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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended February 28, 2025

 

or

 

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ______ to ______

 

Commission File No. 000-05131

 

ARTS-WAY MANUFACTURING CO., INC.

(Exact name of registrant as specified in its charter)

 

Delaware

42-0920725

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

5556 Highway 9

Armstrong, Iowa 50514

(Address of principal executive offices) (Zip Code)

 

(712) 208-8467

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock $0.01 par value

ARTW

The Nasdaq Stock Market LLC

 

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 ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐ 

Non-accelerated filer ☒

Accelerated filer ☐ 

Smaller reporting company

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No ☒

 

Number of common shares outstanding as of April 4, 2025: 5,088,084

 

 

 

Arts-Way Manufacturing Co., Inc.

Index

Page No.

 

PART I  FINANCIAL INFORMATION

1

Item 1.

Financial Statements

1

 

Condensed Consolidated Balance Sheets as of February 28, 2025 and November 30, 2024

1

 

Condensed Consolidated Statements of Operations for the Three-month periods ended February 28. 2025 and February 29, 2024

2

 

Condensed Consolidated Statements of Stockholders’ Equity for the Three-month periods ended February 28, 2025 and February 29, 2024

3

 

Condensed Consolidated Statements of Cash Flows for the Three-month periods ended February 28, 2025 and February 29, 2024

4

 

Notes to Condensed Consolidated Financial Statements

5

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

18

Item 4.

Controls and Procedures

18

PART II  OTHER INFORMATION

19

Item 1.

Legal Proceedings

19

Item 1A.

Risk Factors

19

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

19

Item 3.

Defaults Upon Senior Securities

19

Item 4.

Mine Safety Disclosures

19

Item 5.

Other Information

19

Item 6.

Exhibits

20

 

SIGNATURES

21

 

 

 

PART I FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

ART’S-WAY MANUFACTURING CO., INC.

Condensed Consolidated Balance Sheets

 

  

(Unaudited)

     
  

February 28, 2025

  

November 30, 2024

 

Assets

        

Current assets:

        

Cash

 $4,133  $1,860 

Accounts receivable, net

  1,407,411   2,372,876 

Inventories, net

  10,881,082   10,327,913 

Cost and profit in excess of billings

  288,141   213,195 

Other current assets

  419,933   208,465 

Total current assets

  13,000,700   13,124,309 
         

Property, plant, and equipment, net

  5,015,290   5,150,870 

Assets held for lease, net

  134,788   89,033 

Deferred income taxes, net

  2,455,387   2,440,297 

Other assets

  398,429   436,175 

Total assets

 $21,004,594  $21,240,684 

Liabilities and Stockholders’ Equity

        

Current liabilities:

        

Accounts payable

 $945,216  $944,448 

Customer deposits

  991,664   180,597 

Billings in excess of cost and profit

  1,155,622   1,929,151 

Income taxes payable

  5,000   5,500 

Accrued expenses

  856,888   1,303,718 

Line of credit

  2,199,437   1,928,437 

Current portion of finance lease liabilities

  223,593   220,908 

Current portion of long-term debt

  121,663   119,734 

Total current liabilities

  6,499,083   6,632,493 
         

Long-term portion of operating lease liabilities

  2,364   4,700 

Long-term portion of finance lease liabilities

  477,783   534,436 

Long-term debt, excluding current portion

  1,944,621   1,975,232 

Total liabilities

  8,923,851   9,146,861 

Commitments and Contingencies (Notes 9, 11, 12 and 15)

          

Stockholders’ equity:

        

Undesignated preferred stock - $0.01 par value. Authorized 500,000 shares on February 28, 2025 and November 30, 2024; issued and outstanding 0 shares on February 28, 2025 and November 30, 2024.

  -   - 

Common stock – $0.01 par value. Authorized 9,500,000 shares on February 28, 2025 and November 30, 2024; 5,200,173 issued on February 28, 2025 and 5,149,173 on November 30, 2024

  52,002   51,492 

Additional paid-in capital

  5,064,558   5,020,849 

Retained earnings

  7,272,871   7,328,628 

Treasury stock, at cost (113,589 shares on February 28, 2025 and 112,714 shares on November 30, 2024)

  (308,688)  (307,146)

Total stockholders’ equity

  12,080,743   12,093,823 

Total liabilities and stockholders’ equity

 $21,004,594  $21,240,684 

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

 

ART’S-WAY MANUFACTURING CO., INC.

Condensed Consolidated Statements of Operations

(Unaudited)

 

   

Three Months Ended

 
   

February 28, 2025

   

February 29, 2024

 

Sales

  $ 5,140,955     $ 5,723,394  

Cost of goods sold

    3,644,446       4,249,870  

Gross profit

    1,496,509       1,473,524  

Expenses

               

Engineering

    85,230       160,353  

Selling

    349,977       462,759  

General and administrative

    1,058,817       1,230,494  

Total expenses

    1,494,024       1,853,606  

Income (loss) from operations

    2,485       (380,082 )
                 

Other income (expense):

               

Interest expense

    (75,688 )     (165,639 )

Other

    2,794       8,685  

Total other expense

    (72,894 )     (156,954 )

Loss from continuing operations before income taxes

    (70,409 )     (537,036 )

Income tax benefit

    (14,652 )     (112,777 )

Loss from continuing operations

    (55,757 )     (424,259 )
                 

Discontinued Operations (Note 3)

               

Loss from discontinued operations before income taxes

    -       (49,902 )

Income tax benefit

    -       (9,121 )

Loss on discontinued operations

    -       (40,781 )

Net Loss

  $ (55,757 )   $ (465,040 )

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

ARTS-WAY MANUFACTURING CO., INC.

Condensed Consolidated Statements of Stockholders' Equity

Three Months Ended February 28, 2025 and February 29, 2024

(Unaudited)

 

   

Common Stock

   

Additional

           

Treasury Stock

         
   

Number of

           

paid-in

   

Retained

   

Number of

                 
   

shares

   

Par value

   

capital

   

earnings

   

shares

   

Amount

   

Total

 
                                                         

Balance, November 30, 2023

    5,106,922     $ 51,069     $ 4,838,425     $ 7,021,253       94,256     $ (269,492 )   $ 11,641,255  

Stock based compensation

    74,000       740       65,217       -       18,458       (37,654 )     28,303  

Net loss

    -       -       -       (465,040 )     -       -       (465,040 )

Balance, February 29, 2024

    5,180,922     $ 51,809     $ 4,903,642     $ 6,556,213       112,714     $ (307,146 )   $ 11,204,518  

 

   

Common Stock

   

Additional

           

Treasury Stock

         
   

Number of

           

paid-in

   

Retained

   

Number of

                 
   

shares

   

Par value

   

capital

   

earnings

   

shares

   

Amount

   

Total

 
                                                         

Balance, November 30, 2024

    5,149,173     $ 51,492     $ 5,020,849     $ 7,328,628       112,714     $ (307,146 )   $ 12,093,823  

Stock based compensation

    51,000       510       43,709       -       875       (1,542 )     42,677  

Net loss

    -       -       -       (55,757 )     -       -       (55,757 )

Balance, February 28, 2025

    5,200,173     $ 52,002     $ 5,064,558     $ 7,272,871       113,589     $ (308,688 )   $ 12,080,743  

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

ARTS-WAY MANUFACTURING CO., INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

   

Three Months Ended

 
   

February 28, 2025

   

February 29, 2024

 

Cash flows from operations:

               

Net loss from continuing operations

  $ (55,757 )   $ (424,259 )

Net loss from discontinued operations

    -       (40,781 )

Adjustments to reconcile net loss to net cash used in operating activities:

               

Stock based compensation

    44,219       65,957  

Decrease in obsolete inventory reserves

    (2,142 )     (6,098 )

Depreciation and amortization expense

    208,072       208,116  

Amortization of cloud computing implementation costs

    30,455       30,455  

Increase (decrease) in allowance for expected credit losses - accounts receivable

    (2,399 )     391  

Deferred income taxes

    (15,090 )     (124,863 )

Changes in assets and liabilities:

               

(Increase) decrease in:

               

Accounts receivable

    967,864       385,436  

Inventories

    (551,027 )     54,123  

Other assets

    (241,923 )     (301,491 )

Increase (decrease) in:

               

Accounts payable

    768       (1,109,202 )

Contracts in progress, net

    (848,475 )     858,512  

Customer deposits

    811,067       670,992  

Income taxes payable

    (500 )     -  

Accrued expenses

    (446,937 )     (375,739 )

Net cash used in operating activities - continuing operations

    (101,805 )     (67,670 )

Net cash used in operating activities - discontinued operations

    -       (31,604 )

Net cash used in operating activities

    (101,805 )     (99,274 )

Cash flows from investing activities:

               

Purchases of property, plant, and equipment

    (82,730 )     (281,174 )

Net proceeds from sale of assets

    -       -  

Net cash used in investing activities - continuing operations

    (82,730 )     (281,174 )

Net cash provided by (used in) investing activities - discontinued operations

    -       -  

Net cash used in investing activities

    (82,730 )     (281,174 )

Cash flows from financing activities:

               

Net change in line of credit

    271,000       466,917  

Principal payments on finance lease obligations

    (53,968 )     (22,769 )

Repayment of term debt

    (28,682 )     (26,489 )

Repurchases of common stock

    (1,542 )     (37,654 )

Net cash provided by financing activities - continuing operations

    186,808       380,005  

Net cash used in financing activities - discontinued operations

    -       (1,086 )

Net cash provided by financing activities

    186,808       378,919  

Net increase (decrease) in cash

    2,273       (1,529 )

Cash at beginning of period

    1,860       4,014  

Cash at end of period

  $ 4,133     $ 2,485  
                 

Supplemental disclosures of cash flow information:

               

Cash paid during the period for:

               

Interest

  $ 68,031     $ 161,033  

Income taxes

    -       -  
                 

Supplemental disclosures of non-cash operating activities:

               

Right-of-use (ROU) assets acquired (included in other assets)

  $ -     $ 38,192  
                 

Amortization of operating lease ROU assets (included in other assets)

  $ 2,228     $ 2,383  

 

See accompanying notes to condensed consolidated financial statements.

 

 

Notes to Unaudited Condensed Consolidated Financial Statements

 

 

 

1)

Description of the Company

 

Unless otherwise specified, as used in this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “Art’s-Way,” and the “Company” refer to Art’s-Way Manufacturing Co., Inc., a Delaware corporation headquartered in Armstrong, Iowa, and its wholly owned subsidiaries.

 

The Company began operations as a farm equipment manufacturer in 1956. Since that time, it has become a major worldwide manufacturer of agricultural equipment. Its principal manufacturing plant is located in Armstrong, Iowa.

 

The Company has organized its business into two operating segments. Management separately evaluates the financial results of each segment because each is a strategic business unit offering different products and requiring different technology and marketing strategies. The Agricultural Products segment manufactures and sells farm equipment and related replacement parts under the Art’s-Way Manufacturing label and private labels. The Modular Buildings segment manufactures and installs modular buildings for animal containment and various laboratory uses.

 

During the third quarter of fiscal 2023, the Company ceased operations of its Tools business, which manufactured steel cutting tools and inserts. In previous periods, operations of the Tools business was reported in consolidated numbers as the Company's third operating segment. The Tools segment was reported in discontinued operations beginning with the three and nine month periods ending August 31, 2023. The remaining assets and liabilities of the Tools segment were disposed in the fourth fiscal quarter of the year ended November 30, 2024.  For more information on discontinued operations, see Note 3 "Discontinued Operations."

   

 
 

2)

Summary of Significant Accounting Policies

 

Statement Presentation

 

The foregoing condensed consolidated financial statements of the Company are unaudited and reflect all adjustments (consisting only of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the Company’s financial position and operating results for the interim periods. The condensed consolidated financial statements should be read in conjunction with the condensed financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2024. The results of operations for the three months ended February 28, 2025 are not necessarily indicative of the results to be expected for the fiscal year ending November 30, 2025.

 

Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the three months ended February 28, 2025. Actual results could differ from those estimates.

 

Allowance for Credit Losses

 

The Company uses aging categories to estimate expected credit losses on trade receivables. The Company considers the following factors in its analysis: historical loss experience, forward-looking macroeconomic factors, company credit risk including previous delinquencies, disputed amounts, and the intent and ability to pay. The Company's typical credit terms are Net 30, however, it also offers terms up to 360 days on floor plan units. The Company considers trade receivables greater than 30 days past due, but is not required to disclose past due receivables with an original term less than one year. The Company performs additional analysis monthly on amounts over 90 days past due to determine collectability. The Company has assigned expected credit loss percentages based on where the asset falls in the aging schedule. The Company's actual credit losses have been low compared to historical allowance estimates. The Company has considered the current interest rate environment and the recent decline in the agricultural commodity market and believes its method of estimating a higher than historical loss percentage to be an adequate estimate of actual expected losses. The Company foresees increased credit risk over the next year while inventory on dealer lots starts to decline, interest rates continue to drop and farm income strengthens.

 

The Company carries contract assets related to its Modular Buildings segment in the form of costs and profit in excess of billings. These contract assets are typically converted to trade receivables in 30 to 90 days, depending on contract terms, and due 30 days or less from the billing date. Because these contract assets are typically converted to receivables and collected in less than a year, consideration for these contract assets has been included in the expected credit loss model for trade receivables.

 

5

 
 
 

3)

Discontinued Operations

 

On June 7, 2023 we announced we would be discontinuing our Tools segment with the last day of normal operations occurring on July 14, 2023. Just over a year later, on October 21, 2024, we completed the sale of the remaining real estate associated with our Tools segment for $1,800,000. The assets and liabilities of this segment were gone prior to November 30, 2024 and are no longer reported in discontinued operations in our financial statements moving forward. 

 

The cessation of operations and liquidation of the Tools segment as a unique business unit of the Company, represented a strategic shift in the Company's operations. In accordance with Accounting Standards Codification ("ASC") Topic 360, the Company has reclassified Tools as discontinued operations for all periods presented.

 

Segment information as of  February 29, 2024 for discontinued operations was as follows:

  

  

Tools

 
  

Three Months Ended

 
  

February 29, 2024

 

Revenue from external customers

 $- 

Gross loss

 $(27,000)

Operating Expense

 $10,000 

Loss from operations

 $(37,000)

Loss before tax

 $(50,000)

Income tax benefit

 $(9,000)

Capital expenditures

 $- 

Depreciation & Amortization

 $7,000 

 

6

 

Recently Issued Accounting Pronouncements

 

Accounting Pronouncements Recently Adopted

 

Segment Reporting - Improvements to Reportable Segment Disclosures

 

In November 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2023-07, “Segment Reporting - Improvements to Reportable Segment Disclosures.” ASU 2023-07 adds enhanced disclosures about significant segment expenses, clarifies circumstances in which an entity can disclose multiple segment measures of profit and loss and provides new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption was permitted. The Company adopted ASU 2023-07 in Q1 of fiscal 2025. The application of ASU 2023-07 did not have a significant impact on segment disclosures. The Company recast periods presented prior to the three months ended February 28, 2025

 

Accounting Pronouncements Not Yet Adopted

 

In October 2023, the “FASB” issued “ASU” 2023-06, Disclosure Improvements (“ASU 2023-06”), to clarify or improve disclosure and presentation requirements of a variety of topics and align the requirements in the FASB ASC with the SEC’s regulations. The amendments in ASU 2023-06 will become effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027. Early adoption is prohibited. We are currently evaluating the impact of ASU 2023-06 on the Company's consolidated financial statements and disclosures.

 

In December 2023, the "FASB" issued "ASU" 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures". The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The requirements will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

 

 

 

4)

Disaggregation of Revenue

 

The following table displays revenue by reportable segment from external customers, disaggregated by major source. The Company believes disaggregating by these categories depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

 

  

Three Months Ended February 28, 2025

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $1,994,000  $-  $1,994,000 

Farm equipment service parts

  883,000   -   883,000 

Modular buildings

  -   2,119,000   2,119,000 

Modular building lease income

  -   46,000   46,000 

Other

  71,000   28,000   99,000 
  $2,948,000  $2,193,000  $5,141,000 

 

  

Three Months Ended February 29, 2024

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $3,528,000  $-  $3,528,000 

Farm equipment service parts

  642,000   -   642,000 

Modular buildings

  -   1,392,000   1,392,000 

Modular building lease income

  -   36,000   36,000 

Other

  66,000   59,000   125,000 
  $4,236,000  $1,487,000  $5,723,000 

  

The Company offered floorplan terms in its Agricultural Products segment during its Fall of 2023 and 2024 early order programs to incentivize customers to stock farm equipment on their lots for fiscal 2024 and fiscal 2025. Floorplan terms allow customers to pay the Company at the earliest of retail date or 180 days. This program has an effect on the timing of the Company’s cash flows compared with historical cash flows.

 

On February 28, 2025, the Company had approximately $184,000 in receivables on the floorplan program with a due date greater than 30 days compared to $1,011,000 on February 29, 2024.

  

7

   
 

 

 

5)

Accounts receivable 

 

Accounts receivable are shown net of allowances for expected credit losses. Expected losses are recorded in administrative expense at the time of receivable recognition.

 

The activity related to expected credit losses for the three months ended February 28, 2025 and three months ended February 29, 2024 was as follows:

 

 

  

Three Months Ended (Continuing operations)

  

Three Months Ended (Continuing operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $108,636  $32,137 

Provision charged to expense

  (2,400)  391 

Less amounts charged-off

  -   - 

Balance, ending

 $106,236  $32,528 

 

 
 

6)

Contract Receivables, Contract Assets and Contract Liabilities

 

The following table provides information about contract receivables, contract assets, and contract liabilities from contracts with customers included on the Condensed Consolidated Balance Sheets.

 

  

February 28, 2025

  

November 30, 2024

 

Receivables

 $1,407,000  $2,373,000 

Assets

  288,000   213,000 

Liabilities

  2,147,000   2,110,000 

 

The amount of revenue recognized in the first three months of fiscal 2025 that was included in a contract liability on  November 30, 2024 was approximately $197,000 compared to $560,000 in the same period of fiscal 2024. The beginning contract receivables, assets and liabilities on December 1, 2023 were approximately $3,432,000; $289,000 and $767,000, respectively.

 

8

 
 
 

7)

Net Income (Loss) Per Share of Common Stock

 

Basic net income (loss) per share of common stock has been computed on the basis of the weighted average number of common shares outstanding. Diluted net income (loss) per share has been computed on the basis of the weighted average number of common shares outstanding plus equivalent shares assuming exercise of stock options. Potential shares of common stock that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted net income (loss) per share.

 

Basic and diluted net income (loss) per share have been computed based on the following as of  February 28, 2025 and February 29, 2024:

 

  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Numerator for basic and diluted net income (loss) per share:

        
         

Net income from continuing operations

 $(55,757) $(424,259)

Net loss from discontinued operations

  -   (40,781)

Net loss

  (55,757)  (465,040)
         

Denominator:

        

For basic net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 

Effect of dilutive stock options

  -   - 

For diluted net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 
         
         

Net Income (loss) per share - Basic:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)
         

Net Income (loss) per share - Diluted:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)

 

9

 
 
 

8)

Inventory

 

Major classes of inventory are:

  

February 28, 2025

  

November 30, 2024

 

Raw materials

 $8,163,053  $7,882,271 

Work in process

  413,111   160,209 

Finished goods

  3,976,465   3,942,435 

Total Gross Inventory

 $12,552,629  $11,984,915 

Less: Reserves

  (1,671,547)  (1,657,002)

Net Inventory

 $10,881,082  $10,327,913 
  
 
 

9)

Accrued Expenses

 

Major components of accrued expenses are:

  

February 28, 2025

  

November 30, 2024

 

Salaries, wages, and commissions

 $431,544  $803,662 

Accrued warranty expense

  190,831   225,186 

Other

  234,513   274,870 

Total accrued expenses

 $856,888  $1,303,718 

 

 
 

10)

Assets Held for Lease

 

Major components of assets held for lease are:

  

February 28, 2025

  

November 30, 2024

 

Modular Buildings

 $62,775  $89,033 

Agricultural products equipment

  72,013   - 

Total assets held for lease (net)

 $134,788  $89,033 

 

There were approximately $46,000 of rents recognized from assets held for lease included in sales on the Condensed Consolidated Statements of Operations during the three months ended February 28, 2025, compared to $36,000 for the three months ending February 29, 2024.

 

The future minimum lease receipts for the years ended November 30 are as follows:

 

Year

 

Amount

 

2025

 $44,536 

 

 
 

11)

Product Warranty

 

The Company offers warranties of various lengths to its customers depending on the specific product and terms of the customer purchase agreement. The average length of the warranty period is one year from the date of purchase. The Company’s warranties require it to repair or replace defective products during the warranty period at no cost to the customer. Product warranty is included in the price of the product and provides assurance that the product will function in accordance with agreed-upon specifications. It does not represent a separate performance obligation under ASC 606. The Company records a liability for estimated costs that may be incurred under its warranties. The costs are estimated based on historical experience and any specific warranty issues that have been identified. Although historical warranty costs have been within expectations, there can be no assurance that future warranty costs will not exceed historical amounts. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the balance as necessary. The accrued warranty balance is included in accrued expenses as shown in Note 9 “Accrued Expenses.” Changes in the Company’s product warranty liability for the three months ended February 28, 2025 and  February 29, 2024 are as follows:

 

  

Three Months Ended (Continuing Operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $225,186  $295,113 

Provision charged to expense

  85,040   83,735 

Less amounts charged-off

  (119,395)  (167,728)

Balance, ending

 $190,831  $211,120 

   

10

 
 
 

12)

Loan and Credit Agreements

 

Bank Midwest Revolving Lines of Credit and Term Loans

 

The Company previously maintained a $5,500,000 revolving line of credit (the “Line of Credit”) with Bank Midwest. On February 28, 2025, the balance of the Line of Credit was $ 2,199,437 with $ 3,300,563 remaining available. The Line of Credit was subject to a borrowing base, which was an amount equal to 75% of accounts receivable balances (discounted for aged receivables), plus 50% of net inventory, less any outstanding loan balance on the Line of Credit. On February 28, 2025, the Line of Credit was not limited by the borrowing base calculation. Any unpaid principal amount borrowed on the Line of Credit accrued interest at a floating rate per annum equal to 0.75% above the Wall Street Journal rate published in the money rates section of the Wall Street Journal. The interest rate floor was set at 6.00% per annum and the interest rate at February 28, 2025 was 8.25% per annum. The Line of Credit was most recently renewed on March 4, 2024 with a maturity date of  March 30, 2025 and required monthly interest-only payments. The Line of Credit is governed by the terms of a Promissory Note, dated March 4, 2024, entered into between the Company and Bank Midwest.

 

The Company paid off the remaining balance of the Line of Credit and entered into a new revolving line of credit (the "2025 Line of Credit") on March 27, 2025 with Bank Midwest. The 2025 Line of Credit is a $4,000,000 revolving line of credit limited by a borrowing base calculation. The 2025 Line of Credit borrowing base is an amount equal to 75% of accounts receivable balances (discounted for aged receivables), plus 50% of net inventory, less any outstanding loan balance on the 2025 Line of Credit. Any unpaid principal amount borrowed on the 2025 Line of Credit accrues interest at a floating rate per annum equal to the Wall Street Journal rate published in the money rates section of the Wall Street Journal. The interest rate floor is set at 6.00% per annum and the current interest rate is 7.5% per annum. The 2025 Line of Credit is governed by the terms of a promissory note, dated March 27, 2025, entered into between the Company and Bank Midwest.

 

The Company carries a $2,600,000 term loan with Bank Midwest due October 1, 2037 (the “Term Loan”). The Term Loan accrues interest at a rate of 7.00%. The interest rate may only be adjusted by Bank Midwest once every five years. Monthly payments of $19,648 in principal and interest are required on the Term Loan. The Term Loan is also guaranteed by the United States Department of Agriculture (“USDA”), which required an upfront guarantee fee of $62,400 and requires an annual fee of 0.5% of the unpaid balance. As part of the USDA guarantee requirements, shareholders owning more than 20% are required to personally guarantee a portion of the Term Loan, in an amount equal to their stock ownership percentage. The J. Ward McConnell Jr. Living Trust, the estate of the former Vice Chairman of the Board of Directors and a shareholder owning more than 20% of the Company’s outstanding stock, is guaranteeing approximately 38% of the Term Loan, for an annual fee of 2% of the personally guaranteed amount. The initial guarantee fee will be amortized over the life of the Term Loan, and the annual fees and personally guaranteed amounts are expensed monthly. The Term Loan is governed by the terms of a Promissory Note, dated September 28, 2017, entered into between the Company and Bank Midwest. The Company made a $209,836 principal payment on the term loan on October 23, 2024 after receiving proceeds from the sale of the Ohio real estate from the Company's discontinued Tools segment.

 

In connection with the Line of Credit, the Company, Art’s-Way Scientific, Inc. and Ohio Metal Working Products/Art’s-Way Inc. each entered into a Commercial Security Agreement with Bank Midwest, dated September 28, 2017, pursuant to which each granted to Bank Midwest a first priority security interest in certain inventory, equipment, accounts, chattel paper, instruments, letters of credit and other assets to secure the obligations of the Company under the line of credit. Each of Art’s-Way Scientific, Inc. and Ohio Metal Working Products/Art’s-Way Inc. also agreed to guarantee the obligations of the Company pursuant to the Line of Credit, as set forth in Commercial Guaranties, each dated September 28, 2017. The Ohio Metal Working Products/Art's-Way Inc.'s mortgage, commercial security agreements and commercial guaranties were released upon sale of the Ohio real estate associated with the Company's discontinued Tools segment in October of 2024.

 

The Term Loan is secured by a mortgage on the Company’s Armstrong, Iowa and Monona, Iowa properties. Each mortgage is governed by the terms of a separate Mortgage, dated September 28, 2017, and each property is also subject to a separate Assignment of Rents, dated September 28, 2017.

 

If the Company or its subsidiary (as guarantors pursuant to the Commercial Guaranties) commits an event of default with respect to the promissory note and fails or is unable to cure that default, Bank Midwest may immediately terminate its obligation, if any, to make additional loans to the Company and may accelerate the Company’s obligations under the promissory note. Bank Midwest shall also have all other rights and remedies for default provided by the Uniform Commercial Code, as well as any other applicable law and the various loan agreements. In addition, in an event of default, Bank Midwest may foreclose on the mortgaged property.

 

Compliance with Bank Midwest covenants is measured annually on November 30. The terms of the Bank Midwest loan agreements require the Company to maintain a minimum of $4,000,000 of monthly working capital. The Company is also required to maintain a minimum debt service coverage ratio of 1.25, with a 0.10 tolerance. The Company also must receive bank approval for individual purchases or sales of equipment over $100,000 and maintain reasonable salaries and owner compensation. The Company was in compliance with all covenants of Bank Midwest loans as of November 30, 2024. The next measurement date is November 30, 2025 for all covenants except the monthly working capital requirement.

 

11

 

SBA Economic Injury Disaster Loans

 

In June of 2020, the Company executed the standard loan documents required for securing loans offered by the U.S. Small Business Administration under its Economic Injury Disaster Loan (“EIDL”) assistance program in light of the impact of the COVID-19 pandemic on the Company’s business. One outstanding loan was executed on June 18, 2020 with a principal amount of $150,000, with a second loan being executed on June 24, 2020 with a principal amount of $150,000. Proceeds from these EIDLs were used for working capital purposes. Interest accrues at the rate of 3.75% per annum and will accrue from the date of inception. Installment payments, including principal and interest, were due monthly beginning December 18, 2022 and December 24, 2022 (thirty months from the date of the EIDLs) in the amount of $731 per EIDL. The balance of principal and interest is payable 30 years from the date of the EIDL. The EIDLs are secured by a security interest on all of the Company’s assets subordinate to Bank Midwest’s security interest. Both EIDLs are governed by the terms of a separate Promissory Note, dated  June 18, 2020 and  June 24, 2020, as applicable, entered into by the Company or the applicable subsidiary.

 

A summary of the Company’s term debt is as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Bank Midwest loan payable in monthly installments of $19,648 including interest at 7.00%, due October 1, 2037

 $1,752,607  $1,779,877 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 18, 2022, due June 18, 2050

  156,596   157,304 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 24, 2022, due June 24, 2050

  157,081   157,785 

Total term debt

 $2,066,284  $2,094,966 

Less current portion of term debt

  (121,663)  (119,734)

Term debt, excluding current portion

 $1,944,621  $1,975,232 

 

A summary of the minimum maturities of term debt follows for twelve month periods ending February 28 or February 29, are as follows:

 

Year

 

Amount

 

2026

 $121,663 

2027

  129,593 

2028

  138,885 

2029

  148,547 

2030

  159,499 

2031 and thereafter

  1,368,097 
  $2,066,284 

    

12

  
 
 

13)

Income Taxes

 

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating losses.

 

The Company has net operating losses and tax credits that are expected to offset any 2025 fiscal year tax liability and does not expect to have significant cash tax cost in the near future.

 

 

 

14)

Related Party Transactions

 

During the three months ended February 28, 2025, and February 29, 2024, the Company did not recognize any revenues from transactions with a related party, and no amounts in accounts receivable balances were due from a related party. From time to time, the Company purchases various supplies from related parties, which are companies in which Marc McConnell, the Company's chairman and principal executive officer, has an ownership interest and also serves as President. J. Ward McConnell Jr.’s estate, the J. Ward McConnell, Jr. Living Trust, is paid a monthly fee to guarantee a portion of the Company’s term debt in accordance with the USDA guarantee obtained on the Company’s term debt. In the three months ended February 28, 2025, the Company recognized $3,355 of expense for transactions with related parties compared to $3,931 for the three months ended February 29, 2024. As of February 28, 2025, accrued expenses contained a balance of $1,131 owed to a related party compared to $1,329 on February 29, 2024.

 

 
 

15)

Leases

 

The components of operating leases on the Condensed Consolidated Balance Sheets on February 28, 2025 and November 30, 2024 were as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Operating lease right-of-use assets (in other assets)

 $11,546  $13,774 
         

Current portion of operating lease liabilities (in accrued expenses)

 $9,182  $9,074 

Long-term portion of operating lease liabilities

  2,364   4,700 

Total operating lease liabilities

 $11,546  $13,774 

 

The components of finance leases on the Condensed Consolidated Balance Sheets on February 28, 2025 and November 30, 2024 were as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Finance lease right-of-use assets (net of amortization in other assets)

 $343,562  $377,753 
         

Current portion of finance lease liabilities

 $223,593  $220,908 

Long-term portion of finance lease liabilities

  477,783   534,436 

Total finance lease liabilities

 $701,376  $755,344 

 

13

 
 
 

16)

Equity Incentive Plan and Stock Based Compensation

 

On February 25, 2020, the Board of Directors of the Company (the “Board”) authorized and approved the Art’s-Way Manufacturing Co., Inc. 2020 Equity Incentive Plan (the “2020 Plan”). The 2020 Plan was approved by the stockholders on April 30, 2020. The 2020 Plan replaced the Art’s-Way Manufacturing Co., Inc. 2011 Equity Incentive Plan (the “2011 Plan”) and prior plans. The 2020 Plan added an additional 500,000 shares to the number of shares reserved for issuance pursuant to equity awards. No further awards will be made under the 2011 Plan or other prior plans. Awards to directors and executive officers under the 2020 Plan are governed by the forms of agreement approved by the Board of Directors. Stock options or other awards granted prior to February 25, 2020 are governed by the applicable prior plan and the forms of agreement adopted thereunder.

 

The 2020 Plan permits the plan administrator to award nonqualified stock options, incentive stock options, restricted stock awards, restricted stock units, performance awards, and stock appreciation rights to employees (including officers), directors, and consultants. The Board has approved a director compensation policy pursuant to which directors are automatically granted restricted stock awards of 3,500 shares of fully vested common stock annually or initially upon their election to the Board and another 1,000 shares of fully vested common stock on the last business day of each fiscal quarter.

 

Shares issued under the 2020 Plan for the three months ended February 28, 2025 and February 29, 2024 are as follows:

 

 

  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Shares issued to directors (immediate vesting)

  5,000   5,000 

Shares issued to directors, employees, and consultants (three-year vesting)

  46,000   69,000 

Total shares issued

  51,000   74,000 

 

 
 

17)

Disclosures About the Fair Value of Financial Instruments

 

The fair value of a financial instrument is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties. On  February 28, 2025 and November 30, 2024, the carrying amount approximated fair value for cash, accounts receivable, accounts payable, notes payable to bank, finance lease liabilities and other current and long-term liabilities. The carrying amounts of current assets and liabilities approximate fair value because of the short maturity of these instruments. The fair value of the finance lease liabilities also approximate recorded value as that is based on discounting future cash flows at rates implicit in the lease. The rates implicit in the lease do not materially differ from current market rates. The fair value of the Company’s term loans payable also approximates recorded value because the interest rates charged under the loan terms are not substantially different from current interest rates.

 

14

 
 
 

18)

Segment Information

 

In accordance with ASC 280, “Segment Reporting," the Company’s chief operating decision maker, or CODM, has been identified as the President, Chief Executive Officer and Chairman, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. The CODM utilizes gross profit and income from operations to evaluate segment performance and allocate resources. The Company's selling, general and administrative expenses and engineering expenses are charged to each segment as incurred by each reportable segment. The Company allocates a small portion of corporate expenses from the Agricultural Products segment to the Modular Buildings segment monthly for administrative support services provided.

 

The Company has two reportable segments: Agricultural Products and Modular Buildings. The Agricultural Products segment manufactures and sells farm equipment and related replacement parts under the Art’s-Way Manufacturing label. The Modular Buildings segment manufactures and installs modular buildings for various uses, commonly animal containment and research laboratories under the Art's Way Scientific and Evolution Modular labels. 

 

The accounting policies applied to determine the segment information are the same as those described in the summary of significant accounting policies. Management evaluates the performance of each segment based on profit or loss from operations before income taxes, exclusive of nonrecurring gains and losses.

 

Approximate financial information with respect to the reportable segments is as follows.

 

  

Three Months Ended February 28, 2025

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $2,948,000  $2,193,000  $5,141,000 

Gross profit

 $788,000  $708,000  $1,496,000 

Operating Expense

 $1,167,000  $327,000  $1,494,000 

Income (loss) from operations

 $(379,000) $381,000  $2,000 

Income (loss) before tax

 $(438,000) $368,000  $(70,000)

Income tax expense (benefit)

 $(92,000) $77,000  $(15,000)
             

Total Assets

 $18,857,000  $2,148,000  $21,005,000 

Capital expenditures

 $67,000  $16,000  $83,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest expense

 $61,000  $15,000  $76,000 

Engineering

 $85,000  $-  $85,000 

Selling

 $206,000  $144,000  $350,000 

General and administrative (G&A)

 $876,000  $183,000  $1,059,000 

Corporate expense (included in G&A)

 $101,000  $45,000  $146,000 

 

  

Three Months Ended February 29, 2024

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $4,236,000  $1,487,000  $5,723,000 

Gross profit

 $1,141,000  $332,000  $1,473,000 

Operating Expense

 $1,568,000  $286,000  $1,854,000 

Income (loss) from operations

 $(426,000) $46,000  $(380,000)

Income (loss) before tax

 $(574,000) $37,000  $(537,000)

Income tax expense (benefit)

 $(121,000) $8,000  $(113,000)
             

Total Assets

 $20,470,000  $2,746,000  $23,216,000 

Capital expenditures

 $184,000  $97,000  $281,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest Expense

 $153,000  $13,000  $166,000 

Engineering

 $160,000  $-  $160,000 

Selling

 $386,000  $77,000  $463,000 

General and administrative (G&A)

 $1,022,000  $209,000  $1,231,000 

Corporate expense (included in G&A)

 $136,000  $30,000  $166,000 

 

*The consolidated total in the tables is a sum of segment figures and may not tie to actual figures in the condensed consolidated financial statements due to rounding.

 

15

 
 

 

 

19)

Subsequent Events

 

Management evaluated all other activity of the Company and concluded that no subsequent events have occurred other than the 2025 Line of Credit renewal in Note 12 - Loan and Credit Agreements that would require recognition in the condensed consolidated financial statements.

 

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

 

Forward-Looking Statements

 

The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and notes thereto included in Part I, Item 1 of this Quarterly Report on Form 10-Q (this “report”) and the audited consolidated financial statements and related notes thereto included in Part II, Item 8, “Financial Statements and Supplementary Data,” as well as Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our Annual Report on Form 10-K for the fiscal year ended November 30, 2024. Some of the statements in this report may be forward-looking statements that reflect our current view on future events, future business, industry and other conditions, our future performance, and our plans and expectations for future operations and actions. In some cases you can identify forward-looking statements by the use of words such as “may,” “should,” “anticipate,” “believe,” “expect,” “plan,” “future,” “intend,” “could,” “estimate,” “predict,” “hope,” “potential,” “continue,” "foresee," or the negative of these terms or other similar expressions. Many of these forward-looking statements are located in this report under Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” but they may appear in other sections as well. Forward-looking statements in this report generally relate to: (i) our expectations with respect to order backlog, future demand for products, expected product mix and resulting sales; (ii) our beliefs regarding the sufficiency of working capital and cash flows; (iii) our expectation that we will continue to be able to renew or obtain financing on reasonable terms when necessary as well as our continued positive relationship with our creditors and lenders; (iv) our beliefs regarding production capabilities; (v) our intentions and beliefs relating to our costs, business strategies, and future performance, including without limitation, the impact of cost cutting measures, process improvement measures and new product development; (vi) our beliefs that normalizing dealer equipment stock levels may positively impact future demand for our agricultural products (vii) our beliefs regarding our early order program providing a picture of future demand; (viii) our expected financial results, including without limitation, our expected results for the Modular and Agricultural Products segments; (ix) our expectations regarding receiving Employer Retention Credit refunds; and (x) our expectations concerning our primary capital and cash flow needs.

 

You should read this report thoroughly with the understanding that our actual results may differ materially from those set forth in the forward-looking statements for many reasons, including events beyond our control and assumptions that prove to be inaccurate or unfounded. We cannot provide any assurance with respect to our future performance or results. Our actual results or actions could and likely will differ materially from those anticipated in the forward-looking statements for many reasons, including but not limited to: (i) the impact of changing credit markets on our ability to continue to obtain financing on reasonable terms; (ii) our ability to repay current debt, continue to meet debt obligations and comply with financial covenants; (iii) the effect of inflation as well as general economic conditions, including consumer and governmental spending, on the demand for our products and the cost of our supplies and materials; (iv) impacts caused by fluctuating commodity prices and fluctuating farm income; (v) fluctuations in seasonal demand and our production cycle; (vi) the ability of our suppliers to meet our demands for raw materials and component parts; (vii) fluctuations in the price of raw materials, especially steel and the impact of U.S. tariff policy and retaliatory tariffs on our business; (viii) our ability to predict and meet the demands of each market in which our segments operate; (ix) the impact of future interest rate changes on our business and the demand of our products, or interest rate changes may be different than we currently expect; and (x) other factors described from time to time in our Securities and Exchange Commission filings. We do not intend to update the forward-looking statements contained in this report other than as required by law. We caution you not to put undue reliance on any forward-looking statements, which speak only as of the date of this report. You should read this report and the documents that we reference in this report and have filed as exhibits completely and with the understanding that our actual future results may be materially different from what we currently expect. We qualify all of our forward-looking statements by these cautionary statements.

 

Critical Accounting Policies

 

Our critical accounting policies involving the more significant judgments and assumptions used in the preparation of our financial statements as of February 28, 2025 remain unchanged from November 30, 2024. Disclosure of these critical accounting policies is incorporated by reference from Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended November 30, 2024.

   

 

Results of Operations

 

Net Sales and Cost of Sales

 

Our consolidated corporate sales from continuing operations for the three- month period ended February 28, 2025 were $ 5,141,000 compared to $5,723,000 during the same period in fiscal 2024, a $582,000, or 10.2%, decrease for the comparative three months. Consolidated gross margin for the three months ended February 28, 2025 was 29.1% compared to 25.7% for the same period in fiscal 2024. 

 

Our 2025 first fiscal quarter sales in our Agricultural Products segment were $2,948,000 compared to $4,236,000 during the same period of fiscal 2024, a decrease of $1,288,000, or 30.4%. After a period of heightened demand in fiscal 2023, we started to see a decline in demand for our agricultural products in Q1 2024 due to rising interest rates, declining commodity prices and decreases in expected net farm incomes as high as 30% compared to the previous year. The leveling off of demand in this period drove the decrease in sales from Q1 of fiscal 2024 to Q1 of fiscal 2025. In Q1 of fiscal 2025, we are still battling high interest rates and low row crop commodity prices but are starting to see improvement in dealer equipment stock levels. Equipment dealer lots were oversaturated for much of fiscal 2024 and slowed incoming demand for us. We expect destocking to continue in fiscal 2025, which we believe will increase demand for our products moving forward. The agriculture market is highly cyclical, and we believe fiscal 2024 was the bottom of the cycle. We spent the majority of fiscal 2024 right-sizing our production and administrative staff to help us weather the agricultural downturn. We believe we are at staffing levels where we can see positive earnings and cash flow based on sales levels we have seen in past years of agricultural downturns as long as similar demand persists. While the Federal Reserve most recently held interest rates steady, they reported anticipation of two interest rate cuts for fiscal 2025 and further cuts for fiscal 2026, which we believe will help stimulate all economic growth. We have seen relatively steady demand for our grinder mixer products and beet harvesting equipment in the first fiscal quarter of 2025. We plan to release some product specific programs in fiscal 2025 to continue to turn inventory and unlock cash from product lines where our inventory levels are high. Gross margin for our Agricultural Products segment for the three-month period ended February 28, 2025 was 26.7% compared to 26.9% for the same periods in fiscal 2024. Despite the 30.4% decrease in sales and less variable margin to cover our fixed costs, our gross margin percentage held steady, comparatively, for the first fiscal quarter of 2025 due to cuts to manufacturing expenses we made during fiscal 2024. We expect to see some short term cost increases until the U.S.-based steel manufacturers are able to meet increased American steel demand that could be induced from retaliatory tariffs. The United States currently imports approximately 25% of steel used by industry with Canada, Brazil and Mexico being the top suppliers. The majority of our manufacturing components are sourced in the U.S., however, some of our suppliers do source some of their components from China and other countries. We have been notified of expected tariff charges from some of these suppliers and expect some minor impact from these tariffs on our gross profit.

 

Our first fiscal quarter sales in our Modular Buildings segment were $2,193,000 compared to $1,487,000 for the same period in fiscal 2024, an increase of $706,000, or 47.5%. A strong demand driven backlog at the end of fiscal 2024 compared to a limited backlog at the end of fiscal 2023 drove our increase in sales for Q1 of fiscal 2025. We continued to see strong demand for our buildings in the first fiscal quarter of 2025, and we intend to focus on moving projects currently under contract in the engineering phase to signed construction contracts in Q2 of fiscal 2025 to continue our strong run from the past two fiscal years. In Q1 of fiscal 2025, we brought on a Director of Business Development and Sales who is transitioning to replace our current President and Director of Sales. We expect the overlap in these positions in fiscal 2025 will provide additional sales opportunities for us in fiscal 2025. We also expect to utilize our outgoing President and Director of Sales as a consultant moving forward to improve sales and maintain customer relationships. Gross margin in the Modular Buildings segment for the three- month period ended February 28, 2025 was 32.3% compared to 22.3% for the same respective period in fiscal 2024. The increased margin is due to increased variable margin on increased sales. Our operations team has also continuously come in on or under budget in their projects in the last 18 months, which has resulted in higher margins and an improved bottom line.

 

Expenses

 

Consolidated selling expenses from continuing operations for the three months ended February 28, 2025 were $350,000, compared to $463,000 for the same period in fiscal 2024. The decrease in selling expenses is due to a reduction of employees on the sales and marketing teams in the Agricultural Products segment.  Selling expenses as a percentage of sales was 6.8% for the three months ended February 28, 2025 compared to 8.1% for three months ended February 29, 2024.

 

Consolidated engineering expenses from continuing operations were $85,000 for Q1 of fiscal 2025 compared to $160,000 for the same period in fiscal 2024. The decrease in engineering expenses is related to the reduction in our engineer headcount at the beginning of fiscal 2024. We expect to add a product development manager to our team in fiscal 2025 in order to bolster our product offerings. Engineering expenses as a percentage of sales were 1.7% for the three months ended February 28, 2025, compared to 2.8% for the same period in fiscal 2024.

 

Consolidated administrative expenses from continuing operations for the three- month period ended February 28, 2025 were $1,059,000 compared to $1,230,000 for the same period in fiscal 2024. Administrative expenses as a percentage of sales were 20.6% for the three months ended February 28, 2025, compared to 21.5% for the same period in fiscal 2024. Administrative expenses decreased year-over-year primarily due to early retirement incentives we offered to help right-size our workforce in Q1 of fiscal 2024, which was not repeated in Q1 of fiscal 2025. We also reduced administrative headcount including our Chairman of the Board stepping in to fill our Chief Executive Officer role in Q4 of fiscal 2024, which positively impacted administrative expenses in Q1 of fiscal 2025 versus Q1 of fiscal 2024. 

 

 

Net loss from continuing operations

 

Consolidated net loss from continuing operations was $56,000 for the three-month period ended February 28, 2025, compared to net loss of $424,000 for the same period in fiscal 2024. We saw improved results in the Q1 2025 fiscal quarter despite a 10.2% decrease in sales for the fiscal quarter due to our efforts to reduce staffing and cut expenses in fiscal 2024. We believe we are set up to perform better on reduced sales with upside potential if market conditions become more favorable in fiscal 2025. Based on recent Federal Reserve reports, we expect interest rates to drop and become more conducive to economic growth in fiscal 2025 and we share sentiment with others in our industry that continued dealer destocking would have a positive impact on our operations going forward. Our team is committed to continuing to reduce manufacturing and overhead expenses in fiscal 2025, as we manage the reduced demand we have been experiencing in our Agricultural Products in light of current economic conditions affecting the agriculture system.

 

Order Backlog

 

The consolidated order backlog net of discounts for continuing operations as of April 4, 2025 was $6,201,000 compared to $11,416,000 as of April 4, 2024, a 45.7% decrease. The Agricultural Products segment order backlog was $2,136,000 as of  April 4, 2025 compared to $2,476,000 in fiscal 2024, a 13.7% decrease. While our backlog is down in this segment, our incoming orders for agriculture equipment in fiscal 2025 have been more consistent than they were a year ago. We carried a heightened backlog into the 2024 fiscal year that fueled us through Q2 of fiscal 2024. Demand was spotty for the final two quarters of fiscal 2024 due to oversaturation of dealer inventory. Despite continued interest rate pressure and low commodity prices, we believe the ongoing destocking of dealer inventory will continue to give us stable demand in fiscal 2025. The backlog for the Modular Buildings segment was $4,065,000 as of April 4, 2025, compared to $8,940,000 in fiscal 2024, a 54.5% decrease. Modular building demand continues to be strong in fiscal 2025. Our sales leads and projects under engineering contracts are expected to bring us similar revenue results to fiscal 2024 despite not being in backlog yet. Our order backlog is not necessarily indicative of future revenue to be generated from such orders due to the possibility of order cancellations and dealer discount arrangements we may enter into from time to time.

 

Liquidity and Capital Resources

 

Our primary source of funds for the three months ended February 28, 2025 was cash generated by financing activities, mainly the use of our line of credit. We saw strong cash inflows from collection of accounts receivable and customer deposits for the three months ended February 28, 2025. Our primary cash consumption activities in Q1 of fiscal 2025 were progress on our construction projects, increased inventory for our beet equipment run in the Agricultural Products segment and payment of accrued expenses. We expect our inventory to be a primary source of cash for the remainder of our fiscal year. We expect our primary cash needs for the remainder of the fiscal year to be fulfillment of construction contracts, operating expenses and the retirement of debt. We also expect $1.2 million of net Employer Retention Credit ("ERC") refunds to provide a material inflow of cash, although the timing of any such refunds is unknown and not within our control. Recent announcements related to the cutting of staff at the U.S. Internal Revenue Service could further impact the processing timeline for outstanding ERC claims such as ours.

 

As of February 28, 2025, our revolving credit line had an outstanding principal balance of $2,199,437. We renewed our revolving line of credit with Bank Midwest on March 27, 2025, with a scheduled maturity date of March 30, 2026. In our most recent renewal, we dropped our principal balances from $5,500,000 to $4,000,000 and also negotiated an interest rate 75 basis points lower than our previous line of credit. The bank's credit committee has preapproved an additional $1,500,000 of principal for the 2025 renewal, consistent with the borrowing availability of our previous line of credit, in the event we need additional funding.

 

We believe our current financing arrangements will provide sufficient cash to finance operations and pay debt when due during the next twelve months. We expect to continue to be able to procure financing upon reasonable terms.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

As a smaller reporting company, we are not required to provide disclosure pursuant to this item.

 

Item 4. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures

 

The persons serving as our principal executive officer and principal financial officer have evaluated the effectiveness of our disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period subject to this report. Based on this evaluation, the persons serving as our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of February 28, 2025. Our management has concluded that the consolidated financial statements included in this report present fairly, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with accounting principles generally accepted in the United States.

 

Changes in Internal Control over Financial Reporting

 

There were no changes in our internal controls over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 

 

PART II OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

We are currently not a party to any material pending legal proceedings.

 

Item 1A. Risk Factors.

 

As a smaller reporting company, we are not required to provide disclosure pursuant to this item.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

The following table presents the information with respect to purchases made by us of our common stock during the first quarter of fiscal 2025:

 

                   

Total Number of

         
                   

Shares

   

Approximate Dollar

 
                   

Purchased as part

   

Value of Shares that

 
   

Total

   

Average

   

of

   

May

 
   

Number

   

Price

   

Publicly

   

Yet Be Purchased

 
   

of Shares

   

Paid per

   

Announced

   

under the

 
   

Purchased (1)

   

Share

   

Plans or Programs

   

Plans or Programs

 

December 1 to December 31, 2024

    -     $ -       N/A       N/A  

January 1 to January 31, 2025

    269     $ 1.80       N/A       N/A  

February 1 to February 28, 2025

    606     $ 1.72       N/A       N/A  

Total

    875     $ 1.74                  

 

(1) Reflects shares withheld pursuant to the terms of restricted stock awards under our 2020 Plan to offset tax withholding obligations that occur upon vesting and release of shares. The value of the shares withheld is the closing price of our common stock on the date the relevant transaction occurs.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

 

Item 5. Other Information.

 

Insider Trading Arrangements. During the fiscal quarter ended February 28, 2025, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

 

19

 
 

Item 6. Exhibits.

 

Exhibit

No.

Description

3.1

Conformed Certificate of Incorporation of Art’s-Way Manufacturing Co., Inc. – incorporated by reference to Exhibit 3.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2020.

3.2

Conformed Bylaws of Art’s-Way Manufacturing Co., Inc.– incorporated by reference to Exhibit 3.2 to the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2020.

10.1 Promissory Note, between Bank Midwest and Art's-Way Manufacturing Co., Inc. dated March 27, 2025 - filed herewith

31.1

Certification of Chief Executive Officer pursuant to 17 CFR 13a-14(a) – filed herewith.

31.2

Certification of Chief Financial Officer pursuant to 17 CFR 13a-14(a) – filed herewith.

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 - furnished herewith.

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 - furnished herewith.

101

The following materials from this report, formatted in iXBRL (Inline Extensible Business Reporting Language) are filed herewith: (i) condensed consolidated balance sheets, (ii) condensed consolidated statement of operations, (iii) condensed consolidated statements of stockholders' equity, (iv) condensed consolidated statements of cash flows, and (v) the notes to the condensed consolidated financial statements.

104

Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101).

 

 

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.

 

 

ART’S-WAY MANUFACTURING CO., INC.

   
   
   

Date: April 10, 2025

By: /s/ Marc H. McConnell                            

 

Marc H. McConnell

 

President, Chief Executive Officer and Chairman

   

Date: April 10, 2025

By: /s/ Michael W. Woods 

 

Michael W. Woods

 

Chief Financial Officer

 

21

Exhibit 10.1

 

The authoritative copy of this document is held by Bank Midwest

 

barcode.jpg

*0339+0000720+040010183919*

 

PROMISSORY NOTE

 

Principal

$4,000,000.00

Loan Date

03-25-2025

Maturity

03-30-2026

Loan No

040010183919

Call / Coll

RC-C 4a / 43

Account

720

Officer

NRS

Initials

References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item.

Any item above containing "***" has been omitted due to text length limitations.

 

Borrower:

Art's-Way Manufacturing Co., Inc.

5556 Highway 9

Armstrong, IA 50514-7566

Lender:

Bank Midwest

Armstrong Branch

PO Box 136

500 6th Street

Armstrong, IA 50514



 

Principal Amount: $4,000,000.00 Date of Note: March 25, 2025

 

PROMISE TO PAY. Art's-Way Manufacturing Co., Inc. ("Borrower") promises to pay to Bank Midwest ("Lender"), or order, in lawful money of the United States of America, the principal amount of Four Million & 00/100 Dollars ($4,000,000.00), together with interest on the unpaid principal balance from March 25, 2025, until paid in full.

 

PAYMENT. Borrower will pay this loan in one principal payment of $4,000,000.00 plus interest on March 30, 2026. This payment due on March 30, 2026, will be for all principal and all accrued interest not yet paid. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning April 30, 2025, with all subsequent interest payments to be due on the same day of each month after that. Unless otherwise agreed or required by applicable law, payments will be applied first to any escrow or reserve account payments as required under any mortgage, deed of trust, or other security instrument or security agreement securing this Note; then to any accrued unpaid interest; then to principal; and then to any late charges. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. All payments must be made in U.S. dollars and must be received by Lender consistent with any written payment instructions provided by Lender. If a payment is made consistent with Lender's payment instructions but received after 5:30 PM Central Time, Lender will credit Borrower's payment on the next business day.

 

VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an independent index which is the Wall Street Journal Prime Rate as published in the Wall Street Journal Money Rates section (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each one (1) day. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 7.500% per annum. Interest on the unpaid principal balance of this Note will be calculated as described in the "INTEREST CALCULATION METHOD" paragraph using a rate equal to the Index, adjusted if necessary for any minimum and maximum rate limitations described below, resulting in an initial rate of 7.500% per annum based on a year of 360 days. If Lender determines, in its sole discretion, that the Index has become unavailable or unreliable, either temporarily, indefinitely, or permanently, during the term of this Note, Lender may amend this Note by designating a substantially similar substitute index. Lender may also amend and add a positive or negative margin (percentage added to or subtracted from the substitute index value) as part of the rate determination. In making these amendments, Lender may take into consideration any then-prevailing market convention for selecting a substitute index and margin for the specific Index that is unavailable or unreliable. Such an amendment to the terms of this Note will become effective and bind Borrower 10 business days after Lender gives written notice to Borrower without any action or consent of the Borrower. NOTICE: Under no circumstances will the interest rate on this Note be less than 6.000% per annum or more than the maximum rate allowed by applicable law.

 

INTEREST CALCULATION METHOD. Interest on this Note is computed on a 365/360 basis; that is, by applying the ratio of the interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. All interest payable under this Note is computed using this method.

 

PREPAYMENT. Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: Bank Midwest, Armstrong Branch, PO Box 136, 500 6th Street, Armstrong, IA 50514.

 

LATE CHARGE. If a payment is 30 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled payment or $8.50, whichever is greater.

 

INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Note will continue to accrue interest at the interest rate under this Note. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law.

 

DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note:

 

Payment Default. Borrower fails to make any payment when due under this Note.

 

Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower.

 

False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter.

 

Insolvency. The dissolution or termination of Borrower's existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower.

 

 

The authoritative copy of this document is held by Bank Midwest

 

Loan No: 040010183919

PROMISSORY NOTE

(Continued)

Page 2


 

Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute.

 

Change In Ownership. Any change in ownership of twenty-five percent (25%) or more of the common stock of Borrower.

 

Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note is impaired.

 

Insecurity. Lender in good faith believes itself insecure.

 

Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note.

 

LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.

 

ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including without limitation all attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law.

 

GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of Iowa without regard to its conflicts of law provisions. This Note has been accepted by Lender in the State of Iowa.

 

RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts.

 

COLLATERAL. Borrower acknowledges this Note is secured by any and all security documents, including, but not limited to, all Security Agreements, Supplemental Security Agreements, all Guaranties, Real Estate Mortgages and Assignment of Rents.

 

PURPOSE OF LOAN. The specific purpose of this loan is: 2025 Operating Line of Credit.

 

LINE OF CREDIT. This Note evidences a revolving line of credit. Advances under this Note may be requested either orally or in writing by Borrower or as provided in this paragraph. Lender may, but need not, require that all oral requests be confirmed in writing. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following person or persons are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of such authority Marc H McConnell, President, Chief Executives Officer of Art's-Way Manufacturing Co., Inc.; and Michael Woods, Chief Financial Officer of Art's-Way Manufacturing Co., Inc. Borrower agrees to be liable for all sums either: (A) advanced in accordance with the instructions of an authorized person or (B) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Note at any time may be evidenced by endorsements on this Note or by Lender's internal records, including daily computer print-outs. Lender will have no obligation to advance funds under this Note. All advances will be made at the sole discretion of the Lender.

 

PRIOR NOTE. Renewal of Loan#40010148268.

 

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.

 

SHARING CUSTOMER INFORMATION WITH AFFILIATES. Borrower acknowledges and agrees that Lender may share Borrower's financial information with any affiliate of Bank Midwest. Lender agrees that it will require those affiliates to maintain the privacy of such information.

 

GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several.

 

 

The authoritative copy of this document is held by Bank Midwest

 

Loan No: 040010183919

PROMISSORY NOTE

(Continued)

Page 3


 

 

PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE.

 

BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE AND ALL OTHER DOCUMENTS RELATING TO THIS DEBT.

 

BORROWER:

 

 

ART'S-WAY MANUFACTURING CO., INC.

By:
mcconnellsig.jpg
  By:
woodssig.jpg
 
  Marc H McConnell, President, Chief Executives Officer of Art's-Way Manufacturing Co., Inc.     Michael Woods, Chief Financial Officer of Art's-Way Manufacturing Co., Inc.  

 

 

LENDER:

 

 

BANK MIDWEST

 

X
simpsonsig.jpg
 
  Nicole Simpson, SVP Market President  

 



LaserPro, Ver. 24.4.20.030 Copr. Finastra USA Corporation 1997, 2025. All Rights Reserved. - IA K:CFILPLD20.FC TR-517761 PR-102

 

 

Exhibit 31.1

CERTIFICATION PURSUANT TO 17 CFR 240.13(a)-14(a)

(SECTION 302 CERTIFICATION)

 

I, Marc H. McConnell, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Art’s-Way Manufacturing Co., Inc.;

 

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;

 

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 the registrant’s board of directors (or persons performing the equivalent functions):

 

 

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 control over financial reporting.

 

 

ART’S-WAY MANUFACTURING CO., INC.

   

Date:

April 10, 2025

 

 /s/ Marc H. McConnell

 

Marc H. McConnell

 

President, Chief Executive Officer and Chairman

 

 

Exhibit 31.2

CERTIFICATION PURSUANT TO 17 CFR 240.13(a)-14(a)

(SECTION 302 CERTIFICATION)

 

I, Michael W. Woods, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Art’s-Way Manufacturing Co., Inc.;

 

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;

 

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 the registrant’s board of directors (or persons performing the equivalent functions):

 

 

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 control over financial reporting.

 

 

ART’S-WAY MANUFACTURING CO., INC.

   

Date:

April 10, 2025

 

 /s/ Michael W. Woods

 

Michael W. Woods

 

Chief Financial Officer

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the quarterly report on Form 10-Q of Art’s-Way Manufacturing Co., Inc. (the “Company”) for the fiscal quarter ended February 28, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Marc H. McConnell, as the President, Chief Executive Officer and Chairman of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

 

1.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

 

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

 

Date:

April 10, 2025  

 /s/ Marc H. McConnell

 

Marc H. McConnell

 

President, Chief Executive Officer and Chairman

 

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the quarterly report on Form 10-Q of Art’s-Way Manufacturing Co., Inc. (the “Company”) for the fiscal quarter ended February 28, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael W. Woods, as the Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

 

3.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

 

4.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

 

Date:

April 10, 2025

 

 /s/ Michael W. Woods

 

Michael W. Woods

 

Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 
v3.25.1
Document And Entity Information - shares
3 Months Ended
Feb. 28, 2025
Apr. 04, 2025
Document Information [Line Items]    
Entity Central Index Key 0000007623  
Entity Registrant Name ARTS WAY MANUFACTURING CO INC  
Amendment Flag false  
Current Fiscal Year End Date --11-30  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2025  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Feb. 28, 2025  
Document Transition Report false  
Entity File Number 000-05131  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 42-0920725  
Entity Address, Address Line One 5556 Highway 9  
Entity Address, City or Town Armstrong  
Entity Address, State or Province IA  
Entity Address, Postal Zip Code 50514  
City Area Code 712  
Local Phone Number 208-8467  
Title of 12(b) Security Common stock $0.01 par value  
Trading Symbol ARTW  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   5,088,084
v3.25.1
Condensed Consolidated Balance Sheets (Unaudited Current Period) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Current assets:    
Cash $ 4,133 $ 1,860
Accounts receivable, net 1,407,411 2,372,876
Inventories, net 10,881,082 10,327,913
Cost and profit in excess of billings 288,141 213,195
Other current assets 419,933 208,465
Total current assets 13,000,700 13,124,309
Property, plant, and equipment, net 5,015,290 5,150,870
Assets held for lease, net 134,788 89,033
Deferred income taxes, net 2,455,387 2,440,297
Other assets 398,429 436,175
Total assets 21,004,594 21,240,684
Current liabilities:    
Accounts payable 945,216 944,448
Customer deposits 991,664 180,597
Billings in excess of cost and profit 1,155,622 1,929,151
Income taxes payable 5,000 5,500
Accrued expenses 856,888 1,303,718
Line of credit 2,199,437 1,928,437
Current portion of finance lease liabilities 223,593 220,908
Current portion of long-term debt 121,663 119,734
Total current liabilities 6,499,083 6,632,493
Long-term portion of operating lease liabilities 2,364 4,700
Long-term portion of finance lease liabilities 477,783 534,436
Long-term debt, excluding current portion 1,944,621 1,975,232
Total liabilities 8,923,851 9,146,861
Commitments and Contingencies (Notes 9, 11, 12 and 15)
Stockholders’ equity:    
Undesignated preferred stock - $0.01 par value. Authorized 500,000 shares on February 28, 2025 and November 30, 2024; issued and outstanding 0 shares on February 28, 2025 and November 30, 2024. 0 0
Common stock – $0.01 par value. Authorized 9,500,000 shares on February 28, 2025 and November 30, 2024; 5,200,173 issued on February 28, 2025 and 5,149,173 on November 30, 2024 52,002 51,492
Additional paid-in capital 5,064,558 5,020,849
Retained earnings 7,272,871 7,328,628
Treasury stock, at cost (113,589 shares on February 28, 2025 and 112,714 shares on November 30, 2024) (308,688) (307,146)
Total stockholders’ equity 12,080,743 12,093,823
Total liabilities and stockholders’ equity $ 21,004,594 $ 21,240,684
v3.25.1
Condensed Consolidated Balance Sheets (Unaudited Current Period) (Parentheticals) - $ / shares
Feb. 28, 2025
Nov. 30, 2024
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.01 $ 0.01
Preferred Stock, Shares Authorized (in shares) 500,000 500,000
Preferred Stock, Shares Issued (in shares) 0 0
Preferred Stock, Shares Outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 9,500,000 9,500,000
Common stock, issued (in shares) 5,200,173 5,149,173
Treasury stock, shares (in shares) 113,589 112,714
v3.25.1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Revenues $ 5,140,955 $ 5,723,394
Cost of goods sold 3,644,446 4,249,870
Gross profit 1,496,509 1,473,524
Expenses    
Engineering 85,230 160,353
Selling 349,977 462,759
General and administrative 1,058,817 1,230,494
Total expenses 1,494,024 1,853,606
Income (loss) from operations 2,485 (380,082)
Other income (expense):    
Interest expense (75,688) (165,639)
Other 2,794 8,685
Total other expense (72,894) (156,954)
Loss from continuing operations before income taxes (70,409) (537,036)
Income tax benefit (14,652) (112,777)
Loss from continuing operations (55,757) (424,259)
Discontinued Operations (Note 3)    
Loss from discontinued operations before income taxes 0 (49,902)
Income tax benefit 0 (9,121)
Net income (loss) on discontinued operations 0 (40,781)
Net loss $ (55,757) $ (465,040)
v3.25.1
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Treasury Stock, Common [Member]
Total
Balance (in shares) at Nov. 30, 2023 5,106,922        
Balance at Nov. 30, 2023 $ 51,069 $ 4,838,425 $ 7,021,253 $ (269,492) $ 11,641,255
Balance (in shares) at Nov. 30, 2023       94,256  
Stock based compensation (in shares) 74,000     18,458  
Stock based compensation $ 740 65,217   $ (37,654) 28,303
Net loss $ 0 0 (465,040) 0 (465,040)
Balance (in shares) at Feb. 29, 2024 5,180,922        
Balance at Feb. 29, 2024 $ 51,809 4,903,642 6,556,213 $ (307,146) 11,204,518
Balance (in shares) at Feb. 29, 2024       112,714  
Balance (in shares) at Nov. 30, 2024 5,149,173        
Balance at Nov. 30, 2024 $ 51,492 5,020,849 7,328,628 $ (307,146) $ 12,093,823
Balance (in shares) at Nov. 30, 2024       112,714 112,714
Stock based compensation (in shares) 51,000     875  
Stock based compensation $ 510 43,709   $ (1,542) $ 42,677
Net loss $ 0 0 (55,757) 0 (55,757)
Balance (in shares) at Feb. 28, 2025 5,200,173        
Balance at Feb. 28, 2025 $ 52,002 $ 5,064,558 $ 7,272,871 $ (308,688) $ 12,080,743
Balance (in shares) at Feb. 28, 2025       113,589 113,589
v3.25.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Cash flows from operations:    
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest $ (55,757) $ (424,259)
Net income (loss) on discontinued operations 0 (40,781)
Adjustments to reconcile net loss to net cash used in operating activities:    
Stock based compensation 44,219 65,957
Decrease in obsolete inventory reserves (2,142) (6,098)
Depreciation and amortization expense 208,072 208,116
Increase (decrease) in allowance for expected credit losses - accounts receivable (2,399) 391
Deferred income taxes (15,090) (124,863)
Changes in assets and liabilities:    
Accounts receivable 967,864 385,436
Inventories (551,027) 54,123
Other assets (241,923) (301,491)
Accounts payable 768 (1,109,202)
Contracts in progress, net (848,475) 858,512
Customer deposits 811,067 670,992
Income taxes payable (500) 0
Accrued expenses (446,937) (375,739)
Net cash used in operating activities - continuing operations (101,805) (67,670)
Net cash used in operating activities - discontinued operations 0 (31,604)
Net cash used in operating activities (101,805) (99,274)
Cash flows from investing activities:    
Purchases of property, plant, and equipment (82,730) (281,174)
Net proceeds from sale of assets 0 0
Net cash used in investing activities - continuing operations (82,730) (281,174)
Net cash provided by (used in) investing activities - discontinued operations 0 0
Net cash used in investing activities (82,730) (281,174)
Cash flows from financing activities:    
Net change in line of credit 271,000 466,917
Principal payments on finance lease obligations (53,968) (22,769)
Repayment of term debt (28,682) (26,489)
Repurchases of common stock (1,542) (37,654)
Net cash provided by financing activities - continuing operations 186,808 380,005
Net cash used in financing activities - discontinued operations 0 (1,086)
Net cash provided by financing activities 186,808 378,919
Net increase (decrease) in cash 2,273 (1,529)
Cash at beginning of period 1,860 4,014
Cash at end of period 4,133 2,485
Supplemental disclosures of cash flow information:    
Interest 68,031 161,033
Income taxes 0 0
Right-of-use (ROU) assets acquired (included in other assets) 0 38,192
Amortization of operating lease ROU assets (included in other assets) 2,228 2,383
Computer Software, Intangible Asset [Member]    
Adjustments to reconcile net loss to net cash used in operating activities:    
Amortization of cloud computing implementation costs $ 30,455 $ 30,455
v3.25.1
Note 1 - Description of the Company
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Nature of Operations [Text Block]

 

 

1)

Description of the Company

 

Unless otherwise specified, as used in this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “Art’s-Way,” and the “Company” refer to Art’s-Way Manufacturing Co., Inc., a Delaware corporation headquartered in Armstrong, Iowa, and its wholly owned subsidiaries.

 

The Company began operations as a farm equipment manufacturer in 1956. Since that time, it has become a major worldwide manufacturer of agricultural equipment. Its principal manufacturing plant is located in Armstrong, Iowa.

 

The Company has organized its business into two operating segments. Management separately evaluates the financial results of each segment because each is a strategic business unit offering different products and requiring different technology and marketing strategies. The Agricultural Products segment manufactures and sells farm equipment and related replacement parts under the Art’s-Way Manufacturing label and private labels. The Modular Buildings segment manufactures and installs modular buildings for animal containment and various laboratory uses.

 

During the third quarter of fiscal 2023, the Company ceased operations of its Tools business, which manufactured steel cutting tools and inserts. In previous periods, operations of the Tools business was reported in consolidated numbers as the Company's third operating segment. The Tools segment was reported in discontinued operations beginning with the three and nine month periods ending August 31, 2023. The remaining assets and liabilities of the Tools segment were disposed in the fourth fiscal quarter of the year ended November 30, 2024.  For more information on discontinued operations, see Note 3 "Discontinued Operations."

v3.25.1
Note 2 - Summary of Significant Accounting Policies
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Significant Accounting Policies [Text Block]
 

2)

Summary of Significant Accounting Policies

 

Statement Presentation

 

The foregoing condensed consolidated financial statements of the Company are unaudited and reflect all adjustments (consisting only of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the Company’s financial position and operating results for the interim periods. The condensed consolidated financial statements should be read in conjunction with the condensed financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2024. The results of operations for the three months ended February 28, 2025 are not necessarily indicative of the results to be expected for the fiscal year ending November 30, 2025.

 

Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the three months ended February 28, 2025. Actual results could differ from those estimates.

 

Allowance for Credit Losses

 

The Company uses aging categories to estimate expected credit losses on trade receivables. The Company considers the following factors in its analysis: historical loss experience, forward-looking macroeconomic factors, company credit risk including previous delinquencies, disputed amounts, and the intent and ability to pay. The Company's typical credit terms are Net 30, however, it also offers terms up to 360 days on floor plan units. The Company considers trade receivables greater than 30 days past due, but is not required to disclose past due receivables with an original term less than one year. The Company performs additional analysis monthly on amounts over 90 days past due to determine collectability. The Company has assigned expected credit loss percentages based on where the asset falls in the aging schedule. The Company's actual credit losses have been low compared to historical allowance estimates. The Company has considered the current interest rate environment and the recent decline in the agricultural commodity market and believes its method of estimating a higher than historical loss percentage to be an adequate estimate of actual expected losses. The Company foresees increased credit risk over the next year while inventory on dealer lots starts to decline, interest rates continue to drop and farm income strengthens.

 

The Company carries contract assets related to its Modular Buildings segment in the form of costs and profit in excess of billings. These contract assets are typically converted to trade receivables in 30 to 90 days, depending on contract terms, and due 30 days or less from the billing date. Because these contract assets are typically converted to receivables and collected in less than a year, consideration for these contract assets has been included in the expected credit loss model for trade receivables.

 

v3.25.1
Note 3 - Discontinued Operations
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]
 

3)

Discontinued Operations

 

On June 7, 2023 we announced we would be discontinuing our Tools segment with the last day of normal operations occurring on July 14, 2023. Just over a year later, on October 21, 2024, we completed the sale of the remaining real estate associated with our Tools segment for $1,800,000. The assets and liabilities of this segment were gone prior to November 30, 2024 and are no longer reported in discontinued operations in our financial statements moving forward. 

 

The cessation of operations and liquidation of the Tools segment as a unique business unit of the Company, represented a strategic shift in the Company's operations. In accordance with Accounting Standards Codification ("ASC") Topic 360, the Company has reclassified Tools as discontinued operations for all periods presented.

 

Segment information as of  February 29, 2024 for discontinued operations was as follows:

  

  

Tools

 
  

Three Months Ended

 
  

February 29, 2024

 

Revenue from external customers

 $- 

Gross loss

 $(27,000)

Operating Expense

 $10,000 

Loss from operations

 $(37,000)

Loss before tax

 $(50,000)

Income tax benefit

 $(9,000)

Capital expenditures

 $- 

Depreciation & Amortization

 $7,000 

 

Recently Issued Accounting Pronouncements

 

Accounting Pronouncements Recently Adopted

 

Segment Reporting - Improvements to Reportable Segment Disclosures

 

In November 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2023-07, “Segment Reporting - Improvements to Reportable Segment Disclosures.” ASU 2023-07 adds enhanced disclosures about significant segment expenses, clarifies circumstances in which an entity can disclose multiple segment measures of profit and loss and provides new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption was permitted. The Company adopted ASU 2023-07 in Q1 of fiscal 2025. The application of ASU 2023-07 did not have a significant impact on segment disclosures. The Company recast periods presented prior to the three months ended February 28, 2025

 

Accounting Pronouncements Not Yet Adopted

 

In October 2023, the “FASB” issued “ASU” 2023-06, Disclosure Improvements (“ASU 2023-06”), to clarify or improve disclosure and presentation requirements of a variety of topics and align the requirements in the FASB ASC with the SEC’s regulations. The amendments in ASU 2023-06 will become effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027. Early adoption is prohibited. We are currently evaluating the impact of ASU 2023-06 on the Company's consolidated financial statements and disclosures.

 

In December 2023, the "FASB" issued "ASU" 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures". The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The requirements will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

v3.25.1
Note 4 - Disaggregation of Revenue
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

 

 

4)

Disaggregation of Revenue

 

The following table displays revenue by reportable segment from external customers, disaggregated by major source. The Company believes disaggregating by these categories depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

 

  

Three Months Ended February 28, 2025

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $1,994,000  $-  $1,994,000 

Farm equipment service parts

  883,000   -   883,000 

Modular buildings

  -   2,119,000   2,119,000 

Modular building lease income

  -   46,000   46,000 

Other

  71,000   28,000   99,000 
  $2,948,000  $2,193,000  $5,141,000 

 

  

Three Months Ended February 29, 2024

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $3,528,000  $-  $3,528,000 

Farm equipment service parts

  642,000   -   642,000 

Modular buildings

  -   1,392,000   1,392,000 

Modular building lease income

  -   36,000   36,000 

Other

  66,000   59,000   125,000 
  $4,236,000  $1,487,000  $5,723,000 

  

The Company offered floorplan terms in its Agricultural Products segment during its Fall of 2023 and 2024 early order programs to incentivize customers to stock farm equipment on their lots for fiscal 2024 and fiscal 2025. Floorplan terms allow customers to pay the Company at the earliest of retail date or 180 days. This program has an effect on the timing of the Company’s cash flows compared with historical cash flows.

 

On February 28, 2025, the Company had approximately $184,000 in receivables on the floorplan program with a due date greater than 30 days compared to $1,011,000 on February 29, 2024.

  

v3.25.1
Note 5 - Accounts Receivable
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Accounts and Nontrade Receivable [Text Block]

 

 

5)

Accounts receivable 

 

Accounts receivable are shown net of allowances for expected credit losses. Expected losses are recorded in administrative expense at the time of receivable recognition.

 

The activity related to expected credit losses for the three months ended February 28, 2025 and three months ended February 29, 2024 was as follows:

 

 

  

Three Months Ended (Continuing operations)

  

Three Months Ended (Continuing operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $108,636  $32,137 

Provision charged to expense

  (2,400)  391 

Less amounts charged-off

  -   - 

Balance, ending

 $106,236  $32,528 

 

v3.25.1
Note 6 - Contract Receivables, Contract Assets and Contract Liabilities
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Contract Receivable, Contract Assets, and Contract Liabilities [Text Block]
 

6)

Contract Receivables, Contract Assets and Contract Liabilities

 

The following table provides information about contract receivables, contract assets, and contract liabilities from contracts with customers included on the Condensed Consolidated Balance Sheets.

 

  

February 28, 2025

  

November 30, 2024

 

Receivables

 $1,407,000  $2,373,000 

Assets

  288,000   213,000 

Liabilities

  2,147,000   2,110,000 

 

The amount of revenue recognized in the first three months of fiscal 2025 that was included in a contract liability on  November 30, 2024 was approximately $197,000 compared to $560,000 in the same period of fiscal 2024. The beginning contract receivables, assets and liabilities on December 1, 2023 were approximately $3,432,000; $289,000 and $767,000, respectively.

 

v3.25.1
Note 7 - Net Income (Loss) Per Share of Common Stock
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Earnings Per Share [Text Block]
 

7)

Net Income (Loss) Per Share of Common Stock

 

Basic net income (loss) per share of common stock has been computed on the basis of the weighted average number of common shares outstanding. Diluted net income (loss) per share has been computed on the basis of the weighted average number of common shares outstanding plus equivalent shares assuming exercise of stock options. Potential shares of common stock that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted net income (loss) per share.

 

Basic and diluted net income (loss) per share have been computed based on the following as of  February 28, 2025 and February 29, 2024:

 

  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Numerator for basic and diluted net income (loss) per share:

        
         

Net income from continuing operations

 $(55,757) $(424,259)

Net loss from discontinued operations

  -   (40,781)

Net loss

  (55,757)  (465,040)
         

Denominator:

        

For basic net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 

Effect of dilutive stock options

  -   - 

For diluted net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 
         
         

Net Income (loss) per share - Basic:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)
         

Net Income (loss) per share - Diluted:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)

 

v3.25.1
Note 8 - Inventory
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Inventory Disclosure [Text Block]
 

8)

Inventory

 

Major classes of inventory are:

  

February 28, 2025

  

November 30, 2024

 

Raw materials

 $8,163,053  $7,882,271 

Work in process

  413,111   160,209 

Finished goods

  3,976,465   3,942,435 

Total Gross Inventory

 $12,552,629  $11,984,915 

Less: Reserves

  (1,671,547)  (1,657,002)

Net Inventory

 $10,881,082  $10,327,913 
  
v3.25.1
Note 9 - Accrued Expenses
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Accounts Payable and Accrued Liabilities Disclosure [Text Block]
 

9)

Accrued Expenses

 

Major components of accrued expenses are:

  

February 28, 2025

  

November 30, 2024

 

Salaries, wages, and commissions

 $431,544  $803,662 

Accrued warranty expense

  190,831   225,186 

Other

  234,513   274,870 

Total accrued expenses

 $856,888  $1,303,718 

 

v3.25.1
Note 10 - Assets Held for Lease
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Disclosure of Assets Available for Sale, Not Part of Discontinued Operations [Text Block]
 

10)

Assets Held for Lease

 

Major components of assets held for lease are:

  

February 28, 2025

  

November 30, 2024

 

Modular Buildings

 $62,775  $89,033 

Agricultural products equipment

  72,013   - 

Total assets held for lease (net)

 $134,788  $89,033 

 

There were approximately $46,000 of rents recognized from assets held for lease included in sales on the Condensed Consolidated Statements of Operations during the three months ended February 28, 2025, compared to $36,000 for the three months ending February 29, 2024.

 

The future minimum lease receipts for the years ended November 30 are as follows:

 

Year

 

Amount

 

2025

 $44,536 

 

v3.25.1
Note 11 - Product Warranty
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Product Warranty Disclosure [Text Block]
 

11)

Product Warranty

 

The Company offers warranties of various lengths to its customers depending on the specific product and terms of the customer purchase agreement. The average length of the warranty period is one year from the date of purchase. The Company’s warranties require it to repair or replace defective products during the warranty period at no cost to the customer. Product warranty is included in the price of the product and provides assurance that the product will function in accordance with agreed-upon specifications. It does not represent a separate performance obligation under ASC 606. The Company records a liability for estimated costs that may be incurred under its warranties. The costs are estimated based on historical experience and any specific warranty issues that have been identified. Although historical warranty costs have been within expectations, there can be no assurance that future warranty costs will not exceed historical amounts. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the balance as necessary. The accrued warranty balance is included in accrued expenses as shown in Note 9 “Accrued Expenses.” Changes in the Company’s product warranty liability for the three months ended February 28, 2025 and  February 29, 2024 are as follows:

 

  

Three Months Ended (Continuing Operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $225,186  $295,113 

Provision charged to expense

  85,040   83,735 

Less amounts charged-off

  (119,395)  (167,728)

Balance, ending

 $190,831  $211,120 

   

v3.25.1
Note 12 - Loan and Credit Agreements
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Debt Disclosure [Text Block]
 

12)

Loan and Credit Agreements

 

Bank Midwest Revolving Lines of Credit and Term Loans

 

The Company previously maintained a $5,500,000 revolving line of credit (the “Line of Credit”) with Bank Midwest. On February 28, 2025, the balance of the Line of Credit was $ 2,199,437 with $ 3,300,563 remaining available. The Line of Credit was subject to a borrowing base, which was an amount equal to 75% of accounts receivable balances (discounted for aged receivables), plus 50% of net inventory, less any outstanding loan balance on the Line of Credit. On February 28, 2025, the Line of Credit was not limited by the borrowing base calculation. Any unpaid principal amount borrowed on the Line of Credit accrued interest at a floating rate per annum equal to 0.75% above the Wall Street Journal rate published in the money rates section of the Wall Street Journal. The interest rate floor was set at 6.00% per annum and the interest rate at February 28, 2025 was 8.25% per annum. The Line of Credit was most recently renewed on March 4, 2024 with a maturity date of  March 30, 2025 and required monthly interest-only payments. The Line of Credit is governed by the terms of a Promissory Note, dated March 4, 2024, entered into between the Company and Bank Midwest.

 

The Company paid off the remaining balance of the Line of Credit and entered into a new revolving line of credit (the "2025 Line of Credit") on March 27, 2025 with Bank Midwest. The 2025 Line of Credit is a $4,000,000 revolving line of credit limited by a borrowing base calculation. The 2025 Line of Credit borrowing base is an amount equal to 75% of accounts receivable balances (discounted for aged receivables), plus 50% of net inventory, less any outstanding loan balance on the 2025 Line of Credit. Any unpaid principal amount borrowed on the 2025 Line of Credit accrues interest at a floating rate per annum equal to the Wall Street Journal rate published in the money rates section of the Wall Street Journal. The interest rate floor is set at 6.00% per annum and the current interest rate is 7.5% per annum. The 2025 Line of Credit is governed by the terms of a promissory note, dated March 27, 2025, entered into between the Company and Bank Midwest.

 

The Company carries a $2,600,000 term loan with Bank Midwest due October 1, 2037 (the “Term Loan”). The Term Loan accrues interest at a rate of 7.00%. The interest rate may only be adjusted by Bank Midwest once every five years. Monthly payments of $19,648 in principal and interest are required on the Term Loan. The Term Loan is also guaranteed by the United States Department of Agriculture (“USDA”), which required an upfront guarantee fee of $62,400 and requires an annual fee of 0.5% of the unpaid balance. As part of the USDA guarantee requirements, shareholders owning more than 20% are required to personally guarantee a portion of the Term Loan, in an amount equal to their stock ownership percentage. The J. Ward McConnell Jr. Living Trust, the estate of the former Vice Chairman of the Board of Directors and a shareholder owning more than 20% of the Company’s outstanding stock, is guaranteeing approximately 38% of the Term Loan, for an annual fee of 2% of the personally guaranteed amount. The initial guarantee fee will be amortized over the life of the Term Loan, and the annual fees and personally guaranteed amounts are expensed monthly. The Term Loan is governed by the terms of a Promissory Note, dated September 28, 2017, entered into between the Company and Bank Midwest. The Company made a $209,836 principal payment on the term loan on October 23, 2024 after receiving proceeds from the sale of the Ohio real estate from the Company's discontinued Tools segment.

 

In connection with the Line of Credit, the Company, Art’s-Way Scientific, Inc. and Ohio Metal Working Products/Art’s-Way Inc. each entered into a Commercial Security Agreement with Bank Midwest, dated September 28, 2017, pursuant to which each granted to Bank Midwest a first priority security interest in certain inventory, equipment, accounts, chattel paper, instruments, letters of credit and other assets to secure the obligations of the Company under the line of credit. Each of Art’s-Way Scientific, Inc. and Ohio Metal Working Products/Art’s-Way Inc. also agreed to guarantee the obligations of the Company pursuant to the Line of Credit, as set forth in Commercial Guaranties, each dated September 28, 2017. The Ohio Metal Working Products/Art's-Way Inc.'s mortgage, commercial security agreements and commercial guaranties were released upon sale of the Ohio real estate associated with the Company's discontinued Tools segment in October of 2024.

 

The Term Loan is secured by a mortgage on the Company’s Armstrong, Iowa and Monona, Iowa properties. Each mortgage is governed by the terms of a separate Mortgage, dated September 28, 2017, and each property is also subject to a separate Assignment of Rents, dated September 28, 2017.

 

If the Company or its subsidiary (as guarantors pursuant to the Commercial Guaranties) commits an event of default with respect to the promissory note and fails or is unable to cure that default, Bank Midwest may immediately terminate its obligation, if any, to make additional loans to the Company and may accelerate the Company’s obligations under the promissory note. Bank Midwest shall also have all other rights and remedies for default provided by the Uniform Commercial Code, as well as any other applicable law and the various loan agreements. In addition, in an event of default, Bank Midwest may foreclose on the mortgaged property.

 

Compliance with Bank Midwest covenants is measured annually on November 30. The terms of the Bank Midwest loan agreements require the Company to maintain a minimum of $4,000,000 of monthly working capital. The Company is also required to maintain a minimum debt service coverage ratio of 1.25, with a 0.10 tolerance. The Company also must receive bank approval for individual purchases or sales of equipment over $100,000 and maintain reasonable salaries and owner compensation. The Company was in compliance with all covenants of Bank Midwest loans as of November 30, 2024. The next measurement date is November 30, 2025 for all covenants except the monthly working capital requirement.

 

SBA Economic Injury Disaster Loans

 

In June of 2020, the Company executed the standard loan documents required for securing loans offered by the U.S. Small Business Administration under its Economic Injury Disaster Loan (“EIDL”) assistance program in light of the impact of the COVID-19 pandemic on the Company’s business. One outstanding loan was executed on June 18, 2020 with a principal amount of $150,000, with a second loan being executed on June 24, 2020 with a principal amount of $150,000. Proceeds from these EIDLs were used for working capital purposes. Interest accrues at the rate of 3.75% per annum and will accrue from the date of inception. Installment payments, including principal and interest, were due monthly beginning December 18, 2022 and December 24, 2022 (thirty months from the date of the EIDLs) in the amount of $731 per EIDL. The balance of principal and interest is payable 30 years from the date of the EIDL. The EIDLs are secured by a security interest on all of the Company’s assets subordinate to Bank Midwest’s security interest. Both EIDLs are governed by the terms of a separate Promissory Note, dated  June 18, 2020 and  June 24, 2020, as applicable, entered into by the Company or the applicable subsidiary.

 

A summary of the Company’s term debt is as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Bank Midwest loan payable in monthly installments of $19,648 including interest at 7.00%, due October 1, 2037

 $1,752,607  $1,779,877 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 18, 2022, due June 18, 2050

  156,596   157,304 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 24, 2022, due June 24, 2050

  157,081   157,785 

Total term debt

 $2,066,284  $2,094,966 

Less current portion of term debt

  (121,663)  (119,734)

Term debt, excluding current portion

 $1,944,621  $1,975,232 

 

A summary of the minimum maturities of term debt follows for twelve month periods ending February 28 or February 29, are as follows:

 

Year

 

Amount

 

2026

 $121,663 

2027

  129,593 

2028

  138,885 

2029

  148,547 

2030

  159,499 

2031 and thereafter

  1,368,097 
  $2,066,284 

    

v3.25.1
Note 13 - Income Taxes
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Income Tax Disclosure [Text Block]
 

13)

Income Taxes

 

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating losses.

 

The Company has net operating losses and tax credits that are expected to offset any 2025 fiscal year tax liability and does not expect to have significant cash tax cost in the near future.

v3.25.1
Note 14 - Related Party Transactions
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]

 

 

14)

Related Party Transactions

 

During the three months ended February 28, 2025, and February 29, 2024, the Company did not recognize any revenues from transactions with a related party, and no amounts in accounts receivable balances were due from a related party. From time to time, the Company purchases various supplies from related parties, which are companies in which Marc McConnell, the Company's chairman and principal executive officer, has an ownership interest and also serves as President. J. Ward McConnell Jr.’s estate, the J. Ward McConnell, Jr. Living Trust, is paid a monthly fee to guarantee a portion of the Company’s term debt in accordance with the USDA guarantee obtained on the Company’s term debt. In the three months ended February 28, 2025, the Company recognized $3,355 of expense for transactions with related parties compared to $3,931 for the three months ended February 29, 2024. As of February 28, 2025, accrued expenses contained a balance of $1,131 owed to a related party compared to $1,329 on February 29, 2024.

v3.25.1
Note 15 - Leases
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Leases [Text Block]
 

15)

Leases

 

The components of operating leases on the Condensed Consolidated Balance Sheets on February 28, 2025 and November 30, 2024 were as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Operating lease right-of-use assets (in other assets)

 $11,546  $13,774 
         

Current portion of operating lease liabilities (in accrued expenses)

 $9,182  $9,074 

Long-term portion of operating lease liabilities

  2,364   4,700 

Total operating lease liabilities

 $11,546  $13,774 

 

The components of finance leases on the Condensed Consolidated Balance Sheets on February 28, 2025 and November 30, 2024 were as follows:

 

  

February 28, 2025

  

November 30, 2024

 

Finance lease right-of-use assets (net of amortization in other assets)

 $343,562  $377,753 
         

Current portion of finance lease liabilities

 $223,593  $220,908 

Long-term portion of finance lease liabilities

  477,783   534,436 

Total finance lease liabilities

 $701,376  $755,344 

 

v3.25.1
Note 16 - Equity Incentive Plan and Stock Based Compensation
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]
 

16)

Equity Incentive Plan and Stock Based Compensation

 

On February 25, 2020, the Board of Directors of the Company (the “Board”) authorized and approved the Art’s-Way Manufacturing Co., Inc. 2020 Equity Incentive Plan (the “2020 Plan”). The 2020 Plan was approved by the stockholders on April 30, 2020. The 2020 Plan replaced the Art’s-Way Manufacturing Co., Inc. 2011 Equity Incentive Plan (the “2011 Plan”) and prior plans. The 2020 Plan added an additional 500,000 shares to the number of shares reserved for issuance pursuant to equity awards. No further awards will be made under the 2011 Plan or other prior plans. Awards to directors and executive officers under the 2020 Plan are governed by the forms of agreement approved by the Board of Directors. Stock options or other awards granted prior to February 25, 2020 are governed by the applicable prior plan and the forms of agreement adopted thereunder.

 

The 2020 Plan permits the plan administrator to award nonqualified stock options, incentive stock options, restricted stock awards, restricted stock units, performance awards, and stock appreciation rights to employees (including officers), directors, and consultants. The Board has approved a director compensation policy pursuant to which directors are automatically granted restricted stock awards of 3,500 shares of fully vested common stock annually or initially upon their election to the Board and another 1,000 shares of fully vested common stock on the last business day of each fiscal quarter.

 

Shares issued under the 2020 Plan for the three months ended February 28, 2025 and February 29, 2024 are as follows:

 

 

  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Shares issued to directors (immediate vesting)

  5,000   5,000 

Shares issued to directors, employees, and consultants (three-year vesting)

  46,000   69,000 

Total shares issued

  51,000   74,000 

 

v3.25.1
Note 17 - Disclosures About the Fair Value of Financial Instruments
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Fair Value Disclosures [Text Block]
 

17)

Disclosures About the Fair Value of Financial Instruments

 

The fair value of a financial instrument is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties. On  February 28, 2025 and November 30, 2024, the carrying amount approximated fair value for cash, accounts receivable, accounts payable, notes payable to bank, finance lease liabilities and other current and long-term liabilities. The carrying amounts of current assets and liabilities approximate fair value because of the short maturity of these instruments. The fair value of the finance lease liabilities also approximate recorded value as that is based on discounting future cash flows at rates implicit in the lease. The rates implicit in the lease do not materially differ from current market rates. The fair value of the Company’s term loans payable also approximates recorded value because the interest rates charged under the loan terms are not substantially different from current interest rates.

 

v3.25.1
Note 18 - Segment Information
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]
 

18)

Segment Information

 

In accordance with ASC 280, “Segment Reporting," the Company’s chief operating decision maker, or CODM, has been identified as the President, Chief Executive Officer and Chairman, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. The CODM utilizes gross profit and income from operations to evaluate segment performance and allocate resources. The Company's selling, general and administrative expenses and engineering expenses are charged to each segment as incurred by each reportable segment. The Company allocates a small portion of corporate expenses from the Agricultural Products segment to the Modular Buildings segment monthly for administrative support services provided.

 

The Company has two reportable segments: Agricultural Products and Modular Buildings. The Agricultural Products segment manufactures and sells farm equipment and related replacement parts under the Art’s-Way Manufacturing label. The Modular Buildings segment manufactures and installs modular buildings for various uses, commonly animal containment and research laboratories under the Art's Way Scientific and Evolution Modular labels. 

 

The accounting policies applied to determine the segment information are the same as those described in the summary of significant accounting policies. Management evaluates the performance of each segment based on profit or loss from operations before income taxes, exclusive of nonrecurring gains and losses.

 

Approximate financial information with respect to the reportable segments is as follows.

 

  

Three Months Ended February 28, 2025

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $2,948,000  $2,193,000  $5,141,000 

Gross profit

 $788,000  $708,000  $1,496,000 

Operating Expense

 $1,167,000  $327,000  $1,494,000 

Income (loss) from operations

 $(379,000) $381,000  $2,000 

Income (loss) before tax

 $(438,000) $368,000  $(70,000)

Income tax expense (benefit)

 $(92,000) $77,000  $(15,000)
             

Total Assets

 $18,857,000  $2,148,000  $21,005,000 

Capital expenditures

 $67,000  $16,000  $83,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest expense

 $61,000  $15,000  $76,000 

Engineering

 $85,000  $-  $85,000 

Selling

 $206,000  $144,000  $350,000 

General and administrative (G&A)

 $876,000  $183,000  $1,059,000 

Corporate expense (included in G&A)

 $101,000  $45,000  $146,000 

 

  

Three Months Ended February 29, 2024

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $4,236,000  $1,487,000  $5,723,000 

Gross profit

 $1,141,000  $332,000  $1,473,000 

Operating Expense

 $1,568,000  $286,000  $1,854,000 

Income (loss) from operations

 $(426,000) $46,000  $(380,000)

Income (loss) before tax

 $(574,000) $37,000  $(537,000)

Income tax expense (benefit)

 $(121,000) $8,000  $(113,000)
             

Total Assets

 $20,470,000  $2,746,000  $23,216,000 

Capital expenditures

 $184,000  $97,000  $281,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest Expense

 $153,000  $13,000  $166,000 

Engineering

 $160,000  $-  $160,000 

Selling

 $386,000  $77,000  $463,000 

General and administrative (G&A)

 $1,022,000  $209,000  $1,231,000 

Corporate expense (included in G&A)

 $136,000  $30,000  $166,000 

 

*The consolidated total in the tables is a sum of segment figures and may not tie to actual figures in the condensed consolidated financial statements due to rounding.

 

v3.25.1
Note 19 - Subsequent Events
3 Months Ended
Feb. 28, 2025
Notes to Financial Statements  
Subsequent Events [Text Block]

 

 

19)

Subsequent Events

 

Management evaluated all other activity of the Company and concluded that no subsequent events have occurred other than the 2025 Line of Credit renewal in Note 12 - Loan and Credit Agreements that would require recognition in the condensed consolidated financial statements.

v3.25.1
Insider Trading Arrangements
3 Months Ended
Feb. 28, 2025
Trading Arrangements, by Individual [Table]  
Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information.

 

Insider Trading Arrangements. During the fiscal quarter ended February 28, 2025, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

 

Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.25.1
Note 3 - Discontinued Operations (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Disposal Groups, Including Discontinued Operations [Table Text Block]
  

Tools

 
  

Three Months Ended

 
  

February 29, 2024

 

Revenue from external customers

 $- 

Gross loss

 $(27,000)

Operating Expense

 $10,000 

Loss from operations

 $(37,000)

Loss before tax

 $(50,000)

Income tax benefit

 $(9,000)

Capital expenditures

 $- 

Depreciation & Amortization

 $7,000 
v3.25.1
Note 4 - Disaggregation of Revenue (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Disaggregation of Revenue [Table Text Block]
  

Three Months Ended February 28, 2025

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $1,994,000  $-  $1,994,000 

Farm equipment service parts

  883,000   -   883,000 

Modular buildings

  -   2,119,000   2,119,000 

Modular building lease income

  -   46,000   46,000 

Other

  71,000   28,000   99,000 
  $2,948,000  $2,193,000  $5,141,000 
  

Three Months Ended February 29, 2024

 
  

Agricultural

  

Modular Buildings

  

Total

 

Farm equipment

 $3,528,000  $-  $3,528,000 

Farm equipment service parts

  642,000   -   642,000 

Modular buildings

  -   1,392,000   1,392,000 

Modular building lease income

  -   36,000   36,000 

Other

  66,000   59,000   125,000 
  $4,236,000  $1,487,000  $5,723,000 
v3.25.1
Note 5 - Accounts Receivable (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Accounts Receivable, Allowance for Credit Loss [Table Text Block]
  

Three Months Ended (Continuing operations)

  

Three Months Ended (Continuing operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $108,636  $32,137 

Provision charged to expense

  (2,400)  391 

Less amounts charged-off

  -   - 

Balance, ending

 $106,236  $32,528 
v3.25.1
Note 6 - Contract Receivables, Contract Assets and Contract Liabilities (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Receivables

 $1,407,000  $2,373,000 

Assets

  288,000   213,000 

Liabilities

  2,147,000   2,110,000 
v3.25.1
Note 7 - Net Income (Loss) Per Share of Common Stock (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Numerator for basic and diluted net income (loss) per share:

        
         

Net income from continuing operations

 $(55,757) $(424,259)

Net loss from discontinued operations

  -   (40,781)

Net loss

  (55,757)  (465,040)
         

Denominator:

        

For basic net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 

Effect of dilutive stock options

  -   - 

For diluted net income (loss) per share - weighted average common shares outstanding

  5,054,665   5,022,680 
         
         

Net Income (loss) per share - Basic:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)
         

Net Income (loss) per share - Diluted:

        

Continuing Operations

 $(0.01) $(0.08)

Discontinued Operations

  -   (0.01)

Net loss per share

 $(0.01) $(0.09)
v3.25.1
Note 8 - Inventory (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Inventory, Current [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Raw materials

 $8,163,053  $7,882,271 

Work in process

  413,111   160,209 

Finished goods

  3,976,465   3,942,435 

Total Gross Inventory

 $12,552,629  $11,984,915 

Less: Reserves

  (1,671,547)  (1,657,002)

Net Inventory

 $10,881,082  $10,327,913 
v3.25.1
Note 9 - Accrued Expenses (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Accrued Liabilities [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Salaries, wages, and commissions

 $431,544  $803,662 

Accrued warranty expense

  190,831   225,186 

Other

  234,513   274,870 

Total accrued expenses

 $856,888  $1,303,718 
v3.25.1
Note 10 - Assets Held for Lease (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Property, Plant, and Equipment, Lessor Asset under Operating Lease [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Modular Buildings

 $62,775  $89,033 

Agricultural products equipment

  72,013   - 

Total assets held for lease (net)

 $134,788  $89,033 
Lessor, Operating Lease, Payment to be Received, Maturity [Table Text Block]

Year

 

Amount

 

2025

 $44,536 
v3.25.1
Note 11 - Product Warranty (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Product Warranty Liability [Table Text Block]
  

Three Months Ended (Continuing Operations)

 
  

February 28, 2025

  

February 29, 2024

 

Balance, beginning

 $225,186  $295,113 

Provision charged to expense

  85,040   83,735 

Less amounts charged-off

  (119,395)  (167,728)

Balance, ending

 $190,831  $211,120 
v3.25.1
Note 12 - Loan and Credit Agreements (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Debt [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Bank Midwest loan payable in monthly installments of $19,648 including interest at 7.00%, due October 1, 2037

 $1,752,607  $1,779,877 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 18, 2022, due June 18, 2050

  156,596   157,304 

U.S. Small Business Administration loan payable in monthly installments of $731 including interest at 3.75% beginning December 24, 2022, due June 24, 2050

  157,081   157,785 

Total term debt

 $2,066,284  $2,094,966 

Less current portion of term debt

  (121,663)  (119,734)

Term debt, excluding current portion

 $1,944,621  $1,975,232 
Schedule of Maturities of Long-Term Debt [Table Text Block]

Year

 

Amount

 

2026

 $121,663 

2027

  129,593 

2028

  138,885 

2029

  148,547 

2030

  159,499 

2031 and thereafter

  1,368,097 
  $2,066,284 
v3.25.1
Note 15 - Leases (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Lessee, Operating Leases, Assets and Liabilities [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Operating lease right-of-use assets (in other assets)

 $11,546  $13,774 
         

Current portion of operating lease liabilities (in accrued expenses)

 $9,182  $9,074 

Long-term portion of operating lease liabilities

  2,364   4,700 

Total operating lease liabilities

 $11,546  $13,774 
Lessee, Finance Leases, Assets and Liabilities [Table Text Block]
  

February 28, 2025

  

November 30, 2024

 

Finance lease right-of-use assets (net of amortization in other assets)

 $343,562  $377,753 
         

Current portion of finance lease liabilities

 $223,593  $220,908 

Long-term portion of finance lease liabilities

  477,783   534,436 

Total finance lease liabilities

 $701,376  $755,344 
v3.25.1
Note 16 - Equity Incentive Plan and Stock Based Compensation (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Share-Based Payment Arrangement, Activity [Table Text Block]
  

For the Three Months Ended

 
  

February 28, 2025

  

February 29, 2024

 

Shares issued to directors (immediate vesting)

  5,000   5,000 

Shares issued to directors, employees, and consultants (three-year vesting)

  46,000   69,000 

Total shares issued

  51,000   74,000 
v3.25.1
Note 18 - Segment Information (Tables)
3 Months Ended
Feb. 28, 2025
Notes Tables  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
  

Three Months Ended February 28, 2025

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $2,948,000  $2,193,000  $5,141,000 

Gross profit

 $788,000  $708,000  $1,496,000 

Operating Expense

 $1,167,000  $327,000  $1,494,000 

Income (loss) from operations

 $(379,000) $381,000  $2,000 

Income (loss) before tax

 $(438,000) $368,000  $(70,000)

Income tax expense (benefit)

 $(92,000) $77,000  $(15,000)
             

Total Assets

 $18,857,000  $2,148,000  $21,005,000 

Capital expenditures

 $67,000  $16,000  $83,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest expense

 $61,000  $15,000  $76,000 

Engineering

 $85,000  $-  $85,000 

Selling

 $206,000  $144,000  $350,000 

General and administrative (G&A)

 $876,000  $183,000  $1,059,000 

Corporate expense (included in G&A)

 $101,000  $45,000  $146,000 
  

Three Months Ended February 29, 2024

 
  

Agricultural Products

  

Modular Buildings

  

Consolidated (Continuing Operations)*

 

Revenue from external customers

 $4,236,000  $1,487,000  $5,723,000 

Gross profit

 $1,141,000  $332,000  $1,473,000 

Operating Expense

 $1,568,000  $286,000  $1,854,000 

Income (loss) from operations

 $(426,000) $46,000  $(380,000)

Income (loss) before tax

 $(574,000) $37,000  $(537,000)

Income tax expense (benefit)

 $(121,000) $8,000  $(113,000)
             

Total Assets

 $20,470,000  $2,746,000  $23,216,000 

Capital expenditures

 $184,000  $97,000  $281,000 

Depreciation & Amortization

 $148,000  $60,000  $208,000 

Interest Expense

 $153,000  $13,000  $166,000 

Engineering

 $160,000  $-  $160,000 

Selling

 $386,000  $77,000  $463,000 

General and administrative (G&A)

 $1,022,000  $209,000  $1,231,000 

Corporate expense (included in G&A)

 $136,000  $30,000  $166,000 
v3.25.1
Note 1 - Description of the Company (Details Textual)
3 Months Ended
Feb. 28, 2025
Number of Operating Segments 2
v3.25.1
Note 3 - Discontinued Operations (Details Textual)
Oct. 21, 2024
USD ($)
Discontinued Operations [Member] | Tools [Member]  
Disposal Group, Including Discontinued Operation, Consideration $ 1,800,000
v3.25.1
Note 3 - Discontinued Operations - Components of Discontinued Operations (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Loss from discontinued operations before income taxes $ 0 $ (49,902)
Income tax benefit $ 0 (9,121)
Discontinued Operations [Member] | Tools [Member]    
Revenue from external customers   0
Gross loss   (27,000)
Operating Expense   10,000
Loss from operations   (37,000)
Loss from discontinued operations before income taxes   (50,000)
Income tax benefit   (9,000)
Capital expenditures   0
Depreciation & Amortization   $ 7,000
v3.25.1
Note 4 - Disaggregation of Revenue (Details Textual) - USD ($)
Feb. 28, 2025
Feb. 29, 2024
Agricultural Products, Floorplan Program [Member]    
Contract with Customer, Receivable, after Allowance for Credit Loss, Current $ 184,000 $ 1,011,000
v3.25.1
Note 4 - Disaggregation of Revenue - Disaggregated Revenue From External Customers (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Revenue $ 5,141,000 $ 5,723,000
Agricultural Products [Member]    
Revenue 2,948,000 4,236,000
Modular Buildings [Member]    
Revenue 2,193,000 1,487,000
Farm Equipment [Member]    
Revenue 1,994,000 3,528,000
Farm Equipment [Member] | Agricultural Products [Member]    
Revenue 1,994,000 3,528,000
Farm Equipment [Member] | Modular Buildings [Member]    
Revenue 0 0
Farm Equipment Service Parts [Member]    
Revenue 883,000 642,000
Farm Equipment Service Parts [Member] | Agricultural Products [Member]    
Revenue 883,000 642,000
Farm Equipment Service Parts [Member] | Modular Buildings [Member]    
Revenue 0 0
Modular Buildings [Member]    
Revenue 2,119,000 1,392,000
Modular Buildings [Member] | Agricultural Products [Member]    
Revenue 0 0
Modular Buildings [Member] | Modular Buildings [Member]    
Revenue 2,119,000 1,392,000
Modular Buildings Lease Income [Member]    
Revenue 46,000 36,000
Modular Buildings Lease Income [Member] | Agricultural Products [Member]    
Revenue 0 0
Modular Buildings Lease Income [Member] | Modular Buildings [Member]    
Revenue 46,000 36,000
Product and Service, Other [Member]    
Revenue 99,000 125,000
Product and Service, Other [Member] | Agricultural Products [Member]    
Revenue 71,000 66,000
Product and Service, Other [Member] | Modular Buildings [Member]    
Revenue $ 28,000 $ 59,000
v3.25.1
Note 5 - Accounts Receivable - Expected Credit Losses Activity (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Balance $ 108,636 $ 32,137
Provision charged to expense (2,400) 391
Accounts Receivable, Allowance for Credit Loss, Writeoff 0 0
Balance $ 106,236 $ 32,528
v3.25.1
Note 6 - Contract Receivables, Contract Assets and Contract Liabilities (Details Textual) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Nov. 30, 2024
Dec. 01, 2023
Contract with Customer, Liability, Revenue Recognized $ 197,000 $ 560,000    
Construction Contractor, Receivable, Excluding Contract Retainage 1,407,000   $ 2,373,000 $ 3,432,000
Contract with Customer, Asset, after Allowance for Credit Loss 288,000   213,000 289,000
Contract with Customer, Liability $ 2,147,000   $ 2,110,000 $ 767,000
v3.25.1
Note 6 - Contract Receivables, Contract Assets and Contract Liabilities - Contract With Customers (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Dec. 01, 2023
Receivables $ 1,407,000 $ 2,373,000 $ 3,432,000
Assets 288,000 213,000 289,000
Liabilities $ 2,147,000 $ 2,110,000 $ 767,000
v3.25.1
Note 7 - Net Income (Loss) Per Share of Common Stock - Basic and Diluted Earnings Per Common Share (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Numerator for basic and diluted net income (loss) per share:    
Net income (loss) from continuing operations $ (55,757) $ (424,259)
Net income (loss) from discontinued operations 0 (40,781)
Net loss $ (55,757) $ (465,040)
Denominator:    
For basic net income (loss) per share - weighted average common shares outstanding (in shares) 5,054,665 5,022,680
Effect of dilutive stock options (in shares) 0 0
For diluted net income (loss) per share - weighted average common shares outstanding (in shares) 5,054,665 5,022,680
Net Income (loss) per share - Basic:    
Continuing Operations, basic (in dollars per share) $ (0.01) $ (0.08)
Discontinued Operations, basic (in dollars per share) 0 (0.01)
Net loss per share (in dollars per share) (0.01) (0.09)
Net Income (loss) per share - Diluted:    
Continuing Operations, diluted (in dollars per share) (0.01) (0.08)
Discontinued Operations, diluted (in dollars per share) 0 (0.01)
Net loss per share (in dollars per share) $ (0.01) $ (0.09)
v3.25.1
Note 8 - Inventory - Major Classes of Inventory (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Raw materials $ 8,163,053 $ 7,882,271
Work in process 413,111 160,209
Finished goods 3,976,465 3,942,435
Total Gross Inventory 12,552,629 11,984,915
Less: Reserves (1,671,547) (1,657,002)
Net Inventory $ 10,881,082 $ 10,327,913
v3.25.1
Note 9 - Accrued Expenses - Major Components of Accrued Expenses (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Salaries, wages, and commissions $ 431,544 $ 803,662
Accrued warranty expense 190,831 225,186
Other 234,513 274,870
Total accrued expenses $ 856,888 $ 1,303,718
v3.25.1
Note 10 - Assets Held for Lease (Details Textual) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Operating Lease, Lease Income $ 46,000 $ 36,000
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] Revenue from external customers  
v3.25.1
Note 10 - Assets Held for Lease - Summary of Assets Held for Lease (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Assets held for lease $ 134,788 $ 89,033
Modular Buildings [Member]    
Assets held for lease 62,775 89,033
Agricultural Products Equipment [Member]    
Assets held for lease $ 72,013 $ 0
v3.25.1
Note 10 - Assets Held for Lease - Future Minimum Lease Receipts (Details)
Feb. 28, 2025
USD ($)
2025 $ 44,536
v3.25.1
Note 11 - Product Warranty (Details Textual)
3 Months Ended
Feb. 28, 2025
Standard Product Warrant Term (Year) 1 year
v3.25.1
Note 11 - Product Warranty - Changes in Product Warranty Liability (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Balance $ 225,186 $ 295,113
Provision charged to expense 85,040 83,735
Less amounts charged-off (119,395) (167,728)
Balance $ 190,831 $ 211,120
v3.25.1
Note 12 - Loan and Credit Agreements (Details Textual)
3 Months Ended 9 Months Ended 12 Months Ended
Mar. 27, 2025
USD ($)
Feb. 28, 2025
USD ($)
Oct. 23, 2024
USD ($)
Dec. 24, 2022
USD ($)
Dec. 18, 2022
USD ($)
Jun. 24, 2020
USD ($)
Jun. 18, 2020
USD ($)
Feb. 28, 2025
USD ($)
Feb. 29, 2024
USD ($)
Aug. 31, 2024
Nov. 30, 2024
USD ($)
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]                   Prime Rate [Member]  
Term Loan Due October 2037 [Member]                      
Debt Instrument, Interest Rate, Stated Percentage   7.00%           7.00% 7.00%    
Debt Instrument, Periodic Payment               $ 19,648 $ 19,648    
EIDL Assistance Program, Loan One [Member]                      
Debt Instrument, Periodic Payment         $ 731            
Proceeds from Issuance of Debt             $ 150,000        
EIDL Assistance Program, Loan Two [Member]                      
Debt Instrument, Periodic Payment       $ 731              
Proceeds from Issuance of Debt           $ 150,000          
Economic Injury Distaster Loan Assistance Program [Member]                      
Debt Instrument, Interest Rate, Stated Percentage           3.75%          
Debt Instrument, Term (Year)                   30 years  
Bank Midwest [Member]                      
Debt Instrument, Covenant, Minimum Working Capital                     $ 4,000,000
Debt Instrument, Covenant, Minimum Debt Service Coverage Ratio                     1.25
Debt Instrument, Covenant, Minimum Debt Service Coverage Ratio, Tolerance                     0.1
Bank Midwest [Member] | Minimum [Member]                      
Debt Instrument, Covenant, Annual Purchases or Sales Price of Equipment Before Requiring Bank Approval                     $ 100,000
Bank Midwest [Member] | Term Loan Due October 2037 [Member]                      
Debt Instrument, Face Amount   $ 2,600,000           $ 2,600,000      
Debt Instrument, Interest Rate, Stated Percentage   7.00%           7.00%      
Debt Instrument, Periodic Payment               $ 19,648      
Repayments of Debt     $ 209,836                
Bank Midwest [Member] | Term Loan Due October 2037 [Member] | United States Department of Agriculture [Member]                      
Upfront Guarantee Fee               $ 62,400      
Guarantee Fee, Annual Fee, Percentage               0.50%      
Guarantee Requirement, Personally Guarantee, Shareholders Ownership Percentage               20.00%      
Bank Midwest [Member] | Term Loan Due October 2037 [Member] | J. Ward McConnell Jr. [Member]                      
Personally Guaranteed, Percentage of Loan               38.00%      
Personally Guaranteed, Fee, Percentage of Guaranteed Amount               2.00%      
Bank Midwest [Member] | Revolving Credit Facility [Member]                      
Line of Credit Facility, Maximum Borrowing Capacity   $ 5,500,000           $ 5,500,000      
Long-Term Line of Credit   2,199,437           2,199,437      
Line of Credit Facility, Remaining Borrowing Capacity   $ 3,300,563           $ 3,300,563      
Line of Credit, Borrowing Base, Accounts Receivable   75.00%           75.00%      
Line of Credit, Borrowing Base, Inventory   50.00%           50.00%      
Debt Instrument, Basis Spread on Variable Rate               0.75%      
Line of Credit Facility, Wall Street Journal Rate Floor   6.00%           6.00%      
Line of Credit Facility, Interest Rate During Period   8.25%                  
Bank Midwest [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]                      
Line of Credit Facility, Maximum Borrowing Capacity $ 4,000,000                    
Line of Credit, Borrowing Base, Accounts Receivable 75.00%                    
Line of Credit, Borrowing Base, Inventory 50.00%                    
Line of Credit Facility, Wall Street Journal Rate Floor 6.00%                    
Line of Credit Facility, Interest Rate During Period 7.50%                    
v3.25.1
Note 12 - Loan and Credit Agreements - Summary of Term Debt (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Feb. 29, 2024
Total term debt $ 2,066,284   $ 2,094,966
Less current portion of term debt (121,663)   (119,734)
Term debt, excluding current portion 1,944,621 $ 1,975,232 1,975,232
Term Loan Due October 2037 [Member]      
Term debt 1,752,607   1,779,877
SBA Loan One [Member]      
Term debt 156,596   157,304
SBA Loan Two [Member]      
Term debt $ 157,081   $ 157,785
v3.25.1
Note 12 - Loan and Credit Agreements - Summary of Term Debt (Details) (Parentheticals) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Term Loan Due October 2037 [Member]    
Debt Instrument, Periodic Payment $ 19,648 $ 19,648
Debt Instrument, Interest Rate, Stated Percentage 7.00% 7.00%
Debt instrument, maturity date Oct. 01, 2037 Oct. 01, 2037
SBA Loan One [Member]    
Debt Instrument, Periodic Payment $ 731 $ 731
Debt Instrument, Interest Rate, Stated Percentage 3.75% 3.75%
Debt instrument, maturity date range, start Dec. 18, 2022 Dec. 18, 2022
Debt instrument, maturity date range, end Jun. 18, 2050 Jun. 18, 2050
SBA Loan Two [Member]    
Debt Instrument, Periodic Payment $ 731 $ 731
Debt Instrument, Interest Rate, Stated Percentage 3.75% 3.75%
Debt instrument, maturity date range, start Dec. 24, 2022 Dec. 24, 2022
Debt instrument, maturity date range, end Jun. 24, 2050 Jun. 24, 2050
v3.25.1
Note 12 - Loan and Credit Agreements - Summary of Minimum Maturities of Term Debt (Details) - USD ($)
Feb. 28, 2025
Feb. 29, 2024
2026 $ 121,663  
2027 129,593  
2028 138,885  
2029 148,547  
2030 159,499  
2031 and thereafter 1,368,097  
Long-term Debt, Including Disposal Group and Discontinued Operations $ 2,066,284 $ 2,094,966
v3.25.1
Note 14 - Related Party Transactions (Details Textual) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Nov. 30, 2024
Feb. 28, 2024
Revenue from Contract with Customer, Including Assessed Tax $ 5,141,000 $ 5,723,000    
Accrued Liabilities, Current 856,888   $ 1,303,718  
Related Party [Member]        
Revenue from Contract with Customer, Including Assessed Tax 0 0    
Accounts Receivable, after Allowance for Credit Loss 0     $ 0
Costs and Expenses 3,355 3,931    
Accrued Liabilities, Current $ 1,131 $ 1,329    
v3.25.1
Note 15 - Leases - Components of Operating Leases (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Operating lease right-of-use assets (in other assets) $ 11,546 $ 13,774
Current portion of operating lease liabilities (in accrued expenses) 9,182 9,074
Long-term portion of operating lease liabilities 2,364 4,700
Total operating lease liabilities $ 11,546 $ 13,774
v3.25.1
Note 15 - Leases - Components of Finance Leases (Details) - USD ($)
Feb. 28, 2025
Nov. 30, 2024
Finance lease right-of-use assets (net of amortization in other assets) $ 343,562 $ 377,753
Current portion of finance lease liabilities 223,593 220,908
Long-term portion of finance lease liabilities 477,783 534,436
Total finance lease liabilities $ 701,376 $ 755,344
v3.25.1
Note 16 - Equity Incentive Plan and Stock Based Compensation (Details Textual)
Feb. 25, 2020
shares
Non-qualified Stock Units to Non-employee Directors Annually or Upon Election [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) 3,500
Non-qualified Stock Units to Non-employee Directors, Quarterly [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) 1,000
The 2020 Plan [Member]  
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized (in shares) 500,000
The 2011 Plan [Member]  
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in shares) 0
v3.25.1
Note 16 - Equity Incentive Plan and Stock Based Compensation - Summary of Shares Issued (Details) - shares
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Shares issued (in shares) 51,000 74,000
Director [Member] | Vesting Immediately [Member]    
Shares issued (in shares) 5,000 5,000
Employees, Directors, and Consultants [Member] | Awards with Three-year Vesting [Member]    
Shares issued (in shares) 46,000 69,000
v3.25.1
Note 18 - Segment Information (Details Textual)
3 Months Ended
Feb. 28, 2025
Number of Reportable Segments 2
v3.25.1
Note 18 - Segment Information - Segment Reporting Information (Details) - USD ($)
3 Months Ended
Feb. 28, 2025
Feb. 29, 2024
Nov. 30, 2024
Revenue from external customers $ 5,140,955 $ 5,723,394  
Gross profit 1,496,509 1,473,524  
Operating Expense 1,494,024 1,853,606  
Income (loss) from operations 2,485 (380,082)  
Income tax expense (benefit) (14,652) (112,777)  
Total Assets 21,004,594   $ 21,240,684
Depreciation & Amortization 208,072 208,116  
Interest expense 75,688 165,639  
Engineering 85,230 160,353  
Selling 349,977 462,759  
General and administrative (G&A) 1,058,817 1,230,494  
Operating Segments [Member]      
Revenue from external customers [1] 5,141,000 5,723,000  
Gross profit [1] 1,496,000 1,473,000  
Operating Expense [1] 1,494,000 1,854,000  
Income (loss) from operations [1] 2,000 (380,000)  
Income (loss) before tax [1] (70,000) (537,000)  
Income tax expense (benefit) (15,000) (113,000)  
Total Assets [1] 21,005,000 23,216,000  
Capital expenditures [1] 83,000 281,000  
Depreciation & Amortization [1] 208,000 208,000  
Interest expense 76,000 166,000  
Engineering 85,000 160,000  
Selling 350,000 463,000  
General and administrative (G&A) 1,059,000 1,231,000  
Operating Segments [Member] | Agricultural Products [Member]      
Revenue from external customers 2,948,000 4,236,000  
Gross profit 788,000 1,141,000  
Operating Expense 1,167,000 1,568,000  
Income (loss) from operations (379,000) (426,000)  
Income (loss) before tax (438,000) (574,000)  
Income tax expense (benefit) (92,000) (121,000)  
Total Assets 18,857,000 20,470,000  
Capital expenditures 67,000 184,000  
Depreciation & Amortization 148,000 148,000  
Interest expense 61,000 153,000  
Engineering 85,000 160,000  
Selling 206,000 386,000  
General and administrative (G&A) 876,000 1,022,000  
Operating Segments [Member] | Modular Buildings [Member]      
Revenue from external customers 2,193,000 1,487,000  
Gross profit 708,000 332,000  
Operating Expense 327,000 286,000  
Income (loss) from operations 381,000 46,000  
Income (loss) before tax 368,000 37,000  
Income tax expense (benefit) 77,000 8,000  
Total Assets 2,148,000 2,746,000  
Capital expenditures 16,000 97,000  
Depreciation & Amortization 60,000 60,000  
Interest expense 15,000 13,000  
Engineering 0 0  
Selling 144,000 77,000  
General and administrative (G&A) 183,000 209,000  
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]      
Operating Expense 146,000 166,000  
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | Agricultural Products [Member]      
Operating Expense 101,000 136,000  
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | Modular Buildings [Member]      
Operating Expense $ 45,000 $ 30,000  
[1] The consolidated total in the tables is a sum of segment figures and may not tie to actual figures in the condensed consolidated financial statements due to rounding.

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