mtrx-20200930
0000866273false00008662732020-09-302020-09-30

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) September 30, 2020
___________________ 
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 East Skelly Drive, Suite 500, Tulsa, Oklahoma 74135
(Address of principal executive offices and 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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareMTRXNASDAQ Global Select Market
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.



Item 2.02Results of Operations and Financial Condition.
Matrix Service Company (the "Company") changed its reportable segments as of July 1, 2020. Therefore, the Company will report its results under the new reportable segments beginning with its Quarterly Report on Form 10-Q for the quarter ended September 30, 2020. The new reportable segments along with a description of each are as follows:
Utility and Power Infrastructure: consists of power delivery services provided to investor owned utilities, including construction of new substations, upgrades of existing substations, transmission and distribution line installations, upgrades and maintenance, as well as emergency and storm restoration services. The Company also provides construction and maintenance services to a variety of power generation facilities, including gas fired facilities in simple or combined cycle design, and provides engineering, fabrication, and construction services for liquefied natural gas ("LNG") utility peak shaving facilities.
Process and Industrial Facilities: primarily serves customers in the downstream and midstream petroleum industries who are engaged in refining crude oil and processing, fractionating, and marketing of natural gas and natural gas liquids. The Company also serves customers in various other industries such as petrochemical, sulfur, mining and minerals companies engaged primarily in the extraction of non-ferrous metals, aerospace and defense, cement, agriculture, and other industrial customers. The Company's services include plant maintenance, turnarounds, industrial cleaning services, engineering, fabrication, and capital construction.
Storage and Terminal Solutions: consists of work related to aboveground storage tanks ("AST") and terminals. Also included in this segment are cryogenic and other specialty storage tanks and terminals including LNG, liquid nitrogen/liquid oxygen, liquid petroleum and other specialty vessels such as spheres as well as marine structures and truck and rail loading/offloading facilities. The Company's services include engineering, fabrication, construction, and maintenance and repair, which includes planned and emergency services for both tanks and full terminals. Finally, the Company offers AST products, including geodesic domes, aluminum internal floating roofs, floating suction and skimmer systems, roof drain systems and floating roof seals.
In addition, beginning with the quarter ended September 30, 2020, the Company will report separately corporate selling, general and administrative expenses and other corporate expenses that were previously allocated to the segments.
The Company is filing this Current Report on Form 8-K in order to provide investors with quarterly and annual segment information for fiscal 2019 and 2020 on a basis that is consistent with the segment information that will be included in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020. The voluntary supplemental information included in this Form 8-K provides unaudited segment information for the following periods:
Three months ended September 30, 2019
Three months ended December 31, 2019
Three months ended March 31, 2020
Three months ended June 30, 2020
Fiscal year ended June 30, 2020
Three months ended September 30, 2018
Three months ended December 31, 2018
Three months ended March 31, 2019
Three months ended June 30, 2019
Fiscal year ended June 30, 2019
Except as footnoted in the supplemental information, this information in no way revises or restates the previously reported consolidated statements of income, consolidated statements of comprehensive income, consolidated balance sheets, consolidated statements of cash flows, consolidated statements of changes in stockholders’ equity, or backlog for these reporting periods. This information is provided as supplemental financial information that may be of interest to the Company’s stockholders.



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 9.01Financial Statements and Exhibits.
The following exhibits are furnished herewith:
Exhibit No.Description
99
104Cover Page Interactive Data File (embedded within the Inline XBRL document).




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: September 30, 2020 By: /s/ Kevin S. Cavanah
   
  Kevin S. Cavanah
  Vice President and Chief Financial Officer

Document
EXHIBIT 99

Selected Segment Financial Information for the Fiscal Year and Interim Periods of Fiscal 2020
(Unaudited)
(In thousands)
Three Months Ended Fiscal
Year Ended
September 30,
2019
December 31,
2019
March 31,
2020
June 30,
2020
June 30,
2020
Gross revenue(1)
Utility and Power Infrastructure$47,727 $49,155 $55,670 $59,449 $212,001 
Process and Industrial Facilities(2)
155,452 143,769 76,297 49,192 424,710 
Storage and Terminal Solutions136,001 128,008 118,711 88,151 470,871 
$339,180 $320,932 $250,678 $196,792 $1,107,582 
Less: Intersegment revenue(1)
Process and Industrial Facilities$575 $886 $1,327 $51 $2,839 
Storage and Terminal Solutions508 1,369 1,024 904 3,805 
$1,083 $2,255 $2,351 $955 $6,644 
Consolidated revenue
Utility and Power Infrastructure$47,727 $49,155 $55,670 $59,449 $212,001 
Process and Industrial Facilities(2)
154,877 142,883 74,970 49,141 421,871 
Storage and Terminal Solutions135,493 126,639 117,687 87,247 467,066 
$338,097 $318,677 $248,327 $195,837 $1,100,938 
Gross profit (loss)
Utility and Power Infrastructure$(168)$(1,226)$3,138 $5,337 $7,081 
Process and Industrial Facilities13,590 13,838 3,070 5,851 36,349 
Storage and Terminal Solutions19,742 18,026 14,907 8,738 61,413 
Corporate(699)(637)(638)(693)(2,667)
$32,465 $30,001 $20,477 $19,233 $102,176 
Selling, general and administrative expenses
Utility and Power Infrastructure$2,632 $2,778 $2,081 $2,556 $10,047 
Process and Industrial Facilities6,938 7,385 5,343 4,600 24,266 
Storage and Terminal Solutions6,986 6,791 6,165 6,444 26,386 
Corporate7,135 6,211 6,129 6,102 25,577 
$23,691 $23,165 $19,718 $19,702 $86,276 
Intangible asset impairments and restructuring costs
Utility and Power Infrastructure$ $24,900 $935 $1,790 $27,625 
Process and Industrial Facilities 13,615 4,087 5,212 22,914 
Storage and Terminal Solutions  821 245 1,066 
Corporate  716 204 920 
$ $38,515 $6,559 $7,451 $52,525 
Operating income (loss)
Utility and Power Infrastructure$(2,800)$(28,904)$122 $991 $(30,591)
Process and Industrial Facilities6,652 (7,162)(6,360)(3,961)(10,831)
Storage and Terminal Solutions12,756 11,235 7,921 2,049 33,961 
Corporate(7,834)(6,848)(7,483)(6,999)(29,164)
$8,774 $(31,679)$(5,800)$(7,920)$(36,625)
Adjusted operating income (loss)(3)
Utility and Power Infrastructure$(2,800)$(4,004)$1,057 $2,781 $(2,966)
Process and Industrial Facilities6,652 6,453 (2,273)1,251 12,083 
Storage and Terminal Solutions12,756 11,235 8,742 2,294 35,027 
Corporate(7,834)(6,848)(6,767)(6,795)(28,244)
$8,774 $6,836 $759 $(469)$15,900 
(1)Fiscal 2020 gross revenue and intersegment revenue increased by $22 thousand compared to previously reported gross and intersegment revenue as a result of the reclassification of intercompany work caused by the segment change.
(2)The Company made a strategic decision to exit the domestic iron and steel business early in the third quarter of fiscal 2020, which reduced revenue in the Process and Industrial Facilities segment during the second half of fiscal 2020.
(3)Adjusted operating income (loss) depicts our operating income (loss) before the impacts of intangible asset impairments and restructuring costs. This measure is non-GAAP. The most directly comparable financial measure is operating income (loss) in our consolidated statements of income. We presented this measure because we believe it more clearly depicts the core operating results of the Company during the periods presented and provides a more comparable measure of the Company's operating results to our peers. Since this measure is not calculated in accordance with GAAP, it should be considered in addition to, rather than as a substitute for, the most directly comparable GAAP financial measure.
1



Selected Segment Financial Information for the Fiscal Year and Interim Periods of Fiscal 2019
(Unaudited)
(In thousands)
Three Months Ended Fiscal
Year Ended
September 30,
2018
December 31,
2018
March 31,
2019
June 30,
2019
June 30,
2019
Gross revenue(1)
Utility and Power Infrastructure$53,131 $65,267 $66,450 $65,019 $249,867 
Process and Industrial Facilities155,504 151,891 159,831 188,911 656,137 
Storage and Terminal Solutions110,726 124,930 133,587 145,705 514,948 
$319,361 $342,088 $359,868 $399,635 $1,420,952 
Less: Intersegment revenue(1)
Process and Industrial Facilities$71 $1,201 $795 $56 $2,123 
Storage and Terminal Solutions779 319 186 865 2,149 
$850 $1,520 $981 $921 $4,272 
Consolidated revenue
Utility and Power Infrastructure$53,131 $65,267 $66,450 $65,019 $249,867 
Process and Industrial Facilities155,433 150,690 159,036 188,855 654,014 
Storage and Terminal Solutions109,947 124,611 133,401 144,840 512,799 
$318,511 $340,568 $358,887 $398,714 $1,416,680 
Gross profit (loss)
Utility and Power Infrastructure$4,400 $4,686 $7,023 $5,052 $21,161 
Process and Industrial Facilities10,599 12,849 16,138 19,267 58,853 
Storage and Terminal Solutions9,122 11,064 14,508 19,906 54,600 
Corporate(700)(713)(763)(487)(2,663)
$23,421 $27,886 $36,906 $43,738 $131,951 
Selling, general and administrative expenses
Utility and Power Infrastructure$2,230 $2,642 $2,646 $2,324 $9,842 
Process and Industrial Facilities6,390 6,264 6,517 7,761 26,932 
Storage and Terminal Solutions6,772 7,053 7,916 8,578 30,319 
Corporate5,809 6,400 7,033 7,686 26,928 
$21,201 $22,359 $24,112 $26,349 $94,021 
Operating income (loss)
Utility and Power Infrastructure$2,170 $2,044 $4,377 $2,728 $11,319 
Process and Industrial Facilities4,209 6,585 9,621 11,506 31,921 
Storage and Terminal Solutions2,350 4,011 6,592 11,328 24,281 
Corporate(6,509)(7,113)(7,796)(8,173)(29,591)
$2,220 $5,527 $12,794 $17,389 $37,930 
(1)Fiscal 2019 gross revenue and intersegment revenue decreased by $324 thousand compared to previously reported gross and intersegment revenue as a result of the reclassification of intercompany work caused by the segment change.
2


Backlog
The following tables present the Company's quarterly and annual summary of changes in backlog during fiscal 2020 and fiscal 2019 under the new basis of segmentation.
Fiscal 2020
Three months ended September 30, 2019:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of June 30, 2019$271,840 $376,239 $450,270 $1,098,349 
Project awards30,791 146,819 144,078 321,688 
Revenue recognized(47,727)(154,877)(135,493)(338,097)
Backlog as of September 30, 2019$254,904 $368,181 $458,855 $1,081,940 
Book-to-bill ratio(1)
0.6 0.9 1.1 1.0 

(1)Calculated by dividing project awards by revenue recognized.


Three months ended December 31, 2019:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of September 30, 2019$254,904 $368,181 $458,855 $1,081,940 
Project awards13,506 72,734 111,042 197,282 
Project cancellations(1)
 (88,310) (88,310)
Revenue recognized(49,155)(142,883)(126,639)(318,677)
Backlog as of December 31, 2019$219,255 $209,722 $443,258 $872,235 
Book-to-bill ratio(2)
0.3 0.5 0.9 0.6 

(1)Process and Industrial Facilities cancellations related to our exit from the iron and steel business in the United States and the cancellation of a coke battery project in Canada.
(2)Calculated by dividing project awards by revenue recognized.


Three months ended March 31, 2020:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of December 31, 2019$219,255 $209,722 $443,258 $872,235 
Project awards19,221 37,271 56,821 113,313 
Project cancellations(1)
 (10,165) (10,165)
Revenue recognized(55,670)(74,970)(117,687)(248,327)
Backlog as of March 31, 2020$182,806 $161,858 $382,392 $727,056 
Book-to-bill ratio(2)
0.3 0.5 0.5 0.5 

(1)Process and Industrial Facilities cancellations consists of turnaround work transferred to a local contractor as a result of COVID-19 precautions and cancellation of work due to the final wind-down of our domestic iron and steel maintenance business following our strategic decision to exit the business.
(2)Calculated by dividing project awards by revenue recognized.

3


Three months ended June 30, 2020:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of March 31, 2020$182,806 $161,858 $382,392 $727,056 
Project awards149,459 33,008 44,779 227,246 
Revenue recognized(59,449)(49,141)(87,247)(195,837)
Backlog as of June 30, 2020$272,816 $145,725 $339,924 $758,465 
Book-to-bill ratio(1)
2.5 0.7 0.5 1.2 

(1)Calculated by dividing project awards by revenue recognized.


Twelve months ended June 30, 2020:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of June 30, 2019$271,840 $376,239 $450,270 $1,098,349 
Project awards212,977 289,832 356,720 859,529 
Project cancellations(1)
 (98,475) (98,475)
Revenue recognized(212,001)(421,871)(467,066)(1,100,938)
Backlog as of June 30, 2020$272,816 $145,725 $339,924 $758,465 
Book-to-bill ratio(2)
1.0 0.7 0.8 0.8 

(1)Process and Industrial Facilities cancellations related to our exit from the iron and steel business in the United States, the cancellation of a coke battery project in Canada, and turnaround work transferred to a local contractor as a result of COVID-19 precautions.
(2)Calculated by dividing project awards by revenue recognized.



Fiscal 2019

Three months ended September 30, 2018:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of June 30, 2018$149,150 $464,033 $605,413 $1,218,596 
Project awards39,628 84,968 84,791 209,387 
Revenue recognized(53,131)(155,433)(109,947)(318,511)
Backlog as of September 30, 2018$135,647 $393,568 $580,257 $1,109,472 
Book-to-bill ratio(1)
0.7 0.5 0.8 0.7 

(1)Calculated by dividing project awards by revenue recognized.





4


Three months ended December 31, 2018:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of September 30, 2018$135,647 $393,568 $580,257 $1,109,472 
Project awards52,030 139,912 85,550 277,492 
Revenue recognized(65,267)(150,690)(124,611)(340,568)
Backlog as of December 31, 2018$122,410 $382,790 $541,196 $1,046,396 
Book-to-bill ratio(1)
0.8 0.9 0.7 0.8 

(1)Calculated by dividing project awards by revenue recognized.


Three months ended March 31, 2019:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of December 31, 2018$122,410 $382,790 $541,196 $1,046,396 
Project awards244,530 156,447 57,954 458,931 
Revenue recognized(66,450)(159,036)(133,401)(358,887)
Backlog as of March 31, 2019$300,490 $380,201 $465,749 $1,146,440 
Book-to-bill ratio(1)
3.7 1.0 0.4 1.3 

(1)Calculated by dividing project awards by revenue recognized.


Three months ended June 30, 2019:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of March 31, 2019$300,490 $380,201 $465,749 $1,146,440 
Project awards36,369 184,893 129,361 350,623 
Revenue recognized(65,019)(188,855)(144,840)(398,714)
Backlog as of June 30, 2019$271,840 $376,239 $450,270 $1,098,349 
Book-to-bill ratio(1)
0.6 1.0 0.9 0.9 

(1)Calculated by dividing project awards by revenue recognized.


Twelve months ended June 30, 2019:
Utility and Power InfrastructureProcess and Industrial FacilitiesStorage and Terminal SolutionsTotal
 (In thousands)
Backlog as of June 30, 2018$149,150 $464,033 $605,413 $1,218,596 
Project awards372,557 566,220 357,656 1,296,433 
Revenue recognized(249,867)(654,014)(512,799)(1,416,680)
Backlog as of June 30, 2019$271,840 $376,239 $450,270 $1,098,349 
Book-to-bill ratio(1)
1.5 0.9 0.7 0.9 

(1)Calculated by dividing project awards by revenue recognized.
5