Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q and with our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, which was filed with the SEC on November 20, 2024 and is available on the SEC’s website at www.sec.gov.
Executive Overview
We develop, design, manufacture and service custom-engineered equipment and systems that distribute, control and monitor the flow of electrical energy and provide protection to motors, transformers and other electrically powered equipment. We are headquartered in Houston, Texas and primarily serve the oil and gas and petrochemical markets, the electric utility market, and commercial and other industrial markets. Beyond these major markets, we also provide products and services to the light rail traction power market and other markets that include universities and government entities. We are continuously developing new channels to electrical markets through original equipment manufacturers and distribution market channels.
In the second quarter of Fiscal 2025, we reported revenues of $278.6 million, net income of $46.3 million, and generated $59.5 million in cash from operating activities. As of March 31, 2025, we had total assets of $965.4 million.
Outlook
Our backlog remained at $1.3 billion as of March 31, 2025, of which approximately $831 million is expected to be recognized as revenue within the next twelve months. Although current commercial activity remains active in most of the markets that we compete in, we remain attentive to the macro environment and geopolitical events that may have an impact on future market activity.
Oil and gas and petrochemical markets . The North American market is responding to increased international demand for Liquefied Natural Gas (LNG) and gas-to-chemical processes utilizing low-cost gas feedstocks. We believe the fundamentals of the U.S. natural gas market, through abundant supply and low cost, will continue to support investments in LNG, related gas processing, and petrochemical processes, and as a result, will continue to sustain our order activity associated with such markets, which is evidenced by two large, domestic LNG project awards during the first half of Fiscal 2025. In addition to the traditional crude oil refining and other oil and gas downstream processes, we have recently expanded our end markets into hydrogen production, carbon capture as well as alternative fuels, such as biofuels and sustainable aviation fuel, in response to the demand for clean energy.
Electric utility market . Aligned with our strategy of end-market diversification, we seek to continue our focus and growth in electrical distribution substations, while also addressing a resurgence of power generation investment in this market.
Commercial and other industrial markets. As a result of a mix of factors we are experiencing strong growth in commercial facilities that provide for the production of various consumer goods and the expansion of data centers that support cloud computing and increasing investments in artificial intelligence. We are also experiencing increased activity in other industrial markets such as pulp and paper, and mining which includes the large mining project for the production of potash in the second quarter of Fiscal 2025.
Business Environment
The markets in which we participate are capital-intensive and cyclical in nature. Cyclicality is predominantly driven by customer demand, global economic and geopolitical conditions and anticipated environmental, safety or regulatory changes that affect the manner in which our customers proceed with capital investments. Our customers analyze various factors, including the demand and price for oil, gas and electrical energy, the overall economic and financial environment, governmental budgets, regulatory actions and environmental concerns. These factors influence the release of new capital projects by our customers, which are traditionally awarded in competitive bid situations. Scheduling of projects is matched to customer requirements, and projects typically take a number of months to produce. Schedules may change during the course of any particular project, and our operating results can, therefore, be impacted by factors outside of our control.
Our operating results are impacted by several factors such as the timing of new order awards, project backlog, changes in project cost estimates, customer approval of final engineering specifications and delays in customer construction schedules, all of which contribute to short-term earnings variability and the timing of project execution. Our operating results also have been, and may continue to be, impacted by the timing and resolution of change orders and the resolution of potential contract claims and liquidated damages, all of which could improve or deteriorate gross margins during the period in which these items are resolved with our customers. Disruptions in the global supply chain have negatively impacted and may continue to negatively impact our business and operating results due to the limited supply of, delays for and uncertainty in the timing of the receipt of
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key component parts and commodities. We continue to remain focused on the variables that impact our markets as well as cost management, labor availability and supply chain challenges.
We are subject to inflation, which can cause increases in our costs of labor, indirect expenses and raw materials, primarily copper, aluminum and steel. Fixed-price contracts can limit our ability to pass these increases to our customers, thus negatively impacting our earnings and operations in future periods.
During the second quarter of Fiscal 2025, we experienced an increase in volatility for commodity prices and ongoing supply chain delays for specific engineered components that remain a persistent challenge. Moreover, recently announced changes and proposed changes to U.S. global trade policy, along with potential international retaliatory measures, have caused high volatility in global markets and uncertainty around short- and long-term economic impacts in the United States and other markets we serve, including concerns over inflation, recession and slowing growth. We continue to evaluate and monitor the potential impacts of these changes and measures, including the imposition of tariffs, on our business and operations. We could potentially face the challenge of increased costs of raw materials and engineered components as well as negative impacts on our margins; however, it is not possible to predict the impact, if any, of any changes or proposed changes to the U.S. global trade policy, or any international retaliatory measures, on our business and operations. In response to the rising cost environment and persistent supply chain challenges, we are taking strategic measures to effectively manage our product pricing, refine delivery schedules, and manage bid validity dates with our customers. Our supplier engagement includes improving forecasting and negotiating favorable terms that allow us to meet or exceed customer timelines. Additionally, we remain focused on enhancing factory efficiencies and improving project execution to mitigate risks and maintain customer satisfaction.
Results of Operations
Quarter Ended March 31, 2025 Compared to the Quarter Ended March 31, 2024 (Unaudited)
Revenue and Gross Profit
Revenues increased by 9%, or $23.5 million, to $278.6 million in the second quarter of Fiscal 2025, primarily driven by strong project backlog at the end of Fiscal 2024 and strong bookings that continued through the first half of Fiscal 2025. Domestic revenues increased by 5%, or $10.9 million, to $227.8 million in the second quarter of Fiscal 2025. International revenues increased by 33%, or $12.6 million, to $50.8 million in the second quarter of Fiscal 2025, primarily driven by increased project volume from our Canada operations and increased activity in the Middle East and Africa region. Our international revenues include both revenues generated from our international facilities as well as revenues from export projects generated at our domestic facilities.
In the second quarter of Fiscal 2025, revenue from our oil and gas market (excluding petrochemical) decreased by 3%, or $2.7 million, to $101.2 million; petrochemical market revenue decreased by 13%, or $6.4 million, to $43.7 million; revenue from our electric utility market increased by 48%, or $22.8 million, to $70.3 million; commercial and other industrial market revenue increased by 16%, or $5.5 million, to $40.4 million; and revenue from our light rail traction power market increased by 122%, or $5.5 million, to $10.0 million. These increases in revenue were primarily driven by our strategic effort to expand our business into electric utility and commercial and other industrial markets and the improved market conditions in these end markets. Revenue from all other markets combined decreased by 9%, or $1.3 million, to $13.0 million in the second quarter of Fiscal 2025 due to less project volume.
Gross profit increased by 33%, or $20.7 million, to $83.4 million for the second quarter of Fiscal 2025. Gross profit as a percentage of revenues increased to 30% in the second quarter of Fiscal 2025, as compared to 25% in the second quarter of Fiscal 2024. The increase in gross profit was primarily driven by higher revenues, favorable volume leverage, strong project execution, as well as benefit from project closeouts in the second quarter of Fiscal 2025.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased by 4%, or $0.8 million, to $21.8 million in the second quarter of Fiscal 2025, primarily due to increased compensation expense. Selling, general and administrative expenses as a percentage of revenues remained at 8% for both periods.
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Income Tax Provision
We recorded an income tax provision of $16.1 million in the second quarter of Fiscal 2025, compared to an income tax provision of $10.4 million in the second quarter of Fiscal 2024. The effective tax rate for the second quarter of Fiscal 2025 was 26%, compared to an effective tax rate of 24% for the second quarter of Fiscal 2024. For each of the three months ended March 31, 2025 and 2024, the effective tax rate was favorably impacted by the estimated Research and Development (R&D) Tax Credit. Additionally, for the second quarter of Fiscal 2024, we recognized a benefit for discrete items related to the vesting of restricted stock units (RSUs) and the release of a reserve for unrecognized tax benefits. For further information regarding our income taxes, see Note J of the Notes to Condensed Consolidated Financial Statements.
Net Income
In the second quarter of Fiscal 2025, we recorded net income of $46.3 million, or $3.81 per diluted share, compared to net income of $33.5 million, or $2.75 per diluted share, in the second quarter of Fiscal 2024. The increase in net income was primarily driven by higher revenue and improved gross profit margin in the second quarter of Fiscal 2025.
Backlog
The order backlog, which is our remaining unsatisfied performance obligations, represents the estimated transaction price for goods and services for which we have a material right, but work has not been performed. The order backlog at March 31, 2025 was $1.3 billion, consistent with our backlog at December 31, 2024. Bookings, net of cancellations and scope reductions, increased by 6% in the second quarter of Fiscal 2025 to $249.0 million, compared to $235.4 million in the second quarter of Fiscal 2024.
Six Months Ended March 31, 2025 Compared to the Six Months Ended March 31, 2024 (Unaudited)
Revenue and Gross Profit
Revenues increased by 16%, or $70.9 million, to $520.1 million in the six months ended March 31, 2025, primarily driven by strong project backlog at the end of Fiscal 2024 and strong bookings that continued in the first half of Fiscal 2025. Domestic revenues increased by 13%, or $48.8 million, to $425.6 million in the six months ended March 31, 2025. International revenues increased by 31%, or $22.1 million, to $94.5 million in the six months ended March 31, 2025, primarily driven by increased project volume from our Canada operations. Our international revenues include both revenues generated from our international facilities as well as revenues from export projects generated at our domestic facilities.
In the six months ended March 31, 2025, revenue from our oil and gas market (excluding petrochemical) increased by 5%, or $9.4 million, to $196.8 million; petrochemical market revenue decreased by 2%, or $1.6 million, to $76.9 million; revenue from our electric utility market increased by 38%, or $33.4 million, to $121.6 million; commercial and other industrial market revenue increased by 42%, or $25.1 million, to $84.7 million; and revenue from our light rail traction power market increased by 106%, or $9.4 million, to $18.2 million. These increases in revenue were primarily driven by our strategic effort to expand our business into electric utility and commercial and other industrial markets and the improved market conditions in these end markets. Revenue from all other markets combined decreased by 18%, or $4.8 million, to $21.8 million in the six months ended March 31, 2025 due to less project volume.
Gross profit increased by 29%, or $32.0 million, to $143.0 million for the six months ended March 31, 2025. Gross profit as a percentage of revenues increased to 27% in the first half of Fiscal 2025, compared to 25% in the first half of Fiscal 2024. The increase in gross profit was primarily driven by higher revenues in the first half of Fiscal 2025 and strong gross profit margin in the second quarter of Fiscal 2025 due to favorable volume leverage, strong project execution, as well as benefit from project closeouts in the quarter.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased by 5%, or $1.9 million, to $43.2 million in the six months ended March 31, 2025, primarily due to increased compensation expense. Selling, general and administrative expenses as a percentage of revenues decreased to 8% during the first half of Fiscal 2025, compared to 9% during the first half of Fiscal 2024, resulting from higher revenues on our existing cost structure.
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Income Tax Provision
We recorded an income tax provision of $20.8 million in the six months ended March 31, 2025, compared to an income tax provision of $16.2 million in the six months ended March 31, 2024. The effective tax rate for the six months ended March 31, 2025 was 20%, compared to an effective tax rate of 22% for the six months ended March 31, 2024. For each of the six months ended March 31, 2025 and 2024, the effective tax rate was favorably impacted by discrete items related to the vesting of RSUs and the estimated R&D Tax Credit. Additionally, we recognized a benefit due to the release of a reserve for unrecognized tax benefits in the six months ended March 31, 2024. The decreased effective tax rate for the first half of Fiscal 2025 was primarily driven by higher stock prices associated with the vested RSUs. For further information regarding our income taxes, see Note J of the Notes to Condensed Consolidated Financial Statements.
Net Income
In the six months ended March 31, 2025, we recorded net income of $81.1 million, or $6.67 per diluted share, compared to net income of $57.6 million, or $4.73 per diluted share, in the six months ended March 31, 2024. The increase in net income was primarily driven by higher revenue and improved gross profit margin in the first half of Fiscal 2025.
Backlog
The order backlog, which is our remaining unsatisfied performance obligations, represents the estimated transaction price for goods and services for which we have a material right, but work has not been performed. The order backlog at March 31, 2025 was $1.3 billion, consistent with our backlog at September 30, 2024. Bookings, net of cancellations and scope reductions, increased by 20% during the six months ended March 31, 2025 to $517.6 million, compared to $433.0 million during the six months ended March 31, 2024.
Liquidity and Capital Resources
As of March 31, 2025, current assets exceeded current liabilities by 2.0 times.
Cash, cash equivalents and short-term investments increased to $389.3 million at March 31, 2025, compared to $358.4 million at September 30, 2024. The increase in cash, cash equivalents and short-term investments was primarily driven by our improved earnings due to higher gross profit, partially offset by capital spending, dividend payments, and cash payments related to shares withheld in lieu of employee tax withholding. We believe that our cash, cash equivalents and short-term investments, as well as available borrowings under our U.S. credit facility, will be sufficient to support our future operating activities, working capital requirements, payment of dividends and capital spending, as well as research and development initiatives for the next twelve months and beyond.
Approximately $75.4 million of our cash, cash equivalents and short-term investments at March 31, 2025 was held outside of the U.S. for our international operations. It is our intention to indefinitely reinvest all current and future foreign earnings internationally in order to ensure sufficient working capital to support our international operations. In the event that we elect to repatriate some or all of the foreign earnings that were previously deemed to be indefinitely reinvested outside the U.S., we may incur additional tax expense upon such repatriation under current tax laws.
U.S. Revolver
We have a credit agreement with Bank of America, N.A. and Texas Capital Bank with an aggregate commitment of $150.0 million, consisting of $100.0 million committed by Bank of America and $50.0 million committed by Texas Capital Bank (the U.S. Revolver). The U.S. Revolver has an expiration date of October 4, 2028.
As of March 31, 2025, there were no amounts borrowed under the U.S. Revolver, and letters of credit outstanding were $64.4 million. There was $85.6 million available for the issuance of letters of credit and borrowings under the U.S. Revolver as of March 31, 2025. For further information regarding our debt, see Notes E and F of the Notes to Condensed Consolidated Financial Statements.
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Cash Flows
Operating Activities
Operating activities provided net cash of $59.5 million during the six months ended March 31, 2025, and provided net cash of $100.9 million during the same period in Fiscal 2024. Cash flow from operations is primarily influenced by project volume and margins, as well as working capital requirements, the timing of milestone payments from our customers, and payment terms with our suppliers. The decrease in operating cash flow was primarily due to working capital impact as we allocate capital to projects in the order book, partially offset by higher earnings.
Investing Activities
Investing activities provided $4.6 million of cash during the six months ended March 31, 2025 and used $11.2 million of cash during the same period in Fiscal 2024. Cash provided by investing activities in the first half of Fiscal 2025 was primarily due to net maturities of short-term investments, partially offset by capital spending on the facility expansion and improvement project at our electrical products facility in Houston. In December 2023, we acquired intellectual property for a total consideration of $0.5 million, of which $250 thousand was paid in cash.
We have planned capital spending of approximately $11 million on a facility expansion and improvement project at our electrical products facility in Houston. We recently completed the expansion and improvement project and the incremental capacity will be in service in the third quarter of Fiscal 2025.
Financing Activities
Net cash used in financing activities was $18.4 million during the six months ended March 31, 2025 compared to $12.8 million used during the same period in Fiscal 2024. The increase in cash used in financing activities was primarily due to cash payments related to shares withheld in lieu of employee tax withholding, largely driven by the significant increase in our share price in the first half of Fiscal 2025 compared to the same period of Fiscal 2024.
Critical Accounting Policies and Estimates
The discussion and analysis of our financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of our condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates on an ongoing basis, based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will be consistent with those estimates.
There have been no material changes to our critical accounting policies as disclosed in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, which was filed with the SEC on November 20, 2024.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes to our market risks as of and for the three and six months ended March 31, 2025, as compared to the information previously reported under Part II, Item 7A within our Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
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