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SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the Quarter Ended September 30, 2009
 Commission File Number 001-34495
 Ladish Co., Inc.
 (Exact name of registrant as specified in its charter)
 Wisconsin
    
    31-1145953(State or other Jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)5481 South Packard Avenue, Cudahy, Wisconsin
    
    53110(Address of principal executive offices)
    
    (Zip Code)
 (414) 747-2611  (Registrants telephone number, including area code)
 þ o
 o o
  Large accelerated filer
o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company
o
 Yes o No þ
  Class
    
    Outstanding at September 30, 2009Common Stock, $0.01 Par Value
    
    15,903,004




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TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONCondensed Consolidated Statements of OperationsCondensed Consolidated Balance SheetsCondensed Consolidated Statements of Cash FlowsNotes to Condensed Consolidated Financial StatementsMANAGEMENTS DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND CHANGES IN FINANCIAL POSITIONItem 3. Quantitative and Qualitative Disclosures about Market RiskItem 4. Controls and ProceduresPART II  OTHER INFORMATIONItem 4. Submission of Matters to a Vote of Security HoldersItem 5. Other InformationItem 6. ExhibitsSIGNATURESExhibit 31.1Exhibit 31.2Exhibit 32.1    Table of Contents  
 PART
I  FINANCIAL INFORMATION
  Page 2 of 15




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Ladish Co., Inc.
 
 Condensed Consolidated Statements of Operations
  For the Three Months
    
    
    For the Nine MonthsEnded September 30,
    
    
    Ended September 30,(unaudited)
    
    
    (unaudited)2009
    
    
    2008
    
    
    2009
    
    
    2008Net sales
    
    $
    76,191
    
    
    $
    120,761
    
    
    $
    266,616
    
    
    $
    356,917Cost of sales
    
    
    71,469
    
    
    
    102,568
    
    
    
    248,233
    
    
    
    308,396Gross profit
    
    
    4,722
    
    
    
    18,193
    
    
    
    18,383
    
    
    
    48,521Selling, general and administrative expenses
    
    
    5,692
    
    
    
    6,077
    
    
    
    14,007
    
    
    
    15,321Income (loss) from operations
    
    
    (970
    )
    
    
    12,116
    
    
    
    4,376
    
    
    
    33,200Other income (expense):Interest expense
    
    
    (1,428
    )
    
    
    (338
    )
    
    
    (3,594
    )
    
    
    (1,018
    )Other, net
    
    
    (632
    )
    
    
    56
    
    
    
    (965
    )
    
    
    (828
    )Income (loss) before income tax provision (benefit)
    
    
    (3,030
    )
    
    
    11,834
    
    
    
    (183
    )
    
    
    31,354Income tax provision (benefit)
    
    
    (780
    )
    
    
    1,373
    
    
    
    228
    
    
    
    8,654Net income (loss)
    
    
    (2,250
    )
    
    
    10,461
    
    
    
    (411
    )
    
    
    22,700Noncontrolling interest in net earnings (loss) of subsidiary
    
    
    (41
    )
    
    
    26
    
    
    
    (52
    )
    
    
    63Net income (loss) attributable to the controlling interest
    
    $
    (2,209
    )
    
    $
    10,435
    
    
    $
    (359
    )
    
    $
    22,637Basic earnings (loss) per share
    
    $
    (0.14
    )
    
    $
    0.70
    
    
    $
    (0.02
    )
    
    $
    1.54Diluted earnings (loss) per share
    
    $
    (0.14
    )
    
    $
    0.70
    
    
    $
    (0.02
    )
    
    $
    1.54Basic weighted average shares outstanding
    
    
    15,901,877
    
    
    
    14,979,002
    
    
    
    15,901,439
    
    
    
    14,695,315Diluted weighted average shares outstanding
    
    
    15,901,877
    
    
    
    14,981,118
    
    
    
    15,901,439
    
    
    
    14,698,048
   Page 3 of 15




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Ladish Co., Inc.
 
 Condensed Consolidated Balance Sheets
  September 30,
    
    
    December 31,2009
    
    
    2008(unaudited)Assets:Current assets:Cash and cash equivalents
    
    $
    12,716
    
    
    $
    4,903Accounts receivable, less allowance of $75 and $84, respectively
    
    
    54,502
    
    
    
    78,673Inventories
    
    
    102,602
    
    
    
    129,307Deferred income taxes
    
    
    6,804
    
    
    
    6,780Prepaid expenses and other current assets
    
    
    7,108
    
    
    
    10,469Total current assets
    
    
    183,732
    
    
    
    230,132Property, plant and equipment:Land and improvements
    
    
    6,888
    
    
    
    6,414Buildings and improvements
    
    
    55,606
    
    
    
    54,652Machinery and equipment
    
    
    237,562
    
    
    
    229,310Construction in progress
    
    
    63,673
    
    
    
    62,244363,729
    
    
    
    352,620Less  accumulated depreciation
    
    
    (164,392
    )
    
    
    (153,351
    )Net property, plant and equipment
    
    
    199,337
    
    
    
    199,269Deferred income taxes
    
    
    19,426
    
    
    
    19,880Goodwill
    
    
    37,571
    
    
    
    37,113Other intangible assets, net
    
    
    19,602
    
    
    
    20,011Other assets
    
    
    4,109
    
    
    
    3,061Total assets
    
    $
    463,777
    
    
    $
    509,466Liabilities:Current liabilities:Accounts payable
    
    $
    27,456
    
    
    $
    39,020Senior bank debt
    
    
    
    
    
    
    28,900Senior notes
    
    
    5,714
    
    
    
    Accrued liabilities:Pensions
    
    
    368
    
    
    
    341Postretirement benefits
    
    
    3,540
    
    
    
    3,540Officers deferred compensation
    
    
    31
    
    
    
    31Wages and salaries
    
    
    4,373
    
    
    
    4,911Taxes, other than income taxes
    
    
    258
    
    
    
    304Interest
    
    
    1,155
    
    
    
    1,425Profit sharing
    
    
    164
    
    
    
    1,898Paid progress billings
    
    
    3,416
    
    
    
    4,683Other
    
    
    3,599
    
    
    
    6,169Total current liabilities
    
    
    50,074
    
    
    
    91,222Noncurrent liabilities:Senior notes
    
    
    84,286
    
    
    
    90,000Pensions
    
    
    64,902
    
    
    
    63,661Postretirement benefits
    
    
    28,246
    
    
    
    29,716Officers deferred compensation
    
    
    7,114
    
    
    
    6,792Other noncurrent liabilities
    
    
    4,216
    
    
    
    3,998Total liabilities
    
    
    238,838
    
    
    
    285,389Equity:Common stock
 authorized 100,000,000, issued 15,907,552
shares at each date of $.01 par value
    
    
    159
    
    
    
    159Additional paid-in capital
    
    
    153,292
    
    
    
    153,285Retained earnings
    
    
    138,925
    
    
    
    139,284Treasury stock, 4,548 and 6,336 shares of common stock,
respectively, at cost
    
    
    (33
    )
    
    
    (46
    )Accumulated other comprehensive loss
    
    
    (67,964
    )
    
    
    (69,271
    )Total stockholders equity
    
    
    224,379
    
    
    
    223,411Noncontrolling interest in equity of subsidiary
    
    
    560
    
    
    
    666Total equity
    
    
    224,939
    
    
    
    224,077Total liabilities and equity
    
    $
    463,777
    
    
    $
    509,466
   Page 4 of 15




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Ladish Co., Inc.
 
 Condensed Consolidated Statements of Cash Flows
 For the Nine MonthsEnded September 30,(unaudited)2009
    
    
    2008CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss)
    
    $
    (359
    )
    
    $
    22,637Adjustments to reconcile net income to net cash
provided by (used in) operating activities:Depreciation
    
    
    11,466
    
    
    
    9,696Amortization of intangibles
    
    
    409
    
    
    
    Non-cash compensation related to deferred compensation plans
    
    
    418
    
    
    
    Deferred income taxes
    
    
    349
    
    
    
    3,000Noncontrolling interest in net (loss) earnings of subsidiary
    
    
    (52
    )
    
    
    63Gain on
purchase of stock  noncontrolling interest
    
    
    (15
    )
    
    
    Loss on disposal of property, plant and equipment
    
    
    284
    
    
    
    154Changes in assets and liabilities:Accounts receivable
    
    
    24,095
    
    
    
    (2,083
    )Inventories
    
    
    26,817
    
    
    
    (4,940
    )Other assets
    
    
    1,945
    
    
    
    (6,432
    )Accounts payable and accrued liabilities
    
    
    (18,558
    )
    
    
    6,735Other liabilities
    
    
    1,455
    
    
    
    (6,797
    )Net cash provided by operating activities
    
    
    48,254
    
    
    
    22,033CASH FLOWS FROM INVESTING ACTIVITIES:Additions to property, plant and equipment
    
    
    (10,946
    )
    
    
    (40,193
    )Proceeds from sale of property, plant and equipment
    
    
    62
    
    
    
    210Acquisition of businesses, net of cash required
    
    
    
    
    
    
    (40,271
    )Purchase of
subsidiary stock  noncontrolling interest
    
    
    (33
    )
    
    
    Proceeds from working capital adjustment on Aerex acquisition
    
    
    1,200
    
    
    
    Net cash used in investing activities
    
    
    (9,717
    )
    
    
    (80,254
    )CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from (repayment of) senior bank debt
    
    
    (28,900
    )
    
    
    18,700Repayment of capital lease obligations
    
    
    (1,660
    )
    
    
    Proceeds from senior notes
    
    
    
    
    
    
    50,000Repayment of senior notes
    
    
    
    
    
    
    (6,000
    )Repayment of subsidiary debt
    
    
    
    
    
    
    (4,610
    )Deferrred financing costs
    
    
    
    
    
    
    (299
    )Proceeds from exercise of stock options
    
    
    15
    
    
    
    215Net cash (used in) provided by financing activities
    
    
    (30,545
    )
    
    
    58,006Effect of exchange rate changes on cash and cash equivalents
    
    
    (179
    )
    
    
    202INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    
    
    7,813
    
    
    
    (13
    )CASH AND CASH EQUIVALENTS, beginning of period
    
    
    4,903
    
    
    
    5,952CASH AND CASH EQUIVALENTS, end of period
    
    $
    12,716
    
    
    $
    5,939
   Page 5 of 15




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Ladish Co., Inc.
 
 Notes to Condensed Consolidated Financial Statements
  Basis of Presentation
  The FASB
Accounting Standards Codification and Hierarchy of Generally Accepted Accounting Principles, a
replacement of FASB Statement No. 162
   Inventories
 September 30,
    
    
    December 31,2009
    
    
    2008Raw material and supplies
    
    $
    24,335
    
    
    $
    31,182Work-in-process and finished goods
    
    
    81,249
    
    
    
    100,019Less progress payments
    
    
    (2,982
    )
    
    
    (1,894
    )Total inventories
    
    $
    102,602
    
    
    $
    129,307
  Page 6 of 15




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Interest and Income Tax Payments
 For the Nine MonthsEnded September 30,2009
    
    
    2008Interest paid
    
    $
    4,749
    
    
    $
    2,301Income taxes (refunded) paid
    
    
    (2,650
    )
    
    
    8,453
 Cash and Cash Equivalents
  Revenue Recognition
  Income Taxes
  Pension and Postretirement Benefits
  OtherPension Benefits
    
    
    Postretirement Benefits2009
    
    
    2008
    
    
    2009
    
    
    2008Service cost
    
    $
    1,010
    
    
    $
    668
    
    
    $
    143
    
    
    $
    116Interest cost
    
    
    8,891
    
    
    
    8,998
    
    
    
    1,426
    
    
    
    1,536Expected return on plan assets
    
    
    (9,949
    )
    
    
    (11,785
    )
    
    
    
    
    
    
    Amortization of prior service cost
    
    
    293
    
    
    
    301
    
    
    
    11
    
    
    
    11Amortization of the net loss
    
    
    3,955
    
    
    
    2,723
    
    
    
    4
    
    
    
    4Net periodic benefit cost
    
    $
    4,200
    
    
    $
    905
    
    
    $
    1,584
    
    
    $
    1,667
  Page 7 of 15




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Debt
        Page 8 of 15




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##### Table of Contents



Earnings Per Share
  Stockholders Equity
  Legal Proceedings
    Page 9 of 15




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New Accounting Pronouncements
 Generally Accepted Accounting
Principles  Overall
 Consolidation  Overall
 Defined Benefit Plans
 Subsequent Events  Overall
  Subsequent Events
   Page 10 of 15




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MANAGEMENTS DISCUSSION
AND ANALYSIS OF RESULTS OF OPERATIONS AND
CHANGES IN FINANCIAL POSITION
 RESULTS OF OPERATIONS
 Third Quarter 2009 Compared to Third Quarter 2008
        Page 11 of 15




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First Nine Months 2009 Compared to First Nine Months 2008
       Liquidity and Capital Resources
   Page 12 of 15




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Page 13 of 15




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Item 3. Quantitative and Qualitative Disclosures about Market Risk
   
    
    Market conditions and demand for the Companys products
    
    Interest rates and capital costs
    
    Unstable governments and business conditions in emerging
economies
    
    Legal, regulatory and environmental issues
    
    Health care costs
    
    Competition
    
    Technologies
    
    Raw material and energy prices
    
    Taxes
  
 Item 4. Controls and Procedures
   Page 14 of 15




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PART II  OTHER INFORMATION
 
 Item 4. Submission of Matters to a Vote of Security Holders
  
 Item 5. Other Information
  
 Item 6. Exhibits
    
 SIGNATURES
  LADISH CO., INC.Date:      November 2, 2009
    By:
    /s/  Wayne E. LarsenWayne E. LarsenVice President Law/Finance
& Secretary  Page 15 of 15