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) February 6, 2019
___________________
Matrix Service Company
(Exact Name of Registrant as Specified in Its Charter)
___________________
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DELAWARE | | 001-15461 | | 73-1352174 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| | 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):
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¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected to not use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
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Item 2.02 | Results of Operations and Financial Condition. |
On February 6, 2019, Matrix Service Company (the “Company”) issued a press release announcing financial results for the second fiscal quarter ended December 31, 2018. 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.
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Item 9.01 | Financial Statements and Exhibits. |
The following exhibit is furnished herewith:
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.
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| | Matrix Service Company |
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Dated: February 6, 2019 | | By: | | /s/ Kevin S. Cavanah |
| | | | |
| | | | Kevin S. Cavanah |
| | | | Vice President and Chief Financial Officer |
Exhibit
MATRIX SERVICE COMPANY REPORTS SECOND QUARTER RESULTS; INCREASES FISCAL 2019 REVENUE GUIDANCE, MAINTAINS EARNINGS GUIDANCE
TULSA, OK – February 6, 2019 – Matrix Service Company (Nasdaq: MTRX), a leading contractor to the energy and industrial markets across North America, today reported financial results for its second quarter ended December 31, 2018.
Key highlights:
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• | Revenue increased 20.4% to $340.6 million compared to $282.9 million in the second quarter of the prior fiscal year, driven by increases of 78.5% and 18.8%, respectively, in the Storage Solutions and Industrial segments |
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• | Fully diluted earnings per share were $0.14 in the second quarter and $0.23 year-to-date |
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• | Backlog at $1.046 billion, up 44.3% compared to $725.0 million for the same period a year ago |
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• | Company increases revenue guidance from $1.250 to $1.350 billion to $1.350 to $1.425 billion; maintains earnings guidance of $0.85 to $1.15 per fully diluted share |
“We are pleased with our continued improvement in revenue. Consistent with past commentary, our gross margins in the quarter were lower than our long-term targets. However, quarter-over-quarter results are trending in the right direction. With an improving quality of backlog and new projects, we expect to see revenue, gross margins, and earnings per share increase as we move through the second half of the year," said John R. Hewitt, President and Chief Executive Officer. "However, the impact of higher revenue volumes and continuing margin improvement in the second half of the year is offset by the lower margin performance in the first half. As a result, while we are increasing our revenue guidance, earnings per share guidance remains unchanged.
"Looking forward, based on the strength of our backlog, end markets, and project opportunity pipeline across all of our operating segments, we expect to end Fiscal 2019 in a strong backlog position. Our confidence in the Company and our end markets is reinforced by the fact that we bought back over $5 million in stock late in this second quarter."
Second Quarter Fiscal 2019 Results
Consolidated revenue was $340.6 million for the three months ended December 31, 2018, compared to $282.9 million in the same period of the prior fiscal year. Storage Solutions segment revenue increased $55.3 million primarily as a result of increased tank and terminal construction work. Industrial segment revenue increased $11.2 million due to a higher volume of thermal vacuum chamber work. Electrical Infrastructure segment revenue decreased $6.7 million due to the expected reduction in power generation EPC work, partially offset by an increase in power delivery work. Oil Gas & Chemical segment revenue decreased $2.1 million due to lower levels of capital and engineering work partially offset by higher volumes of turnaround and maintenance work.
Consolidated gross profit was $27.9 million in the three months ended December 31, 2018 compared to $26.7 million in the three months ended December 31, 2017. The gross margin was 8.2% in the three months ended December 31, 2018 compared to 9.4% in the same period in the prior fiscal year. Fiscal 2019 gross margin was negatively impacted by the wind down of the lower margin work bid in a highly competitive environment in prior periods. Gross margins in fiscal 2018 benefited from strong project execution on a capital project in the Oil Gas & Chemical segment.
Consolidated SG&A expenses were $22.4 million in the three months ended December 31, 2018 compared to $21.5 million in the same period a year earlier.
Our effective tax rate for the three months ended December 31, 2018 was 27.4% compared to (5.8%) in the same period last year. The effective tax rate in fiscal 2019 was in line with our expected tax rate of 27.0%. The effective tax rate in fiscal 2018 was positively impacted by a one-time $1.2 million adjustment in connection with accounting for the Tax Cut and Jobs Act.
The Company earned net income of $3.9 million, or $0.14 per fully diluted share, in the second quarter of fiscal 2019 compared to net income of $4.5 million, or $0.17 per fully diluted share, in the second quarter of fiscal 2018.
Six Month Fiscal 2019 Results
Consolidated revenue was $659.1 million for the six months ended December 31, 2018, compared to $552.8 million in the same period of the prior fiscal year. Storage Solutions revenue increased $97.0 million primarily as a result of increased tank and terminal construction work. Industrial segment revenue increased $63.4 million due to higher volumes of iron and steel and thermal vacuum chamber work. Electrical Infrastructure segment revenue decreased $41.9 million primarily due to an expected reduction in the volume of power generation EPC work, partially offset by an increase in power delivery work. Oil Gas & Chemical segment revenue decreased $12.3 million due to lower levels of capital and engineering work, partially offset by higher volumes of turnaround and maintenance work.
Consolidated gross profit was $51.3 million in the six months ended December 31, 2018 compared to $55.6 million in the six months ended December 31, 2017. The gross margin was 7.8% in the six months ended December 31, 2018 compared to 10.1% in the same period in the prior fiscal year. The gross margin in fiscal 2019 was impacted by the wind down of lower margin work bid in a highly competitive environment in prior periods and lower than previously forecasted margins on a limited number of those projects. Gross margins in fiscal 2018 benefited from strong project execution on a capital project in the Oil Gas & Chemical segment.
Consolidated SG&A expenses were $43.6 million in the six months ended December 31, 2018 compared to $43.1 million in the same period a year earlier.
The Company earned net income of $6.2 million, or $0.23 per fully diluted share, during the six months ended December 31, 2018 compared to net income of $8.4 million, or $0.31 per fully diluted share in the prior year.
Backlog
Backlog at December 31, 2018 was $1.046 billion compared to $1.109 billion at September 30, 2018. The quarterly book-to-bill ratio was 0.8 on project awards of $277.5 million. The year-to-date book-to-bill ratio was 0.7 on project awards of $486.9 million.
Share Repurchase
In December 2018, the Company repurchased 310,532 shares of its common stock for $5.2 million at an average price of $16.71 per share under its previously approved plan.
Financial Position
The Company had zero debt and a cash balance of $71.5 million at December 31, 2018. The cash balance combined with availability under the credit facility provides the Company with liquidity of $137.3 million at December 31, 2018, an increase of $8.0 million since September 30, 2018. The Company expects liquidity improvement as we work through the third and fourth quarters of fiscal 2019.
Earnings Guidance
The Company is increasing fiscal 2019 revenue guidance from between $1.250 billion and $1.350 billion to between $1.350 billion and $1.425 billion. The impact of increased revenue volumes and margin improvement in the second half of the year is offset by the lower margin performance in the first half of the year. As a result, the earnings per share guidance remains unchanged at $0.85 to $1.15 per fully diluted share.
Conference Call / Webcast Details
In conjunction with the earnings release, Matrix Service Company will host a conference call / webcast 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 Thursday, February 7, 2019 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
Founded in 1984, Matrix Service Company is parent to a family of companies that include Matrix Service Inc., Matrix NAC, Matrix PDM Engineering and Matrix Applied Technologies. Our subsidiaries design, build and maintain infrastructure critical to North America's energy and industrial markets. Matrix Service Company is headquartered in Tulsa, Oklahoma with subsidiary offices located throughout the United States and Canada, as well as Sydney, Australia and Seoul, South Korea.
The Company reports its financial results based on four key operating segments: Electrical Infrastructure, Storage Solutions, Oil Gas & Chemical and Industrial. To learn more about Matrix Service Company, visit matrixservicecompany.com.
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:
Kevin S. Cavanah
Vice President and CFO
T: 918-838-8822
Email:kcavanah@matrixservicecompany.com
Kellie Smythe
Senior Director, Investor Relations
T: 918-359-8267
Email: ksmythe@matrixservicecompany.com
Matrix Service Company
Condensed Consolidated Statements of Income
(unaudited)
(In thousands, except per share data)
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| | | | | | | | | | | | | | | | |
| | Three Months Ended | | Six Months Ended |
| | December 31, 2018 | | December 31, 2017 | | December 31, 2018 | | December 31, 2017 |
Revenues | | $ | 340,568 |
| | $ | 282,911 |
| | $ | 659,079 |
| | $ | 552,821 |
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Cost of revenues | | 312,682 |
| | 256,208 |
| | 607,772 |
| | 497,227 |
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Gross profit | | 27,886 |
| | 26,703 |
| | 51,307 |
| | 55,594 |
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Selling, general and administrative expenses | | 22,359 |
| | 21,529 |
| | 43,560 |
| | 43,099 |
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Operating income | | 5,527 |
| | 5,174 |
| | 7,747 |
| | 12,495 |
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Other income (expense): | | | | | | | | |
Interest expense | | (361 | ) | | (819 | ) | | (653 | ) | | (1,437 | ) |
Interest income | | 274 |
| | 65 |
| | 556 |
| | 104 |
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Other | | (22 | ) | | (135 | ) | | 524 |
| | 14 |
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Income before income tax expense | | 5,418 |
| | 4,285 |
| | 8,174 |
| | 11,176 |
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Provision (benefit) for federal, state and foreign income taxes | | 1,486 |
| | (247 | ) | | 1,937 |
| | 2,820 |
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Net income | | $ | 3,932 |
| | $ | 4,532 |
| | $ | 6,237 |
| | $ | 8,356 |
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Basic earnings per common share | | $ | 0.15 |
| | $ | 0.17 |
| | $ | 0.23 |
| | $ | 0.31 |
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Diluted earnings per common share | | $ | 0.14 |
| | $ | 0.17 |
| | $ | 0.23 |
| | $ | 0.31 |
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Weighted average common shares outstanding: | | | | | | | | |
Basic | | 27,043 |
| | 26,771 |
| | 26,982 |
| | 26,713 |
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Diluted | | 27,582 |
| | 27,078 |
| | 27,628 |
| | 26,933 |
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Matrix Service Company
Condensed Consolidated Balance Sheets
(unaudited)
(In thousands)
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| December 31, 2018 | | June 30, 2018 |
Assets | | | |
Current assets: | | | |
Cash and cash equivalents | $ | 71,489 |
| | $ | 64,057 |
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Accounts receivable, less allowances (December 31, 2018— $6,249 and June 30, 2018—$6,327) | 203,574 |
| | 203,388 |
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Costs and estimated earnings in excess of billings on uncompleted contracts | 72,694 |
| | 76,632 |
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Inventories | 7,961 |
| | 5,152 |
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Income taxes receivable | 1,543 |
| | 3,359 |
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Other current assets | 7,578 |
| | 4,458 |
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Total current assets | 364,839 |
| | 357,046 |
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Property, plant and equipment at cost: | | | |
Land and buildings | 40,517 |
| | 40,424 |
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Construction equipment | 89,321 |
| | 89,036 |
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Transportation equipment | 48,805 |
| | 48,339 |
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Office equipment and software | 42,297 |
| | 41,236 |
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Construction in progress | 3,040 |
| | 1,353 |
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Total property, plant and equipment - at cost | 223,980 |
| | 220,388 |
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Accumulated depreciation | (152,387 | ) | | (147,743 | ) |
Property, plant and equipment - net | 71,593 |
| | 72,645 |
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Goodwill | 93,263 |
| | 96,162 |
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Other intangible assets | 21,096 |
| | 22,814 |
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Deferred income taxes | 5,598 |
| | 4,848 |
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Other assets | 13,163 |
| | 4,518 |
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Total assets | $ | 569,552 |
| | $ | 558,033 |
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Matrix Service Company
Condensed Consolidated Balance Sheets (continued)
(unaudited)
(In thousands, except share data)
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| | | | | | | |
| December 31, 2018 | | June 30, 2018 |
Liabilities and stockholders’ equity | | | |
Current liabilities: | | | |
Accounts payable | $ | 90,712 |
| | $ | 79,439 |
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Billings on uncompleted contracts in excess of costs and estimated earnings | 115,366 |
| | 120,740 |
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Accrued wages and benefits | 24,735 |
| | 24,375 |
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Accrued insurance | 8,921 |
| | 9,080 |
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Income taxes payable | — |
| | 7 |
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Other accrued expenses | 4,698 |
| | 4,824 |
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Total current liabilities | 244,432 |
| | 238,465 |
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Deferred income taxes | 1,272 |
| | 429 |
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Other liabilities | 258 |
| | 296 |
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Total liabilities | 245,962 |
| | 239,190 |
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Commitments and contingencies |
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Stockholders’ equity: | | | |
Common stock—$.01 par value; 60,000,000 shares authorized; 27,888,217 shares issued as of December 31, 2018 and June 30, 2018; 26,778,398 and 26,853,823 shares outstanding as of December 31, 2018 and June 30, 2018 | 279 |
| | 279 |
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Additional paid-in capital | 131,889 |
| | 132,198 |
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Retained earnings | 217,731 |
| | 211,494 |
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Accumulated other comprehensive loss | (8,079 | ) | | (7,411 | ) |
| 341,820 |
| | 336,560 |
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Less: Treasury stock, at cost — 1,109,819 shares as of December 31, 2018, and 1,034,394 shares as of June 30, 2018 | (18,230 | ) | | (17,717 | ) |
Total stockholders' equity | 323,590 |
| | 318,843 |
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Total liabilities and stockholders’ equity | $ | 569,552 |
| | $ | 558,033 |
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Matrix Service Company
Results of Operations
(unaudited)
(In thousands)
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| | Three Months Ended | | Six Months Ended |
| | December 31, 2018 | | December 31, 2017 | | December 31, 2018 | | December 31, 2017 |
Gross revenues | | | | | | | | |
Electrical Infrastructure | | $ | 58,173 |
| | $ | 64,852 |
| | $ | 102,874 |
| | $ | 144,823 |
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Oil Gas & Chemical | | 87,521 |
| | 88,396 |
| | 163,083 |
| | 174,257 |
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Storage Solutions | | 126,198 |
| | 71,233 |
| | 239,965 |
| | 142,805 |
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Industrial | | 70,385 |
| | 59,260 |
| | 155,942 |
| | 92,531 |
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Total gross revenues | | $ | 342,277 |
| | $ | 283,741 |
| | $ | 661,864 |
| | $ | 554,416 |
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Less: Inter-segment revenues | | | | | | | | |
Oil Gas & Chemical | | $ | 1,234 |
| | $ | 37 |
| | $ | 1,305 |
| | $ | 245 |
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Storage Solutions | | 475 |
| | 792 |
| | 1,480 |
| | 1,349 |
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Industrial | | — |
| | 1 |
| | — |
| | 1 |
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Total inter-segment revenues | | $ | 1,709 |
| | $ | 830 |
| | $ | 2,785 |
| | $ | 1,595 |
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Consolidated revenues | | | | | | | | |
Electrical Infrastructure | | $ | 58,173 |
| | $ | 64,852 |
| | $ | 102,874 |
| | $ | 144,823 |
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Oil Gas & Chemical | | 86,287 |
| | 88,359 |
| | 161,778 |
| | 174,012 |
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Storage Solutions | | 125,723 |
| | 70,441 |
| | 238,485 |
| | 141,456 |
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Industrial | | 70,385 |
| | 59,259 |
| | 155,942 |
| | 92,530 |
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Total consolidated revenues | | $ | 340,568 |
| | $ | 282,911 |
| | $ | 659,079 |
| | $ | 552,821 |
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Gross profit | | | | | | | | |
Electrical Infrastructure | | $ | 3,562 |
| | $ | 5,541 |
| | $ | 6,945 |
| | $ | 13,808 |
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Oil Gas & Chemical | | 9,157 |
| | 11,768 |
| | 14,782 |
| | 22,806 |
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Storage Solutions | | 11,147 |
| | 5,298 |
| | 20,700 |
| | 12,838 |
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Industrial | | 4,020 |
| | 4,096 |
| | 8,880 |
| | 6,142 |
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Total gross profit | | $ | 27,886 |
| | $ | 26,703 |
| | $ | 51,307 |
| | $ | 55,594 |
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Operating income (loss) | | | | | | | | |
Electrical Infrastructure | | $ | 438 |
| | $ | 1,079 |
| | $ | 1,095 |
| | $ | 4,656 |
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Oil Gas & Chemical | | 3,585 |
| | 5,198 |
| | 4,099 |
| | 9,332 |
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Storage Solutions | | 1,356 |
| | (2,609 | ) | | 1,641 |
| | (2,684 | ) |
Industrial | | 148 |
| | 1,506 |
| | 912 |
| | 1,191 |
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Total operating income | | $ | 5,527 |
| | $ | 5,174 |
| | $ | 7,747 |
| | $ | 12,495 |
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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:
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• | minimum customer commitments on cost plus arrangements; and |
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• | 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 with no minimum commitments and other established customer agreements, we include only the amounts that we expect to recognize as revenue over the next 12 months. For arrangements in which we have received a limited notice to proceed, we include the entire scope of work in our backlog if the notice is significant relative to the overall project and if we conclude that the likelihood of the full project proceeding as high. For all other arrangements, we calculate backlog as the estimated contract amount less revenues recognized as of the reporting date.
The following table provides a summary of changes in our backlog for the three months ended December 31, 2018:
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| Electrical Infrastructure | | Oil Gas & Chemical | | Storage Solutions | | Industrial | | Total |
| (In thousands) |
Backlog as of September 30, 2018 | $ | 108,845 |
| | $ | 189,492 |
| | $ | 585,737 |
| | $ | 225,398 |
| | $ | 1,109,472 |
|
Project awards | 52,066 |
| | 74,656 |
| | 85,190 |
| | 65,580 |
| | 277,492 |
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Revenue recognized | (58,173 | ) | | (86,287 | ) | | (125,723 | ) | | (70,385 | ) | | (340,568 | ) |
Backlog as of December 31, 2018 | $ | 102,738 |
| | $ | 177,861 |
| | $ | 545,204 |
| | $ | 220,593 |
| | $ | 1,046,396 |
|
Book-to-bill ratio(1) | 0.9 |
| | 0.9 |
| | 0.7 |
| | 0.9 |
| | 0.8 |
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(1) | Calculated by dividing project awards by revenue recognized during the period. |
The following table provides a summary of changes in our backlog for the six months ended December 31, 2018:
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| Electrical Infrastructure | | Oil Gas & Chemical | | Storage Solutions | | Industrial | | Total |
| (In thousands) |
Backlog as of June 30, 2018 | $ | 113,957 |
| | $ | 227,452 |
| | $ | 613,360 |
| | $ | 263,827 |
| | 1,218,596 |
|
Project awards | 91,655 |
| | 112,187 |
| | 170,329 |
| | 112,708 |
| | 486,879 |
|
Revenue recognized | (102,874 | ) | | (161,778 | ) | | (238,485 | ) | | (155,942 | ) | | (659,079 | ) |
Backlog as of December 31, 2018 | $ | 102,738 |
| | $ | 177,861 |
| | $ | 545,204 |
| | $ | 220,593 |
| | $ | 1,046,396 |
|
Book-to-bill ratio(1) | 0.9 |
| | 0.7 |
| | 0.7 |
| | 0.7 |
| | 0.7 |
|
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(1) | Calculated by dividing project awards by revenue recognized during the period. |