PMFG, Inc. (Parent of Peerless Mfg. Co.) Reports First Quarter Fiscal Year 2010 Financial Results


DALLAS, Nov. 9, 2009 (GLOBE NEWSWIRE) -- PMFG, Inc. (the "Company") (Nasdaq:PMFG) today reported financial results for the three months ended September 30, 2009. Revenues were $31.3 million and net loss was $2.1 million, or $0.16 per diluted share. On a non-GAAP basis, the Company would have reported net earnings of $1.3 million, or $0.09 per diluted share. Calculations of non-GAAP results are shown in the tables accompanying this release.

First Quarter Fiscal Year 2010 Compared to First Quarter Fiscal Year 2009

Revenues were $31.3 million, a decrease of $12.4 million, or 28.4%, compared to $43.7 million.

Gross profit was $11.8 million, or 37.7% of revenues, an increase of $0.5 million, compared to $11.3 million, or 25.9% of revenues.

Operating expenses were $8.8 million, a decrease of $1.6 million, compared to $10.4 million.

Operating income was $3.0 million, or 9.6% of revenues, an increase of $2.1 million, compared to $0.9 million, or 2.1% of revenues.

Other income (expense) was ($4.8) million, consisting of a ($2.5) million loss on the fair value adjustment to embedded derivative liabilities, ($1.2) million net interest expense, ($1.3) million loss on the extinguishment of debt, and $0.2 million foreign exchange gain, compared to ($1.9) million, consisting of ($1.5) million net interest expense, ($0.6) million foreign exchange loss and $0.2 million other income.

Income tax benefit (expense) was ($0.3) million on $1.8 million of pre-tax loss, compared to $0.4 million on $1.0 million of pre-tax loss.

Net loss was $2.1 million, or $0.16 per diluted share, compared to a net loss of $0.7 million, or $0.05 per diluted share.

In the first quarter of fiscal year 2010, the Company recorded an initial $9.0 million in fair value related to embedded derivative liabilities associated with the issuance on September 4, 2009 of its Series A Convertible Preferred Stock. In the first quarter of fiscal year 2010, the Company recorded a loss of $2.5 million related to the fair value adjustment to these derivative liabilities.

In the first quarter of fiscal year 2010, the Company prepaid $20.0 million of subordinated term debt and expensed $1.3 million of unamortized debt issuance costs related to the subordinated term debt as a loss on the extinguishment of debt.

On a non-GAAP basis, excluding the $2.5 million loss related to the fair value adjustment to the preferred stock embedded derivative liabilities and the $1.3 million loss on the extinguishment of debt, the Company would have recorded net earnings of $1.3 million, or $0.09 per diluted share, for the first quarter of fiscal year 2010. Calculations of non-GAAP results are shown in the tables accompanying this release.

In the fourth quarter of fiscal year 2008, the Company recorded as part of the purchase accounting for the Nitram acquisition, $6.4 million and $4.8 million in fair value adjustments related to backlog and inventory acquired, respectively. During the first quarter of fiscal year 2009, the Company recorded as part of cost of goods sold $2.7 million of backlog amortization expense and an additional $1.8 million of expense related to the fair value inventory adjustment.

On a non-GAAP basis, excluding the expenses related to the fair value adjustments of Nitram's backlog and inventory, the Company would have recorded net earnings of $2.3 million, or $0.17 per diluted share, for the first quarter of fiscal year 2009.

In the first quarter of fiscal year 2009, Peerless Mfg. Co. ("Peerless") completed a holding company reorganization in which Peerless became a wholly-owned subsidiary of PMFG, Inc. Shareholders of Peerless received two shares of common stock of PMFG for each outstanding share of common stock of Peerless held prior to the reorganization. As a result, the reorganization also had the effect of a two-for-one stock split. The Company's business, operations and management did not change as a result of this reorganization. Share and per share amounts for all financial periods presented in this press release have been retroactively adjusted to give effect to the reorganization, including the two-for-one exchange of PMFG common stock for Peerless common stock.

Process Products Segment

Revenues were $22.7 million, a decrease of $14.5 million, or 39.0%, compared to $37.2 million.

Operating income was $4.6 million, an increase of $1.2 million, compared to $3.4 million.

Nitram's operating results are reported in the process products segment and include expenses of $2.7 million and $1.8 million related to fair value adjustments of Nitram's backlog and inventory, respectively, for the first quarter of fiscal year 2009. On a non-GAAP basis, excluding the expenses related to the fair value adjustments of Nitram's backlog and inventory, the Process Products segment would have recorded operating income of $7.9 million, for the first quarter of fiscal year 2009.

Environmental Systems Segment

Revenues were $8.6 million, an increase of $2.1 million, or 32.3%, compared to $6.5 million.

Operating income was $2.3 million, an increase of $0.5 million, compared to $1.8 million.

Financial Condition and Cash Flows

At September 30, 2009, the Company reported $40.9 million of working capital, or a current ratio of 1.84 to 1.0, $153.7 million of total assets and $35.0 million of debt.

At September 30, 2009, cash and cash equivalents were $20.8 million, an increase of $3.1 million compared to $17.7 million at June 30, 2009. Cash flows include $4.3 million provided by operating activities, ($1.3) million used in financing activities and $0.1 million effect of exchange rate changes on cash.

Peter J. Burlage, Chief Executive Officer

Peter J. Burlage, Chief Executive Officer, stated, "While we saw improvement in some markets in the first quarter, continued weakness in the natural gas, refining, petro chemical and power markets adversely impacted our revenues and backlog during the quarter, and we expect the economic climate to remain challenging through the first half of fiscal year 2010. Both our Process Products and Environmental Systems business segments continued to see lower demand for their products as customers lowered capital spending or delayed purchases. Our backlog at September 30, 2009 was $61 million compared to $73 million at June 30, 2009. Due to the unpredictable pace and timing of economic recovery in the natural gas and power markets we will continue to keep close control on expenses even as we make necessary investments in our manufacturing capabilities, product development and sales and marketing activities.

"We remain focused on our priorities of generating positive cash flow while at the same time continuing to invest in those activities that are critical to our success in 2010 and beyond. As we look ahead to the recovery, PMFG continues to be extremely well positioned to take advantage of a number of opportunities and market trends in the energy and environmental sectors that offer the potential for significant long-term growth."

Conference Call/Webcast

Peter Burlage, Chief Executive Officer, and Henry Schopfer, Chief Financial Officer, will discuss the Company's financial results for the first quarter of fiscal year 2010 and the outlook for future periods, during a conference call scheduled for November 9, 2009 at 10:00 a.m. ET.

Shareholders and other interested parties may participate in the conference call by dialing +1 866 383 7998 (domestic) or +1 617 597 5329 (international) and entering access code 71498836, a few minutes before 10:00 a.m. ET on November 9, 2009. The call will also be broadcast live on the Internet at www.streetevents.com, www.earnings.com or www.peerlessmfg.com.

A replay of the conference call will be accessible two hours after its completion through November 23, 2009 by dialing +1 888 286 8010 (domestic) or +1 617 801 6888 (international) and entering access code 60045847. The call will also be archived for 30 days at www.streetevents.com, www.earnings.com and www.peerlessmfg.com.

About PMFG

We are a leading provider of custom engineered systems and products designed to help ensure that the delivery of energy is safe, efficient and clean. We primarily serve the markets for power generation, natural gas infrastructure and petrochemical processing. Headquartered in Dallas, Texas, we market our systems and products worldwide.

The PMFG, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5676

Safe Harbor Under The Private Securities Litigation Reform Act of 1995

Certain statements contained in this press release that are not historical facts are forward-looking statements that involve a number of known and unknown risks, uncertainties and other factors that could cause the actual results to be materially different from those expressed or implied by such forward-looking statements. The words "anticipate," "preliminary," "expect," "believe," "intend" and similar expressions identify forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause actual results to differ materially from the anticipated results expressed in these forward-looking statements. The risks and uncertainties that may affect the Company's results include the growth rate of the Company's revenue and market share; the receipt of new, and the non-termination of existing, contracts; the Company's ability to effectively manage its business functions while growing its business in a rapidly changing environment; risks associated with the Company's recent acquisition of Nitram Energy, including the integration of Nitram's operations with those of the Company and the significant indebtedness that the Company incurred in connection with the acquisition; the Company's ability to adapt and expand its services in such an environment; the quality of the Company's plans and strategies; and the Company's ability to execute such plans and strategies. Other important information regarding factors that may affect the Company's future performance is included in the public reports that the Company files with the Securities and Exchange Commission, including the information under Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended June 30, 2009. The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of this release, or to reflect the occurrence of other events. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The inclusion of any statement in this release does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.



                              PMFG, Inc.
                 Condensed Financial Information
              (In thousands, except per share amounts)

                   Three Months Ended         Three Months Ended
                      September 30,              September 30,
                         2009                        2008
            ----------------------------- -----------------------------

              GAAP   Adjustments Non-GAAP Adjustments   GAAP   Non-GAAP
            -------- ----------- -------- ----------- -------- --------
 Operating
  Results

  Revenues  $31,331  $       --  $31,331  $   43,656  $    --  $43,656
  Cost of
   goods
   sold      19,564          --   19,564      32,379   (4,525)  27,854
            -------- ----------- -------- ----------- -------- --------
  Gross
   profit    11,767          --   11,767      11,277    4,525   15,802
  Operating
   expenses   8,804          --    8,804      10,362       --   10,362
            -------- ----------- -------- ----------- -------- --------
  Operating
   income     2,963          --    2,963         915    4,525    5,440
  Other
   income
   (expense)

   Interest
    income       12          --       12          78       --       78
   Interest
    expense  (1,211)         --   (1,211)     (1,596)      --   (1,596)
   Loss on
    extinguishment
    of debt  (1,303)      1,303       --          --       --       --
   Foreign
    exchange
    gain
    (loss)      204          --      204        (650)      --     (650)
   Change in
    fair
    value of
    derivative
   liability (2,500)      2,500       --          --       --       --
   Other
    income
    (expense)    --          --       --         228       --      228
  Income tax
   benefit
   (expense)   (256)       (443)    (699)        359   (1,584)  (1,225)
            -------- ----------- -------- ----------- -------- --------
  Net
   earnings
   (loss)    (2,091)      3,360    1,269        (666)   2,941    2,275
  Less net
   loss
   attributable
   to
   noncontrolling
   interest      50          --       50         --        --       --
            -------- ----------- -------- ----------- -------- --------
  Net
   earnings
   (loss)
   attributible
   to PMFG  $(2,041) $    3,360  $ 1,319  $     (666) $  2,941 $ 2,275
            ======== =========== ======== =========== ======== ========
  Dividends
   on
   preferred
   stock        (94)         94       --          --       --       --
            -------- ----------- -------- ----------- -------- --------
  Income
   (loss)
   applicable
   to PMFG
   common
   stock
   holders  $(2,135) $    3,454  $ 1,319  $     (666) $ 2,941  $ 2,275
            ======== =========== ======== =========== ======== ========



  Basic
   earnings
   per
   share    $ (0.16) $     0.25  $  0.09  $    (0.05) $  0.23  $  0.18
  Diluted
   earnings
   per
   share    $ (0.16) $     0.25  $  0.09  $    (0.05) $  0.22  $  0.17

 Weighted-
  average
  shares
  outstanding

   Basic     13,202      13,948   13,948      12,944   12,944   12,944
   Diluted   13,202      14,064   14,064      12,944   13,199   13,199


                                           September 30,     June 30,
                                               2009            2009
                                           -------------  -------------
 Condensed Balance Sheet Information

  Current assets                           $      89,660  $      87,691
  Non-current assets                              64,040         65,489
                                           -------------  -------------
  Total assets                             $     153,700  $     153,180
                                           =============  =============

  Current liabilities                      $      48,739  $      47,444
  Long term debt                                  28,180         49,180
  Other non current liabilities                   22,112         10,598
  Total equity                                    54,669         45,958
                                           -------------  -------------
  Total liabilities and equity             $     153,700  $     153,180
                                           =============  =============

STATEMENT REGARDING NON-GAAP RESULTS

PMFG, Inc. has provided a reconciliation of non-GAAP measures in order to provide the users of this financial information with a better understanding of the impact on our financial results resulting from the issuance of preferred stock and related fair value adjustment to the derivative liability, and the loss on the extinguishment of debt related to unamortized debt issuance costs on our retired subordinated term debt, both in fiscal 2010, and the purchase accounting associated with the acquisition of Nitram Energy Inc. in fiscal 2008. Management believes that excluding these items from the Company's financial results provides investors with a clearer perspective of the current underlying operating performance of the Company, a clearer comparison between results in different periods and greater transparency regarding supplemental information used by management in its financial and operational decision making. These non-GAAP measures are not measurements under accounting principles generally accepted in the United States. These measures should be considered in addition to, but not as a substitute for, the information contained in our financial statements prepared in accordance with GAAP.



            

Contact Data