##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 (MARK ONE)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended August 31, 2006
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File Number 1-13419
 Lindsay Manufacturing Co.
  Delaware
    
    47-0554096(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)2707 North 108thStreet, Suite 102, Omaha, Nebraska
    
    68164(Address of principal executive offices)
    
    (Zip Code)
 402-428-2131  Registrants telephone number, including area code
  Title of Class
    
    Name of each exchange on which registeredCommon Stock, $1.00 par value
    
    New York Stock Exchange, Inc. (Symbol LNN)
 o þ
 Yes
o No
þ
 þ o
 o
  o þ o
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



TABLE OF CONTENTS
 Page(s)Part IItem 1. Business
    
    
    2Item 1A. Risk Factors
    
    
    8-9Item 1B. Unresolved Staff Comments
    
    
    9Item 2. Properties
    
    
    9Item 3. Legal Proceedings
    
    
    9-10Item 4. Submission of Matters to a Vote of Security Holders
    
    
    10Part IIItem 5. Market for Registrants Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity
Securities
    
    
    12Item 6. Selected Financial Data
    
    
    12Item 7. Managements Discussion and Analysis of Financial
Condition and Results of Operation
    
    
    13-21Item 7A. Quantitative and Qualitative Disclosures about Market Risk
    
    
    21Item 8. Financial Statements and Supplementary Data
    
    
    22-48Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
    
    
    48Item 9A. Controls and Procedures
    
    
    48-50Item 9B. Other Information
    
    
    50Part IIIItem 10. Directors and Executive Officers of the Registrant
    
    
    51Item 11. Executive Compensation
    
    
    51Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters
    
    
    51Item 13. Certain Relationships and Related Transactions
    
    
    51Item 14. Principal Accounting Fees and Services
    
    
    51Part IVItem 15. Exhibits and Financial Statement Schedules
    
    
    52-56SIGNATURES
    
    
    57Long-Term Incentive Plan and Forms of Award AgreementsEmployment AgreementSubsidiaries of the CompanyConsent of KPMG LLPPower of AttorneyCertificationCertificationCertification
  1




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##### Table of Contents



PART I
 
 ITEM 1  Business
 INTRODUCTION
     PRODUCTS BY SEGMENT
 IRRIGATION SEGMENT
 Products Zimmatic Greenfield Stettyn Perrot Greenfield GrowSmart
     2




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Other Types of Irrigation.
  Markets  General.
   United States Market. Zimmatic Greenfield GrowSmart
 International Market.
 3




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Competition.
 INFRASTRUCTURE SEGMENT
 Products Quickchange Moveable Barrier
   Crash Cushions 
  Specialty Barriers -
 4




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Contract Manufacturing
 Markets
 Competition
 Distribution methods and channels
  For the years ended August 31,2006
    
    
    2006
    
    
    2005
    
    
    2005
    
    
    2004
    
    
    2004% of Total
    
    
    
    
    
    
    % of Total
    
    
    
    
    
    
    % of Total($ in millions)
    
    Revenues
    
    
    Revenues
    
    
    Revenues
    
    
    Revenues
    
    
    Revenues
    
    
    RevenuesUnited States
    
    $
    167.5
    
    
    
    74
    
    
    $
    126.5
    
    
    
    71
    
    
    $
    145.7
    
    
    
    74Europe, Africa, Australia, & Middle East
    
    
    33.5
    
    
    
    15
    
    
    
    30.1
    
    
    
    17
    
    
    
    30.3
    
    
    
    15Mexico & Latin America
    
    
    21.1
    
    
    
    9
    
    
    
    16.1
    
    
    
    9
    
    
    
    16.5
    
    
    
    9Other International
    
    
    3.9
    
    
    
    2
    
    
    
    4.6
    
    
    
    3
    
    
    
    4.2
    
    
    
    2Total Revenues
    
    $
    226.0
    
    
    
    100
    
    
    $
    177.3
    
    
    
    100
    
    
    $
    196.7
    
    
    
    100
 5




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##### Table of Contents



General
  SEASONALITY
  CUSTOMERS
  ORDER BACKLOG
   RAW MATERIALS AND COMPONENTS
  CAPITAL EXPENDITURES
  PATENTS, TRADEMARKS, AND LICENSES
 Zimmatic Greenfield GrowSmart, Quickchange Moveable Barrier, ABSORB 350, Universal
TAU-II, and SafeGuard
 EMPLOYEES
  6




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##### Table of Contents



ENVIRONMENTAL AND HEALTH AND SAFETY MATTERS
  SUBSIDIARIES
         FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS
   INFORMATION AVAILABLE ON LINDSAY WEBSITE
 http://www.lindsay.com
 7




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##### Table of Contents



New York Stock Exchange Certification
  
 ITEM 1A  Risk Factors
 The Companys domestic and international irrigation equipment sales are highly dependent on the
agricultural industry.
 The Companys infrastructure revenues are highly dependent on Federal and State funding of
transportation projects
 The Companys profitability may be negatively affected by increases in the cost of raw materials,
labor, and energy.
 The Companys international irrigation equipment sales are highly dependent on foreign market
conditions.
 Compliance with applicable environmental regulations or standards may require additional capital
and operational expenditures.
 8




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ITEM
1B  Unresolved Staff Comments
  
 ITEM 2  Properties
         
 ITEM 3  Legal Proceedings
   9




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ITEM 4  Submission of Matters to a Vote of Security Holders
  EXECUTIVE OFFICERS OF THE REGISTRANT
  Age
    
    PositionRichard W. Parod
    
    
    53
    
    
    President and Chief Executive OfficerMatthew T. Cahill
    
    
    44
    
    
    Vice President  ManufacturingOwen S. Denman
    
    
    58
    
    
    President and CEO, Barrier Systems, Inc.David B. Downing
    
    
    51
    
    
    Senior Vice President, Chief Financial Officer, Treasurer and SecretarySam Haidar*
    
    
    55
    
    
    Vice President  InternationalRandy Hester
    
    
    43
    
    
    Vice President  Human ResourcesGary E. Kaplan
    
    
    45
    
    
    Vice President  Market ServicesDirk A. Lenie
    
    
    52
    
    
    Vice President  MarketingCharles H. Meis
    
    
    60
    
    
    Vice President  Research and DevelopmentTim J. Paymal
    
    
    32
    
    
    Corporate ControllerJochen Pfrenger*
    
    
    40
    
    
    Vice President  EngineeringRobert S. Snoozy
    
    
    60
    
    
    Vice President  Domestic SalesDouglas A. Taylor*
    
    
    43
    
    
    Vice President  Chief Information Officer
 
 *
    
    The employee has not been designated as a Section 16 officer.    10




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11




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PART II
 
 ITEM 5  Market For the Registrants Common Equity, Related Shareholder Matters and Issuer
Purchases of Equity Securities.
   Fiscal 2006 Stock Price
    
    Fiscal 2005 Stock PriceHigh
    
    Low
    
    Dividends
    
    High
    
    Low
    
    DividendsFirst Quarter
    
    $
    25.88
    
    
    $
    18.31
    
    
    $
    0.060
    
    
    $
    28.55
    
    
    $
    22.45
    
    
    $
    0.055Second Quarter
    
    
    26.10
    
    
    
    18.67
    
    
    
    0.060
    
    
    
    29.51
    
    
    
    21.51
    
    
    
    0.055Third Quarter
    
    
    28.01
    
    
    
    21.59
    
    
    
    0.060
    
    
    
    24.60
    
    
    
    17.50
    
    
    
    0.055Fourth Quarter
    
    
    28.97
    
    
    
    20.27
    
    
    
    0.065
    
    
    
    26.06
    
    
    
    19.95
    
    
    
    0.060Year
    
    $
    28.97
    
    
    $
    18.31
    
    
    $
    0.245
    
    
    $
    29.51
    
    
    $
    17.50
    
    
    $
    0.225
 Purchases of equity securities by the issuer and affiliated purchases-
 
 ITEM 6
 Selected Financial Data
 For the years ended August 31,(in millions, except per share amounts)
    
    2006
    
    2005
    
    2004
    
    2003
    
    2002Operating
revenues(3)
    
    $
    226.0
    
    
    $
    177.3
    
    
    $
    196.7
    
    
    $
    163.4
    
    
    $
    145.9Gross
profit
    
    
    48.2
    
    
    
    33.6
    
    
    
    39.5
    
    
    
    39.7
    
    
    
    32.9Selling, general
and
administrative, and
engineering and
research
expenses
    
    
    32.7
    
    
    
    28.1
    
    
    
    27.5
    
    
    
    23.4
    
    
    
    19.8Operating
income
    
    
    15.5
    
    
    
    5.5
    
    
    
    12.0
    
    
    
    16.4
    
    
    
    13.1Net
earnings
    
    
    11.7
    
    
    
    4.8
    
    
    
    9.3
    
    
    
    12.9
    
    
    
    10.7Net earnings per
share (1)
    
    
    1.00
    
    
    
    0.41
    
    
    
    0.78
    
    
    
    1.08
    
    
    
    0.90Cash dividends per
share
    
    
    0.245
    
    
    
    0.225
    
    
    
    0.205
    
    
    
    0.155
    
    
    
    0.14Property, plant and
equipment,
net
    
    
    27.0
    
    
    
    17.3
    
    
    
    16.4
    
    
    
    13.9
    
    
    
    14.5Total assets
    
    
    192.2
    
    
    
    134.8
    
    
    
    139.0
    
    
    
    131.2
    
    
    
    114.7Long-term
obligation
    
    
    25.7
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Return on
sales
    
    
    5.2
    %
    
    
    2.7
    %
    
    
    4.7
    %
    
    
    7.9
    %
    
    
    7.4
    %Return on beginning
assets
(2)
    
    
    8.7
    %
    
    
    3.5
    %
    
    
    7.1
    %
    
    
    11.2
    %
    
    
    10.7
    %Diluted weighted
average
shares
    
    
    11.712
    
    
    
    11.801
    
    
    
    11.947
    
    
    
    11.896
    
    
    
    11.858
 
 (1)
    
    Per share amounts are calculated using diluted average shares outstanding.(2)
    
    Defined as net earnings divided by beginning of period total assets.(3)
    
    Fiscal 2006 includes the acquisition of Barrier Systems, Inc. in the fourth quarter of fiscal
2006. 12




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ITEM 7  Managements Discussion and Analysis of Financial Condition and Results of Operation
 Concerning Forward-Looking Statements
  Overview- Zimmatic, Greenfield, Stettyn, Perrot GrowSmart Greenfield GrowSmart
    13




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Recent Accounting Pronouncements
       Critical Accounting Policies
  14




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Inventories
   Results of Operations
  15




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Fiscal 2006 Compared to 2005
  For the Years Ended($ in thousands)
    
    August 31,(Decrease)
    
    2006
    
    2005
    
    % IncreaseConsolidated:Operating revenues
    
    $
    226,001
    
    
    $
    177,271
    
    
    
    27.5
    %Cost of operating revenues
    
    $
    177,760
    
    
    $
    143,700
    
    
    
    23.7Gross profit
    
    $
    48,241
    
    
    $
    33,571
    
    
    
    43.7Gross margin
    
    
    21.3
    %
    
    
    18.9
    %Selling, engineering and research, and
general and administrative expenses
    
    $
    32,739
    
    
    $
    28,073
    
    
    
    16.6Operating income
    
    $
    15,502
    
    
    $
    5,498
    
    
    
    182.0Operating margin
    
    
    6.9
    %
    
    
    3.1
    %Interest income, net
    
    $
    1,404
    
    
    $
    1,179
    
    
    
    19.1Other income, net
    
    $
    503
    
    
    $
    273
    
    
    
    84.2Income tax provision
    
    $
    5,709
    
    
    $
    2,112
    
    
    
    170.3Effective income tax rate
    
    
    32.8
    %
    
    
    30.4
    %Net earnings
    
    $
    11,700
    
    
    $
    4,838
    
    
    
    141.8Irrigation Equipment Segment (See Note Q)Goodwill
    
    
    1,423
    
    
    
    1,364
    
    
    
    4.3Operating revenues
    
    $
    193,673
    
    
    $
    156,313
    
    
    
    23.9Operating income (1)
    
    $
    28,254
    
    
    $
    19,945
    
    
    
    41.7Operating margin
    
    
    14.6
    %
    
    
    12.8
    %Infrastructure Segment (See Note Q)Goodwill
    
    
    9,706
    
    
    
    
    
    
    
    1,000.0Operating revenues
    
    $
    32,328
    
    
    $
    20,958
    
    
    
    54.3Operating income (1)
    
    $
    7,055
    
    
    $
    2,595
    
    
    
    171.9Operating margin
    
    
    21.8
    %
    
    
    12.4
    %
 
 (1)
    
    Excludes unallocated general & administrative and engineering & research expenses Revenues
     16




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Gross Margin
  Operating Expenses
  Interest Income, Other Income, and Taxes
      Net Earnings
  17




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Fiscal 2005 Compared to 2004
  For the Years Ended($ in thousands)
    
    August 31,(Decrease)
    
    2006
    
    2005
    
    % IncreaseConsolidatedOperating
revenues
    
    $
    177,271
    
    
    $
    196,696
    
    
    
    (9.9
    %)Cost of operating
revenues
    
    $
    143,700
    
    
    $
    157,179
    
    
    
    (8.6
    )Gross profit
    
    $
    33,571
    
    
    $
    39,517
    
    
    
    (15.0
    )Gross margin
    
    
    18.9
    %
    
    
    20.1
    %Selling, engineering and research, and
general and administrative expenses
    
    $
    28,073
    
    
    $
    27,477
    
    
    
    2.2Operating income
    
    $
    5,498
    
    
    $
    12,040
    
    
    
    (54.3
    )Operating margin
    
    
    3.1
    %
    
    
    6.1
    %Interest income,
net
    
    $
    1,179
    
    
    $
    1,456
    
    
    
    (19.0
    )Other income, net
    
    $
    273
    
    
    $
    270
    
    
    
    1.1Income tax
provision
    
    $
    2,112
    
    
    $
    4,480
    
    
    
    (52.9
    )Effective income tax
rate
    
    
    30.4
    %
    
    
    32.5
    %Net earnings
    
    $
    4,838
    
    
    $
    9,286
    
    
    
    (47.9
    )Irrigation Equipment Segment (See Note Q)Goodwill
    
    
    1,364
    
    
    
    1,254
    
    
    
    8.8Operatingrevenues
    
    $
    156,313
    
    
    $
    183,844
    
    
    
    (15.0
    )Operating income (1)
    
    $
    19,945
    
    
    $
    27,226
    
    
    
    (26.7
    )Operating margin
    
    
    12.8
    %
    
    
    14.8
    %Infrastructure Segment (See Note Q)Goodwill
    
    
    
    
    
    
    Operatingrevenues
    
    $
    20,958
    
    
    $
    12,852
    
    
    
    63.1Operating income (1)
    
    $
    2,595
    
    
    $
    1,143
    
    
    
    127.0Operating margin
    
    
    12.4
    %
    
    
    8.9
    %
 
 (1)
    
    Excludes unallocated general & administrative and engineering & research expenses Revenues
    18




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Gross Margin
  Operating Expenses
  Interest Income, Other Income, and Taxes
    Net Earnings
  Liquidity and Capital Resources
   19




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Inflation
  Off-Balance Sheet Arrangements
  Contractual Obligations and Commercial Commitments
  20




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##### Table of Contents



Note
    
    
    
    
    
    
    Less than
    
    
    2-3
    
    
    4-5
    
    
    More than 5Contractual Obligations
    
    Reference
    
    
    Total
    
    
    1 year
    
    
    years
    
    
    years
    
    
    yearsLeases
    
    
    N
    
    
    $
    3,008
    
    
    $
    917
    
    
    $
    1,159
    
    
    $
    790
    
    
    $
    142Term Note Obligation
    
    
    M
    
    
    
    30,000
    
    
    
    4,287
    
    
    
    8,571
    
    
    
    8,571
    
    
    
    8,571Interest Expense
    
    
    M
    
    
    
    6,126
    
    
    
    1,653
    
    
    
    2,528
    
    
    
    1,491
    
    
    
    454Supplemental Retirement
Plan
    
    
    O
    
    
    
    4,394
    
    
    
    313
    
    
    
    832
    
    
    
    928
    
    
    
    2,321Total
    
    
    
    
    
    $
    43,528
    
    
    $
    7,170
    
    
    $
    13,090
    
    
    $
    11,780
    
    
    $
    11,488
 Market Conditions and Fiscal 2007 Outlook
  
 ITEM 7A  Quantitative and Qualitative Disclosures About Market Risk
     21




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ITEM 8  Financial Statements and Supplementary Data
 
 Report of Independent Registered Public Accounting Firm
 
      
 22




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Lindsay Manufacturing Co. and Subsidiaries
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 Years ended August 31,(in thousands, except per share amounts)
    
    2006
    
    
    2005
    
    
    2004Operating
revenues
    
    $
    226,001
    
    
    $
    177,271
    
    
    $
    196,696Cost of operating
revenues
    
    
    177,760
    
    
    
    143,700
    
    
    
    157,179Gross
profit
    
    
    48,241
    
    
    
    33,571
    
    
    
    39,517Operating expenses:Selling
expense
    
    
    12,932
    
    
    
    11,031
    
    
    
    11,148General and
administrative
expense
    
    
    17,066
    
    
    
    14,377
    
    
    
    13,419Engineering and
research
expense
    
    
    2,741
    
    
    
    2,665
    
    
    
    2,910Total operating
expenses
    
    
    32,739
    
    
    
    28,073
    
    
    
    27,477Operating
income
    
    
    15,502
    
    
    
    5,498
    
    
    
    12,040Interest income,
net
    
    
    1,404
    
    
    
    1,179
    
    
    
    1,456Other income,
net
    
    
    503
    
    
    
    273
    
    
    
    270Earnings before income
taxes
    
    
    17,409
    
    
    
    6,950
    
    
    
    13,766Income tax
provision
    
    
    5,709
    
    
    
    2,112
    
    
    
    4,480Net
earnings
    
    $
    11,700
    
    
    $
    4,838
    
    
    $
    9,286Basic net earnings per
share
    
    $
    1.01
    
    
    $
    0.42
    
    
    $
    0.79Diluted net earnings
per share
    
    $
    1.00
    
    
    $
    0.41
    
    
    $
    0.78Weighted average shares
outstanding 
basic
    
    
    11,529
    
    
    
    11,649
    
    
    
    11,756Weighted average shares
outstanding 
diluted
    
    
    11,712
    
    
    
    11,801
    
    
    
    11,947
  23




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##### Table of Contents



Lindsay Manufacturing Co. and Subsidiaries
 
 CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY AND COMPREHENSIVE INCOME
 Capital in
    
    
    
    
    
    
    
    
    
    AccumulatedShares of
    
    Shares of
    
    
    
    
    
    excess of
    
    
    
    
    
    
    
    
    
    other
    
    TotalCommon
    
    Treasury
    
    Common
    
    stated
    
    Retained
    
    Treasury
    
    comprehensive
    
    Shareholders(in thousands, except per share amounts)
    
    stock
    
    stock
    
    stock
    
    value
    
    earnings
    
    stock
    
    income (loss)
    
    equityBalance at August 31, 2003
    
    
    17,459,561
    
    
    
    5,724,069
    
    
    
    17,460
    
    
    
    2,484
    
    
    
    174,333
    
    
    
    (89,898
    )
    
    
    (88
    )
    
    
    104,291Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,286
    
    
    
    
    
    
    
    
    
    
    
    9,286Other comprehensive income:Unrealized net gain on available for sale
securities, net of tax
for sale securities, net of taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    272
    
    
    
    272Currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    201
    
    
    
    201Minimum pension liability, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    28
    
    
    
    28Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,787Cash dividends ($0.205) per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,410
    )
    
    
    
    
    
    
    
    
    
    
    (2,410
    )Net issued under stock option plan
    
    
    34,280
    
    
    
    
    
    
    
    (6
    )
    
    
    (127
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (133
    )Proceeds from stock option exercise
    
    
    
    
    
    
    
    
    
    
    40
    
    
    
    452
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    492Stock option tax benefits
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    157
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    157Balance at August 31, 2004
    
    
    17,493,841
    
    
    
    5,724,069
    
    
    
    17,494
    
    
    
    2,966
    
    
    
    181,209
    
    
    
    (89,898
    )
    
    
    413
    
    
    
    112,184Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,838
    
    
    
    
    
    
    
    
    
    
    
    4,838Other comprehensive income:Unrealized net loss on available for sale
securities, net of tax
for sale securities, net of taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (321
    )
    
    
    (321
    )Currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,382
    
    
    
    1,382Minimum pension liability, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (299
    )
    
    
    (299
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,600Cash dividends ($0.225) per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,603
    )
    
    
    
    
    
    
    
    
    
    
    (2,603
    )Purchases of 324,379 shares of common
stock
    
    
    
    
    
    
    324,379
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,649
    )
    
    
    
    
    
    
    (6,649
    )Net issued under stock option plan
    
    
    74,243
    
    
    
    
    
    
    
    16
    
    
    
    25
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41Proceeds from stock option exercise
    
    
    
    
    
    
    
    
    
    
    58
    
    
    
    563
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    621Stock option tax benefits
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    136
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    136Balance at August 31, 2005
    
    
    17,568,084
    
    
    
    6,048,448
    
    
    
    17,568
    
    
    
    3,690
    
    
    
    183,444
    
    
    
    (96,547
    )
    
    
    1,175
    
    
    
    109,330Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,700
    
    
    
    
    
    
    
    
    
    
    
    11,700Other comprehensive income:Unrealized net gain on available for sale
securities, net of tax
for sale securities, net of taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    44
    
    
    
    44Currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    612
    
    
    
    612Minimum pension liability, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    149
    
    
    
    149Unrealized loss on cash flow hedge,
net of taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (348
    )
    
    
    (348
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,157Cash dividends ($0.245) per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,825
    )
    
    
    
    
    
    
    
    
    
    
    (2,825
    )Net issued under stock option plan
    
    
    32,602
    
    
    
    
    
    
    
    35
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35Proceeds from stock option exercise
    
    
    
    
    
    
    
    
    
    
    (3
    )
    
    
    488
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    485Stock option tax benefits
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    25
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    25Stock-based compensation expense
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,693
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,693Balance at August 31, 2006
    
    
    17,600,686
    
    
    
    6,048,448
    
    
    $
    17,600
    
    
    $
    5,896
    
    
    $
    192,319
    
    
    $
    (96,547
    )
    
    $
    1,632
    
    
    $
    120,900
  24




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##### Table of Contents



Lindsay Manufacturing Co. and Subsidiaries
 
 CONSOLIDATED BALANCE SHEETS
 August
    
    
    August($ in thousands, except par values)
    
    2006
    
    
    2005ASSETSCurrent assets:Cash and cash equivalents
    
    $
    43,344
    
    
    $
    25,564Marketable securities
    
    
    10,179
    
    
    
    14,101Receivables, net of allowances, $595 and $702, respectively
    
    
    38,115
    
    
    
    28,919Inventories, net
    
    
    26,818
    
    
    
    19,311Deferred income taxes
    
    
    
    
    
    
    3,276Other current assets
    
    
    3,947
    
    
    
    3,042Total current assets
    
    
    122,403
    
    
    
    94,213Long-term marketable securities
    
    
    5,778
    
    
    
    15,157Property, plant and equipment, net
    
    
    26,981
    
    
    
    17,268Other intangible assets, net
    
    
    20,998
    
    
    
    695Other noncurrent assets
    
    
    4,945
    
    
    
    6,142Goodwill, net
    
    
    11,129
    
    
    
    1,364Total assets
    
    $
    192,234
    
    
    $
    134,839LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    9,565
    
    
    $
    6,704Current portion of long-term debt
    
    
    4,286
    
    
    
    Other current liabilities
    
    
    23,619
    
    
    
    13,434Total current liabilities
    
    
    37,470
    
    
    
    20,138Pension benefits liabilities
    
    
    5,003
    
    
    
    5,142Other noncurrent liabilities
    
    
    3,147
    
    
    
    229Long-term debt
    
    
    25,714
    
    
    
    Total liabilities
    
    
    71,334
    
    
    
    25,509Shareholders equity:Preferred stock, ($1 par value, 2,000,000 shares
authorized, no shares issued and outstanding)
    
    
    
    
    
    
    Common stock, ($1 par value, 25,000,000 shares authorized,
17,600,686 and 17,568,084 shares issued and outstanding
in 2006 and 2005, respectively)
    
    
    17,600
    
    
    
    17,568Capital in excess of stated value
    
    
    5,896
    
    
    
    3,690Retained earnings
    
    
    192,319
    
    
    
    183,444Less treasury stock (at cost, 6,048,448 shares)
    
    
    (96,547
    )
    
    
    (96,547
    )Accumulated other comprehensive income, net
    
    
    1,632
    
    
    
    1,175Total shareholders equity
    
    
    120,900
    
    
    
    109,330Total liabilities and shareholders equity
    
    $
    192,234
    
    
    $
    134,839
  25




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##### Table of Contents



Lindsay Manufacturing Co. and Subsidiaries
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 August
    
    
    August
    
    
    August($ in thousands)
    
    2006
    
    
    2005
    
    
    2004CASH FLOWS FROM OPERATING ACTIVITIES:Net earnings
    
    $
    11,700
    
    
    $
    4,838
    
    
    $
    9,286Adjustments to reconcile net earnings to net cash provided by operating
activities:Depreciation and amortization
    
    
    4,081
    
    
    
    3,481
    
    
    
    2,969Amortization of marketable securities premiums, net
    
    
    204
    
    
    
    248
    
    
    
    149(Gain) loss on sale of property, plant and equipment
    
    
    (114
    )
    
    
    37
    
    
    
    (29
    )Provision for uncollectible accounts receivable
    
    
    95
    
    
    
    88
    
    
    
    760Deferred income taxes
    
    
    (3,689
    )
    
    
    (1,140
    )
    
    
    1,034Stock option tax benefits
    
    
    
    
    
    
    136
    
    
    
    157Equity in net (earnings) losses of equity method investments
    
    
    (4
    )
    
    
    (257
    )
    
    
    73Stock-based compensation expense
    
    
    1,739
    
    
    
    
    
    
    
    Other, net
    
    
    (65
    )
    
    
    16
    
    
    
    (204
    )Changes in assets and liabilities:Receivables
    
    
    (5,183
    )
    
    
    6,203
    
    
    
    (11,507
    )Inventories
    
    
    (2,030
    )
    
    
    828
    
    
    
    920Other current assets
    
    
    (332
    )
    
    
    (45
    )
    
    
    (1,428
    )Accounts payable
    
    
    (310
    )
    
    
    (2,429
    )
    
    
    749Other current liabilities
    
    
    5,903
    
    
    
    (3,031
    )
    
    
    436Current taxes payable
    
    
    1,898
    
    
    
    257
    
    
    
    (1,443
    )Other noncurrent assets and liabilities
    
    
    503
    
    
    
    2,548
    
    
    
    (717
    )Net cash provided by operating activities
    
    
    14,396
    
    
    
    11,778
    
    
    
    1,205CASH FLOWS FROM INVESTING ACTIVITIES:Purchases of property, plant and equipment
    
    
    (3,592
    )
    
    
    (4,122
    )
    
    
    (5,037
    )Acquisition of business
    
    
    (34,428
    )
    
    
    
    
    
    
    (1,025
    )Proceeds from sale of an equity investment
    
    
    354
    
    
    
    
    
    
    
    Proceeds from sale of property, plant and equipment
    
    
    267
    
    
    
    55
    
    
    
    43Purchases of marketable securities held-to-maturity
    
    
    
    
    
    
    
    
    
    
    (2,982
    )Proceeds from maturities or sales of marketable securities held-to-maturity
    
    
    
    
    
    
    
    
    
    
    6,676Purchases of marketable securities available-for-sale
    
    
    
    
    
    
    (1,841
    )
    
    
    (11,817
    )Proceeds from maturities or sales of marketable securities available-for-sale
    
    
    13,169
    
    
    
    19,100
    
    
    
    8,456Net cash (used in) provided by investing activities
    
    
    (24,230
    )
    
    
    13,192
    
    
    
    (5,686
    )CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from issuance of common stock under stock option plan
    
    
    485
    
    
    
    621
    
    
    
    492Proceeds from issuance of debt
    
    
    30,000
    
    
    
    
    
    
    
    Repurchases of common stock
    
    
    
    
    
    
    (6,649
    )
    
    
    Dividends paid
    
    
    (2,825
    )
    
    
    (2,603
    )
    
    
    (2,410
    )Net cash provided by (used in) financing activities
    
    
    27,660
    
    
    
    (8,631
    )
    
    
    (1,918
    )Effect of exchange rate changes on cash
    
    
    (46
    )
    
    
    252
    
    
    
    4Net increase (decrease) in cash and cash equivalents
    
    
    17,780
    
    
    
    16,591
    
    
    
    (6,395
    )Cash and cash equivalents, beginning of period
    
    
    25,564
    
    
    
    8,973
    
    
    
    15,368Cash and cash equivalents, end of period
    
    $
    43,344
    
    
    $
    25,564
    
    
    $
    8,973SUPPLEMENTAL CASH FLOW INFORMATIONIncome taxes paid
    
    $
    3,803
    
    
    $
    2,185
    
    
    $
    6,246Interest paid
    
    $
    228
    
    
    $
    145
    
    
    $
    119
  26




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##### Table of Contents



Lindsay Manufacturing Co.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 A. DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
    (1) Principles of Consolidation
  (2) Stock Based Compensation
  (3) Revenue Recognition
   27




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##### Table of Contents



(4) Warranty Costs
   (5) Cash Equivalents, Marketable Securities, and Long-term Marketable Securities
   (6) Inventories
  (7) Property, Plant and Equipment
  (8) Equity Investments
   28




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##### Table of Contents



(9) Goodwill and Intangible Assets
  (10) Net Earnings per Share
   August 31, 2006
    
    
    August 31, 2005
    
    August 31, 2004Weighted
    
    
    
    
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    
    
    
    
    WeightedAverage
    
    
    
    
    
    
    
    
    
    
    Average
    
    
    
    
    
    
    
    
    
    
    AverageShares
    
    Price
    
    
    Expire
    
    Shares
    
    
    Price
    
    
    Expire
    
    Shares
    
    
    Price
    
    
    ExpireSeptember
    
    
    
    
    
    
    
    
    
    September
    
    
    
    
    
    
    
    
    
    November  2007-155,762
    
    $
    26.27
    
    
    2007-April 2014
    
    
    377,184
    
    
    $
    25.32
    
    
    2007-August 2015
    
    
    305,813
    
    
    $
    25.86
    
    
    August 2014
  For the years endedAugust 31,(in thousands)
    
    2006
    
    
    2005
    
    
    2004Weighted average shares outstanding 
basic
    
    
    11,529
    
    
    
    11,649
    
    
    
    11,756Dilutive effect of stock options
    
    
    181
    
    
    
    152
    
    
    
    191Dilutive effect of restricted stock units
    
    
    2
    
    
    
    
    
    
    
    Weighted average shares outstanding 
diluted
    
    
    11,712
    
    
    
    11,801
    
    
    
    11,947
 11) Reclassifications
  12) Use of Estimates
  13) Derivatives Instruments and Hedging Activities
 Accounting for Derivative Instruments and Certain Hedging Activities
   29




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##### Table of Contents



(14) Recently Issued Accounting Pronouncements
        30




---



##### Table of Contents



B. ACQUISITIONS
     (in thousands)Purchase Price:Cash
    
    $
    33,800Transaction costs
    
    
    635Total Cash Consideration
    
    
    34,435Plus: liabilities assumedOther current liabilities
    
    
    5,187Long term Liabilities
    
    
    430Total purchase price plus liabilities assumed
    
    $
    40,052Purchase Price Allocation:Fair value of tangible net assets acquired
    
    $
    18,749Patents
    
    
    13,680Trademarks and trade name
    
    
    2,685Deferred income taxes
    
    
    (9,348
    )Other intangible assets
    
    
    4,580Goodwill
    
    
    9,706Total purchase price allocation
    
    $
    40,052
   31




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##### Table of Contents



Lindsay Manufacturing Co. and Subsidiaries
PRO FORMA CONSOLIDATED STATEMENTS OF OPERATIONS
 Year ended August 31,(in thousands, except per share amounts)
    
    2006
    
    
    2005Operating revenues
    
    $
    239,117
    
    
    $
    196,340Cost of operating revenues
    
    
    183,283
    
    
    
    155,827Gross profit
    
    
    55,834
    
    
    
    40,513Operating expenses:Selling expense
    
    
    15,719
    
    
    
    14,108General and administrative
expense
    
    
    19,558
    
    
    
    17,463Engineering and research
expense
    
    
    2,983
    
    
    
    2,878Total operating expenses
    
    
    38,260
    
    
    
    34,449Operating income
    
    
    17,574
    
    
    
    6,064Interest income (expense), net
    
    
    226
    
    
    
    (636
    )Other income, net
    
    
    483
    
    
    
    602Earnings before income taxes
    
    
    18,283
    
    
    
    6,030Income tax provision
    
    
    5,710
    
    
    
    2,610Net earnings
    
    $
    12,573
    
    
    $
    3,420Basic net earnings per share
    
    $
    1.09
    
    
    $
    0.29Diluted net earnings per
share
    
    $
    1.07
    
    
    $
    0.29Weighted average shares outstanding 
basic
    
    
    11,529
    
    
    
    11,649Weighted average shares outstanding 
diluted
    
    
    11,712
    
    
    
    11,801
 32




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##### Table of Contents



C. OTHER COMPREHENSIVE INCOME (LOSS), NET
  For the years ended August 31,$ in thousands
    
    2006
    
    
    2005Accumulated other comprehensive income, net:Unrealized loss on available for sale
securities, net of taxes
    
    $
    (92
    )
    
    $
    (136
    )Currency translation
    
    
    3,357
    
    
    
    2,745Minimum pension liability, net of
taxes
    
    
    (1,285
    )
    
    
    (1,434
    )Unrealized loss on cash flow hedge, net of
taxes
    
    
    (348
    )
    
    
    Total accumulated other comprehensive income,
net of taxes
    
    $
    1,632
    
    
    $
    1,175
  For the years ended August 31,$ in thousands
    
    2006
    
    2005Unrealized loss on available for sale securities:Federal deferred tax asset
    
    $
    52
    
    
    $
    77State deferred tax asset
    
    $
    4
    
    
    $
    6Unrealized loss on cash flow hedge:Federal deferred tax asset
    
    $
    198
    
    
    $
    State deferred tax asset
    
    $
    18
    
    
    $
    Minimum pension liability:Federal deferred tax asset
    
    $
    724
    
    
    $
    798State deferred tax asset
    
    $
    76
    
    
    $
    66
 D. OTHER INCOME, NET
 For the years ended August 31,$ in thousands
    
    2006
    
    
    2005
    
    
    2004Other income, net:Cash surrender value of life insurance
    
    $
    78
    
    
    $
    72
    
    
    $
    90Foreign currency transaction (loss) gains, net
    
    
    18
    
    
    
    (18
    )
    
    
    484Foreign government grant
    
    
    142
    
    
    
    
    
    
    
    Equity in net earnings (loss) of equity-method investments
    
    
    19
    
    
    
    257
    
    
    
    (73
    )Bank guarantee
    
    
    
    
    
    
    
    
    
    
    (250
    )Litigation settlement
    
    
    21
    
    
    
    
    
    
    
    All other, net
    
    
    225
    
    
    
    (38
    )
    
    
    19Total other income, net
    
    $
    503
    
    
    $
    273
    
    
    $
    270
 33




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##### Table of Contents



E. INCOME TAXES
  For the years ended August 31,$ in thousands
    
    2006
    
    
    2005
    
    
    2004United States
    
    $
    18,509
    
    
    $
    6,588
    
    
    $
    12,386Foreign
    
    
    (1,100
    )
    
    
    362
    
    
    
    1,380$
    17,409
    
    
    $
    6,950
    
    
    $
    13,766
  For the years ended August 31,$ in thousands
    
    2006
    
    
    2005
    
    
    2004Current:Federal
    
    $
    8,149
    
    
    $
    2,223
    
    
    $
    2,931State
    
    
    1,200
    
    
    
    336
    
    
    
    262Foreign
    
    
    68
    
    
    
    314
    
    
    
    414Total current
    
    
    9,417
    
    
    
    2,873
    
    
    
    3,607Deferred:Federal
    
    
    (2,868
    )
    
    
    (474
    )
    
    
    604State
    
    
    (241
    )
    
    
    (60
    )
    
    
    50Foreign
    
    
    (599
    )
    
    
    (227
    )
    
    
    219Total deferred
    
    
    (3,708
    )
    
    
    (761
    )
    
    
    873Total income tax
provision
    
    $
    5,709
    
    
    $
    2,112
    
    
    $
    4,480
  For the years ended August 31,2006
    
    
    2005
    
    
    2004$ in thousands
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %U.S statutory rate
    
    $
    6,093
    
    
    
    35.0
    
    
    $
    2,363
    
    
    
    34.0
    
    
    $
    4,688
    
    
    
    34.1State and local taxes, net of federal
tax benefit
    
    
    409
    
    
    
    2.35
    
    
    
    134
    
    
    
    1.9
    
    
    
    203
    
    
    
    1.5Federal & state reserve
adjustment
    
    
    (404
    )
    
    
    (2.32
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Domestic production deduction
    
    
    (258
    )
    
    
    (1.48
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Municipal bond interest income
    
    
    (219
    )
    
    
    (1.26
    )
    
    
    (98
    )
    
    
    (1.4
    )
    
    
    (86
    )
    
    
    (0.6
    )Qualified export activity income
    
    
    (112
    )
    
    
    (0.64
    )
    
    
    (328
    )
    
    
    (4.7
    )
    
    
    (443
    )
    
    
    (3.2
    )Research and development tax
credits
    
    
    (17
    )
    
    
    (0.10
    )
    
    
    (56
    )
    
    
    (0.8
    )
    
    
    (83
    )
    
    
    (0.6
    )Other
    
    
    217
    
    
    
    1.25
    
    
    
    97
    
    
    
    1.4
    
    
    
    201
    
    
    
    1.3Effective rate
    
    $
    5,709
    
    
    
    32.8
    
    
    $
    2,112
    
    
    
    30.4
    
    
    $
    4,480
    
    
    
    32.5
  August 31,$ in thousands
    
    2006
    
    
    2005Deferred tax assets:Deferred Rental Revenue
    
    $
    1,913
    
    
    $
    Employee benefits liability
    
    
    1,124
    
    
    
    1,088Foreign items
    
    
    888
    
    
    
    301Minimum pension liabilities
    
    
    799
    
    
    
    864Share-based compensation
    
    
    649
    
    
    
    Inventory
    
    
    241
    
    
    
    102Warranty
    
    
    706
    
    
    
    930Vacation
    
    
    524
    
    
    
    304Accrued liabilities
    
    
    2,010
    
    
    
    958Deferred tax assets
    
    $
    8,854
    
    
    $
    4,547Deferred tax liabilities:Amortization
    
    
    (7,768
    )
    
    
    Property, plant and equipment
    
    
    (2,158
    )
    
    $
    (327
    )Inventory
    
    
    (382
    )
    
    
    Other
    
    
    (68
    )
    
    
    (214
    )Deferred tax liabilities
    
    $
    (10,376
    )
    
    $
    (541
    )Net deferred tax (liabilities) assets
    
    $
    (1,522
    )
    
    $
    4,006
 34




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The American Jobs Creation Act of 2004 (the Jobs Act).
    F. MARKETABLE SECURITIES
   Gross
    
    
    GrossAmortized
    
    
    unrealized
    
    
    unrealized$ in thousands

    
    cost
    
    
    gains
    
    
    losses
    
    
    Fair valueAs of August 31, 2006:Due within one year
    
    $
    10,238
    
    
    $
    3
    
    
    $
    (62
    )
    
    $
    10,179Due after one year through
five years
    
    
    5,867
    
    
    
    
    
    
    
    (89
    )
    
    
    5,778$
    16,105
    
    
    $
    3
    
    
    $
    (151
    )
    
    $
    15,957As of August 31, 2005:Due within one year $14,163
    
    
    
    
    
    $
    1
    
    
    $
    (63
    )
    
    $
    14,101Due after one year through five years
    
    
    15,315
    
    
    
    1
    
    
    
    (159
    )
    
    
    15,157$
    29,478
    
    
    $
    2
    
    
    $
    (222
    )
    
    $
    29,258
 35




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For the years ended August 31,$ in thousands
    
    2006
    
    2005
    
    2004Proceeds from
maturities or
sales
    
    $
    13,169
    
    
    $
    19,100
    
    
    $
    8,456Gross realized
gains
    
    $
    
    
    
    $
    5
    
    
    $
    19Gross realized
losses
    
    $
    
    
    
    $
    (51
    )
    
    $
    (1
    )
  August 31, 2006$ in thousands
    
    Less than 12 months
    
    Greater than 12 monthsTotal amount of
unrealized
losses
    
    $
    
    
    
    $
    (151
    )Total fair value of
investments with
unrealized losses
    
    $
    
    
    
    $
    14,880
 August 31, 2005Less than 12 months
    
    Greater than 12 monthsTotal amount of
unrealized
losses
    
    $
    (173
    )
    
    $
    (49
    )Total fair value of
investments with
unrealized losses
    
    $
    26,227
    
    
    $
    2,609
 G. RECEIVABLES
 August 31,$ in thousands
    
    2006
    
    
    2005Receivables:Trade accounts and notes
    
    $
    38,710
    
    
    $
    29,621Allowance for doubtful accounts
    
    
    (595
    )
    
    
    (702
    )Net receivables
    
    $
    38,115
    
    
    $
    28,919
 H. INVENTORIES
 August 31,August
    
    
    August$ in thousands
    
    2006
    
    
    2005Inventory:First-in, first-out (FIFO)
inventory
    
    $
    16,301
    
    
    $
    15,373LIFO reserve
    
    
    (5,032
    )
    
    
    (4,048
    )LIFO inventory
    
    
    11,269
    
    
    
    11,325Weighted average inventory
    
    
    8,491
    
    
    
    8,599Other FIFO inventory
    
    
    7,694
    
    
    
    Obsolescence reserve
    
    
    (636
    )
    
    
    (613
    )Total inventories
    
    $
    26,818
    
    
    $
    19,311
 36




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##### Table of Contents



August
    
    August2006
    
    2005Raw materials
    
    
    39
    %
    
    
    23
    %Work in process
    
    
    17
    %
    
    
    6
    %Finished goods and purchased parts
    
    
    44
    %
    
    
    71
    %
 I. PROPERTY, PLANT AND EQUIPMENT
 August
    
    
    August$ in thousands
    
    2006
    
    
    2005Property, plant and equipment:Land
    
    $
    1,222
    
    
    $
    336Buildings
    
    
    12,229
    
    
    
    10,625Equipment
    
    
    43,687
    
    
    
    38,884Other
    
    
    4,562
    
    
    
    6,175Total property, plant and
equipment
    
    
    61,700
    
    
    
    56,020Accumulated depreciation and
amortization
    
    
    (41,402
    )
    
    
    (38,752
    )Total Property, plant and equipment, net20,298
    
    
    
    17,268Rental property:Machines
    
    
    2,322
    
    
    
    Barriers
    
    
    4,519
    
    
    
    Total rental property
    
    
    6,841
    
    
    
    Accumulated depreciation and
amortization
    
    
    (158
    )
    
    
    Total rental property, net
    
    
    6,683
    
    
    
    Property, plant and equipment, net
    
    $
    26,981
    
    
    $
    17,268
  J. OTHER NONCURRENT ASSETS
 August
    
    
    August$ in thousands
    
    2006
    
    
    2005Cash surrender value of life insurance
policies
    
    $
    2,054
    
    
    $
    1,975Deferred income taxes
    
    
    347
    
    
    
    730Equity
method investments (1)
    
    
    
    
    
    
    1,621Notes receivable (2)
    
    
    1,311
    
    
    
    Split dollar life insurance
    
    
    922
    
    
    
    954Intangible pension assets
    
    
    234
    
    
    
    304Other
    
    
    77
    
    
    
    558Total noncurrent assets
    
    $
    4,945
    
    
    $
    6,142
 
 (1)
    
    At August 31, 2005, the Company held a 39% minority investment in an irrigation dealership
based outside of the United States. This investment was accounted for on the equity method. On
September 1, 2005, the Company sold its minority position in the irrigation dealership. The
Company recognized an immaterial gain from the sale of the dealership.(2)
    
    Notes receivable consists of $1.0 million note from a sold irrigation dealership (see Note P)
and other notes of $0.3 million . 37




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K. GOODWILL AND OTHER INTANGIBLES
 August 31,$ in thousands
    
    2006
    
    2005Goodwill
    
    $
    11,129
    
    
    $
    1,364
   August 31,$ in thousands
    
    2006
    
    
    2005Non-compete agreements
    
    $
    2,046
    
    
    $
    406License
    
    
    399
    
    
    
    364Tradenames
    
    
    2,831
    
    
    
    146Patents
    
    
    13,779
    
    
    
    100Customer relationships
    
    
    2,916
    
    
    
    Plans and specifications
    
    
    75
    
    
    
    75Other
    
    
    35
    
    
    
    38Accumulated amortization
    
    
    (1,083
    )
    
    
    (434
    )Total other intangibles, net
    
    $
    20,998
    
    
    $
    695
  2007
    
    $
    1,9212008
    
    
    1,8562009
    
    
    1,6312010
    
    
    1,2182011
    
    
    1,218Thereafter
    
    
    10,327$
    18,171
 L. OTHER CURRENT LIABILITIES
 August 31,$ in thousands
    
    2006
    
    
    2005Other current liabilities:Payroll and vacation
    
    $
    6,301
    
    
    $
    3,313Retirement plan
    
    
    322
    
    
    
    330Taxes, other than income
    
    
    843
    
    
    
    610Workers compensation and product
liability
    
    
    897
    
    
    
    1,243Deferred rental revenue
(1)
    
    
    3,909
    
    
    
    Dealer related liabilities
    
    
    1,547
    
    
    
    1,008Warranty
    
    
    1,996
    
    
    
    2,456Income tax payable
    
    
    2,171
    
    
    
    265Other
    
    
    5,633
    
    
    
    4,209Total other current liabilities
    
    $
    23,619
    
    
    $
    13,434
 
 (1)
    
    The majority of the rental revenue is received at the beginning of the lease term; future
lease payments will be minimal. 38




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##### Table of Contents



M. CREDIT ARRANGEMENTS
      ($ in thousands)
    
    2006
    
    
    2005Term note payable
    
    $
    30,000
    
    
    $
    Less current portion
    
    
    (4,286
    )
    
    
    Term note payable less long-term portion
    
    $
    25,714
    
    
    $
    
  2007
    
    $
    4,2862008
    
    
    4,2862009
    
    
    4,2862010
    
    
    4,2862011
    
    
    4,286Thereafter
    
    
    8,570$
    30,000
  39




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N. COMMITMENTS AND CONTINGENCIES
   $ in thousandsFiscal years2007
    
    $
    9172008
    
    
    7472009
    
    
    4122010
    
    
    3902011
    
    
    400Thereafter
    
    
    142Total future minimum lease payments
    
    $
    3,008
  O. RETIREMENT PLANS
   40




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For the years ended August 31,$ in thousands
    
    2006
    
    
    2005
    
    
    2004Change in benefit obligation:Benefit obligation at beginning of year
    
    $
    5,478
    
    
    $
    4,839
    
    
    $
    4,747Service cost
    
    
    19
    
    
    
    34
    
    
    
    40Interest cost
    
    
    267
    
    
    
    269
    
    
    
    290Actuarial loss
    
    
    61
    
    
    
    654
    
    
    
    44Benefits paid
    
    
    (313
    )
    
    
    (318
    )
    
    
    (282
    )Benefit obligation at end of year
    
    $
    5,512
    
    
    $
    5,478
    
    
    $
    4,839Funded status
    
    $
    (5,512
    )
    
    $
    (5,478
    )
    
    $
    (4,839
    )Unrecognized net actuarial loss
    
    
    2,500
    
    
    
    2,606
    
    
    
    2,255Net liability recognized
    
    $
    (3,012
    )
    
    $
    (2,872
    )
    
    $
    (2,584
    )
  August 31,$ in thousands
    
    2006
    
    
    2005Amounts recognized in the statement of financial position consist of:Accrued benefit cost
    
    $
    3,012
    
    
    $
    2,872Intangible pension asset
    
    
    (234
    )
    
    
    (304
    )Additional minimum pension liability
    
    
    2,299
    
    
    
    2,583Other comprehensive loss
    
    
    (2,065
    )
    
    
    (2,279
    )Net amount recognized
    
    $
    3,012
    
    
    $
    2,872Weighted-average assumptions for the liability as of year ends:Discount rate
    
    
    5.75
    %
    
    
    5.00
    %Assumed rates of compensation increases
    
    
    3.50
    %
    
    
    3.50
    %Rate of return on underlying 401(k) investments
    
    
    7.50
    %
    
    
    7.50
    %
 For the years ended August 31,$ in thousands
    
    2006
    
    
    2005
    
    
    2004Components of net periodic benefit cost:Service cost
    
    $
    19
    
    
    $
    34
    
    
    $
    40Interest cost
    
    
    267
    
    
    
    269
    
    
    
    290Net amortization and deferral
    
    
    158
    
    
    
    302
    
    
    
    296Total
    
    $
    444
    
    
    $
    605
    
    
    $
    626Weighted-average assumptions for expense for the years ended:Discount rate
    
    
    5.75
    %
    
    
    5.00
    %
    
    
    5.75
    %Assumed rates of compensation increases
    
    
    3.50
    %
    
    
    3.50
    %
    
    
    3.50
    %
 41




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$ in thousandsFiscal years2007
    
    $
    3132008
    
    
    3682009
    
    
    4642010
    
    
    4642011
    
    
    464Thereafter
    
    
    2,321Future expected benefit payments through 2016
    
    $
    4,394
 P. GUARANTEES
 Guarantees of Customer Equipment Financing
     Guarantees on Third Party Debt Related to Equity Investment
  42




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Product Warranties
   For the years ended August 31,$ in thousands
    
    2006
    
    
    2005Warranties:Product warranty accrual balance,
beginning of fiscal year
    
    $
    2,456
    
    
    $
    1,339Liabilities accrued for warranties
during the period
    
    
    1,812
    
    
    
    2,675Warranty claims paid during the
period
    
    
    (2,272
    )
    
    
    (1,558
    )Product warranty accrual balance, end
of period
    
    $
    1,996
    
    
    $
    2,456
  Q. INDUSTRY SEGMENT INFORMATION
       For the years ended August 31,($ in millions)
    
    2006
    
    
    2005
    
    
    2004Operating revenues:Irrigation
    
    $
    193.7
    
    
    $
    156.3
    
    
    $
    183.8Infrastructure
    
    
    32.3
    
    
    
    21.0
    
    
    
    12.9Total operating revenues
    
    $
    226.0
    
    
    $
    177.3
    
    
    $
    196.7Operating income:Irrigation
    
    $
    28.3
    
    
    $
    19.9
    
    
    $
    27.2Infrastructure
    
    
    7.1
    
    
    
    2.6
    
    
    
    1.1Segment operating income
    
    
    35.4
    
    
    
    22.5
    
    
    
    28.3Unallocated general & administrative and engineering &
research expenses
    
    
    (19.8
    )
    
    
    (17.0
    )
    
    
    (16.2
    )Interest and other income, net
    
    
    1.8
    
    
    
    1.5
    
    
    
    1.7Earnings before income taxes
    
    $
    17.4
    
    
    $
    7.0
    
    
    $
    13.8
 43




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##### Table of Contents



For the years ended August 31,$ in millions
    
    2006
    
    
    2005
    
    
    2004Geographic area revenues:United States
    
    $
    167.5
    
    
    $
    126.5
    
    
    $
    145.7Europe, Africa, Australia, & Middle East
    
    
    33.5
    
    
    
    30.1
    
    
    
    30.3Mexico & Latin America
    
    
    21.1
    
    
    
    16.1
    
    
    
    16.5Other International
    
    
    3.9
    
    
    
    4.6
    
    
    
    4.2Total revenues
    
    $
    226.0
    
    
    $
    177.3
    
    
    $
    196.7
 R. SHARE BASED COMPENSATION
     Computation of Net Income per Share
   44




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##### Table of Contents



Share Based Compensation Program Descriptions
   General Share Based Compensation Information
  Average
    
    AggregateAverage
    
    Remaining
    
    IntrinsicNumber
    
    Exercise
    
    Contractual
    
    Valueof Shares
    
    Price
    
    Term (years)
    
    (000s)Outstanding at August 31,
2004
    
    
    1,229,133
    
    
    $
    19.05
    
    
    
    5.9
    
    
    
    7,517Granted
    
    
    128,872
    
    
    
    24.45Exercised
    
    
    (81,712
    )
    
    
    12.22Forfeitures
    
    
    (89,562
    )
    
    
    23.39Outstanding at August 31,
2005
    
    
    1,186,731
    
    
    
    19.84
    
    
    
    6.2
    
    
    
    6,651Granted
    
    
    45,000
    
    
    
    19.33Exercised
    
    
    (41,562
    )
    
    
    17.96
    
    
    
    
    
    
    $
    323Forfeitures
    
    
    (26,250
    )
    
    
    24.59Outstanding at August 31, 2006
    
    
    1,163,919
    
    
    
    19.78
    
    
    
    5.5
    
    
    
    10,174Exercisable at August 31,
2004
    
    
    664,594
    
    
    $
    17.22
    
    
    
    4.8
    
    
    $
    7,517Exercisable at August 31,
2005
    
    
    693,938
    
    
    $
    17.98
    
    
    
    5.0
    
    
    $
    5,203Exercisable at August 31,
2006
    
    
    775,923
    
    
    $
    18.64
    
    
    
    4.6
    
    
    $
    7,662
   45




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##### Table of Contents



Weighted-AverageGrant-DateNonvested Shares
    
    Shares
    
    
    Fair ValueNonvested at September 1, 2005
    
    
    
    
    
    $
    0.00Granted
    
    
    58,826
    
    
    
    23.11Vested
    
    
    
    
    
    
    0.00Forfeited
    
    
    (1,100
    )
    
    
    18.78Nonvested at August 31, 2006
    
    
    57,726
    
    
    $
    22.75
  Valuation and Expense Information under SFAS 123(R)
  Year EndedAugust 31,$ in thousands
    
    2006Share-based compensation expense included in cost of operating revenues
    
    $
    122Research and development
    
    
    104Sales and marketing
    
    
    348General and administrative
    
    
    1,165Share-based compensation expense included in operating
expenses
    
    
    1,617Total Share-based compensation expense
    
    
    1,739Tax benefit
    
    
    (659
    )Share-based compensation expense, net of tax
    
    $
    1,080
  For the years ended August 31,$ in thousands
    
    2005
    
    
    2004Net earnings, as reported (1)
    
    $
    4,838
    
    
    $
    9,286Share-based compensation expense
    
    
    1,900
    
    
    
    2,003Tax benefit
    
    
    (720
    )
    
    
    (759
    )Share-based compensation expense, net tax (2)
    
    
    1,180
    
    
    
    1,244Net income, including the effect of
share-based compensation expense (3)
    
    $
    3,658
    
    
    $
    8,042Earnings per share:Basic net earnings per share-as reported (1)
    
    $
    0.42
    
    
    $
    0.79Basic net earnings per share,
including the effect of share-based
compensation expense (3)
    
    $
    0.31
    
    
    $
    0.68Diluted- as reported for the prior period (1)
    
    $
    0.41
    
    
    $
    0.78Diluted net income per share,
including the effect of share-based
compensation expense (3)
    
    $
    0.31
    
    
    $
    0.67
 
 (1)
    
    Net income and net income per share prior to fiscal 2006 did not include share-based
compensation expense under SFAS 123 because the Company did not adopt the recognition
provisions of SFAS 123.(2)
    
    Share-based compensation expense prior to fiscal 2006 was calculated based on the pro
forma application of SFAS 123.(3)
    
    Net income and net income per share prior to fiscal 2006 represents pro forma
information based on SFAS 123. 46




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##### Table of Contents



For the years ended August 31,2006
    
    
    2005
    
    
    2004Expected volatility
    
    
    35.13
    %
    
    
    34.65 - 35.86
    %
    
    
    34.65 - 35.80
    %Expected dividends
    
    
    0.76
    %
    
    
    0.68 - 0.77
    %
    
    
    0.64 - 0.68
    %Expected term (in years)
    
    
    7.00
    
    
    
    7.00
    
    
    
    7.00Risk-free interest rate
    
    
    4.52
    %
    
    
    4.12 - 4.30
    %
    
    
    4.12 - 4.75
    %
 S. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
  For the three months ended the last day of$in thousands, except per share amounts
    
    November
    
    February
    
    May
    
    AugustFiscal 2006Operating revenues
    
    $
    39,504
    
    
    $
    54,912
    
    
    $
    75,013
    
    
    $
    56,572Cost of operating revenues
    
    
    32,077
    
    
    
    45,048
    
    
    
    57,977
    
    
    
    42,658Earnings before income taxes
    
    
    792
    
    
    
    2,504
    
    
    
    9,142
    
    
    
    4,971Net earnings
    
    
    511
    
    
    
    1,717
    
    
    
    6,415
    
    
    
    3,057Diluted net earnings per share
    
    $
    0.04
    
    
    $
    0.15
    
    
    $
    0.55
    
    
    $
    0.26Market price (NYSE)High
    
    $
    25.88
    
    
    $
    26.10
    
    
    $
    28.01
    
    
    $
    28.97Low
    
    $
    18.31
    
    
    $
    18.67
    
    
    $
    21.59
    
    
    $
    20.27Fiscal 2005Operating revenues
    
    $
    39,767
    
    
    $
    41,487
    
    
    $
    55,985
    
    
    $
    40,032Cost of operating revenues
    
    
    33,194
    
    
    
    33,721
    
    
    
    43,792
    
    
    
    32,993Earnings before income taxes
    
    
    178
    
    
    
    1,073
    
    
    
    5,493
    
    
    
    206Net earnings
    
    
    175
    
    
    
    600
    
    
    
    3,770
    
    
    
    293Diluted net earnings per share
    
    $
    0.01
    
    
    $
    0.05
    
    
    $
    0.32
    
    
    $
    0.03Market price (NYSE)High
    
    $
    28.55
    
    
    $
    29.51
    
    
    $
    24.60
    
    
    $
    26.06Low
    
    $
    22.45
    
    
    $
    21.51
    
    
    $
    17.50
    
    
    $
    19.95
 
 2006:
    
    The fourth-quarter includes the acquisition of Barrier Systems Inc. on June 1, 2006.2005:
    
    Significant fourth-quarter adjustments aggregated an increase to pre-tax earnings of $1.0
million. The significant adjustments increasing pre-tax earnings include LIFO inventory
adjustments and physical inventory adjustments. 47




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##### Table of Contents



ITEM 9  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
  
 ITEM 9A  Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Managements Report on Internal Control over Financial Reporting
     48




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
 Report of Independent Registered Public Accounting Firm
 
 Internal ControlIntegrated Framework
    Internal ControlIntegrated Framework Internal ControlIntegrated Framework
   /
 
 49




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##### Table of Contents



Changes in Internal Control over Financial Reporting
  
 ITEM 9B  Other Information
  50




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##### Table of Contents



PART III
 
 ITEM 10  Directors and Executive Officers of the Registrant
  Section 16(a) Beneficial Ownership Reporting Compliance
 Code of Ethics-
 
 ITEM 11  Executive Compensation
  
 ITEM 12  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters.
  Equity Compensation Plan Information-
 (a)
    
    
    (b)
    
    
    (c)Number of securities
    
    
    Weighted-average
    
    
    Number of securities remainingto be issued upon
    
    
    exercise price of
    
    
    available for future issuanceexercise of
    
    
    outstanding
    
    
    under equity compensationoutstanding options,
    
    
    options, warrants,
    
    
    plans (excluding securitiesPLAN CATEGORY
    
    warrants, and rights
    
    
    and rights
    
    
    reflected in column (a))(1)Equity compensation plans
approved by security holders (1)
    
    
    813,919
    
    
    $
    22.26
    
    
    
    742,931Equity compensation plans not
approved by security holders (2)
    
    
    350,000
    
    
    $
    14.00
    
    
    
    Total
    
    
    1,163,919
    
    
    $
    19.77
    
    
    
    742,931
 
 (1)
    
    Plans approved by shareholders include the Companys 2006 Long-Term Incentive
Plan.(2)
    
    Consists of options issued to Richard W. Parod pursuant to his employment
agreement, which was not approved by stockholders. 
 ITEM 13  Certain Relationships and Related Transactions
  
 ITEM 14  Principal Accounting Fees and Services
  51




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##### Table of Contents



PART IV
 
 ITEM 15  Exhibits, Financial Statement Schedules
   PageReport of Independent Registered Public Accounting Firm
    
    
    22Consolidated Statements of Operations for the years
ended August 31, 2006, 2005, and 2004
    
    
    23Consolidated Statements of Shareholders Equity and Comprehensive Income
for the years ended August 31, 2006, 2005, and 2004
    
    
    24Consolidated Balance Sheets at
August 31, 2006 and 2005
    
    
    25Consolidated Statements of Cash Flows for the years
ended August 31, 2006, 2005, and 2004
    
    
    26Notes to Consolidated Financial Statements
    
    
    27-48Valuation and Qualifying Accounts -
Years ended August 31, 2006, 2005, and 2004
    
    
    53
  52




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##### Table of Contents



a(2) Exhibit
 Lindsay Manufacturing Co.
 
 VALUATION and QUALIFYING ACCOUNTS
 Years ended August 31, 2006, 2005 and 2004
 (Dollars in thousands)
 AdditionsBalance at
    
    
    Charged to
    
    
    Charged to
    
    
    
    
    
    
    Balance atbeginning
    
    
    costs and
    
    
    other
    
    
    
    
    
    
    endDescription
    
    of period
    
    
    expenses
    
    
    accounts
    
    
    Deductions
    
    
    of periodYear ended August 31, 2006:Deducted in the balance sheet from the assets to which they apply:- Reserve for guarantee losses(c )
    
    $
    190
    
    
    $
    
    
    
    $
    
    
    
    $
    80
    
    
    $
    110- Allowance for doubtful accounts(a)
    
    $
    702
    
    
    $
    (12
    )
    
    $
    
    
    
    $
    95
    
    
    $
    595- Allowance for inventory obsolescence(b)
    
    $
    613
    
    
    $
    39
    
    
    $
    
    
    
    $
    16
    
    
    $
    636Year ended August 31, 2005:Deducted in the balance sheet from the assets to which they apply:- Reserve for guarantee losses(c)
    
    $
    540
    
    
    $
    (38
    )
    
    $
    
    
    
    $
    312
    
    
    $
    190- Allowance for doubtful accounts(a)
    
    $
    1,386
    
    
    $
    108
    
    
    $
    
    
    
    $
    792
    
    
    $
    702- Allowance for inventory obsolescence(b)
    
    $
    527
    
    
    $
    228
    
    
    $
    
    
    
    $
    142
    
    
    $
    613Year ended August 31, 2004:Deducted in the balance sheet from the assets to which they apply:- Reserve for guarantee losses(c)
    
    $
    354
    
    
    $
    325
    
    
    $
    
    
    
    $
    139
    
    
    $
    540- Allowance for doubtful accounts(a)
    
    $
    667
    
    
    $
    760
    
    
    $
    
    
    
    $
    41
    
    
    $
    1,386- Allowance for inventory obsolescence(b)
    
    $
    566
    
    
    $
    136
    
    
    $
    
    
    
    $
    175
    
    
    $
    527
 
 Notes:(a)
    
    Deductions consist of uncollectible items written off, less recoveries of items previously
written off.(b)
    
    Deductions consist of obsolete items sold or scrapped.(c)
    
    Represents estimated losses on financing guarantees. 53




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##### Table of Contents



a(3) EXHIBIT INDEX
 ExhibitNumber
    
    Description2(a)
    
    Agreement and Plan of Merger, dated June 1, 2006, by and among the Company, LM Acquisition Corporation,
Barrier Systems, Inc. and QMB Payment Co., LLC., incorporated by reference to Exhibit 10.1 to the Companys Current Report
on Form 8-K filed on June 2, 2006.3(a)
    
    Restated Certificate of Incorporation of the Company,
incorporated by reference to Exhibit 3(a)
to the Companys Report on Form 10-Q for the fiscal
quarter ended February 28, 1997.3(b)
    
    By-Laws of the Company amended and restated by the Board
of Directors on December 16, 2004, incorporated by reference to
Exhibit 3(b) to the Companys Current Report on Form 8-K
filed on December 22, 2004.3(c)
    
    Certificate of Amendment of the Restated Certificate of
Incorporation of Lindsay Manufacturing Co. dated February 7,
1997, incorporated by reference to Exhibit 3(b) to the
Companys Report on Form 10-Q for the fiscal quarter ended
February 28, 1997.4(a)
    
    Specimen Form of Common Stock Certificate incorporated by reference
to Exhibit 4 to the Companys report on Form 10-Q for the fiscal
quarter ended November 30, 1997.10(a)
    
    Lindsay Manufacturing Co. 2006 Long-Term Incentive Plan and
forms of award agreements. Filed herewith to correct number of shares reflected in Exhibit 10(a)
to the Companys Report on Form 10-Q for the fiscal quarter ended February 28, 2006.10(b)
    
    Indemnification Agreement between the Company and its directors and
officers, dated October 24, 2003 incorporated by reference to Exhibit 10
to the Companys Annual Report on Form 10-K for the fiscal year ended August 31, 2003.10(c)
    
    Lindsay Manufacturing Co. Profit Sharing Plan, incorporated
by reference to Exhibit 10(i) of the Companys Registration
Statement on Form S-1 (Registration No. 33-23084), filed
July 15, 1988.10(d)
    
    Lindsay Manufacturing Co. Amended and Restated 1991 Long-Term
Incentive Plan, incorporated by reference to Exhibit 10(f) to the Companys
Annual Report on Form 10-K for the fiscal year ended August 31, 2000.10(e)
    
    Employment Agreement between the Company and Richard W. Parod
effective March 8, 2000, incorporated by reference to Exhibit 10(a) to the
Companys Report on Form 10-Q for the fiscal quarter ended May 31, 2000.
 54




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##### Table of Contents



a(3) EXHIBIT INDEX
 ExhibitNumber
    
    Description10(f)
    
    First Amendment to Employment Agreement, dated May 2, 2003, between
the Company and Richard W. Parod, incorporated by reference to
Exhibit 10 (a) of Amendment No. 1 to the Companys Report on
Form 10-Q for the fiscal quarter ended May 31, 2003.10(g)
    
    Second Amendment to Employment Agreement, dated December 22, 2004, between
the Company and Richard W. Parod, incorporated by reference to Exhibit 10(a) to the Companys
Current Report on Form 8-K filed on December 27, 2004.10(h)
    
    Lindsay Manufacturing Co. Supplemental Retirement Plan, incorporated
by reference to Exhibit 10(j) to the Companys Annual Report on Form
10-K for the fiscal year ended August 31, 1994.10(i)
    
    Lindsay Manufacturing Co. 2001 Amended and Restated Long-Term Incentive Plan, incorporated
by reference to Exhibit 10(i) of the Companys Annual Report on Form
10-K for the fiscal year ended August 31, 2001.10(j)
    
    Amendment to Lindsay Manufacturing Co. 2001 Amended and Restated Long-Term Incentive Plan,
dated July 11, 2005.10(k)
    
    Lindsay Manufacturing Co. Management Incentive Plan (MIP), 2006 Plan Year10(l)
    
    Term Note, dated June 1, 2006, by and between the Company and Wells Fargo Bank, N.A.,
incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed on
June 2, 2006.10(m)
    
    Credit Agreement, dated June 1, 2006, by and between the Company and Wells Fargo Bank,
N.A., incorporated by reference to Exhibit 10.3 to the Companys Current Report on Form 8-K
filed on June 2, 2006.10(n)
    
    Amended and Restated ISDA Confirmation dated May 8, 2006, by and between the Company
and Wells Fargo Bank, N.A., incorporated by reference to Exhibit 10.4 to the Companys Current
Report on Form 8-K filed on June 2, 2006.10(o)
    
    ISDA Master Agreement, dated May 5, 2006, by and between the Company and Wells Fargo
Bank, N.A., incorporated by reference to Exhibit 10.5 to the Companys Current Report on Form
8-K filed on June 2, 2006.10(p)
    
    Schedule to the ISDA Master Agreement, Dated May 5, 2006, by and between the Company
and Wells Fargo Bank, N.A., incorporated by reference to Exhibit 10.6 to the Companys Current
Report on Form 8-K filed on June 2, 2006.10(q)
    
    Employment Agreement, dated May 1, 2006, between the Company and Owen S. Denman. Filed
herewith as Exhibit 10(q).14
    
    Code of Ethical Conduct for Principal Executive Officer and
Senior Financial Officers incorporated by reference to Exhibit 14 of the Companys
Annual Report on Form 10-K for the fiscal year ended August 31, 2003.21*
    
    Subsidiaries of the Company23*
    
    Consent of KPMG LLP
 55




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##### Table of Contents



ExhibitNumber
    
    Description24(a)*
    
    The Power of Attorney authorizing Richard W. Parod
to sign the Annual Report on Form 10-K for fiscal 2006 on
behalf of certain directors.31(a)*
    
    Certification of Chief Executive Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.31(b)*
    
    Certification of Chief Financial Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.32(a)*
    
    Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906
of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350.
 
 *
    
    - filed herein 56




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##### Table of Contents



SIGNATURES
  LINDSAY MANUFACTURING CO.By:
    
    /s/ david b. downingName:
    
    David B. DowningTitle:
    
    Senior Vice President, Chief Financial Officer
  /s/ RICHARD W. PAROD
    
    
    
    
    
    
    
    Director, President and Chief Executive OfficerRichard W. Parod/s/ DAVID B. DOWNING
    
    
    
    
    
    
    
    Vice President, Chief Financial OfficerDavid B. Downing/s/ TIMOTHY J. PAYMAL
    
    
    
    
    
    
    
    Corporate ControllerTimothy J. Paymal/s/Michael N. Christodolou
    
    
    (1
    )
    
    
    
    Chairman of the Board of DirectorsMichael N. Christodolou/s/Howard G. Buffett
    
    
    (1
    )
    
    
    
    DirectorHoward G. Buffett/s/ Larry H. Cunningham
    
    
    (1
    )
    
    
    
    DirectorLarry H. Cunningham/s/J.David McIntosh
    
    
    (1
    )
    
    
    
    DirectorJ. David McIntosh/s/Michael C. Nahl
    
    
    (1
    )
    
    
    
    DirectorMichael C. Nahl/s/William f. welsh ii
    
    
    (1
    )
    
    
    
    DirectorWilliam F. Welsh II
 
 (1) By:
    
    /s/ Richard W. ParodRichard W. Parod, Attorney-In-Fact
 57