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) August 30, 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 August 30, 2016, Matrix Service Company (the “Company”) issued a press release announcing financial results for the fourth quarter and fiscal year ending June 30, 2016 and providing guidance for its fiscal 2017. 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 August 30, 2016, announcing financial results for the fourth quarter and fiscal year ending June 30, 2016 and providing guidance for fiscal 2017.







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: August 30, 2016
 
By:
 
/s/ Kevin S. Cavanah
 
 
 
 
 
 
 
 
 
Kevin S. Cavanah
 
 
 
 
Vice President and Chief Financial Officer







EXHIBIT INDEX
 
 
 
 
Exhibit No.
  
Description
99
  
Press Release dated August 30, 2016, announcing financial results for the fourth quarter and fiscal year ending June 30, 2016 and providing guidance for fiscal 2017.



Exhibit
Exhibit 99


https://cdn.kscope.io/61538fcbb879562628989c8be55aed81-matrixslogoprimaryrgba01a03.gif
MATRIX SERVICE COMPANY ANNOUNCES STRONG FINISH TO FISCAL 2016; PROVIDES GUIDANCE FOR FISCAL 2017

Company achieves fourth quarter earnings per share of $0.34; full year earnings per share of $1.07
Strong quarterly revenue of $359.6 million despite a challenging business environment
In fiscal 2016, the Company purchased over 650 thousand shares totaling $10.5 million
Fiscal 2017 guidance for revenue of $1.30 billion to $1.45 billion and fully diluted EPS of $1.10 to $1.40

TULSA, OK – August 30, 2016 – Matrix Service Company (Nasdaq: MTRX) today reported its financial results for the fourth quarter and year ended June 30, 2016.

“Despite continued market pressure on our customers as a result of current commodity pricing, our financial performance in this quarter provided a strong close to the fiscal year," said the Company's President and CEO John R. Hewitt. "Looking forward, the construction of TransCanada's Napanee Generating Station and all six terminals for Energy Transfer's Dakota Access Pipeline continue to progress and underpin the outlook for the coming year. We begin fiscal 2017 with an historically normal level of backlog and, even in this difficult market environment, expect a strong level of project awards by the end of the calendar year. Additionally, our balance sheet remains strong and Company liquidity is nearly $231 million - 32 percent higher than year-end fiscal 2015."

In addition to sound financial performance, the Company achieved record safety results for the fiscal year, with a Total Recordable Incident Rate of 0.55. "In this business, nothing is more important than the safety of our employees, customers and fellow contractors," said Hewitt. "These results are a tribute to our employees' commitment to our core values and their focus on providing quality and leadership in the work we do."

Fourth Quarter Fiscal 2016 Results

Revenue for the fourth quarter ended June 30, 2016 was $359.6 million compared to $364.4 million in the same period a year earlier, a decrease of $4.8 million, or 1.3%. In the fourth quarter ended June 30, 2016, the Company generated net income of $9.1 million, or $0.34 per fully diluted share. In the same period a year earlier, the Company earned $10.9 million, or $0.40 per fully diluted share.

On a segment basis, revenue increased $31.6 million and $2.1 million in the Storage Solutions and Electrical Infrastructure segments, driven largely by our major projects. These increases were offset by decreases in the Industrial and Oil Gas & Chemical segments of $21.9 million and $16.6 million, as a result of continued commodity price pressure.

Consolidated gross profit was $34.1 million in the three months ended June 30, 2016 compared to $40.4 million in the three months ended June 30, 2015, primarily as a result of lower gross profit in the Industrial segment. Fiscal 2016 gross margins were 9.5% compared to 11.1% in the same period a year earlier.

Selling, general and administrative costs were $19.6 million in the fourth quarter of fiscal 2016, compared to $22.0 million in the same period a year earlier due largely to a reduction in incentive compensation as well as efficiency improvements. SG&A expense as a percentage of revenue decreased to 5.5% in the three months ended June 30, 2016 as compared to 6.0% for the three months ended June 30, 2015.





Fiscal 2016 Results

Revenue for the year ended June 30, 2016 was $1.312 billion compared to $1.343 billion in the same period a year earlier, a decrease of $31.2 million, or 2.3%. In fiscal 2016, the Company earned net income of $28.9 million, or $1.07 per fully diluted share. In the same period a year earlier, the Company earned $17.2 million, or $0.63 per fully diluted share. The Company's portion of the acquired joint venture project charges recorded in fiscal 2015, which have been discussed in previous earnings releases, totaled $34.7 million. The charges, which were partially offset by lower incentive compensation, reduced earnings for the period by $0.67 per fully diluted share.

On a segment basis, revenue decreased in the Industrial and Oil Gas & Chemical segments by $127.1 million and $55.6 million, respectively, partially offset by increases of $91.1 million and $60.4 million in the Electrical Infrastructure and Storage Solutions segments, respectively. In the Industrial segment, lower commodity prices caused decreased business volumes in the iron and steel and mining markets. In the Oil Gas & Chemical segment, low prevailing commodity prices in fiscal 2016 and a significant turnaround in fiscal 2015 led to lower revenues in fiscal 2016. The increases in the Electrical Infrastructure and Storage Solutions segments is attributable to work on the major projects mentioned above.

Consolidated gross profit was $126.0 million in the year ended June 30, 2016 compared to $87.4 million in same period a year earlier. Fiscal 2016 gross margins were 9.6%. Fiscal 2015 gross margins were reduced by 4.3% to 6.5% due to charges related to the acquired joint venture project.

Consolidated SG&A expenses were $85.1 million in the year ended June 30, 2016 compared to $78.6 million in the same period a year earlier. The increase in fiscal 2016 SG&A expense is primarily related to a bad debt charge of $5.2 million and $1.2 million of costs related to the Baillie Tank Equipment, Ltd. acquisition completed in February 2016. SG&A, inclusive of the bad debt charge and acquisition expense, was 6.5% of revenue in the year ended June 30, 2016 compared to 5.8% in the same period a year earlier.

Income Tax Expense

The effective tax rates were 35.6% for the three months and fiscal year ended June 30, 2016. The Company estimates that its fiscal 2017 effective tax rate will approximate 36.0%.

Backlog

Backlog at June 30, 2016 totaled $868.7 million compared to record backlog of $1.421 billion at June 30, 2015, due to two major multi-year project awards in the second half of fiscal 2015. Project awards in the three months and for the fiscal year ended June 30, 2016 totaled $195.8 million and $793.6 million, respectively.

Financial Position

The Company’s cash balance was $71.7 million at June 30, 2016. In fiscal 2016, the Company generated $30.3 million from operations, funded capital expenditures of $13.9 million, acquired a company for $13.0 million and repurchased shares for $10.5 million. In addition, the Company expended $8.8 million to pay off the outstanding balance under the senior credit facility. The cash balance along with availability under the senior credit facility gives the Company liquidity of $230.8 million at June 30, 2016.

Earnings Guidance

The Company expects that fiscal 2017 revenue will be between $1.30 billion and $1.45 billion and that earnings will be 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 Wednesday, August 31, 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.
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
Consolidated Statements of Income
(In thousands, except per share data)
 
 
 
Three Months Ended
 
Twelve Months Ended
 
 
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Revenues
 
$
359,635

 
$
364,417

 
$
1,311,917

 
$
1,343,135

Cost of revenues
 
325,536

 
324,013

 
1,185,926

 
1,255,765

Gross profit
 
34,099

 
40,404

 
125,991

 
87,370

Selling, general and administrative expenses
 
19,600

 
22,030

 
85,109

 
78,568

Operating income
 
14,499

 
18,374

 
40,882

 
8,802

Other income (expense):
 
 
 
 
 
 
 
 
Interest expense
 
(96
)
 
(290
)
 
(852
)
 
(1,236
)
Interest income
 
43

 
78

 
190

 
468

Other
 
(256
)
 
(123
)
 
(567
)
 
158

Income before income tax expense
 
14,190

 
18,039

 
39,653

 
8,192

Provision for federal, state and foreign income taxes
 
5,056

 
6,819

 
14,116

 
10,090

Net income (loss)
 
9,134

 
11,220

 
25,537

 
(1,898
)
Less: Net income (loss) attributable to noncontrolling interest
 

 
304

 
(3,326
)
 
(19,055
)
Net income attributable to Matrix Service Company
 
$
9,134

 
$
10,916

 
$
28,863

 
$
17,157

Basic earnings per common share
 
$
0.35

 
$
0.41

 
$
1.09

 
$
0.64

Diluted earnings per common share
 
$
0.34

 
$
0.40

 
$
1.07

 
$
0.63

Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
26,434

 
26,633

 
26,597

 
26,603

Diluted
 
26,774

 
27,132

 
27,100

 
27,177





Matrix Service Company
Consolidated Balance Sheets
(In thousands)
 

 
 
June 30,
2016
 
June 30,
2015
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
71,656

 
$
79,239

Accounts receivable, less allowances (2016 - $8,403; 2015 - $561)
 
190,434

 
199,149

Costs and estimated earnings in excess of billings on uncompleted contracts
 
104,001

 
86,071

Inventories
 
3,935

 
2,773

Income taxes receivable
 
9

 
579

Other current assets
 
5,411

 
5,660

Total current assets
 
375,446

 
373,471

Property, plant and equipment, at cost:
 
 
 
 
Land and buildings
 
39,224

 
32,746

Construction equipment
 
90,386

 
87,561

Transportation equipment
 
49,046

 
47,468

Office equipment and software
 
29,577

 
28,874

Construction in progress
 
7,475

 
5,196

Total property, plant and equipment - at cost
 
215,708

 
201,845

Accumulated depreciation
 
(130,977
)
 
(116,782
)
Property, plant and equipment - net
 
84,731

 
85,063

Goodwill
 
78,293

 
71,518

Other intangible assets
 
20,999

 
23,961

Deferred income taxes
 
3,719

 
3,729

Other assets
 
1,779

 
3,947

Total assets
 
$
564,967

 
$
561,689





Matrix Service Company
Consolidated Balance Sheets (continued)
(In thousands, except share data)
 
 
 
June 30,
2016
 
June 30,
2015
Liabilities and stockholders’ equity
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
141,445

 
$
125,792

Billings on uncompleted contracts in excess of costs and estimated earnings
 
58,327

 
96,704

Accrued wages and benefits
 
27,716

 
26,725

Accrued insurance
 
9,246

 
8,100

Income taxes payable
 
2,675

 
3,268

Other accrued expenses
 
6,621

 
6,498

Total current liabilities
 
246,030

 
267,087

Deferred income taxes
 
3,198

 
1,244

Borrowings under senior revolving credit facility
 

 
8,804

Other liabilities
 
173

 

Total liabilities
 
249,401

 
277,135

Commitments and contingencies
 
 
 
 
Matrix Service Company Stockholders’ equity:
 
 
 
 
Common stock—$.01 par value; 60,000,000 shares authorized; 27,888,217 shares issued as of June 30, 2016 and June 30, 2015; 26,297,145 and 26,440,823 shares outstanding as of June 30, 2016 and June 30, 2015
 
279

 
279

Additional paid-in capital
 
126,958

 
123,038

Retained earnings
 
223,257

 
194,394

Accumulated other comprehensive income
 
(6,845
)
 
(5,926
)
 
 
343,649

 
311,785

Less treasury stock, at cost — 1,591,072 and 1,447,394 shares as of June 30, 2016 and June 30, 2015
 
(26,907
)
 
(18,489
)
Total Matrix Service Company stockholders' equity
 
316,742

 
293,296

Noncontrolling interest
 
(1,176
)
 
(8,742
)
Total stockholders' equity
 
315,566

 
284,554

Total liabilities and stockholders’ equity
 
$
564,967

 
$
561,689





Results of Operations
(In thousands)
 
 
 
 
 
 
 
 
 
 
Electrical
Infrastructure
 
Oil Gas &
Chemical
 
Storage
Solutions
 
Industrial
 
Total
Three Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
Gross revenues
 
$
97,574

 
$
64,291

 
$
164,664

 
$
33,369

 
$
359,898

Less: inter-segment revenues
 

 
76

 
186

 
1

 
263

Consolidated revenues
 
97,574

 
64,215

 
164,478

 
33,368

 
359,635

Gross profit
 
10,165

 
4,283

 
18,077

 
1,574

 
34,099

Operating income (loss)
 
$
5,719

 
$
74

 
$
9,144

 
$
(438
)
 
$
14,499

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2015
 
 
 
 
 
 
 
 
 
 
Gross revenues
 
$
95,496

 
$
82,596

 
$
133,178

 
$
57,146

 
$
368,416

Less: inter-segment revenues
 

 
1,810

 
314

 
1,875

 
3,999

Consolidated revenues
 
95,496

 
80,786

 
132,864

 
55,271

 
364,417

Gross profit
 
7,532

 
6,395

 
18,089

 
8,388

 
40,404

Operating income
 
$
2,191

 
$
1,241

 
$
10,284

 
$
4,658

 
$
18,374

 
 
 
 
 
 
 
 
 
 
 
Twelve Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
Gross revenues
 
$
349,011

 
$
252,973

 
$
564,738

 
$
149,744

 
$
1,316,466

Less: inter-segment revenues
 

 
3,178

 
1,226

 
145

 
4,549

Consolidated revenues
 
349,011

 
249,795

 
563,512

 
149,599

 
1,311,917

Gross profit
 
29,301

 
18,553

 
67,843

 
10,294

 
125,991

Operating income (loss)
 
$
11,144

 
$
(3,503
)
 
$
33,449

 
$
(208
)
 
$
40,882

 
 
 
 
 
 
 
 
 
 
 
Twelve Months Ended June 30, 2015
 
 
 
 
 
 
 
 
 
 
Gross revenues
 
$
257,930

 
$
310,826

 
$
504,155

 
$
281,319

 
$
1,354,230

Less: inter-segment revenues
 

 
5,466

 
1,032

 
4,597

 
11,095

Consolidated revenues
 
257,930

 
305,360

 
503,123

 
276,722

 
1,343,135

Gross profit (loss)
 
(31,444
)
 
25,394

 
58,085

 
35,335

 
87,370

Operating income (loss)
 
$
(44,293
)
 
$
7,064

 
$
29,069

 
$
16,962

 
$
8,802





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 amount.
For long-term maintenance contracts 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 revenues recognized as of the reporting date.
Three Months Ended June 30, 2016

The following table provides a summary of changes in our backlog for the three months ended June 30, 2016:

 
 
Electrical
Infrastructure
 
Oil Gas &
Chemical
 
Storage
Solutions
 
Industrial
 
Total
 
 
(In thousands)
Backlog as of March 31, 2016
 
$
383,929

 
$
101,047

 
$
482,867

 
$
64,630

 
$
1,032,473

Project awards
 
83,436

 
54,646

 
40,624

 
17,128

 
195,834

Revenue recognized
 
(97,574
)
 
(64,215
)
 
(164,478
)
 
(33,368
)
 
(359,635
)
Backlog as of June 30, 2016
 
$
369,791

 
$
91,478

 
$
359,013

 
$
48,390

 
$
868,672

Twelve Months Ended June 30, 2016

The following table provides a summary of changes in our backlog for the twelve months ended June 30, 2016:

 
 
Electrical
Infrastructure
 
Oil Gas &
Chemical
 
Storage
Solutions
 
Industrial
 
Total
 
 
(In thousands)
Backlog as of June 30, 2015
 
$
493,973

 
$
132,985

 
$
670,493

 
$
123,147

 
$
1,420,598

Project awards
 
224,829

 
208,288

 
274,045

 
86,448

 
793,610

Project delays and cancellations
 

 

 
(22,013
)
 
(11,606
)
 
(33,619
)
Revenue recognized
 
(349,011
)
 
(249,795
)
 
(563,512
)
 
(149,599
)
 
(1,311,917
)
Backlog as of June 30, 2016
 
$
369,791

 
$
91,478

 
$
359,013

 
$
48,390

 
$
868,672