurricane recovery film sales, and the corresponding negative operating leverage. In addition, the temporary operational challenges had an unfavorable impact to division gross margin.
|
•
|
Operating expenses. As a percentage of net sales, operating expenses were 5.6% in the current year three-month period as compared to 3.3% in the prior year comparative period. The year-over-year increase was led by higher legal expenses and a decrease in sales volume.
|
|
|
Three Months Ended
|
|||||||||||||
(dollars in thousands)
|
|
April 30,
2019 |
|
April 30,
2018 |
|
$ Change
|
|
% Change
|
|||||||
Net sales
|
|
$
|
12,190
|
|
|
$
|
10,901
|
|
|
$
|
1,289
|
|
|
11.8
|
%
|
Gross profit
|
|
4,881
|
|
|
3,641
|
|
|
1,240
|
|
|
34.1
|
%
|
|||
Gross margin
|
|
40.0
|
%
|
|
33.4
|
%
|
|
|
|
|
|||||
Operating expenses
|
|
$
|
2,885
|
|
|
$
|
836
|
|
|
$
|
2,049
|
|
|
245.1
|
%
|
Operating expenses as % of sales
|
|
23.7
|
%
|
|
7.7
|
%
|
|
|
|
|
|||||
Operating income(a)
|
|
$
|
1,996
|
|
|
$
|
2,805
|
|
|
$
|
(809
|
)
|
|
(28.8
|
)%
|
Operating margin
|
|
16.4
|
%
|
|
25.7
|
%
|
|
|
|
|
|||||
(a) At the segment level, operating income does not include an allocation of general and administrative expenses.
|
•
|
Market conditions. Aerostar’s business consists of proprietary products and services to the aerospace/defense and commercial lighter-than-air markets. The Company does not generally model comparative market share position for its divisions, but the Company believes Aerostar has maintained its market share in the first quarter of fiscal 2020.
|
•
|
Sales volume. Net sales increased 11.8% from $10.9 million for the three-month period ended April 30, 2018, to $12.2 million for the three-month period ended April 30, 2019. This increase was driven by improved stratospheric balloon and radar sales. Deliveries on the previously announced five-year $36 million radar contract drove growth in radar sales in the first quarter.
|
•
|
Gross margin. For the three-month period, gross margin increased from 33.4% to 40.0%. The increase in profitability for the three-month period was primarily due to increased leverage on higher sales volume.
|
•
|
Operating expenses. First quarter fiscal 2020 operating expense was $2.9 million, or 23.7% of net sales, an increase from 7.7% of net sales in the first quarter of fiscal 2019. The division increased investment in research and development activities to further enhance its engineering services and flight operations capabilities.
|
|
|
Three Months Ended
|
||||||
(dollars in thousands)
|
|
April 30,
2019 |
|
April 30,
2018 |
||||
Administrative expenses
|
|
$
|
6,475
|
|
|
$
|
10,403
|
|
Administrative expenses as a % of sales
|
|
6.6
|
%
|
|
9.4
|
%
|
||
Other income (expense), net
|
|
$
|
(69
|
)
|
|
$
|
5,679
|
|
Effective tax rate
|
|
12.2
|
%
|
|
18.6
|
%
|
(dollars in thousands)
|
|
April 30,
2019 |
|
January 31,
2019 |
|
April 30,
2018 |
||||||
Cash and cash equivalents
|
|
$
|
61,370
|
|
|
$
|
65,787
|
|
|
$
|
51,317
|
|
|
|
Three Months Ended
|
||||||
(dollars in thousands)
|
|
April 30, 2019
|
|
April 30, 2018
|
||||
Cash provided by operating activities
|
|
$
|
8,762
|
|
|
$
|
13,603
|
|
Cash (used in) provided by investing activities
|
|
(2,441
|
)
|
|
3,185
|
|
||
Cash used in financing activities
|
|
(10,665
|
)
|
|
(5,775
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
(73
|
)
|
|
(231
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
|
$
|
(4,417
|
)
|
|
$
|
10,782
|
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
Period
|
|
Total number of shares purchased under the plan
|
|
Weighted average price paid per share (or unit)
|
|
Total amount purchased including commissions
|
|
Dollar value of shares (or units) that may be purchased under the plan
|
|||||||
February 1 to February 28, 2019
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
||
March 1 to March 31, 2019
|
|
60,700
|
|
|
37.57
|
|
|
2,280,420
|
|
|
|
||||
April 1 to April 30, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||
Total as of and for the fiscal quarter ended April 30, 2019
|
|
60,700
|
|
|
$
|
37.57
|
|
|
$
|
2,280,420
|
|
|
$
|
25,678,930
|
|
Exhibit
Number
|
|
Description
|
|
|
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
101.INS
|
|
Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
|
RAVEN INDUSTRIES, INC.
|
|
||
|
|
|
||
|
/s/ Steven E. Brazones
|
|
||
|
Steven E. Brazones
|
|
||
|
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Raven Industries, Inc. (the Registrant);
|
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; and
|
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 such 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 Registrant's board of directors (or others performing the equivalent function):
|
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 controls over financial reporting.
|
Dated: May 30, 2019
|
/s/ Daniel A. Rykhus
|
|
Daniel A. Rykhus
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Raven Industries, Inc. (the Registrant);
|
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; and
|
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 such 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 Registrant's board of directors (or others performing the equivalent function):
|
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 controls over financial reporting.
|
Dated:May 30, 2019
|
/s/ Steven E. Brazones
|
|
Steven E. Brazones
|
|
Vice President and Chief Financial Officer
|
•
|
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
•
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Raven Industries, Inc.
|
Dated: May 30, 2019
|
/s/ Daniel A. Rykhus
|
|
Daniel A. Rykhus
|
|
President and Chief Executive Officer
|
•
|
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
•
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Raven Industries, Inc.
|
Dated: May 30, 2019
|
/s/ Steven E. Brazones
|
|
Steven E. Brazones
|
|
Vice President and Chief Financial Officer
|
|
|