Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Mar. 31, 2014 | Apr. 30, 2014 | |
Document Documentand Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'MTRX | ' |
Entity Registrant Name | 'MATRIX SERVICE CO | ' |
Entity Central Index Key | '0000866273 | ' |
Current Fiscal Year End Date | '--06-30 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 26,413,166 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenues | $381,516 | $225,970 | $918,731 | $657,014 |
Cost of revenues | 341,572 | 202,844 | 819,161 | 589,311 |
Gross profit | 39,944 | 23,126 | 99,570 | 67,703 |
Selling, general and administrative expenses | 21,125 | 14,695 | 55,172 | 42,576 |
Operating income | 18,819 | 8,431 | 44,398 | 25,127 |
Other income (expense): | ' | ' | ' | ' |
Interest expense | -324 | -205 | -898 | -605 |
Interest income | 44 | 5 | 57 | 25 |
Other | 9 | 43 | -147 | 93 |
Income before income tax expense | 18,548 | 8,274 | 43,410 | 24,640 |
Provision for federal, state and foreign income taxes | 6,756 | 1,753 | 14,755 | 7,999 |
Net income | 11,792 | 6,521 | 28,655 | 16,641 |
Less: Net income attributable to noncontrolling interest | 396 | 0 | 401 | 0 |
Net income attributable to Matrix Service Company | $11,396 | $6,521 | $28,254 | $16,641 |
Basic earnings per common share (US$ per share) | $0.43 | $0.25 | $1.08 | $0.64 |
Diluted earnings per common share (US$ per share) | $0.42 | $0.25 | $1.05 | $0.63 |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic (shares) | 26,374 | 26,039 | 26,244 | 25,921 |
Diluted (shares) | 27,040 | 26,411 | 26,898 | 26,269 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income | $11,792 | $6,521 | $28,655 | $16,641 |
Other comprehensive loss, net of tax: | ' | ' | ' | ' |
Foreign currency translation adjustments | -1,765 | -377 | -1,940 | -62 |
Comprehensive income | 10,027 | 6,144 | 26,715 | 16,579 |
Less: Comprehensive income attributable to noncontrolling interest | 396 | 0 | 401 | 0 |
Comprehensive income attributable to Matrix Service Company | $9,631 | $6,144 | $26,314 | $16,579 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Jun. 30, 2013 | |
In Thousands, unless otherwise specified | |||
Current assets: | ' | ' | |
Cash and cash equivalents | $59,758 | $63,750 | |
Accounts receivable, less allowances (March 31, 2014— $126 and June 30, 2013—$795) | 232,167 | 140,840 | |
Costs and estimated earnings in excess of billings on uncompleted contracts | 98,278 | 73,773 | |
Deferred income taxes | 8,898 | 5,657 | |
Inventories | 3,143 | 2,988 | |
Income taxes receivable | 0 | 3,032 | |
Other current assets | 5,007 | 6,234 | |
Total current assets | 407,251 | 296,274 | |
Property, plant and equipment at cost: | ' | ' | |
Land and buildings | 31,195 | 29,649 | |
Construction equipment | 80,247 | 69,998 | |
Transportation equipment | 41,008 | 34,366 | |
Office equipment and software | 21,392 | 18,426 | |
Construction in progress | 13,939 | 9,080 | |
Property, plant and equipment at cost, gross | 187,781 | 161,519 | |
Accumulated depreciation | -99,684 | -90,218 | |
Property, plant and equipment at cost, net | 88,097 | 71,301 | |
Goodwill | 66,589 | 30,836 | |
Other intangible assets | 29,705 | 7,551 | |
Other assets | 6,173 | 4,016 | |
Total assets | 597,815 | [1] | 409,978 |
Current liabilities: | ' | ' | |
Accounts payable | 121,802 | 68,961 | |
Billings on uncompleted contracts in excess of costs and estimated earnings | 100,614 | 62,848 | |
Accrued wages and benefits | 39,671 | 21,919 | |
Accrued insurance | 8,595 | 7,599 | |
Income taxes payable | 1,471 | 0 | |
Other accrued expenses | 3,641 | 3,039 | |
Total current liabilities | 275,794 | 164,366 | |
Deferred income taxes | 6,365 | 7,450 | |
Borrowings under senior credit facility | 45,103 | 0 | |
Total liabilities | 327,262 | 171,816 | |
Commitments and contingencies | ' | ' | |
Matrix Service Company stockholders' equity: | ' | ' | |
Common stock—$.01 par value; 60,000,000 shares authorized; 27,888,217 shares issued as of March 31, 2014, and June 30, 2013 | 279 | 279 | |
Additional paid-in capital | 118,164 | 118,190 | |
Retained earnings | 169,681 | 141,427 | |
Accumulated other comprehensive income (loss) | -1,713 | 227 | |
Matrix Service Company stockholders' equity | 286,411 | 260,123 | |
Less: Treasury stock, at cost— 1,476,765 shares as of March 31, 2014, and 1,779,593 shares as of June 30, 2013 | -16,959 | -21,961 | |
Total Matrix Service Company stockholders’ equity | 269,452 | 238,162 | |
Noncontrolling interest | 1,101 | 0 | |
Total stockholders' equity | 270,553 | 238,162 | |
Total liabilities and stockholders’ equity | $597,815 | $409,978 | |
[1] | balances include the assets of Matrix NAC and are allocated to the Electrical Infrastructure, Oil Gas & Chemical, and Industrial segments in the amounts of $34.8 million, $2.8 million and $78.9 million, respectively. Unallocated assets includes $35.9 million of Goodwill related to the acquisition. As previously noted, we are currently assessing the impact of the acquisition on our reporting units and expect to complete the Goodwill analysis in the fourth quarter of fiscal 2014. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Jun. 30, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Condensed Consolidated Balance Sheets [Abstract] | ' | ' |
Accounts receivable, allowances | $126 | $795 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 27,888,217 | 27,888,217 |
Treasury stock, shares | 1,476,765 | 1,779,593 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Operating activities: | ' | ' |
Net income | $28,655 | $16,641 |
Adjustments to reconcile net income to net cash provided (used) by operating activities: | ' | ' |
Depreciation and amortization | 12,945 | 9,211 |
Deferred income tax | -4,501 | 208 |
Gain on sale of property, plant and equipment | -39 | -9 |
Allowance for uncollectible accounts | -81 | 662 |
Stock-based compensation expense | 3,905 | 2,830 |
Other | 150 | 97 |
Changes in operating assets and liabilities increasing (decreasing) cash: | ' | ' |
Accounts receivable | -58,955 | -23,194 |
Costs and estimated earnings in excess of billings on uncompleted contracts | -10,901 | -1,997 |
Inventories | -109 | -1,311 |
Other assets | 5,738 | -2,942 |
Accounts payable | 38,734 | 10,153 |
Billings on uncompleted contracts in excess of costs and estimated earnings | -4,684 | 19,500 |
Accrued expenses | 9,298 | 7,492 |
Net cash provided by operating activities | 20,155 | 37,341 |
Investing activities: | ' | ' |
Acquisition of property, plant and equipment | -17,834 | -16,640 |
Acquisition, net of cash acquired | -51,398 | -9,394 |
Proceeds from asset sales | 327 | 171 |
Net cash used by investing activities | -68,905 | -25,863 |
Financing activities: | ' | ' |
Issuances of common stock | 1,076 | 558 |
Capital lease payments | 0 | -39 |
Excess tax benefit of exercised stock options and vesting of deferred shares | 1,597 | 42 |
Advances under credit agreement | 68,970 | 25,565 |
Repayments of advances under credit agreement | -23,867 | -25,565 |
Payment of debt amendment fees | -507 | 0 |
Treasury shares purchased by Employee Stock Purchase Plan | 76 | 35 |
Other treasury share purchases | -1,678 | -1,082 |
Net cash provided (used) by financing activities | 45,667 | -486 |
Effect of exchange rate changes on cash | -909 | -43 |
Net increase (decrease) in cash and cash equivalents | -3,992 | 10,949 |
Cash and cash equivalents, beginning of period | 63,750 | 39,726 |
Cash and cash equivalents, end of period | 59,758 | 50,675 |
Supplemental disclosure of cash flow information: | ' | ' |
Income taxes | 11,445 | 7,404 |
Interest | 579 | 457 |
Non-cash investing and financing activities: | ' | ' |
Purchases of property, plant and equipment on account | $965 | $748 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Changes in Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest |
In Thousands, unless otherwise specified | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2012 | $211,097 | $279 | $116,693 | $117,419 | ($24,065) | $771 | $0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income | 16,641 | ' | ' | 16,641 | ' | ' | 0 |
Other comprehensive loss | -62 | ' | ' | ' | ' | -62 | ' |
Exercise of stock options (121,250 and 66,040 shares for nine month period ended March 31, 2014 and 2013, respectively) | 558 | ' | -420 | ' | 978 | ' | ' |
Tax effect of exercised stock options and vesting of deferred shares | -8 | ' | -8 | ' | ' | ' | ' |
Issuance of deferred shares (254,720 and 353,118 shares for nine month period ended March 31, 2014 and 2013, respectively) | 0 | ' | -1,415 | ' | 1,415 | ' | ' |
Treasury shares sold to Employee Stock Purchase Plan (3,726 and 3,179 shares for nine month period ended March 31, 2014 and 2013, respectively) | 35 | ' | -4 | ' | 39 | ' | ' |
Other treasury share purchases (76,868 and 102,376 shares for nine month period ended March 31, 2014 and 2013, respectively) | -1,082 | ' | ' | ' | -1,082 | ' | ' |
Stock-based compensation expense | 2,830 | ' | 2,830 | ' | ' | ' | ' |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2013 | 230,009 | 279 | 117,676 | 134,060 | -22,715 | 709 | 0 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Jun. 30, 2013 | 238,162 | 279 | 118,190 | 141,427 | -21,961 | 227 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income | 28,655 | ' | ' | 28,254 | ' | ' | 401 |
Other comprehensive loss | -1,940 | ' | ' | ' | ' | -1,940 | ' |
Noncontrolling interest of consolidated joint venture | 700 | ' | ' | ' | ' | ' | 700 |
Exercise of stock options (121,250 and 66,040 shares for nine month period ended March 31, 2014 and 2013, respectively) | 1,076 | ' | -1,057 | ' | 2,133 | ' | ' |
Tax effect of exercised stock options and vesting of deferred shares | 1,597 | ' | 1,597 | ' | ' | ' | ' |
Issuance of deferred shares (254,720 and 353,118 shares for nine month period ended March 31, 2014 and 2013, respectively) | 0 | ' | -4,482 | ' | 4,482 | ' | ' |
Treasury shares sold to Employee Stock Purchase Plan (3,726 and 3,179 shares for nine month period ended March 31, 2014 and 2013, respectively) | 76 | ' | 11 | ' | 65 | ' | ' |
Other treasury share purchases (76,868 and 102,376 shares for nine month period ended March 31, 2014 and 2013, respectively) | -1,678 | ' | ' | ' | -1,678 | ' | ' |
Stock-based compensation expense | 3,905 | ' | 3,905 | ' | ' | ' | ' |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Mar. 31, 2014 | $270,553 | $279 | $118,164 | $169,681 | ($16,959) | ($1,713) | $1,101 |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) | 9 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Exercise of stock options, shares | 121,250 | 66,040 |
Employee Stock Purchase Plan, shares | 3,726 | 3,179 |
Issuance of deferred shares, shares | 254,720 | 353,118 |
Other treasury shares purchases, shares | 76,868 | 102,376 |
Basis_of_Presentation_Notes
Basis of Presentation (Notes) | 9 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The condensed consolidated financial statements include the accounts of Matrix Service Company (“Matrix”, “we”, “our”, “us”, “its” or the “Company”) and its subsidiaries, unless otherwise indicated. Intercompany balances and transactions have been eliminated in consolidation. | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the Securities and Exchange Commission and do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, the information furnished reflects all adjustments, consisting of normal recurring adjustments and other adjustments described herein, that are, in the opinion of management, necessary for a fair statement of the results of operations, cash flows and financial position for the interim periods presented. The accompanying condensed financial statements should be read in conjunction with the audited financial statements for the year ended June 30, 2013, included in the Company’s Annual Report on Form 10-K for the year then ended. | |
The Company’s business is cyclical due to the scope and timing of projects released by our customers. Therefore, results from year to year can vary. Turnarounds and planned outages at customer facilities are typically scheduled in the spring and the fall when the demand is lower. We typically see a lower level of operating activity relating to construction projects during the winter months and early in the calendar year because many of our customers’ capital budgets have not been finalized. Our business can also be affected both positively and negatively by seasonal factors such as energy demand or weather conditions, including hurricanes, snowstorms, and abnormally low or high temperatures. As a result, quarterly operating results can exhibit seasonal fluctuations, especially in our Oil Gas & Chemical segment. Accordingly, results for any interim period may not necessarily be indicative of future operating results. |
Acquisitions_Notes
Acquisitions (Notes) | 9 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||
Acquisitions | ' | |||||||||||||
Note 2 – Acquisitions | ||||||||||||||
Purchase of Kvaerner North American Construction | ||||||||||||||
Effective as of December 21, 2013, the Company acquired 100% of the stock and voting rights of Kvaerner North American Construction Ltd. and substantially all of the assets of Kvaerner North American Construction Inc,. together referenced as "KNAC". The businesses are now known as Matrix North American Construction Ltd. and Matrix North American Construction, Inc., together referenced as "Matrix NAC". Matrix NAC is a premier provider of maintenance and capital construction services to power generation, integrated iron and steel, and industrial process facilities. The acquisition significantly expands the Company's presence in the Electrical Infrastructure and Industrial Segments, and to a lesser extent, the Oil Gas and Chemical segment. | ||||||||||||||
The Company purchased KNAC for $88.1 million. The acquisition was funded through a combination of cash-on-hand and borrowings under our senior revolving credit facility. The purchase price was allocated to the major categories of assets and liabilities based on their estimated fair value at the acquisition date. The following table summarizes the preliminary purchase price allocation (in thousands): | ||||||||||||||
Current assets | $ | 84,404 | ||||||||||||
Property, plant and equipment | 11,377 | |||||||||||||
Goodwill | 36,176 | |||||||||||||
Other intangible assets | 24,009 | |||||||||||||
Total assets acquired | 155,966 | |||||||||||||
Current liabilities | 66,790 | |||||||||||||
Deferred income taxes | 423 | |||||||||||||
Noncontrolling interest of consolidated joint venture | 700 | |||||||||||||
Net assets acquired | 88,053 | |||||||||||||
Cash acquired | 36,655 | |||||||||||||
Net purchase price | $ | 51,398 | ||||||||||||
Goodwill represents the excess of the purchase price over the fair value of the underlying net tangible and intangible assets. This acquisition generated $36.2 million of goodwill, of which $28.5 million is tax deductible. | ||||||||||||||
The equity in consolidated joint venture represents the acquired equity in KVPB Power Partners. KV Power Partners was subsequently renamed to MXPB Power Partners (the "Joint Venture"). The Joint Venture was formed by Kvaerner North American Construction Inc. and an engineering firm to engineer and construct a combined cycle power plant in Dover, Delaware. The Company now holds a 65% voting and economic interest in the Joint Venture. The total acquired equity of the Joint Venture was $2.0 million of which the Company's portion is approximately $1.3 million and the other party owns a non-controlling interest of $0.7 million. At March 31, 2014, the noncontrolling interest holder's share of the equity of the Joint Venture totaled $1.1 million. | ||||||||||||||
For the nine months ended March 31, 2014 Matrix NAC revenues of $69.4 million and operating income of $0.4 million are included in the Company's results. For the three months ended March 31, 2014 Martrix NAC revenues of $64.0 million and operating income of $0.4 million are included in the Company's results. In addition, the Company incurred approximately $2.0 million of expenses related to the acquisition in the second quarter of fiscal 2014; therefore, such expenses are included in our results as selling, general and administrative costs for the nine months ended March 31, 2014. | ||||||||||||||
The unaudited financial information in the table below summarizes the combined results of operations of Matrix Service Company and Matrix NAC for the three and nine months ended March 31, 2014 and March 31, 2013, on a pro forma basis, as though the companies had been combined as of July 1, 2012. The pro forma earnings for the three months ended March 31, 2013 were adjusted to include amortization expense of $1.0 million and depreciation expense of $0.6 million. The pro forma earnings for the nine months ended March 31, 2014 and 2013 were adjusted to include incremental intangible amortization expense of $2.1 million and $3.1 million, respectively and depreciation expenses of $1.2 million and $1.7 million, respectively. Additionally, $0.6 million of income from a one-time KNAC tax settlement and $2.0 million of acquisition-related expenses were removed from the nine month period ending March 31, 2014. The $2.0 million of acquisition-related expenses were included in the nine month period ending March 31, 2013 as if the acquisition occurred at July 1, 2012. The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at July 1, 2012 nor should it be taken as indicative of our future consolidated results of operations. | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(In thousands, except per share data) | ||||||||||||||
Revenues | n/a (1) | $ | 268,711 | $ | 1,053,348 | $ | 807,288 | |||||||
Net income attributable to Matrix Service Company | n/a (1) | $ | 7,911 | $ | 31,230 | $ | 17,192 | |||||||
Basic earnings per common share | n/a (1) | $ | 0.3 | $ | 1.19 | $ | 0.66 | |||||||
Diluted earnings per common share | n/a (1) | $ | 0.3 | $ | 1.16 | $ | 0.65 | |||||||
(1) These amounts are presented in the unaudited Condensed Consolidated Statement of Income for the quarter ended March 31, 2014 | ||||||||||||||
Purchase of Pelichem Industrial Cleaning Services, LLC | ||||||||||||||
On December 31, 2012, the Company acquired substantially all of the assets of Pelichem Industrial Cleaning Services, LLC (“Pelichem”). Pelichem is an industrial cleaning company based in Reserve, Louisiana that performs hydroblasting, vacuum services, chemical cleaning and industrial services. Pelichem's operating results are included in the Oil Gas & Chemical Segment. | ||||||||||||||
The previously issued March 31, 2013 financial statements contained certain provisional amounts that were recorded on the preliminary information that was available at the time they were issued. The provisional amounts have been retroactively adjusted in the March 31, 2013 financial statements contained in this Quarterly Report on Form 10-Q. As a result, certain reclassification adjustments to the nine months ended March 31, 2013 Condensed Consolidated Statement of Cash Flows were recorded. | ||||||||||||||
The purchase price was allocated to the major categories of assets and liabilities based on their estimated fair value at the acquisition date. The following table summarizes the final purchase price allocation: | ||||||||||||||
Current assets | $ | 1,112 | ||||||||||||
Property, plant and equipment | 4,299 | |||||||||||||
Tax deductible goodwill | 2,247 | |||||||||||||
Other intangible assets | 1,853 | |||||||||||||
Total assets acquired | 9,511 | |||||||||||||
Current liabilities | 117 | |||||||||||||
Net assets acquired | $ | 9,394 | ||||||||||||
The operating data related to this acquisition was not material. The acquisition was funded with cash on hand. |
Uncompleted_Contracts_Notes
Uncompleted Contracts (Notes) | 9 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Disclosure Customer Contracts Additional Information [Abstract] | ' | |||||||
Uncompleted Contracts | ' | |||||||
Uncompleted Contracts | ||||||||
Contract terms of the Company’s construction contracts generally provide for progress billings based on project milestones. The excess of costs incurred and estimated earnings over amounts billed on uncompleted contracts is reported as a current asset. The excess of amounts billed over costs incurred and estimated earnings recognized on uncompleted contracts is reported as a current liability. Gross and net amounts on uncompleted contracts are as follows: | ||||||||
March 31, | June 30, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Costs incurred and estimated earnings recognized on uncompleted contracts | $ | 1,347,946 | $ | 802,588 | ||||
Billings on uncompleted contracts | 1,350,282 | 791,663 | ||||||
$ | (2,336 | ) | $ | 10,925 | ||||
Shown on balance sheet as: | ||||||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ | 98,278 | $ | 73,773 | ||||
Billings on uncompleted contracts in excess of costs and estimated earnings | 100,614 | 62,848 | ||||||
$ | (2,336 | ) | $ | 10,925 | ||||
Progress billings in accounts receivable at March 31, 2014 and June 30, 2013 included retentions to be collected within one year of $27.4 million and $19.9 million, respectively. Contract retentions collectible beyond one year totaled $4.9 million at March 31, 2014 and $3.1 million at June 30, 2013. | ||||||||
SME Receivables | ||||||||
The Company continues to pursue collection of a certain receivable acquired in connection with the purchase of S.M. Electric Company, Inc. in February 2009. The recorded values at March 31, 2014 include $0.7 million in claim receivables, which represents the Company’s best estimate of the amount to be collected under a claim, and an additional $2.9 million for amounts due under the related contract. Recovering the remaining receivables will require mediation or litigation and the ultimate amount realized may be significantly different than the recorded amounts, which could result in a material adjustment to future earnings. | ||||||||
Other | ||||||||
In the nine months ended March 31, 2014, our results of operations were materially impacted by a charge resulting from a change in estimate on an aboveground storage tank project. The charge resulted in a $5.4 million decrease in operating income for the nine months ended March 31, 2014. The project is a loss project; therefore, the entire projected loss has been recorded. The charge reflects management's best estimate of the total contract revenues to be recognized and total costs at completion. In the nine months ended March 31, 2013, we recognized a project charge on a separate aboveground storage tank project due to a change in estimate that resulted in a $3.1 million decrease in operating income. |
Intangible_Assets_Including_Go
Intangible Assets Including Goodwill (Notes) | 9 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Intangible Assets Including Goodwill | ' | |||||||||||||||||||||||
Intangible Assets Including Goodwill | ||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||
The changes in the carrying value of goodwill by segment are as follows: | ||||||||||||||||||||||||
Electrical | Oil Gas & | Storage | Industrial | Unallocated | Total | |||||||||||||||||||
Infrastructure | Chemical | Solutions | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
Goodwill | $ | 29,666 | $ | 8,088 | $ | 10,985 | $ | 7,097 | $ | — | $ | 55,836 | ||||||||||||
Cumulative impairment loss (A) | (17,653 | ) | (3,000 | ) | (922 | ) | (3,425 | ) | — | (25,000 | ) | |||||||||||||
Net balance at June 30, 2013 | 12,013 | 5,088 | 10,063 | 3,672 | — | 30,836 | ||||||||||||||||||
Acquisition of Matrix NAC (B) | — | — | — | — | 36,176 | 36,176 | ||||||||||||||||||
Translation adjustment (C) | — | — | (123 | ) | — | (300 | ) | (423 | ) | |||||||||||||||
Net balance at March 31, 2014 | $ | 12,013 | $ | 5,088 | $ | 9,940 | $ | 3,672 | $ | 35,876 | $ | 66,589 | ||||||||||||
(A) | A $25.0 million impairment charge was recorded in February 2005 as a result of the Company’s operating performance in fiscal 2005. | |||||||||||||||||||||||
(B) | The unallocated portion of goodwill relates to the acquisition of Matrix NAC. We are currently assessing the impact of the acquisition on our reporting units and expect to have the analysis complete in the fourth quarter of fiscal 2014. The acquisition is discussed further in Note 2 - Acquisitions. | |||||||||||||||||||||||
(C) | The translation adjustment relates to the periodic translation of Canadian Dollar denominated goodwill recorded as a part of prior Canadian acquisitions. The acquisition that created the goodwill attributable to the Storage Solutions segment occurred in a prior fiscal year. The purchase of Matrix NAC as discussed in Note 2 - Acquisitions, created the goodwill that has not been allocated to the operating segments. | |||||||||||||||||||||||
Other Intangible Assets | ||||||||||||||||||||||||
Information on the carrying value of other intangible assets is as follows: | ||||||||||||||||||||||||
At March 31, 2014 | ||||||||||||||||||||||||
Useful Life | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
(Years) | (In thousands) | |||||||||||||||||||||||
Intellectual property | 6 to 15 | $ | 2,460 | $ | (879 | ) | $ | 1,581 | ||||||||||||||||
Customer based | 1 to 15 | 27,513 | (1,893 | ) | 25,620 | |||||||||||||||||||
Non-compete agreements | 3 to 5 | 1,353 | (439 | ) | 914 | |||||||||||||||||||
Trade Name | 5 | 165 | (25 | ) | 140 | |||||||||||||||||||
Total amortizing intangibles | 31,491 | (3,236 | ) | 28,255 | ||||||||||||||||||||
Trade name | Indefinite | 1,450 | — | 1,450 | ||||||||||||||||||||
Total intangible assets | $ | 32,941 | $ | (3,236 | ) | $ | 29,705 | |||||||||||||||||
At June 30, 2013 | ||||||||||||||||||||||||
Useful Life | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
(Years) | (In thousands) | |||||||||||||||||||||||
Intellectual property | 6 to 15 | $ | 2,460 | $ | (753 | ) | $ | 1,707 | ||||||||||||||||
Customer based | 1 to 15 | 4,250 | (542 | ) | 3,708 | |||||||||||||||||||
Non-compete agreements | 3 to 5 | 808 | (287 | ) | 521 | |||||||||||||||||||
Trade Name | 5 | 165 | — | 165 | ||||||||||||||||||||
Total amortizing intangibles | 7,683 | (1,582 | ) | 6,101 | ||||||||||||||||||||
Trade name | Indefinite | 1,450 | — | 1,450 | ||||||||||||||||||||
Total intangible assets | $ | 9,133 | $ | (1,582 | ) | $ | 7,551 | |||||||||||||||||
The increase in other intangible assets at March 31, 2014 compared to June 30, 2013 is due to the acquisition of Matrix NAC. The Matrix NAC intangible assets consist of amortizing intangible assets including customer-based intangibles with a fair value of $23.5 million and useful life ranging from 1.5 to 15 years and a non-compete agreement with a fair value of $0.5 million and a useful life of 4 years. Please refer to Note 2 - Acquisitions for additional information. | ||||||||||||||||||||||||
Amortization expense totaled $1.7 million in the nine months ended March 31, 2014 and $0.4 million in the nine months ended March 31, 2013. Amortization expense is expected to be $2.7 million in fiscal year 2014, $4.3 million in fiscal year 2015, $3.3 million in fiscal year 2016, $2.7 million in fiscal 2017 and $2.6 million in fiscal year 2018. |
Debt_Notes
Debt (Notes) | 9 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Debt | ' | |||||||
Debt | ||||||||
On March 13, 2014, the Company entered into the First Amendment to the Third Amended and Restated Credit Agreement (the "Amendment"), by and among the Company and certain of its Canadian subsidiaries party thereto, as Borrowers, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other Lenders party to the Credit Agreement and the Amendment, which amends the Third Amended and Restated Credit Agreement dated as of November 7, 2011 (the "Credit Agreement"). The Amendment provides for a five-year, $200.0 million senior secured revolving credit facility that expires March 13, 2019. Advances may be used for working capital, acquisitions, capital expenditures, and other lawful corporate purposes. | ||||||||
The Credit Agreement includes the following covenants and borrowing limitations: | ||||||||
• | Our Senior Leverage Ratio, as defined in the agreement, may not exceed 2.50 to 1.00, determined as of the end of each fiscal quarter. | |||||||
• | We are required to maintain a Fixed Charge Coverage Ratio, as defined in the agreement, greater than or equal to 1.25 to 1.00, determined as of the end of each fiscal quarter. | |||||||
• | Asset dispositions (other than inventory and obsolete or unneeded equipment disposed of in the ordinary course of business) are limited to $20.0 million per 12-month period. | |||||||
Amounts borrowed under the Credit Agreement bear interest at LIBOR or an Alternate Base Rate, plus in each case, an additional margin based on the Senior Leverage Ratio. The additional margin on Alternate Base Rate and LIBOR-based loans ranges between 0.25% and 1.0% and between 1.25% and 2.0%, respectively. | ||||||||
The Credit Agreement also permits us to borrow in Canadian dollars with a sublimit of U.S. $40.0 million. Amounts borrowed in Canadian dollars will bear interest either at the CDOR Rate, plus an additional margin based on the Senior Leverage Ratio ranging from 1.25% to 2.0%, or at the Canadian Prime Rate, plus an additional margin based on the Senior Leverage Ratio ranging from 1.75% to 2.5%. The CDOR Rate is equal to the sum of the annual rate of interest, which is the rate determined as being the arithmetic average of the quotations of all institutions listed in respect of the relevant CDOR interest period for Canadian Dollar denominated bankers’ acceptances, plus 0.1%. The Canadian Prime Rate is equal to the greater of (i) the rate of interest per annum most recently announced or established by JPMorgan Chase Bank, N.A., Toronto Branch as its reference rate in effect on such day for determining interest rates for Canadian Dollar denominated commercial loans in Canada and (ii) the CDOR Rate plus 1.0%. | ||||||||
The Unused Credit Facility Fee is between 0.20% and 0.35% based on the Senior Leverage Ratio. | ||||||||
The Credit Agreement includes a Senior Leverage Ratio covenant which provides that Consolidated Funded Indebtedness, determined as of the end of any fiscal quarter, may not exceed 2.5 times Consolidated EBITDA, as defined in the Credit Agreement, over the previous four quarters. For the four quarters ended March 31, 2014, Consolidated EBITDA, as defined in the Credit Agreement, was $87.4 million. Accordingly, at March 31, 2014, there were no restrictions on our ability to access the full amount of the credit facility. Consolidated Funded Indebtedness at March 31, 2014 was $55.3 million. | ||||||||
Availability under the senior credit facility was as follows: | ||||||||
March 31, | June 30, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Senior credit facility | $ | 200,000 | $ | 125,000 | ||||
Borrowings outstanding | 45,103 | — | ||||||
Letters of credit | 16,950 | 13,372 | ||||||
Availability under the senior credit facility | $ | 137,947 | $ | 111,628 | ||||
Outstanding borrowings at March 31, 2014 included advances used to assist in the funding of a recent business acquisition, Canadian dollar advances to fund our Canadian operations including amounts to settle intercompany cross currency billings and other borrowings to finance our short-term working capital requirements . The acquisition is discussed further in Note 2 - Acquisitions. | ||||||||
The Company is in compliance with all affirmative, negative, and financial covenants under the Credit Agreement. |
Income_Taxes_Notes
Income Taxes (Notes) | 9 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
The Company complies with ASC 740, “Income Taxes”. Deferred income taxes are computed using the liability method whereby deferred tax assets and liabilities are recognized based on temporary differences between the financial and tax basis of assets and liabilities using presently enacted tax rates. Valuation allowances are established against deferred tax assets to the extent management believes that it is not probable the assets will be recovered. | |
The Company provides for income taxes regardless of whether it has received a tax assessment. Taxes are provided when it is considered probable that additional taxes will be due in excess of amounts included in the tax return. The Company regularly reviews exposure to additional income taxes due, and as further information is known or events occur, adjustments may be recorded. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 9 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Insurance Reserves | |
The Company maintains insurance coverage for various aspects of its operations. However, exposure to potential losses is retained through the use of deductibles, self-insured retentions and coverage limits. | |
Typically our contracts require us to indemnify our customers for injury, damage or loss arising from the performance of our services and provide warranties for materials and workmanship. The Company may also be required to name the customer as an additional insured up to the limits of insurance available, or we may be required to purchase special insurance policies or surety bonds for specific customers or provide letters of credit in lieu of bonds to satisfy performance and financial guarantees on some projects. Matrix maintains a performance and payment bonding line sufficient to support the business. The Company generally requires its subcontractors to indemnify the Company and the Company’s customer and name the Company as an additional insured for activities arising out of the subcontractors’ work. We also require certain subcontractors to provide additional insurance policies, including surety bonds in favor of the Company, to secure the subcontractors’ work or as required by the subcontract. | |
There can be no assurance that our insurance and the additional insurance coverage provided by our subcontractors will fully protect us against a valid claim or loss under the contracts with our customers. | |
Unapproved Change Orders and Claims | |
Costs and estimated earnings in excess of billings on uncompleted contracts included revenues for unapproved change orders and claims of $11.0 million at March 31, 2014 and $9.1 million at June 30, 2013. Generally, collection of amounts related to unapproved change orders and claims is expected within twelve months. However, since customers may not pay these amounts until final resolution of related claims, collection of these amounts may extend beyond one year. | |
Other | |
The Company and its subsidiaries are participants in various legal actions. It is the opinion of management that none of the known legal actions will have a material impact on the Company’s financial position, results of operations or liquidity. |
Earnings_per_Common_Share_Note
Earnings per Common Share (Notes) | 9 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings per Common Share | ' | |||||||||||||||
Earnings per Common Share | ||||||||||||||||
Basic earnings per share (“Basic EPS”) is calculated based on the weighted average shares outstanding during the period. Diluted earnings per share (“Diluted EPS”) includes the dilutive effect of stock options and nonvested deferred shares. | ||||||||||||||||
The computation of basic and diluted earnings per share is as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Basic EPS: | ||||||||||||||||
Net income attributable to Matrix Service Company | $ | 11,396 | $ | 6,521 | $ | 28,254 | $ | 16,641 | ||||||||
Weighted average shares outstanding | 26,374 | 26,039 | 26,244 | 25,921 | ||||||||||||
Basic EPS | $ | 0.43 | $ | 0.25 | $ | 1.08 | $ | 0.64 | ||||||||
Diluted EPS: | ||||||||||||||||
Weighted average shares outstanding – basic | 26,374 | 26,039 | 26,244 | 25,921 | ||||||||||||
Dilutive stock options | 187 | 112 | 176 | 71 | ||||||||||||
Dilutive nonvested deferred shares | 479 | 260 | 478 | 277 | ||||||||||||
Diluted weighted average shares | 27,040 | 26,411 | 26,898 | 26,269 | ||||||||||||
Diluted EPS | $ | 0.42 | $ | 0.25 | $ | 1.05 | $ | 0.63 | ||||||||
The following securities are considered antidilutive and have been excluded from the calculation of Diluted EPS: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Stock options | — | — | — | 307 | ||||||||||||
Nonvested deferred shares | — | — | 15 | 1 | ||||||||||||
Total antidilutive securities | — | — | 15 | 308 | ||||||||||||
Segment_Information_Notes
Segment Information (Notes) | 9 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Segment Information | ' | |||||||||||||||
Segment Information | ||||||||||||||||
We operate our business through four reportable segments: Electrical Infrastructure, Oil Gas & Chemical, Storage Solutions, and Industrial. | ||||||||||||||||
The Electrical Infrastructure segment primarily encompasses high voltage services to investor owned utilities, including construction of new substations, upgrades of existing substations, short-run transmission line installations, distribution upgrades and maintenance, and storm restoration services. We also provide construction and maintenance services to a variety of power generation facilities, such as combined cycle plants, gas fired power stations, and renewable energy installations. | ||||||||||||||||
The Oil Gas & Chemical segment includes our traditional turnaround activities, plant maintenance services and construction in the downstream petroleum industry. Another key offering is industrial cleaning services, which include hydroblasting, hydroexcavating, chemical cleaning and vacuum services. We also perform work in the industrial and natural gas, gas processing and compression, and upstream petroleum markets. | ||||||||||||||||
The Storage Solutions segment includes new construction of crude and refined products aboveground storage tanks, as well as planned and emergency maintenance services. Also included in the Storage Solutions segment is work related to specialty storage tanks including liquefied natural gas (“LNG”), liquid nitrogen/liquid oxygen (“LIN/LOX”), liquid petroleum (“LPG”) tanks and other specialty vessels including spheres. Finally, the Storage Solutions segment includes balance of plant work in storage terminals and tank farms. | ||||||||||||||||
The Industrial segment includes work in the iron and steel and mining and minerals industries, bulk material handling and fertilizer production facilities, as well as work for clients in other industrial markets. | ||||||||||||||||
The Company evaluates performance and allocates resources based on operating income. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. Intersegment sales and transfers are recorded at cost; therefore, no intercompany profit or loss is recognized. | ||||||||||||||||
Segment assets consist primarily of accounts receivable, costs and estimated earnings in excess of billings on uncompleted contracts, property, plant and equipment, goodwill and other intangible assets. | ||||||||||||||||
Results of Operations | ||||||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Gross revenues | ||||||||||||||||
Electrical Infrastructure | $ | 62,144 | $ | 41,709 | $ | 132,201 | $ | 125,102 | ||||||||
Oil Gas & Chemical | 63,112 | 73,638 | 188,025 | 207,370 | ||||||||||||
Storage Solutions | 182,129 | 95,200 | 471,330 | 298,801 | ||||||||||||
Industrial | 74,577 | 15,841 | 128,398 | 27,849 | ||||||||||||
Total gross revenues | $ | 381,962 | $ | 226,388 | $ | 919,954 | $ | 659,122 | ||||||||
Less: Inter-segment revenues | ||||||||||||||||
Electrical Infrastructure | $ | — | $ | — | $ | — | $ | — | ||||||||
Oil Gas & Chemical | 118 | 44 | 425 | 44 | ||||||||||||
Storage Solutions | 328 | 374 | 798 | 2,064 | ||||||||||||
Industrial | — | — | — | — | ||||||||||||
Total inter-segment revenues | $ | 446 | $ | 418 | $ | 1,223 | $ | 2,108 | ||||||||
Consolidated revenues | ||||||||||||||||
Electrical Infrastructure | $ | 62,144 | $ | 41,709 | $ | 132,201 | $ | 125,102 | ||||||||
Oil Gas & Chemical | 62,994 | 73,594 | 187,600 | 207,326 | ||||||||||||
Storage Solutions | 181,801 | 94,826 | 470,532 | 296,737 | ||||||||||||
Industrial | 74,577 | 15,841 | 128,398 | 27,849 | ||||||||||||
Total consolidated revenues | $ | 381,516 | $ | 225,970 | $ | 918,731 | $ | 657,014 | ||||||||
Gross profit | ||||||||||||||||
Electrical Infrastructure | $ | 5,971 | $ | 4,994 | $ | 13,155 | $ | 16,329 | ||||||||
Oil Gas & Chemical | 7,397 | 8,016 | 21,614 | 23,928 | ||||||||||||
Storage Solutions | 19,269 | 8,828 | 51,894 | 26,545 | ||||||||||||
Industrial | 7,307 | 1,288 | 12,907 | 901 | ||||||||||||
Total gross profit | $ | 39,944 | $ | 23,126 | $ | 99,570 | $ | 67,703 | ||||||||
Operating income (loss) | ||||||||||||||||
Electrical Infrastructure | $ | 2,498 | $ | 2,424 | $ | 4,658 | $ | 8,439 | ||||||||
Oil Gas & Chemical | 3,252 | 3,285 | 8,922 | 10,987 | ||||||||||||
Storage Solutions | 10,084 | 2,447 | 26,676 | 7,446 | ||||||||||||
Industrial | 2,985 | 275 | 4,142 | (1,745 | ) | |||||||||||
Total operating income | $ | 18,819 | $ | 8,431 | $ | 44,398 | $ | 25,127 | ||||||||
Segment assets (A) | ||||||||||||||||
Electrical Infrastructure | $ | 98,502 | $ | 58,640 | $ | 98,502 | $ | 58,640 | ||||||||
Oil Gas & Chemical | 83,505 | 84,499 | 83,505 | 84,499 | ||||||||||||
Storage Solutions | 220,155 | 155,739 | 220,155 | 155,739 | ||||||||||||
Industrial | 122,013 | 23,683 | 122,013 | 23,683 | ||||||||||||
Unallocated assets | 73,640 | 56,614 | 73,640 | 56,614 | ||||||||||||
Total segment assets | $ | 597,815 | $ | 379,175 | $ | 597,815 | $ | 379,175 | ||||||||
(A) | March 31, 2014 balances include the assets of Matrix NAC and are allocated to the Electrical Infrastructure, Oil Gas & Chemical, and Industrial segments in the amounts of $34.8 million, $2.8 million and $78.9 million, respectively. Unallocated assets includes $35.9 million of Goodwill related to the acquisition. As previously noted, we are currently assessing the impact of the acquisition on our reporting units and expect to complete the Goodwill analysis in the fourth quarter of fiscal 2014. |
Income_Taxes_Policies
Income Taxes (Policies) | 9 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
The Company complies with ASC 740, “Income Taxes”. Deferred income taxes are computed using the liability method whereby deferred tax assets and liabilities are recognized based on temporary differences between the financial and tax basis of assets and liabilities using presently enacted tax rates. Valuation allowances are established against deferred tax assets to the extent management believes that it is not probable the assets will be recovered. | |
The Company provides for income taxes regardless of whether it has received a tax assessment. Taxes are provided when it is considered probable that additional taxes will be due in excess of amounts included in the tax return. The Company regularly reviews exposure to additional income taxes due, and as further information is known or events occur, adjustments may be recorded. |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | |||||||||||||
Pro Forma Information | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(In thousands, except per share data) | ||||||||||||||
Revenues | n/a (1) | $ | 268,711 | $ | 1,053,348 | $ | 807,288 | |||||||
Net income attributable to Matrix Service Company | n/a (1) | $ | 7,911 | $ | 31,230 | $ | 17,192 | |||||||
Basic earnings per common share | n/a (1) | $ | 0.3 | $ | 1.19 | $ | 0.66 | |||||||
Diluted earnings per common share | n/a (1) | $ | 0.3 | $ | 1.16 | $ | 0.65 | |||||||
Kvaerner NAC | ' | |||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | |||||||||||||
Schedule of Preliminary Purchase Price Allocation | ' | |||||||||||||
The following table summarizes the preliminary purchase price allocation (in thousands): | ||||||||||||||
Current assets | $ | 84,404 | ||||||||||||
Property, plant and equipment | 11,377 | |||||||||||||
Goodwill | 36,176 | |||||||||||||
Other intangible assets | 24,009 | |||||||||||||
Total assets acquired | 155,966 | |||||||||||||
Current liabilities | 66,790 | |||||||||||||
Deferred income taxes | 423 | |||||||||||||
Noncontrolling interest of consolidated joint venture | 700 | |||||||||||||
Net assets acquired | 88,053 | |||||||||||||
Cash acquired | 36,655 | |||||||||||||
Net purchase price | $ | 51,398 | ||||||||||||
Pelichem | ' | |||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | |||||||||||||
Schedule of Preliminary Purchase Price Allocation | ' | |||||||||||||
The following table summarizes the final purchase price allocation: | ||||||||||||||
Current assets | $ | 1,112 | ||||||||||||
Property, plant and equipment | 4,299 | |||||||||||||
Tax deductible goodwill | 2,247 | |||||||||||||
Other intangible assets | 1,853 | |||||||||||||
Total assets acquired | 9,511 | |||||||||||||
Current liabilities | 117 | |||||||||||||
Net assets acquired | $ | 9,394 | ||||||||||||
Uncompleted_Contracts_Tables
Uncompleted Contracts (Tables) | 9 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Disclosure Customer Contracts Additional Information [Abstract] | ' | |||||||
Gross and Net Amount of Uncompleted Contracts | ' | |||||||
Gross and net amounts on uncompleted contracts are as follows: | ||||||||
March 31, | June 30, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Costs incurred and estimated earnings recognized on uncompleted contracts | $ | 1,347,946 | $ | 802,588 | ||||
Billings on uncompleted contracts | 1,350,282 | 791,663 | ||||||
$ | (2,336 | ) | $ | 10,925 | ||||
Shown on balance sheet as: | ||||||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ | 98,278 | $ | 73,773 | ||||
Billings on uncompleted contracts in excess of costs and estimated earnings | 100,614 | 62,848 | ||||||
$ | (2,336 | ) | $ | 10,925 | ||||
Intangible_Assets_Including_Go1
Intangible Assets Including Goodwill (Tables) | 9 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Carrying Value of Goodwill by Segment | ' | |||||||||||||||||||||||
The changes in the carrying value of goodwill by segment are as follows: | ||||||||||||||||||||||||
Electrical | Oil Gas & | Storage | Industrial | Unallocated | Total | |||||||||||||||||||
Infrastructure | Chemical | Solutions | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
Goodwill | $ | 29,666 | $ | 8,088 | $ | 10,985 | $ | 7,097 | $ | — | $ | 55,836 | ||||||||||||
Cumulative impairment loss (A) | (17,653 | ) | (3,000 | ) | (922 | ) | (3,425 | ) | — | (25,000 | ) | |||||||||||||
Net balance at June 30, 2013 | 12,013 | 5,088 | 10,063 | 3,672 | — | 30,836 | ||||||||||||||||||
Acquisition of Matrix NAC (B) | — | — | — | — | 36,176 | 36,176 | ||||||||||||||||||
Translation adjustment (C) | — | — | (123 | ) | — | (300 | ) | (423 | ) | |||||||||||||||
Net balance at March 31, 2014 | $ | 12,013 | $ | 5,088 | $ | 9,940 | $ | 3,672 | $ | 35,876 | $ | 66,589 | ||||||||||||
(A) | A $25.0 million impairment charge was recorded in February 2005 as a result of the Company’s operating performance in fiscal 2005. | |||||||||||||||||||||||
(B) | The unallocated portion of goodwill relates to the acquisition of Matrix NAC. We are currently assessing the impact of the acquisition on our reporting units and expect to have the analysis complete in the fourth quarter of fiscal 2014. The acquisition is discussed further in Note 2 - Acquisitions. | |||||||||||||||||||||||
(C) | The translation adjustment relates to the periodic translation of Canadian Dollar denominated goodwill recorded as a part of prior Canadian acquisitions. | |||||||||||||||||||||||
Carrying Value of Other Intangible Assets | ' | |||||||||||||||||||||||
Information on the carrying value of other intangible assets is as follows: | ||||||||||||||||||||||||
At March 31, 2014 | ||||||||||||||||||||||||
Useful Life | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
(Years) | (In thousands) | |||||||||||||||||||||||
Intellectual property | 6 to 15 | $ | 2,460 | $ | (879 | ) | $ | 1,581 | ||||||||||||||||
Customer based | 1 to 15 | 27,513 | (1,893 | ) | 25,620 | |||||||||||||||||||
Non-compete agreements | 3 to 5 | 1,353 | (439 | ) | 914 | |||||||||||||||||||
Trade Name | 5 | 165 | (25 | ) | 140 | |||||||||||||||||||
Total amortizing intangibles | 31,491 | (3,236 | ) | 28,255 | ||||||||||||||||||||
Trade name | Indefinite | 1,450 | — | 1,450 | ||||||||||||||||||||
Total intangible assets | $ | 32,941 | $ | (3,236 | ) | $ | 29,705 | |||||||||||||||||
At June 30, 2013 | ||||||||||||||||||||||||
Useful Life | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
(Years) | (In thousands) | |||||||||||||||||||||||
Intellectual property | 6 to 15 | $ | 2,460 | $ | (753 | ) | $ | 1,707 | ||||||||||||||||
Customer based | 1 to 15 | 4,250 | (542 | ) | 3,708 | |||||||||||||||||||
Non-compete agreements | 3 to 5 | 808 | (287 | ) | 521 | |||||||||||||||||||
Trade Name | 5 | 165 | — | 165 | ||||||||||||||||||||
Total amortizing intangibles | 7,683 | (1,582 | ) | 6,101 | ||||||||||||||||||||
Trade name | Indefinite | 1,450 | — | 1,450 | ||||||||||||||||||||
Total intangible assets | $ | 9,133 | $ | (1,582 | ) | $ | 7,551 | |||||||||||||||||
Debt_Tables
Debt (Tables) | 9 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Availability Under the Senior Credit Facility | ' | |||||||
Availability under the senior credit facility was as follows: | ||||||||
March 31, | June 30, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Senior credit facility | $ | 200,000 | $ | 125,000 | ||||
Borrowings outstanding | 45,103 | — | ||||||
Letters of credit | 16,950 | 13,372 | ||||||
Availability under the senior credit facility | $ | 137,947 | $ | 111,628 | ||||
Earnings_per_Common_Share_Tabl
Earnings per Common Share (Tables) | 9 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Computation of Basic and Diluted Earnings Per Share | ' | |||||||||||||||
The computation of basic and diluted earnings per share is as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Basic EPS: | ||||||||||||||||
Net income attributable to Matrix Service Company | $ | 11,396 | $ | 6,521 | $ | 28,254 | $ | 16,641 | ||||||||
Weighted average shares outstanding | 26,374 | 26,039 | 26,244 | 25,921 | ||||||||||||
Basic EPS | $ | 0.43 | $ | 0.25 | $ | 1.08 | $ | 0.64 | ||||||||
Diluted EPS: | ||||||||||||||||
Weighted average shares outstanding – basic | 26,374 | 26,039 | 26,244 | 25,921 | ||||||||||||
Dilutive stock options | 187 | 112 | 176 | 71 | ||||||||||||
Dilutive nonvested deferred shares | 479 | 260 | 478 | 277 | ||||||||||||
Diluted weighted average shares | 27,040 | 26,411 | 26,898 | 26,269 | ||||||||||||
Diluted EPS | $ | 0.42 | $ | 0.25 | $ | 1.05 | $ | 0.63 | ||||||||
Antidilutive Securities Excluded from the Calculation of Diluted EPS | ' | |||||||||||||||
The following securities are considered antidilutive and have been excluded from the calculation of Diluted EPS: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Stock options | — | — | — | 307 | ||||||||||||
Nonvested deferred shares | — | — | 15 | 1 | ||||||||||||
Total antidilutive securities | — | — | 15 | 308 | ||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Results of Operations | ' | |||||||||||||||
Results of Operations | ||||||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
March 31, | March 31, | March 31, | March 31, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Gross revenues | ||||||||||||||||
Electrical Infrastructure | $ | 62,144 | $ | 41,709 | $ | 132,201 | $ | 125,102 | ||||||||
Oil Gas & Chemical | 63,112 | 73,638 | 188,025 | 207,370 | ||||||||||||
Storage Solutions | 182,129 | 95,200 | 471,330 | 298,801 | ||||||||||||
Industrial | 74,577 | 15,841 | 128,398 | 27,849 | ||||||||||||
Total gross revenues | $ | 381,962 | $ | 226,388 | $ | 919,954 | $ | 659,122 | ||||||||
Less: Inter-segment revenues | ||||||||||||||||
Electrical Infrastructure | $ | — | $ | — | $ | — | $ | — | ||||||||
Oil Gas & Chemical | 118 | 44 | 425 | 44 | ||||||||||||
Storage Solutions | 328 | 374 | 798 | 2,064 | ||||||||||||
Industrial | — | — | — | — | ||||||||||||
Total inter-segment revenues | $ | 446 | $ | 418 | $ | 1,223 | $ | 2,108 | ||||||||
Consolidated revenues | ||||||||||||||||
Electrical Infrastructure | $ | 62,144 | $ | 41,709 | $ | 132,201 | $ | 125,102 | ||||||||
Oil Gas & Chemical | 62,994 | 73,594 | 187,600 | 207,326 | ||||||||||||
Storage Solutions | 181,801 | 94,826 | 470,532 | 296,737 | ||||||||||||
Industrial | 74,577 | 15,841 | 128,398 | 27,849 | ||||||||||||
Total consolidated revenues | $ | 381,516 | $ | 225,970 | $ | 918,731 | $ | 657,014 | ||||||||
Gross profit | ||||||||||||||||
Electrical Infrastructure | $ | 5,971 | $ | 4,994 | $ | 13,155 | $ | 16,329 | ||||||||
Oil Gas & Chemical | 7,397 | 8,016 | 21,614 | 23,928 | ||||||||||||
Storage Solutions | 19,269 | 8,828 | 51,894 | 26,545 | ||||||||||||
Industrial | 7,307 | 1,288 | 12,907 | 901 | ||||||||||||
Total gross profit | $ | 39,944 | $ | 23,126 | $ | 99,570 | $ | 67,703 | ||||||||
Operating income (loss) | ||||||||||||||||
Electrical Infrastructure | $ | 2,498 | $ | 2,424 | $ | 4,658 | $ | 8,439 | ||||||||
Oil Gas & Chemical | 3,252 | 3,285 | 8,922 | 10,987 | ||||||||||||
Storage Solutions | 10,084 | 2,447 | 26,676 | 7,446 | ||||||||||||
Industrial | 2,985 | 275 | 4,142 | (1,745 | ) | |||||||||||
Total operating income | $ | 18,819 | $ | 8,431 | $ | 44,398 | $ | 25,127 | ||||||||
Segment assets (A) | ||||||||||||||||
Electrical Infrastructure | $ | 98,502 | $ | 58,640 | $ | 98,502 | $ | 58,640 | ||||||||
Oil Gas & Chemical | 83,505 | 84,499 | 83,505 | 84,499 | ||||||||||||
Storage Solutions | 220,155 | 155,739 | 220,155 | 155,739 | ||||||||||||
Industrial | 122,013 | 23,683 | 122,013 | 23,683 | ||||||||||||
Unallocated assets | 73,640 | 56,614 | 73,640 | 56,614 | ||||||||||||
Total segment assets | $ | 597,815 | $ | 379,175 | $ | 597,815 | $ | 379,175 | ||||||||
(A) | March 31, 2014 balances include the assets of Matrix NAC and are allocated to the Electrical Infrastructure, Oil Gas & Chemical, and Industrial segments in the amounts of $34.8 million, $2.8 million and $78.9 million, respectively. Unallocated assets includes $35.9 million of Goodwill related to the acquisition. As previously noted, we are currently assessing the impact of the acquisition on our reporting units and expect to complete the Goodwill analysis in the fourth quarter of fiscal 2014. |
Acquisitions_Details
Acquisitions (Details) (USD $) | 9 Months Ended | 0 Months Ended | ||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Dec. 21, 2013 | Mar. 31, 2014 | Dec. 31, 2012 |
Kvaerner NAC | Kvaerner NAC | Pelichem | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Current assets | ' | ' | ' | $84,404 | ' | $1,112 |
Property, plant and equipment | ' | ' | ' | 11,377 | ' | 4,299 |
Goodwill | 66,589 | ' | 30,836 | 36,176 | ' | 2,247 |
Other intangible assets | ' | ' | ' | 24,009 | ' | 1,853 |
Total assets acquired | ' | ' | ' | 155,966 | ' | 9,511 |
Current liabilities | ' | ' | ' | 66,790 | ' | 117 |
Deferred income taxes | ' | ' | ' | 423 | ' | ' |
Noncontrolling interest of consolidated joint venture | ' | ' | ' | 700 | 1,100 | ' |
Net assets acquired | ' | ' | ' | 88,053 | ' | 9,394 |
Cash acquired | ' | ' | ' | 36,655 | ' | ' |
Net purchase price | $51,398 | $9,394 | ' | $51,398 | ' | ' |
Acquisitions_Narrative_Details
Acquisitions (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | |||
Dec. 21, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Dec. 21, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2012 | |
Kvaerner NAC | Kvaerner NAC | Matrix NAC | Matrix NAC | Pelichem | |||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Effective Date of Acquisition | ' | ' | ' | ' | ' | ' | 21-Dec-13 | ' | ' | ' | 31-Dec-12 |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Business Acquisition, Name of Acquired Entity | 'Kvaerner North American Construction Ltd. and substantially all of the assets of Kvaerner North American Construction Inc | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Consideration Transferred | ' | ' | ' | ' | ' | ' | $88,100,000 | ' | ' | ' | ' |
Goodwill | ' | 66,589,000 | ' | 66,589,000 | ' | 30,836,000 | 36,176,000 | ' | ' | ' | 2,247,000 |
Tax deductible goodwill | ' | ' | ' | ' | ' | ' | 28,500,000 | ' | ' | ' | ' |
Noncontrolling Interest, Description | ' | ' | ' | ' | ' | ' | ' | 'The Joint Venture was formed by Kvaerner North American Construction Inc. and an engineering firm to engineer and construct a combined cycle power plant in Dover, Delaware. | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage by Parent | ' | ' | ' | ' | ' | ' | ' | 65.00% | ' | ' | ' |
mtrx_JointVentureValue | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' |
mtrx_ControllingInterestOfJointVenture,Value | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' |
Noncontrolling interest of consolidated joint venture | ' | ' | ' | ' | ' | ' | 700,000 | 1,100,000 | ' | ' | ' |
Revenues | ' | 381,516,000 | 225,970,000 | 918,731,000 | 657,014,000 | ' | ' | ' | 64,000,000 | 69,400,000 | ' |
Operating income | ' | 18,819,000 | 8,431,000 | 44,398,000 | 25,127,000 | ' | ' | ' | 400,000 | 400,000 | ' |
Business Combination, Acquisition Related Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,000,000 | ' |
Acquisitions_Pro_Forma_Informa
Acquisitions (Pro Forma Information) (Details) (USD $) | 3 Months Ended | 9 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 |
Kvaerner NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Revenues | $268,711 | $1,053,348 | $807,288 |
Net income attributable to Matrix Service Company | 7,911 | 31,230 | 17,192 |
Basic earnings per common share | $0.30 | $1.19 | $0.66 |
Diluted earnings per common share | $0.30 | $1.16 | $0.65 |
Adjustment for Amortization Expense [Member] | Matrix NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net income attributable to Matrix Service Company | 1,000 | ' | ' |
Adjustment for Depreciation Expense [Member] | Matrix NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net income attributable to Matrix Service Company | 600 | 1,200 | 1,700 |
Adjustment for One-time Tax Settlement [Member] | Matrix NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net income attributable to Matrix Service Company | ' | 600 | ' |
Adjustment for Incremental Intangible Amortization Expense [Member] | Matrix NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net income attributable to Matrix Service Company | ' | 2,100 | 3,100 |
Acquisition-related Costs [Member] | Matrix NAC | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net income attributable to Matrix Service Company | ' | $2,000 | $2,000 |
Uncompleted_Contracts_Gross_an
Uncompleted Contracts - Gross and Net Amounts of Uncompleted Contracts (Details) (USD $) | Mar. 31, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Disclosure Customer Contracts Additional Information [Abstract] | ' | ' |
Costs incurred and estimated earnings recognized on uncompleted contracts | $1,347,946 | $802,588 |
Billings on uncompleted contracts | 1,350,282 | 791,663 |
Total | -2,336 | 10,925 |
Shown on balance sheet as: | ' | ' |
Costs and estimated earnings in excess of billings on uncompleted contracts | 98,278 | 73,773 |
Billings on uncompleted contracts in excess of costs and estimated earnings | 100,614 | 62,848 |
Total | ($2,336) | $10,925 |
Uncompleted_Contracts_Addition
Uncompleted Contracts - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Jun. 30, 2013 |
Customer Contracts [Line Items] | ' | ' | ' |
Contract Receivable Retainage, Due in Next Twelve Months | ' | $27.40 | $19.90 |
Contract Receivable Retainage, Due after Next Twelve Months | ' | 4.9 | 3.1 |
Change In Accounting Estimate, Financial Effect, Operating Income | 3.1 | 5.4 | ' |
S.M. Electric Company | ' | ' | ' |
Customer Contracts [Line Items] | ' | ' | ' |
Estimate of the remaining amount to be collected | ' | 0.7 | ' |
Contract Receivable | ' | $2.90 | ' |
Intangible_Assets_Including_Go2
Intangible Assets Including Goodwill - Carrying Value of Goodwill By Segment (Details) (USD $) | 9 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Jun. 30, 2013 | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | $36,176 | [1] | ' | |
Goodwill | ' | 55,836 | ||
Cumulative impairment loss | ' | -25,000 | [2] | |
Goodwill | 66,589 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 30,836 | ' | ||
Translation adjustment | -423 | ' | ||
Net balance at March 31, 2014 | 66,589 | ' | ||
Electrical Infrastructure [Member] | ' | ' | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | 0 | [1] | ' | |
Goodwill | ' | 29,666 | ||
Cumulative impairment loss | ' | -17,653 | [2] | |
Goodwill | 12,013 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 12,013 | ' | ||
Translation adjustment | 0 | ' | ||
Net balance at March 31, 2014 | 12,013 | ' | ||
Oil Gas & Chemical [Member] | ' | ' | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | 0 | [1] | ' | |
Goodwill | ' | 8,088 | ||
Cumulative impairment loss | ' | -3,000 | [2] | |
Goodwill | 5,088 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 5,088 | ' | ||
Translation adjustment | 0 | ' | ||
Net balance at March 31, 2014 | 5,088 | ' | ||
Storage Solutions [Member] | ' | ' | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | 0 | [1] | ' | |
Goodwill | ' | 10,985 | ||
Cumulative impairment loss | ' | -922 | [2] | |
Goodwill | 9,940 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 10,063 | ' | ||
Translation adjustment | -123 | [1] | ' | |
Net balance at March 31, 2014 | 9,940 | ' | ||
Industrial [Member] | ' | ' | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | 0 | [1] | ' | |
Goodwill | ' | 7,097 | ||
Cumulative impairment loss | ' | -3,425 | [2] | |
Goodwill | 3,672 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 3,672 | ' | ||
Translation adjustment | 0 | ' | ||
Net balance at March 31, 2014 | 3,672 | ' | ||
Other Segments [Member] | ' | ' | ||
Goodwill [Line Items] | ' | ' | ||
Goodwill, Acquired During Period | 36,176 | [1] | ' | |
Goodwill | ' | 0 | ||
Cumulative impairment loss | ' | 0 | [2] | |
Goodwill | 35,876 | ' | ||
Goodwill [Roll Forward] | ' | ' | ||
Net balance at June 30, 2013 | 0 | ' | ||
Translation adjustment | -300 | ' | ||
Net balance at March 31, 2014 | $35,876 | ' | ||
[1] | The unallocated portion of goodwill relates to the acquisition of Matrix NAC. We are currently assessing the impact of the acquisition on our reporting units and expect to have the analysis complete in the fourth quarter of fiscal 2014. The acquisition is discussed further in Note 2 - Acquisitions. | |||
[2] | A $25.0 million impairment charge was recorded in February 2005 as a result of the Company’s operating performance in fiscal 2005. |
Intangible_Assets_Including_Go3
Intangible Assets Including Goodwill - Carrying Value of Other Intangible Assets (Details) (USD $) | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | Intellectual Property [Member] | Intellectual Property [Member] | Intellectual Property [Member] | Intellectual Property [Member] | Intellectual Property [Member] | Intellectual Property [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Noncompete Agreements [Member] | Noncompete Agreements [Member] | Noncompete Agreements [Member] | Noncompete Agreements [Member] | Noncompete Agreements [Member] | Noncompete Agreements [Member] | Trade Names [Member] | Trade Names [Member] | ||
Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |||||||||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | $31,491 | $7,683 | $2,460 | $2,460 | ' | ' | ' | ' | $27,513 | $4,250 | ' | ' | ' | ' | $1,353 | $808 | ' | ' | ' | ' | $165 | $165 |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | ' | '6 years | '6 years | '15 years | '15 years | ' | ' | '1 year | '1 year | '15 years | '15 years | ' | ' | '3 years | '3 years | '5 years | '5 years | ' | ' |
Accumulated Amortization | -3,236 | -1,582 | -879 | -753 | ' | ' | ' | ' | -1,893 | -542 | ' | ' | ' | ' | -439 | -287 | ' | ' | ' | ' | -25 | 0 |
Net Carrying Amount | 28,255 | 6,101 | 1,581 | 1,707 | ' | ' | ' | ' | 25,620 | 3,708 | ' | ' | ' | ' | 914 | 521 | ' | ' | ' | ' | 140 | 165 |
Indefinite Trade Names | 1,450 | 1,450 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total intangible assets, gross carrying amount | 32,941 | 9,133 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total intangible assets, accumulated amortization | -3,236 | -1,582 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total intangible assets, net carrying amount | $29,705 | $7,551 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible_Assets_Including_Go4
Intangible Assets Including Goodwill - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ' | |
Impairment charge | $25 | [1] | ' | ' |
Amortization expense | ' | 1.7 | 0.4 | |
2014 | 2.7 | 2.7 | ' | |
2015 | 4.3 | 4.3 | ' | |
2016 | 3.3 | 3.3 | ' | |
2017 | 2.7 | 2.7 | ' | |
2018 | 2.6 | 2.6 | ' | |
Customer Relationships [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-lived Intangible Assets, Fair Value Disclosure | 23.5 | 23.5 | ' | |
Other Intangible Assets [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | ' | '4 years | ' | |
Finite-lived Intangible Assets, Fair Value Disclosure | $0.50 | $0.50 | ' | |
Minimum [Member] | Intellectual Property [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '6 years | '6 years | |
Minimum [Member] | Customer Relationships [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '1 year | '1 year | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | ' | '1 year 6 months | ' | |
Minimum [Member] | Noncompete Agreements [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '3 years | '3 years | |
Maximum [Member] | Intellectual Property [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '15 years | '15 years | |
Maximum [Member] | Customer Relationships [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '15 years | '15 years | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | ' | '15 years | ' | |
Maximum [Member] | Noncompete Agreements [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '5 years | '5 years | |
Trade Names [Member] | ' | ' | ' | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '5 years | '5 years | |
[1] | A $25.0 million impairment charge was recorded in February 2005 as a result of the Company’s operating performance in fiscal 2005. |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 9 Months Ended | |
Mar. 31, 2014 | Jun. 30, 2013 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' |
Credit Agreement Term | '5 years | ' |
Senior secured revolving credit facility | $200,000,000 | $125,000,000 |
mtrx_LineOfCreditFacilityExpirationDate | 13-Mar-19 | ' |
Senior Leverage Ratio, Maximum | 2.5 | ' |
Senior Leverage Ratio, Minimum | 1 | ' |
Fixed Charge Coverage Ratio, Maximum | 1.25 | ' |
Fixed Charge Coverage Ratio, Minimum | 1 | ' |
Limit on asset dispositions | 20,000,000 | ' |
Additional Margin on alternate base rate loans, Minimum | 0.25% | ' |
Additional Margin on alternate base rate loans, Maximum | 1.00% | ' |
Additional Margin on LIBOR loans, Minimum | 1.25% | ' |
Additional Margin on LIBOR loans, Maximum | 2.00% | ' |
Sublimit on Canadian dollar borrowings | 40,000,000 | ' |
Additional Margin on CDOR loans, Minimum | 1.25% | ' |
Additional Margin on CDOR loans, Maximum | 2.00% | ' |
Additional Margin on Canadian prime rate loans, Minimum | 1.75% | ' |
Additional Margin on Canadian prime rate loans, Maximum | 2.50% | ' |
CDOR Rate description | ' sum of the annual rate of interest, which is the rate determined as being the arithmetic average of the quotations of all institutions listed in respect of the relevant CDOR interest period for Canadian Dollar denominated bankers’ acceptances, plus 0.1% | ' |
Canadian prime rate description | 'greater of (i)Â the rate of interest per annum most recently announced or established by JPMorgan Chase Bank, N.A., Toronto Branch as its reference rate in effect on such day for determining interest rates for Canadian Dollar denominated commercial loans in Canada and (ii)Â the CDOR Rate plus 1.0%. | ' |
Maximum limit of consolidated funded indebtedness | 2.5 | ' |
Consolidated EBITDA as defined in the Credit Agreement | 87,400,000 | ' |
Consolidated funded indebtedness | $55,300,000 | ' |
Minimum [Member] | ' | ' |
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' |
Unused Credit Facility Fee | 0.20% | ' |
Maximum [Member] | ' | ' |
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' |
Unused Credit Facility Fee | 0.35% | ' |
CDOR Rate [Member] | ' | ' |
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' |
Basis spread on variable rate basis | 0.10% | ' |
Canadian Prime Rate [Member] | ' | ' |
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' |
Variable rate basis | 'CDOR | ' |
Basis spread on variable rate basis | 1.00% | ' |
Debt_Availability_Under_The_Se
Debt - Availability Under The Senior Credit Facility (Details) (USD $) | Mar. 31, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
Senior credit facility | $200,000 | $125,000 |
Line of Credit Facility, Amount Outstanding | 45,103 | 0 |
Letters of credit subject to the credit facility | 16,950 | 13,372 |
Availability under the senior credit facility | $137,947 | $111,628 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Jun. 30, 2013 |
In Millions, unless otherwise specified | ||
Commitments and Contingencies Disclosure [Abstract] | ' | ' |
Unapproved change orders | $11 | $9.10 |
Earnings_per_Common_Share_Comp
Earnings per Common Share - Computation of Basic and Diluted Earnings Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 |
Earnings Per Share, Basic [Abstract] | ' | ' | ' | ' |
Net income | $11,396 | $6,521 | $28,254 | $16,641 |
Weighted average shares outstanding - basic (shares) | 26,374 | 26,039 | 26,244 | 25,921 |
Basic EPS (US$ per share) | $0.43 | $0.25 | $1.08 | $0.64 |
Earnings Per Share, Diluted [Abstract] | ' | ' | ' | ' |
Dilutive stock options | 187 | 112 | 176 | 71 |
Dilutive nonvested deferred shares | 479 | 260 | 478 | 277 |
Diluted weighted average shares (shares) | 27,040 | 26,411 | 26,898 | 26,269 |
Diluted EPS (US$ per share) | $0.42 | $0.25 | $1.05 | $0.63 |
Earnings_per_Common_Share_Anti
Earnings per Common Share - Antidilutive Securities Excluded from the Calculation of Diluted Earnings Per Share (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Total antidilutive securities | 0 | 0 | 15 | 308 |
Stock Options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Total antidilutive securities | 0 | 0 | 0 | 307 |
Nonvested Deferred Shares [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Total antidilutive securities | 0 | 0 | 15 | 1 |
Segment_Information_Results_of
Segment Information - Results of Operations (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2013 | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 21, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | ||||||||||||||
Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Industrial [Member] | Industrial [Member] | Industrial [Member] | Industrial [Member] | Industrial [Member] | Other Segments [Member] | Other Segments [Member] | Other Segments [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Intersegment Eliminations [Member] | Kvaerner NAC | Kvaerner NAC | Kvaerner NAC | Kvaerner NAC | Kvaerner NAC | ||||||||||||||||||||
Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Electrical Infrastructure [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Oil Gas & Chemical [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Storage Solutions [Member] | Industrial [Member] | Industrial [Member] | Industrial [Member] | Industrial [Member] | Electrical Infrastructure [Member] | Oil Gas & Chemical [Member] | Industrial [Member] | Other Segments [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||
Gross revenues | $381,962 | $226,388 | $919,954 | $659,122 | ' | $62,144 | $41,709 | $132,201 | $125,102 | ' | $63,112 | $73,638 | $188,025 | $207,370 | ' | $182,129 | $95,200 | $471,330 | $298,801 | ' | $74,577 | $15,841 | $128,398 | $27,849 | ' | ' | ' | ' | $446 | $418 | $1,223 | $2,108 | $0 | $0 | $0 | $0 | $118 | $44 | $425 | $44 | $328 | $374 | $798 | $2,064 | $0 | $0 | $0 | $0 | ' | ' | ' | ' | ' | ||||||||||||||
Consolidated revenues | 381,516 | 225,970 | 918,731 | 657,014 | ' | 62,144 | 41,709 | 132,201 | 125,102 | ' | 62,994 | 73,594 | 187,600 | 207,326 | ' | 181,801 | 94,826 | 470,532 | 296,737 | ' | 74,577 | 15,841 | 128,398 | 27,849 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||
Gross profit | 39,944 | 23,126 | 99,570 | 67,703 | ' | 5,971 | 4,994 | 13,155 | 16,329 | ' | 7,397 | 8,016 | 21,614 | 23,928 | ' | 19,269 | 8,828 | 51,894 | 26,545 | ' | 7,307 | 1,288 | 12,907 | 901 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||
Operating income | 18,819 | 8,431 | 44,398 | 25,127 | ' | 2,498 | 2,424 | 4,658 | 8,439 | ' | 3,252 | 3,285 | 8,922 | 10,987 | ' | 10,084 | 2,447 | 26,676 | 7,446 | ' | 2,985 | 275 | 4,142 | -1,745 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||
Segment assets | 597,815 | [1] | 379,175 | 597,815 | [1] | 379,175 | 409,978 | 98,502 | [1] | 58,640 | 98,502 | [1] | 58,640 | ' | 83,505 | [1] | 84,499 | 83,505 | [1] | 84,499 | ' | 220,155 | [1] | 155,739 | 220,155 | [1] | 155,739 | ' | 122,013 | [1] | 23,683 | 122,013 | [1] | 23,683 | ' | 73,640 | [1] | ' | 56,614 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 34,800 | [1] | 2,800 | [1] | 78,900 | [1] | ' |
Goodwill | $66,589 | ' | $66,589 | ' | $30,836 | $12,013 | ' | $12,013 | ' | $12,013 | $5,088 | ' | $5,088 | ' | $5,088 | $9,940 | ' | $9,940 | ' | $10,063 | $3,672 | ' | $3,672 | ' | $3,672 | $35,876 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36,176 | ' | ' | ' | $35,900 | ||||||||||||||
[1] | balances include the assets of Matrix NAC and are allocated to the Electrical Infrastructure, Oil Gas & Chemical, and Industrial segments in the amounts of $34.8 million, $2.8 million and $78.9 million, respectively. Unallocated assets includes $35.9 million of Goodwill related to the acquisition. As previously noted, we are currently assessing the impact of the acquisition on our reporting units and expect to complete the Goodwill analysis in the fourth quarter of fiscal 2014. |