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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)
         
Delaware   001-12488   88-0106100
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (I.R.S. Employer
Identification Number)
     
8550 Mosley Drive
Houston, Texas
  77075-1180
(Address of Principal
Executive Offices)
  (Zip Code)
(713) 944-6900
(Registrant’s 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:
    o Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)
    o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12)
    o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Action (17CFR240.14D-2(b))
    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 Company’s operations do not fluctuate on a seasonal basis and the change in fiscal year end is only 30 days. A replay of the Company’s 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.
(c)   Exhibits:
         
Exhibit        
Number   Description    
99.1
  Press Release dated February 7, 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.
         
    POWELL INDUSTRIES, INC.
 
       
Date: February 8, 2007
  By:   /s/ DON R. MADISON
 
       
 
      Don R. Madison
 
      Vice President
 
      Chief Financial Officer
 
      (Principal Accounting and Financial Officer)

 


 

EXHIBIT INDEX
         
Exhibit        
Number   Description    
99.1
  Press Release dated February 7, 2007    

 

exv99w1
 

EXHIBIT 99.1
     
(POWELL LOGO)   Press Release
     
         
 
  Contacts:   Don R. Madison, CFO
FOR IMMEDIATE RELEASE
      Powell Industries, Inc.
 
      713-947-4422
 
       
 
      Ken Dennard / ksdennard@drg-e.com
 
      Karen Roan / kcroan@drg-e.com
 
      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 Company’s 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 Powell’s 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 Company’s 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 year’s fiscal first quarter.
     The company’s 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 Company’s 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
                 
    Three Months     Three Months  
    Ended     Ended  
    December 31,     January 31,  
    2006     2006  
(In thousands, except per share data)   (Unaudited)  
Revenues
  $ 122,776     $ 83,813  
 
Cost of goods sold
    101,319       69,036  
 
           
 
               
Gross profit
    21,457       14,777  
 
Selling, general and administrative expenses
    16,274       12,984  
 
           
 
               
Income before interest, income taxes and minority interest
    5,183       1,793  
 
Interest expense
    688       335  
 
Interest income
    (180 )     (302 )
 
           
 
               
Income before income taxes and minority interest
    4,675       1,760  
 
Income tax provision
    1,724       649  
 
Minority interest in net income
    59       18  
 
           
 
               
Net income
  $ 2,892     $ 1,093  
 
           
 
               
Net earnings per common share:
               
 
Basic
  $ 0.26     $ 0.10  
 
           
Diluted
  $ 0.26     $ 0.10  
 
           
 
               
Weighted average shares:
               
 
               
Basic
    10,942       10,853  
 
           
Diluted
    11,121       11,004  
 
           
 
               
SELECTED FINANCIAL DATA:
               
 
               
Capital Expenditures
  $ 5,430     $ 1,178  
 
           
 
               
Depreciation and amortization
  $ 2,498     $ 1,805  
 
           
Note:   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
                 
    December 31,     September 30,  
    2006     2006  
(In thousands)   (Unaudited)          
Assets:
               
 
               
Current assets
  $ 212,906     $ 192,946  
 
Property, plant and equipment, net
    64,521       60,336  
 
Other assets
    38,252       38,842  
 
           
 
               
Total assets
  $ 315,679     $ 292,124  
 
           
 
               
Liabilities & stockholders’ equity:
               
 
               
Current liabilities
  $ 110,039     $ 96,227  
 
Long-term debt and capital lease obligations, net of current maturities
    38,295       33,886  
 
Deferred and other long-term liabilities
    2,973       2,971  
 
Stockholders’ equity and minority interest
    164,372       159,040  
 
           
 
               
Total liabilities and stockholders’ equity
  $ 315,679     $ 292,124  
 
           

 


 

POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS
                 
    Three Months     Three Months  
    Ended     Ended  
    December 31,     January 31,  
    2006     2006  
(In thousands)   (Unaudited)  
Revenues:
               
 
               
Electrical Power Products
  $ 117,343     $ 76,642  
Process Control Systems
    5,433       7,171  
 
           
 
               
Total revenues
  $ 122,776     $ 83,813  
 
           
 
               
Income before income taxes:
               
 
               
Electrical Power Products
  $ 4,592     $ 1,399  
Process Control Systems
    83       361  
 
           
 
               
Total income before income taxes
  $ 4,675     $ 1,760  
 
           
                 
    December 31,     September 30,  
    2006     2006  
(In thousands)   (Unaudited)  
Backlog:
               
 
               
Electrical Power Products
  $ 356,387     $ 324,688  
Process Control Systems
    28,112       30,440  
 
           
 
               
Total backlog
  $ 384,499     $ 355,128  
 
           
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