Jeff Glajch
Analyst · Sidoti and Company
Thank you, Jim. And good morning, everyone. If I could have you turn to slide six. As Jim mentioned, we had a few significant one-time items in the third quarter. I would like to provide some color on all of them. The largest item was the impairment of our commercial nuclear power business. This business was purchased seven years ago in December 2010. While we enjoyed strong earnings for a number of years, the past few years have been more challenging. The commercial nuclear market has seen significant weakening in demand for capital with operating plants tightening their spending in response to lower energy costs from other sources such as natural gas. The bankruptcy of Westinghouse and the subsequent decision of SCANA to stop the construction of two of the four new nuclear reactors being built in the United States, contributed further to the weakening of the market. The accumulation of all these items has led us to book this impairment. We will continue with this business to look to stabilize it and have been and will continue to seek new opportunities in both North America and abroad. We did see better order levels in the nuclear market in the third quarter but one quarter does not set a trend. The impairment itself was a pre-tax write-down of $14.8 million with a $1.9 million book tax benefit for a net after-tax write-down of $12.9 million. The specifics of the pre-tax write-down were $9.1 million of specific intangible assets and $5.7 million of goodwill. We now have $5.2 million of intangibles and $1.2 million of goodwill remaining on our balance sheet as of December 31, 2017. So, we wrote down a little over 60% of the intangibles as well as over 80% of the goodwill. Without getting into too much minutia, I would like to explain the rules of purchase accounting required of company such as ours where we were required to gross up our balance sheet to record a deferred tax liability at the time of acquisition related to the intangible assets and add the same amount on the asset side to goodwill. We did this seven years ago and added nearly $6 million above the purchase price to both deferred tax liability and goodwill to meet this accounting requirement. Much of the goodwill related to the accounting treatment has now -- this accounting treatment, has now been written down. Along with the $12.9 million after-tax charge for this impairment, we also recognized a few other items in the quarter. We booked a charge of approximately $200,000 for some other items related to the nuclear business, primarily bad debts related to Westinghouse and the Summer South Carolina plant. We also booked a $2 million gain directly related to the aforementioned purchase accounting deferred tax liability which was due to the lowering of U.S. corporate tax rates from 35% to 21% from the tax law which was passed in December of 2017. Sequentially, we booked this gain first followed by the impairment. Had we done the reverse, the tax benefit on the impairment would have been larger. We also booked tax charges unrelated to our nuclear business but related to the new tax laws, $459,000 to revalue deferred tax assets and $137,000 related to a one-time transition tax on accumulated foreign earnings. This last item, the $137,000 charge is what many are referring to as the repatriation tax. I know this is a lot of information. So, let me summarize it. On an after-tax basis, we booked the following. First, related to our commercial nuclear business, a $12.9 million impairment charge; $200,000 charge related to bad debt in the nuclear business; $2 million tax gain related to the new tax law. In aggregate, the total for the nuclear business was a charge of $11 million. In addition, related to the new tax law but not related to the nuclear business, was a charge of $600,000. So, in total, we booked $11.6 million of one-time charges in the quarter. Excluding all these one-time items, our ongoing operating business, as Jim mentioned, was breakeven for the quarter. I would like to now briefly walk through the quarter and year-to-date results of the ongoing operating business. If you can move to slide seven. Sales in the third quarter were $17.3 million, down from $22.7 million in the third quarter last year. The sales were 65% domestic, 35% international. In last year’s third quarter, the split was 77% domestic, 23% international. Domestic sales decreased 35% to $11.3 million while international sales increased 15% to $6 million. Gross profit decreased to $3.6 million from $6.3 million last year, primarily due to the lower volume as well as that we are working through a few rough orders that were booked in fiscal ‘17. Gross margin dropped to 20.7% from 27.8% last year. The adjusted EBITDA margins decreased to 2% from 14% in last year’s third quarter, driven by the low gross profit margins. As we mentioned before, adjusted net income was breakeven compared with [Technical Difficulty]. If you can move to slide eight. Sales in the first three quarters of fiscal [2017] were $55.4 million, down when compared with $66.1 million in the first three quarters of last year. Year-to-date sales were 67% domestic, 33% international, compared with 74% and 26% respectively last year. Domestic sales decreased 24% to $37.3 million, compared with $49.2 million last year. International sales were up 7% to $18.1 million from $16.9 million last year. Gross profit -- year-to-date gross profit was $12.3 million, down from $15.4 million last year. And year-to-date adjusted EBITDA margins were 5%, down from 10% in the first nine months of last year. Adjusted net income was $1.2 million, down from $3.7 million or $0.12 a share, down from $0.38 a share last year. As Jim mentioned earlier, the past two quarters have been pretty rough and we expect Q4 to also be quite challenging. However, we believe these three quarters are the bottom of the downturn. And based on our strong order levels, especially in the third quarter in our core markets, plus our improving pipeline, we expect fiscal 2019 to be noticeably better than where we have been these three quarters. If you could move on to slide nine. We have positive operating cash flow over the first nine months of $3.9 million. We paid two-thirds of this or $2.6 million to our shareholders in dividends. Our cash balance is up $74.2 million, higher by $700,000 at the end of fiscal 2017. We continue to be focused on our expanding acquisition pipeline and look to be able to utilize some of our cash to grow inorganically via acquisition. Finally, capital spending has been very light this year at only $500,000 compared with $200,000 in the first three quarters of last year. We still expect to spend $1.5 million to $2.5 million in capital for the full fiscal year. The reason for the large range in the fourth quarter is that we have a couple of significant projects which are in the process of being dealt and the timing of those cash outlays may fall into the fourth quarter or could slip into the first quarter of fiscal 2019. With that, Jim will complete our presentation by discussing the market situation, outlook and our full year guidance.