-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JBujf0q/YT4eixEJdlRgebrHy0EokTNl9WLhUIXfoOzRsUEx4+oA16H7GxJzPZiY uh/oMRIPKGUP3tWqZubTiQ== 0000105634-03-000013.txt : 20030724 0000105634-03-000013.hdr.sgml : 20030724 20030724080250 ACCESSION NUMBER: 0000105634-03-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030630 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMCOR GROUP INC CENTRAL INDEX KEY: 0000105634 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL WORK [1731] IRS NUMBER: 112125338 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08267 FILM NUMBER: 03799407 BUSINESS ADDRESS: STREET 1: 301 MERRITT SEVEN CORPORATE PK STREET 2: 6TH FLOOR CITY: NORWALK STATE: CT ZIP: 06851 BUSINESS PHONE: 2038497873 MAIL ADDRESS: STREET 1: 301 MERRITT SEVEN CORPORATE PARK STREET 2: 6TH FLOOR CITY: NORWALK STATE: CT ZIP: 06851 FORMER COMPANY: FORMER CONFORMED NAME: JWP INC/DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: JAMAICA WATER PROPERTIES INC DATE OF NAME CHANGE: 19860518 FORMER COMPANY: FORMER CONFORMED NAME: WELSBACH CORP DATE OF NAME CHANGE: 19761119 8-K 1 a2q8k.txt 2ND QUARTER EARNINGS PRESS RELEASE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 EMCOR GROUP, INC. (Exact name of registrant as specified in its charter) Date of Report (Date of earliest event reported) July 24, 2003 Delaware 0-2315 11-2125338 -------- ------ ---------- (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 301 Merritt Seven Corporate Park Norwalk, Connecticut 06851 (Address of principal executive offices) (Zip code) 203-849-7800 (Registrant's telephone number, including area code) Item 7. Financial Statements and Exhibits (c) Exhibits. Exhibit No. Description of Exhibit 99.1 Press Release dated July 24, 2003 Item 9. Regulation FD Disclosure (Information provided under Item 12) On July 24, 2003, EMCOR Group, Inc. issued a press release disclosing the results of operations for its fiscal 2003 second quarter ended June 30, 2003. A copy of this press release, attached as Exhibit 99.1, is furnished under Item 9. EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release issued by EMCOR Group, Inc. on July 24, 2003 SIGNATURE 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. EMCOR Group, Inc. By: /s/ Frank T. MacInnis --------------------- Frank T. MacInnis Chairman of the Board of Directors and Chief Executive Officer Date: July 24, 2003 EMCOR GROUP, INC. REPORTS 2003 SECOND QUARTER RESULTS -- Revenues, Backlog Reach Record Levels -- -- Mechanical Service Margins Decline -- NORWALK, CONNECTICUT, July 24, 2003 - EMCOR Group, Inc. (NYSE: EME) today reported second quarter results. Net income for the second quarter of 2003 was $8.3 million, or $0.53 per diluted share, compared with net income of $14.8 million, or $0.96 per diluted share, in the second quarter of 2002. Revenues for the 2003 second quarter were $1.1 billion, an increase of 16.0% over revenues of $986.4 million in the year ago period. Organic revenue growth was 4.4% in the second quarter of 2003 compared to the second quarter of 2002. For the 2003 second quarter, gross profit rose to $123.3 million from $120.2 million in the second quarter of last year. Gross profit as a percentage of revenues was 10.8% in the second quarter of 2003, compared to 12.2% in the second quarter of 2002. The Company's gross margins reflect decreased profitability in its mechanical business, primarily due to difficult economic conditions in the Midwest which, combined with a later than expected start of hot summer weather, resulted in an unexpected decline in higher-margin, discretionary work orders. Gross margins were also impacted by operating losses from the Company's U.K. operations. For the second quarter of 2003, the Company reported operating income of $16.6 million, versus operating income of $26.9 million in the second quarter of 2002. Operating income as a percentage of revenues was 1.5% versus 2.7% in the same quarter last year. On December 19, 2002, the Company acquired Consolidated Engineering Services, Inc. ("CES"). The acquisition contributed $109.0 million in revenues and $4.5 million in operating income to the Company's 2003 second quarter results. EMCOR Announces 2003 Second Quarter Results Page 2 Selling, General and Administrative expenses were $106.6 million in the second quarter of 2003, compared with $93.3 million in the second quarter of 2002, primarily reflecting the inclusion and integration of CES in the Company's financial results. As a percentage of revenues, Selling, General and Administrative expenses decreased to 9.3% in the 2003 second quarter from 9.5% a year ago, reflecting aggressive expense control and substantial completion of the integration process. Selling, General & Administrative expenses in the 2003 first quarter were $109.2 million, or 10.3% of sales. At June 30, 2003, the Company's backlog of construction and facilities management contracts was $3.2 billion, an increase of approximately 14% versus backlog of $2.8 billion on June 30, 2002 and an increase of approximately 2% over its $3.1 billion backlog on March 31, 2003. Organic growth of the Company's backlog versus the year ago period was approximately 8%. For the 2003 six-month period, net income was $11.5 million, or $0.74 per diluted share, compared with net income of $22.1 million, or $1.43 per diluted share, in the first half of 2002. Revenues for the 2003 six-month period rose 22.7% to $2.2 billion versus revenues of $1.8 billion in the same period a year ago. Organic revenue growth in the 2003 six-month period was 5.2%. For the first six months of 2003, the Company reported operating income of $24.2 million, compared with operating income of $39.5 million in the year-ago period. As a percentage of revenues, operating income for the 2003 first half was 1.1% compared with 2.2% last year. Frank T. MacInnis, Chairman and CEO of EMCOR Group, commented, "The 2003 second quarter was a mixture of successes and challenges for the Company. Our lower overall level of operating profits masked solid performance in our electrical and facilities services businesses and the substantial progress we've made in the integration of CES. Furthermore, our diversity model allowed us to continue to retain market share and grow, as revenue and backlog rose to record levels with solid organic growth." Mr. MacInnis continued, "Last year, we announced the acquisition of CES, a watershed event in the history of our Company that significantly expands our sector-leading capabilities in the developing market for facilities services. We are very pleased with the performance of the CES business since its acquisition. With the successful integration of CES into our EMCOR Facilities Services business largely behind us, we look forward to leveraging the unique platform we have built and driving the growth of this business in the future." EMCOR Announces 2003 Second Quarter Results Page 3 Mr. MacInnis added, "Looking ahead, we see little evidence of any short-term improvement in the private sector commercial market. While we are comfortable reiterating revenue guidance for 2003 of between $4.4 billion to $4.6 billion, especially in light of our strong year to date revenue and backlog performance, we currently expect diluted earnings per share for the 2003 full-year period to be in the range of $2.90 - $3.10." Mr. MacInnis concluded, "While market conditions are certainly difficult, we believe that our diversity model, combined with our leading presence in the facilities services market, will continue to generate solid revenue growth and allow us in the longer term to surpass our previous levels of profitability. We have taken various actions to reduce risk, including the replacement of senior management at our U.K. operations and aggressive control of administrative expenses. Our careful attention to the cash management process means that EMCOR continues to possess one of the strongest balance sheets in the industry, and is perfectly positioned to profit from the inevitable economic recovery." EMCOR Group, Inc. is a worldwide leader in mechanical and electrical construction services and facilities services. This press release and other press releases may be viewed at the Company's Web site at www.emcorgroup.com. EMCOR Group's second quarter conference call will be available live via Internet broadcast today, Thursday, July 24, at 10:30 AM Eastern Time. You can access the live call through the Home Page of the Company's Web site at www.emcorgroup.com. This release may include "forward looking statements." These statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, general economic and business conditions, business opportunities that may be presented to and pursued by the Company and other factors, many of which are beyond the control of the Company. Actual results may differ materially from those anticipated in the statements. -FINANCIAL TABLES FOLLOW- EMCOR GROUP, INC. FINANCIAL HIGHLIGHTS (In thousands, except share and per share information) (Unaudited)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months Ended For the Six Months Ended June 30, June 30, 2003 2002 2003 2002 ---- ---- ---- ---- Revenues $1,144,378 $986,399 $2,205,408 $1,796,698 Cost of sales 1,021,103 866,183 1,965,364 1,587,096 ---------- -------- ---------- ---------- Gross profit 123,275 120,216 240,044 209,602 Selling, general and administrative expenses 106,638 93,292 215,813 170,147 ---------- -------- ---------- ---------- Operating income 16,637 26,924 24,231 39,455 Interest expense, net 1,842 445 3,644 28 ---------- -------- ---------- ---------- Income before taxes 14,795 26,479 20,587 39,427 Income tax provision 6,522 11,651 9,058 17,348 ---------- -------- ---------- ---------- Net income $ 8,273 $ 14,828 $ 11,529 $ 22,079 ========== ======== ========== ========== Basic earnings per share $ 0.55 $ 1.00 $ 0.77 $ 1.49 ========== ======== ========== ========== Diluted earnings per share $ 0.53 $ 0.96 $ 0.74 $ 1.43 ========== ======== ========== ========== Weighted average shares of Common Stock outstanding: Basic 14,988,836 14,863,074 14,959,666 14,846,079 Diluted 15,506,799 15,491,302 15,476,662 15,451,295
EMCOR GROUP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) June 30, December 31, 2003 2002 (Unaudited) --------- ------------ ASSETS Cash and cash equivalents $ 57,752 $ 93,103 Accounts receivable, net 986,307 964,968 Costs and estimated earnings in excess of billings on uncompleted contracts 257,988 235,809 Inventories 11,944 12,271 Prepaid expenses and other 34,737 28,784 ---------- ---------- Total current assets 1,348,728 1,334,935 Investments, notes, and other long-term receivables 28,999 24,642 Property, plant & equipment, net 69,832 70,750 Goodwill 293,889 290,412 Identifiable intangible assets, net 12,094 13,845 Other assets 20,945 23,907 ---------- ---------- Total assets $1,774,487 $1,758,491 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Borrowings under working capital credit line $ 166,800 $ 112,000 Current maturities of long-term debt and capital lease obligations 588 22,276 Accounts payable 380,720 409,562 Billings in excess of costs and estimated earnings on uncompleted contracts 379,432 363,092 Accrued payroll and benefits 128,037 159,416 Other accrued expenses and liabilities 115,791 113,529 ---------- ---------- Total current liabilities 1,171,368 1,179,875 Long-term debt and capital lease obligations 689 905 Other long-term obligations 93,321 87,841 Total stockholders' equity 509,109 489,870 ---------- ---------- Total liabilities and stockholders' equity $1,774,487 $1,758,491 ========== ========== -----END PRIVACY-ENHANCED MESSAGE-----