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 10, 2008
(Date of earliest event reported)
POWELL INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-12488
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88-0106100 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
incorporation or organization)
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Identification Number) |
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8550 Mosley Drive |
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Houston, Texas
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77075-1180 |
(Address of Principal
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(Zip Code) |
Executive Offices) |
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(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 Action
(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 10, 2008, Powell Industries, Inc. (NASDAQ: POWL) held a conference call to discuss the
results of its fiscal 2008 fourth quarter ended September 30, 2008, as reflected in the attached
press release dated December 10, 2008 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 10, 2008, the Company announced results for its fiscal 2008 fourth quarter and year
ended September 30, 2008. 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 10, 2008 |
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 10, 2008 |
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 2008
FOURTH QUARTER AND YEAR-END RESULTS
Company reports record orders, revenues and earnings for the year
HOUSTON DECEMBER 10, 2008 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 2008 fourth quarter and year ended September 30,
2008.
Revenues for the fourth quarter of fiscal 2008 were $167.1 million compared to revenues of
$150.5 million for the fourth quarter of fiscal 2007. Net income for the fourth quarter was $8.3
million, or $0.72 per diluted share, compared to net income of $2.5 million, or $0.22 per diluted
share, in the fourth quarter of fiscal 2007.
Patrick L. McDonald, President and Chief Executive Officer, stated, We are pleased with our
2008 results which set new records for orders, revenues and earnings. Importantly, our through-put
continues to improve as we benefit from the investments we have made in our people and processes.
We enter 2009 with a backlog that provides the ability to reach even higher levels of
performance. The long-term outlook for our business is solid; we have the right solutions for our
customer base and are well positioned in our key markets. We believe we will play a significant
role in both the short and long-term needs of our customers.
The Electrical Power Products segment recorded revenues of $159.8 million in the fiscal 2008
fourth quarter compared to $145.2 million in the fourth quarter of fiscal 2007. Income before
income taxes for Electrical Power Products in the fourth quarter totaled $13.0 million versus
income before income taxes of $3.7 million in last years fourth quarter.
The Companys backlog as of September 30, 2008 was $519 million compared to $553 million as of
June 30, 2008 and compared to $464 million at the end of last years fourth quarter. New orders
placed during the fourth quarter of fiscal 2008 totaled $136 million compared to $188 million in
the third quarter of fiscal 2008 and compared to $200 million in the fourth quarter of fiscal 2007.
FISCAL 2008 RESULTS
Revenues for fiscal 2008 were $638.7 million compared to revenues of $564.3 million for fiscal
2007. Net income was $25.8 million, or $2.26 per diluted share, compared to net income of $9.9
million, or $0.88 per diluted share, in fiscal 2007.
The Electrical Power Products segment recorded revenues of $611.5 million in fiscal 2008
compared to $541.6 million in fiscal 2007. Income before income taxes for Electrical Power
Products in fiscal 2008 totaled $38.2 million versus income before income taxes of $14.8 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.
Based on its backlog and current business conditions, Powell Industries now expects full year
fiscal 2009 revenues to range between $700 million and $725 million and full year fiscal 2009
earnings to range between $2.60 and $2.85 per diluted share.
CONFERENCE CALL
Powell Industries has scheduled a conference call for Wednesday, December 10, 2008 at 11:00
a.m. eastern time. To participate in the conference call, dial 303-262-2161 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 17, 2008. To access the replay, dial 303-590-3000 using a passcode of 11122993#.
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, 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 Months Ended |
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Years Ended |
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September 30, |
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September 30, |
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2008 |
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2007 |
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2008 |
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2007 |
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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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$ |
167,127 |
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$ |
150,463 |
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$ |
638,704 |
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$ |
564,282 |
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Cost of goods sold |
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133,110 |
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125,153 |
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512,298 |
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468,691 |
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Gross profit |
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34,017 |
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25,310 |
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126,406 |
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95,591 |
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Selling, general and administrative expenses |
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21,155 |
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20,770 |
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84,001 |
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77,246 |
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Income before interest, income taxes and minority interest |
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12,862 |
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4,540 |
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42,405 |
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18,345 |
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Interest expense |
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559 |
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972 |
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2,892 |
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3,501 |
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Interest income |
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(95 |
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(148 |
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(355 |
) |
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(558 |
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Income before income taxes and minority interest |
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12,398 |
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3,716 |
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39,868 |
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15,402 |
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Income tax provision |
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3,954 |
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1,314 |
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14,072 |
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5,468 |
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Minority interest in net income (loss) |
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105 |
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(58 |
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(51 |
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21 |
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Net income |
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$ |
8,339 |
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$ |
2,460 |
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$ |
25,847 |
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$ |
9,913 |
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Net earnings per common share: |
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Basic |
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$ |
0.73 |
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$ |
0.22 |
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$ |
2.29 |
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$ |
0.90 |
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Diluted |
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$ |
0.72 |
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$ |
0.22 |
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$ |
2.26 |
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$ |
0.88 |
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Weighted average shares: |
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Basic |
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11,361 |
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11,111 |
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11,265 |
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11,045 |
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Diluted |
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11,506 |
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11,306 |
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11,452 |
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11,233 |
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SELECTED FINANCIAL DATA: |
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Depreciation and amortization |
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$ |
2,938 |
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$ |
3,339 |
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$ |
11,873 |
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$ |
11,564 |
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Capital expenditures |
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$ |
1,459 |
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$ |
3,227 |
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$ |
3,428 |
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$ |
14,338 |
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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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2008 |
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2007 |
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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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$ |
303,435 |
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$ |
236,886 |
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Property, plant and equipment (net) |
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61,546 |
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67,401 |
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Other assets |
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32,653 |
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36,728 |
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Total assets |
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$ |
397,634 |
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$ |
341,015 |
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Liabilities & stockholders equity: |
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Current liabilities |
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$ |
152,736 |
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$ |
135,612 |
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Long-term debt and capital lease obligations,
net of current maturities |
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33,944 |
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27,372 |
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Deferred and other long-term liabilities |
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3,832 |
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4,184 |
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Stockholders equity and minority interest |
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207,122 |
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173,847 |
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Total liabilities and stockholders equity |
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$ |
397,634 |
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$ |
341,015 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS
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Three Months Ended |
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Years Ended |
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September 30, |
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September 30, |
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2008 |
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2007 |
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2008 |
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2007 |
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(In thousands) |
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(Unaudited) |
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(Unaudited) |
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Revenues: |
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Electrical Power Products |
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$ |
159,771 |
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$ |
145,156 |
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$ |
611,470 |
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$ |
541,584 |
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Process Control Systems |
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7,356 |
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5,307 |
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27,234 |
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22,698 |
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Total revenues |
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$ |
167,127 |
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$ |
150,463 |
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$ |
638,704 |
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$ |
564,282 |
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Income before income taxes: |
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Electrical Power Products |
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$ |
12,958 |
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$ |
3,674 |
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$ |
38,241 |
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$ |
14,781 |
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Process Control Systems |
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(560 |
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42 |
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1,627 |
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|
621 |
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Total income before income taxes |
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$ |
12,398 |
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$ |
3,716 |
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$ |
39,868 |
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$ |
15,402 |
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September 30, |
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September 30, |
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2008 |
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2007 |
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(In thousands) |
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(Unaudited) |
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Identifiable tangible assets: |
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Electrical Power Products |
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$ |
342,105 |
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$ |
279,901 |
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Process Control Systems |
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8,734 |
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|
7,365 |
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Corporate |
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|
20,507 |
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23,460 |
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Total identifiable tangible assets |
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$ |
371,346 |
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$ |
310,726 |
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Backlog: |
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Electrical Power Products |
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$ |
493,025 |
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$ |
434,902 |
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Process Control Systems |
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|
25,535 |
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29,596 |
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Total backlog |
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$ |
518,560 |
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$ |
464,498 |
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# # #