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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: February 7, 2007
(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
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification Number) |
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8550 Mosley Drive
Houston, Texas
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77075-1180 |
(Address of Principal
Executive Offices)
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(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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o Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Action
(17CFR240.14D-2(b)) |
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o 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 February 7, 2007, Powell Industries, Inc. (NASDAQ: POWL) held a conference call to discuss the
results of its fiscal 2007 first quarter ended December 31, 2006, as reflected in the attached
press release dated February 7, 2007 released earlier that day. The Company changed its fiscal year
end from October 31 to September 30 effective September 30, 2006. Prior year financial statements
have not been restated to conform to the new fiscal year as the Companys operations do not
fluctuate on a seasonal basis and the change in fiscal year end is
only 30 days. 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 February 7, 2007, the Company announced results for its fiscal 2007 first quarter ended December
31, 2006. 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 |
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99.1
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Press Release dated February 7, 2007
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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: February 8, 2007
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By:
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/s/ DON R. MADISON |
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Don R. Madison |
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Vice President |
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Chief Financial Officer |
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(Principal Accounting and Financial Officer) |
EXHIBIT INDEX
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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 February 7, 2007
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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
FIRST QUARTER RESULTS
Reports diluted EPS of $0.26, up 160%
HOUSTON FEBRUARY 7, 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 first quarter ended December 31, 2006. As
previously announced, the Company changed its fiscal year-end to September 30 from October 31,
effective September 30, 2006; therefore, the comparable period of fiscal 2006 is comprised of the
three months ended January 31, 2006.
Revenues for the first quarter of fiscal 2007 were $122.8 million compared to revenues of
$83.8 million for the first quarter of fiscal 2006. The business operations of the Companys
August 2006 Power/Vac® product line acquisition from General Electric contributed
revenues of $21.3 million in the first quarter of fiscal 2007. Net income for the first quarter
was $2.9 million, or $0.26 per diluted share, compared to net income of $1.1 million, or $0.10 per
diluted share, in the first quarter of fiscal 2006.
Thomas W. Powell, chairman and chief executive officer, stated, We are encouraged with the
ongoing strength of our Electrical Power Products business. We experienced growth in all of the
major sectors we serve, new orders continued to strengthen and backlog reached a record $384
million. We have generated a rising backlog for the past three fiscal years, driven by strong
market demand for Powells products and services.
Additionally, recent acquisitions have strengthened our strategic position in the electrical
power products market. We have enhanced our ability to reach a broader market and gain access to new customers through our long-term commercial alliance with General Electric.
New products and new channels to new markets have strengthened Powell and improved our position for
continuous growth.
Based on the current state of our end markets and associated capital spending, we expect our
industry to remain healthy for the foreseeable future. With the strength of our backlog and the
benefits of our most recent acquisition, we expect the Company to continue its positive growth
trend.
The Electrical Power Products segment recorded revenues of $117.3 million in the fiscal 2007
first quarter compared to $76.6 million in the first quarter of fiscal 2006. The business
operations of the Companys August 2006 Power/Vac® product line acquisition from General
Electric contributed revenues of $21.3 million in the first quarter of fiscal 2007. Income before
income taxes for Electrical Power Products in the first quarter totaled $4.6 million versus income
before income taxes of $1.4 million in last years fiscal first quarter.
The companys order backlog as of December 31, 2006 was a record $384 million compared to $287
million at the end of the fiscal 2006 first quarter ended January 31, 2006 and compared to $355
million at the end of the fourth quarter of fiscal 2006. New orders placed during the first
quarter totaled $148 million compared to $111 million in the first quarter a year ago and compared
to $156 million in the fourth quarter of fiscal 2006.
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 continues to expect full year fiscal 2007 revenues to range between $475
million and $500 million and full year fiscal 2007 earnings to range between $1.20 and $1.45 per
diluted share, including the integration costs for the Power/Vac® product line
acquisition.
CONFERENCE CALL
Powell Industries has scheduled a conference call for Wednesday, February 7, 2007, at 11:00
a.m. eastern time. To participate in the conference call, dial 303-262-2142 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 February 14, 2007. To access the replay, dial 303-590-3000 using a passcode of 11083006#.
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, TX, designs, manufactures and services
equipment and systems for the management and control of electrical energy and other critical
processes. Powell provides products and services to the industrial, utility, transportation and
environmental markets. 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 uncertainty 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
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 |
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Three Months |
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Ended |
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Ended |
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December 31, |
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January 31, |
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2006 |
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2006 |
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(In thousands, except per share data) |
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(Unaudited) |
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Revenues |
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$ |
122,776 |
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$ |
83,813 |
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Cost of goods sold |
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101,319 |
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69,036 |
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Gross profit |
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21,457 |
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14,777 |
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Selling, general and administrative expenses |
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16,274 |
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12,984 |
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Income before interest, income taxes and minority interest |
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5,183 |
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1,793 |
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Interest expense |
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688 |
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335 |
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Interest income |
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(180 |
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(302 |
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Income before income taxes and minority interest |
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4,675 |
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1,760 |
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Income tax provision |
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1,724 |
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649 |
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Minority interest in net income |
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59 |
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18 |
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Net income |
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$ |
2,892 |
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$ |
1,093 |
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Net earnings per common share: |
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Basic |
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$ |
0.26 |
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$ |
0.10 |
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Diluted |
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$ |
0.26 |
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$ |
0.10 |
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Weighted average shares: |
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Basic |
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10,942 |
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10,853 |
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Diluted |
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11,121 |
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11,004 |
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SELECTED FINANCIAL DATA: |
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Capital Expenditures |
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$ |
5,430 |
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$ |
1,178 |
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Depreciation and amortization |
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$ |
2,498 |
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$ |
1,805 |
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Note: |
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Effective September 30, 2006, we changed our fiscal year from October 31 to September 30.
We have not restated prior year financial statements to conform to the new fiscal year as we
do not believe the results would be materially different because our operations and cash flows
do not fluctuate on a seasonal basis and the change in fiscal year ends is 30 days. |
POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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December 31, |
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September 30, |
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2006 |
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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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$ |
212,906 |
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$ |
192,946 |
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Property, plant and equipment, net |
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64,521 |
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60,336 |
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Other assets |
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38,252 |
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38,842 |
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Total assets |
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$ |
315,679 |
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$ |
292,124 |
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Liabilities & stockholders equity: |
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Current liabilities |
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$ |
110,039 |
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$ |
96,227 |
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Long-term debt and capital lease obligations,
net of current maturities |
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38,295 |
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33,886 |
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Deferred and other long-term liabilities |
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2,973 |
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2,971 |
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Stockholders equity and minority interest |
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164,372 |
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159,040 |
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Total liabilities and stockholders equity |
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$ |
315,679 |
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$ |
292,124 |
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POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS
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Three Months |
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Three Months |
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Ended |
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Ended |
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December 31, |
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January 31, |
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2006 |
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2006 |
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(In thousands) |
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(Unaudited) |
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Revenues: |
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Electrical Power Products |
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$ |
117,343 |
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$ |
76,642 |
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Process Control Systems |
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5,433 |
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7,171 |
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Total revenues |
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$ |
122,776 |
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$ |
83,813 |
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Income before income taxes: |
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Electrical Power Products |
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$ |
4,592 |
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$ |
1,399 |
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Process Control Systems |
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83 |
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361 |
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Total income before income taxes |
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$ |
4,675 |
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$ |
1,760 |
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December 31, |
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September 30, |
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2006 |
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2006 |
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(In thousands) |
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(Unaudited) |
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Backlog: |
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Electrical Power Products |
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$ |
356,387 |
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$ |
324,688 |
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Process Control Systems |
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28,112 |
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30,440 |
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Total backlog |
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$ |
384,499 |
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$ |
355,128 |
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