8-K
GENCOR INDUSTRIES INC (GENC)
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: August 11, 2021
(Date of earliest event reported)
GENCOR INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
5201 North Orange Blossom Trail, Orlando, Florida 32810
(Address of principal executive offices) (Zip Code)
(407) 290-6000
(Registrant’s telephone number, including area code)
| Delaware | 001-11703 | 59-0933147 |
|---|---|---|
| (State or other jurisdiction of<br> <br>incorporated or organization) | Commission<br> <br>File Number | (I.R.S. Employer<br> <br>Identification No.) |
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 or to be registered pursuant to Section 12(b) of the Act
| Title of Each Class | Trading<br> <br>Symbol(s) | Name of Exchange<br> <br>on which registered |
|---|---|---|
| Common Stock ($.10 Par Value) | GENC | NASDAQ Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to 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 2.02. Results of Operations and Financial Condition.
On August 11, 2021 Gencor Industries, Inc. issued a press release announcing its financial results for the third quarter of fiscal 2021. A copy of the press release is attached as Exhibit 99.1.
The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Earnings Release dated August 11, 2021 |
|---|---|
| 104 | Cover 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.
| GENCOR INDUSTRIES, INC. | ||
|---|---|---|
| August 11, 2021 | By: | /s/ John E. Elliott |
| John E. Elliott, Chief Executive Officer | ||
| August 11, 2021 | By: | /s/ Eric E. Mellen |
| Eric E. Mellen, Chief Financial Officer |
Index to Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Earnings Release dated August 11, 2021 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
EX-99.1
Exhibit 99.1
GENCOR RELEASES THIRD QUARTER FISCAL 2021 RESULTS
August 11, 2021 (PRIME NEWSWIRE) - Gencor Industries, Inc. (Nasdaq: GENC) announced today net revenues of $24.9 million for the quarter ended June 30, 2021 compared to $22.9 million for the quarter ended June 30, 2020. Gross margins for the quarter ended June 30, 2021 were 22.5% compared with 23.5% for the quarter ended June 30, 2020. During the quarter ended June 30, 2021, the Company continued to experience higher manufacturing costs associated with steel and OEM parts pricing, as well as unabsorbed manufacturing labor and overhead expenses related to the paver line. The negative effect of these higher manufacturing costs on the quarter ended June 30, 2021, was partially offset by improved margins on certain equipment sales recognized over time and increased parts sales, in dollars and as a percentage of total net revenues, at higher margins.
Product engineering and development expenses increased $327,000 to $1,176,000 for the quarter ended June 30, 2021, as compared to $849,000 for the quarter ended June 30, 2020, due primarily to engineering wages related to the paver line. Selling, general and administrative (“SG&A”) expenses increased by $680,000 to $3,202,000 for the quarter ended June 30, 2021, as compared to $2,522,000 for the quarter ended June 30, 2020. The increase in SG&A expenses was primarily due to expenses related to the paver line.
Operating income decreased from $2,014,000 for the quarter ended June 30, 2020 to $1,227,000 for the quarter ended June 30, 2021, due primarily to the operational costs related to the Blaw-Knox acquisition.
For the quarter ended June 30, 2021, interest and dividend income, net of fees, from the investment portfolio was $306,000, as compared to $512,000 in the quarter ended June 30, 2020. The higher income in fiscal 2020 reflects the impact from a larger investment in corporate bonds and a higher average yield to maturity. The fiscal 2021 corporate investment bonds were reduced as the related investments were partially liquidated to fund the Blaw-Knox acquisition. Net realized and unrealized gains on marketable securities were $1,386,000 for the quarter ended June 30, 2021 versus net unrealized and realized gains of $2,888,000 for the quarter ended June 30, 2020. The investment gains for the quarter ended June 30, 2020 reflect a recovery in the domestic equity markets after the initial declines from the impact of the COVID-19 pandemic in the quarter ended March 31, 2020.
The effective income tax rate for the quarters ended June 30, 2021 and 2020 was 20.0%. Net income for the quarter ended June 30, 2021 was $2,335,000, or $0.16 per diluted share, versus $4,322,000, or $0.29 per diluted share, for the quarter ended June 30, 2020.
For the nine months ended June 30, 2021 the Company had net revenue of $65.2 million and net income of $6.2 million ($0.42 per diluted share) versus net revenue of $67.0 million and net income of $6.2 million ($0.42 per diluted share) for the nine months ended June 30, 2020.
At June 30, 2021, the Company had $122.9 million of cash and marketable securities compared to $125.1 million at September 30, 2020. Net working capital was $155.9 million at June 30, 2021. The Company had no short-term or long-term debt outstanding at June 30, 2021.
The Company’s backlog was $28.5 million at June 30, 2021 compared to $11.7 million at June 30, 2020.
John Elliott, Gencor’s CEO, stated, “We continue to see higher raw material and associated purchased goods costs, and expect these elevated prices to continue for at least the remainder of the year. Gencor’s gross margins were slightly impacted by the higher costs of goods. Revenues were modestly higher compared to the third quarter of fiscal 2020. Production and deliveries were minimally affected by COVID-19 related precautions in the quarter.
We continue to see steady demand for our equipment. Backlog of $28.5 million going into the fourth quarter is well above historic norms. All indications are that the FAST Act which expires on September 30, 2021 will be renewed with a multi-year transportation program. Also, it continues to appear that there will be additional infrastructure funding from the Federal government, which is anticipated to be approved in the second half of 2021.”
Gencor Industries is a diversified heavy machinery manufacturer for the production of highway construction materials, synthetic fuels and environmental control machinery and equipment used in a variety of applications.
GENCOR INDUSTRIES, INC.
Condensed Consolidated Statements of Income
(Unaudited)
| For the Quarters Ended<br>June 30, | For the Nine Months Ended<br>June 30, | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||||
| Net revenue | $ | 24,919,000 | $ | 22,940,000 | $ | 65,235,000 | $ | 66,963,000 | ||
| Cost of goods sold | 19,314,000 | 17,555,000 | 50,504,000 | 49,920,000 | ||||||
| Gross profit | 5,605,000 | 5,385,000 | 14,731,000 | 17,043,000 | ||||||
| Operating expenses: | ||||||||||
| Product engineering and development | 1,176,000 | 849,000 | 3,089,000 | 2,304,000 | ||||||
| Selling, general and administrative | 3,202,000 | 2,522,000 | 10,235,000 | 7,465,000 | ||||||
| 4,378,000 | 3,371,000 | 13,324,000 | 9,769,000 | |||||||
| Operating income | 1,227,000 | 2,014,000 | 1,407,000 | 7,274,000 | ||||||
| Other income (expense), net: | ||||||||||
| Interest and dividend income, net of fees | 306,000 | 512,000 | 1,437,000 | 1,907,000 | ||||||
| Net realized and unrealized gains (losses) on marketable securities | 1,386,000 | 2,888,000 | 4,873,000 | (1,465,000 | ) | |||||
| Other | — | (10,000 | ) | — | (20,000 | ) | ||||
| 1,692,000 | 3,390,000 | 6,310,000 | 422,000 | |||||||
| Income before income tax expense | 2,919,000 | 5,404,000 | 7,717,000 | 7,696,000 | ||||||
| Income tax expense | 584,000 | 1,082,000 | 1,543,000 | 1,540,000 | ||||||
| Net income | $ | 2,335,000 | $ | 4,322,000 | $ | 6,174,000 | $ | 6,156,000 | ||
| Basic Income per Common Share: | ||||||||||
| Net income per share | $ | 0.16 | $ | 0.30 | $ | 0.42 | $ | 0.42 | ||
| Diluted Income per Common Share: | ||||||||||
| Net income per share | $ | 0.16 | $ | 0.29 | $ | 0.42 | $ | 0.42 |
GENCOR INDUSTRIES, INC.
Condensed Consolidated Balance Sheets
| September 30,<br>2020 | |||
|---|---|---|---|
| ASSETS | |||
| Current Assets: | |||
| Cash and cash equivalents | 27,544,000 | $ | 35,584,000 |
| Marketable securities at fair value (cost 93,077,000 at June 30, 2021 and 89,514,000 at<br>September 30, 2020) | 95,345,000 | 89,498,000 | |
| Accounts receivable, less allowance for doubtful accounts of 307,000 at June 30, 2021 and<br>442,000 at September 30, 2020 | 3,120,000 | 1,992,000 | |
| Costs and estimated earnings in excess of billings | — | 6,405,000 | |
| Inventories, net | 40,832,000 | 27,090,000 | |
| Prepaid expenses and other current assets | 1,233,000 | 1,189,000 | |
| Total Current Assets | 168,074,000 | 161,758,000 | |
| Property and equipment, net | 12,251,000 | 8,341,000 | |
| Other long-term assets | 948,000 | 995,000 | |
| Total Assets | 181,273,000 | $ | 171,094,000 |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
| Current Liabilities: | |||
| Accounts payable | 4,406,000 | $ | 1,728,000 |
| Customer deposits | 3,761,000 | 3,853,000 | |
| Billings in excess of costs and estimated earnings | 685,000 | — | |
| Accrued expenses and other current liabilities | 2,874,000 | 2,605,000 | |
| Current operating lease liabilities | 403,000 | 328,000 | |
| Total Current Liabilities | 12,129,000 | 8,514,000 | |
| Deferred and other income taxes | 1,203,000 | 746,000 | |
| Non-current operating lease liabilities | 491,000 | 614,000 | |
| Total Liabilities | 13,823,000 | 9,874,000 | |
| 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; 12,298,337 shares and<br>12,287,337 shares issued and outstanding at June 30, 2021 and September 30, 2020, respectively | 1,230,000 | 1,229,000 | |
| Class B Stock, par value .10 per share; 6,000,000 shares authorized; 2,318,857 shares issued<br>and outstanding at June 30, 2021 and September 30, 2020 | 232,000 | 232,000 | |
| Capital in excess of par value | 12,386,000 | 12,331,000 | |
| Retained earnings | 153,602,000 | 147,428,000 | |
| Total Shareholders’ Equity | 167,450,000 | 161,220,000 | |
| Total Liabilities and Shareholders’ Equity | 181,273,000 | $ | 171,094,000 |
All values are in US Dollars.
Caution Concerning Forward Looking Statements - This press release and our other communications andstatements may contain “forward-looking statements,” including statements about our beliefs, plans, objectives, goals, expectations, estimates, projections and intentions. These statements are subject to significant risks and uncertaintiesand are subject to change based on various factors, many of which are beyond our control. The words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,”“expect,” “intend,” “plan,” “target,” “goal,” and similar expressions are intended to identify forward-looking statements. All forward-looking statements, by their nature, are subject to risks anduncertainties. Our actual future results may differ materially from those set forth in our forward-looking statements. For information concerning these factors and related matters, see our Annual Report on Form10-K for the year ended September 30, 2020; (a) “Risk Factors” in Part I, Item 1A and (b) “Management’s Discussion and Analysis of Financial Condition and Results of Operations”in Part II, Item 7. However, other factors besides those referenced could adversely affect our results, and you should not consider any such list of factors to be a complete set of all potential risks or uncertainties. Any forward-looking statementsmade by us herein speak as of the date of this press release. We do not undertake to update any forward-looking statement, except as required by law.
| Contact: | Eric Mellen, Chief Financial Officer |
|---|---|
| 407-290-6000 |