Document


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 (Date of earliest event reported) November 7, 2016
___________________ 
Matrix Service Company
(Exact Name of Registrant as Specified in Its Charter)
___________________ 
 
 
 
 
 
DELAWARE
 
001-15461
 
73-1352174
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
 
 
 
5100 E Skelly Dr., Suite 500, Tulsa, OK
 
74135
 
 
(Address of Principal Executive Offices)
 
(Zip Code)
918-838-8822
(Registrant’s Telephone Number, Including Area Code)
NOT APPLICABLE
(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 (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
 
 






Item 2.02
Results of Operations and Financial Condition.
On November 7, 2016 Matrix Service Company (the “Company”) issued a press release announcing financial results for the first quarter ended September 30, 2016. The full text of the press release is attached as Exhibit 99 to this Current Report on Form 8-K.
The information in this Item 2.02 and Exhibit 99 attached hereto is being furnished pursuant to Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01
Financial Statements and Exhibits.
The following exhibit is furnished herewith:
 
 
 
 
Exhibit No.
  
Description
99
  
Press Release dated November 7, 2016, announcing financial results for the first quarter ended September 30, 2016.







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 hereunto duly authorized.
 
 
 
 
 
 
 
 
Matrix Service Company
 
 
 
Dated: November 7, 2016
 
By:
 
/s/ Kevin S. Cavanah
 
 
 
 
 
 
 
 
 
Kevin S. Cavanah
 
 
 
 
Vice President and Chief Financial Officer







EXHIBIT INDEX
 
 
 
 
Exhibit No.
  
Description
99
  
Press Release dated November 7, 2016, announcing financial results for the first quarter ended September 30, 2016.


Exhibit
Exhibit 99


https://cdn.kscope.io/3021d6bded6a17ab9dad8facbe492177-matrixlogoa01a06.gif
MATRIX SERVICE COMPANY REPORTS FIRST QUARTER RESULTS; AFFIRMS FISCAL 2017 GUIDANCE
TULSA, OK – November 7, 2016 – Matrix Service Company (Nasdaq: MTRX), a leading contractor to the energy, power and industrial markets across North America, today reported financial results for its first quarter ended September 30, 2016.
Key highlights:
Revenue increases to $341.8 million compared to $319.3 million in the first quarter of the prior fiscal year
Company achieves strong fully diluted earnings per share of $0.35
Backlog remains solid at $786.6 million with first quarter project awards of $259.7 million
Company affirms fiscal 2017 guidance

“We are pleased with our first quarter results which reflect strong revenue and earnings per share, led by very strong operational performance in our Storage Solutions segment,” said Matrix Service Company President and Chief Executive Officer John R. Hewitt. "Additionally, project awards of almost $260 million support our fiscal 2017 revenue guidance."
Related to the Company's pipeline of project opportunities, Hewitt indicated that as the commodity markets begin to show signs of recovery, customers in the Company's Storage and Oil Gas & Chemical segments are showing cautious optimism as demonstrated by their proposal activity, FEED work and planning requirements. The Electrical Infrastructure segment continues to have a strong contracting environment in both delivery and generation.
"Based on our long-term macro view of our business markets and the bidding environment we currently see, we expect capital projects and maintenance spending to increase over the next several quarters and into our fiscal 2018. Based on our strategic position in the marketplace and our strong client relationships, we remain confident in our ability to win projects that support our growth objectives and strategic vision," he said.
First Quarter Fiscal 2017 Results
Consolidated revenue was $341.8 million for the three months ended September 30, 2016, compared to $319.3 million in the same period in the prior fiscal year. The 7.0% increase resulted from the strength of the Storage Solutions and Electrical Infrastructure segments. The Company earned $9.3 million, or $0.35 per fully diluted share in the first quarter of fiscal 2017 compared to $9.9 million, or $0.37 per fully diluted share in the prior year.

Consolidated gross profit was $32.3 million in the three months ended September 30, 2016 compared to $34.6 million in the three months ended September 30, 2015. The gross margin was 9.4% in the three months ended September 30, 2016 compared to 10.8% in the same period in the prior fiscal year. The difference in gross margin in fiscal 2017 was primarily caused by increased under recovery of construction overhead costs in certain segments due to lower business volume. It was also impacted by unsettled change orders, which have been recognized at zero margin, on a major electrical infrastructure project.

On a segment basis, Storage Solutions revenue increased 38.3% to $199.5 million in the three months ended September 30, 2016 as compared to $144.2 million in the same quarter last year. The growth resulted from continued progress on the six terminal project in North Dakota. Segment gross profit increased by $6.2 million due to higher revenue. The fiscal 2017 gross margin was 13.3% compared to 14.0% in the same period a year earlier as both periods benefited from effective project execution.
Electrical Infrastructure revenue increased to $88.0 million in the quarter as compared to $65.6 million in the same quarter last year. The 34.1% increase resulted from continued work on the gas fired power generating facility being constructed in Canada. Gross profit increased by $0.5 million in this segment as the impact of higher revenue was largely offset by a lower gross margin which decreased to 6.0% compared to 7.2% in the same period last year. The current year margin was impacted by a combination of lower margin work in our high voltage distribution business and, while improved, the under recovery of overhead costs. In addition, margins were effected by unsettled change orders as noted above.




Oil Gas & Chemical segment revenue was $32.5 million in the three months ended September 30, 2016 as refiners continue to limit spending as the result of continued volatility in commodity prices. In the first quarter of last year revenue was $68.3 million. Gross profit and margin were break-even for the three months ended September 30, 2016 compared to $5.7 million and 8.3%, respectively, in the same period last year. Current year gross profit and margin were affected by significantly lower volume which led to the under recovery of overhead costs.
Revenue in the Industrial segment decreased to $21.8 million in the three months ended September 30, 2016 as compared to $41.2 million in the prior year as a result of continued customer spending limitations in the metals industries. Gross profit decreased by $3.4 million to $0.6 million due to lower revenue and gross margin. The current year gross margin of 2.6% was negatively affected by lower volumes which led to under recovery of construction overhead costs. The fiscal 2016 first quarter gross margin of 9.6% was positively impacted by a stronger spending environment and solid project execution.

Consolidated SG&A expenses were $18.0 million in the three months ended September 30, 2016 compared to $19.5 million in the same period a year earlier. Lower SG&A expenses in the current quarter are primarily due to a reduction in the IT costs charged to the administrative portion of the business. In addition to this reduction, the Company contained SG&A spending, with no significant variances in the three months ended September 30, 2016 compared to the prior fiscal year.
Backlog
Backlog at September 30, 2016 was $786.6 million compared to $868.7 million at June 30, 2016 on project awards of $259.7 million.
Financial Position
Availability under the Company's credit facility of $137.6 million along with the Company's cash balance of $35.6 million provided liquidity of $173.2 million at September 30, 2016, a decrease of $57.6 million, or 25.0%, since June 30, 2016. The variance in liquidity is primarily attributable to the investment of working capital on projects in process.
Earnings Guidance
The Company is reaffirming fiscal 2017 revenue guidance of between $1.30 billion and $1.45 billion and earnings guidance of between $1.10 and $1.40 per fully diluted share.
Conference Call Details
In conjunction with the earnings release, Matrix Service Company will host a conference call with John R. Hewitt, President and CEO, and Kevin S. Cavanah, Vice President and CFO. The call will take place at 10:30 a.m. (Eastern) / 9:30 a.m. (Central) on Monday, November 7, 2016 and will be simultaneously broadcast live over the Internet which can be accessed at the Company’s website at matrixservicecompany.com on the Investors’ page under Conference Calls/Events. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The conference call will be recorded and will be available for replay within one hour of completion of the live call and can be accessed following the same link as the live call.
About Matrix Service Company
Matrix Service Company provides engineering, fabrication, construction and repair and maintenance services to the Electrical Infrastructure, Oil Gas & Chemical, Storage Solutions and Industrial markets.
The Company is headquartered in Tulsa, Oklahoma, with regional operating facilities throughout the United States, Canada and other international locations.




This release contains forward-looking statements that are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are generally accompanied by words such as “anticipate,” “continues,” “expect,” “forecast,” “outlook,” “believe,” “estimate,” “should” and “will” and words of similar effect that convey future meaning, concerning the Company’s operations, economic performance and management’s best judgment as to what may occur in the future. Future events involve risks and uncertainties that may cause actual results to differ materially from those we currently anticipate. The actual results for the current and future periods and other corporate developments will depend upon a number of economic, competitive and other influences, including those factors discussed in the “Risk Factors” and “Forward Looking Statements” sections and elsewhere in the Company’s reports and filings made from time to time with the Securities and Exchange Commission. Many of these risks and uncertainties are beyond the control of the Company, and any one of which, or a combination of which, could materially and adversely affect the results of the Company's operations and its financial condition. We undertake no obligation to update information contained in this release, except as required by law.
For more information, please contact:
Matrix Service Company
Kevin S. Cavanah
Vice President and CFO
T: 918-838-8822
Email:kcavanah@matrixservicecompany.com




Matrix Service Company
Condensed Consolidated Statements of Income
(unaudited)
(In thousands, except per share data) 
 
 
Three Months Ended
 
 
September 30,
2016
 
September 30,
2015
Revenues
 
$
341,781

 
$
319,331

Cost of revenues
 
309,503

 
284,747

Gross profit
 
32,278

 
34,584

Selling, general and administrative expenses
 
17,977

 
19,483

Operating income
 
14,301

 
15,101

Other income (expense):
 
 
 
 
Interest expense
 
(243
)
 
(263
)
Interest income
 
12

 
31

Other
 
7

 
(54
)
Income before income tax expense
 
14,077

 
14,815

Provision for federal, state and foreign income taxes
 
4,735

 
5,076

Net income
 
9,342

 
9,739

Less: Net loss attributable to noncontrolling interest
 

 
(202
)
Net income attributable to Matrix Service Company
 
$
9,342

 
$
9,941

 
 
 
 
 
Basic earnings per common share
 
$
0.35

 
$
0.38

Diluted earnings per common share
 
$
0.35

 
$
0.37

Weighted average common shares outstanding:
 
 
 
 
Basic
 
26,387

 
26,476

Diluted
 
26,796

 
27,050





Matrix Service Company
Condensed Consolidated Balance Sheets
(unaudited)
(In thousands) 

 
September 30,
2016
 
June 30,
2016
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
35,579

 
$
71,656

Accounts receivable, less allowances (September 30, 2016— $8,457 and June 30, 2016—$8,403)
230,975

 
190,434

Costs and estimated earnings in excess of billings on uncompleted contracts
105,094

 
104,001

Inventories
3,767

 
3,935

Income taxes receivable
5

 
9

Other current assets
8,855

 
5,411

Total current assets
384,275

 
375,446

Property, plant and equipment at cost:
 
 
 
Land and buildings
39,545

 
39,224

Construction equipment
90,957

 
90,386

Transportation equipment
48,466

 
49,046

Office equipment and software
33,194

 
29,577

Construction in progress
4,285

 
7,475

Total property, plant and equipment - at cost
216,447

 
215,708

Accumulated depreciation
(134,031
)
 
(130,977
)
Property, plant and equipment - net
82,416

 
84,731

Goodwill
78,274

 
78,293

Other intangible assets
20,151

 
20,999

Deferred income taxes
2,712

 
3,719

Other assets
1,395

 
1,779

Total assets
$
569,223

 
$
564,967

 
 
 
 





Matrix Service Company
Condensed Consolidated Balance Sheets (continued)
(unaudited)
(In thousands, except share data)
 
September 30,
2016
 
June 30,
2016
Liabilities and stockholders’ equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
127,734

 
$
141,445

Billings on uncompleted contracts in excess of costs and estimated earnings
52,382

 
58,327

Accrued wages and benefits
23,212

 
27,716

Accrued insurance
9,649

 
9,246

Income taxes payable
3,676

 
2,675

Other accrued expenses
7,439

 
6,621

Total current liabilities
224,092

 
246,030

Deferred income taxes
3,198

 
3,198

Borrowings under senior revolving credit facility
17,186

 

Other liabilities
215

 
173

Total liabilities
244,691

 
249,401

Commitments and contingencies


 


Stockholders’ equity:
 
 
 
Matrix Service Company stockholders' equity:
 
 
 
Common stock—$.01 par value; 60,000,000 shares authorized; 27,888,217 shares issued as of September 30, 2016, and June 30, 2016; 26,528,060 and 26,297,145 shares outstanding as of September 30, 2016 and June 30, 2016
279

 
279

Additional paid-in capital
124,464

 
127,058

Retained earnings
232,499

 
223,157

Accumulated other comprehensive loss
(7,124
)
 
(6,845
)
 
350,118

 
343,649

Less: Treasury stock, at cost — 1,360,157 shares as of September 30, 2016, and 1,591,072 shares as of June 30, 2016
(24,410
)
 
(26,907
)
Total Matrix Service Company stockholders’ equity
325,708

 
316,742

Noncontrolling interest
(1,176
)
 
(1,176
)
Total stockholders' equity
324,532

 
315,566

Total liabilities and stockholders’ equity
$
569,223

 
$
564,967

 
 
 
 






Matrix Service Company
Results of Operations
(unaudited)
(In thousands)
 

 
 
Three Months Ended
 
 
September 30,
2016
 
September 30,
2015
Gross revenues
 
 
 
 
Electrical Infrastructure
 
$
88,025

 
$
65,625

Oil Gas & Chemical
 
37,828

 
68,959

Storage Solutions
 
199,650

 
144,570

Industrial
 
22,727

 
41,335

Total gross revenues
 
$
348,230

 
$
320,489

Less: Inter-segment revenues
 
 
 
 
Oil Gas & Chemical
 
$
5,286

 
$
648

Storage Solutions
 
128

 
334

Industrial
 
1,035

 
176

Total inter-segment revenues
 
$
6,449

 
$
1,158

Consolidated revenues
 
 
 
 
Electrical Infrastructure
 
$
88,025

 
$
65,625

Oil Gas & Chemical
 
32,542

 
68,311

Storage Solutions
 
199,522

 
144,236

Industrial
 
21,692

 
41,159

Total consolidated revenues
 
$
341,781

 
$
319,331

Gross profit
 
 
 
 
Electrical Infrastructure
 
$
5,250

 
$
4,708

Oil Gas & Chemical
 
1

 
5,683

Storage Solutions
 
26,453

 
20,232

Industrial
 
574

 
3,961

Total gross profit
 
$
32,278

 
$
34,584

Operating income (loss)
 
 
 
 
Electrical Infrastructure
 
$
1,057

 
$
1,200

Oil Gas & Chemical
 
(2,905
)
 
1,416

Storage Solutions
 
16,773

 
11,549

Industrial
 
(624
)
 
936

Total operating income
 
$
14,301

 
$
15,101






Backlog
We define backlog as the total dollar amount of revenue that we expect to recognize as a result of performing work that has been awarded to us through a signed contract, notice to proceed or other type of assurance that we consider firm. The following arrangements are considered firm:

fixed-price awards;
minimum customer commitments on cost plus arrangements; and
certain time and material arrangements in which the estimated value is firm or can be estimated with a reasonable amount of certainty in both timing and amounts.
For long-term maintenance contracts and other established arrangements, we include only the amounts that we expect to recognize into revenue over the next 12 months. For all other arrangements, we calculate backlog as the estimated contract amount less revenue recognized as of the reporting date.

The following table provides a summary of changes in our backlog for the three months ended September 30, 2016:
 
Electrical
Infrastructure
 
Oil Gas &
Chemical
 
Storage
Solutions
 
Industrial
 
Total
 
(In thousands)
Backlog as of June 30, 2016
$
369,791

 
$
91,478

 
$
359,013

 
$
48,390

 
$
868,672

Project awards
72,520

 
120,338

 
38,650

 
28,213

 
259,721

Revenue recognized
(88,025
)
 
(32,542
)
 
(199,522
)
 
(21,692
)
 
(341,781
)
Backlog as of September 30, 2016
$
354,286

 
$
179,274

 
$
198,141

 
$
54,911

 
$
786,612