10-K: Arts-Way Reports Mixed FY25 Results, Boosted by Tax Credit
Annual Report
Arts-Way Manufacturing Co., Inc. reported a significant increase in net income for fiscal year 2025, primarily driven by an Employee Retention Credit refund, despite a decline in consolidated revenues and operating income.
Summary
- Consolidated net sales from continuing operations decreased by 6.2% to $22,975,000 in fiscal year 2025 from $24,499,000 in fiscal year 2024.
- Consolidated net income for fiscal year 2025 was $1,035,000, a substantial increase from $307,000 in fiscal year 2024, largely due to a $1,620,103 Employee Retention Credit (ERC) refund.
- The Agricultural Products segment experienced a 13.1% decline in net sales to $12,749,000, resulting in an operating loss of $1,462,000, though this was an improvement from a $1,510,000 loss in the prior year.
- The Modular Buildings segment saw a 4.0% increase in net sales to $10,226,000, generating operating income of $1,751,000, a decrease from $1,971,000 in the prior year.
- Working capital strengthened to $8,343,000 in fiscal 2025 from $6,492,000 in fiscal 2024, with the current ratio improving to 2.30 from 1.98.
- The company entered into a Solar System Purchase Agreement for $1,402,336, contingent on a USDA grant, expected to eliminate $155,000 in annual electricity costs for 30 years.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a mixed report. While a significant tax credit boosted net income and liquidity metrics improved, core operational performance, particularly in the Agricultural Products segment, remains challenged by market conditions. Strategic cost-cutting and growth in Modular Buildings are positive, but the reliance on a one-time gain for overall profitability is a concern.
Positives
- Consolidated net income significantly increased to $1,035,000 in FY2025, primarily due to a $1,620,103 Employee Retention Credit refund.
- Working capital improved by approximately $1,851,000 to $8,343,000, and the current ratio increased to 2.30, indicating stronger liquidity.
- The Modular Buildings segment demonstrated continued growth with a 4.0% increase in net sales to $10,226,000 and maintained a strong gross profit percentage of 32.2%.
- The Modular Buildings segment's backlog more than doubled to $4,882,000 as of February 2, 2026, compared to $2,403,000 in the prior year.
- Operating expenses from continuing operations decreased by 12.7% to $5,977,000, reflecting successful cost reduction efforts, including personnel layoffs and a CEO transition.
- The Agricultural Products segment improved its operating loss to $1,462,000 from $1,510,000 in the prior year, despite a revenue decline.
- New product developments in the Agricultural Products segment, such as a new head for the 12-row beet harvester, are projected to open new markets due to backwards compatibility.
- The company remains in compliance with all Bank Midwest loan covenants as of November 30, 2025.
- International sales increased to 4.0% of consolidated sales in FY2025 from 3.3% in FY2024, indicating growing global reach.
- A new Solar System Purchase Agreement is expected to eliminate 100% of electricity costs (approximately $155,000 annually) for 30 years, contingent on a USDA grant.
Negatives
- Consolidated net sales from continuing operations decreased by 6.2% to $22,975,000 in fiscal year 2025.
- Consolidated operating income decreased by 37% to $289,000 in fiscal year 2025.
- The Agricultural Products segment experienced a significant 13.1% decline in net sales due to depressed commodity prices, high borrowing rates, and rising input costs.
- Gross profit percentage decreased to 27.3% consolidated and 23.4% for the Agricultural Products segment, impacted by decreased sales volume and a 26% increase in steel prices.
- The Modular Buildings segment's operating income decreased to $1,751,000 from $1,971,000 in the prior year, despite revenue growth, due to increased operating expenses.
- The company consumed cash in operating activities, mainly due to increased inventory levels in the Agricultural Products segment ($1,437,000 cash consumed by inventory).
- The Agricultural Products segment's backlog decreased to $3,224,000 as of February 2, 2026, from $3,486,000 in the prior year, with beet equipment demand negatively impacted by a 44% decline in sugar beet payment per ton.
Risks
- Changes in credit markets could impact the ability to obtain financing on reasonable terms.
- Ability to repay current debt, meet debt obligations, and comply with financial covenants is crucial.
- The effect of inflation, interest rate fluctuations, and general economic conditions on product demand and supply costs.
- Fluctuations in seasonal demand and the company's production cycle can affect financial results.
- Reliance on suppliers to meet demands for raw materials and component parts, especially steel, which saw a 26% price increase.
- Decisions by original equipment manufacturer (OEM) customers regarding supply chain structure, inventory levels, and overall business conditions.
- Ability to predict and meet the demands of each market in which the segments operate.
- A decrease in demand for products in international markets could negatively impact sales.
- Potential product liability claims and other ordinary course litigation.
- Changes in environmental, health, and safety regulations and employment laws could increase compliance costs.
- Ability to fill open positions and retain key employees in a competitive labor market.
- Costs of complying with laws, regulations, and standards relating to corporate governance and public disclosure, and the demand such compliance places on management's time.
- Cybersecurity threats are continually evolving, and risk management systems may not fully mitigate all threats.
- The business is highly dependent on the farming industry, making it vulnerable to fluctuations in net farm income, commodity prices, crop damage, and government farm programs.
- Dependence on the network of dealers to influence customer decisions in the Agricultural Products segment.
- Reliance on foreign suppliers for certain materials, such as manure spreader beaters from Italy, poses a risk if access is disrupted by tariffs or other factors.
Future Outlook
Management anticipates an improvement in the agricultural market in fiscal 2026, driven by expected interest rate relief for farmers and continued increases in commodity prices. High beef prices are expected to sustain demand for livestock products. The Modular Buildings segment is projected to achieve similar results in fiscal 2026, benefiting from strong demand in research and agricultural buildings. The company plans to enhance product lines and increase margins through R&D, including new beet harvester technology. Strategic initiatives include utilizing favorable billing schedules in Modular Buildings and reducing Agricultural Products inventory to generate cash. The company also expects to acquire efficiency-improving equipment and believes current financing arrangements will cover liquidity needs for the next 12 months.
Management Comments
- "Our Agricultural Products segment saw a 13.1% decline in revenue in fiscal 2025 as commodity prices remained depressed from highs in 2023 coupled with high borrowing rates and rising input costs."
- "Our Modular Buildings segment increased revenues by 4.0% and once again recorded strong profitability."
- "We expect to have access to capital as needed throughout fiscal 2026 from the collection of receivables, sale of inventory and the completion of projects under contract in our Modular Buildings segment."
- "We believe that our current cash and financing arrangements will provide sufficient cash to finance operations for the next 12 months."
- "Our agriculture business is highly cyclical, and with forecasts of continued interest rate relief for farmers, as well as continued increases in commodity prices and easing of rising input costs, we believe things could begin to improve in fiscal 2026."
- "We expect the high price of beef will continue to fuel demand for our livestock products and are optimistic that interest rate cuts will continue to occur."
- "Our reputation as an industry leader in the research modular building industry is gaining traction, which has garnered the attention of repeat customers."
- "We expect our current CEO to remain in the role for the foreseeable future. We believe this will avoid extra administrative expenses, which is advantageous in today's market conditions."
- "We expect the engineering headcount reduction to be temporary, as we recognize the strategic value in new product development and continued product improvement."
- "It has been rare in our history that we have had readily available products on hand, so our goal is to make sure that when a farmer is ready to buy, our equipment lead times will be minimal."
- "We have seen a small uptick in demand at the start of the first quarter of 2026 in our Agricultural Products segment compared to the first quarter of fiscal 2025, which gives us some optimism that this agricultural cycle is trending upwards."
Industry Context
StockSavvy.ai notes that Arts-Way's Agricultural Products segment is navigating a challenging environment marked by depressed commodity prices and high input costs, a trend observed across the broader agricultural equipment industry. The company's strategy to build inventory in anticipation of market improvement, while risky, aims to capitalize on potential future demand. Conversely, the Modular Buildings segment's growth, particularly in research and agricultural facilities, aligns with increasing specialized infrastructure needs in academic and private research sectors. The company's focus on niche markets within agriculture and specialized modular construction allows it to compete effectively against larger, more diversified players by offering tailored solutions and faster delivery times.
Comparison to Industry Standards
- The company states it does not have a direct competitor with the same product offerings in its Agricultural Products segment, instead competing with many manufacturers on specific product lines. This suggests a niche market strategy rather than direct head-to-head competition with large diversified players like John Deere or CNH Industrial.
- In the Modular Buildings segment, the company highlights its ability to design and produce high-tech modular buildings more quickly than conventional design/build firms, with modular laboratories delivered in as little as six months compared to two to five years for conventional construction. This speed is a key competitive advantage in the specialized modular construction market.
- The company positions itself as one of the few suppliers of turnkey modular buildings and laboratories, emphasizing high-quality buildings at reasonable prices that meet customer time, flexibility, and security expectations, differentiating it from general construction firms.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director of Sales | Unknown (departed) | Not replaced; responsibilities absorbed by CEO, CFO, VP of Operations, and existing territory representatives. | End of fiscal 2024 | Pursued a new opportunity. |
| Inside Salesperson | Unknown (departed) | Promoted an inside salesman; responsibilities absorbed by CEO, CFO, VP of Operations, and existing territory representatives. | End of fiscal 2024 | Departure. |
| Chief Executive Officer | Unknown (stepped down) | Marc H. McConnell (Chairman of the Board) | October 2024 | Previous CEO stepped down; Chairman stepped in to avoid extra administrative expenses. |
| President (Modular Buildings) | Dan Palmer | Dan Palmer (part-time capacity) | Through second quarter of fiscal 2026 and possibly beyond | Transitioning to part-time role, with new business development manager assuming sales responsibilities. |
| Engineering Department Headcount | Higher headcount | Reduced headcount | Fiscal 2025 | Reduction in headcount to manage expenses; expected to be temporary. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Equity Incentive Plan | The 2020 Equity Incentive Plan replaced the 2011 Plan, adding 500,000 shares reserved for issuance. No further awards will be made under prior plans. | February 25, 2020 (Board approval), April 30, 2020 (stockholder approval) | Aimed at incentivizing employees, directors, and consultants through various equity awards, aligning interests with stockholders. |
| CEO Transition | The Chairman of the Board, Marc H. McConnell, assumed the role of CEO in October 2024 after the previous CEO stepped down. This is expected to avoid extra administrative expenses. | October 2024 | Centralizes leadership and aims to reduce administrative overhead, potentially streamlining decision-making in challenging market conditions. |
| Disclosure Controls and Internal Control over Financial Reporting | Management concluded that disclosure controls and procedures and internal control over financial reporting were effective as of November 30, 2025. | November 30, 2025 | Indicates sound financial reporting and internal control environment, providing reasonable assurance regarding reliability of financial statements. |
Legal Proceedings
- Not currently involved in any material legal proceedings, directly or indirectly, and not aware of any claims pending or threatened that could result in material legal proceedings.
Related Party Transactions
- Purchases of various supplies from companies in which Marc McConnell (Chairman, President, and CEO) has an ownership interest: $13,021 in fiscal 2025 (compared to $15,193 in fiscal 2024).
- The J. Ward McConnell Jr. Living Trust is paid a monthly fee to guarantee a portion of the company's term debt (2% of the personally guaranteed amount) in accordance with a USDA guarantee.
Stakeholder Impact
- Shareholders: Net income increased significantly due to a one-time tax credit, but underlying operational challenges in the Agricultural Products segment could impact long-term value. Improved working capital and debt compliance are positive for financial stability.
- Employees: Reductions in headcount in sales and engineering departments, and the potential use of a workshare program, indicate pressure on employment levels. However, the temporary nature of engineering reductions and efforts to retain quality employees in Modular Buildings suggest targeted adjustments.
- Customers (Agricultural Products): Depressed commodity prices and high input costs are negatively impacting farmers' purchasing power, leading to decreased demand for agricultural equipment. New product developments aim to address customer needs and open new markets.
- Customers (Modular Buildings): Strong demand continues, particularly from academic, government, and private research institutions, benefiting from the company's reputation for specialized, high-tech modular solutions.
- Creditors: The company remains in compliance with all loan covenants and has a positive banking relationship, indicating continued ability to access financing.
- Suppliers: Increased steel prices and reliance on foreign suppliers for certain components pose challenges, potentially affecting supply chain stability and costs.
Next Steps
- Improve current product lines and increase margins through R&D work in 2026.
- Utilize favorable billing schedules in the Modular Buildings segment to help fund operations in fiscal 2026.
- Reduce inventory in the Agricultural Products segment to provide cash in fiscal 2026.
- Utilize the Iowa Workforce Development Voluntary Workshare program if Agricultural Products backlog does not strengthen in Q1 2026.
- Acquire equipment to improve manufacturing efficiency in fiscal 2026.
- Complete the roof repair project on the Armstrong facility in fiscal 2026.
- Continue to develop new international markets for agricultural products.
- Await the outcome of the USDA REAP grant application for the solar energy system project.
Key Dates
| Date | Description |
|---|---|
| 1956 | Company began operations as a farm equipment manufacturer. |
| September 28, 2017 | Original Promissory Note for Term Loan with Bank Midwest, Commercial Security Agreements, and Mortgages were dated. |
| February 25, 2020 | Board of Directors authorized and approved the Arts-Way Manufacturing Co., Inc. 2020 Equity Incentive Plan. |
| April 30, 2020 | Stockholders approved the 2020 Equity Incentive Plan. |
| June 18, 2020 | U.S. Small Business Administration Economic Injury Disaster Loan (EIDL) Loan One executed. |
| June 24, 2020 | U.S. Small Business Administration Economic Injury Disaster Loan (EIDL) Loan Two executed. |
| May 31, 2021 | End of the second quarter of 2021, related to Employee Retention Credit. |
| August 31, 2021 | End of the third quarter of 2021, related to Employee Retention Credit. |
| December 18, 2022 | Monthly installment payments began for SBA EIDL Loan One. |
| December 24, 2022 | Monthly installment payments began for SBA EIDL Loan Two. |
| Third quarter of fiscal 2023 | Company ceased operations of its Tools business. |
| October 1, 2023 | Employee Retention Credit amended tax returns filed with the IRS. |
| October 21, 2024 | Sale of remaining real estate associated with the Tools segment completed. |
| October 2024 | CEO stepped down, and the Chairman of the Board, Marc McConnell, assumed the CEO role. |
| November 30, 2024 | Fiscal year end. |
| March 27, 2025 | Revolving line of credit with Bank Midwest most recently renewed. |
| May 31, 2025 | Last business day of the most recently completed second fiscal quarter, used for market value calculation. |
| October 1, 2025 | Company entered into a term loan with Bank Midwest for $516,971 (Roof Loan). |
| November 5, 2025 | Monthly payments began for the Roof Loan. |
| November 30, 2025 | Fiscal year end. |
| December 19, 2025 | Company entered into a Solar System Purchase Agreement with Midwest Solar Installers. |
| February 2, 2026 | Backlog reporting date for Agricultural Products and Modular Buildings segments. |
| February 4, 2026 | Date for common stock outstanding count. |
| February 12, 2026 | Date of the Annual Report on Form 10-K. |
| March 30, 2026 | Maturity date for the revolving line of credit with Bank Midwest. |
| Second quarter of fiscal 2026 | President Dan Palmer is expected to remain with the Company in a part-time capacity through this period and possibly beyond. |
| November 30, 2026 | Next annual measurement date for Bank Midwest loan covenants (excluding monthly working capital). |
| December 2026 | Licensing and royalty agreement with Spreader, LLC is set to expire. |
| October 1, 2037 | Maturity date for the Bank Midwest Term Loan. |
| October 5, 2035 | Maturity date for the Bank Midwest Roof Loan. |
| June 18, 2050 | Maturity date for SBA EIDL Loan One. |
| June 24, 2050 | Maturity date for SBA EIDL Loan Two. |
Recommendation
holdWhile the significant increase in net income due to the Employee Retention Credit is a positive, it masks underlying operational weaknesses, particularly the 6.2% decline in consolidated revenue and 37% drop in operating income. The Agricultural Products segment continues to face headwinds, though cost-cutting measures have improved its operating loss. The Modular Buildings segment shows strength in sales and backlog, but its operating income also declined. The company's improved liquidity and debt compliance are favorable, and the solar project offers long-term cost savings. However, the mixed operational performance and reliance on a one-time gain suggest a 'hold' position until there is clearer evidence of sustained organic revenue growth and improved profitability in the core agricultural business.
Keywords
Agricultural Equipment, Modular Buildings, Farm Machinery, SEC Filing, 10-K, Financial Results, Net Income, Revenue Decline, Working Capital, Employee Retention Credit, ARTW, Sugar Beet Harvester, Livestock Equipment, Research Laboratories, Debt Covenants, Capital Expenditures, Steel Prices, Supply Chain, Corporate Governance, Cybersecurity, USDA Grant, Solar Energy
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