e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: December 5, 2007
(Date of earliest event reported)
POWELL INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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001-12488
(Commission File Number)
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88-0106100
(I.R.S. Employer
Identification Number) |
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8550 Mosley Drive
Houston, Texas
(Address of Principal
Executive Offices)
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77075-1180
(Zip Code) |
(713) 944-6900
(Registrants Telephone Number, Including Area Code)
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17CFR240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition
On December 5, 2007, Powell Industries, Inc. (NASDAQ: POWL) held a conference call to discuss the
results of its fiscal 2007 fourth quarter ended September 30, 2007, as reflected in the attached
press release dated December 5, 2007 released earlier that day. A replay of the Companys audio
webcast can be accessed through the Investor Relations/Events tab at www.powellind.com. The
webcast and the press release contain forward-looking statements, which are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Readers are
cautioned that such forward-looking statements involve risks and uncertainties in that actual
results may differ materially from those projected in the forward-looking statements. In the course
of operations, the Company is subject to certain risk factors, including but not limited to
competition and competitive pressures, sensitivity to general economic and industrial conditions,
international political and economic risks, availability and price of raw materials and execution
of business strategy. The information in this Current Report is being furnished pursuant to Item
2.02, Results of Operations and Financial Condition. Pursuant to general instruction B.2. of Form
8-K, the information in this Current Report shall not be deemed filed for the purposes of Section
18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section.
The information in this Current Report shall not be incorporated by reference into any registration
statement pursuant to the Securities Act of 1933.
Item 9.01 Exhibits
On December 5, 2007, the Company announced results for its fiscal 2007 fourth quarter and year
ended September 30, 2007. A copy of the press release announcing the results is attached hereto as
Exhibit 99.1 and incorporated herein by this reference.
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Exhibit |
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Number |
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Description |
99.1
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Press Release dated December 5, 2007 |
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. |
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POWELL INDUSTRIES, INC.
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Date: December 5, 2007 |
By: |
/s/ Don R. Madison
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Don R. Madison |
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Executive Vice President
Chief Financial and Administrative Officer
(Principal Accounting and Financial Officer) |
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exv99w1
EXHIBIT 99.1
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Press Release |
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Contacts:
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Don R. Madison, CFO |
FOR IMMEDIATE RELEASE
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Powell Industries, Inc. |
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713-947-4422 |
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Ken Dennard / ksdennard@drg-e.com |
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Karen Roan / kcroan@drg-e.com |
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DRG&E / 713-529-6600 |
POWELL INDUSTRIES ANNOUNCES FISCAL 2007
FOURTH QUARTER AND YEAR-END RESULTS
HOUSTON DECEMBER 5, 2007 Powell Industries, Inc. (NASDAQ: POWL), a leading manufacturer
of equipment and systems for the management and control of electrical energy and other critical
processes, today announced results for the fiscal 2007 fourth quarter and year ended September 30,
2007. As previously announced, the Company changed its fiscal year-end to September 30 from
October 31, effective September 30, 2006. Therefore, the comparable periods of fiscal 2006 are
comprised of the two months and eleven months ended September 30, 2006, respectively.
Revenues for the fourth quarter of fiscal 2007 were $150.5 million compared to revenues of
$88.3 million for the fourth quarter of fiscal 2006. The business operations of the Companys
August 2006 Power/Vac® product line acquisition contributed revenues of $19.1 million in
the fourth quarter of fiscal 2007. Net income for the fourth quarter was $2.5 million, or $0.22
per diluted share, compared to net income of $2.2 million, or $0.20 per diluted share, in the
fourth quarter of fiscal 2006.
Thomas W. Powell, chairman and chief executive officer, stated, We are very pleased with our
overall performance for the year. We generated record bookings of $200 million in the fourth
quarter, had total bookings for the year of $667 million and closed the year with a record backlog
of $464 million. We continue to see excellent activity and opportunities in all of our key markets
and are responding to customers needs and successfully closing business at an unprecedented rate.
The relocation of the acquired Power/Vac® product line is on track for a March
2008 completion. This relocation, a greenfield start-up, has been accomplished during a very
challenging period of growth. We continue to be encouraged by the direction and future of the
Company.
The Electrical Power Products segment recorded revenues of $145.2 million in the fiscal 2007
fourth quarter compared to $82.5 million in the fourth quarter of fiscal 2006. The business
operations of the Companys August 2006 Power/Vac product line acquisition contributed revenues of
$19.1 million in the fourth quarter of fiscal 2007. Income before income taxes for Electrical
Power Products in the fourth quarter totaled $3.7 million versus income before income taxes of $1.8
million in last years fourth quarter.
The companys order backlog as of September 30, 2007 was a record $464 million compared to
$355 million at the end of the fiscal 2006 fourth quarter ended September 30, 2006 and compared to
$411 million at the end of the third quarter of fiscal 2007 ended June 30, 2007. New orders placed
during the fourth quarter of fiscal 2007 totaled a record $200 million compared to $156 million in
the fourth quarter of fiscal 2006 and compared to $151 million in the third quarter of fiscal 2007.
FULL YEAR RESULTS
Revenues for fiscal 2007 were $564.3 million compared to revenues of $374.5 million for the
fiscal 2006. The business operations of the Companys August 2006 Power/Vac product line
acquisition contributed revenues of $85.7 million in fiscal 2007. Net income for fiscal 2007 was
$9.9 million, or $0.88 per diluted share, compared to net income of $8.4 million, or $0.76 per
diluted share, in fiscal 2006.
The Electrical Power Products segment recorded revenues of $541.6 million in fiscal 2007
compared to $347.9 million in fiscal 2006. The business operations of the Companys August 2006
Power/Vac product line acquisition contributed revenues of $85.7 million in the fiscal 2007.
Income before income taxes for Electrical Power Products in fiscal 2007 totaled $14.8 million
versus income before income taxes of $11.3 million in fiscal 2007.
OUTLOOK
The following statements are based on the current expectations of the Company. These
statements are forward-looking and actual results may differ materially as further elaborated in
the last paragraph below.
Powell Industries expects full year fiscal 2008 revenues to range between $625 million and
$650 million and full year fiscal 2008 earnings to range between $1.65 and $1.90 per diluted share.
CONFERENCE CALL
Powell Industries has scheduled a conference call for Wednesday, December 5, 2007, at 11:00
a.m. eastern time. To participate in the conference call, dial 303-262-2143 at least 10 minutes
before the call begins and ask for the Powell Industries conference call. A replay of the call
will be available approximately two hours after the live broadcast ends and will be accessible
until December 12, 2007. To access the replay, dial 303-590-3000 using a passcode of 11102933.
Investors, analysts and the general public will also have the opportunity to listen to the
conference call over the Internet by visiting http://www.powellind.com. To listen to the live call
on the web, please visit the website at least fifteen minutes before the call begins to register,
download and install any necessary audio software. For those who cannot listen to the live
webcast, an archive will be available shortly after the call and will remain available for
approximately 90 days at http://www.powellind.com.
Powell Industries, Inc., headquartered in Houston, designs, manufactures and packages systems
and equipment for the control, distribution and management of electrical energy and other dynamic
processes. Powell provides products and services to large industrial customers such as utilities,
oil and gas producers, refineries, petrochemical plants, pulp and paper producers, mining
operations, commuter railways and other vehicular transportation facilities. For more
information, please visit www.powellind.com.
Any forward-looking statements in the preceding paragraphs of this release are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that such forward-looking statements involve risks and uncertainties in that actual
results may differ materially from those projected in the forward-looking statements. In the
course of operations, we are subject to certain risk factors, including but not limited to the
results of the Companys internal investigation relating to the accounting errors, competition and
competitive pressures, sensitivity to general economic and industrial conditions, international
political and economic risks, availability and price of raw materials and execution of business
strategy. For further information, please refer to the Companys filings with the Securities and
Exchange Commission, copies of which are available from the Company without charge.
- Tables to follow -
POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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Three |
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Two |
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Twelve |
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Eleven |
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Months |
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Months |
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Months |
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Months |
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Ended |
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Ended |
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Ended |
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Ended |
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Sept 30, |
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Sept 30, |
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Sept 30, |
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Sept 30, |
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2007 |
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2006 |
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2007 |
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2006 |
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(In thousands, except per share data) |
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(Unaudited) |
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(Unaudited) |
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Revenues |
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$ |
150,463 |
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$ |
88,282 |
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$ |
564,282 |
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$ |
374,547 |
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Cost of goods sold |
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125,153 |
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72,580 |
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468,691 |
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305,489 |
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Gross profit |
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25,310 |
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15,702 |
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95,591 |
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69,058 |
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Selling, general and administrative expenses |
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20,770 |
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12,805 |
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77,246 |
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55,345 |
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Income before interest, income taxes and minority interest |
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4,540 |
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2,897 |
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18,345 |
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13,713 |
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Interest expense |
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972 |
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488 |
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3,501 |
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1,625 |
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Interest income |
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(148 |
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(191 |
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(558 |
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(927 |
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Income before income taxes and minority interest |
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3,716 |
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2,600 |
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15,402 |
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13,015 |
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Income tax provision |
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1,314 |
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399 |
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5,468 |
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4,609 |
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Minority interest in net income (loss) |
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(58 |
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(25 |
) |
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21 |
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(3 |
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Net income |
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$ |
2,460 |
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$ |
2,226 |
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$ |
9,913 |
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$ |
8,409 |
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Net earnings per common share: |
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Basic |
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$ |
0.22 |
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$ |
0.20 |
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$ |
0.90 |
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$ |
0.77 |
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Diluted |
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$ |
0.22 |
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$ |
0.20 |
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$ |
0.88 |
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$ |
0.76 |
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Weighted average shares: |
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Basic |
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11,111 |
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10,907 |
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11,045 |
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|
10,876 |
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Diluted |
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11,306 |
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11,102 |
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11,233 |
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|
11,089 |
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SELECTED FINANCIAL DATA: |
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Depreciation and amortization |
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$ |
3,339 |
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$ |
1,592 |
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$ |
11,564 |
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$ |
6,498 |
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Capital expenditures |
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$ |
3,227 |
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$ |
3,632 |
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$ |
14,338 |
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$ |
8,435 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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September 30, |
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September 30, |
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2007 |
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2006 |
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(In thousands) |
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(Unaudited) |
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Assets: |
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Current assets |
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$ |
236,886 |
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$ |
193,500 |
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Property, plant and equipment (net) |
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|
67,401 |
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60,336 |
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Other assets |
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36,728 |
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38,842 |
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Total assets |
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$ |
341,015 |
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$ |
292,678 |
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Liabilities & stockholders equity: |
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Current liabilities |
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$ |
135,612 |
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$ |
98,612 |
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Long-term debt and capital lease obligations,
net of current maturities |
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|
27,372 |
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33,886 |
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Deferred and other long-term liabilities |
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|
4,184 |
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|
|
2,971 |
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|
|
|
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Stockholders equity and minority interest |
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|
173,847 |
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|
157,209 |
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|
|
|
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|
|
Total liabilities and stockholders equity |
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$ |
341,015 |
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$ |
292,678 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS
|
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|
|
Three |
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Two |
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Twelve |
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|
Eleven |
|
|
|
Months |
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|
Months |
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|
Months |
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|
Months |
|
|
|
Ended |
|
|
Ended |
|
|
Ended |
|
|
Ended |
|
|
|
Sept 30, |
|
|
Sept 30, |
|
|
Sept 30, |
|
|
Sept 30, |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
(In thousands) |
|
(Unaudited) |
|
|
(Unaudited) |
|
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|
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|
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Revenues: |
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|
Electrical Power Products |
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$ |
145,156 |
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|
$ |
82,515 |
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|
$ |
541,584 |
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|
$ |
347,928 |
|
Process Control Systems |
|
|
5,307 |
|
|
|
5,767 |
|
|
|
22,698 |
|
|
|
26,619 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
$ |
150,463 |
|
|
$ |
88,282 |
|
|
$ |
564,282 |
|
|
$ |
374,547 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Income before income taxes: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical Power Products |
|
$ |
3,674 |
|
|
$ |
1,751 |
|
|
$ |
14,781 |
|
|
$ |
11,273 |
|
Process Control Systems |
|
|
42 |
|
|
|
849 |
|
|
|
621 |
|
|
|
1,742 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income before income taxes |
|
$ |
3,716 |
|
|
$ |
2,600 |
|
|
$ |
15,402 |
|
|
$ |
13,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
September 30, |
|
|
|
2007 |
|
|
2006 |
|
(In thousands) |
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
Backlog: |
|
|
|
|
|
|
|
|
Electrical Power Products |
|
$ |
434,902 |
|
|
$ |
324,688 |
|
Process Control Systems |
|
|
29,596 |
|
|
|
30,440 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total backlog |
|
$ |
464,498 |
|
|
$ |
355,128 |
|
|
|
|
|
|
|
|
# # #