UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934





Date of report (Date of earliest event reported) December 15, 2015





BUTLER NATIONAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)

Kansas
(State or Other Jurisdiction of Incorporation)
 

0-1678
(Commission File Number)
 

41-0834293
(IRS Employer Identification No.)
 
 
 

19920 W. 161st Street, Olathe, Kansas
(Address of Principal Executive Offices)
 

66062
(Zip Code)
 
 

913-780-9595
(Registrant's Telephone Number, Including Area Code)





Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02
Results of Operations and Financial Condition
 
Item 2.02
On December 15, 2015 Butler National Corporation issued a press release announcing its financial results for the second quarter fiscal year 2016 for the period ending October 31, 2015.  Butler National Corporation will have a conference call on December 18, 2015 to discuss the results. A copy of the press release is attached as Exhibit 99 to this Current Report on Form 8-K.

The information furnished under this Item 2.02, including Exhibit 99, shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, of the Exchange Act, except as otherwise expressly stated in any such filing.
 
Item 9.01
Financial Statements and Exhibits
 
Exhibit 99
 
Press release announcing Butler National Corporation second quarter fiscal year 2016 financial results and conference call.
 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


 
BUTLER NATIONAL CORPORATION
(Registrant)
 
December 15, 2015
Date
/S/ Clark D. Stewart
Clark D. Stewart
(President and Chief Executive Officer)
 
December 15, 2015
Date
/S/ Craig D. Stewart
Craig D. Stewart
(Chief Financial Officer)



Exhibit 99
 
PRESS RELEASE
FOR IMMEDIATE RELEASE
 
December 15, 2015
BUTLER NATIONAL CORPORATION ANNOUNCES SECOND QUARTER AND SIX MONTHS FISCAL YEAR 2016 FINANCIAL RESULTS AND CONFERENCE CALL
 
OLATHE, KANSAS, December 15, 2015, - Butler National Corporation (OTC Pink: BUKS), a leader in the growing global market for structural modification, maintenance, repair and overhaul (MRO) and a recognized provider of management services in diverse business groups, announces its financial results for the second quarter and six months fiscal 2016 for the period ended October 31, 2015.  In conjunction with the release, the Company has scheduled a conference call Friday, December 18, 2015 at 9:00 AM Central Standard Time.

What: Butler National Corporation Second Quarter Fiscal 2016 Conference Call


When: Friday, December 18, 2015 - 9:00 AM Central Standard Time


How: Live via phone by dialing 877-358-7305. Code: Butler National Corporation.  Participants to the conference call should call in at least 5 minutes prior to the start time.  For those who cannot attend the call, an audio replay will be archived on the Company's web site (www.butlernational.com).

Clark D. Stewart, President & CEO, Butler National Corp., will be leading the call and discussing results of the second quarter, the status of new and existing orders, and an outlook on the balance of fiscal 2016.
Historical selected financial data related to all operations:
 
Quarter Ended October 31
Six Months Ended October 31
 
 
(In thousands)
(In thousands)
 
 
2015
2014
2013
2015
2014
       2013
 
Net Sales
$   10,106
$   11,752
$   10,799
$   21,802
$   24,143
$   21,795
 
Operating Income (Loss)
(599)
367
(198)
(239)
1,173
(55)
 
Net Income (Loss)
(478)
29
(345)
(459)
282
(634)
 
Total Assets
41,098
40,373
42,457
41,098
40,373
42,457
 
Long-term Obligations
5,497
5,228
8,571
5,497
5,228
8,571
 
Stockholders' Equity
24,834
24,805
23,081
24,834
24,805
23,081
 
Weighted Average Shares – Diluted
62,260
60,893
59,019
62,260
60,893
59,019
 
New Product Research and Development Cost
382
354
486
937
759
1,043
 

Management Comments


"The fiscal quarter-ended October 31, 2015 was a challenging period for Butler National Corporation.  Revenue decreased 14% to $10.1 million in the three months ended October 31, 2015, as compared to $11.8 million in the three months ended October 31, 2014.  The decrease in revenue reflects a decrease in Aerospace Products revenue (down 36%) and a decrease in Professional Services revenue (down 2%).  Butler National Corporation continues efforts to drive growth in international markets and through the development of new supplemental type certificates.  This includes significant efforts in South America, Europe, Africa, and Asia.

Second quarter fiscal 2016 resulted in a net loss of $478,000 compared to a net income of $29,000 in the second quarter fiscal 2015.  The decrease in net income was primarily due to a decrease in revenue in Aerospace Products. Butler National Corporation is working to exceed previous revenue levels while continuing to focus on our margin expansion initiatives, including efficiencies in our implementation and operational processes and controlling general and administrative expenses.

During the three months ending October 31, 2015, we invested approximately $382,000 in projects focused on the development and acquisition of new products.  We feel this expenditure for the design and development engineering, testing, and certification of new products may help stabilize our long-term revenue and enhance our profits.

This is a challenging but exciting time for Butler National Corporation.  Management and all employees are focused on the execution of our numerous business development opportunities as well as increasing revenue while managing and controlling costs. We continue to believe we are positioned for the future as we focus on serving the needs of our customers and enhancing shareholder value," commented Clark D. Stewart, President of the Company.

Business Segment Highlights

Professional Services:

Revenue from Professional Services decreased 2% to $7.3 million in the three months ended October 31, 2015, compared to $7.5 million for the three months ended October 31, 2014.  Operating income from professional services decreased to an operating income of $32,000 in the three months ended October 31, 2015 compared with an operating income of $397,000 in the three months ended October 31, 2014.

Aerospace Products:

Revenue decreased 36% to $2.8 million in the three months ended October 31, 2015, compared to $4.3 million in the three months ended October 31, 2014. This decrease is primarily attributable to decreased revenue of $1.2 million in the modification business.  Aerospace products had an operating loss of $631,000 in the three months ended October 31, 2015 compared to an operating loss of $30,000 in the three months ended October 31, 2014.  We are working to overcome this volatility by increasing marketing efforts in international markets and continuing to diversify product offerings.

Backlog:

As of October 31, 2015, our backlog totaled approximately $10.3 million.  The backlog includes firm, pending, and contract orders, which may not be completed within the next fiscal year.  This is consistent with the industry in which modifications services and related contracts may take several months and sometimes years to complete.  There can be no assurance that all orders will be completed or that some may ever commence.

Our Business:


Butler National Corporation operates in the Aerospace and Services business segments.  The Aerospace segment focuses on the manufacturing of support systems for "Classic" commercial and military aircraft including the Butler National TSD for the Boeing 737 and 747 Classic aircraft, switching equipment for Boeing McDonnell Douglas Aircraft, weapon control systems for Boeing Helicopter and performance enhancement structural modifications for Learjet, Cessna, Dassault and Beechcraft business aircraft.  Services include temporary employee services, gaming services and administrative management services.

Forward-Looking Information:
Statements made in this report, filed with the Securities and Exchange Commission, communications to stockholders, press releases, and oral statements made by representatives of the Company that are not historical in nature, or that state the Company or management intentions, hopes, beliefs, expectations or predictions of the future, may constitute "forward-looking statements" within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements can often be identified by the use of forward-looking terminology, such as "could," "should," "will," "intended," "continue," "believe," "may," "expect," "hope," "anticipate," "goal," "forecast," "plan," "guidance" or "estimate" or the negative of these words, variations thereof or similar expressions. Forward-looking statements are not guarantees of future performance or results. They involve risks, uncertainties, and assumptions. It is important to note that any such performance and actual results, financial condition or business, could differ materially from those expressed in such forward-looking statements.  The forward looking statements in this report are only predictions and actual events or results may differ materially.  These factors and risks include, but are not limited to the Cautionary Statements and Risk Factors, filed as Exhibit 99 and Section 1A to the Company's Annual Report on Form 10-K, incorporated herein by reference.  Investors are specifically referred to such Cautionary Statements and Risk Factors for discussion of factors, which could affect the Company's operations, and forward-looking statements contained herein.

FOR MORE INFORMATION, CONTACT:
 
David Drewitz, Public Relations
david@creativeoptionscommunications.com
www.creativeoptionscommunications.com

Butler National Corporation Investor Relations
 
Ph  (972) 814-5723
 
 
 
Ph  (913) 780-9595
THE WORLDWIDE WEB:
Please review www.butlernational.com for pictures of our products and details about Butler National Corporation and its subsidiaries.


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