Cautionary Note Regarding Forward-Looking Statements





This report contains forward-looking statements within the meaning of the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995,
particularly under the caption "Outlook" below. When used in this report, the
words "believes," "anticipates," "expects," "estimates," "appears," "plans,"
"intends," "continue," "outlook," "may," "should," "could" and similar
expressions are intended to identify forward-looking statements. Although we
believe that our plans, intentions and expectations reflected in or suggested by
such forward-looking statements are reasonable, they are subject to numerous
risks and uncertainties and involve certain assumptions. Actual results may
differ materially from those expressed in forward-looking statements, and we can
provide no assurances that such plans, intentions or expectations will be
implemented or achieved. Many of these risks and uncertainties are discussed in
detail and, where appropriate, updated in our filings with the U.S. Securities
and Exchange Commission ("SEC"), in particular in our Annual Report on Form 10-K
for the fiscal year ended October 1, 2022 (our "2022 Annual Report"). You should
carefully review these risks and uncertainties.



All forward-looking statements attributable to us or persons acting on our
behalf are expressly qualified in their entirety by these cautionary statements.
All forward-looking statements speak only to the respective dates on which such
statements are made, and we do not undertake any obligation to publicly release
the results of any revisions to these forward-looking statements that may be
made to reflect any future events or circumstances after the date of such
statements or to reflect the occurrence of anticipated or unanticipated events,
except as may be required by law.



It is not possible to anticipate and list all risks and uncertainties that may
affect our business, future operations or financial performance; however, they
include, but are not limited to, the following:



  ? the impact of COVID-19 on the economy, demand for our products and our
    operations, including the measures taken by governmental authorities to
    address it, which may precipitate or exacerbate other risks and/or
    uncertainties;




  ? general economic and competitive conditions in the markets in which we
    operate;



? changes in the spending levels for nonresidential and residential construction


    and the impact on demand for our products;



? changes in the amount and duration of transportation funding provided by


    federal, state and local governments and the impact on spending for
    infrastructure construction and demand for our products;




  ? the cyclical nature of the steel and building material industries;



? credit market conditions and the relative availability of financing for us,


    our customers and the construction industry as a whole;




  ? fluctuations in the cost and availability of our primary raw material,
    hot-rolled carbon steel wire rod, from domestic and foreign suppliers;



? competitive pricing pressures and our ability to raise selling prices in order


    to recover increases in raw material or operating costs;



? changes in U.S. or foreign trade policy affecting imports or exports of steel


    wire rod or our products;



? unanticipated changes in customer demand, order patterns and inventory levels;






                                       14
--------------------------------------------------------------------------------

? the impact of fluctuations in demand and capacity utilization levels on our


    unit manufacturing costs;



? our ability to further develop the market for engineered structural mesh


    ("ESM") and expand our shipments of ESM;



? legal, environmental, economic, geopolitical or regulatory developments that


    significantly impact our business or operating costs;



? unanticipated plant outages, equipment failures or labor difficulties; and

? the "Risk Factors" discussed in our 2022 Annual Report and in other filings


    made by us with the SEC.




Overview



Insteel Industries Inc. ("we," "us," "our," "the Company" or "Insteel") is the
nation's largest manufacturer of steel wire reinforcing products for concrete
construction applications. We manufacture and market prestressed concrete strand
and welded wire reinforcement, including ESM, concrete pipe reinforcement and
standard welded wire reinforcement. Our products are sold primarily to
manufacturers of concrete products that are used in nonresidential construction.
We market our products through sales representatives who are our employees. We
sell our products nationwide across the U.S. and, to a much lesser extent, into
Canada, Mexico and Central and South America, delivering them primarily by
truck, using common or contract carriers. Our business strategy is focused on:
(1) achieving leadership positions in our markets; (2) operating as the lowest
cost producer in our industry; and (3) pursuing growth opportunities within our
core businesses that further our penetration of the markets we currently serve
or expand our footprint.



Results of Operations



                    Statements of Operations - Selected Data

                             (Dollars in thousands)



                                  Three Months Ended                          Six Months Ended
                        April 1,                     April 2,      April 1,                     April 2,
                          2023         Change          2022          2023         Change          2022

Net sales               $ 159,051         (25.4 %)   $ 213,209     $ 325,950         (16.8 %)   $ 391,668
Gross profit               13,262         (76.8 %)      57,069        31,048         (68.8 %)      99,433
Percentage of net
sales                         8.3 %                       26.8 %         9.5 %                       25.4 %
Selling, general and
administrative
expense                 $   7,506           4.2 %    $   7,202     $  14,632         (24.9 %)   $  19,483
Percentage of net
sales                         4.7 %                        3.4 %         4.5 %                        5.0 %
Other income, net       $     (57 )         N/M      $     (11 )   $  (3,399 )         N/M      $     (16 )
Interest income              (747 )         N/M            (10 )      (1,187 )         N/M            (24 )
Effective income tax
rate                         22.0 %                       22.3 %        22.6 %                       22.6 %
Net earnings            $   5,101         (86.9 %)   $  39,017     $ 

16,224         (73.9 %)   $  62,146

"N/M" = not meaningful

Second Quarter of Fiscal 2023 Compared to Second Quarter of Fiscal 2022

Net Sales



Net sales for the second quarter of 2023 decreased 25.4% to $159.1 million from
$213.2 million in the prior year quarter, reflecting a 14.5% decrease in average
selling prices along with a 12.8% decrease in shipments. The decrease in average
selling prices was driven by competitive pricing pressures. The decline in
shipments was due to adverse weather conditions in many of our markets during
the current quarter, which limited construction activity, and reduced demand
resulting from inventory management measures pursued by our customers.



Gross Profit



Gross profit for the second quarter of 2023 decreased 76.8% to $13.3 million, or
8.3% of net sales, from $57.1 million, or 26.8% of net sales, in the prior year
quarter due to lower spreads between average selling prices and raw material
costs ($30.8 million) along with a decrease in shipments ($7.5 million) and
higher manufacturing costs ($5.5 million). The decrease in spreads was driven by
lower average selling prices ($26.0 million), higher raw material costs ($4.3
million) and freight expense ($480,000).



                                       15
--------------------------------------------------------------------------------

Selling, General and Administrative Expense





Selling, general and administrative expense ("SG&A expense") for the second
quarter of 2023 increased 4.2% to $7.5 million, or 4.7% of net sales, from $7.2
million, or 3.4% of net sales, in the prior year quarter primarily due to higher
compensation ($647,000) and employee benefit expense ($583,000) partially offset
by the relative year-over-year change in the cash surrender value of life
insurance policies ($935,000). The increase in compensation expense was
primarily due to higher incentive plan expense in the current quarter in
comparison to achieving the maximum plan expense during the first quarter of the
prior fiscal year. The increase in employee benefits expense was due to a net
gain on the settlement of life insurance policies ($364,000) in the prior year
quarter along with higher employee health insurance costs in the current year
quarter. The cash surrender value of life insurance policies increased $369,000
in the current year quarter compared with a decrease of $566,000 in the prior
year quarter due to the corresponding changes in the value of the underlying
investments.



Interest Income


Interest income increased to $747,000 due to an increase in cash and higher average interest rates.





Income Taxes



Our effective tax rate for the second quarter of 2023 decreased to 22.0% from
22.3% for the prior year quarter primarily due to changes in book versus tax
differences.



Net Earnings



Net earnings for the second quarter of 2023 decreased to $5.1 million ($0.26 per
share) from $39.0 million ($1.99 per diluted share) in the prior year quarter
primarily due to the decrease in gross profit.



First Half of Fiscal 2023 Compared to First Half of Fiscal 2022

Net Sales



Net sales for the first half of 2023 decreased 16.8% to $325.9 million from
$391.7 million in the same year-ago period, reflecting an 11.4% decrease in
shipments along with a 6.0% decrease in average selling prices. The decline in
shipments was due to adverse weather conditions in many of our markets during
the current year period, which limited construction activity, and reduced demand
resulting from inventory management measures pursued by our customers. The
decrease in average selling prices was driven by competitive pricing pressures.



Gross Profit



Gross profit for the first half of 2023 decreased 68.8% to $31.0 million, or
9.5% of net sales, from $99.4 million, or 25.4% of net sales, in the same
year-ago period. The year-over-year decrease was primarily due to lower spreads
between average selling prices and raw material costs ($46.9 million) along with
a decrease in shipments ($11.8 million) and higher manufacturing costs ($9.7
million). The decrease in spreads was driven by higher raw material costs ($26.6
million), lower average selling prices ($18.7 million) and an increase in
freight expense ($1.6 million).



Selling, General and Administrative Expense





SG&A expense for the first half of 2023 decreased 24.9% to $14.6 million, or
4.5% of net sales, from $19.5 million, or 5.0% of net sales, in the same
year-ago period primarily due to lower compensation expense ($4.2 million) and
the relative year-over-year changes in the cash surrender value of life
insurance policies ($1.2 million) partially offset by higher employee benefit
expense ($581,000). The decrease in compensation expense was largely driven by
lower incentive plan expense due to a decline in financial results in the
current year period. The cash surrender value of life insurance policies
increased $732,000 in the current year period compared with a decrease of
$451,000 in the prior year period due to the corresponding changes in the value
of the underlying investments. The increase in employee benefits expense was due
to a net gain on the settlement of life insurance policies ($364,000) in the
prior year along with higher employee health insurance costs in the current year
period.



                                       16

--------------------------------------------------------------------------------





Other Income, net


Other income of $3.4 million for the first half of 2023 was primarily related to a net gain from the sale of property, plant and equipment ($3.3 million).





Interest Income


Interest income increased to $1.2 million due to an increase in cash and higher average interest rates.





Income Taxes


Our effective tax rate for the first half of 2023 was unchanged from the prior year period at 22.6%.





Net Earnings



Net earnings for the first half of 2023 decreased to $16.2 million ($0.83 per
share) from $62.1 million ($3.17 per diluted share) in the same year-ago period
primarily due to the decrease in gross profit partially offset by lower SG&A
expense.


Liquidity and Capital Resources





                            Selected Financial Data

                             (Dollars in thousands)



                                                       Six Months Ended
                                                    April 1,      April 2,
                                                      2023          2022
Net cash provided by operating activities           $  79,571     $  20,066
Net cash used for investing activities                 (5,464 )         (86 )
Net cash used for financing activities                (42,267 )     (40,139 )

Net working capital                                   242,790       208,988
Total debt                                                  -             -
Percentage of total capital                                 -             -
Shareholders' equity                                $ 364,978     $ 325,147
Percentage of total capital                             100.0 %       100.0 %

Total capital (total debt + shareholders' equity) $ 364,978 $ 325,147






Operating Activities



Operating activities provided $79.6 million of cash during the first half of
2023 primarily from net earnings adjusted for non-cash items together with a net
decrease in working capital. Working capital provided $57.5 million of cash due
to a $61.2 million decrease in inventories and a $15.8 million reduction in
accounts receivable partially offset by a $19.5 million decrease in accounts
payable and accrued expenses. The decrease in inventories was primarily due to
lower raw material purchases along with lower average unit costs. The decrease
in accounts receivable was largely driven by the decrease in shipments and lower
average selling prices. The decrease in accounts payable and accrued expenses
was largely due to lower raw material purchases during the period.



Operating activities provided $20.1 million of cash during the first half of
2022 primarily from net earnings adjusted for non-cash items together with a net
decrease in working capital. Working capital used $54.0 million of cash due to a
$48.0 million increase in inventories and a $12.8 million increase in accounts
receivable partially offset by a $6.8 million increase in accounts payable and
accrued expenses. The increase in inventories was the result of higher raw
material purchases near the end of the period together with higher average unit
costs. The increase in accounts receivable was due to the seasonal increase in
shipments together with higher average selling prices. The increase in accounts
payable and accrued expenses was largely due to the timing of payments related
to raw material purchases.



                                       17

--------------------------------------------------------------------------------




We may elect to adjust our operating activities as there are changes in our
construction end-markets, which could materially impact our cash requirements.
While a downturn in the level of construction activity adversely affects sales
to our customers, it generally reduces our working capital requirements.



Investing Activities



Investing activities used $5.5 million of cash during the first half of 2023
compared to using $0.1 million during the prior year period primarily due to
higher capital expenditures ($6.8 million) partially offset by the increased
receipt of proceeds from the sale of property, plant and equipment and assets
held for sale ($3.0 million). Capital expenditures increased to $15.4 million
from $8.6 million in the prior year period and are expected to total up to
approximately $30.0 million for fiscal 2023. Capital expenditures for fiscal
2023 are to advance the growth of our engineered structural mesh business and
support cost and productivity improvement initiatives in addition to recurring
maintenance requirements.


Our investing activities are largely discretionary, providing us with the ability to significantly curtail outlays when warranted based on business conditions.





Financing Activities



Financing activities used $42.3 million of cash during the first half of 2023
compared to $40.1 million during the prior year period. During the first half of
2023, $40.1 million of cash was used for dividend payments (including a special
dividend of $38.9 million, or $2.00 per share, and regular quarterly dividend
totaling $1.2 million, or $0.06 per share) and $1.9 million for the repurchase
of common stock. During the first half of 2022, we declared and paid a special
dividend totaling $38.8 million, or $2.00 per share, and regular quarterly
dividends totaling $1.2 million, or $0.06 per share.



Cash Management



Our cash is principally concentrated at one major financial institution, which
at times exceeds federally insured limits. We invest excess cash primarily in
money market funds, which are highly liquid securities that bear minimal risk.



Credit Facility



We have a $100.0 million revolving credit facility (the "Credit Facility") that
is used to supplement our operating cash flow and fund our working capital,
capital expenditure, general corporate and growth requirements. In March 2023,
we amended our credit agreement to extend the maturity date of the Credit
Facility from May 15, 2024, to March 15, 2028 and replaced the London Inter-Bank
Offered Rate with the secured overnight financing rate. The Credit Facility
provides for an accordion feature whereby its size may be increased by up to
$50.0 million, subject to our lender's approval. Advances under the Credit
Facility are limited to the lesser of the revolving loan commitment amount
(currently $100.0 million) or a borrowing base amount that is calculated based
upon a percentage of eligible receivables and inventories. As of April 1,
2023, no borrowings were outstanding on the Credit Facility, $98.6 million of
borrowing capacity was available and outstanding letters of credit totaled
$1.4 million. (see Note 9 to the consolidated financial statements).



We believe that, in the absence of significant unanticipated funding
requirements, cash and cash equivalents, net cash generated by operating
activities and the borrowing availability provided under the Credit Facility
will be sufficient to satisfy our expected requirements for working capital,
capital expenditures, dividends and share repurchases, if any. We expect to have
access to the amounts available under the Credit Facility as required. However,
should we experience future reductions in our operating cash flows due to
weakening conditions in our construction end-markets and reduced demand from our
customers, we may need to curtail capital and operating expenditures, cease
dividend payments, delay or restrict share repurchases and/or realign our
working capital requirements.



Should we determine, at any time, that we require additional short-term
liquidity, we would evaluate the alternative sources of financing that would be
potentially available to provide such funding. There can be no assurance that
any such financing, if pursued, would be obtained, or if obtained, would be
adequate or on terms acceptable to us. However, we believe that our strong
balance sheet and borrowing capacity available to us under our Credit Facility
position us to meet our anticipated liquidity requirements for the foreseeable
future, including the next 12 months.



                                       18
--------------------------------------------------------------------------------





Seasonality and Cyclicality



Demand in our markets is both seasonal and cyclical, driven by the level of
construction activity, but can also be impacted by fluctuations in the inventory
positions of our customers. From a seasonal standpoint, shipments typically
reach their highest level of the year when weather conditions are the most
conducive to construction activity. As a result, assuming normal seasonal
weather patterns, shipments and profitability are usually higher in the third
and fourth quarters of the fiscal year and lower in the first and second
quarters. From a cyclical standpoint, construction activity and demand for our
products is generally correlated with general economic conditions, although
there can be significant differences between the relative strength of
nonresidential and residential construction for extended periods.



Impact of Inflation



We are subject to inflationary risks arising from fluctuations in the market
prices for our primary raw material, hot-rolled carbon steel wire rod, and, to a
much lesser extent, freight, energy and other consumables that are used in our
manufacturing processes. We have generally been able to adjust our selling
prices to pass through increases in these costs or offset them through various
cost reduction and productivity improvement initiatives. However, our ability to
raise our selling prices depends on market conditions and competitive dynamics,
and there may be periods during which we are unable to fully recover increases
in our costs. During the first half of 2023, selling prices for our products
declined in response to the softening in demand as a result of inventory
management measures being pursued by our customers, which negatively impacted
our financial results as we consumed higher cost inventory that was purchased in
prior periods. The timing and magnitude of any future increases in our raw
material costs and the selling prices for our products is uncertain at this
time.



Contractual Obligations


There have been no material changes in our contractual obligations and commitments as disclosed in our 2022 Annual Report other than those which occur in the ordinary course of business.





Critical Accounting Estimates



Our Management's Discussion and Analysis of Financial Condition and Results of
Operations is based on our unaudited financial statements, which have been
prepared in accordance with accounting principles generally accepted in the U.S.
for interim financial information. The preparation of our financial statements
requires the application of these accounting principles in addition to certain
estimates and judgments based on current available information, actuarial
estimates, historical results and other assumptions believed to be reasonable.
These estimates, assumptions and judgments are affected by our application of
accounting policies, which are discussed in our 2022 Annual Report. Estimates
are used for, but not limited to, determining the net carrying value of trade
accounts receivable, inventories, recording self-insurance liabilities and other
accrued liabilities. Actual results could differ from these estimates. Please
refer to "Management's Discussion and Analysis of Financial Condition and
Results of Operations - Critical Accounting Estimates" included in our 2022
Annual Report for further information regarding our critical accounting policies
and estimates. As of April 1, 2023, none of our accounting estimates were deemed
to be critical for the accounting periods presented, which is consistent with
our assessment of critical accounting estimates disclosed in our 2022 Annual
Report.


Recent Accounting Pronouncements





Refer to Note 2 of the Notes to Consolidated Financial Statements in Item 1 of
this Quarterly Report for recently adopted and issued accounting pronouncements
including the expected dates of adoption and estimated effects, if any, on our
consolidated financial statements.



Outlook



As we move into the second half of the fiscal year, we expect to regain momentum
as we enter our busy season, and the weather-related headwinds subside.
Additionally, we believe the customer destocking activities that have
unfavorably impacted our results over the first half of the year are mostly
complete. Customer sentiment remains positive, and we are encouraged by the
outlook for shipment volumes and margins. We anticipate favorable market
conditions driven by continued strong activity in our private nonresidential
construction markets, along with a gradual recovery in residential construction.
These conditions should support widening spreads, higher operating levels and
lower unit cost at our facilities. Additionally, while there currently has been
little impact on our business from the Infrastructure Investment and Jobs Act,
we do expect this federal spending to stimulate demand during the second half of
fiscal 2023.



                                       19

--------------------------------------------------------------------------------






We will continue to focus on those factors that we can reasonably control
including closely managing expenses; aligning our production schedules with
demand to minimize our cash operating costs; and pursuing further improvements
in the productivity and effectiveness of all our manufacturing, selling and
administrative activities. We also expect gradually increasing contributions
from the substantial investments we have made in recent years and expect to
continue to make in our facilities in the form of reduced operating costs and
additional capacity to support future growth. Also, we will continue to pursue
acquisitions opportunistically to expand our penetration of markets we currently
serve or to expand our footprint.

© Edgar Online, source Glimpses