Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | POWELL INDUSTRIES INC | |
Entity Central Index Key | 80,420 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Accelerated Filer | |
Trading Symbol | powl | |
Entity Common Stock, Shares Outstanding | 11,720,198 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 63,359 | $ 103,118 |
Accounts receivable, less allowance for doubtful accounts of $1,312 and $1,577 | 110,093 | 107,162 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 97,901 | 95,970 |
Inventories | 36,352 | 32,815 |
Income taxes receivable | 2,139 | 2,804 |
Deferred income taxes | 5,010 | 5,297 |
Prepaid expenses | 4,085 | 5,870 |
Other current assets | 4,579 | 4,291 |
Total Current Assets | 323,518 | 357,327 |
Property, plant and equipment, net | 162,266 | 156,896 |
Goodwill | 1,003 | 1,003 |
Intangible assets, net | 1,508 | 1,904 |
Deferred income taxes | 3,035 | 11,422 |
Other assets | 9,760 | 8,224 |
Long-term receivable (Note D) | 2,333 | 4,667 |
Total Assets | 503,423 | 541,443 |
Current Liabilities: | ||
Current maturities of long-term debt and capital lease obligations | 400 | 400 |
Income taxes payable | 1,239 | 705 |
Accounts payable | 54,253 | 70,209 |
Accrued salaries, bonuses and commissions | 18,302 | 25,206 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 57,317 | 48,702 |
Accrued product warranty | 4,723 | 4,557 |
Other accrued expenses | 8,132 | 6,291 |
Deferred credit ─ short term (Note D) | 2,029 | 2,029 |
Total Current Liabilities | 146,395 | 158,099 |
Long-term debt and capital lease obligations, net of current maturities | 2,400 | 2,800 |
Deferred compensation | 5,272 | 4,226 |
Other long-term liabilities | 664 | 655 |
Deferred credit ─ long term (Note D) | 3,044 | 4,566 |
Total Liabilities | $ 157,775 | $ 170,346 |
Commitments and Contingencies (Note F) | ||
Stockholders' Equity: | ||
Preferred stock, par value $.01; 5,000,000 shares authorized; none issued | ||
Common stock, par value $.01; 30,000,000 shares authorized; 11,720,198 and 12,031,243 shares issued and outstanding, respectively | $ 120 | $ 120 |
Additional paid-in capital | 47,972 | 46,267 |
Retained earnings | 325,014 | 331,213 |
Treasury stock, 362,961 shares at cost | (12,523) | |
Accumulated other comprehensive loss | (14,935) | (6,503) |
Total Stockholders' Equity | 345,648 | 371,097 |
Total Liabilities and Stockholders' Equity | $ 503,423 | $ 541,443 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,312 | $ 1,577 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 11,720,198 | 12,031,243 |
Common stock, shares outstanding | 11,720,198 | 12,031,243 |
Treasury stock, shares | 362,961 | 362,961 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 176,733 | $ 150,800 | $ 499,533 | $ 484,967 |
Cost of goods sold | 143,789 | 121,158 | 421,219 | 385,239 |
Gross profit | 32,944 | 29,642 | 78,314 | 99,728 |
Selling, general and administrative expenses | 18,013 | 23,024 | 58,293 | 66,750 |
Research and development expenses | 1,642 | 1,791 | 5,108 | 5,787 |
Amortization of intangible assets | 114 | 122 | 345 | 658 |
Restructuring and separation expenses | 1,406 | 2,738 | ||
Operating income | 11,769 | 4,705 | 11,830 | 26,533 |
Other income | (507) | (507) | (1,893) | (1,014) |
Interest expense | 42 | 36 | 111 | 141 |
Interest income | (4) | (88) | (10) | |
Income from continuing operations before income taxes | 12,234 | 5,180 | 13,700 | 27,416 |
Income tax provision | 5,185 | 2,233 | 10,573 | 10,226 |
Income from continuing operations | 7,049 | 2,947 | 3,127 | 17,190 |
Income from discontinued operations, net of tax (Note J) | 9,604 | |||
Net income | $ 7,049 | $ 2,947 | $ 3,127 | $ 26,794 |
Earnings per share: | ||||
Continuing operations | $ 0.60 | $ 0.25 | $ 0.26 | $ 1.43 |
Discontinued operations | 0.80 | |||
Basic earnings per share | 0.60 | 0.25 | 0.26 | 2.23 |
Continuing operations | 0.60 | 0.24 | 0.26 | 1.43 |
Discontinued operations | 0.80 | |||
Diluted earnings per share | $ 0.60 | $ 0.24 | $ 0.26 | $ 2.23 |
Weighted average shares: | ||||
Basic | 11,802 | 12,015 | 11,953 | 12,004 |
Diluted | 11,845 | 12,075 | 11,991 | 12,063 |
Dividends per share | $ 0.26 | $ 0.25 | $ 0.78 | $ 0.75 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Consolidated Statement of Comprehensive Income (Loss) [Abstract] | ||||
Net income | $ 7,049 | $ 2,947 | $ 3,127 | $ 26,794 |
Foreign currency translation adjustments | 2,703 | 2,711 | (8,432) | (325) |
Comprehensive income (loss) | $ 9,752 | $ 5,658 | $ (5,305) | $ 26,469 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Unaudited) - 9 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Income/(Loss) |
Balance at Sep. 30, 2014 | $ 371,097 | $ 120 | $ 46,267 | $ 331,213 | $ (6,503) | |
Balance, shares at Sep. 30, 2014 | 12,031,243 | 12,031,000 | ||||
Net income | $ 3,127 | 3,127 | ||||
Foreign currency translation adjustments | (8,432) | (8,432) | ||||
Stock-based compensation | 2,262 | 2,262 | ||||
Stock-based compensation, shares | 36,000 | |||||
Shares withheld in lieu of employee tax withholding | (557) | (557) | ||||
Issuance of restricted stock, shares | 16,000 | |||||
Purchase of treasury value | $ (12,523) | $ (12,523) | ||||
Purchase of treasury shares | (362,961) | (363,000) | ||||
Dividends paid | $ (9,326) | (9,326) | ||||
Balance at Jun. 30, 2015 | $ 345,648 | $ 120 | $ 47,972 | $ 325,014 | $ (12,523) | $ (14,935) |
Balance, shares at Jun. 30, 2015 | 11,720,198 | 11,720,000 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating Activities: | ||
Net income | $ 3,127 | $ 26,794 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 9,894 | 7,770 |
Amortization | 345 | 658 |
Gain on sale of discontinued operations, net of tax | (8,563) | |
Stock-based compensation | 2,262 | 2,865 |
Bad debt expense | 31 | 616 |
Deferred income tax expense (benefit) | 8,652 | (2,682) |
Gain on amended supply agreement | (1,522) | (1,014) |
Cash received from amended supply agreement | 2,333 | 10,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (5,837) | (11,598) |
Costs and billings in excess of estimated earnings on uncompleted contracts | 5,598 | (16,658) |
Inventories | (3,809) | 347 |
Prepaid expenses and other current assets | 2,075 | 335 |
Accounts payable and income taxes payable | 308 | (16,650) |
Accrued liabilities | (4,336) | (8,769) |
Other, net | (533) | 1,936 |
Net cash provided by (used in) operating activities | 18,588 | (14,613) |
Investing Activities: | ||
Proceeds from sale of property, plant and equipment | 51 | 118 |
Proceeds from sale of Transdyn | 14,819 | |
Purchases of property, plant and equipment | (34,246) | (11,296) |
Net cash provided by (used in) investing activities | (34,195) | 3,641 |
Financing Activities: | ||
Payments on industrial development revenue bonds | (400) | (400) |
Cash paid for employee taxes in lieu of shares | (557) | (451) |
Purchase of treasury shares | (12,523) | |
Dividends paid | (9,326) | (8,995) |
Payments on short-term and other financing | (16) | |
Net cash used in financing activities | (22,806) | (9,862) |
Net decrease in cash and cash equivalents | (38,413) | (20,834) |
Effect of exchange rate changes on cash and cash equivalents | (1,346) | 1,186 |
Cash and cash equivalents, beginning of period | 103,118 | 107,411 |
Cash and cash equivalents, end of period | $ 63,359 | $ 87,763 |
Overview and Summary of Signifi
Overview and Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Overview and Summary of Significant Accounting Policies | A. OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Overview Powell Industries, Inc. (we, us, our, Powell or the Company) was incorporated in the state of Delaware in 2004 as a successor to a Nevada company incorporated in 1968. The Nevada corporation was the successor to a company founded by William E. Powell in 1947, which merged into the Company in 1977. Our major subsidiaries, all of which are wholly owned, include: Powell Electrical Systems, Inc.; Powell (UK) Limited; Powell Canada Inc. and Powell Industries International, B.V. We develop, design, manufacture and service custom-engineered equipment and systems for the distribution, control and monitoring of electrical energy designed to (1) distribute, monitor and control the flow of electrical energy and (2) provide protection to motors, transformers and other electrically powered equipment. Headquartered in Houston, Texas, we serve the transportation, energy, industrial and utility industries. Basis of Presentation These unaudited condensed consolidated financial statements include the accounts of Powell and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. Certain information and footnote disclosures, normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP), have been condensed or omitted pursuant to those rules and regulations. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations and cash flows with respect to the interim consolidated financial statements have been included. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. We believe that these financial statements contain all adjustments necessary so that they are not misleading. The year-end balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Powell and its subsidiaries included in Powell’s Annual Report on Form 10-K for the year ended September 30, 2014, which was filed with the Securities and Exchange Commission (SEC) on December 3, 2014. References to Fiscal 2015, Fiscal 2014 and Fiscal 2013 used throughout this report shall mean our fiscal years ended September 30, 2015, 2014 and 2013, respectively. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying footnotes. The most significant estimates used in our financial statements affect revenue and cost recognition for construction contracts, the allowance for doubtful accounts, provision for excess and obsolete inventory, goodwill and other intangible assets, self-insurance, warranty accruals and income taxes. The amounts recorded for insurance claims, warranties, legal, income taxes and other contingent liabilities require judgments regarding the amount of expenses that will ultimately be incurred. We base our estimates on historical experience and on various other assumptions, as well as the specific circumstances surrounding these contingent liabilities, in evaluating the amount of liability that should be recorded. Additionally, the recognition of deferred tax assets requires estimates related to future income and other assumptions regarding timing and future profitability. Estimates may change as new events occur, additional information becomes available or operating environments change. Actual results may differ from our estimates. New Accounting Standards In July 2013, the FASB issued accounting guidance on the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The guidance states that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, which would be our fiscal year ending September 30, 2015. This guidance should be applied prospectively to all unrecognized tax benefits that exist at the effective date. Retrospective application is permitted . The adoption of this guidance has not had a significant impact on our consolidated financial position or results of operations. In April 2014, the FASB issued an amendment to the financial reporting of discontinued operations. The amendments in this update changed the criteria for reporting discontinued operations while enhancing disclosures in this area. It also addresses sources of confusion and inconsistent application related to the financial reporting of discontinued operations guidance in U.S. GAAP. Under the new guidance, only disposals representing a strategic shift in operations that have a major effect on the organization’s operations and financial results should be presented as discontinued operations. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The new guidance also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. This disclosure will provide users with information about the ongoing trends in a reporting organization’s results from continuing operations. The amendments in this update are effective in the first quarter of 2015, which would be in our fiscal year ending September 30, 2016. Early adoption is permitted for disposals that have not been previously reported as discontinued operations. our consolidated financial position or results of operations. In May 2014, the FASB issued a new standard on revenue recognition that supersedes previously issued revenue recognition guidance. This standard provides a five-step approach to be applied to all contracts with customers and requires expanded disclosures about the nature, amount, timing and uncertainty of revenue (and the related cash flows) arising from customer contracts, significant judgments and changes in judgments used in applying the revenue model and the assets recognized from costs incurred to obtain or fulfill a contract. The effective date for this standard was deferred in July 2015 and will now be effective for us beginning in fiscal year 2019. The standard permits the use of either the retrospective or cumulative effect transition method therefore we are evaluating the effect that this new guidance will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. In June 2014, the FASB issued an amendment to the topic regarding share-based payments and instances where terms of an award provide that a performance target can be achieved after the requisite service period. This guidance has been provided to resolve the diversity in practice concerning employee share-based payments that contain performance targets that could be achieved after the requisite service period. The updated guidance requires that a performance target that affects vesting and that can be achieved after the requisite service period be treated as a performance condition. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and is attributable to the periods for which service has been rendered. If the performance target becomes probable of being achieved before the end of the service period, the remaining unrecognized compensation cost for which requisite service has not yet been rendered is recognized prospectively over the remaining service period. The total amount of compensation cost recognized during and after the service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The updated guidance is effective for annual and interim periods beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on our consolidated financial position or results of operations. Discontinued operations In January 2014, we sold our wholly owned subsidiary Transdyn Inc. (Transdyn). For the nine months ended June 30, 2014, we have presented the results of these operations as income from discontinued operations, net of tax. See Note J. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | B. EARNINGS PER SHARE We compute basic earnings per share by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common share includes the weighted average of additional shares associated with the incremental effect of dilutive restricted stock and restrictive stock units, as prescribed by the FASB guidance on earnings per share. The following table reconciles basic and diluted weighted average shares used in the computation of earnings per share (in thousands, except per share data): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 7,049 $ 2,947 $ 3,127 $ 17,190 Income from discontinued operations — — — 9,604 Net income $ 7,049 $ 2,947 $ 3,127 $ 26,794 Denominator: Weighted average basic shares 11,802 12,015 11,953 12,004 Dilutive effect of restricted stock units 43 60 38 59 Weighted average diluted shares with assumed conversions 11,845 12,075 11,991 12,063 Net earnings per share: Continuing operations $ 0.60 $ 0.25 $ 0.26 $ 1.43 Discontinued operations — — — 0.80 Basic earnings per share $ 0.60 $ 0.25 $ 0.26 $ 2.23 Continuing operations $ 0.60 $ 0.24 $ 0.26 $ 1.43 Discontinued operations — — — 0.80 Diluted earnings per share $ 0.60 $ 0.24 $ 0.26 $ 2.23 |
Detail of Selected Balance Shee
Detail of Selected Balance Sheet Accounts | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Detail of Selected Balance Sheet Accounts | C. DETAIL OF SELECTED BALANCE SHEET ACCOUNTS Allowance for Doubtful Accounts Activity in our allowance for doubtful accounts receivable consisted of the following (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Balance at beginning of period $ 1,881 $ 501 $ 1,577 $ 572 Bad debt expense/(recovery) (438 ) 676 31 616 Uncollectible accounts written off, net of recoveries (145 ) (38 ) (267 ) (46 ) Change in foreign currency translation 14 5 (29 ) 2 Balance at end of period $ 1,312 $ 1,144 $ 1,312 $ 1,144 Inventories: The components of inventories are summarized below (in thousands): June 30, 2015 September 30, 2014 Raw materials, parts and subassemblies $ 40,320 $ 35,349 Work-in-progress 1,029 2,035 Provision for excess and obsolete inventory (4,997 ) (4,569 ) Total inventories $ 36,352 $ 32,815 Cost and Estimated Earnings on Uncompleted Contracts The components of costs and estimated earnings and related amounts billed on uncompleted contracts are summarized below (in thousands): June 30, September 30, 2015 2014 Costs incurred on uncompleted contracts $ 613,304 $ 604,939 Estimated earnings 162,292 157,562 775,596 762,501 Less: Billings to date (735,012 ) (715,233 ) Net underbilled position $ 40,584 $ 47,268 Included in the accompanying balance sheets under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts – underbilled $ 97,901 $ 95,970 Billings in excess of costs and estimated earnings on uncompleted contracts – overbilled (57,317 ) (48,702 ) Net underbilled position $ 40,584 $ 47,268 Warranty Accrual Activity in our product warranty accrual consisted of the following (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Balance at beginning of period $ 4,375 $ 4,833 $ 4,557 $ 5,282 Increase to warranty expense 1,033 884 2,100 2,390 Deduction for warranty charges (766 ) (1,023 ) (1,794 ) (2,949 ) Increase (decrease) due to foreign currency translations 81 61 (140 ) 32 Balance at end of period $ 4,723 $ 4,755 $ 4,723 $ 4,755 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | D. INTANGIBLE ASSETS Intangible assets balances, subject to amortization, at June 30, 2015 and September 30, 2014 consisted of the following (in thousands): June 30, 2015 September 30, 2014 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Value Amortization Value Value Amortization Value Purchased technology $ 11,749 $ (10,241 ) $ 1,508 $ 11,749 $ (9,918 ) $ 1,831 Trade name 1,136 (1,136 ) - 1,136 (1,063 ) 73 Total $ 12,885 $ (11,377 ) $ 1,508 $ 12,885 $ (10,981 ) $ 1,904 Amortization of intangible assets recorded for the nine months ended June 30, 2015 and 2014 was $0.3 million and $0.7 million, respectively. On August 7, 2006, we purchased certain assets related to the manufacturing of ANSI medium-voltage switchgear and circuit breaker business from General Electric Company (GE). In connection with the acquisition, we entered into a 15 year supply agreement with GE pursuant to which GE would purchase from the Company all of its requirements for ANSI medium-voltage switchgear and circuit breakers and other related equipment and components (the Products). In connection with the acquisition, we recorded an intangible asset related to this supply agreement. On December 30, 2013, the Company and GE amended the supply agreement to allow GE to manufacture similar Products for sale immediately and allow GE to begin purchasing Products from other suppliers beginning December 31, 2014. In return, GE paid us $10 million upon execution of the amended supply agreement in the first quarter of Fiscal 2014 and agreed to pay an additional $7 million over three years. The first payment of $2.3 million was received in March 2015. We wrote off the intangible asset related to the original supply agreement and recorded a deferred credit in the amount of $8.1 million at December 31, 2013, the amount by which the proceeds from GE exceeded the unamortized balance of our intangible asset. This deferred credit is being amortized over the four year life of the agreement. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | E. LONG-TERM DEBT Long-term debt consisted of the following (in thousands): June 30, 2015 September 30, 2014 Industrial development revenue bonds $ 2,800 $ 3,200 Less current portion (400 ) (400 ) Total long-term debt and capital lease obligations $ 2,400 $ 2,800 U.S. Revolver In December 2013, we amended and restated our existing credit agreement (the Amended Credit Agreement) with a major domestic bank. In December 2014, we entered into the Second Amendment of the Amended Credit Agreement (the Second Amendment). The Second Amendment provides for the expansion of our Canadian manufacturing facility and allows for the repurchase of our common stock pursuant to a share repurchase program announced in December 2014. The Amended Credit Agreement provides for a $75.0 million revolving credit facility (U.S. Revolver). Obligations are collateralized by the stock of certain of our subsidiaries. The interest rate for amounts outstanding under the Amended Credit Agreement for the U.S. Revolver is a floating rate based upon the higher of the Federal Funds Rate plus 0.5%, the bank’s prime rate, or the Eurocurrency rate plus 1.00%. Once the applicable rate is determined, a margin ranging up to 1.75%, as determined by our consolidated leverage ratio, is added to the applicable rate. The U.S. Revolver provides for the issuance of letters of credit which reduce the amounts that may be borrowed under this revolver. The amount available under the U.S. Revolver was reduced by $18.1 million for our outstanding letters of credit at June 30, 2015. There were no borrowings outstanding under the U.S. Revolver as of June 30, 2015. Amounts available under the U.S. Revolver were $56.9 million at June 30, 2015. The U.S. Revolver expires on December 31, 2018. The Amended Credit Agreement contains certain restrictive and maintenance-type covenants, such as restrictions on the amount of capital expenditures allowed. It also contains financial covenants defining various financial measures and the levels of these measures with which we must comply, as well as a “material adverse change” clause. A “material adverse change” is defined as a material change in our operations, business, properties, liabilities or condition (financial or otherwise) or a material impairment of our ability to perform our obligations under our credit agreements. The Amended Credit Agreement is collateralized by a pledge of 100% of the voting capital stock of each of our domestic subsidiaries and 65% of the voting capital stock of each non-domestic subsidiary, excluding Powell Canada. The Amended Credit Agreement provides for customary events of default and carries cross-default provisions with other existing debt agreements. If an event of default (as defined in the Amended Credit Agreement) occurs and is continuing, on the terms and subject to the conditions set forth in the Amended Credit Agreement, amounts outstanding under the Amended Credit Agreement may be accelerated and may become immediately due and payable. As of June 30, 2015, we were in compliance with all of the financial covenants of the Amended Credit Agreement. Canadian Revolver We have an $8.1 million credit facility with a major international bank in Canada (the Canadian Revolver) to provide working capital support and letters of credit for our operations in Canada. The Canadian Revolver provides for the issuance of letters of credit which reduce the amounts that may be borrowed under this revolver. There were no outstanding letters of credit under the Canadian Revolver at June 30, 2015. There were no borrowings outstanding under the Canadian Revolver as of June 30, 2015 and amounts available under the Canadian Revolver were $8.1 million at June 30, 2015. The interest rate for amounts outstanding under the Canadian Revolver is a floating interest rate based upon either the Canadian Prime Rate, or the lender’s Bankers’ Acceptance Rate. Once the applicable rate is determined, a margin of 0.50% to 1.75%, as determined by our consolidated leverage ratio, is added to the applicable rate. The principal financial covenants are consistent with those described in our Amended Credit Agreement. The Canadian Revolver contains a “material adverse effect” clause. A “material adverse effect” is defined as a material change in the operations of Powell or Powell Canada in relation to our financial condition, property, business operations, expected net cash flows, liabilities or capitalization. The Canadian Revolver is secured by the assets of our Canadian operations and provides for customary events of default and carries cross-default provisions with our existing debt agreements. If an event of default (as defined in the Canadian Revolver) occurs and is continuing, per the terms and subject to the conditions set forth in the Canadian Revolver, amounts outstanding under the Canadian Revolver may be accelerated and may become immediately due and payable. As of June 30, 2015, we were in compliance with all of the financial covenants of the Canadian Revolver. Industrial Development Revenue Bonds We borrowed $8.0 million in October 2001 through a loan agreement funded with proceeds from tax-exempt industrial development revenue bonds (Bonds). These Bonds were issued by the Illinois Development Finance Authority and were used for the completion of our Northlake, Illinois facility. Pursuant to the Bond issuance, a reimbursement agreement between us and a major domestic bank required an issuance by the bank of an irrevocable direct-pay letter of credit (Bond LC), as collateral, to the Bonds’ trustee to guarantee payment of the Bonds’ principal and interest when due. The Bond LC is subject to both early termination and extension provisions customary to such agreements, as well as various covenants, for which we were in compliance at June 30, 2015. While the Bonds mature in 2021, the reimbursement agreement requires annual redemptions of $0.4 million that commenced on October 25, 2002. A sinking fund is used for the redemption of the Bonds. At June 30, 2015, the balance in the restricted sinking fund was approximately $0.3 million and was recorded in cash and cash equivalents. The Bonds bear interest at a floating rate determined weekly by the Bonds’ remarketing agent, which was the underwriter for the Bonds and is an affiliate of the bank. This interest rate was 0.20% as of June 30, 2015. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | F. COMMITMENTS AND CONTINGENCIES Long-Term Debt See Note E herein for discussion of our long-term debt. Letters of Credit and Bonds Certain customers require us to post bank letter of credit guarantees or performance bonds issued by a surety. These guarantees and performance bonds assure that we will perform under the terms of our contract. In the event of default, the counterparty may demand payment from the bank under a letter of credit or performance by the surety under a performance bond. To date, there have been no significant expenses related to either letters of credit or performance bonds for the periods reported. We were contingently liable for secured and unsecured letters of credit of $18.1 million as of June 30, 2015. We also had performance and maintenance bonds totaling $303.2 million that were outstanding, with additional bonding capacity of $446.8 million available, at June 30, 2015. We have a $15.7 million facility agreement (Facility Agreement) between Powell (UK) Limited and a large international bank. This Facility Agreement provides Powell (UK) the ability to enter into bank guarantees as well as forward exchange contracts and currency options. At June 30, 2015, we had outstanding guarantees totaling $6.4 million under this Facility Agreement. Amounts available under this Facility Agreement were $9.3 million as of June 30, 2015. The Facility Agreement provides for financial covenants and customary events of default, and carries cross-default provisions with our Amended Credit Facility. If an event of default (as defined in the Facility Agreement) occurs and is continuing, per the terms and subject to the conditions set forth in the Facility Agreement, obligations outstanding under the Facility Agreement may be accelerated and may become or be declared immediately due and payable. As of June 30, 2015, we were in compliance with all of the financial covenants of the Facility Agreement. Litigation We are involved in various legal proceedings, claims and other disputes arising in the ordinary course of business which, in general, are subject to uncertainties and in which the outcomes are not predictable. Although we can give no assurance about the outcome of pending or threatened litigation and the effect such outcomes may have on us, management believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided or covered by insurance, will not have a material adverse effect on our consolidated financial position or results of operations or liquidity. Liquidated Damages Certain of our customer contracts have schedule and performance obligation clauses that, if we fail to meet them, could subject us to liquidated damages. Each individual contract defines the conditions under which the customer may make a claim against us. We have had potential exposure for liquidated damages in the past, but in most instances they were not asserted by the customer. As of June 30, 2015, our exposure to possible liquidated damages is $6.7 million, of which approximately $2.0 million is probable. Based on our actual or projected failure to meet these various contractual commitments, $0.8 million has been recorded in our financial statements. We believe that we will be successful in obtaining change orders or contract extensions that should resolve the potential for any unaccrued liquidated damages; however, should we fail to achieve relief on some or all of these contractual obligations, we could be subject to additional liquidated damages which could impact our future operating results. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | G. STOCK-BASED COMPENSATION Refer to our Annual Report on Form 10-K for the fiscal year ended September 30, 2014 for a full description of our existing stock-based compensation plans. In February 2014, our stockholders approved our 2014 Equity Incentive Plan (the 2014 Plan). Persons eligible to receive awards under the 2014 Plan include certain officers and employees. This Plan authorizes stock options, stock appreciation rights, restricted stock, restricted stock units and performance-based awards, as well as certain other awards. Restricted Stock Units We issue restricted stock units (RSUs) to certain officers and key employees of the Company. The RSUs typically vest over a three-year period from their date of issuance. The fair value of the RSUs is based on the closing price of our common stock as reported on the NASDAQ Global Market on the grant dates. Sixty-percent of the actual amount of the RSUs earned will be based on the cumulative earnings as reported relative to the three-year performance cycle which begins October 1 of the year granted, and ranges from 0% to 250% of the target RSUs granted. The remaining forty-percent of the RSUs are time-based and vest over a three-year period. At June 30, 2015, there were 162,837 RSUs outstanding. The RSUs do not have voting rights and do not receive dividends on common stock; additionally, the shares of common stock underlying the RSUs are not considered issued and outstanding until actually issued. RSU activity (number of shares) for the quarter is summarized below: Number of Weighted Restricted Average Stock Fair Value Units Per Share Outstanding at September 30, 2014 106,845 $ 51.30 Granted 89,500 41.75 Vested (33,508 ) 44.06 Forfeited — — Outstanding at June 30, 2015 162,837 $ 47.54 During the nine months ended June 30, 2015 and 2014, we recorded compensation expense of $1.3 million and $2.0 million, respectively, related to the RSUs. Restricted Stock In February 2014, our stockholders also approved the 2014 Non-Employee Director Equity Incentive Plan (the 2014 Director Plan) for the benefit of members of the Board of Directors of the Company who, at the time of their service are not employees of the Company or any of its affiliates. The 2014 Director Plan authorizes stock options, stock appreciation rights, restricted stock, restricted stock units, as well as certain other awards. During the nine months ended June 30, 2015 and 2014, we recorded compensation expense of $1.0 million and $0.9 million, respectively, related to restricted stock grants. |
Share Repurchase Program
Share Repurchase Program | 9 Months Ended |
Jun. 30, 2015 | |
Share Repurchase Program [Abstract] | |
Share Repurchase Program | H. SHARE REPURCHASE PROGRAM On December 17, 2014, our Board of Directors authorized a repurchase program (the Repurchase Program) under which we may repurchase up to $25 million of our outstanding stock. The purchases may be made from time to time in the open market, through privately negotiated transactions and Rule 10b5-1 trading plans in accordance with applicable laws, rules and regulations. The Repurchase Program is being funded from cash on hand and cash provided by operating activities. The Repurchase Program will expire as of the close of business on December 31, 2015. As of June 30, 2015, we have purchased 362,961 shares at cost of $12.5 million under this Repurchase Program. The average price per share through June 30, 2015 has been $34.50. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | I. FAIR VALUE MEASUREMENTS We measure certain financial assets and liabilities at fair value. Fair value is defined as an “exit price” which represents the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in valuing an asset or liability. The accounting guidance requires the use of valuation techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. As a basis for considering such assumptions and inputs, a fair value hierarchy has been established which identifies and prioritizes three levels of inputs to be used in measuring fair value. The three levels of the fair value hierarchy are as follows: Level 1 — Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 — Inputs other than the quoted prices in active markets that are observable either directly or indirectly, including: quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market data. Level 3 — Unobservable inputs that are supported by little or no market data and require the reporting entity to develop its own assumptions. The following table summarizes the fair value of our assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2015 (in thousands): Fair Value Measurements at June 30, 2015 Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Fair Value at Identical Assets Inputs Inputs June 30, (Level 1) (Level 2) (Level 3) 2015 Assets: Cash equivalents $ 334 $ — $ — $ 334 Deferred compensation 1,992 3,124 — 5,116 Liabilities: Deferred compensation — 4,791 — 4,791 The following table summarizes the fair value of our assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014 (in thousands): Fair Value Measurements at September 30, 2014 Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Fair Value at Identical Assets Inputs Inputs September 30, (Level 1) (Level 2) (Level 3) 2014 Assets: Cash equivalents $ 10,535 $ — $ — $ 10,535 Deferred compensation 724 2,802 — 3,526 Liabilities: Deferred compensation — 3,688 — 3,688 Cash equivalents, primarily funds held in money market savings instruments, are reported at their current carrying value which approximates fair value due to the short-term nature of these instruments and are included in cash and cash equivalents in our Condensed Consolidated Balance Sheets. Fair Value of Other Financial Instruments Fair value guidance requires certain fair value disclosures be presented in both interim and annual reports. The estimated fair value amounts of financial instruments have been determined using available market information and valuation methodologies described below. Deferred Compensation – We hold investments in an irrevocable Rabbi Trust for our deferred compensation plan. These assets include various mutual fund investments and company-owned life insurance policies. Under the plan, participants designate investment options to serve as the basis for measurement of the notional value of their accounts. The fair values of the underlying securities of these funds are based on quoted market prices and are categorized as Level I in the fair value measurement hierarchy. The company-owned life insurance policies are valued at cash surrender value and are therefore categorized as Level 2 in the fair value measurement hierarchy. Industrial Development Revenue Bond – The fair value of our long-term debt depends primarily on the coupon rate of our industrial development revenue bonds. The carrying value of our long-term debt at June 30, 2015, approximates fair value based on the current coupon rate of the bonds, which is reset weekly, and is classified as a Level 2 input in the fair value measurement hierarchy as there is an active market for the trading of these industrial development revenue bonds. There were no transfers between levels within the fair value measurement hierarchy during the nine months ended June 30, 2015. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | J. DISCONTINUED OPERATIONS On January 15, 2014, we sold our wholly-owned subsidiary Transdyn to a global provider of electronic toll collection systems, headquartered in Vienna, Austria. The purchase price from the sale of this subsidiary totaled $16.0 million, subject to working capital adjustments. We received cash of $14.4 million and the remaining $1.6 million was placed into an escrow account and was released to us in July 2015. We have presented the results of these operations as income from discontinued operations, net of tax, in the condensed consolidated statements of operations as of June 30, 2014. Summary comparative financial results of discontinued operations were as follows (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Revenues $ — $ — $ — $ 13,923 Income from discontinued operations, net of tax of $633 — — — 1,041 Gain on sale of discontinued operations, net of tax of $5,218 — — — 8,563 Net income from discontinued operations, net of tax $ — $ — $ — $ 9,604 Earnings per share information: Basic $ — $ — $ — $ 0.80 Diluted $ — $ — $ — $ 0.80 |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | K. INCOME TAXES The calculation of the effective tax rate is as follows (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Income from continuing operations before income taxes $ 12,234 $ 5,180 $ 13,700 $ 27,416 Income tax provision 5,185 2,233 10,573 10,226 Income from continuing operations $ 7,049 $ 2,947 $ 3,127 $ 17,190 Effective tax rate 42 % 43 % 77 % 37 % A reconciliation of the significant differences between the statutory U. S. income tax rate and the effective income tax rate, as computed on earnings (loss) before income tax provision for the nine months ended June 30, 2015 and 2014, is as follows: Nine months ended June 30, 2015 2014 Statutory rate 35 % 35 % Canadian valuation allowance 76 — Research and Development Credit (34 ) — State rate 2 2 Domestic production activities deduction (2 ) (1 ) Other — 1 Effective rate 77 % 37 % We recorded a provision for income taxes from continuing operations of $5.2 million in the third quarter of Fiscal 2015, compared to the provision of $2.2 million recorded in the third quarter of Fiscal 2014. The effective tax rate for the third quarter of Fiscal 2015 was 42.4% compared to an effective tax rate of 43.1% for the third quarter of Fiscal 2014. The effective tax rate for the third quarter of Fiscal 2015 is above the combined U.S. federal and state statutory rate as no tax benefit is recorded against Canadian pre-tax losses due to the valuation allowance recorded in the second quarter of Fiscal 2015. The effective tax rate for both the third quarter of Fiscal 2015 and 2014 were also above the combined U.S. federal and state statutory rate due to discrete tax items recognized during the quarters as well as the nondeductibility of certain executive compensation costs. We recorded a provision for income taxes from continuing operations of $10.6 million for the nine months ended June 30, 2015, compared to the provision of $10.2 million recorded for the nine months ended June 30, 2014. The effective tax rate for the nine months ended June 30, 2015 was 77.2% compared to an effective tax rate of 37.3% for the nine months ended June 30, 2014. The higher rate for the nine months ended June 30, 2015 was primarily due to a valuation allowance against our Canadian deferred tax assets and the resulting inability to record a tax benefit against the year-to-date Canadian losses. This was partially offset by the release of a FIN 48 reserve related to the R&D Credit upon closing an IRS audit as well as the December 19, 2014 retroactive reinstatement of the R&D Credit from January 1, 2014 through December 31, 2014. The effective tax rate for the nine months ended June 30, 2014 approximated the combined U.S. federal and state statutory rate as the majority of our income was attributable to the U.S. At June 30, 2015, we had $34 million of gross foreign net operating loss carryforwards, the benefits of which are recorded as deferred tax assets and are subject to a 20-year carryforward period, the first of which will expire in 2031. During our quarterly assessment of deferred taxes, in the second quarter of Fiscal 2015, we established a valuation allowance in the amount of $9.0 million against Canadian net deferred tax assets. In assessing the realizability of net deferred tax assets, we consider whether it is more-likely-than-not that some portion or all of the net deferred tax assets may not be realized. The ultimate realization of net deferred tax assets is dependent on the generation of future taxable income during the periods in which those temporary differences become deductible. In light of the historical Canadian losses, and recent changes in projected losses in the near term, we are required under the more-likely-than-not accounting standard to record a valuation allowance against the Canadian net deferred assets because we may not be able to realize the benefits of the net operating loss carryforwards and other deductible differences. We believe that our deferred tax assets in other tax jurisdictions, with the exception of those related to certain foreign withholding taxes and the net operating losses of our Dutch entities, are more-likely-than-not realizable through future reversals of existing taxable temporary differences and our estimate of future taxable income. Estimates may change as new events occur, estimates of future taxable income during the carryforward period are reduced or increased, additional information becomes available or operating environments change, which may result in a full or partial reversal of the valuation allowance. |
Restructuring and Separation Co
Restructuring and Separation Costs | 9 Months Ended |
Jun. 30, 2015 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Separation Costs | L. RESTRUCTURING AND SEPARATION COSTS In the third quarter of Fiscal 2015, we incurred $1.4 million of restructuring and separation costs. Of this, $0.8 million was the termination of a Canadian facility lease and the write-off of associated leasehold improvements. The remaining $0.6 million were severance costs due to additional headcount reductions in Canada and certain U.S. operations as we continue to respond to current market conditions. For the nine months ended June 30, 2015, we incurred $2.7 million in restructuring and separation costs. Of this, $1.9 million was from separation and severance costs and the remaining $0.8 million resulted from the termination of a Canadian facility lease and the write-off of associated leasehold improvements. During the nine months ended June 30, 2015, we have paid out $1.4 million in severance and separation costs. |
Overview and Summary of Signi20
Overview and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Overview | Overview Powell Industries, Inc. (we, us, our, Powell or the Company) was incorporated in the state of Delaware in 2004 as a successor to a Nevada company incorporated in 1968. The Nevada corporation was the successor to a company founded by William E. Powell in 1947, which merged into the Company in 1977. Our major subsidiaries, all of which are wholly owned, include: Powell Electrical Systems, Inc.; Powell (UK) Limited; Powell Canada Inc. and Powell Industries International, B.V. We develop, design, manufacture and service custom-engineered equipment and systems for the distribution, control and monitoring of electrical energy designed to (1) distribute, monitor and control the flow of electrical energy and (2) provide protection to motors, transformers and other electrically powered equipment. Headquartered in Houston, Texas, we serve the transportation, energy, industrial and utility industries. |
Basis of Presentation | Basis of Presentation These unaudited condensed consolidated financial statements include the accounts of Powell and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. Certain information and footnote disclosures, normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP), have been condensed or omitted pursuant to those rules and regulations. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations and cash flows with respect to the interim consolidated financial statements have been included. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. We believe that these financial statements contain all adjustments necessary so that they are not misleading. The year-end balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Powell and its subsidiaries included in Powell’s Annual Report on Form 10-K for the year ended September 30, 2014, which was filed with the Securities and Exchange Commission (SEC) on December 3, 2014. References to Fiscal 2015, Fiscal 2014 and Fiscal 2013 used throughout this report shall mean our fiscal years ended September 30, 2015, 2014 and 2013, respectively. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying footnotes. The most significant estimates used in our financial statements affect revenue and cost recognition for construction contracts, the allowance for doubtful accounts, provision for excess and obsolete inventory, goodwill and other intangible assets, self-insurance, warranty accruals and income taxes. The amounts recorded for insurance claims, warranties, legal, income taxes and other contingent liabilities require judgments regarding the amount of expenses that will ultimately be incurred. We base our estimates on historical experience and on various other assumptions, as well as the specific circumstances surrounding these contingent liabilities, in evaluating the amount of liability that should be recorded. Additionally, the recognition of deferred tax assets requires estimates related to future income and other assumptions regarding timing and future profitability. Estimates may change as new events occur, additional information becomes available or operating environments change. Actual results may differ from our estimates. |
New Accounting Standards | New Accounting Standards In July 2013, the FASB issued accounting guidance on the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The guidance states that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, which would be our fiscal year ending September 30, 2015. This guidance should be applied prospectively to all unrecognized tax benefits that exist at the effective date. Retrospective application is permitted . The adoption of this guidance has not had a significant impact on our consolidated financial position or results of operations. In April 2014, the FASB issued an amendment to the financial reporting of discontinued operations. The amendments in this update changed the criteria for reporting discontinued operations while enhancing disclosures in this area. It also addresses sources of confusion and inconsistent application related to the financial reporting of discontinued operations guidance in U.S. GAAP. Under the new guidance, only disposals representing a strategic shift in operations that have a major effect on the organization’s operations and financial results should be presented as discontinued operations. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The new guidance also requires disclosure of the pre-tax income attributable to a disposal of a significant part of an organization that does not qualify for discontinued operations reporting. This disclosure will provide users with information about the ongoing trends in a reporting organization’s results from continuing operations. The amendments in this update are effective in the first quarter of 2015, which would be in our fiscal year ending September 30, 2016. Early adoption is permitted for disposals that have not been previously reported as discontinued operations. our consolidated financial position or results of operations. In May 2014, the FASB issued a new standard on revenue recognition that supersedes previously issued revenue recognition guidance. This standard provides a five-step approach to be applied to all contracts with customers and requires expanded disclosures about the nature, amount, timing and uncertainty of revenue (and the related cash flows) arising from customer contracts, significant judgments and changes in judgments used in applying the revenue model and the assets recognized from costs incurred to obtain or fulfill a contract. The effective date for this standard was deferred in July 2015 and will now be effective for us beginning in fiscal year 2019. The standard permits the use of either the retrospective or cumulative effect transition method therefore we are evaluating the effect that this new guidance will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. In June 2014, the FASB issued an amendment to the topic regarding share-based payments and instances where terms of an award provide that a performance target can be achieved after the requisite service period. This guidance has been provided to resolve the diversity in practice concerning employee share-based payments that contain performance targets that could be achieved after the requisite service period. The updated guidance requires that a performance target that affects vesting and that can be achieved after the requisite service period be treated as a performance condition. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and is attributable to the periods for which service has been rendered. If the performance target becomes probable of being achieved before the end of the service period, the remaining unrecognized compensation cost for which requisite service has not yet been rendered is recognized prospectively over the remaining service period. The total amount of compensation cost recognized during and after the service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The updated guidance is effective for annual and interim periods beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on our consolidated financial position or results of operations. |
Discontinued Operations | Discontinued operations In January 2014, we sold our wholly owned subsidiary Transdyn Inc. (Transdyn). For the nine months ended June 30, 2014, we have presented the results of these operations as income from discontinued operations, net of tax. See Note J. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table reconciles basic and diluted weighted average shares used in the computation of earnings per share (in thousands, except per share data): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 7,049 $ 2,947 $ 3,127 $ 17,190 Income from discontinued operations — — — 9,604 Net income $ 7,049 $ 2,947 $ 3,127 $ 26,794 Denominator: Weighted average basic shares 11,802 12,015 11,953 12,004 Dilutive effect of restricted stock units 43 60 38 59 Weighted average diluted shares with assumed conversions 11,845 12,075 11,991 12,063 Net earnings per share: Continuing operations $ 0.60 $ 0.25 $ 0.26 $ 1.43 Discontinued operations — — — 0.80 Basic earnings per share $ 0.60 $ 0.25 $ 0.26 $ 2.23 Continuing operations $ 0.60 $ 0.24 $ 0.26 $ 1.43 Discontinued operations — — — 0.80 Diluted earnings per share $ 0.60 $ 0.24 $ 0.26 $ 2.23 |
Detail of Selected Balance Sh22
Detail of Selected Balance Sheet Accounts (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Activity in Allowance for Doubtful Accounts | Activity in our allowance for doubtful accounts receivable consisted of the following (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Balance at beginning of period $ 1,881 $ 501 $ 1,577 $ 572 Bad debt expense/(recovery) (438 ) 676 31 616 Uncollectible accounts written off, net of recoveries (145 ) (38 ) (267 ) (46 ) Change in foreign currency translation 14 5 (29 ) 2 Balance at end of period $ 1,312 $ 1,144 $ 1,312 $ 1,144 |
Components of Inventories | The components of inventories are summarized below (in thousands): June 30, 2015 September 30, 2014 Raw materials, parts and subassemblies $ 40,320 $ 35,349 Work-in-progress 1,029 2,035 Provision for excess and obsolete inventory (4,997 ) (4,569 ) Total inventories $ 36,352 $ 32,815 |
Cost and Estimated Earnings on Uncompleted Contracts | The components of costs and estimated earnings and related amounts billed on uncompleted contracts are summarized below (in thousands): June 30, September 30, 2015 2014 Costs incurred on uncompleted contracts $ 613,304 $ 604,939 Estimated earnings 162,292 157,562 775,596 762,501 Less: Billings to date (735,012 ) (715,233 ) Net underbilled position $ 40,584 $ 47,268 Included in the accompanying balance sheets under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts – underbilled $ 97,901 $ 95,970 Billings in excess of costs and estimated earnings on uncompleted contracts – overbilled (57,317 ) (48,702 ) Net underbilled position $ 40,584 $ 47,268 |
Activity in Product Warranty Accrual | Activity in our product warranty accrual consisted of the following (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Balance at beginning of period $ 4,375 $ 4,833 $ 4,557 $ 5,282 Increase to warranty expense 1,033 884 2,100 2,390 Deduction for warranty charges (766 ) (1,023 ) (1,794 ) (2,949 ) Increase (decrease) due to foreign currency translations 81 61 (140 ) 32 Balance at end of period $ 4,723 $ 4,755 $ 4,723 $ 4,755 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets Subject to Amortization | Intangible assets balances, subject to amortization, at June 30, 2015 and September 30, 2014 consisted of the following (in thousands): June 30, 2015 September 30, 2014 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Value Amortization Value Value Amortization Value Purchased technology $ 11,749 $ (10,241 ) $ 1,508 $ 11,749 $ (9,918 ) $ 1,831 Trade name 1,136 (1,136 ) - 1,136 (1,063 ) 73 Total $ 12,885 $ (11,377 ) $ 1,508 $ 12,885 $ (10,981 ) $ 1,904 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | Long-term debt consisted of the following (in thousands): June 30, 2015 September 30, 2014 Industrial development revenue bonds $ 2,800 $ 3,200 Less current portion (400 ) (400 ) Total long-term debt and capital lease obligations $ 2,400 $ 2,800 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Restricted Stock Units Activity | RSU activity (number of shares) for the quarter is summarized below: Number of Weighted Restricted Average Stock Fair Value Units Per Share Outstanding at September 30, 2014 106,845 $ 51.30 Granted 89,500 41.75 Vested (33,508 ) 44.06 Forfeited — — Outstanding at June 30, 2015 162,837 $ 47.54 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets Measured on Recurring Basis | The following table summarizes the fair value of our assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2015 (in thousands): Fair Value Measurements at June 30, 2015 Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Fair Value at Identical Assets Inputs Inputs June 30, (Level 1) (Level 2) (Level 3) 2015 Assets: Cash equivalents $ 334 $ — $ — $ 334 Deferred compensation 1,992 3,124 — 5,116 Liabilities: Deferred compensation — 4,791 — 4,791 The following table summarizes the fair value of our assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014 (in thousands): Fair Value Measurements at September 30, 2014 Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Fair Value at Identical Assets Inputs Inputs September 30, (Level 1) (Level 2) (Level 3) 2014 Assets: Cash equivalents $ 10,535 $ — $ — $ 10,535 Deferred compensation 724 2,802 — 3,526 Liabilities: Deferred compensation — 3,688 — 3,688 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | Summary comparative financial results of discontinued operations were as follows (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Revenues $ — $ — $ — $ 13,923 Income from discontinued operations, net of tax of $633 — — — 1,041 Gain on sale of discontinued operations, net of tax of $5,218 — — — 8,563 Net income from discontinued operations, net of tax $ — $ — $ — $ 9,604 Earnings per share information: Basic $ — $ — $ — $ 0.80 Diluted $ — $ — $ — $ 0.80 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate | The calculation of the effective tax rate is as follows (in thousands): Three months ended June 30, Nine months ended June 30, 2015 2014 2015 2014 Income from continuing operations before income taxes $ 12,234 $ 5,180 $ 13,700 $ 27,416 Income tax provision 5,185 2,233 10,573 10,226 Income from continuing operations $ 7,049 $ 2,947 $ 3,127 $ 17,190 Effective tax rate 42 % 43 % 77 % 37 % A reconciliation of the significant differences between the statutory U. S. income tax rate and the effective income tax rate, as computed on earnings (loss) before income tax provision for the nine months ended June 30, 2015 and 2014, is as follows: Nine months ended June 30, 2015 2014 Statutory rate 35 % 35 % Canadian valuation allowance 76 — Research and Development Credit (34 ) — State rate 2 2 Domestic production activities deduction (2 ) (1 ) Other — 1 Effective rate 77 % 37 % |
Earnings Per Share (Computation
Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Income from continuing operations | $ 7,049 | $ 2,947 | $ 3,127 | $ 17,190 |
Income from discontinued operations | 9,604 | |||
Net income | $ 7,049 | $ 2,947 | $ 3,127 | $ 26,794 |
Denominator: | ||||
Weighted average basic shares | 11,802 | 12,015 | 11,953 | 12,004 |
Dilutive effect of restricted stock units | 43 | 60 | 38 | 59 |
Weighted average diluted shares with assumed conversions | 11,845 | 12,075 | 11,991 | 12,063 |
Net earnings per share: | ||||
Continuing operations | $ 0.60 | $ 0.25 | $ 0.26 | $ 1.43 |
Discontinued operations | 0.80 | |||
Basic earnings per share | 0.60 | 0.25 | 0.26 | 2.23 |
Continuing operations | 0.60 | 0.24 | 0.26 | 1.43 |
Discontinued operations | 0.80 | |||
Diluted earnings per share | $ 0.60 | $ 0.24 | $ 0.26 | $ 2.23 |
Detail of Selected Balance Sh30
Detail of Selected Balance Sheet Accounts (Activity in Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Balance at beginning of period | $ 1,881 | $ 501 | $ 1,577 | $ 572 |
Bad debt expense/(recovery) | (438) | 676 | 31 | 616 |
Uncollectible accounts written off, net of recoveries | (145) | (38) | (267) | (46) |
Change in foreign currency translation | 14 | 5 | (29) | 2 |
Balance at end of period | $ 1,312 | $ 1,144 | $ 1,312 | $ 1,144 |
Detail of Selected Balance Sh31
Detail of Selected Balance Sheet Accounts (Components of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials, parts and subassemblies | $ 40,320 | $ 35,349 |
Work-in-progress | 1,029 | 2,035 |
Provision for excess and obsolete inventory | (4,997) | (4,569) |
Total inventories | $ 36,352 | $ 32,815 |
Detail of Selected Balance Sh32
Detail of Selected Balance Sheet Accounts (Cost and Estimated Earnings on Uncompleted Contracts) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||
Costs incurred on uncompleted contracts | $ 613,304 | $ 604,939 |
Estimated earnings | 162,292 | 157,562 |
Total | 775,596 | 762,501 |
Less: Billings to date | (735,012) | (715,233) |
Net underbilled position | 40,584 | 47,268 |
Included in the accompanying balance sheets under the following captions: | ||
Costs and estimated earnings in excess of billings on uncompleted contracts – underbilled | 97,901 | 95,970 |
Billings in excess of costs and estimated earnings on uncompleted contracts – overbilled | (57,317) | (48,702) |
Net underbilled position | $ 40,584 | $ 47,268 |
Detail of Selected Balance Sh33
Detail of Selected Balance Sheet Accounts (Activity in Product Warranty Accrual) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Balance at beginning of period | $ 4,375 | $ 4,833 | $ 4,557 | $ 5,282 |
Increase to warranty expense | 1,033 | 884 | 2,100 | 2,390 |
Deduction for warranty charges | (766) | (1,023) | (1,794) | (2,949) |
Increase (decrease) due to foreign currency translations | 81 | 61 | (140) | 32 |
Balance at end of period | $ 4,723 | $ 4,755 | $ 4,723 | $ 4,755 |
Intangible Assets (Schedule of
Intangible Assets (Schedule of Intangible Assets Subject to Amortization) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 12,885 | $ 12,885 |
Accumulated Amortization | (11,377) | (10,981) |
Net Carrying Value | 1,508 | 1,904 |
Purchased Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 11,749 | 11,749 |
Accumulated Amortization | (10,241) | (9,918) |
Net Carrying Value | 1,508 | 1,831 |
Trade Name | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 1,136 | 1,136 |
Accumulated Amortization | $ (1,136) | (1,063) |
Net Carrying Value | $ 73 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2013 | |
Finite Lived Intangible Assets [Line Items] | |||||||
Amortization of intangible assets | $ 114 | $ 122 | $ 345 | $ 658 | |||
Cash received from amended supply agreement | $ 10,000 | $ 2,300 | $ 2,333 | $ 10,000 | |||
Deferred credit amortization period | 4 years | ||||||
General Electric Company | |||||||
Finite Lived Intangible Assets [Line Items] | |||||||
Additional amount paid on execution of agreement | $ 7,000 | ||||||
Acquired finite-lived intangible assets, period | 3 years | ||||||
Deferred credit | $ 8,100 | ||||||
Supply Agreement | |||||||
Finite Lived Intangible Assets [Line Items] | |||||||
Useful life of intangible asset | 15 years |
Long-Term Debt (Components of L
Long-Term Debt (Components of Long-Term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Debt Disclosure [Abstract] | ||
Industrial development revenue bonds | $ 2,800 | $ 3,200 |
Less current portion | (400) | (400) |
Total long-term debt and capital lease obligations | $ 2,400 | $ 2,800 |
Long Term Debt (Narrative) (Det
Long Term Debt (Narrative) (Details) - USD ($) | 9 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | Oct. 31, 2001 | |
Line Of Credit Facility [Line Items] | |||
Balance in the restricted sinking fund | $ 300,000 | ||
U.S. Revolver | |||
Line Of Credit Facility [Line Items] | |||
Revolving credit facility | $ 75,000,000 | ||
Revolving credit interest rate | The interest rate for amounts outstanding under the Amended Credit Agreement for the U.S. Revolver is a floating rate based upon the higher of the Federal Funds Rate plus 0.5%, the bank’s prime rate, or the Eurocurrency rate plus 1.00%. | ||
Outstanding letters of credit | $ 18,100,000 | ||
Amount of credit facility remaining borrowing capacity | $ 56,900,000 | ||
Credit facility expiration date | Dec. 31, 2018 | ||
Revolving credit facility borrowings, outstanding amount | $ 0 | ||
Percentage of voting capital stock pledged as collateral | 100.00% | ||
Non-domestic subsidiaries of voting capital stock | 65.00% | ||
U.S. Revolver | Maximum | |||
Line Of Credit Facility [Line Items] | |||
Basis spread on variable rate | 1.75% | ||
U.S. Revolver | Federal Funds Rate | |||
Line Of Credit Facility [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
U.S. Revolver | Eurocurrency Rate | |||
Line Of Credit Facility [Line Items] | |||
Basis spread on variable rate | 1.00% | ||
Canadian Revolver | |||
Line Of Credit Facility [Line Items] | |||
Revolving credit facility | $ 8,100,000 | ||
Outstanding letters of credit | 0 | ||
Amount of credit facility remaining borrowing capacity | 8,100,000 | ||
Revolving credit facility borrowings, outstanding amount | $ 0 | ||
Canadian Revolver | Maximum | |||
Line Of Credit Facility [Line Items] | |||
Basis spread on variable rate | 1.75% | ||
Canadian Revolver | Minimum | |||
Line Of Credit Facility [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Industrial Development Revenue Bonds | |||
Line Of Credit Facility [Line Items] | |||
Borrowings | $ 8,000,000 | ||
Reimbursement agreement requires annual redemptions | $ 400,000 | ||
Interest rate | 0.20% |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - Jun. 30, 2015 - USD ($) | Total |
Guarantee Obligations [Line Items] | |
Additional bonding capacity | $ 446,800,000 |
Liquidated damages | 6,700,000 |
Probable liquidated damages | 2,000,000 |
Loss contingency, estimate of actual or projected loss | 800,000 |
Powell (UK) Limited | |
Guarantee Obligations [Line Items] | |
Guarantee liability | 6,400,000 |
Revolving credit facility | 15,700,000 |
Amount of credit facility remaining borrowing capacity | 9,300,000 |
Financial Standby Letter of Credit | |
Guarantee Obligations [Line Items] | |
Guarantee liability | 18,100,000 |
Performance Guarantee | |
Guarantee Obligations [Line Items] | |
Guarantee liability | $ 303,200,000 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 9 Months Ended | ||
Feb. 28, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | |
Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Unvested restricted stock outstanding | 162,837 | 106,845 | ||
Compensation expense | $ 1.3 | $ 2 | ||
Restricted Stock Units (RSUs) | Performance Based Restricted Stock Unit | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Actual amount of RSUs earned based on cumulative earnings | 60.00% | |||
Restricted Stock Units (RSUs) | Time Based Restricted Stock Unit | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Target RSUs granted range | 40.00% | |||
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense | $ 1 | $ 0.9 | ||
Restricted Stock | 2014 Non-Employee Director Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 2 years | |||
Shares issued under the plan | 16,000 | |||
Shares issued, price per share | $ 33.37 | |||
Restricted Stock | 2014 Non-Employee Director Equity Incentive Plan | Vesting of First Anniversary | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting percentage | 50.00% | |||
Restricted Stock | 2014 Non-Employee Director Equity Incentive Plan | Vesting of Second Anniversary | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting percentage | 50.00% | |||
Minimum | Restricted Stock Units (RSUs) | Performance Based Restricted Stock Unit | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Target RSUs granted range | 0.00% | |||
Maximum | Restricted Stock Units (RSUs) | Performance Based Restricted Stock Unit | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Target RSUs granted range | 250.00% |
Stock-Based Compensation (Sched
Stock-Based Compensation (Schedule of Restricted Stock Units Activity) (Details) - 9 months ended Jun. 30, 2015 - Restricted Stock Units (RSUs) - $ / shares | Total |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding Beginning Balance, Number of Restricted Stock Units | 106,845 |
Granted, Number of Restricted Stock Units | 89,500 |
Vested, Number of Restricted Stock Units | (33,508) |
Outstanding Ending balance, Number of Restricted Stock Units | 162,837 |
Outstanding Beginning Balance, Weighted Average Fair Value Per Share | $ 51.30 |
Granted, Weighted Average Fair Value Per Share | 41.75 |
Vested, Weighted Average Fair Value Per Share | 44.06 |
Outstanding Ending balance, Weighted Average Fair Value Per Share | $ 47.54 |
Share Repurchase Program (Narra
Share Repurchase Program (Narrative) (Details) - USD ($) | 9 Months Ended | |
Jun. 30, 2015 | Dec. 17, 2014 | |
Equity Class Of Treasury Stock [Line Items] | ||
Stock Repurchase Program Expiration Date | Dec. 31, 2015 | |
Stock purchased under repurchase program | 362,961 | |
Stock purchased under repurchase program, value | $ 12,523,000 | |
Stock purchased under Repurchased program, Average Price Per Share | $ 34.50 | |
Maximum | ||
Equity Class Of Treasury Stock [Line Items] | ||
Stock Repurchase Program, Authorized Amount | $ 25,000,000 |
Fair Value Measurements (Fair V
Fair Value Measurements (Fair Value of Assets Measured on Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Assets: | ||
Cash equivalents | $ 334 | $ 10,535 |
Deferred compensation | 5,116 | 3,526 |
Liabilities: | ||
Deferred compensation | 4,791 | 3,688 |
Fair Value, Inputs, Level 1 | ||
Assets: | ||
Cash equivalents | 334 | 10,535 |
Deferred compensation | 1,992 | 724 |
Fair Value, Inputs, Level 2 | ||
Assets: | ||
Deferred compensation | 3,124 | 2,802 |
Liabilities: | ||
Deferred compensation | $ 4,791 | $ 3,688 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) | 9 Months Ended |
Jun. 30, 2015USD ($) | |
Fair Value Disclosures [Abstract] | |
Transfers between measurement levels | $ 0 |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) - USD ($) $ in Thousands | Jan. 15, 2014 | Jun. 30, 2014 |
Discontinued Operations And Disposal Groups [Abstract] | ||
Purchase price from the sale of Transdyn, Inc | $ 16,000 | |
Cash received from sale of subsidiary | 14,400 | $ 14,819 |
Escrow cash | $ 1,600 |
Discontinued Operations (Schedu
Discontinued Operations (Schedule of Operating Results) (Details) - 9 months ended Jun. 30, 2014 - USD ($) $ / shares in Units, $ in Thousands | Total |
Discontinued Operations And Disposal Groups [Abstract] | |
Revenues | $ 13,923 |
Income from discontinued operations, net of tax of $633 | 1,041 |
Gain on sale of discontinued operations, net of tax of $5,218 | 8,563 |
Net income from discontinued operations, net of tax | $ 9,604 |
Earnings per share: | |
Basic | $ 0.80 |
Diluted | $ 0.80 |
Discontinued Operations (Sche46
Discontinued Operations (Schedule of Operating Results) (Parenthetical) (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2014USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Income from discontinued operations, tax | $ 633 |
Gain on sale of discontinued operations, tax | $ 5,218 |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Tax Rate) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income from continuing operations before income taxes | $ 12,234 | $ 5,180 | $ 13,700 | $ 27,416 |
Income tax provision | 5,185 | 2,233 | 10,573 | 10,226 |
Income from continuing operations | $ 7,049 | $ 2,947 | $ 3,127 | $ 17,190 |
Effective tax rate | 42.40% | 43.10% | 77.20% | 37.30% |
Income Taxes (Schedule of Eff48
Income Taxes (Schedule of Effective Income Tax Rate Reconciliation) (Details) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Statutory rate | 35.00% | 35.00% | ||
Canadian valuation allowance | 76.00% | |||
Research and Development Credit | (34.00%) | |||
State rate | 2.00% | 2.00% | ||
Domestic production activities deduction | (2.00%) | (1.00%) | ||
Other | 1.00% | |||
Effective rate | 42.40% | 43.10% | 77.20% | 37.30% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Contingency [Line Items] | ||||
Income tax provision | $ 5,185 | $ 2,233 | $ 10,573 | $ 10,226 |
Effective tax rate | 42.40% | 43.10% | 77.20% | 37.30% |
Operating loss carryforwards | $ 34,000 | $ 34,000 | ||
Operating loss carryforwards, expiration period (in years) | 20 years | |||
Operating loss carryforwards, expiration date | 2,031 | |||
Operating loss carryforwards, valuation allowance | $ 9,000 | $ 9,000 | ||
R&D Tax Credit | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforward description | The effective tax rate for the nine months ended June 30, 2015 was 77.2% compared to an effective tax rate of 37.3% for the nine months ended June 30, 2014. The higher rate for the nine months ended June 30, 2015 was primarily due to a valuation allowance against our Canadian deferred tax assets and the resulting inability to record a tax benefit against the year-to-date Canadian losses. This was partially offset by the release of a FIN 48 reserve related to the R&D Credit upon closing an IRS audit as well as the December 19, 2014 retroactive reinstatement of the R&D Credit from January 1, 2014 through December 31, 2014. | |||
Tax credit expiration date | Dec. 31, 2014 |
Restructuring and Separation 50
Restructuring and Separation Costs (Narrative) (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Restructuring And Related Activities [Abstract] | ||
Restructuring and separation costs | $ 1,406 | $ 2,738 |
Termination cost of Canadian facility lease and write-off of associated leasehold improvements | 800 | 800 |
Remaining restructuring costs additional headcount reductions | $ 600 | 600 |
Separation and severance costs | 1,900 | |
Severance and separation costs paid | $ 1,400 |