Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Page
Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm ( Forvis Mazars, LLP , Raleigh, NC , PCAOB Firm No. 686 )
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Consolidated Statements of Operations—Years ended April 30, 202 6 and 202 5
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Consolidated Statements of Comprehensive Income—Years ended April 30, 202 6 and 202 5
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Consolidated Statements of Stockholders' Equity—Years ended April 30, 202 6 and 202 5
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Consolidated Balance Sheets—April 30, 202 6 and 202 5
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Consolidated Statements of Cash Flows—Years ended April 30, 202 6 and 202 5
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Notes to Consolidated Financial Statements
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Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors of Kewaunee Scientific Corporation
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Kewaunee Scientific Corporation (the “Company”) as of April 30, 2026 and 2025, the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the years in the two-year period ended April 30, 2026, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of April 30, 2026 and 2025, and the results of its operations and its cash flows for each of the years in the two-year period ended April 30, 2026, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ Forvis Mazars, LLP
We have served as the Company's auditor since 2020.
Raleigh, North Carolina
June 26, 2026
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CONSOLIDATED STATEMENTS OF OPERATIONS
Years Ended April 30 Kewaunee Scientific Corporation
$ and shares in thousands, except per share amounts 2026 2025
Net sales $ 281,999 $ 240,472
Cost of products sold 201,559 171,615
Gross profit 80,440 68,857
Operating expenses 63,725 51,098
Operating earnings
16,715 17,759
Other income, net 880 240
Interest expense ( 3,862 ) ( 3,214 )
Earnings before income taxes
13,733 14,785
Income tax expense 3,268 3,202
Net earnings
10,465 11,583
Less: net earnings attributable to the non-controlling interest 847 178
Net earnings attributable to Kewaunee Scientific Corporation
$ 9,618 $ 11,405
Net earnings per share attributable to Kewaunee Scientific Corporation stockholders
Basic $ 3.36 $ 3.98
Diluted $ 3.22 $ 3.83
Weighted average number of common shares outstanding
Basic 2,863 2,862
Diluted 2,983 2,979
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Years Ended April 30 Kewaunee Scientific Corporation
$ in thousands 2026 2025
Net earnings
$ 10,465 $ 11,583
Other comprehensive loss, net of tax
Foreign currency translation adjustments ( 811 ) ( 421 )
Comprehensive income, net of tax
$ 9,654 $ 11,162
Less comprehensive income attributable to the non-controlling interest 847 178
Total comprehensive income attributable to Kewaunee Scientific Corporation
$ 8,807 $ 10,984
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
Kewaunee Scientific Corporation
$ in thousands, except shares and per share amounts Common
Stock Additional
Paid-in
Capital Treasury
Stock Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss) Total
Stockholders'
Equity
Balance at April 30, 2024 $ 7,273 $ 5,406 $ ( 2,051 ) $ 47,514 $ ( 3,382 ) $ 54,760
Net earnings attributable to Kewaunee Scientific Corporation
— — — 11,405 — 11,405
Other comprehensive loss
— — — — ( 421 ) ( 421 )
Stock based compensation 80 229 — — — 309
Purchase of Treasury Stock, 33,206 shares
— — ( 1,596 ) — — ( 1,596 )
Balance at April 30, 2025 $ 7,353 $ 5,635 $ ( 3,647 ) $ 58,919 $ ( 3,803 ) $ 64,457
Net earnings attributable to Kewaunee Scientific Corporation — — — 9,618 — 9,618
Other comprehensive loss — — — — ( 811 ) ( 811 )
Stock based compensation 70 1,384 — — — 1,454
Balance at April 30, 2026 $ 7,423 $ 7,019 $ ( 3,647 ) $ 68,537 $ ( 4,614 ) $ 74,718
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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CONSOLIDATED BALANCE SHEETS
April 30 Kewaunee Scientific Corporation
$ and shares in thousands, except per share amounts 2026 2025
ASSETS
Current Assets
Cash and cash equivalents $ 9,950 $ 14,942
Restricted cash 1,667 2,222
Receivables, less allowance: $ 633 (2026); $ 530 (2025)
58,738 62,384
Inventories 30,533 32,849
Prepaid expenses and other current assets 4,509 5,966
Total Current Assets 105,397 118,363
Property, plant and equipment, net 22,367 23,174
Right of use assets 10,791 12,965
Deferred income taxes 3,829 3,994
Intangible assets, net
16,294 17,831
Goodwill
12,487 12,487
Other assets 7,146 5,840
Total Assets $ 178,311 $ 194,654
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term borrowings $ 74 $ 986
Current portion of financing liability 867 788
Current portion of term loans 4,893 2,903
Current portion of financing lease liabilities 70 96
Current portion of operating lease liabilities 3,775 3,275
Accounts payable 22,455 27,033
Employee compensation and amounts withheld 8,822 9,209
Deferred revenue 4,152 6,073
Other accrued expenses 3,243 3,349
Total Current Liabilities 48,351 53,712
Long-term portion of financing liability 25,765 26,632
Long-term portion of seller notes — 23,537
Long-term portion of term loans 14,804 10,412
Long-term portion of financing lease liabilities 282 149
Long-term portion of operating lease liabilities 6,287 8,797
Accrued pension and deferred compensation costs 4,807 3,708
Deferred income taxes 913 1,098
Other non-current liabilities 290 364
Total Liabilities 101,499 128,409
Commitments and Contingencies ( Note 12 )
Stockholders' Equity
Common stock, $ 2.50 par value, Authorized— 5,000 shares;
Issued— 2,969 shares (2026); 2,941 shares (2025)
Outstanding— 2,866 shares (2026); 2,839 shares (2025)
7,423 7,353
Additional paid-in capital 7,019 5,635
Retained earnings 68,537 58,919
Accumulated other comprehensive loss ( 4,614 ) ( 3,803 )
Common stock in treasury, at cost: 103 shares (2026); 103 shares (2025)
( 3,647 ) ( 3,647 )
Total Kewaunee Scientific Corporation Stockholders' Equity 74,718 64,457
Non-controlling interest 2,094 1,788
Total Stockholders' Equity 76,812 66,245
Total Liabilities and Stockholders' Equity $ 178,311 $ 194,654
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended April 30 Kewaunee Scientific Corporation
$ in thousands 2026 2025
Cash Flows from Operating Activities
Net earnings
$ 10,465 $ 11,583
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization
6,281 4,759
Provision for credit losses
343 68
Stock based compensation expense 2,126 1,441
Deferred income taxes ( 20 ) ( 2,202 )
Accrued payment in kind ("PIK") interest
( 935 ) 935
Amortization of deferred financing costs
567 218
Change in assets and liabilities (net of effect of acquisition):
Receivables 3,303 ( 6,738 )
Inventories 2,316 3,351
Accounts payable and other accrued expenses ( 5,147 ) 583
Deferred revenue ( 1,921 ) 765
Other, net 1,255 20
Net cash provided by operating activities
18,633 14,783
Cash Flows from Investing Activities
Capital expenditures ( 3,937 ) ( 2,166 )
Purchase of business, net of cash acquired
— ( 28,735 )
Net cash used in investing activities ( 3,937 ) ( 30,901 )
Cash Flows from Financing Activities
Dividends paid to non-controlling interest in subsidiaries ( 339 ) ( 261 )
Proceeds from term loan
— 15,000
Proceeds from first amendment term loan 10,000 —
Repayments on term loans ( 3,667 ) ( 1,250 )
Repayments on seller notes ( 23,000 ) —
Proceeds from short-term borrowings 16,384 73,483
Repayments on short-term borrowings ( 17,296 ) ( 75,595 )
Payments on sale-leaseback financing transaction
( 844 ) ( 772 )
Proceeds from long-term lease obligations
226 —
Payment of deferred financing costs
— ( 1,497 )
Payments on long-term lease obligations ( 119 ) ( 101 )
Taxes paid related to net share settlement of equity awards ( 671 ) —
Purchase of Treasury Stock — ( 1,596 )
Net cash (used in) provided by financing activities ( 19,326 ) 7,411
Effect of exchange rate changes on cash, net ( 917 ) ( 67 )
Decrease in Cash, Cash Equivalents and Restricted Cash ( 5,547 ) ( 8,774 )
Cash, Cash Equivalents and Restricted Cash at Beginning of Year 17,164 25,938
Cash, Cash Equivalents and Restricted Cash at End of Year $ 11,617 $ 17,164
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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CONSOLIDATED STATEMENTS OF CASH FLOWS (CONT'D)
Years Ended April 30
$ in thousands 2026 2025
Supplemental Disclosure of Cash Flow Information
Cash paid for:
Interest $ 3,334 $ 3,374
Income taxes $ 3,560 $ 3,972
Noncash investing and financing activities:
Change in debt related to seller note $ — $ 23,000
Assets obtained under new operating leases $ 1,986 $ 1,243
Assets obtained under new finance leases $ 230 $ 6
The accompanying Notes are an integral part of these Consolidated Financial Statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1— Summary of Significant Accounting Policies
Kewaunee Scientific Corporation and subsidiaries (collectively the "Company") design, manufacture, and install laboratory, healthcare, and technical furniture and infrastructure products. The Company's products include steel and wood casework, fume hoods, adaptable modular systems, moveable workstations, stand-alone benches, biological safety cabinets, and epoxy resin work surfaces and sinks. The Company's acquisition of Nu Aire, Inc. complements Kewaunee's portfolio through Nu Aire's biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products. The Company's sales are made through purchase orders and contracts submitted by customers directly or through its dealers, its subsidiaries in Singapore and India, and a national stocking distributor. The majority of the Company's products are sold to customers located in North America, primarily within the United States. The Company's laboratory products are used in chemistry, physics, biology and other general science laboratories in the pharmaceutical, biotechnology, industrial, chemical, commercial, educational, government and health care markets. Technical products are used in facilities manufacturing computers and light electronics and by users of computer and networking furniture.
Principles of Consolidation The Company's consolidated financial statements include the accounts of Kewaunee Scientific Corporation and its subsidiaries. A brief description of each subsidiary, along with the amount of the Company's controlling financial interests, as of April 30, 2026 is as follows: (1) Nu Aire, Inc., a manufacturing and commercial sales operation in Plymouth, Minnesota, is 100 % owned by the Company; (2) Kewaunee Labway Asia Pte. Ltd., a commercial sales organization for the Company's products in Singapore, is 100 % owned by the Company; (3) Kewaunee Scientific Corporation Singapore Pte. Ltd., a holding company in Singapore, is 100 % owned by the Company; (4) Kewaunee Labway India Pvt. Ltd., a design, installation, manufacturing, assembly and commercial sales operation for the Company's products in Bangalore, India, is 88 % owned by the Company; (5) Koncepo Scientech International Pvt. Ltd., a laboratory design and strategic advisory and construction management services firm, located in Bangalore, India, is 80 % owned by the Company; (6) Kequip Global Lab Solutions Pvt. Ltd. is 70 % owned by Kewaunee Scientific Corporation Singapore Pte. Ltd.
All intercompany balances, transactions, and profits have been eliminated.
Cash and Cash Equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less. During the years ended April 30, 2026 and 2025, the Company had cash deposits in excess of FDIC insured limits. The Company has not experienced any losses from such deposits.
The Company includes restricted cash along with the cash balance for presentation in the consolidated statements of cash flows. The reconciliation between the consolidated balance sheet and the consolidated statement of cash flows at April 30 is as follows:
$ in thousands 2026 2025
Cash and cash equivalents $ 9,950 $ 14,942
Restricted cash 1,667 2,222
Total cash, cash equivalents and restricted cash $ 11,617 $ 17,164
Restricted Cash Restricted cash includes bank deposits of subsidiaries used for performance guarantees against customer orders.
Accounts Receivable and Allowance for Credit Losses Receivables are stated at the amount owed by the customer, net of allowances for estimated credit losses. The Company evaluates the collectability of its trade accounts receivable based on a number of factors. In circumstances where management is aware of a customer's inability to meet its financial obligations to the Company, or a project dispute makes it unlikely that all of the receivable owed by a customer will be collected, a specific reserve for credit losses is estimated and recorded to reduce the recognized receivable to the estimated amount the Company believes will ultimately be collected. In addition to specific customer identification of potential credit losses, a reserve for credit losses is estimated and recorded based on past loss history and an overall assessment of past due trade accounts receivable amounts outstanding. Accounts are written off when it is clearly established that the receivable is a bad debt. Recoveries of receivables previously written off are recorded when received.
The activity in the allowance for credit losses for each of the years ended April 30 was:
$ in thousands 2026 2025
Balance at beginning of year $ 530 $ 588
Provision for credit losses
343 68
Write-offs, net
( 240 ) ( 126 )
Balance at end of year $ 633 $ 530
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Unbilled Receivables Accounts receivable include unbilled receivables that represent amounts earned which have not yet been billed in accordance with contractually stated billing terms, excluding retention, which is included in other assets. The amount of unbilled receivables, excluding unbilled retention, at April 30, 2026 and 2025 was $ 14,163,000 and $ 12,693,000 , respectively.
Inventories The Company's inventories are valued at the lower of cost or net realizable value under the first-in, first-out ("FIFO") method.
Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation is determined for financial reporting purposes principally on the straight-line method over the estimated useful lives of the individual assets or, for leaseholds, over the terms of the related leases, if shorter. Property, plant and equipment consisted of the following at April 30:
$ in thousands 2026 2025 Useful Life
Land $ 41 $ 41 N/A
Building and improvements 19,086 18,240 2 - 40 years
Machinery and equipment 55,248 53,702 2 - 10 years
Total 74,375 71,983
Less accumulated depreciation ( 52,008 ) ( 48,809 )
Net property, plant and equipment $ 22,367 $ 23,174
The Company recorded depreciation expense of $ 4,744,000 and $ 3,990,000 for the fiscal years ended April 30, 2026 and 2025, respectively.
The Company reviews the carrying value of property, plant and equipment for impairment annually or whenever changes in circumstances or events indicate that such carrying value may not be recoverable. If projected undiscounted cash flows are not sufficient to recover the carrying value of the potentially impaired asset, the carrying value is reduced to estimated fair value. There were no impairments in fiscal years 2026 or 2025.
Acquisition Accounting On November 1, 2024, the Company completed the acquisition of Nu Aire, Inc. See Note 4 , Nu Aire Acquisition , for further details regarding the acquisition. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with ASC 805, Business Combinations . The purchase price was allocated to the assets acquired and liabilities assumed based on the estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill.
The fair values of the assets acquired and liabilities assumed were preliminarily determined using the income and cost approaches. In many cases, the determination of the fair values required estimates about discount rates, future expected cash flows and other future events that are judgmental and subject to change. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement of the fair value hierarchy as defined in ASC 820, Fair Value Measurements . Intangible assets were valued using the multi-period excess earnings method ("MEEM"), or the relief from royalty ("RFR") method, both are income-based approaches. A cost approach was applied for property, plant, and equipment.
The Company believes that the information provided a reasonable basis for estimating the fair values of the acquired assets and assumed liabilities and considers the purchase price allocation finalized as of July 31, 2025, within the measurement period.
Goodwill and Intangible Assets, Net Goodwill consists of the excess of the purchase price over the fair value of the net assets acquired as part of the Company's acquisition of Nu Aire. The goodwill arising from the transaction is attributable to the value of the acquired assembled workforce and the premium paid. Intangible assets, net consists of customer relationships, trade names and trademarks, and developed technology. Intangible assets will be amortized on a straight-line basis over the relevant estimated useful life. The Company will conduct its impairment analysis annually, or more frequently if the Company determines potential indicators of impairment exist. There were no impairments in fiscal years 2026 or 2025.
Other Assets Other assets at April 30, 2026 and 2025 included $ 4,307,000 and $ 3,263,000 , respectively, of assets held in a trust account for non-qualified benefit plan.
Use of Estimates The presentation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Significant estimates impacting the accompanying consolidated financial statements include the allowance for credit losses, self-insurance reserves, goodwill and other intangible assets, and income taxes.
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Variable Interest Entity On December 22, 2021, the Company entered into an Agreement for Purchase and Sale of Real Property with CAI Investments Sub-Series 100 LLC (the "Buyer"), for the Company’s headquarters and manufacturing facilities (the "Property") located in Statesville, North Carolina (the "Sale Agreement") in exchange for $ 30,275,000 in sales proceeds.
The Sale Agreement was finalized on March 24, 2022 and coincided with the Company and CAI Investments Medical Products I Master Lessee LLC ("Lessor"), an affiliate of the Buyer, entering into a lease agreement. The lease arrangement is for a 20-year term. At the same time, the Buyer and its affiliates formed a new, debt-financed affiliate CAI Investments Medical Products I, DST ("Trust") and contributed the Property to the Trust. According to the terms of the lease, the Trust leased the Property to its affiliated Lessor, which in turn sub-leased the Property to the Company (together with the Sale Agreement, the "Sale-Leaseback Arrangement"). The Company concluded that CAI Investments Medical Products I Parent, LLC ("Parent") and its direct affiliates, including the Trust, are designed primarily to acquire and manage the Property and constituted a variable interest entity because the Trust lacked sufficient equity on its own to finance its operations. The Company concluded it should not consolidate Parent or its affiliates under the variable interest model or the voting interest model of ASC 810, Consolidation . For additional information on the accounting for the Sale-Leaseback Arrangement, refer to Note 7 , Sale-Leaseback Financing Transaction .
Fair Value of Financial Instruments A financial instrument is defined as cash equivalents, evidence of an ownership interest in an entity, or a contract that creates a contractual obligation or right to deliver or receive cash or another financial instrument from another party. The Company's financial instruments consist primarily of cash and equivalents, mutual funds, a sale-leaseback financing liability, term loans and short-term borrowings. The carrying value of these assets and liabilities approximate their fair value.
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Expanded disclosures about instruments measured at fair value require the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.
The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value as follows:
Level 1 Quoted prices in active markets for identical assets or liabilities as of the reporting date.
Level 2 Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities as of the reporting date.
Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
The following tables summarize the Company's fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring and nonrecurring basis as of April 30, 2026 and 2025 (in thousands):
2026
Level 1 Level 2 Level 3 Total
Financial Assets
Trading securities held in non-qualified compensation plans (1)
$ 2,720 $ — $ — $ 2,720
Cash surrender value of life insurance policies (1)
— 1,587 — 1,587
Total $ 2,720 $ 1,587 $ — $ 4,307
Financial Liabilities
Non-qualified compensation plans (2)
$ — $ 4,807 $ — $ 4,807
Total $ — $ 4,807 $ — $ 4,807
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2025
Level 1 Level 2 Level 3 Total
Financial Assets
Trading securities held in non-qualified compensation plans (1)
$ 1,861 $ — $ — $ 1,861
Cash surrender value of life insurance policies (1)
— 1,403 — 1,403
Total $ 1,861 $ 1,403 $ — $ 3,264
Financial Liabilities
Non-qualified compensation plans (2)
$ — $ 3,708 $ — $ 3,708
Total $ — $ 3,708 $ — $ 3,708
(1) The Company maintains two non-qualified compensation plans which include investment assets in a rabbi trust. These assets consist of marketable securities, which are valued using quoted market prices multiplied by the number of shares owned, and life insurance policies, which are valued at their cash surrender value.
(2) Plan liabilities are equal to the individual participants' account balances and other earned retirement benefits.
Revenue Recognition Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products. The Company recognizes revenue when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. The majority of the Company's revenues are recognized over time as the customer receives control as the Company performs work under a contract. However, a portion of the Company's revenues are recognized at a point-in-time as control is transferred at a distinct point in time per the terms of a contract. Sales taxes that are collected from customers and remitted to governmental authorities are accounted for on a net basis and therefore are excluded from net sales. Certain customers' cash discounts and volume rebates are offered as sales incentives. The discounts and volume rebates are recorded as a reduction in sales at the time revenue is recognized in an amount estimated based on historical experience and contractual obligations.
Deferred revenue consists of customer deposits and advance billings of the Company's products where sales have not yet been recognized. Shipping and handling costs are included in cost of product sales. Because of the nature and quality of the Company's products, any warranty issues are determined in a relatively short period after the sale and are infrequent in nature, and as such, warranty costs are immaterial to the Company's consolidated financial position and results of operations and are expensed as incurred.
Credit Concentration The Company performs credit evaluations of its customers. Revenues from two of the Company's domestic dealers and its national stocking distributor represented in the aggregate approximately 34 % and 41 % of the Company's sales in fiscal years 2026 and 2025, respectively. Accounts receivable for two domestic customers represented approximately 19 % and 26 % of the Company's total accounts receivable as of April 30, 2026 and 2025, respectively.
Insurance The Company maintains a self-insured health-care program. The Company accrues estimated losses for claims incurred but not reported using assumptions based on historical loss experience. The Company has also purchased specific stop-loss insurance to limit claims above a certain amount. The Company adjusts insurance reserves, as needed, in the event that future loss experience differs from historical loss patterns.
Income Taxes In accordance with ASC 740, Income Taxes ("ASC 740"), the Company uses the liability method in measuring the provision for income taxes and recognizing deferred income tax assets and liabilities on the consolidated balance sheets. ASC 740 clarifies the financial statement recognition threshold and measurement attribute of a tax position taken or expected to be taken in a tax return. Under ASC 740, the Company evaluates the realization of all deferred income tax assets and determines if a valuation allowance is required on an annual basis. Under ASC 740, the Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC 740 only allows the recognition of those tax benefits that have a greater than 50% likelihood of being sustained upon examination by the taxing authorities. The Company did not have any significant uncertain tax positions at April 30, 2026 or 2025.
Research and Experimentation Expenditures Research and experimentation expenditures are charged to cost of products sold in the periods incurred. Expenditures for research and experimentation expenditures were $ 898,000 and $ 919,000 for the fiscal years ended April 30, 2026 and 2025, respectively.
Advertising Costs Advertising costs are expensed as incurred, and include trade shows, training materials, and other related expenses and are included in operating expenses. Advertising costs for the years ended April 30, 2026 and 2025 were $ 1,502,000 and $ 912,000 , respectively.
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Foreign Currency Translation The financial statements of subsidiaries located in India are measured using the local currency as the functional currency. Effective May 1, 2022, Kewaunee Scientific Corporation Singapore Pte. Ltd. transitioned to using the U.S. dollar as its functional currency. The financial position and operating results of Kewaunee Labway Asia Pte. Ltd. are also measured using the U.S. dollar as its functional currency. Assets and liabilities of the Company's foreign subsidiaries using local currencies are translated into United States dollars at fiscal year-end exchange rates. Sales, expenses, and cash flows are translated at weighted average exchange rates for each period. Net translation gains or losses are included in other comprehensive income, a separate component of stockholders' equity. Gains and losses from foreign currency transactions of these subsidiaries are included in operating expenses.
Earnings Per Share Basic earnings per share is based on the weighted average number of common shares outstanding during the year. Diluted earnings per share reflects the assumed exercise of outstanding stock options and the conversion of restricted stock units ("RSUs") under the Company's various stock compensation plans, except when RSUs and stock options have an antidilutive effect. There were no antidilutive RSUs at April 30, 2026 and at April 30, 2025.
The following is a reconciliation of basic to diluted weighted average common shares outstanding:
Shares in thousands 2026 2025
Weighted average common shares outstanding
Basic 2,863 2,862
Dilutive effect of stock options and RSUs 120 117
Weighted average common shares outstanding—diluted 2,983 2,979
Accounting for Stock Options and Other Equity Awards Compensation costs related to stock options and other stock awards granted by the Company are charged against operating expenses during their vesting period, under ASC 718, Compensation—Stock Compensation . Forfeitures are accounted for in the period in which the awards are forfeited. The Company granted 72,728 RSUs under the 2023 Omnibus Incentive Plan in fiscal year 2026 and 62,326 RSUs in fiscal year 2025 under the 2023 Omnibus Incentive Plan. There were no stock options granted during fiscal years 2026 and 2025. (See Note 9 , Stock Options and Share-Based Compensation .)
Segment Reporting Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker ("CODM"), or decision-making group, in deciding how to allocate resources and in assessing performance. The Company's Chief Executive Officer ("CEO") is the Company's CODM. In accordance with ASC 280, Segment Reporting , the Company determined that the CODM assesses the Company's operations and manages its businesses in two segments : Lab Products Group ("LPG") and International. The LPG segment consists of the Company's operations based out of Statesville, North Carolina, and Kewaunee's subsidiary, Nu Aire, Inc., based out of Plymouth, Minnesota. The International segment consists of the foreign subsidiaries identified above. The Company changed the name of the Domestic reportable segment to Lab Products Group during the fourth quarter of fiscal year 2026. This change better aligns with the segment's business activities, structure, and strategy. The segment name change had no impact on the composition of the Company's reportable segments or on previously reported financial position, results of operations, cash flows, or segment operating results.
We measure our segment profitability based on earnings before income taxes. Some Corporate expenses, such as those related to executive management, finance, etc., are allocated to the segments. Any non-allocated Corporate costs are shown separately in our segment reporting as presented in Note 14 , Segment Information . See Note 14 , Segment Information . for further segment financial data.
New Accounting Standards In December 2023, the FASB issued ASU 2023-09, " Income Taxes (Topic 740) - Improvements for Income Tax Disclosures ," which requires public business entities to, on an annual basis, (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. This ASU also provides for additional disclosure requirements to provide clarity for investors related to income tax disclosures. This guidance is effective for annual periods beginning after December 15, 2024. The Company adopted this standard for its annual reporting in fiscal year 2026. The adoption of this standard did not have a significant impact on the Company's consolidated financial position or results of operations.
In November 2024, the FASB issued ASU 2024-03, " Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) ," which requires public business entities to provide disclosure of additional information about certain identified costs and expenses on both an interim and annual basis. In January 2025, the FASB issued ASU 2025-01, " Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40); Clarifying the Effective Date ," which provided clarification regarding the effective dates of annual and interim disclosure requirements presented in ASU 2024-03. Upon consideration of the clarification in 2025-01, the guidance in ASU 2024-03 is
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effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning within annual reporting periods beginning after December 15, 2027. The Company will adopt this standard in fiscal year 2028 for annual disclosures and fiscal year 2029 for interim disclosures. The Company does not expect the adoption of this standard to have a significant impact on the Company's consolidated financial position or results of operations.
Note 2 - Revenue Recognition
The Company recognizes revenue when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. The majority of the Company's revenues are recognized over time as the customer receives control as the Company performs work under a contract. However, a portion of the Company's revenues are recognized at a point-in-time as control is transferred at a distinct point in time per the terms of a contract.
Performance Obligations
A performance obligation is a distinct good or service or bundle of goods and services that is distinct or a series of distinct goods or services that are substantially the same and have the same pattern of transfer. The Company identifies performance obligations at the inception of a contract and allocates the transaction price to individual performance obligations to reasonably reflect the Company's performance in transferring control of the promised goods or services to the customer. The Company has elected to treat shipping and handling as a fulfillment activity instead of a separate performance obligation.
The following are the primary performance obligations identified by the Company:
Laboratory Furniture
The Company principally generates revenue from the manufacture of custom laboratory, healthcare, and technical furniture and infrastructure products (herein referred to as "laboratory furniture"). The Company's products include steel and wood casework, fume hoods, adaptable modular systems, moveable workstations, stand-alone benches, biological safety cabinets, and epoxy resin work surfaces and sinks. Customers can benefit from each piece of laboratory furniture on its own or with resources readily available in the marketplace such as separately purchased installation services. Each piece of laboratory furniture does not significantly modify or customize other laboratory furniture, and the pieces of laboratory furniture are not highly interdependent or interrelated with each other. The Company can, and frequently does, break portions of contracts into separate "runs" to meet manufacturing and construction schedules. As such, each piece of laboratory furniture is considered a separate and distinct performance obligation. The majority of the Company's products are customized to meet the specific architectural design and performance requirements of laboratory planners and end users. The finished laboratory furniture has no alternative use to the Company and the Company has an enforceable right to payment for performance completed to date. As such, revenue from the sales of customized laboratory furniture is recognized over time once the customization process has begun, using the units-of-production output method to measure progress towards completion. There is not a material amount of work-in-process for which the customization process has begun at the end of a reporting period. The Company believes this output method most reasonably reflects the Company's performance because it directly measures the value of the goods transferred to the customer. For standardized products sold by the Company, revenue is recognized when control transfers, which is typically freight on board shipping point.
Warranties
All orders contain a standard warranty that warrants that the product is free from defects in workmanship and materials under normal use and conditions for a limited period of time. Due to the nature and quality of the Company's products, any warranty issues have historically been determined in a relatively short period after the sale, have been infrequent in nature, and have been immaterial to the Company's financial position and results of operations. The Company's standard warranties are not considered a separate and distinct performance obligation as the Company does not provide a service to customers beyond assurance that the covered product is free of initial defects. Costs of providing these short term assurance warranties are immaterial and, accordingly, are expensed as incurred. Extended separately priced warranties are available which can last up to ten years. Extended warranties are considered separate performance obligations as they are individually priced options providing assurances that the products are free of defects.
Installation Services
The Company sometimes performs installation services for customers. The scope of installation services primarily relates to setting up and ensuring the proper functioning of the laboratory furniture. In certain markets, the Company may provide a broader range of installation services involving the design and installation of the laboratory's mechanical services. Installation services can be, and often are, performed by third parties and thus may be distinct from the Company's products. Installation services create or enhance assets that the customer controls as the installation services are provided. As such, revenue from installation services is
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recognized over time, as the installation services are performed using the cost input method, as there is a direct relationship between the Company's inputs and the transfer of control by means of the performance of installation services to the customer.
Custodial Services
It is common in the laboratory and healthcare furniture industries for customers to request delivery at specific future dates, as products are often to be installed in buildings yet to be constructed. Frequently, customers will request the manufacture of these products prior to the customer's ability or readiness to receive the product due to various reasons such as changes to or delays in the construction of the building. As such, from time to time Kewaunee's customers require us to provide custodial services for their laboratory furniture. Custodial services are frequently provided by third parties and do not significantly alter the other goods or services covered by the contract and as such are considered a separate and distinct performance obligation. Custodial services are simultaneously received and consumed by the customer and as such revenue from custodial services is recognized over time using a straight-line time-based measure of progress towards completion, because the Company's services are provided evenly throughout the performance period.
Payment Terms and Transaction Prices
The Company's contracts with customers are generally fixed-price and do not contain variable consideration or a general right of return or refund. The Company's contracts with customers contain terms typical for Kewaunee's industry, including withholding a portion of the transaction price until after the goods or services have been transferred to the customer (i.e., "retainage"). The Company does not recognize this as a significant financing component because the primary purpose of retainage is to provide the customer with assurance that the Company will perform its obligations under the contract, rather than to provide financing to the customer.
Allocation of Transaction Price
The Company's contracts with customers may cover multiple goods and services, such as differing types of laboratory furniture and installation services. For these arrangements, each good or service is evaluated to determine whether it represents a distinct performance obligation. The total transaction price is then allocated to the distinct performance obligations based on their relative standalone selling price at the inception of the arrangement. If available, the Company utilizes observable prices for goods or services sold separately to similar customers in similar circumstances to determine its relative standalone selling price. Otherwise, list prices are used if they are determined to be representative of standalone selling prices. If neither of these methods are available at contract inception, such as when the Company does not sell the product or service separately, judgment may be required and the Company determines the standalone selling price using one, or a combination of, the adjusted market assessment or expected cost-plus margin approaches.
Practical Expedients Used
The Company has elected the following practical expedients:
• The portfolio approach was applied in evaluating the accounting for the cost of obtaining a contract.
• Payment terms with the Company's customers which are one year or less are not considered a significant financing component.
• The Company excludes from revenues taxes it collects from customers that are assessed by a government authority. This is primarily relevant to domestic sales but also includes taxes on some international sales which are also excluded from the transaction price.
• The Company's incremental cost to obtain a contract is limited to sales commissions. The Company applies the practical expedient to expense commissions as incurred for contracts having a duration of one year or less. Sales commissions related to contracts with a duration of greater than one year are immaterial to the Company's consolidated financial position and results of operations and are also expensed as incurred.
Disaggregated Revenue
A summary of net sales transferred to customers at a point in time and over time for the twelve months ended April 30 is as follows (in thousands):
2026
LPG International Total
Over Time $ 129,853 $ 67,113 $ 196,966
Point in Time 85,033 — 85,033
Total Revenue $ 214,886 $ 67,113 $ 281,999
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2025
LPG International Total
Over Time $ 132,723 $ 61,074 $ 193,797
Point in Time 46,675 — 46,675
Total Revenue $ 179,398 $ 61,074 $ 240,472
Contract Balances
The closing balances of contract assets included $ 14,163,000 in accounts receivable at April 30, 2026. The closing balance of contract assets arising from contracts with customers included $ 12,693,000 in accounts receivable at April 30, 2025. The closing and opening balances of contract liabilities included in deferred revenue arising from contracts with customers were $ 4,152,000 at April 30, 2026 and $ 6,073,000 at April 30, 2025. The timing of revenue recognition, billings and cash collections results in accounts receivable, unbilled receivables, and deferred revenue which is disclosed on the consolidated balance sheets and in the notes to the consolidated financial statements. In general, the Company receives payments from customers based on a billing schedule established in its contracts. Unbilled receivables represent amounts earned which have not yet been billed in accordance with contractually stated billing terms. Accounts receivable are recorded when the right to consideration becomes unconditional and the Company has a right to invoice the customer. Deferred revenue relates to payments received in advance of performance under the contract. Deferred revenue is recognized as revenue as the Company performs under the contract.
During the fiscal year ended April 30, 2026, changes in contract assets and liabilities were not materially impacted by any other factors. Approximately 97 % of the contract liability balance at April 30, 2026 is expected to be recognized as revenue during fiscal year 2027, with the remaining balance primarily related to international operations, which generally have longer delivery and collection cycles.
Note 3— Inventories
Inventories consisted of the following at April 30:
(in thousands)
2026 2025
Finished goods $ 4,704 $ 5,543
Work-in-process 5,614 3,784
Materials and components 20,215 23,522
Total inventories $ 30,533 $ 32,849
At April 30, 2026 and 2025, the Company's international subsidiaries' inventories were $ 2,848,000 and $ 2,845,000 , respectively, measured using the lower of cost or net realizable value under the FIFO method and are included in the above tables.
Note 4— Nu Aire Acquisition
On November 1, 2024 (the "Closing Date"), the Company completed the acquisition of Nu Aire, Inc. ("Nu Aire"), a leading manufacturer of equipment for a diverse range of laboratory and pharmacy environments, by acquiring all of the Nu Aire capital stock that was issued and outstanding as of the date of acquisition (the "Transaction"). The Transaction expanded the Company's capabilities, allowing the combined organization to better meet the needs of end-users in laboratory furnishings and accelerating the Company's vision of becoming the market leader in the design and manufacturing of laboratory furniture and technical products essential for outfitting laboratories.
The Company purchased all the outstanding stock of Nu Aire for $ 55.0 million, subject to certain adjustments for debt, cash, transaction expenses, and net working capital resulting in aggregate acquisition consideration of $ 53.0 million as shown in the table below. $ 23.0 million of the purchase price payable at closing of the Transaction was funded pursuant to subordinated seller notes. The remaining purchase price payable at closing of the Transaction was paid in cash, which cash was funded, in part, through the Revolving Credit Facility (as defined in Note 6 , Long-term Debt and Other Credit Arrangements ), and Term Loan (as defined in Note 6 , Long-term Debt and Other Credit Arrangements ), provided to the Company by PNC Bank, National Association ("PNC").
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The following table summarizes the aggregate acquisition consideration for Nu Aire:
($ in thousands)
Cash paid to Nu Aire $ 29,669
Subordinated Promissory Notes due to Nu Aire 23,000
Payment of Nu Aire transaction expenses 311
Purchase Price $ 52,980
The Transaction was accounted for as a business combination using the acquisition method of accounting in accordance with ASC 805, Business Combinations . The purchase price was allocated to the assets acquired and liabilities assumed based on the estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill, none of which is expected to be deductible for tax purposes. Goodwill arising from the Transaction is attributable to the value of the acquired assembled workforce and the premium paid.
The purchase price recorded for Nu Aire was allocated as follows:
($ in thousands) Final Allocation As Adjusted
Assets acquired:
Cash and cash equivalents $ 1,245
Receivables
10,650
Inventories
15,522
Prepaid expenses and other current assets 852
Property, plant and equipment
7,349
Other intangible assets
18,600
Goodwill 12,487
Right of use assets 7,376
Other assets 7
Total assets acquired
74,088
Liabilities assumed:
Current portion of operating lease liabilities ( 965 )
Accounts payable ( 4,318 )
Employee compensation and amounts withheld ( 2,642 )
Deferred revenue ( 935 )
Other accrued expenses ( 1,591 )
Long-term portion of operating lease liabilities ( 5,167 )
Deferred income taxes
( 5,490 )
Total liabilities assumed
( 21,108 )
Preliminary aggregate acquisition consideration
$ 52,980
The purchase price allocation was finalized as of July 31, 2025, within the measurement period, and no further adjustments will be made. During the year ended April 30, 2025, the Company recorded a $ 1.8 million measurement period adjustment to increase inventory as a result of revised capitalized variances related to work-in-progress as of the acquisition date, with a corresponding decrease to Goodwill, net of the tax impact. The net effect of these adjustments would have resulted in an insignificant decrease in cost of products sold recorded during the year ended April 30, 2025. The measurement period adjustments were recorded in our consolidated financial statements as of and for the year ended April 30, 2025.
The above fair values of assets acquired and liabilities assumed are based on the information that was available as of the reporting date. The fair values of the assets acquired and liabilities assumed were determined using the income and cost approaches. In many cases, the determination of the fair values required estimates about discount rates, future expected cash flows and other future events that are judgmental and subject to change. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement of the fair value hierarchy as defined in ASC 820, Fair Value Measurements . Intangible assets consisting of customer relationships, trade names and trademarks, and developed technology were valued using the multi-period excess earnings method ("MEEM") method, or the relief from royalty ("RFR") method, both are income-based approaches. A cost approach was applied for property, plant, and equipment.
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• Customer relationship intangible assets were valued using the MEEM method. The significant assumptions used include the estimated annual net cash flows (including appropriate revenue and profit attributable to the asset, customer attrition rates, applicable tax rate, and contributory asset charges, among other factors), the discount rate reflecting the risks inherent in the future cash flow stream, an assessment of the asset's life cycle and the tax amortization benefit, among other factors.
• The trade names and trademarks and developed technology intangibles were valued using the RFR method. The significant assumptions used include the estimated annual net cash flows (including appropriate revenue attributable to the asset, applicable tax rate, royalty rate, and other factors such as technology related obsolescence rates), the discount rate, reflecting the risks inherent in the future cash flow stream, and the tax amortization benefit, among other factors.
• The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used for property, plant, and equipment. The cost to replace a given asset reflects the estimated reproduction or replacement cost for the property, less an allowance for loss in value due to depreciation.
The Company believes that the information provided a reasonable basis for estimating the fair values of the acquired assets and assumed liabilities and considers the purchase price allocation finalized as of July 31, 2025, within the measurement period.
The amounts allocated to intangible assets are as follows:
($ in thousands) Preliminary Fair Value Estimated Useful Life
Customer relationships $ 9,800 10 years
Trade names and trademarks 4,900 Indefinite
Developed technology 3,900 7 years
Intangible assets acquired $ 18,600
The following unaudited supplemental pro forma combined financial information presents the Company's results of operations for the twelve months ended April 30, 2025 as if the acquisition of Nu Aire had occurred on May 1, 2023. The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the Company's operating results that may have actually occurred had the acquisition of Nu Aire been completed on May 1, 2023. In addition, the unaudited pro forma financial information does not give effect to any anticipated cost savings, operating efficiencies, or other synergies that may be associated with the Transaction, or any estimated costs that have been or will be incurred by the Company to integrate the assets and operations of Nu Aire.
Twelve Months Ended April 30,
($ in thousands, except per share amounts)
2026 2025
(actual)
(pro forma)
Net sales
$ 281,999 $ 276,696
Net earnings
9,618 11,661
Net earnings per share attributable to Kewaunee Scientific Corporation stockholders:
Basic
$ 3.36 $ 4.07
Diluted
$ 3.22 $ 3.91
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Note 5— Goodwill & Other Intangible Assets
In connection with the Nu Aire Acquisition, on November 1, 2024, the Company recorded goodwill of $ 14.2 million on its Consolidated Balance Sheet. See Note 4 , Nu Aire Acquisition for additional information. No impairment losses on goodwill were recorded during the twelve months ended April 30, 2026 or 2025. The ending balance of goodwill at April 30, 2026 was approximately $ 12.5 million after the impact of the measurement adjustment discussed in Note 4 , Nu Aire Acquisition . See Note 4 , Nu Aire Acquisition , for further information.
Also in connection with the Nu Aire Acquisition, the Company recorded other intangible assets on November 1, 2024 of $ 18.6 million on its Consolidated Balance Sheet. See Note 4 , Nu Aire Acquisition for additional information. The gross carrying amount and accumulated amortization of the Company's intangible assets other than goodwill as of April 30, 2026 and April 30, 2025, respectively, were as follows:
April 30, 2026
($ in thousands) Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount
Customer relationships 10 years $ 9,800 $ ( 1,470 ) $ 8,330
Trade names and trademarks Indefinite 4,900 — 4,900
Developed technology 7 years 3,900 ( 836 ) 3,064
Total $ 18,600 $ ( 2,306 ) $ 16,294
April 30, 2025
($ in thousands) Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount
Customer relationships 10 years $ 9,800 $ ( 490 ) $ 9,310
Trade names and trademarks Indefinite 4,900 — 4,900
Developed technology 7 years 3,900 ( 279 ) 3,621
Total $ 18,600 $ ( 769 ) $ 17,831
The Company recorded amortization expense of $ 1.5 million and $ 0.8 million for the fiscal year ended April 30, 2026 and 2025, respectively. Expected future amortization expense related to intangible assets, net as of April 30, 2026, excluding trade names and trademarks, are as follows:
($ in thousands)
2027 $ 1,537
2028 1,537
2029 1,537
2030 1,537
2031 1,537
Thereafter 3,709
Total $ 11,394
No impairment losses on intangible assets, net were recorded during the fiscal year ended April 30, 2026 or 2025.
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Note 6— Long-term Debt and Other Credit Arrangements
The components of the Company's long-term debt, excluding lease, deferred financing costs of $ 0.4 million and $ 0.8 million related to the debt, and sale-leaseback related activity, as presented on the Consolidated Balance Sheet as of April 30, 2026 and 2025, respectively, were as follows:
($ in thousands) April 30, 2026 April 30, 2025
Seller Notes $ — $ 23,935
Term Loan 10,750 13,750
First Amendment Term Loan 9,333 —
Total outstanding balance under Amended Loan Agreement 20,083 13,750
Total long-term debt $ 20,083 $ 37,685
Current portion of Term Loan $ 3,000 $ 3,000
Current portion of First Amendment Term Loan 2,000 —
Current portion of Amended Loan Agreement balance 5,000 3,000
Total current portion of long-term debt 5,000 3,000
Seller Notes — 23,935
Non-current portion of Term Loan 7,750 10,750
Non-current portion of First Amendment Term Loan 7,333 —
Non-current portion of Amended Loan Agreement balance 15,083 10,750
Total non-current portion of long-term debt 15,083 34,685
Total long-term debt $ 20,083 $ 37,685
See Note 12 , Leases, Commitments and Contingencies , for more information on any long-term debt related to the Company's lease portfolio and Note 7 , Sale-Leaseback Financing Transaction , for more information on any long-term debt related to the Company's sale-leaseback financing transaction.
PNC Loan Agreement
As noted in Note 4 , Nu Aire Acquisition , the Company entered into a Loan Agreement (the "Loan Agreement") with PNC on November 1, 2024. The loans governed by the Loan Agreement include (i) a $ 20.0 million committed senior secured revolving line of credit facility (the "Revolving Credit Facility"), which contains an option to increase the facility upon request by the Company and approval by PNC, in its discretion, by an additional $ 10.0 million; and (ii) a $ 15.0 million term loan (the "Term Loan"). The Revolving Credit Facility and Term Loan mature on November 1, 2029.
On December 4, 2025, the Company entered into a First Amendment to Loan Agreement ("First Amendment") with PNC. The First Amendment amends the Loan Agreement (together with the "First Amendment," the "Amended Loan Agreement") between the Company and PNC to, among other things, (i) permit the Company to repay in full the outstanding principal balances of the subordinated seller notes issued by the Company in connection with its acquisition of Nu Aire in November 2024, together with all accrued but unpaid interest thereon (the "Seller Note Repayment"), (ii) provide for an additional $ 10.0 million term loan the proceeds of which are to be used by the Company to partially fund the Seller Note Repayment (the "First Amendment Term Loan" and together with the Term Loan, the "Term Loans"), and (iii) permit the Company to draw and use available funds under the revolving line of credit established by the Loan Agreement to partially fund the Seller Note Repayment. The First Amendment Term Loan matures on December 4, 2030.
The Revolving Credit Facility and the Term Loan can be paid at any time without penalty.
At April 30, 2026 and 2025, no advances were outstanding under the Revolving Credit Facility, respectively. Amounts available under the Revolving Credit Facility were $ 20,000,000 at April 30, 2026 and 2025, respectively.
For the Revolving Credit Facility, the interest rate will be selected by the Company at each advance from one of two options. Option 1 is a base rate option. Option 2 is a daily secured overnight financing rate. There is an unused fee of 0.15 % to 0.25 %, determined by the ratio of senior debt to the Company's EBITDA, of the unused daily balance of the Revolving Credit Facility. For the Term Loan, the principal will be paid in 60 substantially equal monthly installments over the term of the Loan Agreement. For the First Amendment, the principal will be paid in 59 substantially equal monthly installments over the term of the agreement. Interest will be paid at the same time and calculated on the outstanding principal balance at an interest rate equal to the rate under Option 2 of the Revolving Credit Facility. The borrowing rate on the Term Loans was 5.27 % as of April 30, 2026, compared to 5.96 % as of April 30, 2025. The Company recorded interest expense of $ 904,000 and $ 486,000 related to the Term Loans for the fiscal year ending April 30, 2026 and 2025, respectively.
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The Amended Loan Agreement has customary reporting covenants. The principal financial covenants require that (1) the Company maintain on a consolidated basis a ratio of senior funded indebtedness to EBITDA of not more than 2.50 to 1.00 and (2) a fixed charge coverage ratio of at least 1.20 to 1.00. The Loan Agreement also contains covenants prohibiting under certain circumstances (1) the incurrence of certain indebtedness, (2) the granting of security interests by the Company to persons other than PNC, (3) the delivery of guaranties for debts of third parties, and (4) certain transactions not in the ordinary course of business. At April 30, 2026 and 2025, the Company was in compliance with all of the financial covenants under the Loan Agreement.
Future minimum payments under the Amended Loan Agreement for the fiscal years ending April 30 are as follows:
($ in thousands)
2027 $ 5,000
2028 5,000
2029 5,000
2030 3,750
2031 1,333
Thereafter —
Total
$ 20,083
Seller Notes
As noted in Note 4 , Nu Aire Acquisition , $ 23.0 million of the aggregate purchase price paid in the Nu Aire Acquisition was paid by the issuance of subordinated seller notes (the "Seller Notes") entered into by the Company on November 1, 2024. The Seller Notes accrued interest at 8 % per annum and were scheduled to mature on November 1, 2027, at which time the outstanding principal amount and all unpaid accrued interest were to become due and payable by the Company.
On December 4, 2025, the Company completed the Seller Note Repayment. Pursuant to the terms of the Seller Notes, the Seller Notes could be prepaid, in full or in part, at any time without prepayment penalty, premium, or other fee. Upon completion of the Seller Note Repayment, all obligations, covenants, debts and liabilities of the Company under the Seller Notes were satisfied and discharged in full, and the Seller Notes and all other documents entered into in connection with the Seller Notes were terminated.
Prior to the Seller Note Repayment, the Company accrued $ 905,000 in PIK interest for the six month period ended October 31, 2025 and $ 935,000 for the fiscal year ended April 30, 2025. The Company made a payment of $ 1,840,000 during the period ended October 31, 2025 for its accrued PIK interest, resulting in a PIK interest balance of zero as of October 31, 2025. As part of the Seller Note Repayment, the Company repaid the outstanding Seller Notes balance of $ 23.0 million and accrued but unpaid interest balance of $ 173,000 . The Company incurred $ 0.3 million in related expenses as a result of the Seller Note Repayment.
Mid Cap Revolving Credit Facility
On December 19, 2022, the Company entered into a Credit and Security Agreement (the "Credit Agreement") with Mid Cap Funding IV Trust, as agent (the "Agent"), and the lenders from time to time party thereto (collectively, the "Lenders"). The Credit Agreement provided for a secured revolving line of credit initially up to $ 15.0 million (the "Mid Cap Revolving Credit Facility"). Availability under the Mid Cap Revolving Credit Facility was subject to a borrowing base calculated in accordance with the terms of the Credit Agreement and on the basis of eligible accounts and inventory and certain other reserves and adjustments. Pursuant to the Credit Agreement, the Company granted to the Agent, for itself and the Lenders, a first priority security interest in all existing and future acquired assets owned by the Company. Except as set forth in the Credit Agreement, borrowings under the Mid Cap Revolving Credit Facility bore interest at a rate equal to Term SOFR (Secured Overnight Financing Rate) plus 4.10 %. The Company was required to make monthly interest payments on the Mid Cap Revolving Credit Facility, with the entire principal payment due at maturity.
On September 30, 2024, the Company terminated the Mid Cap Revolving Credit Facility. At the time of termination, there was a $ 3.0 million balance outstanding under the Mid Cap Revolving Credit Facility, which was paid off in full as part of termination. The Company incurred $ 0.5 million in related expenses as a result of the termination.
International Subsidiaries Short-Term Borrowings
The Company's international subsidiaries had a balance outstanding of $ 74,000 and $ 986,000 in short-term borrowings related to overdraft protection and short-term loan arrangements at April 30, 2026 and 2025, respectively.
At April 30, 2026, there were foreign bank guarantees outstanding to customers in the amounts of $ 7.1 million, $ 466,000 , $ 696,000 , and $ 328,000 with expiration dates in fiscal years 2027, 2028, 2029, and 2030, respectively, collateralized by certain
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assets of the Company's subsidiaries in India. At April 30, 2025, there were bank guarantees issued by foreign banks outstanding to customers in the amounts of $ 8.1 million, $ 1.2 million, $ 450,000 , and $ 653,000 with expiration dates in fiscal years 2026, 2027, 2028 and 2029, respectively, collateralized by certain assets of the Company's subsidiaries in India.
Note 7— Sale-Leaseback Financing Transaction
On December 22, 2021, the Company entered into the Sale Agreement with the Buyer for the Company’s headquarters and manufacturing facilities located at 2700 West Front Street in Statesville, North Carolina.
The Sale Agreement was finalized on March 24, 2022 and coincided with the Company and the Buyer entering into a 20-year lease, effective on such date between the Company and CAI Investments Medical Products I Master Lessee LLC ("Lessor"), an affiliate of Buyer, for the Property (the "Lease Agreement"). The Sale-Leaseback Arrangement is repayable over a 20-year term, with four renewal options of five years each. Under the terms of the Lease Agreement, the Company’s initial basic rent is approximately $ 158,000 per month, with annual increases of approximately 2 % each year of the initial term.
The Company accounted for the Sale-Leaseback Arrangement as a financing transaction with the Buyer in accordance with ASC 842, Leases , as the Lease Agreement was determined to be a finance lease. The Company concluded the Lease Agreement met the qualifications to be classified as a finance lease due to the significance of the present value of the lease payments, using a discount rate of 4.75 % to reflect the Company’s incremental borrowing rate, compared to the fair value of the leased property as of the lease commencement date. In measuring the lease payments for the present value analysis, the Company elected the practical expedient to combine the lease component (the leased facilities) with the non-lease component (property management provided by the Buyer/Lessor) into a single lease component.
The presence of a finance lease indicates that control of the Property has not transferred to the Buyer/Lessor and, as such, the transaction was deemed a failed sale-leaseback and accounted for as a financing arrangement. As a result of this determination, the Company is viewed as having received the sales proceeds from the Buyer/Lessor in the form of a hypothetical loan collateralized by its leased facilities. The hypothetical loan is payable as principal and interest in the form of “lease payments” to the Buyer/Lessor. As such, the Company will not derecognize the Property from its books for accounting purposes until the lease ends. No gain or loss was recognized related to the Sale-Leaseback Arrangement under U.S. GAAP.
As of April 30, 2026, the carrying value of the financing liability was $ 26,632,000 , net of $ 533,000 in debt issuance costs, of which $ 867,000 was classified as current on the Consolidated Balance Sheet with $ 25,765,000 classified as long-term. As of April 30, 2025, the carrying value of the financing liability was $ 27,420,000 , net of $ 589,000 in debt issuance costs, of which $ 788,000 was classified as current on the Consolidated Balance Sheet with $ 26,632,000 classified as long-term. The monthly lease payments are split between a reduction of principal and interest expense using the effective interest rate method. Interest expense associated with the financing arrangement was $ 1,219,000 and $ 1,255,000 for the years ended April 30, 2026 and 2025, respectively.
The Company will depreciate the building down to zero over the 20-year assumed economic life of the Property so that at the end of the lease term, the remaining carrying amount of the financing liability will equal the carrying amount of the land of $ 41,000 .
Remaining future cash payments related to the financing liability for the fiscal years ending April 30 are as follows:
($ in thousands)
2027 $ 2,049
2028 2,090
2029 2,132
2030 2,175
2031 2,218
Thereafter 27,343
Total Minimum Liability Payments 38,007
Imputed Interest ( 11,375 )
Total $ 26,632
Note 8— Income Taxes
Effective August 1, 2019, the Company elected to revoke the indefinite reinvestment of foreign unremitted earnings position set forth by ASC 740-30-25-17 for multiple foreign subsidiaries. As a result of this election, the Company recorded a tax withholding
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expense imposed by the India Income Tax Department of $ 437,000 and $ 416,000 for the years ended April 30, 2026 and 2025, respectively.
The Company's accounting policy with respect to the Global Intangible Low-Taxed Income ("GILTI") tax rules is that GILTI will be treated as a periodic charge in the year in which it arises.
The domestic and foreign components of earnings before income taxes for the years ended April 30, 2026 and 2025, respectively, consisted of the following:
$ in thousands 2026 2025
Earnings before income taxes
United States $ 6,812 $ 10,073
Foreign 6,921 4,712
Total earnings before income tax expense $ 13,733 $ 14,785
Income tax (benefit) expense for the years ended April 30, 2026 and 2025, respectively, consisted of the following:
$ in thousands 2026 2025
Current tax (benefit) expense:
Federal $ 581 $ 3,042
State and local 471 610
Foreign 2,236 1,752
Total current tax expense 3,288 5,404
Deferred tax (benefit) expense:
Federal 77 ( 1,432 )
State and local 88 ( 650 )
Foreign ( 185 ) ( 120 )
Total deferred tax (benefit) expense
( 20 ) ( 2,202 )
Net income tax (benefit) expense
$ 3,268 $ 3,202
The domestic and foreign components of the Company's income taxes paid, net of refunds received, for the years ended April 30, 2026 and 2025, respectively, consisted of the following:
$ in thousands 2026 2025
United States federal $ 1,265 $ 1,849
United States state 457 556
Foreign - India 1,754 1,506
Foreign - Other jurisdictions 84 $ 61
Total income taxes paid, net of refunds received 3,560 $ 3,972
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The reasons for the differences between the net income tax (benefit) expense presented above and the amounts computed by applying the statutory federal income tax rate to earnings before income taxes for the years ended April 30, 2026 and 2025, respectively, are as follows:
$ in thousands 2026 2025
Income tax expense at U.S. federal statutory rate $ 2,884 21.0 % $ 3,105 21.0 %
State and local taxes, net of federal income tax benefit (1)
460 3.3 % ( 168 ) ( 1.1 ) %
Foreign Tax Effects
India 285 2.1 % 190 1.3 %
Deferred taxes on unremitted foreign earnings ("APB 23") 437 3.2 % 416 2.8 %
Other foreign jurisdictions ( 95 ) ( 0.7 ) % ( 7 ) — %
Cross-border tax laws 21 0.2 % 6 — %
Tax credits ( 635 ) ( 4.6 ) % ( 515 ) ( 3.5 ) %
Increase (decrease) in valuation allowance 5 — % 7 — %
Nontaxable or nondeductible items
Non-deductible transaction costs — — % 348 2.4 %
Other 70 0.5 % 61 0.4 %
Return to provision adjustment ( 130 ) ( 0.9 ) % ( 72 ) ( 0.5 ) %
Other items, net ( 34 ) ( 0.2 ) % ( 169 ) ( 1.1 ) %
Net income tax (benefit) expense
$ 3,268 23.8 % $ 3,202 21.7 %
(1) In fiscal year 2026, state taxes in California, Minnesota, Texas, Michigan, and North Carolina made up the majority (greater than 50%) of the tax effect in this category.
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Significant items comprising deferred tax assets and liabilities as of April 30 were as follows:
$ in thousands 2026 2025
Deferred tax assets:
Accrued employee benefit expenses $ 449 $ 417
Allowance for credit losses
160 151
Deferred compensation 1,925 1,345
Tax credits (state, net of federal benefits) 256 170
Foreign tax credit carryforwards 638 638
Section 174 R&E
1,892 3,269
Warranty Accrual
210 193
Inventory reserves and capitalized costs 593 478
Net operating loss carryforwards 169 147
Proceeds on sale leaseback
6,431 6,550
Operating lease liabilities 2,076 2,372
Other 451 457
Total deferred tax assets 15,250 16,187
Deferred tax liabilities:
Book basis in excess of tax basis of property, plant and equipment ( 2,969 ) ( 3,024 )
Book basis in excess of tax basis of sale leaseback property
( 1,108 ) ( 1,095 )
Book basis in excess of tax basis of intangibles assets
( 3,758 ) ( 4,005 )
APB 23 Assertion ( 1,376 ) ( 1,507 )
Right of use assets ( 2,229 ) ( 2,589 )
Debt Issuance Cost on sale leaseback
( 126 ) ( 138 )
Total deferred tax liabilities ( 11,566 ) ( 12,358 )
Valuation allowance ( 768 ) ( 933 )
Net deferred tax assets $ 2,916 $ 2,896
Deferred tax assets (liabilities) classified in the balance sheet:
Deferred tax assets, non-current
$ 3,829 $ 3,994
Deferred tax liabilities, non-current
( 913 ) ( 1,098 )
Net deferred tax assets (liabilities)
$ 2,916 $ 2,896
The Company is required to evaluate the realization of the deferred tax asset and any requirement for a valuation allowance in accordance with ASC 740-10-30-2(b). This guidance provides that the future realization of the tax benefit of an existing deductible temporary difference or carryforward ultimately depends on sufficient taxable income of the appropriate character within the carryback or carryforward period available under the tax law. The Company evaluates all available evidence, both positive and negative, to determine the amount of any required valuation allowance. As of April 30, 2026, our deferred tax assets primarily related to proceeds on a prior sale leaseback, Section 174 research and expenditures, capitalization, deferred compensation, and operating lease liabilities. A valuation allowance of $ 768,000 and $ 933,000 was recorded against our net deferred tax asset balance as of April 30, 2026 and 2025, respectively. For the year ended April 30, 2026, the valuation allowance decreased by approximately $ 165,000 , as compared to a net increase of $ 7,000 for the year ended April 30, 2025. The decrease was primarily attributable to the removal of the valuation allowance recorded for certain deferred tax assets related to state tax credits that were written off during the fiscal year, partially offset by approximately $ 5,000 of additional valuation allowance recorded during the year.
The Company files federal, state and local tax returns with statutes of limitation generally ranging from 3 to 4 years. The Company is generally no longer subject to federal tax examinations for years prior to fiscal year 2022 or state and local tax examinations for years prior to fiscal year 2021. Tax returns filed by the Company's significant foreign subsidiaries are generally subject to statutes of limitations of 3 to 7 years and are generally no longer subject to examination for years prior to fiscal year 2020. The Company has no unrecognized tax benefits.
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Note 9 - Stock Options and Share-Based Compensation
The Company's stockholders approved the 2023 Omnibus Incentive Plan ("2023 Plan") in August 2023, which enables the Company to grant a broad range of equity based awards, with potential recipients including directors, consultants and employees. The 2023 Plan replaced the 2017 Omnibus Incentive Plan (the "2017 Plan"). All outstanding equity granted under the 2017 Plan remain subject to, and will be settled under, the 2017 Plan. At the date of approval of the 2023 Plan, there were 64,633 shares available for new awards under the 2017 Plan, and 168,791 shares available for issuance under equity awards outstanding under the 2017 Plan. These shares that were available for new awards and any shares subject to outstanding awards under the 2017 Plan that subsequently cease to be subject to such awards are available under the 2023 Plan. The 2023 Plan also increased the total number of shares reserved for issuance under the Company's equity compensation plans by 310,000 , for a total of 374,633 shares initially reserved for issuance under the 2023 Plan. At April 30, 2026, there were 290,636 shares available for future issuance under the 2023 Plan.
Under the 2023 Plan, the Company recorded stock based compensation expense of $ 2,126,000 and $ 1,441,000 and deferred income tax benefit of $ 452,000 and $ 337,000 in fiscal years 2026 and 2025, respectively. The RSUs granted under the 2023 Plan include grants with both a service and performance component vesting over a 3 year period and grants with only service components vesting over a 3 year period. The recognized expense is based upon the vesting period for service criteria and estimated attainment of the performance criteria at the end of the performance period based on the ratio of cumulative days incurred to total days over the performance period. The remaining estimated compensation expense of $ 2,311,000 is expected to be recognized over the remaining weighted-average vesting period of 1.6 years.
The fair value of each RSU granted to employees was estimated on the date of grant based on the weighted average price of the Company's stock reduced by the present value of the expected dividend stream during the vesting period using the risk-free interest rate. The Company issued new shares of common stock to satisfy RSUs that vested during fiscal year 2026. The following table summarizes the RSU activity and weighted averages.
2026 2025
Number of RSUs Weighted Average Grant Date Fair Value Number of RSUs Weighted Average Grant Date Fair Value
Outstanding at beginning of year 187,226 $ 22.83 168,791 $ 15.35
Granted 72,728 $ 39.40 62,326 $ 37.46
Vested ( 32,930 ) $ 18.99 ( 41,674 ) $ 14.32
Forfeited ( 744 ) $ 15.97 ( 2,217 ) $ 24.77
Outstanding at end of year 226,280 $ 28.74 187,226 $ 22.83
The stockholders approved the 2008 Key Employee Stock Option Plan in fiscal year 2009 which allowed the Company to grant options on an aggregate of 300,000 shares of the Company's common stock and an amendment to the plan in August 2015, authorizing an additional 300,000 shares. Under the plan, options were granted at not less than the fair market value at the date of grant with options exercisable in such installments, for such terms (up to 10 years). This plan was replaced by the 2017 Omnibus Plan with all outstanding options granted under the prior plan to remain subject to the prior plan. The Company did not record any compensation expense related to outstanding stock options in fiscal years 2026 or 2025. There were no options outstanding at April 30, 2026.
The Company issued new shares of common stock to satisfy options exercised during fiscal year 2025. Stock option activity and weighted average exercise price are summarized as follows:
2025
Number
of Shares Weighted Average Exercise Price
Outstanding at beginning of year 24,700 $ 20.05
Canceled — $ —
Exercised ( 24,700 ) $ 20.05
Outstanding at end of year — $ —
Exercisable at end of year — $ —
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Note 10 - Stockholder's Equity
Common Stock
The Company is authorized to issue 5,000,000 shares of Common Stock, par value of $ 2.50 per share. Holders of the Company's Common Stock are entitled to 1 vote per share. At April 30, 2026, and April 30, 2025, there were approximately 2,866,000 and 2,839,000 shares, respectively, of Common Stock outstanding. The Company has not declared or paid any dividends with respect to its Common Stock during the fiscal year ended April 30, 2026. The declaration and payment of any future dividends is at the discretion of the Board of Directors and will depend upon many factors, including the Company's earnings, capital requirements, investment and growth strategies, financial conditions, the terms of the Company's indebtedness, which contains provisions that could limit the payment of dividends in certain circumstances, and other factors that the Board of Directors may deem to be relevant.
Share Repurchase Program
On August 31, 2023, the Board of Directors of the Company adopted a share repurchase program with authorization to repurchase up to 100,000 shares. There is no expiration date and currently, management has no plans to terminate this program. On March 12, 2025, the Board of Directors amended the existing share repurchase program to authorize the repurchase of up to an additional 100,000 shares of the Company's common stock (as amended, the "Program"). The Program does not have a specified expiration date and the timing and amount of any repurchase under this Program will be determined by the Company's management at its discretion based upon its ongoing assessment of the capital needs of the business, the market price of the Company's common stock, and general market conditions.
During the fiscal year ended April 30, 2026, the Company repurchased no shares of the Company's common stock. During the fiscal year ended April 30, 2025, the Company repurchased 33,206 shares of the Company's common stock for approximately $ 1,594,000 excluding other costs such as broker commissions and fees. As of April 30, 2026, the total remaining purchase authorization was 100,603 shares.
Note 11 - Accumulated Other Comprehensive Income (Loss)
The Company's other comprehensive income (loss) consists of unrealized gains and losses on the translation of the assets, liabilities, and equity of its foreign subsidiaries, net of income taxes. The before tax income (loss), related income tax effect, and accumulated balances are as follows:
$ in thousands Foreign
Currency
Translation
Adjustment Total
Accumulated
Other
Comprehensive
Income (Loss)
Balance at April 30, 2024 ( 3,382 ) ( 3,382 )
Foreign currency translation adjustment ( 421 ) ( 421 )
Balance at April 30, 2025 $ ( 3,803 ) $ ( 3,803 )
Foreign currency translation adjustment ( 811 ) ( 811 )
Balance at April 30, 2026 $ ( 4,614 ) $ ( 4,614 )
Note 12 - Leases, Commitments and Contingencies
The Company recognizes lease assets and lease liabilities with respect to the rights and obligations created by leased assets previously classified as operating leases. The Company elected to:
• Record the impact of adoption using a modified retrospective method with any cumulative effect as an adjustment to retained earnings (accumulated deficit) as opposed to restating comparative periods to reflect the effects of applying the new standard.
• Elect the package of three transition practical expedients which alleviate the requirements to reassess embedded leases, lease classification and initial direct costs for leases that commenced prior to the adoption date.
• Elected to use the short-term lease recognition exemption for all asset classes. This means, for those leases that qualify, the Company will not recognize right-of-use ("ROU") assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets.
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The Company has operating type leases for real estate and equipment in both the U.S. and internationally and financing leases for equipment in the United States. ROU assets totaled $ 10,791,000 and $ 12,965,000 at April 30, 2026 and 2025, respectively. Operating cash paid to settle lease liabilities was $ 4,452,000 and $ 3,394,000 for the fiscal year ended April 30, 2026 and 2025, respectively. The Company's leases have remaining lease terms of up to 6 years. In addition, some of the leases may include options to extend the leases for up to 5 years or options to terminate the leases within 1 year. Operating lease expense was $ 6,194,000 for the twelve months ended April 30, 2026, inclusive of period cost for short-term leases, not included in lease liabilities, of $ 1,742,000 . Operating lease expense was $ 4,433,000 for the fiscal year ended April 30, 2025, inclusive of period cost for short-term leases, not included in lease liabilities, of $ 1,039,000 .
At April 30, 2026, the weighted average remaining lease term for the capitalized operating leases was 3.2 years and the weighted average discount rate was 6.2 %. At April 30, 2025, the weighted average remaining lease term for the capitalized operating leases was 4.1 years and the weighted average discount rate was 6.2 %. For the financing leases, the weighted average remaining lease term was 4.4 years and the weighted average discount rate was 7.6 % at April 30, 2026 as compared to 4.2 years and 8.6 % at April 30, 2025. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company uses the implicit rate when readily determinable.
Future minimum payments under the non-cancelable lease arrangements for the fiscal years ending April 30 are as follows:
($ in thousands) Operating Financing
2027 $ 4,259 $ 94
2028 2,874 94
2029 2,138 94
2030 1,640 94
2031 118 38
Thereafter 43 —
Total Minimum Lease Payments 11,072 414
Imputed Interest ( 1,010 ) ( 62 )
Total $ 10,062 $ 352
The Company is involved in certain claims and legal proceedings in the normal course of business which management believes will not have a material adverse effect on the Company's consolidated financial condition or results of operations.
Note 13 - Retirement Benefits
The Company has two defined contribution plans covering substantially all domestic salaried and hourly employees. These plans provides benefits to all employees who meet minimum age and service requirements. The Company's plans provide for matching contributions based on a percentage of the employee's eligible contributions. Total matching contributions made by the Company for these plans were $ 1,634,000 and $ 1,177,000 for the years ending April 30, 2026 and 2025.
The Company's international subsidiaries also have a defined contribution plan for qualifying employees. Under the international plan, employer contributions are made in accordance with plan rules. Total contributions made by the Company for its International plan was $ 232,000 and $ 247,000 for the years ending April 30, 2026 and 2025.
Note 14 - Segment Information
In accordance with ASC 280, Segment Reporting , the Company's operations are classified into two business segments: Lab Products Group ("LPG") and International. The LPG business segment principally designs, manufactures, and installs scientific and technical furniture, including steel and wood laboratory cabinetry, fume hoods, flexible systems, worksurfaces, workstations, workbenches, and computer enclosures. On November 1, 2024, the Company completed its acquisition of Nu Aire, whose operating results are reflected in the LPG operations segment, expanding the Company's capabilities through its manufacturing of biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products. See Note 4 , Nu Aire Acquisition , for further information. The International business segment, which consists of the foreign subsidiaries identified in Note 1 , Summary of Significant Accounting Policies , provides the Company's products and services, including facility design, detailed engineering, construction, and project management from the planning stage through testing and commissioning of laboratories. During the fourth quarter of fiscal year 2026, the Company changed the name of the Domestic reportable segment to Lab Products Group. This change better aligns with the segment's business activities, structure, and strategy. The segment name change had no impact on the composition of the Company's reportable segments or on previously reported financial position, results of operations, cash flows, or segment operating results.
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The Company's CODM is its CEO, who evaluates the performance of each segment and measures its segment profitability based on earnings before income taxes. Some Corporate expenses, such as those related to executive management, finance, etc., are allocated to the segments. Certain corporate expenses shown below are net of expenses that have been allocated to the business segments. We periodically review these allocations and adjust them based upon changes in business circumstance. Intersegment transactions are recorded at normal profit margins. All intercompany balances and transactions have been eliminated.
The following table shows revenues, earnings, and other financial information by business segment and unallocated corporate expenses for each of the years ended April 30:
$ in thousands LPG International Corporate Total
Fiscal Year 2026
Revenues from external customers $ 214,886 $ 67,113 $ — $ 281,999
Intersegment revenues 1,947 3,201 ( 5,148 ) —
Depreciation and amortization
5,843 352 86 6,281
Interest expense
1,236 51 2,575 3,862
Earnings (loss) before income taxes 17,986 6,921 ( 11,174 ) 13,733
Income tax expense (benefit)
3,830 2,051 ( 2,613 ) 3,268
Net earnings attributable to non-controlling interest — 847 — 847
Net earnings (loss) attributable to Kewaunee Scientific Corporation 14,156 4,023 ( 8,561 ) 9,618
Segment assets 140,160 38,151 — 178,311
Expenditures for segment assets 3,726 211 — 3,937
Revenues (excluding intersegment) from customers in foreign countries 12,825 67,113 — 79,938
Fiscal Year 2025
Revenues from external customers $ 179,398 $ 61,074 $ — $ 240,472
Intersegment revenues 626 3,468 ( 4,094 ) —
Depreciation 4,166 420 173 4,759
Interest expense
1,492 71 1,651 3,214
Earnings (loss) before income taxes 19,923 4,712 ( 9,850 ) 14,785
Income tax expense 4,553 1,632 ( 2,983 ) 3,202
Net earnings attributable to non-controlling interest — 178 — 178
Net earnings (loss) attributable to Kewaunee Scientific Corporation 15,370 2,902 ( 6,867 ) 11,405
Segment assets 152,569 42,085 — 194,654
Expenditures for segment assets 1,954 212 — 2,166
Revenues (excluding intersegment) from customers in foreign countries 7,731 61,074 — 68,805
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.