GENC 10-K

GENC 10-K

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Table of Contents

Table of Contents

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Gencor Industries Inc (GENC)

10-K 2023-12-13 For: 2023-09-30

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Added on April 06, 2026

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Delaware		59-0933147
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)


Title of Class	Trading Symbol(s)	Name of Exchange on which Registered
Common Stock ($.10 Par Value)	GENC	NYSE American LLC


Common Stock ($.10 par value):		12,338,845 shares
Class B Stock ($.10 par value):		2,318,857 shares


Location	Acreage		Building Square Footage		Principal Function
Marquette, Iowa		72.0		137,000	Owned offices and manufacturing

Orlando, Florida		27.0		215,000	Owned corporate offices and manufacturing

Chambersburg, Pennsylvania		7.4		104,000	Leased offices and manufacturing

Large Accelerated Filer

Accelerated Filer

Non-Accelerated Filer

Smaller Reporting Company

Emerging Growth Company


	Page

Report of Independent Registered Public Accounting Firm		23
Consolidated Balance Sheets as of September 30, 2023 and 2022		26
Consolidated Statements of Operations for the years ended September 30, 2023 and 2022		27
Consolidated Statements of Shareholders’ Equity for the years ended September 30, 2023 and 2022		28
Consolidated Statements of Cash Flows for the years ended September 30, 2023 and 2022		29
Notes to Consolidated Financial Statements		30


ASSETS	2023		2022
Current assets:
Cash and cash equivalents	$	17,031,000	$	9,581,000
Marketable securities at fair value (cost of $85,514,000 at September 30, 2023 and $94,879,000 at September 30, 2022)		84,252,000		89,300,000
Accounts receivable, less allowance for doubtful accounts of $545,000 at September 30, 2023 and $370,000 at September 30, 2022		2,467,000		2,996,000
Costs and estimated earnings in excess of billings		1,508,000		2,118,000
Inventories, net		71,527,000		55,815,000
Prepaid expenses		2,169,000		2,669,000

Total current assets		178,954,000		162,479,000

Property and equipment, net		13,246,000		13,491,000
Deferred and other income taxes		3,167,000		2,893,000
Other long-term assets		381,000		450,000

Total Assets	$	195,748,000	$	179,313,000

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	3,269,000	$	4,251,000
Customer deposits		6,815,000		5,864,000
Accrued expenses		3,753,000		1,885,000
Current operating lease liabilities		328,000		390,000

Total current liabilities		14,165,000		12,390,000
Non-current operating lease liabilities		—		6,000

Total liabilities		14,165,000		12,396,000

Commitments and contingencies
Shareholders’ equity:
Preferred stock, par value $.10 per share; 300,000 shares authorized; none issued		—		—
Common stock, par value $.10 per share; 15,000,000 shares authorized; 12,338,845 shares issued and outstanding at September 30, 2023 and 2022		1,234,000		1,234,000
Class B Stock, par value $.10 per share; 6,000,000 shares authorized; 2,318,857 shares issued and outstanding at September 30, 2023 and 2022		232,000		232,000
Capital in excess of par value		12,590,000		12,590,000
Retained earnings		167,527,000		152,861,000

Total shareholders’ equity		181,583,000		166,917,000

Total Liabilities and Shareholders’ Equity	$	195,748,000	$	179,313,000


	2023		2022
Net revenue	$	105,075,000	$	103,479,000
Cost of goods sold		76,038,000		82,935,000

Gross profit		29,037,000		20,544,000
Operating expenses:
Product engineering and development		3,458,000		4,325,000
Selling, general and administrative		12,154,000		12,052,000

Total operating expenses		15,612,000		16,377,000

Operating income		13,425,000		4,167,000
Other income (expense), net:
Interest and dividend income, net of fees		2,108,000		1,305,000
Realized and unrealized gains (losses) on marketable securities, net		3,243,000		(7,009,000	)
Other		—		(156,000	)

	5,351,000		(5,860,000)

Income (loss) before income tax expense (benefit)		18,776,000		(1,693,000	)
Income tax expense (benefit)		4,110,000		(1,321,000	)

Net income (loss)	$	14,666,000	$	(372,000	)

Basic earnings (loss) per common share	$	1.00	$	(0.03	)

Diluted earnings (loss) per common share	$	1.00	$	(0.03	)


	Common Stock				Class B Stock				Capital in Excess of		Retained			Total Shareholders’
	Shares		Amount		Shares		Amount		Par Value		Earnings			Equity
September 30, 2021		12,338,845	$	1,234,000		2,318,857	$	232,000	$	12,590,000	$	153,233,000		$	167,289,000
Net loss		—		—		—		—		—		(372,000	)		(372,000	)

September 30, 2022		12,338,845	$	1,234,000		2,318,857	$	232,000	$	12,590,000	$	152,861,000		$	166,917,000
Net income		—		—		—		—		—		14,666,000			14,666,000

September 30, 2023		12,338,845	$	1,234,000		2,318,857	$	232,000	$	12,590,000	$	167,527,000		$	181,583,000


	2023			2022
Cash flows from operating activities:
Net income (loss)	$	14,666,000		$	(372,000	)
Adjustments to reconcile net income (loss) to cash flows provided by (used in) operating activities:
Purchase of marketable securities		(172,341,000	)		(135,551,000	)
Proceeds from sale and maturity of marketable securities		180,285,000			133,966,000
Change in value of marketable securities		(2,896,000	)		7,261,000
Deferred and other income taxes		(274,000	)		(3,287,000	)
Depreciation and amortization		2,834,000			2,823,000
Provision for doubtful accounts		290,000			194,000
Loss on disposal of assets		157,000			—
Changes in assets and liabilities, excluding the initial effects of business combinations:
Accounts receivable		239,000			(568,000	)
Costs and estimated earnings in excess of billings		610,000			(215,000	)
Inventories		(15,712,000	)		(13,927,000	)
Prepaid expenses		500,000			(467,000	)
Accounts payable		(982,000	)		1,146,000
Customer deposits		951,000			620,000
Accrued expenses and other		1,869,000			(758,000	)

Total adjustments		(4,470,000	)		(8,763,000	)

Cash flows provided by (used in) operating activities		10,196,000			(9,135,000	)

Cash flows used in investing activities:
Capital expenditures		(2,746,000	)		(4,516,000	)

Cash flows used in investing activities		(2,746,000	)		(4,516,000	)

Net increase (decrease) in cash and cash equivalents		7,450,000			(13,651,000	)
Cash and cash equivalents at:
Beginning of year		9,581,000			23,232,000

End of year	$	17,031,000		$	9,581,000

Non-cash investing and financing activities:
Operating lease right-of-use assets	$	352,000		$	—
Operating lease liabilities	$	352,000		$	—


	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Exchange-Traded Funds	$	3,327,000	$	—	$	—	$	3,327,000
Corporate Bonds		—		33,160,000		—		33,160,000
Government Securities		47,672,000		—		—		47,672,000
Cash and Money Funds		93,000		—		—		93,000

Total	$	51,092,000	$	33,160,000	$	—	$	84,252,000


	2023			2022
Balance, beginning of year	$	8,192,000		$	5,397,000
Charged to cost of sales		2,147,000			2,966,000
Disposal of inventory, net of recoveries		(526,000	)		(171,000	)

Balance, end of year	$	9,813,000		$	8,192,000


	Years
Land improvements		15
Buildings & improvements		6-40
Equipment		2-10


	2023		2022
Equipment sales recognized over time	$	34,150,000	$	37,572,000
Equipment sales recognized at a point in time		40,138,000		36,898,000
Parts and component sales		25,298,000		23,856,000
Freight revenue		4,664,000		4,709,000
Other		825,000		444,000

Net revenue	$	105,075,000	$	103,479,000


	September 30,
	2023		2022
Raw materials	$	35,918,000	$	31,975,000
Work in process		22,923,000		13,903,000
Finished goods		12,686,000		9,937,000

Inventories, net	$	71,527,000	$	55,815,000


	Year Ended September 30,
	2023			2022
Current:
Federal	$	4,151,000		$	1,680,000
State		279,000			317,000

Total current		4,430,000			1,997,000

Deferred:
Federal		(328,000	)		(2,701,000	)
State		8,000			(617,000	)

Total deferred		(320,000	)		(3,318,000	)

Income tax expense (benefit)	$	4,110,000		$	(1,321,000	)


	September 30, 2023			September 30, 2022
Operating lease ROU asset included in other long-term assets	$	328,000		$	396,000
Current operating lease liability		328,000			390,000
Non-current operating lease liability		—			6,000
Weighted average remaining lease term (in years)		0.51			1.00
Weighted average discount rate used in calculating ROU asset		4.5	%		4.0	%


Fiscal Year	Annual Lease Payments
2024	$	336,000
Less interest		(8,000	)

Present value of lease liabilities	$	328,000


EXHIBIT NUMBER	DESCRIPTION	FILED HEREWITH

3.1	Restated Certificate of Incorporation of Company, incorporated by reference to Exhibit 3.1 to Registration No. 33-627(P)

3.2	Amended and Restated By-Laws of Gencor Industries, Inc., incorporated by reference to Exhibit 3.2 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2007

3.3	Certificate of Amendment, changing name of Mechtron International Corporation to Gencor Industries, Inc. and adding a “twelfth” article regarding director liability limitation, incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 1987(P)

4.1	Form of Common Stock certificate, incorporated by reference to Exhibit 4.1 to Registration No. 33-627(P)

4.2	Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as Amended	X

10.1	The Company’s 2009 Incentive Compensation Plan, as incorporated by reference to the Company’s 2009 Proxy Statement filed with the Securities and Exchange Commission on Schedule 14A on January 28, 2009

10.2	Form of Agreement for Nonqualified Stock Options granted in 1986, incorporated by reference to the Annual Report on Form 10-K for the year ended December 31, 1986(P)

10.3	1997 Stock Option Plan incorporated by reference to Exhibit A to the Company’s Proxy Statement on 14A, filed March 3, 1997

10.4	First Amendment to the Stock Option Plan Agreement incorporated by reference to Exhibit 10.12 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2005

21.1	Subsidiaries of the Registrant	X

23.1	Consent of Independent Registered Public Accountants	X

31.1	Certification of Principal Executive Officer Pursuant to Rule 13a – 14(a) of the Securities Exchange Act of 1934, as amended	X

31.2	Certification of Chief Financial Officer Pursuant to Rule 13a – 14(a) of the Securities Exchange Act of 1934, as amended	X

32.1	Certifications of Principal Executive Officer and Chief Financial Officer Pursuant to 18 U. S. C. Section 1350	X

97.1	Clawback Policy	X


EXHIBIT NUMBER	DESCRIPTION	FILED HEREWITH

101	Interactive Data File

101.INS	XBRL Instance Document	X

101.SCH	XBRL Taxonomy Extension Schema	X

101.CAL	XBRL Taxonomy Extension Calculation Linkbase	X

101.DEF	XBRL Taxonomy Extension Definition Linkbase	X

101.LAB	XBRL Taxonomy Extension Label Linkbase	X

101.PRE	XBRL Taxonomy Extension Presentation Linkbase	X

104	The cover page from the Company’s Annual Report on Form 10-K for the year ended September 30, 2023, formatted in Inline XBRL (included in Exhibit 101)	X


/s/ E.J. Elliott		/s/ Marc G. Elliott
E.J. Elliott	December 13, 2023	Marc G. Elliott	December 13, 2023
Chairman		President & Director
		(Principal Executive Officer)

/s/ Eric E. Mellen
Eric E. Mellen	December 13, 2023
Chief Financial Officer
(Principal Financial and Accounting Officer)

/s/ General John G. Coburn		/s/ Walter A. Ketcham
Gen. John G. Coburn	December 13, 2023	Walter A. Ketcham	December 13, 2023
Director		Director

/s/ Thomas A. Vecchiolla
Thomas A. Vecchiolla	December 13, 2023
Director