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
Date of report (Date of earliest event reported) April 28, 2009
EMCOR Group, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-8267 11-2125338
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(Commission File Number) (I.R.S. Employer Identification No.)
301 Merritt Seven, Norwalk, CT 06851-1092
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(Address of Principal Executive Offices) (Zip Code)
(203) 849-7800
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(Registrant's Telephone Number, Including Area Code)
N/A
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(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 April 28, 2009, EMCOR Group, Inc. issued a press release disclosing
results of operations for its fiscal 2009 first quarter ended March 31, 2009. A
copy of such press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K.
The information contained in this Current Report on Form 8-K shall not be
deemed to be "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that
Section, nor shall it be incorporated by reference into a filing under the
Securities Act of 1933, 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
(c) Exhibits
Exhibit Number Description
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99.1 Press Release issued by EMCOR Group, Inc. on April 28, 2009
disclosing results of operations for its fiscal 2009 first
quarter ended March 31, 2009.
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 hereunto duly authorized.
EMCOR Group, Inc.
Dated: April 28, 2009 By: /s/ Frank T. MacInnis
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Frank T. MacInnis
Chairman of the Board of
Directors and Chief
Executive Officer
Exhibit 99.1
FOR: EMCOR GROUP, INC.
CONTACT: R. Kevin Matz
Executive Vice President
Shared Services
(203) 849-7938
FD
Investors: Eric Boyriven - (212) 850-5600
Linden Alschuler & Kaplan, Inc.
Media: Suzanne Dawson / Cecile Fradkin
(212) 575-4545
EMCOR GROUP, INC. REPORTS RECORD FIRST QUARTER 2009 RESULTS
- First Quarter Operating Income Increases 29.5% to $64.3 Million -
- First Quarter Diluted EPS Increases 25.0% to $0.55 -
NORWALK, CONNECTICUT, April 28, 2009 - EMCOR Group, Inc. (NYSE: EME) today
reported record results for the first quarter ended March 31, 2009.
For the 2009 first quarter, the Company reported net income (1) of $36.8
million, or $0.55 per diluted share, an increase of 25.4% over net income (1) of
$29.3 million, or $0.44 per diluted share, in the first quarter of 2008. In the
2009 first quarter, revenues were $1.39 billion compared to $1.66 billion in the
first quarter of 2008.
Operating income in the 2009 first quarter was $64.3 million, an increase of
29.5% from operating income of $49.7 million in the same quarter a year ago. As
a percentage of revenues, operating income in the quarter rose to 4.6% from 3.0%
in the 2008 first quarter. Selling, general and administrative (SG&A) expenses
decreased $12.4 million to $127.8 million, or 9.2% of revenues, in the first
quarter of 2009, compared to $140.2 million, or 8.4% of revenues, in the
comparable prior year period. The Company's effective income tax rate for the
2009 first quarter, before discrete items, was 39.1%, compared with 39.8% in the
first quarter of 2008.
Contract backlog as of March 31, 2009 was $3.67 billion, compared to contract
backlog of $4.39 billion as of March 31, 2008 and $4.00 billion at December 31,
2008. The decline in backlog was principally attributable to reduced contract
awards in the hospitality / gaming sectors, particularly in Las Vegas, and in
the commercial sector partially offset by growth in the transportation,
industrial, institutional and water and wastewater sectors.
Frank T. MacInnis, Chairman and CEO of EMCOR Group, stated, "Our results this
quarter represent a continuation of the momentum we gained in 2008. Although
revenue declined from the first quarter of 2008, we are very pleased with our
performance, which reflects the benefits of the actions we have taken in past
years to better position our business for market cycles and our ability to
quickly and efficiently manage costs in response to market conditions. Results
for the period also reflect improved performance by our international operations
despite the unfavorable impact of foreign exchange rates. Across the Company, we
continue to proactively manage expenses, while positioning EMCOR to take
advantage of the eventual rebound in the economy."
EMCOR Reports First Quarter Results Page 2
Mr. MacInnis continued, "As our performance in recent quarters has shown,
EMCOR's long-term market strategy has been successful. We are a larger, more
balanced and profitable company than ever before. As a result of the
diversification of our business and end-markets, we have lessened the
seasonality of our business this quarter, historically our weakest period of the
year. We continue to be supported by a strong balance sheet, which benefits us
in a market where financial strength and liquidity are key competitive
differentiators."
Mr. MacInnis concluded, "While we are not immune to the pressures being felt
industry-wide as a result of the current economic crisis, we believe EMCOR is
better positioned to weather the current cycle than at any other time in its
history. However, although our results in the first quarter were very strong,
visibility going forward remains limited. We continue to see a great deal of
uncertainty related to the credit markets that may continue to impact private
sector capital spending. At the same time, we believe our experience, market
presence and financial strength places us in a leading position to benefit from
projects stemming from the federal economic stimulus program, although we have
not yet seen a significant amount of actual spending related to this program. In
this uncertain environment, we are reassured by the fact that much of our
business, particularly in our Facilities Services segment, is derived from the
required maintenance of existing facilities."
The Company noted that, based on current market conditions and the scope of its
contract backlog, it continues to expect to generate in 2009 revenues of $6.0
billion to $6.3 billion and 2009 full year diluted "base line" EPS of $1.80.
While a material deterioration in market conditions from current levels could
cause the Company's performance to decline, early benefits from the economic
stimulus plan, accretive acquisitions, and/or improved credit markets could
provide opportunities to exceed these estimates.
EMCOR Group, Inc. is a Fortune 500(R) worldwide leader in mechanical and
electrical construction services, energy infrastructure 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 first quarter conference call will be available live via internet
broadcast today, Tuesday, April 28, at 10:30 AM Eastern Daylight Time. You can
access the live call through the Home Page of the Company's Web site at
www.emcorgroup.com.
(1) EMCOR adopted SFAS No. 160, "Noncontrolling Interests in Consolidated
Financial Statements," effective January 1, 2009, which, among other
things, changed the presentation format and certain captions of our
Condensed Consolidated Statements of Operations and Condensed Consolidated
Balance Sheets. EMCOR uses the captions recommended by this standard in its
condensed consolidated financial statements such as "net income
attributable to EMCOR Group, Inc." and "basic and diluted earnings per
common share attributable to EMCOR Group, Inc. common stockholders."
However, in the preceding release EMCOR has shortened this language to "net
income" and "earnings per share".
EMCOR Reports First Quarter Results Page 3
This release may contain certain forward-looking statements within the
meaning of the Private Securities Reform Act of 1995. Any such comments are
based upon information available to EMCOR management and its perception thereof,
as of this date, and EMCOR assumes no obligation to update any such
forward-looking statements. These forward-looking statements may include
statements regarding market opportunities, market share growth, gross profit,
backlog mix, projects with varying profit margins, and selling, general and
administrative expenses. These forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements. Accordingly these statements are no guarantee of
future performance. Such risk and uncertainties include, but are not limited to,
adverse effects of general economic conditions, changes in the political
environment, changes in the specific markets for EMCOR's services, adverse
business conditions, availability of adequate levels of surety bonding,
increased competition, unfavorable labor productivity and mix of business.
Certain of the risks and factors associated with EMCOR's business are also
discussed in the Company's 2008 Form 10-K, its Form 10-Q for the first quarter
ended March 31, 2009, and in other reports filed from time to time with the
Securities and Exchange Commission. All these risks and factors should be taken
into account in evaluating any forward-looking 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
March 31,
2009 2008
---- ----
Revenues $ 1,394,636 $ 1,661,403
Cost of sales 1,201,477 1,471,478
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Gross profit 193,159 189,925
Selling, general and
administrative expenses 127,795 140,242
Restructuring expenses 1,060 14
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Operating income 64,304 49,669
Interest expense, net (251) (854)
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Income before income taxes 64,053 48,815
Income tax provision 26,682 19,411
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Net income including noncontrolling
interests 37,371 29,404
Less: Net income attributable to
noncontrolling interests (603) (76)
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Net income attributable to
EMCOR Group, Inc. (1) $ 36,768 $ 29,328
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Basic earnings per common share:
Net income attributable to EMCOR Group, Inc.
common stockholders $ 0.56 $ 0.45
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Diluted earnings per common share:
Net income attributable to EMCOR Group, Inc.
common stockholders $ 0.55 $ 0.44
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Weighted average shares of common
stock outstanding:
Basic 65,860,938 65,263,709
Diluted 67,022,957 66,971,259
EMCOR GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
March 31, December 31,
2009 2008
(Unaudited)
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ASSETS
Current assets:
Cash and cash equivalents $ 395,076 $ 405,869
Accounts receivable, net 1,281,517 1,390,973
Costs and estimated earnings in excess of billings
on uncompleted contracts 90,156 105,441
Inventories 51,043 54,601
Prepaid expenses and other 56,158 53,856
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Total current assets 1,873,950 2,010,740
Investments, notes and other long-term receivables 14,050 14,958
Property, plant & equipment, net 97,267 96,716
Goodwill 584,125 582,714
Identifiable intangible assets, net 291,714 292,128
Other assets 11,203 11,148
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Total assets $2,872,309 $3,008,404
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LIABILITIES AND EQUITY
Current liabilities:
Borrowings under working capital credit line $ -- $ --
Current maturities of long-term debt and capital
lease obligations 3,685 3,886
Accounts payable 391,606 500,881
Billings in excess of costs and estimated earnings
on uncompleted contracts 600,238 601,834
Accrued payroll and benefits 171,035 221,564
Other accrued expenses and liabilities 181,785 184,990
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Total current liabilities 1,348,349 1,513,155
Long-term debt and capital lease obligations 195,369 196,218
Other long-term obligations 240,242 248,262
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Total liabilities 1,783,960 1,957,635
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Equity:
Total EMCOR Group, Inc. stockholders' equity 1,080,322 1,043,345
Noncontrolling interests 8,027 7,424
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Total equity 1,088,349 1,050,769
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Total liabilities and equity $2,872,309 $3,008,404
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