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) July 26, 2007
EMCOR Group, Inc.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware
--------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
1-8267 11-2125338
(Commission File Number) (I.R.S. Employer Identification No.)
301 Merritt Seven, Norwalk, CT 06851
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(203) 849-7800
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
N/A
--------------------------------------------------------------------------------
(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 July 26, 2007, EMCOR Group, Inc. issued a press release disclosing
results of operations for its fiscal 2007 second quarter ended June 30, 2007. 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
-------------- ---------------------------------------------------------------
99.1 Press Release issued by EMCOR Group, Inc. on July 26, 2007
disclosing results of operations for its fiscal 2007 second
quarter ended June 30, 2007.
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: July 26, 2007 By: /s/ Frank T. MacInnis
---------------------------
Frank T. MacInnis
Chairman of the Board of
Directors and Chief
Executive Officer
EMCOR GROUP, INC. REPORTS RECORD SECOND QUARTER RESULTS
- Operating Income and Net Income Increase 74.3% and 55.1%, Respectively -
- Contract Backlog Increases 32.3% Year-Over-Year to a Record $4.26 Billion -
- 2007 Full Year Guidance Raised -
NORWALK, CONNECTICUT, July 26, 2007 - EMCOR Group, Inc. (NYSE: EME) today
reported results for the second quarter and six months ended June 30, 2007. The
Company's financial results for the prior year periods have been adjusted to
reflect its 2-for-1 stock split, effective July 9, 2007.
For the 2007 second quarter, net income increased 55.1% to $26.2 million, or
$0.39 per diluted share, compared to net income of $16.9 million, or $0.26 per
diluted share, in the 2006 second quarter. Revenues increased 15.2% in the
second quarter of 2007 to $1.41 billion from $1.22 billion in the same period
last year.
In the second quarter of 2007, operating income rose 74.3% to $44.2 million, or
3.1% of revenues, compared to operating income of $25.3 million, or 2.1% of
revenues, a year ago. Selling, general and administrative (SG&A) expenses were
$125.3 million in the 2007 second quarter versus $108.2 million in the
comparable prior year period, reflecting higher SG&A activity as a result of
higher revenues during the period. As a percentage of revenues, SG&A expenses
remained flat at 8.9% in both periods.
EMCOR continued to generate strong growth in its contract backlog for the
quarter, achieving record levels. At June 30, 2007, contract backlog was $4.26
billion, a 32.3% increase over $3.22 billion at June 30, 2006, and 10.9% higher
than the previous record of $3.84 billion at March 31, 2007. Private sector
commercial and hospitality/gaming contracts represented 56% of total backlog at
the end of the second quarter of 2007 compared to 53% and 54%, respectively, at
March 31, 2007 and June 30, 2006.
EMCOR Announces 2007 Second Quarter Results Page 2
For the 2007 six-month period, the Company reported income from continuing
operations of $38.1 million, or $0.57 per diluted share, an increase of 55.7%
over income from continuing operations of $24.5 million, or $0.38 per diluted
share, for the first six months of 2006. Year-to-date revenues in 2007 totaled
$2.72 billion versus revenues of $2.37 billion in the same period last year, an
increase of 14.9%.
Operating income for the first half of 2007 was $63.1 million, or 2.3% of
revenues, versus operating income of $37.7 million, or 1.6% of revenues, for the
first half of 2006. SG&A expenses were $238.5 million in the first half of 2007
compared to $210.7 million in the comparable prior year period. As a percentage
of revenues, SG&A expenses declined to 8.8% from 8.9% for the six months ended
June 30, 2006.
Frank T. MacInnis, Chairman and CEO of EMCOR Group, commented, "Our record
second quarter results reflect the continued strength and demand growth we've
experienced in our end markets. Organic revenue growth in the quarter was a
robust 11.5%, while our commitment to cost management created substantial
leverage and increased profits. These results were driven by strong performance
across our domestic operations, including excellent results within our U.S.
Mechanical and Electrical segments, and continued strong performance in our
facilities services segment, which grew in line with our expected rate for this
business."
Mr. MacInnis continued, "While we are very pleased with our financial
performance, we are also encouraged by the trajectory of our backlog in recent
quarters in terms of both amount and composition. As we have discussed in the
past, EMCOR has focused its efforts on leveraging the private sector commercial
and hospitality/gaming markets as well as other markets such as healthcare. Not
only have these efforts generated strong financial results, they have also
served to increase the proportion of our backlog consisting of larger and more
complex projects which tend to have longer durations and increasing profit
opportunities. More and more clients recognize EMCOR as being uniquely
positioned to support the installation and maintenance of their systems-rich
facility environments."
Mr. MacInnis concluded, "As we enter the second half of 2007, we remain
confident about the visibility of our markets and our business prospects. The
indicators we follow continue to point to strength in our markets, and EMCOR
continues to build its reputation for being uniquely positioned to deliver on
the most complex, mission critical projects and maintain these types of
facilities for our clients. As a result of this visibility and sustained
momentum in both our order trends and performance execution, we are increasing
our anticipated year-end 2007 diluted earnings per share to $1.48 - $1.60, while
increasing and narrowing our 2007 revenues guidance to $5.6B - $5.7B."
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 second quarter conference call will be available live via internet
broadcast today, Thursday, July 26, 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.
EMCOR Announces 2007 Second 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 2006 Form 10-K, its
Form 10-Q for the second quarter ended June 30, 2007, 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 For the Six Months Ended
June 30, June 30,
---------------------------- ----------------------------
2007 2006 2007 2006
---- ---- ---- ----
Revenues $ 1,406,232 $ 1,220,423 $ 2,724,579 $ 2,371,500
Cost of sales 1,236,756 1,086,895 2,422,880 2,123,139
----------- ----------- ----------- -----------
Gross profit 169,476 133,528 301,699 248,361
Selling, general and
administrative expenses 125,320 108,194 238,519 210,700
Restructuring expenses -- -- 93 --
----------- ----------- ----------- -----------
Operating income 44,156 25,334 63,087 37,661
Interest income, net 2,777 490 5,489 728
Minority interest (2,060) (672) (3,252) (928)
----------- ----------- ----------- -----------
Income from continuing
operations before income taxes 44,873 25,152 65,324 37,461
Income tax provision 18,723 8,291 27,182 12,967
----------- ----------- ----------- -----------
Income from continuing
operations 26,150 16,861 38,142 24,494
Loss from discontinued
operation, net -- -- -- (620)
----------- ----------- ----------- -----------
Net income $ 26,150 $ 16,861 $ 38,142 $ 23,874
=========== =========== =========== ===========
Basic earnings per share -
continuing operations $ 0.41 $ 0.27 $ 0.60 $ 0.39
Basic earnings per share -
discontinued operation -- -- -- (0.01)
----------- ----------- ----------- -----------
$ 0.41 $ 0.27 $ 0.60 $ 0.38
=========== =========== =========== ===========
Diluted earnings per share -
continuing operations $ 0.39 $ 0.26 $ 0.57 $ 0.38
Diluted earnings per share -
discontinued operation -- -- -- (0.01)
----------- ----------- ----------- -----------
$ 0.39 $ 0.26 $ 0.57 $ 0.37
=========== =========== =========== ===========
Weighted average shares of
common stock outstanding:
Basic 64,195,339 63,143,472 64,013,213 62,888,528
Diluted 66,654,674 65,421,764 66,470,154 64,988,108
EMCOR GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
June 30, December 31,
2007 2006
(Unaudited)
------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $ 336,335 $ 273,735
Accounts receivable, net 1,286,691 1,184,418
Costs and estimated earnings in excess of billings
on uncompleted contracts 164,628 147,848
Inventories 17,089 18,015
Prepaid expenses and other 47,864 38,397
---------- ----------
Total current assets 1,852,607 1,662,413
Investments, notes and other long-term receivables 29,261 29,630
Property, plant & equipment, net 52,028 52,780
Goodwill 297,058 288,165
Identifiable intangible assets, net 27,697 38,251
Other assets 17,782 17,784
---------- ----------
Total assets $2,276,433 $2,089,023
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Borrowings under working capital credit line $ -- $ --
Current maturities of long-term debt and capital
lease obligations 607 659
Accounts payable 499,989 496,407
Billings in excess of costs and estimated earnings
on uncompleted contracts 535,352 412,069
Accrued payroll and benefits 181,394 177,490
Other accrued expenses and liabilities 103,860 121,723
---------- ----------
Total current liabilities 1,321,202 1,208,348
Long-term debt and capital lease obligations 1,087 1,239
Other long-term obligations 183,575 169,127
Total stockholders' equity 770,569 710,309
---------- ----------
Total liabilities and stockholders' equity $2,276,433 $2,089,023
========== ==========