SECURITIES & EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly report pursuant to section 13 or 15(d) of
the Securities Exchange Act of 1934. For the quarterly
period ended September 30, 1998.
[ ] Transition report pursuant to section 13 or 15(d)
of the Securities Exchange Act of 1934. For the Transition
period from _______________ to _______________.
Commission File Number 0-14714
Astec Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)
Tennessee 62-0873631
(State or other jurisdiction of
incorporation or organization) (I.R.S. Employer Identification No.)
4101 Jerome Avenue, Chattanooga, Tennessee 37407
(Address of Principal Executive Offices) (Zip Code)
(423) 867-4210
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has
filed all reports required to be filed by Section 13 or 15
(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (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 X NO _______
Indicate the number of shares outstanding of each of
the registrant's classes of stock as of the latest
practicable date.
Class Outstanding at September 30, 1998
Common Stock, par value $0.20 9,429,580
ASTEC INDUSTRIES, INC.
INDEX
Page Number
PART I - Financial Information Item 1. Financial Statements-Unaudited
Consolidated Balance Sheets as of
September 30, 1998 and December 31, 1997
Consolidated Statements of Income
for the Three and Nine Months Ended September 30,
1998 and 1997
Consolidated Statements of Cash Flows
for the Nine Months Ended September 30, 1998
and 1997
Notes to Unaudited Consolidated Financial
Statements
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations
PART II - Other Information
Item 1. Legal Proceedings
Item 5. Other Items
Item 6. Exhibits and Reports on Form 8-K
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
UNAUDITED
(IN THOUSANDS)
SEPTEMBER SEPTEMBER
1998 1997
ASSETS
CURRENT ASSETS
CASH AND CASH EQUIVALENTS 1,213 818
RECEIVABLES - NET 60,218 41,569
INVENTORIES 64,677 54,581
PREPAID EXPENSES AND OTHER 18,671 13,294
TOTAL CURRENT ASSETS 144,779 110,262
PROPERTY AND EQUIPMENT - NET 71,420 62,890
OTHER ASSETS 21,108 9,283
TOTAL ASSETS 237,307 182,435
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
CURRENT MATURITIES OF LONG-TERM DEBT 500 602
ACCOUNTS PAYABLE - TRADE 24,118 18,308
OTHER ACCRUED LIABILITIES 41,649 26,721
TOTAL CURRENT LIABILITIES 66,267 45,631
LONG-TERM DEBT, LESS CURRENT MATURITIES 38,975 29,910
OTHER LONG-TERM LIABILITIES 6,944 4,257
TOTAL SHAREHOLDERS' EQUITY 125,121 102,637
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 237,307 182,435
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS)
(UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
1998 1997 1998 1997
NET SALES $88,797 $65,040 $285,085 $201,179
COST OF SALES 66,622 50,407 214,780 152,906
GROSS PROFIT 22,175 14,633 70,305 48,273
S,G, & A EXPENSES 11,822 9,439 37,336 28,569
INCOME FROM OPERATIONS 10,353 5,194 32,969 19,704
INTEREST EXPENSE 660 512 2,061 1,690
OTHER INCOME, NET OF EXPENSE (59) (2) 241 194
INCOME BEFORE INCOME TAXES 9,634 4,680 31,149 18,208
INCOME TAXES 3,855 1,859 12,422 7,237
NET INCOME 5,779 2,821 18,727 10,971
EARNINGS PER COMMON SHARE
BASIC $0.61 $0.30 $2.00 $1.14
DILUTED $0.59 $0.30 $1.94 $1.12
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
BASIC 9,417,189 9,317,580 9,381,855 9,635,563
DILUTED 9,745,784 9,526,525 9,674,677 9,784,567
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
SEPTEMBER SEPTEMBER
1998 1997
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $18,727 $10,971
ADJUSTMENTS TO RECONCILE NET INCOME TO
NET CASH PROVIDED BY OPERATING ACTIVITIES:
DEPRECIATION AND AMORTIZATION 5,764 4,587
PROVISION FOR DOUBTFUL ACCOUNTS 344 280
PROVISION FOR INVENTORY RESERVE 1,431 1,189
PROVISION FOR WARRANTY RESERVE 3,436 2,371
(GAIN) LOSS ON SALE OF FIXED ASSETS (48) 462
PROVISION FOR PENSION RESERVE 121
(INCREASE) DECREASE IN:
TRADE RECEIVABLES (16,304) (5,362)
FINANCE RECEIVABLES (14,603) (1,745)
INVENTORIES (568) (6,331)
PREPAID EXPENSES AND OTHER (11,142) (5,786)
OTHER RECEIVABLES (126) (423)
OTHER NON-CURRENT ASSETS (167) (99)
INCREASE (DECREASE) IN:
ACCOUNTS PAYABLE 2,696 3,694
ACCRUED PRODUCT WARRANTY (2,629) (1,216)
OTHER ACCRUED LIABILITIES 5,705 623
INCOME TAXES PAYABLE 12,480 9,973
TOTAL ADJUSTMENTS (13,610) 2,217
NET CASH PROVIDED BY OPERATING ACTIVITIES 5,117 13,188
CASH FLOWS FROM INVESTING ACTIVITIES:
PROCEEDS FROM SALE OF PROPERTY
AND EQUIPMENT - NET 318 338
EXPENDITURES FOR PROPERTY AND EQUIPMENT (11,675) (6,327)
NET CASH USED BY INVESTING ACTIVITIES (11,357) (5,989)
CASH FLOWS FROM FINANCING ACTIVITIES:
NET BORROWINGS (REPAYMENTS) UNDER REVOLVING
CREDIT AGREEMENT (4,173) 2,080
TENDER OFFER STOCK REPURCHASE (7,760)
BORROWINGS (REPAYMENTS) UNDER LOAN AND
NOTE AGREEMENTS 7,919 (4,116)
PROCEEDS FROM ISSUANCE OF COMMON STOCK 781 33
NET CASH PROVIDED (USED) BY FINANCING
ACTIVITIES 4,527 (9,763)
NET DECREASE IN CASH (1,713) (2,564)
CASH AT BEGINNING OF PERIOD 2,926 3,382
CASH AT END OF PERIOD $1,213 $ 818
ASTEC INDUSTRIES, INC
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. The information contained in the unaudited consolidated
balance sheets, the unaudited consolidated statements of
income, and the unaudited consolidated statements of cash
flows reflect all adjustments consisting of normal
recurring accruals which are, in the opinion of management,
necessary to present a fair statement of the results for the
periods covered.
2. Receivables are net of allowance for doubtful accounts
of $1,380,000 and $1,342,000 for September 30, 1998 and
December 31, 1997, respectively.
3. Inventories are stated at the lower of first-in, first-
out, cost or market and consist of the following:
(in thousands)
September 30, December 31,
1998 1997
Raw Materials $27,204 $27,987
Work-in-Process 17,976 15,920
Finished Goods 19,497 25,488
Total $64,677 $ 69,395
4. Property and equipment is stated at cost. Property and
equipment is net of accumulated depreciation of $35,835,000
and $31,747,000 for September 30, 1998 and December 31,
1997, respectively.
5. Earnings per share are computed in accordance with SFAS
No. 128.
6. Certain customers have financed purchases of Astec
products through arrangements in which the Company is
contingently liable for customer debt aggregating
approximately $1,372,000 at September 30, 1998, and
$1,793,000 at December 31, 1997.
7. There have been no material developments in legal
proceedings previously reported. See "Management's
Discussion and Analysis of Financial Condition and Results
of Operations" in Part I - Item 2 "Contingencies" of this
Report.
8. Approximately 80% to 85% of the Company's business volume
normally occurs during the first nine months of each year.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
When used in this report, press releases and elsewhere
by management or the Company from time to time, the words,
"believes," "anticipates," and "expects" and similar
expressions are intended to identify forward-looking
statements that involve certain risks and uncertainties. A
variety of factors could cause actual results to differ
materially from those anticipated in the Company's forward-
looking statements, some of which include market conditions
in the road building and related construction equipment
industry, competition in the Company's markets from existing
and new competitors and the products or services they
provide, the ability to expand in existing markets and
penetrate new markets, federal and state legislation
affecting infrastructure, and other risk factors that are
discussed from time to time in the Company's SEC reports.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date
such statements are made. The Company undertakes no
obligations to publicly release the results of any revisions
to these forward-looking statements that may be made to
reflect events or circumstances after the date such
statements are made or to reflect the occurrence of
unanticipated events.
On November 2, 1998, the Company announced it acquired
substantially all of the assets of Johnson Crushers
International, Inc. ("JCI") located in Eugene, Oregon for
approximately $7,000,000 cash, with a potential three year
earn-out of approximately $5,500,000. The final purchase
price is subject to adjustment based upon due diligence
work to be performed in December 1998. The acquired business
designs, manufactures and markets aggregate processing
equipment, including the JCI line of portable and stationary
cone crushers and horizontal screens. The new business will
continue to be operated under the name Johnson Crushers
International, Inc. as a wholly owned subsidiary of Astec
Industries, Inc. and will remain headquartered in Eugene,
Oregon.
Results of Operations
For the three months ended September 30, 1998, net
sales increased to $88,797,000 from $65,040,000 for the
three-months ended September 30, 1997, representing an
increase of $23,757,000 or approximately 36.5%. The
acquisition of Kolberg-Pioneer, Inc. during December 1997,
accounted for approximately $12,750,000 of the increase in
sales for the third quarter of 1998 compared to the third
quarter of 1997. The remainder of the increase in net sales
for the third quarter of 1998 related primarily to increased
sales of asphalt mixing plants and related components and
sales of paving equipment. International sales for the
third quarter of 1998 increased to $22,770,000 from
$16,022,000 for the same period of 1997, an increase of
approximately $6,748,000 or 42.1%.
Net sales for the nine months ended September 30, 1998
increased approximately 41.7% to $285,085,000 from
$201,179,000 for the same period of 1997. For the nine
months ended September 30, 1998 compared to the same period
of 1997, approximately $39,642,000 or 47.2% of the increase
in net sales is attributable to net sales of Kolberg-
Pioneer, Inc. The remainder of the increase in net sales
for the nine months ended September 30, 1998 is attributable
to increased sales of asphalt mixing plants and related
components, increased sales of aggregate crushing equipment
and increased international sales volume. International
sales for the nine months ended September 30, 1998 increased
to $49,552,000 from $38,616,000 for the nine months ended
September 30, 1997.
Gross profit for the quarter ended September 30, 1998
increased to $22,175,000 from $14,633,000 for the quarter
ended September 30, 1997, while the gross profit percentage
for the three months ended September 30, 1998 increased to
25.0% from 22.5% at September 30, 1997. The increase in the
gross profit percentage for the quarter ended September 30,
1998 compared to the same quarter in 1997 relates primarily
to increased international sales volume and improved
customer pricing on customization.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
Gross profit for the nine months ended September 30,
1998 was $70,305,000 compared to gross profit of $48,273,000
for the same period of 1997. The gross profit percentage
for the nine months ended September 30, 1998 was 24.7%
compared to 24.0% for the nine months ended September 30,
1997.
Selling, general, and administrative expenses for the
quarter ended September 30, 1998 were $11,822,000 or 13.3%
of net sales, compared to $9,439,000 or 14.5% of net sales
for the same period of 1997. The increase in selling,
general and administrative expenses for the quarter ended
September 30, 1998 compared to the same quarter in 1997, was
due mainly to increased sales department expenses for
increased sales personnel and their related selling
expenses. Approximately $795,000 of the increase in
selling, general and administrative expenses for the quarter
ended September 30, 1998 compared to the same period of
1997, related to selling, general and administrative
expenses of Kolberg-Pioneer, Inc., acquired in December,
1997.
Selling, general and administrative expenses for the
nine months ended September 30, 1998 increased to
$37,336,000, from $28,569,000 for the nine months ended
September 30, 1997, an increase of $8,767,000 or 30.7%.
Approximately 47.4% of the increase in selling, general and
administrative expenses for the nine months ended September
30, 1998, compared to the same period of 1997, related to
Kolberg-Pioneer, Inc. The remaining increase in selling,
general and administrative expenses was due mainly to
increased selling expense.
Interest expense increased to $660,000 for the third
quarter of 1998 from $512,000 for the third quarter of 1997.
Interest expense as a percentage of net sales decreased to
.7% for the quarter ended September 30, 1998 from .8% for
the same period of 1997.
Interest expense for the nine months ended September
30, 1998 increased $371,000 to $2,061,000 from $1,690,000
for the same period of 1997. The increase in interest
expense for the three and nine months ended September 30,
1998 compared to the three and nine months ended September
30, 1997, is due mainly to increased borrowing under of the
Company's revolving credit facility. The outstanding debt
under the revolving credit facility increased during 1998
compared to 1997 due to usage by the Company's captive
finance company for lease financing and by Astec Industries,
Inc. for financing the purchase of Kolberg-Pioneer in
December, 1997.
Other income, net of other expense, was a net expense
of $59,000 and $2,000 for the quarters ended September 30,
1998 and 1997, respectively.
Other income, net of other expense for the nine months
ended September 30, 1998 was $241,000 compared to other
income, net of other expense for the nine months ended
September 30, 1997 of $194,000, an increase in income of
$47,000.
Income tax expense for the third quarter of 1998
increased to $3,855,000 from $1,859,000 at September 30,
1997, an increase of $1,996,000 or 107.4%. Tax expense is
4.3% and 2.9% of net sales for the quarters ended September
30, 1998 and 1997, respectively. The effective tax rate for
the third quarter of 1998 and 1997 was 40.0% and 39.7%,
respectively.
Backlog of orders at September 30, 1998 was $64,771,000
compared to $46,763,000 at September 30, 1997. For
comparison, the September 30, 1997 backlog of Kolberg-
Pioneer was included in the September 30, 1997 backlog
amount. The majority of the increase in the backlog at
September 30, 1998 compared to that of September 30, 1997
related to a significant increase in domestic orders
for asphalt mixing plants and related components and an
increase in international orders for trenching and aggregate
crushing equipment.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
Liquidity and Capital Resources
As of September 30, 1998, the Company had working
capital of $78,512,000 compared to $71,459,000 at December
31, 1997.
Total short-term borrowings, including current
maturities of long-term debt, were $500,000 at September 30,
1998 and December 31, 1997. The total current maturities of
long-term debt at September 30, 1998 and December 31, 1997,
represent current maturities of outstanding Industrial
Revenue Bonds. Long-term debt, less current maturities was
$38,975,000 at September 30, 1998 and $35,230,000 at
December 31, 1997. The increase in outstanding debt at
September 30, 1998 compared to December 31, 1997, is due
mainly to financing the purchase of Kolberg-Pioneer, Inc. on
December 2, 1997. During August, 1998, the City of Yankton,
South Dakota issued $9,700,000 of Variable Fixed Rate Demand
Industrial Development Revenue Bonds, Series 1998, with
which the Company converted approximately $7,900,000 of the
outstanding revolving credit facility related to the
acquisition of Kolberg-Pioneer, Inc. to industrial revenue
bonds at more favorable interest rates.
Capital expenditures in 1998 for plant expansion and
for further modernization of the Company's manufacturing
processes, are expected to approach $15,000,000. The
Company expects to finance these expenditures using
internally generated funds. Capital expenditures for the
nine months ended September 30, 1998 were $11,675,000.
The Company has an unsecured revolving credit loan
agreement with First Chicago NBD. The line of credit is
$70,000,000. This credit facility expires November 22,
2002. At September 30, 1998, $19,556,000 of the line of
credit was utilized. Principal covenants under the First
Chicago credit agreement include ( i ) the maintenance of
certain levels of net worth and compliance with certain net
worth, leverage and interest coverage ratios, (ii) a
limitation on capital expenditures and rental expense, (iii)
a prohibition against dividends, and (iv) a prohibition on
large acquisitions except upon the consent of the lenders.
As part of the Company's $70,000,000 revolving credit
facility, Astec Financial Services, Inc. has a segregated
portion of up to a $30,000,000 line of credit. At September
30, 1998, Astec Financial Services, Inc. had utilized
$17,241,000 of this line, which is included in the above
stated utilization. Advances under this line of credit are
limited to _Eligible Receivables_ of Astec Financial
Services, Inc. as defined in the credit agreement. The
Company and Astec Financial Services were in compliance with
all financial covenants related to the line of credit at
September 30, 1998, with the exception of the limitation on
capital expenditures. First Chicago NBD has issued a waiver
for this covenant for the third quarter of 1998. In
addition, First Chicago NBD modified the revolving credit
agreement to limit capital expenditures to a percentage of
sales volume.
Year 2000
The Company recognizes the need to ensure its
operations will not be adversely impacted by Year 2000
software failures. The term _Year 2000_ is a general term
used to describe the various problems that may result from
the improper processing of dates and date-sensitive
calculations by computers and other machinery as the year
2000 is approached and reached. Software failures due to
processing errors potentially arising from calculations
using the Year 2000 date are a known risk.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
During the first quarter of 1998, the Company commenced
a comprehensive Year 2000 project to address all necessary
code changes, testing and implementation. The Company is
utilizing both internal and external resources to identify,
correct or reprogram, and test its systems for Year 2000
compliance. To date, substantial progress has been made
toward completion of the project. Since the Company updated
the majority of its personal computing equipment and related
software in recent years, most personal computer
equipment is compliant will need only a replacement chip or
a software update to become Year 2000 compliant. The
Company is scheduled to complete all updates or replacements
and related testing by June 1999. The Company has some
mainframe systems which will require either significant
reprogramming or replacement. The mainframe systems being
replaced were planned before the Year 2000 project, but the
assessments and implementations were accelerated due to Year
2000 issues. The Year 2000 budget includes the costs
related to replacement of mainframe systems, which are
capitalized on the Company's books. The Company presently
believes that with modifications or replacements of existing
software and certain hardware, the Year 2000 Issue will be
mitigated. However, in the unlikely event such modifications
and replacements are not made, or are not completed timely,
the Year 2000 Issue could have a material impact on the
operations of the Company.
The Company's plan to resolve the Year 2000 Issue
involves the following four phases: assessment,
remediation, testing, and implementation. The following
chart summarizes the percentage of completion for each of
the four phases of the Year 2000 project and the expected
completion dates for the phases not completed as of
September 30, 1998.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION - CONTINUED
Resolution Phases*
Assessment Remediation Testing Implementation
Information 90% 70% 40% 40 % Complete
Technology Complete Complete Complete
Expected
Expected Expected completion
completion completion date, 6/30/99
date, date,
12/31/98 6/30/99
E
x
p
o
s
u Operating
r Equipment 90% 80 % 60% 60% Complete
e with Complete Complete Complete
Embedded
T Chips Expected
y or Expected Expected completion
p Software completion completion date,
e date, date, 6/30/99
3/31/99 6/30/99
Products 100% 95% 95% 95% Complete
Complete Complete Complete
3rd
Party 70% 60% 60% 60% Complete
Complete Complete Complete
Expected
completion
date for
surveying
all third
parties,
12/31/98
* All percentage of completion amounts are approximations.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
The Company is utilizing both internal and external
resources to reprogram or replace, test, and implement the
software and operating equipment for Year 2000
modifications. The total cost of the Year 2000 project is
estimated to be $3,000,000 and is being funded through
operating cash flows. To date, the Company has incurred
approximately $2,100,000, related to all phases of the Year
2000 project. Of the total remaining project costs,
approximately $600,000 is attributable to the purchase of
new software and operating equipment, which will be
capitalized. The remaining $300,000 is related to repair of
hardware and software and will be expensed as incurred.
The Company manufactures products that use either
internally or externally developed software that is
susceptible to Year 2000. For customers with products which
contain externally developed software, the Company is
notifying them by mail that the Company does not own the
source code to these specific software products and cannot
provide a Year 2000 update. The Company does offer to
provide the customer, for a fee, a version of internally
generated software to replace that provided with the
original equipment. Some internally developed equipment
software was designed to be Year 2000 compliant. For
customers with products that contain internally developed
software that is not Year 2000 compliant, and the products
were purchased within the last five years, the Company is
sending out disks to update the software for Year 2000
compliance. If the equipment was purchased more that five
years earlier, the Company provides the software update for
a fee.
In addition, some of the Company's equipment, such as
asphalt plants, contain personal computers. The PC
equipment should be tested for year 2000 compliance. The
Company is mailing to its applicable customers instructions
to test their PC's for Year 2000 compliance. If the PC's
are not compliant, the customers are instructed to contact
the Company. Due to the nature of the Company's products,
updates and information provided following the initial
information letters is based upon individual inquiry
Furthermore, the Company is in the process of querying
its significant suppliers and any other external agents (no
external agents share information systems with the Company).
The progress of this process is shown in the above chart.
To date, the Company is not aware of any external agents
with a Year 2000 issue that would materially impact the
Company's results of operations, liquidity, or capital
resources. However, the Company has no means of ensuring
that external agents will be Year 2000 ready and the effect
of any non-compliance by external agents is not
determinable.
Management of the Company believes it has an effective
program in place to resolve the Year 2000 issue in a timely
manner. In the event that the Company does not complete any
additional phases, the Company could lose revenues due
to inability to manufacture its product, missed delivery
dates of equipment, and inability to provide
customer technical support to equipment in the field, among
other potential risks. In addition, the Company could be
subject to litigation for computer systems product failure.
The amount of potential liability and lost revenues cannot
be reasonably estimated at this time.
The Company currently has no contingency plans in place
in the event it does not complete all phases of the Year
2000 project. The Company plans to evaluate the status of
completion in March 1999 and determine whether such a plan
is necessary.
Contingencies
The Company is engaged in certain pending litigation
involving claims or other matters arising in the ordinary
course of business. Most of these claims involve product
liability or other tort claims for property damage or
personal injury against which the Company is insured. As a
part of its litigation management program, the Company
maintains general liability insurance covering product
liability and other similar tort claims providing the
Company coverage of $8,000,000 subject to a substantial
self-insured retention under the terms of which the Company
has the right to coordinate and control the management of
its claims and the defense of these actions.
Management has reviewed all claims and lawsuits and,
upon the advice of its litigation counsel, has made
provision for any estimable losses. Notwithstanding the
foregoing, the Company is unable to predict the ultimate
outcome of any outstanding claims and lawsuits.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There have been no material developments in the legal
proceedings previously reported by the registrant since the
filing of its Annual Report on Form 10-K for the year ended
December 31, 1997. See "Management's Discussion and
Analysis of Financial Condition and Results of Operations"
in Part I - Item 2 "Contingencies" of this Report.
Item 5. Other Items
Shareholder Proposals
The proxy statement solicited by the Board of Directors
of the Company with respect to the 1999 Annual Meeting of
Shareholders will confer discretionary authority on the
Company to vote on any shareholder proposals intended to be
presented for consideration at such Annual Meeting that are
submitted to the Company after February 8, 1999.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Index to Exhibits:
(27) Financial Data Schedule (EDGAR filing only)
(b) Reports on Form 8-K.
No reports on Form 8-K have been filed during the
quarter ended September 30, 1998.
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.
ASTEC INDUSTRIES, INC.
(Registrant)
11/13/98 /s/ J. Don Brock
Date J. Don Brock
Chairman of the Board
and President
11/13/98 /s/ Richard W. Bethea, Jr.
Date Richard W. Bethea
Vice President, Corporate
Counsel and Secretary
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<PERIOD-END> SEP-30-1998
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0
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<COMMON> 2,044
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