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: May 4, 2011
(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 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))
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Item 2.02 Results of Operations and Financial Condition
On May 4, 2011, Powell Industries, Inc. (NASDAQ: POWL) issued a press release regarding the
Companys results of operations for its fiscal 2011 second quarter ended March 31, 2011. A copy of
the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report, including the exhibit, is being furnished pursuant to Item
2.02 of Form 8-K and General Instruction B.2 thereunder. The information in this Current Report
shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that Section. The information in this
Current Report shall not be deemed incorporated by reference into any registration statement or
other document pursuant to the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following exhibit is furnished as part of this Report.
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Exhibit |
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Number |
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Description |
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99.1 |
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Press Release dated May 3, 2011 |
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: May 4, 2011 |
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 |
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Powell Industries, Inc. |
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713-947-4422 |
FOR IMMEDIATE RELEASE |
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Ken Dennard / ksdennard@drg-l.com |
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Karen Roan / kcroan@drg-l.com |
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DRG&L / 713-529-6600 |
POWELL INDUSTRIES ANNOUNCES FISCAL 2011
SECOND QUARTER RESULTS
Company reports record orders of $217 million
HOUSTON MAY 3, 2011 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 2011 second quarter ending March 31, 2011.
Revenues for the second quarter of fiscal 2011 were $125.6 million compared to revenues of
$142.1 million for the second quarter of fiscal 2010. Net income for the second quarter was $2.5
million, or $0.21 per diluted share, compared to net income of $9.9 million, or $0.85 per diluted
share, in the second quarter of fiscal 2010. A one-time benefit of $1.2 million, resulting from a
gain on the sale of the Companys investment in a Kazakhstan joint venture, is included in fiscal
2011 second quarter results.
Patrick L. McDonald, President and Chief Executive Officer, stated, We generated record
orders for the second quarter, giving us confidence that we will continue to see gradual
improvement in the market. Even taking into account several large contracts included in second
quarter bookings, the order pace is what we need to build backlog and drive our results later this
year and into fiscal 2012.
We still expect this fiscal year to be somewhat challenging. We are a late cycle business,
largely driven by available backlog and the ability of our customer base to engage in
and move capital projects forward. Our backlog is growing, and at this point, we expect our
fiscal fourth quarter and fiscal 2012 earnings to reflect a more robust business environment.
New orders placed during the second quarter of fiscal 2011 reached a quarterly record of $217
million compared to $186 million in the first quarter of fiscal 2011 and compared to $113 million
in the second quarter of fiscal 2010. The Companys backlog as of March 31, 2011 was $437 million
compared to $344 million as of December 31, 2010 and compared to $313 million at the end of last
years second quarter.
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 expects full year
fiscal 2011 revenues to range between $500 million and $550 million and full year fiscal 2011
earnings to range between $1.10 and $1.40 per diluted share.
CONFERENCE CALL
Powell Industries has scheduled a conference call for Wednesday, May 4, 2011 at 11:00 a.m.
eastern time. To participate in the conference call, dial 480-629-9771 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 May
11, 2011. To access the replay, dial 303-590-3030 using a passcode of 4430676#.
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.
POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
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Three Months Ended |
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Six Months Ended |
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March 31, 2011 |
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March 31, 2010 |
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March 31, 2011 |
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March 31, 2010 |
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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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$ |
125,598 |
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$ |
142,135 |
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$ |
250,272 |
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$ |
278,051 |
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Cost of goods sold |
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99,955 |
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105,602 |
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198,764 |
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203,701 |
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Gross profit |
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25,643 |
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36,533 |
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51,508 |
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74,350 |
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Selling, general and administrative expenses |
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21,538 |
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19,958 |
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42,466 |
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41,737 |
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Amortization of intangible assets |
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1,254 |
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1,199 |
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2,421 |
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2,061 |
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Operating income |
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2,851 |
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15,376 |
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6,621 |
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30,552 |
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Other income |
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(1,229 |
) |
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(1,229 |
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Interest expense |
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94 |
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228 |
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208 |
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410 |
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Interest income |
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(62 |
) |
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(115 |
) |
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(107 |
) |
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(157 |
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Income before income taxes |
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4,048 |
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15,263 |
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7,749 |
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30,299 |
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Income tax provision |
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1,549 |
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5,378 |
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2,818 |
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10,669 |
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Net income |
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2,499 |
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9,885 |
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4,931 |
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19,630 |
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Net income attributable to noncontrolling interest |
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(25 |
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(126 |
) |
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Net income attributable to Powell Industries, Inc. |
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$ |
2,499 |
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$ |
9,860 |
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$ |
4,931 |
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$ |
19,504 |
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Earnings per share attributable to Powell Industries, Inc.: |
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Basic |
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$ |
0.21 |
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$ |
0.86 |
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$ |
0.42 |
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$ |
1.70 |
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Diluted |
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$ |
0.21 |
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$ |
0.85 |
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$ |
0.42 |
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$ |
1.68 |
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Weighted average shares: |
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Basic |
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11,666 |
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11,523 |
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11,653 |
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11,498 |
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Diluted |
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11,799 |
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11,659 |
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11,787 |
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11,639 |
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SELECTED FINANCIAL DATA: |
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Capital Expenditures |
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$ |
1,904 |
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$ |
846 |
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$ |
2,667 |
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$ |
1,460 |
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Depreciation and amortization |
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$ |
3,938 |
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$ |
3,497 |
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$ |
7,493 |
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$ |
6,369 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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March 31, |
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September 30, |
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2011 |
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2010 |
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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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$ |
317,192 |
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$ |
302,191 |
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Property, plant and equipment (net) |
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61,440 |
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63,676 |
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Other assets |
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34,555 |
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34,845 |
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Total assets |
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$ |
413,187 |
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$ |
400,712 |
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Liabilities & equity: |
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Current liabilities |
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$ |
118,775 |
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$ |
114,746 |
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Long-term debt and capital lease obligations, net of current maturities |
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4,543 |
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5,202 |
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Deferred and other long-term liabilities |
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4,075 |
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|
3,461 |
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Stockholders equity |
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285,794 |
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|
277,303 |
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Total liabilities and equity |
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$ |
413,187 |
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$ |
400,712 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS
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Three Months Ended |
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Six Months Ended |
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March 31, 2011 |
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|
March 31, 2010 |
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March 31, 2011 |
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March 31, 2010 |
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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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$ |
119,063 |
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$ |
133,401 |
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$ |
236,206 |
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$ |
261,530 |
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Process Control Systems |
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|
6,535 |
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|
8,734 |
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|
14,066 |
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|
16,521 |
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|
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Total revenues |
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$ |
125,598 |
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|
$ |
142,135 |
|
|
$ |
250,272 |
|
|
$ |
278,051 |
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Income before income taxes: |
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|
|
|
|
|
|
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|
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|
|
|
|
|
|
|
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Electrical Power Products |
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$ |
4,194 |
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$ |
14,320 |
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$ |
8,279 |
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$ |
28,168 |
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Process Control Systems |
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(146 |
) |
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|
943 |
|
|
|
(530 |
) |
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|
2,131 |
|
|
|
|
|
|
|
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|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Total income before income taxes |
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$ |
4,048 |
|
|
$ |
15,263 |
|
|
$ |
7,749 |
|
|
$ |
30,299 |
|
|
|
|
|
|
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|
|
|
|
|
|
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|
|
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|
|
|
|
|
|
|
|
March 31, |
|
|
September 30, |
|
|
|
2011 |
|
|
2010 |
|
(In thousands) |
|
(Unaudited) |
|
Identifiable tangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical Power Products |
|
$ |
240,925 |
|
|
$ |
230,111 |
|
Process Control Systems |
|
|
8,521 |
|
|
|
9,617 |
|
Corporate |
|
|
136,817 |
|
|
|
133,635 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total identifiable tangible assets |
|
$ |
386,263 |
|
|
$ |
373,363 |
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|
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|
|
|
|
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|
Backlog: |
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|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical Power Products |
|
$ |
381,032 |
|
|
$ |
245,433 |
|
Process Control Systems |
|
|
55,545 |
|
|
|
36,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total backlog |
|
$ |
436,577 |
|
|
$ |
282,303 |
|
|
|
|
|
|
|
|
# # #