UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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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) |
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Securities registered or to be registered pursuant to Section 12(b) of the Act
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Name of Exchange on which registered | ||
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 December 18, 2020, Gencor Industries, Inc. issued a press release announcing its financial results for the full year and fourth quarter of fiscal 2020. 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 December 18, 2020 |
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. | ||||||
| December 18, 2020 | By: | /s/ John E. Elliott | ||||
| John E. Elliott, Chief Executive Officer | ||||||
| December 18, 2020 | By: | /s/ Eric E. Mellen | ||||
| Eric E. Mellen, Chief Financial Officer | ||||||
Index to Exhibits
| Exhibit |
Description | |
| 99.1 | Earnings Release dated December 18, 2020 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
Exhibit 99.1
GENCOR RELEASES FOURTH QUARTER AND FISCAL YEAR 2020 RESULTS
December 18, 2020 (PRIME NEWSWIRE)—Gencor Industries, Inc., (NASDAQ: GENC) announced today net revenue for the quarter ended September 30, 2020 decreased 27.8% to $10.5 million compared to $14.5 million for the quarter ended September 30, 2019. The decrease in revenues reflects a decline in orders from prior year as the impact of the Fixing America’s Surface Transportation Act (the “FAST Act”), which was set to expire at the end of September 2020, has slowed. On the eve of its expiration, a one-year extension to the FAST Act was passed and signed into law. The one-year extension maintains current funding levels under the FAST Act through September 2021. Gross profit as a percentage of net revenue decreased to 18.3% for the quarter ended September 30, 2020 from 19.6% for the quarter ended September 30, 2019. Gross profit in the fourth quarter of fiscal 2020 was negatively impacted due to the lower net revenues and reduced overhead absorption.
Operating loss for the quarter ended September 30, 2020 was ($1.7) million compared to an operating loss of $(0.5) million for the quarter ended September 30, 2019. The Company had non-operating income of $0.7 million for the quarter ended September 30, 2020 compared to $0.6 million for the quarter ended September 30, 2019. The Company’s tax benefit was $(0.4) million for the quarter ended September 30, 2020 compared to tax expense of $0.1 million for the quarter ended September 30, 2019. Net loss for the quarter ended September 30, 2020 was $(0.6) million compared to breakeven for the quarter ended September 30, 2019.
Net revenue for the year ended September 30, 2020 decreased 4.8% to $77.4 million compared to $81.3 million for the year ended September 30, 2019. Gross profit as a percentage of net revenue decreased to 24.5% for the year ended September 30, 2020 from 27.6% for the year ended September 30, 2019. The Company had operating income for the year ended September 30, 2020 of $5.5 million compared to $9.5 million for the year ended September 30, 2019. The Company had non-operating income of $1.1 million for the year ended September 30, 2020 compared to $3.4 million for the year ended September 30, 2019.
The effective income tax rate for fiscal 2020 was 17.2% versus 20.5% in fiscal 2019.
Net income for the year ended September 30, 2020 was $5.5 million ($0.38 per basic and diluted share) versus net income of $10.2 million ($0.70 per basic share and $0.69 per diluted share) for the year ended September 30, 2019. The decrease in net income was primarily due to the lower net revenues, higher SG&A expenses and lower investment income.
At September 30, 2020, the Company had $125.1 million in cash and marketable securities, an increase of $9.5 million over the September 30, 2019 balance of $115.6 million. The Company’s working capital was $153.2 million at September 30, 2020 versus $150.4 million at September 30, 2019. The Company has no short- or long-term debt.
The Company’s backlog, which includes orders received through the date of this filing, was $24.9 million at December 1, 2020 compared to $27.3 million at December 1, 2019.
On October 1, 2020, the Company acquired the Blaw-Knox paver business and associated assets, including inventory, fixed assets and related intellectual property, from Volvo Construction Equipment North America, LLC (“Volvo CE”). The acquisition was accounted for as a business combination under ASC 805, “Business Combinations.” The purchase price of approximately $14.4 million, which is subject to post-closing adjustments, was funded by cash on hand. This acquisition provides the Company entry into the hot mix paver segment of the asphalt industry.
John E. Elliott, Gencor’s CEO, commented, “Fiscal 2020 was a challenging year that demonstrated Gencor’s resiliency and ability to manage through uncertainty. We quickly adjusted to changes to our customers’ schedules and availability of purchased parts from our vendors. We were able to react to customer and market needs in spite of domestic and international closures and interruptions although, increased sales volume that Gencor experienced in the third quarter did not carry over into the fourth quarter. The domestic highway construction industry continues to remain cautious on 2021 state budgets and long-term federal funding after the expiration of the FAST Act, even though a one year extension was approved.
To date the Company has not been materially impacted by the novel coronavirus “COVID-19” pandemic. Manufacturing experienced minor production challenges as some employees were required to quarantine. Currently, there is minimal workforce impact and production is operating as scheduled. Gencor continues to closely monitor impacts of the COVID-19 pandemic on its employees, operations, financial results, and supply chain. Visibility into 2021 is challenging due to the uncertainty related to the COVID-19 pandemic and a change in the Presidency which may bring increased focus on the need for incremental domestic infrastructure investment.
After the fiscal year ended, Gencor successfully closed on its acquisition of the Blaw-Knox paver business and associated assets from Volvo CE. The Company is in the process of transferring the paver manufacturing to a separate facility. We plan to continue to invest in the engineering, new product development, production and marketing of the Blaw-Knox product line.”
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. Consolidated Income Statements For the Years Ended September 30, 2020 and 2019
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| 2020 | 2019 | |||||||
| Net revenue |
$ | 77,420,000 | $ | 81,329,000 | ||||
| Cost of goods sold |
58,467,000 | 58,917,000 | ||||||
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| Gross profit |
18,953,000 | 22,412,000 | ||||||
| Operating expenses: |
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| Product engineering and development |
3,061,000 | 3,295,000 | ||||||
| Selling, general and administrative |
10,356,000 | 9,647,000 | ||||||
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| Total operating expenses |
13,417,000 | 12,942,000 | ||||||
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| Operating income |
5,536,000 | 9,470,000 | ||||||
| Other income (expense), net: |
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| Interest and dividend income, net of fees |
2,321,000 | 2,307,000 | ||||||
| Realized and unrealized gains (losses) on marketable securities, net |
(1,160,000 | ) | 1,047,000 | |||||
| Other |
(16,000 | ) | — | |||||
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| 1,145,000 | 3,354,000 | |||||||
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| Income before income tax expense |
6,681,000 | 12,824,000 | ||||||
| Income tax expense |
1,150,000 | 2,628,000 | ||||||
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| Net income |
$ | 5,531,000 | $ | 10,196,000 | ||||
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| Basic earnings per common share |
$ | 0.38 | $ | 0.70 | ||||
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| Diluted earnings per common share |
$ | 0.38 | $ | 0.69 | ||||
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| GENCOR INDUSTRIES, INC. Consolidated Balance Sheets As of September 30, 2020 and 2019
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| 2020 | 2019 | |||||||
| ASSETS |
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| Current assets: |
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| Cash and cash equivalents |
$ | 35,584,000 | $ | 10,302,000 | ||||
| Marketable securities at fair value (cost of $89,514,000 at September 30, 2020 and $104,176,000 at September 30, 2019) |
89,498,000 | 105,322,000 | ||||||
| Accounts receivable, less allowance for doubtful accounts of $442,000 at September 30, 2020 and $459,000 at September 30, 2019 |
1,992,000 | 1,603,000 | ||||||
| Costs and estimated earnings in excess of billings |
6,405,000 | 13,838,000 | ||||||
| Inventories, net |
27,090,000 | 25,366,000 | ||||||
| Prepaid expenses |
1,189,000 | 499,000 | ||||||
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| Total current assets |
161,758,000 | 156,930,000 | ||||||
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| Property and equipment, net |
8,341,000 | 8,389,000 | ||||||
| Other long-term assets |
995,000 | 53,000 | ||||||
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| Total Assets |
$ | 171,094,000 | $ | 165,372,000 | ||||
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| LIABILITIES AND SHAREHOLDERS’ EQUITY |
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| Current liabilities: |
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| Accounts payable |
$ | 1,728,000 | $ | 1,907,000 | ||||
| Customer deposits |
3,853,000 | 1,918,000 | ||||||
| Accrued expenses |
2,605,000 | 2,660,000 | ||||||
| Current operating lease liabilities |
328,000 | — | ||||||
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| Total current liabilities |
8,514,000 | 6,485,000 | ||||||
| Deferred and other income taxes |
746,000 | 3,372,000 | ||||||
| Non-current operating lease liabilities |
614,000 | — | ||||||
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| Total liabilities |
9,874,000 | 9,857,000 | ||||||
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| Commitments and contingencies |
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| Shareholders’ equity: |
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| 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; 12,287,337 shares and 12,277,337 shares issued and outstanding at September 30, 2020 and 2019, respectively |
1,229,000 | 1,228,000 | ||||||
| Class B Stock, par value $.10 per share; 6,000,000 shares authorized; 2,318,857 shares and 2,308,857 shares issued and outstanding at September 30, 2020 and 2019, respectively |
232,000 | 231,000 | ||||||
| Capital in excess of par value |
12,331,000 | 12,159,000 | ||||||
| Retained earnings |
147,428,000 | 141,897,000 | ||||||
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| Total shareholders’ equity |
161,220,000 | 155,515,000 | ||||||
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| Total Liabilities and Shareholders’ Equity |
$ | 171,094,000 | $ | 165,372,000 | ||||
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Caution Concerning Forward Looking Statements—This press release and our other communications and statements may contain certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including statements about the Company’s beliefs, plans, objectives, goals, expectations, estimates, projections and intentions. These statements are subject to significant risks and uncertainties and are subject to change based on various factors, many of which are beyond the Company’s control. Actual results may differ materially depending on a variety of important factors, including the financial condition of the Company’s customers, changes in the economic and competitive environments, demand for the Company’s products, the duration and scope of the coronavirus (“COVID-19”) pandemic, actions governments, and businesses take in response to the COVID-19 pandemic, including mandatory business closures; the impact of the pandemic and actions taken on regional economies; the pace of recovery when the COVID-19 pandemic subsides. The words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “target,” “goal,” and similar expressions are intended to identify forward-looking statements.
For information concerning these factors and related matters, see the following sections of the Company’s Annual Report on Form 10-K for the year ended September 30, 2020: (a) Part I, Item 1A, “Risk Factors” and (b) Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. However, other factors besides those referenced could adversely affect the Company’s 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 statements made by the Company herein speak as of the date of this press release. The Company does not undertake to update any forward-looking statements, except as required by law.
Unless the context otherwise indicates, all references in this press release to the “Company,” “Gencor,” “we,” “us,” or “our,” or similar words are to Gencor Industries, Inc. and its subsidiaries.
| Contact: | Eric Mellen, Chief Financial Officer | |
| 407-290-6000 |
Document and Entity Information |
Dec. 18, 2020 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | GENCOR INDUSTRIES INC |
| Amendment Flag | false |
| Entity Central Index Key | 0000064472 |
| Document Type | 8-K |
| Document Period End Date | Dec. 18, 2020 |
| Entity Address, Address Line One | 5201 North Orange Blossom Trail |
| Entity Address, City or Town | Orlando |
| Entity Address, State or Province | FL |
| Entity Address, Postal Zip Code | 32810 |
| City Area Code | (407) |
| Local Phone Number | 290-6000 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-11703 |
| Entity Tax Identification Number | 59-0933147 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock ($.10 Par Value) |
| Trading Symbol | GENC |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |