The Company's 2022 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 year ended April 30, 2022. The following discussion and analysis describes material changes in the Company's financial condition since April 30, 2022. The analysis of results of operations compares the three and nine months ended January 31, 2023 with the comparable periods of the prior year.

Results of Operations

Sales for the quarter were $60,821,000, an increase from sales of $40,633,000 in the comparable period of the prior year. Domestic sales for the quarter were $36,134,000, up 22.4% from sales of $29,531,000 in the comparable period of the prior year. The increase in Domestic sales was predominantly from higher input costs being rolled into product pricing. International sales for the quarter were $24,687,000, up 122.4% from sales of $11,102,000 in the comparable period of the prior year. International sales increased when compared to the prior year period due to the delivery of large projects booked in the prior fiscal year.

Sales for the nine months ended January 31, 2023 were $165,508,000, an increase from sales of $119,157,000 in the comparable period of the prior year. Domestic sales for the quarter were $111,593,000, up 25.2% from sales of $89,128,000 in the comparable period of the prior year. The increase in Domestic sales was predominantly from higher input costs being rolled into product pricing. International sales for the quarter were $53,915,000, up 79.5% from sales of $30,029,000 in the comparable period of the prior year. International sales increased when compared to the prior year period due to the delivery of large projects booked in the prior fiscal year.

The Company's order backlog was $153.2 million at January 31, 2023, as compared to $138.1 million at January 31, 2022, and $173.9 million at April 30, 2022.

The gross profit margin for the three months ended January 31, 2023 was 17.0% of sales, as compared to 13.8% of sales in the comparable quarter of the prior year. The gross profit margin for the nine months ended January 31, 2023 was 15.2% of sales, as compared to 12.5% of sales in the comparable quarter of the prior year. The increase in gross profit margin percentage for the three and nine months ended January 31, 2023 is primarily due to higher input costs being rolled into domestic pricing for the current fiscal year as compared to the prior year comparable periods. During the three and nine months ended January 31, 2022, the Company's gross profit margin percentage was unfavorably impacted by increases in steel, wood, and epoxy resin raw material costs that could not be added to existing fixed-price contracts of $424,000 and $4,186,000, respectively.

Operating expenses for the three months ended January 31, 2023 were $8,026,000, or 13.2% of sales, as compared to $6,490,000, or 16.0% of sales, in the comparable period of the prior year. Operating expenses for the nine months ended January 31, 2023 were $22,564,000, or 13.6% of sales, as compared to $19,742,000, or 16.6% of sales, in the comparable period of the prior year. The increase in operating expenses for the three months ended January 31, 2023 was primarily due to increases in administrative wages, benefits, inventive and stock-based compensation of $122,000, consulting and professional fees of $195,000, marketing expenses of $53,000, bad debt expense of $58,000, corporate governance expenses of $30,000, and increases in international operating expenses of $730,000. The increase in operating expenses for the nine months ended January 31, 2023 was primarily due to increases in consulting and professional fees of $671,000, bad debt expense of $51,000, corporate governance expenses of $18,000, and increases in international operating expenses of $2,037,000, partially offset by reductions in administrative wages, benefits, and stock-based compensation of $579,000, and marketing expense of $137,000. The increase in operating expenses for the nine months ended January 31, 2023 also included a one-time charge related to the write-down of a prior year insurance claim in the amount of $260,000. The increase in international operating expenses for the three and nine months ended January 31, 2023 is related to the continued sales growth in the International operating segment.


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Interest expense, net was $436,000 and $1,190,000 for the three and nine months ended January 31, 2023, as compared to $158,000 and $396,000 for the comparable periods of the prior year. The changes in interest expense were primarily due to changes in the levels of bank borrowings and the Sale-Leaseback financing transaction.

The effective income tax rate for the three and nine months ended January 31, 2023 was 46.7% and 87.8%, respectively, as compared to (45.0)% and (17.5)% for the three and nine months ended January 31, 2022, respectively. Income tax expense of $962,000 and $399,000 was recorded for the three months ended January 31, 2023 and 2022, respectively. Income tax expense of $1,911,000 and $845,000 was recorded for the nine months ended January 31, 2023 and 2022, respectively. The change in the effective tax rate for the three and nine months ended January 31, 2023 reflects the impact of international operations which are taxed at different rates, combined with no U.S. tax benefit being recorded for the most recent quarter due to the Company's full valuation allowance position. See Note K , Income Taxes, of the Notes to Condensed Consolidated Financial Statements for additional information.

Non-controlling interests related to the Company's subsidiaries not 100% owned by the Company increased net loss by $375,000 and $532,000 for the three and nine months ended January 31, 2023, respectively, compared to $33,000 and $89,000, 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 of the subsidiaries in the related period.

Net earnings was $723,000, or $0.25 per diluted share, for the three months ended January 31, 2023, compared to a net loss of $1,319,000, or $(0.47) per diluted share, in the prior year period. Net loss was $267,000, or $(0.09) per diluted share, for the nine months ended January 31, 2023, compared to $5,764,000, or $(2.07) per diluted share, in the prior year period.

Liquidity and Capital Resources

Our principal sources of liquidity have historically been funds generated from operating activities. In addition, on March 24, 2022, we executed a Sale-Leaseback financing transaction with respect to our manufacturing and corporate facilities in Statesville, North Carolina to provide additional liquidity. See Note G , Sale-Leaseback Financing Transaction for more information. Additionally, certain machinery and equipment are financed by non-cancellable operating leases. The Company believes that these sources will be sufficient to support ongoing business requirements in the current fiscal year, including capital expenditures.

The Company had working capital of $47,348,000 at January 31, 2023, compared to $49,272,000 at April 30, 2022. The ratio of current assets to current liabilities was 2.1-to-1.0 at January 31, 2023, compared to 2.2-to-1.0 at April 30, 2022.

As previously reported in the Company's 2022 Annual Report on Form 10-K , the Company was compliant at April 30, 2022 with all of the financial covenants under its prior revolving credit facility. On June 27, 2022, the Company terminated its prior credit agreement with Wells Fargo, National Bank (the "Prior Credit Agreement"). At the time of termination, there were no borrowings under the Prior Credit Agreement, and the Company did not incur any material termination penalties as a result of the termination. On December 19, 2022, the Company entered into a Credit and Security Agreement with Mid Cap Funding IV Trust and the lenders from time to time party thereto (the "Credit Agreement"). The Credit Agreement provides for a secured revolving line of credit initially of up to $15.0 million. At January 31, 2023, there were $3.0 million outstanding under the revolving credit facility governed by the Credit Agreement. For additional information concerning the credit agreement, see Note F , Long-Term Debt and Other Credit Arrangements.

The Company used cash of $3,547,000 during the nine months ended January 31, 2023, primarily for decreases in accounts payable and other accrued expenses of $4.5 million and receivables of $2.8 million and increases in prepaid expenses and other assets of $1.6 million, partially offset by an increase in deferred revenue of $1.5 million and a decrease in inventory of $2.4 million. During the nine months ended January 31, 2023, the Company used net cash of $1,562,000 in investing activities, all of which was used for capital expenditures. The Company's financing activities provided cash of $17,089,000 during the nine months ended January 31, 2023, primarily from proceeds of the sale-leaseback financing transaction that was previously recorded as a note receivable at April 30, 2022, proceeds from a small balance being drawn on the new credit facility, and short-term borrowings by our International subsidiaries.

Outlook

The Company's ability to predict future demand for its products continues to be limited given its role as subcontractor or supplier to dealers for subcontractors. Demand for the Company's products is also dependent upon the number of laboratory construction projects planned and/or current progress in projects already under construction. The Company's earnings are also impacted by fluctuations in prevailing pricing for projects in the laboratory construction marketplace and increased costs of raw materials, including steel, wood, and epoxy resin, and whether the Company can increase product prices to customers in


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amounts that correspond to such increases without materially and adversely affecting sales. Additionally, since prices are normally quoted on a firm basis in the industry, the Company bears the burden of possible increases in labor and material costs between the quotation of an order and delivery of a product.

The Company continues to improve the quality of the order backlog by delivering a portion of the lower margin direct sales orders and replacing those orders in the backlog with higher margin product orders. This dynamic, as well as the Company's ability to focus solely on supporting its dealers and distribution channel partners domestically and the continued growth of its International business, positions Kewaunee well as the Company moves through the balance of the fiscal year.


Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

Certain statements in this document constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Reform Act"). All statements other than statements of historical fact included in this Quarterly Report, including statements regarding the Company's future financial condition, results of operations, business operations and business prospects, are forward-looking statements. Words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "predict," "believe" and similar words, expressions and variations of these words and expressions are intended to identify forward-looking statements. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions, and other important factors that could significantly impact results or achievements expressed or implied by such forward-looking statements. Such factors, risks, uncertainties and assumptions include, but are not limited to: competitive and general economic conditions, including disruptions from government mandates, both domestically and internationally, as well as supplier constraints and other supply disruptions; changes in customer demands; technological changes in our operations or in our industry; dependence on customers' required delivery schedules; risks related to fluctuations in the Company's operating results from quarter to quarter; risks related to international operations, including foreign currency fluctuations; changes in the legal and regulatory environment; changes in raw materials and commodity costs; acts of terrorism, war, governmental action, and natural disasters and other Force Majeure events. The cautionary statements made pursuant to the Reform Act herein and elsewhere by us should not be construed as exhaustive. We cannot always predict what factors would cause actual results to differ materially from those indicated by the forward-looking statements. Over time, our actual results, performance, or achievements will likely differ from the anticipated results, performance or achievements that are expressed or implied by our forward-looking statements, and such differences might be significant and harmful to our stockholders' interest. Many important factors that could cause such differences are described under the caption "Risk Factors" in Item 1A in the Company's 2022 Annual Report on Form 10-K, which you should review carefully. These forward-looking statements speak only as of the date of this document. The Company assumes no obligation, and expressly disclaims any obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise.

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