UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2016
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE TRANSITION PERIOD: Fromto
Commission File Number: 001-11703
GENCOR INDUSTRIES, INC.
| Delaware | 59-0933147 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 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)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ¨ | Accelerated | ¨ | |||
| Non-accelerated | ¨ (Do not check if a smaller reporting company) | Smaller | x | |||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Class | Outstanding at | |
Common stock, $.10 par value | ||
Class B stock, $.10 par value | 1,509,238 shares |
Introductory Note: Caution Concerning Forward-Looking Statements
This Form 10-Q Report and the Company’s other communications and statements may contain “forward-looking statements,” 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. 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 and uncertainties. The Company’s actual future results may differ materially from those set forth in its forward-looking statements. For information concerning these factors and related matters, see Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in this Report, and the following sections of the Company’s Annual Report on Form 10-K for the year ended September 30, 2015: (a) “Risk Factors” in Part I, and (b) “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II. 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 Report. 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 Report to the “Company,” “Gencor,” “we,” “us,” or “our,” or similar words are to Gencor Industries, Inc. and its subsidiaries.
2
Part I. FinancialI.Financial Information
Condensed Consolidated Balance Sheets
| June 30, | September 30, | |||||||||||||||
| 2016 | 2015 | |||||||||||||||
| March 31, 2016 (Unaudited) | September 30, 2015 | (Unaudited) |
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ASSETS | ||||||||||||||||
Current Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 17,143,000 | $ | 11,152,000 | $ | 10,888,000 | $ | 11,152,000 | ||||||||
Marketable securities at fair value (cost $86,225,000 at March 31, 2016 and $87,123,000 at September 30, 2015) | 85,048,000 | 84,357,000 | ||||||||||||||
Accounts receivable, less allowance for doubtful accounts of $265,000 at March 31, 2016 and $357,000 at September 30, 2015 | 1,510,000 | 874,000 | ||||||||||||||
Marketable securities at fair value (cost $86,090,000 at June 30, 2016 | 85,612,000 | 84,357,000 | ||||||||||||||
Accounts receivable, less allowance for doubtful accounts of $203,000 at | 1,499,000 | 874,000 | ||||||||||||||
Costs and estimated earnings in excess of billings | 2,389,000 | 2,396,000 | 9,737,000 | 2,396,000 | ||||||||||||
Inventories, net | 13,845,000 | 12,770,000 | 11,557,000 | 12,770,000 | ||||||||||||
Prepaid expenses and other current assets | 554,000 | 817,000 | 511,000 | 817,000 | ||||||||||||
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Total Current Assets | 120,489,000 | 112,366,000 | 119,804,000 | 112,366,000 | ||||||||||||
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Property and equipment, net | 5,768,000 | 6,388,000 | 5,502,000 | 6,388,000 | ||||||||||||
Deferred and other income taxes | 793,000 | 1,331,000 | 535,000 | 1,331,000 | ||||||||||||
Other assets | 54,000 | 59,000 | 53,000 | 59,000 | ||||||||||||
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Total Assets | $ | 127,104,000 | $ | 120,144,000 | $ | 125,894,000 | $ | 120,144,000 | ||||||||
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LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||||||
Current Liabilities: | ||||||||||||||||
Accounts payable | $ | 2,420,000 | $ | 1,529,000 | $ | 1,193,000 | $ | 1,529,000 | ||||||||
Customer deposits | 6,774,000 | 4,418,000 | 3,608,000 | 4,418,000 | ||||||||||||
Accrued expenses | 1,843,000 | 1,452,000 | ||||||||||||||
Accrued expenses and other current liabilities | 2,840,000 | 1,452,000 | ||||||||||||||
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Total Current Liabilities | 11,037,000 | 7,399,000 | 7,641,000 | 7,399,000 | ||||||||||||
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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; 8,039,882 and 8,028,882 shares issued and outstanding at March 31, 2016 and September 30, 2015, respectively | 804,000 | 803,000 | ||||||||||||||
Shareholders’ equity: | ||||||||||||||||
Preferred stock, par value $.10 per share; authorized 300,000 shares; | — | — | ||||||||||||||
Common stock, par value $.10 per share; 15,000,000 shares authorized; | 805,000 | 803,000 | ||||||||||||||
Class B Stock, par value $.10 per share; 6,000,000 shares authorized; 1,509,238 shares issued and outstanding | 151,000 | 151,000 | 151,000 | 151,000 | ||||||||||||
Capital in excess of par value | 11,068,000 | 10,953,000 | 11,140,000 | 10,953,000 | ||||||||||||
Retained earnings | 104,044,000 | 100,838,000 | 106,157,000 | 100,838,000 | ||||||||||||
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Total Shareholders’ Equity | 116,067,000 | 112,745,000 | 118,253,000 | 112,745,000 | ||||||||||||
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Total Liabilities and Shareholders’ Equity | $ | 127,104,000 | $ | 120,144,000 | $ | 125,894,000 | $ | 120,144,000 | ||||||||
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See accompanying Notes to Condensed Consolidated Financial Statements
3
Condensed Consolidated Statements of OperationsIncome
(Unaudited)
| For the Quarters Ended March 31, | For the Six Months Ended March 31, | For the Quarters Ended June 30, | For the Nine Months Ended June 30, | |||||||||||||||||||||||||||||
| 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | |||||||||||||||||||||||||
Net revenue | $ | 22,078,000 | $ | 13,754,000 | $ | 35,336,000 | $ | 20,041,000 | $ | 19,863,000 | $ | 10,940,000 | $ | 55,199,000 | $ | 30,981,000 | ||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||||||||||
Production costs | 16,637,000 | 10,121,000 | 26,613,000 | 16,063,000 | 14,712,000 | 8,541,000 | 41,325,000 | 24,603,000 | ||||||||||||||||||||||||
Product engineering and development | 379,000 | 357,000 | 761,000 | 686,000 | 379,000 | 351,000 | 1,140,000 | 1,038,000 | ||||||||||||||||||||||||
Selling, general and administrative | 2,190,000 | 1,776,000 | 3,975,000 | 3,426,000 | 1,979,000 | 1,703,000 | 5,954,000 | 5,130,000 | ||||||||||||||||||||||||
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| 19,206,000 | 12,254,000 | 31,349,000 | 20,175,000 | 17,070,000 | 10,595,000 | 48,419,000 | 30,771,000 | |||||||||||||||||||||||||
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Operating income (loss) | 2,872,000 | 1,500,000 | 3,987,000 | (134,000 | ) | |||||||||||||||||||||||||||
Operating income | 2,793,000 | 345,000 | 6,780,000 | 210,000 | ||||||||||||||||||||||||||||
Other income (expense), net: | ||||||||||||||||||||||||||||||||
Interest and dividend income, net of fees | 204,000 | 197,000 | 589,000 | 520,000 | 99,000 | 152,000 | 688,000 | 672,000 | ||||||||||||||||||||||||
Net realized and unrealized gains (losses) on marketable securities | (490,000 | ) | 195,000 | 103,000 | (232,000 | ) | 464,000 | (77,000 | ) | 567,000 | (309,000 | ) | ||||||||||||||||||||
Other | 1,000 | — | 2,000 | — | — | 2,000 | 2,000 | 2,000 | ||||||||||||||||||||||||
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| (285,000 | ) | 392,000 | 694,000 | 288,000 | 563,000 | 77,000 | 1,257,000 | 365,000 | ||||||||||||||||||||||||
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Income before income tax expense | 2,587,000 | 1,892,000 | 4,681,000 | 154,000 | 3,356,000 | 422,000 | 8,037,000 | 575,000 | ||||||||||||||||||||||||
Income tax expense | 957,000 | 708,000 | 1,476,000 | 65,000 | 1,242,000 | 156,000 | 2,718,000 | 221,000 | ||||||||||||||||||||||||
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Net income | $ | 1,630,000 | $ | 1,184,000 | $ | 3,205,000 | $ | 89,000 | $ | 2,114,000 | $ | 266,000 | $ | 5,319,000 | $ | 354,000 | ||||||||||||||||
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Basic Income per Common Share: | ||||||||||||||||||||||||||||||||
Net income per share | $ | 0.17 | $ | 0.12 | $ | 0.34 | $ | 0.01 | $ | 0.22 | $ | 0.03 | $ | 0.56 | $ | 0.04 | ||||||||||||||||
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Diluted Income per Common Share: | ||||||||||||||||||||||||||||||||
Net income per share | $ | 0.17 | $ | 0.12 | $ | 0.33 | $ | 0.01 | $ | 0.22 | $ | 0.03 | $ | 0.55 | $ | 0.04 | ||||||||||||||||
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See accompanying Notes to Condensed Consolidated Financial Statements
4
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| For the Six Months Ended March 31, | For the Nine Months Ended June 30, | |||||||||||||||
| 2016 | 2015 | 2016 | 2015 | |||||||||||||
Cash flows from operations: | ||||||||||||||||
Net income | $ | 3,205,000 | $ | 89,000 | $ | 5,319,000 | $ | 354,000 | ||||||||
Adjustments to reconcile net income to cash provided by operating activities: | ||||||||||||||||
Adjustments to reconcile net income to cash (used in) provided by operating activities: | ||||||||||||||||
Purchases of marketable securities | (141,432,000 | ) | (213,920,000 | ) | (335,848,000 | ) | (318,647,000 | ) | ||||||||
Proceeds from sale and maturity of marketable securities | 140,636,000 | 213,392,000 | 334,844,000 | 317,965,000 | ||||||||||||
Change in fair value of marketable securities | 105,000 | 240,000 | (251,000 | ) | 319,000 | |||||||||||
Deferred income taxes | 538,000 | (303,000 | ) | 796,000 | (543,000 | ) | ||||||||||
Depreciation and amortization | 720,000 | 668,000 | 1,050,000 | 1,008,000 | ||||||||||||
Loss on disposal of property and equipment | (10,000 | ) | — | |||||||||||||
Net losses on disposal of property and equipment | — | 1,000 | ||||||||||||||
Provision for doubtful accounts | 30,000 | 10,000 | 55,000 | 35,000 | ||||||||||||
Stock-based compensation | 16,000 | 127,000 | 25,000 | 190,000 | ||||||||||||
Changes in assets and liabilities: | ||||||||||||||||
Accounts receivable | (666,000 | ) | (658,000 | ) | (680,000 | ) | 164,000 | |||||||||
Costs and estimated earnings in excess of billings | 7,000 | (2,000,000 | ) | (7,341,000 | ) | (182,000 | ) | |||||||||
Inventories | (1,075,000 | ) | 387,000 | 1,213,000 | 586,000 | |||||||||||
Prepaid expenses and other current assets | 263,000 | (47,000 | ) | 306,000 | 456,000 | |||||||||||
Accounts payable | 891,000 | 987,000 | (336,000 | ) | 339,000 | |||||||||||
Customer deposits | 2,356,000 | 4,335,000 | (810,000 | ) | 1,187,000 | |||||||||||
Accrued expenses | 391,000 | (229,000 | ) | |||||||||||||
Accrued expenses and other current liabilities | 1,388,000 | (299,000 | ) | |||||||||||||
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Total adjustments | 2,770,000 | 2,989,000 | (5,589,000 | ) | 2,579,000 | |||||||||||
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Cash flows provided by operating activities | 5,975,000 | 3,078,000 | ||||||||||||||
Cash flows (used in) provided by operating activities | (270,000 | ) | 2,933,000 | |||||||||||||
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Cash flows used in investing activities: | ||||||||||||||||
Capital expenditures | (85,000 | ) | (261,000 | ) | (158,000 | ) | (587,000 | ) | ||||||||
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Cash flows used in investing activities | (85,000 | ) | (261,000 | ) | (158,000 | ) | (587,000 | ) | ||||||||
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Cash flows from financing activities: | ||||||||||||||||
Proceeds from stock option exercises | 101,000 | — | 164,000 | 29,000 | ||||||||||||
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Cash flows from financing activities | 101,000 | — | ||||||||||||||
Cash flows provided by financing activities | 164,000 | 29,000 | ||||||||||||||
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Net increase in cash | 5,991,000 | 2,817,000 | ||||||||||||||
Cash and cash equivalents at: | ||||||||||||||||
Net increase (decrease) in cash | (264,000 | ) | 2,375,000 | |||||||||||||
Cash at: | ||||||||||||||||
Beginning of period | 11,152,000 | 7,193,000 | 11,152,000 | 7,193,000 | ||||||||||||
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End of period | $ | 17,143,000 | $ | 10,010,000 | $ | 10,888,000 | $ | 9,568,000 | ||||||||
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See accompanying Notes to Condensed Consolidated Financial Statements
5
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note 1 – Basis of Presentation
The accompanying Condensed Consolidated Financial Statementscondensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions toForm 10-Q and Article 10 ofRegulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all material adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation have been included in the interim financial information. Operating results for the quarter and sixnine months ended March 31,June 30, 2016 are not necessarily indicative of the results that may be expected for the year ending September 30, 2016.
The accompanying Condensed Consolidated Balance Sheetcondensed consolidated balance sheet at September 30, 2015 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles for complete financial statements.
For further information, refer to the Consolidated Financial Statementsconsolidated financial statements and notes thereto included in the Gencor Industries, Inc. Annual Report onForm 10-K for the year ended September 30, 2015.
Note 2 – Marketable Securities
Marketable debt and equity securities are categorized as trading securities and are thus marked to market and stated at fair value. Fair value is determined using the quoted closing or latest bid prices for Level 1 investments and market standard valuation methodologies for Level 2 investments. Realized gains and losses on investment transactions are determined by specific identification and are recognized as incurred in the condensed consolidated statements of operations.income. Net unrealized gains and losses are reported in the condensed consolidated statements of operationsincome in the current period and represent the change in the fair value of investment holdings during the period.
Fair Value Measurements
The fair value of financial instruments is presented based upon a hierarchy of levels that prioritizes the inputs of valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
The fair value of the Company’s Level 1 investments, including marketable equity securities, exchange-traded funds, mutual funds and government securities are substantially based on quoted market prices (Level 1). Corporate and municipal bonds are valued using market standard valuation methodologies, including: discounted cash flow methodologies, matrix pricing or other similar techniques.prices. The inputs to these market standard valuation methodologies include, but areCompany does not limited to: interest rates, credit standing of the issuer or counterparty, industry sector of the issuer, coupon rate, call provisions, maturity, estimated duration and assumptions regarding liquidity and estimated future cash flows. In addition to bond characteristics, the valuation methodologies incorporate market data, such as actual trades completed, bids and actual dealer quotes, where such information is available. Accordingly, the estimated fair values are based on available market information and judgments about financial instruments (Level 2). Fair values of thecurrently have any Level 2 investments are provided by the Company’s professional investment management firm.or Level 3 investments.
6
The following table sets forth, by level, within the fair value hierarchy, the Company’s assetsmarketable securities measured at fair value as of March 31,June 30, 2016:
| Fair Value Measurements | Fair Value Measurements | |||||||||||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Equities | $ | 6,170,000 | $ | — | $ | — | $ | 6,170,000 | $ | 7,908,000 | $ | — | $ | — | $ | 7,908,000 | ||||||||||||||||
Mutual Funds | 6,572,000 | — | — | 6,572,000 | 6,689,000 | — | — | 6,689,000 | ||||||||||||||||||||||||
Exchange-Traded Funds | 1,040,000 | — | — | 1,040,000 | 1,060,000 | — | — | 1,060,000 | ||||||||||||||||||||||||
Government Securities | 29,998,000 | — | — | 29,998,000 | 42,539,000 | — | — | 42,539,000 | ||||||||||||||||||||||||
Cash and Money Funds | 41,268,000 | — | — | 41,268,000 | 27,416,000 | — | — | 27,416,000 | ||||||||||||||||||||||||
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Total | $ | 85,048,000 | $ | — | $ | — | $ | 85,048,000 | $ | 85,612,000 | $ | — | $ | — | $ | 85,612,000 | ||||||||||||||||
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Net unrealized gains included in the Condensed Consolidated Statementsconsolidated statements of Operationsincome for the quarter and sixnine months ended March 31,June 30, 2016, on trading securities still held as of March 31,June 30, 2016, were $647,000$698,000 and $1,590,000,$2,288,000, respectively. There were no transfers of investments between Level 1 and Level 2 during the sixnine months ended March 31,June 30, 2016.
The following table sets forth by level, within the fair value hierarchy, the Company’s assets measured at fair value as of September 30, 2015:
| Fair Value Measurements | Fair Value Measurements | |||||||||||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Equities | $ | 20,915,000 | $ | — | $ | — | $ | 20,915,000 | $ | 20,915,000 | $ | — | $ | — | $ | 20,915,000 | ||||||||||||||||
Mutual Funds | 11,885,000 | — | — | 11,885,000 | 11,885,000 | — | — | 11,885,000 | ||||||||||||||||||||||||
Exchange-Traded Funds | 4,086,000 | — | — | 4,086,000 | 4,086,000 | — | — | 4,086,000 | ||||||||||||||||||||||||
Government Securities | 43,883,000 | — | — | 43,883,000 | 43,883,000 | — | — | 43,883,000 | ||||||||||||||||||||||||
Cash and Money Funds | 3,588,000 | — | — | 3,588,000 | 3,588,000 | — | — | 3,588,000 | ||||||||||||||||||||||||
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Total | $ | 84,357,000 | $ | — | $ | — | $ | 84,357,000 | $ | 84,357,000 | $ | — | $ | — | $ | 84,357,000 | ||||||||||||||||
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Net unrealized losses included in the Condensed Consolidated Statementsconsolidated statements of Operationsincome for the quarter and sixnine months ended March 31,June 30, 2015, on trading securities still held as of March 31,June 30, 2015, were $(159,000)$(647,000) and $(820,000)$(1,466,000), respectively. There were no transfers of investments between Level 1 and Level 2 during the sixnine months ended March 31,June 30, 2015.
The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of the short-term nature of these items.
Note 3–3 – Inventories
Inventories are valued at the lower of cost or market, with cost being determined principally by using the last-in, first-out (“LIFO”) method and market defined as replacement cost for raw materials and net realizable value for work in process and finished goods. Appropriate consideration is given to obsolescence, excessive levels, deterioration, possible alternative uses and other factors in determining net realizable value. The cost of work in process and finished goods includes materials, direct labor, variable costs and overhead. The Company evaluates the need to record inventory allowances on all inventories, including raw material, work in process, finished goods, spare parts and used equipment. Used equipment acquired by the Company on trade-in from customers is included in inventory and carried at estimated net realizable value. Unless specific circumstances warrant different treatment regarding inventory obsolescence, the cost basis of inventories three to four years old is reduced by 50%, while the cost basis of inventories four to five years old is reduced by 75%, and the cost basis of inventories greater than five years old is reduced to zero. Inventory is typically reviewed for obsolescence on an annual basis computed as of September 30, the Company’s fiscal year end. If significant known changes in trends, technology or other specific circumstances that warrant consideration occur during the year, then the impact on obsolescence is considered at that time. No such provisions were made during the quarter or sixand nine months ended March 31,June 30, 2016.
7
Net inventories at March 31,June 30, 2016 and September 30, 2015 consist of the following:
| March 31, 2016 | September 30, 2015 | June 30, 2016 | September 30, 2015 | |||||||||||||
Raw materials | $ | 7,955,000 | $ | 6,090,000 | $ | 7,116,000 | $ | 6,090,000 | ||||||||
Work in process | 2,175,000 | 1,849,000 | 1,304,000 | 1,849,000 | ||||||||||||
Finished goods | 3,654,000 | 4,563,000 | 3,076,000 | 4,563,000 | ||||||||||||
Used equipment | 61,000 | 268,000 | 61,000 | 268,000 | ||||||||||||
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| $ | 13,845,000 | $ | 12,770,000 | $ | 11,557,000 | $ | 12,770,000 | |||||||||
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Note 4 – Costs and Estimated Earnings in Excess of Billings
Costs and estimated earnings in excess of billings on uncompleted contracts as of March 31,June 30, 2016 and September 30, 2015 consist of the following:
| March 31, 2016 | September 30, 2015 | June 30, 2016 | September 30, 2015 | |||||||||||||
Costs incurred on uncompleted contracts | $ | 4,480,000 | $ | 4,547,000 | $ | 11,259,000 | $ | 4,547,000 | ||||||||
Estimated earnings | 1,164,000 | 1,114,000 | 4,008,000 | 1,114,000 | ||||||||||||
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| 5,644,000 | 5,661,000 | 15,267,000 | 5,661,000 | |||||||||||||
Billings to date | 3,255,000 | 3,265,000 | 5,530,000 | 3,265,000 | ||||||||||||
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Costs and estimated earnings in excess of billings | $ | 2,389,000 | $ | 2,396,000 | $ | 9,737,000 | $ | 2,396,000 | ||||||||
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Costs and estimated earnings in excess of billings of $9,737,000 is due to several large percentage-of-completion jobs which were near completion at June 30, 2016. A significant portion of this amount was billed and collected subsequent to quarter-end as the products shipped.
Note 5 – Earnings per Share Data
The Condensed Consolidated Financial Statements include basic and diluted earnings per share information. The following table sets forth the computation of basic and diluted earnings per share for the quarters and sixnine months ended March 31,June 30, 2016 and 2015:
| Quarter Ended March 31, | Six Months Ended March 31, | Quarter Ended June 30, | Nine Months Ended June 30, | |||||||||||||||||||||||||||||
| 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | |||||||||||||||||||||||||
Net Income | $ | 1,630,000 | $ | 1,184,000 | $ | 3,205,000 | $ | 89,000 | $ | 2,114,000 | $ | 266,000 | $ | 5,319,000 | $ | 354,000 | ||||||||||||||||
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Common Shares: | ||||||||||||||||||||||||||||||||
Weighted average common shares outstanding | 9,546,000 | 9,519,000 | 9,543,000 | 9,519,000 | 9,555,000 | 9,521,000 | 9,547,000 | 9,521,000 | ||||||||||||||||||||||||
Effect of dilutive stock options | 113,000 | 65,000 | 97,000 | 69,000 | 139,000 | 66,000 | 111,000 | 67,000 | ||||||||||||||||||||||||
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Diluted shares outstanding | 9,659,000 | 9,584,000 | 9,640,000 | 9,588,000 | 9,694,000 | 9,587,000 | 9,658,000 | 9,588,000 | ||||||||||||||||||||||||
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Basic: | ||||||||||||||||||||||||||||||||
Net earnings per share | $ | 0.17 | $ | 0.12 | $ | 0.34 | $ | 0.01 | $ | 0.22 | $ | 0.03 | $ | 0.56 | $ | 0.04 | ||||||||||||||||
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Diluted: | ||||||||||||||||||||||||||||||||
Net earnings per share | $ | 0.17 | $ | 0.12 | $ | 0.33 | $ | 0.01 | $ | 0.22 | $ | 0.03 | $ | 0.55 | $ | 0.04 | ||||||||||||||||
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Basic earnings per share isare based on the weighted-average number of shares outstanding. Diluted earnings per share isare based on the sum of the weighted-averageweighted average number of shares outstanding plus common stock equivalents. The weighted-averageWeighted-average shares issuable upon the exercise of stock options included in the diluted earnings per share calculation for the quarter and sixnine months ended March 31,June 30, 2016 were 317,000331,000 and 321,000,325,000, respectively, which equates to 113,000139,000 and 97,000111,000 dilutive common stock equivalents, respectively. Weighted-average shares issuable upon the exercise of stock options included in the diluted earnings per share calculation for the quarter and sixnine months ended March 31,June 30, 2015 were 344,000,342,000 and 343,000, respectively, which equates to 65,00066,000 and 69,00067,000 dilutive common stock equivalents, respectively. There were no anti-dilutive shares for the quarters and six month periodsnine months ended March 31,June 30, 2016 and June 30, 2015.
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Note 6 – Customers with 10% (or greater) of Net Revenues
During the quarter ended June 30, 2016, 30.6% of net revenues were from entities owned by one global company versus 18.8% for the quarter ended June 30, 2015. For the nine months ended June 30, 2016, 14.6% of net revenues were from entities owned by one global company versus 10.2% for the nine months ended June 30, 2015.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview
Gencor Industries, Inc. (the “Company”) is a leading manufacturer of heavy machinery used in the production of highway construction materials and environmental control equipment. The Company’s core products include asphalt plants, combustion systems, and fluid heat transfer systems. The Company’s products are manufactured in two facilities in the United States.
Because the Company’s products are sold primarily to the highway construction industry, the business is typically seasonal. Traditionally, the Company’s customers do not purchase new equipment for shipment during the summer and fall months to avoid disrupting their peak season for highway construction and repair work. The majority of orders for the Company’s products are thus received between October and February, with a significant volume of shipments occurring prior to June. The principal factors driving demand for the Company’s products are the overall economic conditions, the level of government funding for domestic highway construction and repair, the need for replacement parts, fluctuations in the price of crude oil (liquid asphalt, as well as fuel costs), and a trend towards larger plants, resulting from economies of scale.
The manufacture of an asphalt plant typically has a lead time from order to shipment of 90 to 150 days. The lead time can be impacted by the timing and scope of the order, as well as the customer’s delivery requirements. Therefore, the size of the Company’s backlog should not be viewed as an indicator of its revenues for the upcoming quarter or annual period. The Company’s backlog was $31.6$21.4 million at March 31,June 30, 2016.
On July 6, 2012, President Obama signed a $118 billion transportation bill, Moving Ahead for Progress in the 21st Century Act(“MAP-21”).MAP-21. MAP-21 included a final three-month extension of the previous SAFETEA-LU bill at then current spending levels combined with a new two-year, $105 billion authorization of the federal highway, transit, and safety programs effective October 1, 2012. The bill provided states with two years of funding to build roads, bridges, and transit systems. On August 8, 2014, President Obama signed a $10.8 billion ten-month bill to fund federal highway and mass-transit programs through May 31, 2015. On May 29, 2015,MAP-21 was extended through July 31, 2015. On July 31, 2015, President Obama signed a three-month extension ofMAP-21, which provided $8 billion in funding for the Highway Trust Fund from August 1, 2015 through October 29, 2015. Two additional short-term extensions were approved between October 29, 2015 and December 4, 2015.
On December 4, 2015, President Obama signed into law a five-year, $305 billion transportation bill, Fixing America’s Surface Transportation (“FAST”) Act. The FAST Act reauthorizes the collection of the 18.4 cents per gallon gas tax that is typically used to pay for transportation projects. It also includes $70 billion from other areas of the federal budget to close a $16 billion annual funding deficit. The bill includes spending of more than $205 billion on roads and highways over the next five years. The 2016 funding levels are approximately 5% above 2015 projected funding, with annual increases between 2.0% and 2.5% from 2016 through 2020.
The Canadian government has also enacted major infrastructure stimulus programs, which benefitted the Company in prior years.programs. In 2007, the Building Canada Plan provided $33 billion in infrastructure funding through 2014. As part of theThe 2014 New Building Canada Plan,Fund is one component within the Gas Tax$53 billion 2014 New Building Canada Plan. The 2014 New Building Canada Fund was approved in 2009, providing $2 billion in annualprovided funding for infrastructure spending.projects at the national, provincial and local levels.
In addition to government funding and overall economic conditions, fluctuations in the price of oil, which is a major component of asphalt mix, may affect the Company’s financial performance. An increase in the price of oil increases the cost of liquid asphalt and could, therefore, decrease demand for hot mix asphalt paving materials and certain of the Company’s products. Increases in oil prices also drive up the cost of gasoline and diesel, which results in increased freight costs. Where possible, the Company will pass increased freight costs on to its customers. However, the Company may not be able to recapture all of the increased costs and thus could have a negative impact on the Company’s financial performance.
Steel is a major component used in manufacturing the Company’s products. The Company is subject to fluctuations in market prices for raw materials such as steel. If the Company is unable to purchase materials it requires or is unable to pass on price increases to its customers or otherwise reduce its cost of goods sold, its business results of operations and financial condition may be adversely affected.
For the long term, the10
The Company believes theits strategy of continuing to invest in product engineering and development and its focus on delivering high-qualitythe highest quality products and superior service will strengthen the Company’s market position. The Company continues to review its internal processes to identify inefficiencies and cost-reduction opportunities. The Company will continue to scrutinize its relationships with external suppliers to ensure it is achieving the highest quality materials and services at the most competitive cost.
Results of Operations
Quarter Ended March 31,June 30, 2016 versus March 31,June 30, 2015
Net revenuesrevenue for the quarter ended March 31,June 30, 2016 increased 60.5%was $19,863,000, as compared to $22,078,000 from $13,754,000$10,940,000 for the quarter ended March 31, 2015. During the latter partJune 30, 2015, an increase of the fourth quarter$8,923,000 or 81.6%. Sales of 2015, the Company’s quoting activityasphalt plants and order input picked up significantly. This trend hasrelated components continued to be robust throughstrong as a result of the second quarterFAST Act and the renewed optimism of fiscal 2016. Numerous customers who had previously deferred equipment purchases have showed renewed optimism.our customers.
As a percent of sales,net revenue, gross profit margin was 24.6%margins increased to 25.9% in the quarter ended March 31,June 30, 2016 from 21.9% in the quarter ended June 30, 2015. The improved gross margin was primarily from higher net revenues and better cost absorption.
Product engineering and development expenses were $379,000 in the quarter ended June 30, 2016, as compared to 26.4% in$351,000 for the quarter ended March 31,June 30, 2015. The difference in gross profit margins was the result of the mix between, plants, components and parts revenues.
Selling, general and administrative (“SG&A”) expenses increased $414,000$276,000 to $1,979,000 in the quarter ended March 31,June 30, 2016, compared to $1,703,000 in the quarter ended March 31,June 30, 2015. Sales commissions increased due to the higher revenues and trade show expenses increased to capitalize on the renewed optimism within the highway construction industry. As a percentage of net revenues, SG&A expenses decreaseddeclined to 9.9%10.0%, compared to 12.9%15.6% in the prior year quarter. Sales commissions and other controllable operating expenses increased due to the higher revenues.
The Company had operating income of $2,872,000$2,793,000 for the quarter ended March 31,June 30, 2016 versus $1,500,000operating income of $345,000 for the quarter ended March 31,June 30, 2015. Operating margins improved to 13.0%14.1%, compared to 10.9%3.2% in the prior year quarter. The increase in operating income was due to significantly higher net revenues, resulting in improved net revenues.cost absorption.
For the quarter ended March 31,June 30, 2016, investment interest and dividend income, net of fees, from the investment portfolio was $204,000,$99,000, as compared to $197,000 for$152,000 in the quarter ended March 31,June 30, 2015. Net realized and unrealized losses on marketable securities were $(490,000) for the quarter ended March 31, 2016, as compared toThe net realized and unrealized gains of $195,000on marketable securities were $464,000 for the quarter ended March 31,June 30, 2016 versus net realized and unrealized losses of $(77,000) for the quarter ended June 30, 2015.
The effective income tax rate for the quarterboth quarters ended March 31,June 30, 2016 and June 30, 2015 was 37.0% versus 37.4% for the quarter ended March 31, 2015. .
Net income for the quarter ended March 31,June 30, 2016 was $1,630,000,$2,114,000, or $.17$0.22 per diluted share, versus $1,184,000,$266,000, or $.12$0.03 per diluted share, for the quarter ended March 31,June 30, 2015. The increase in net income was due to the improved salesnet revenues, higher gross margins and solid grossflat year-to-year general and operating margins.administrative expenses.
SixNine Months Ended March 31,June 30, 2016 versus March 31,June 30, 2015
Net salesrevenue for the sixnine months ended March 31,June 30, 2016 and 2015 were $35,336,000$55,199,000 and $20,041,000,$30,981,000, respectively, an increase of 76.3%$24,218,000 or 78.2%. The increased net revenues reflect the significantly improved order input due to the passing of the FAST Act.
GrossAs a percent of net revenue, gross profit marginmargins increased to 24.7%25.1% in the sixnine months ended March 31,June 30, 2016 from 19.8%20.6% in the sixnine months ended March 31,June 30, 2015. The improved gross profit margin resulted from increased net revenues.revenues and cost absorption.
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Product engineering and development expenses increased $75,000$102,000 in the sixnine months ended March 31,June 30, 2016, as compared to the nine months ended June 30, 2015. SG&A expenses increased $824,000 in the nine months ended June 30, 2016, compared to the sixnine months ended March 31,June 30, 2015. SG&AThe higher expenses in 2016 were due to increased $549,000 in the six months ended March 31, 2016, comparedsales force, increased sales commissions due to the six months ended March 31, 2015.higher revenues, and increased trade show expenses to capitalize on the renewed optimism within the highway construction industry. As a percentage of net revenues, SG&A expenses decreased to 11.2%10.8%, compared to 17.1%16.6% in the prior year sixnine months. The higher expenses in 2016 were due to increased headcount and sales commissions from improved net revenues.
The Company had operating income of $3,987,000$6,780,000 for the sixnine months ended March 31,June 30, 2016 versus an operating lossincome of $(134,000)$210,000 for the sixnine months ended March 31,June 30, 2015. The improved operating results were due to increased net revenues.revenues and cost absorption. Operating margins improved to 11.3%12.3%, compared to (0.7%)0.7% in the prior year sixnine months.
For the sixnine months ended March 31,June 30, 2016, investment interest and dividend income, net of fees, from the investment portfolio was $589,000,$688,000, as compared to $520,000$672,000 in 2015. NetThe net realized and unrealized gains on marketable securities were $103,000$567,000 for the sixnine months ended March 31,June 30, 2016 versus net realized and unrealized losses of $(232,000)$(309,000) for the sixnine months ended March 31,June 30, 2015.
The effective income tax rate for the sixnine months ended March 31,June 30, 2016 was 31.5%33.8% versus 42.2%38.4% for the sixnine months ended March 31,June 30, 2015. The effective income tax rate for the sixnine months ended March 31,June 30, 2016 was positively impacted by a $256,000 increase in the prior year federal tax benefit estimate.
Net income for the sixnine months ended March 31,June 30, 2016 was $3,205,000,$5,319,000, or $.33$0.55 per diluted share, versus $89,000,$354,000, or $.01$0.04 per diluted share, for the sixnine months ended March 31,June 30, 2015. The increase in net income was due to the improved salesnet revenues, higher gross margins and solid grossflat year-to-year general and operating margins.administrative expenses.
Liquidity and Capital Resources
The Company does not currently require a credit facility but continues to review and evaluate its needs and options for such a facility.
The Company had no long-term or short-term interest-bearing debt outstanding at March 31,June 30, 2016 or September 30, 2015. As of March 31,June 30, 2016, the Company hadhas funded $135,000 in cash deposits at insurance companies to cover related collateral needs.
As of March 31,June 30, 2016, the Company had $17,143,000$10,888,000 in cash and cash equivalents, and $85,048,000$85,612,000 in marketableits investment portfolio, including $7,908,000 in equities, $6,689,000 in mutual funds, $1,060,000 in exchange-traded funds, $42,539,000 in government securities including $41,268,000and $27,416,000 in cash and money funds, $29,998,000 in government securities, $6,170,000 in equities, $6,572,000 in mutual funds, and $1,040,000 in exchange-traded funds. These marketable securities are invested through a global professional investment management firm. These securities may be liquidated at any time into cash and cash equivalents.
The Company’s backlog was $31.6$21.4 million at March 31,June 30, 2016. The Company’s working capital (defined as current assets less current liabilities) was equal to $109.5$112.2 million at March 31,June 30, 2016 and $105.0 million at September 30, 2015. Cash provided byused in operations during the sixnine months ended March 31,June 30, 2016 was $5,975,000. $270,000.
The significant purchases, sales and maturities of marketable securities shown on the Condensed Consolidated Statementscondensed consolidated statements of Cash Flowscash flows reflect the recurring purchase and sale of United States treasury bills. Accounts receivable increased with the increased sales.
Costs and estimated earnings in excess of billings increased $7,341,000 as several large percentage-of-completion jobs neared completion. A significant portion of this amount was billed and collected subsequent to quarter-end.
Inventories increased $1,075,000 reflecting an increasedecreased as the stock build from fiscal 2015 was used to satisfy sales demands in jobs-in-progress at March 31, 2016, compared to September 30, 2015. fiscal 2016.
Customer deposits increased $2,356,000 with the increase in the number of opendecreased $810,000 as deposits were applied to percentage-of-completion jobs compared to September 30, 2015.earning revenues.
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Cash flows used in investing activities for the sixnine months ended March 31,June 30, 2016 of $85,000$158,000 were related to capital expenditures. Cash flows fromprovided by financing activities of $101,000$164,000 during the sixnine months ended March 31, 2015June 30, 2016 reflect the proceeds received from stock option exercises.
Seasonality
The Company primarily manufacturesCompany’s operations are concentrated in the application of asphalt for highway construction and sells asphalt plants and related components and isare typically subject to a seasonal slow-down during the third and fourth quarters of the calendar year. This slow-down often resultshas historically resulted in lower reported salesrevenues and operating resultsearnings or losses during the first and fourth quarters of each fiscal year ended September 30.
Customers with 10% (or greater) of Net Revenues
During the quarter ended June 30, 2016, 30.6% of net revenues were from entities owned by one global company versus 18.8% for the quarter ended June 30, 2015. For the nine months ended June 30, 2016, 14.6% of net revenues were from entities owned by one global company versus 10.2% for the nine months ended June 30, 2015.
Forward-Looking Information
This Report onForm 10-Q contains 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”), which represent the Company’s expectations and beliefs, including, but not limited to, statements concerning gross margins, sales of the Company’s products and future financing plans. These statements by their nature involve substantial risks and uncertainties, certainsome 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 and demand for the Company’s products.
For information concerning these factors and related matters, see the following sections of the Company’s Annual Report onForm 10-K for the year ended September 30, 2015: (a) “Risk Factors” in Part I and (b) “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II. 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 Report. The Company does not undertake to update any forward-looking statements, except as required by law.
Critical Accounting Policies, Estimates and Assumptions
The Company believes the following discussion addresses its most critical accounting policies, which are those that are most important to the portrayal of the financial condition and results of operations and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Accounting policies, in addition to the critical accounting policies referenced below, are presented in Note 1 to the Company’s Consolidated Financial Statements included in the Company’s Annual Report onForm 10-K for the year ended September 30, 2015, “Accounting Policies.”
Estimates and Assumptions
In preparing the Consolidated Financial Statements, the Company uses certain estimates and assumptions that may affect reported amounts and disclosures. Estimates and assumptions are used, among other places, when accounting for certain revenue (e.g., contract accounting), expense, and asset and liability valuations. The Company believes that the estimates and assumptions made in preparing the Consolidated Financial Statements are reasonable, but are inherently uncertain. Assumptions may be incomplete or inaccurate and unanticipated events may occur. The Company is subject to risks and uncertainties that may cause actual results to differ from estimated results.
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Revenues & Expenses
Revenues from contracts for the design, manufacture and sale of asphalt plants are recognized under the percentage-of-completion method. The percentage-of-completion method of accounting for these contracts recognizes revenue, net of any promotional discounts, and costs in proportion to actual labor costs incurred, as compared with total estimated labor costs expected to be incurred during the entire contract. Pre-contract costs are expensed as incurred. Changes to total estimated contract costs or losses, if any, are recognized in the period in which they are determined. Revenue recognized in excess of amounts billed is classified as current assets under “costs and estimated earnings in excess of billings.” The Company anticipates that all incurred costs associated with these contracts at March 31,June 30, 2016 will be billed and collected within one year.
Revenues from all other contracts for the design and manufacture of custom equipment, for service and for parts sales, net of any discounts and return allowances, are recorded when the following four revenue recognition criteria are met: product is delivered or service is performed, persuasive evidence of an arrangement exists, the selling price is fixed or determinable, and collectability is reasonably assured.
Return allowances, which reduce product revenue, are estimated using historical experience. The Company’s customers may qualify for certain cash rebates generally based on the level of sales attained during a twelve-month period. Provisions for these rebates, as well as estimated returns and allowances and other adjustments, are provided for in the same period the related sales are recorded.
Product warranty costs are estimated using historical experience and known issues and are charged to production costs as revenue is recognized.
All product engineering and development costs, and selling, general and administrative expenses are charged to operations as incurred. Provision is made for any anticipated contract losses in the period that the loss becomes evident.
The allowance for doubtful accounts is determined by performing a specific review of all account balances greater than 90 days past due and other higher risk amounts to determine collectability and also adjusting for any known customer payment issues with account balances in the less-than-90-day past due aging buckets. Account balances are charged off against the allowance for doubtful accounts when they are determined to be uncollectable. Any recoveries of account balances previously considered in the allowance for doubtful accounts reduce future additions to the allowance for doubtful accounts.
Inventories
Inventories are valued at the lower of cost or market, with cost being determined principally by using the last-in, first-out (“LIFO”) method and market defined as replacement cost for raw materials and net realizable value for work in process and finished goods. Appropriate consideration is given to obsolescence, excessive levels, deterioration, possible alternative uses and other factors in determining net realizable value. The cost of work in process and finished goods includes materials, direct labor, variable costs and overhead. The Company evaluates the need to record inventory adjustments on all inventories, including raw material, work in process, finished goods, spare parts and used equipment. Used equipment acquired by the Company on trade-in from customers is carried at estimated net realizable value. Unless specific circumstances warrant different treatment regarding inventory obsolescence, the cost basis of inventories three to four years old areis reduced by 50%, while the cost basis of inventories four to five years old areis reduced by 75%, and the cost basis of inventories greater than five years old areis reduced to zero. Inventory is typically reviewed for obsolescence on an annual basis computed as of September 30, the Company’s fiscal year end. If significant known changes in trends, technology or other specific circumstances that warrant consideration occur during the year, then the impact on obsolescence is considered at that time.
Investments
Marketable debt and equity securities are categorized as trading securities and are thus marked to market and stated at fair value. Fair value is determined using the quoted closing or latest bid prices for Level 1 investments and
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market standard valuation methodologies for Level 2 investments. Realized gains and losses on investment transactions are determined by specific identification and are recognized as incurred in the Consolidated Statementscondensed consolidated statements of Operations.income. Net unrealized gains and losses are reported in the Consolidated Statementscondensed consolidated statements of Operationsincome in the current period and represent the change in the fair value of investment holdings during the period.
Long-Lived Asset Impairment
Property and equipment, and intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset (or asset group) may not be recoverable. An impairment loss would be recognized when the carrying amount of an asset exceeds the estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition. The amount of the impairment loss to be recorded is calculated by the excess over its fair value of the asset’s carrying value. Fair value is generally determined using a discounted cash flow analysis.
Off-Balance Sheet Arrangements
None
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Item 3. Quantitative and Qualitative Disclosures about Market Risk
The Company operates manufacturing facilities and sales offices principally located in the United States. The Company is subject to business risks inherent in non-U.S. activities, including political and economic uncertainty, import and export limitations, and market risk related to changes in interest rates and foreign currency exchange rates. The Company may use derivative financial instruments consisting primarily of interest rate hedge agreements to manage exposure to interest rate changes. The Company’s objective in managing its exposure to changes in interest rates on any future variable rate debt is to limit the impact on earnings and cash flow and reduce overall borrowing costs.
At March 31,June 30, 2016 and September 30, 2015, the Company had no interest-bearing debt outstanding. The Company’s marketable securities are invested primarily in cash, stocks, government securities, mutual funds and exchange-traded funds through a global professional investment management firm.funds. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with investment securities, it is possible that changes in these risk factors could have an adverse, material impact on the Company’s results of operations or equity.
The Company’s sensitivity analysis for interest rate risk excludes accounts receivable, accounts payable, and accrued liabilities, because of the short-term maturity of such instruments. The analysis does not consider the effect on other variables, such as changes in sales volumes or management’s actions with respect to levels of capital expenditures, future acquisitions or planned divestures, all of which could be significantly influenced by changes in interest rates.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company’s Chief Executive Officer and PrincipalChief Financial and Accounting Officer evaluated the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this Report. Based upon that evaluation, the Chief Executive Officer and the PrincipalChief Financial and Accounting Officer concluded that, as of the end of the period covered by this Report, the Company’s disclosure controls and procedures are effective.
Because of inherent limitations, the Company’s disclosure controls and procedures, no matter how well-designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of such disclosure controls and procedures are met, and no evaluation can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.
Changes in Internal Control over Financial Reporting
The Company’s management, including the Chief Executive Officer and PrincipalChief Financial and Accounting Officer, has reviewed the Company’s internal control over financial reporting. There were no changes in the Company’s internal control over financial reporting during the quarter and sixnine months ended March 31,June 30, 2016 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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| (a) | Exhibits |
| 31.1 | Certification of Chief Executive Officer Pursuant to Rule 13a – 14(a) of the Securities Exchange Act of 1934, as amended | |
| 31.2 | Certification of | |
| 32 | Certifications of Chief Executive Officer and | |
| 101.INS | XBRL Instance Document | |
| 101.SCH | XBRL Taxonomy Extension Schema | |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase | |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase | |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase | |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase | |
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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 thereunto duly authorized.
| GENCOR INDUSTRIES, INC. |
| /s/ E. J. Elliott |
| E. J. Elliott |
| Chairman and Chief Executive Officer |
August 9, 2016 |
| /s/ Eric E. Mellen |
Eric E. Mellen |
Chief Financial Officer |
| (Principal Financial and Accounting Officer) |
August 9, 2016 |
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