UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 24,
2015
THE GORMAN-RUPP COMPANY
(Exact name of registrant as specified in its charter)
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Ohio |
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1-6747 |
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34-0253990 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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600 South Airport Road, Mansfield, Ohio |
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44903 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code:
(419) 755-1011
(Former name or former address, if changed
since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 |
RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On July 24, 2015, The Gorman-Rupp
Company issued a news release announcing its financial results for the second quarter and six months ended June 30, 2015. This news release is included as Exhibit 99 and is being furnished, not filed, with the Current Report on Form 8-K.
Item 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
Exhibit
(99) News |
Release dated July 24, 2015 |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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THE GORMAN-RUPP COMPANY |
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By |
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/s/ Brigette A. Burnell |
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Brigette A. Burnell |
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Corporate Counsel and Secretary |
July 28, 2015
3
EXHIBIT INDEX
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Exhibit |
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Page |
(99) News Release dated July 24, 2015 |
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5 |
4
Exhibit 99
GORMAN-RUPP REPORTS SECOND QUARTER 2015 FINANCIAL RESULTS
Mansfield, Ohio July 24, 2015 The Gorman-Rupp Company (NYSE MKT: GRC) reports financial results for the second quarter and six months ended
June 30, 2015.
Net sales during the second quarter were $103.9 million compared to $109.7 million during the second quarter of 2014. Domestic sales
decreased 10.8% or $8.3 million while international sales increased 7.9% or $2.5 million compared to the same period in 2014. Sales in the water end markets were comparable between periods as they increased $700,000 or 1.0% and sales in non-water
end markets decreased 19.2% or $6.5 million during the quarter. Of the total $5.8 million decrease in net sales in the second quarter, $2.1 million or 36.2% of the decrease was due to unfavorable foreign currency translation.
The second quarter activity in water end market sales included $8.2 million of increased sales in the fire protection market due to higher international and
domestic sales of $5.7 million and $2.5 million, respectively. This increase was offset by $3.9 million lower sales in the construction market, including rental sales, due primarily to the decline in drilling of oil and gas in North America. Sales
in the municipal market decreased $2.2 million driven by lower sales of large volume pumps for wastewater and water supply projects, despite increased shipments of $9.1 million related to the Permanent Canal Closures and Pumps (PCCP)
project. Also, sales decreased in the agricultural market $1.8 million principally due to expected depressed domestic farm income in 2015 and unseasonably wet weather conditions in most locations domestically. Decreased sales in the non-water end
markets during the second quarter of 2015 were primarily due to $5.1 million of lower sales in the OEM market related to power generation equipment and pumps for military applications. In addition, sales in the petroleum market decreased $900,000
due primarily to lower international shipments.
Net sales for the six months ended June 30, 2015 were $203.1 million compared to a record $219.8
million during the same period in 2014, a decrease of 7.6%. Domestic sales decreased 10.0% or $15.0 million and international sales decreased 2.4% or $1.7 million. Of the total decrease in net sales during the six month period ended June 30,
2015, $4.3 million or 25.7% was due to unfavorable currency translation. Sales in water end markets decreased 5.5% or $8.6 million due to $8.2 million of lower sales in the construction market, including rental sales, due primarily to the global
decline in new oil and gas drilling which affected both domestic and international sales. Sales in the municipal market decreased $3.9 million driven by lower sales of large volume pumps for wastewater and water supply projects, despite increased
shipments of $16.5 million related to the PCCP project. Sales decreased $4.8 million in the agricultural market primarily due to expected depressed domestic farm income in 2015 and unseasonably wet weather conditions in most locations domestically.
These decreases were offset by $6.7 million of increased sales in the fire protection market principally due to higher international sales. Sales decreased 12.5% or $8.1 million in non-water markets primarily due to lower sales in the OEM market
related to power generation equipment and pumps for military applications and residential appliances.
Due to recent increased retirements and a related
surge in lump sum pension payments, the Company recorded a GAAP-required $1.5 million non-cash pension settlement charge during the second quarter of 2015 relating to its defined benefit pension plan. We expect that a non-cash charge will recur
during the remainder of this year as additional expected retirements occur. The rate of retirements was less in 2014 and in the first quarter of 2015 and a settlement charge was not required in those periods.
Gross profit was $24.1 million for the second quarter of 2015, resulting in gross margin of 23.2% compared to 24.5% for the same period in 2014. Operating
income was $9.9 million, resulting in operating margin of 9.5% for the second quarter of 2015 compared to 12.2% for the same period in 2014. The quarters gross profit and operating income margin declines were due principally to the sales
volume decreases from 2014 to 2015, and the non-cash pension settlement charge described above of 100 and 140 basis points, respectively. Net income was $6.6 million during the second quarter of 2015 compared to $8.9 million in the second quarter of
2014 and earnings per share were $0.25 and $0.34 for the respective periods. The non-cash pension settlement charge described above and currency translation negatively impacted current quarter earnings per share by $0.04 and $0.01 per share,
respectively.
Gross profit was $48.1 million for the first six months of 2015, resulting in gross margin of 23.7% compared to
24.8% for the same period in 2014. Operating income was $20.5 million, resulting in operating margin of 10.1% for the first six months of 2015 compared to 12.8% for the same period in 2014. The first halfs gross profit and operating income
margin declines were due principally to the sales volume decreases from the records of 2014 to 2015, and the non-cash pension settlement charge described above of 40 and 70 basis points, respectively. Net income was $13.9 million during the first
six months of 2015 compared to $18.8 million for 2014 and earnings per share were $0.53 and $0.72 for the respective periods. The non-cash pension settlement charge described above and currency translation negatively impacted the first six months of
2015 earnings per share by $0.04 and $0.01 per share, respectively.
The Companys backlog of orders was $144.2 million at June 30, 2015
compared to $173.8 million a year ago and $160.7 million at December 31, 2014. The decrease in backlog from a year ago is due principally to record shipments during the second half of 2014, approximately $30.8 million of shipments related to
the PCCP project, and a decline in order rates due to inconsistent economic conditions in most markets. Approximately $27.4 million of orders related to the PCCP project remain in the June 30, 2015 backlog total. Approximately $18.7 million of
the remaining PCCP project orders are scheduled to ship during the last half of 2015 and $8.7 million of related installation services are scheduled during the first three quarters of 2016.
Cash and cash equivalents totaled $26.0 million and short-term bank debt was $6.0 million at June 30, 2015, having been reduced by $6.0 million since
December 31, 2014. Working capital rose $12.5 million from December 31, 2014 to a record $148.9 million at June 30, 2015. Net capital expenditures for 2015, consisting primarily of machinery and equipment, a new operations facility in
Ireland and other building improvements, are currently estimated to be in the range of $11 to $13 million and are expected to be financed through internally-generated funds.
Jeffrey S. Gorman, President and CEO commented, During the second quarter we continued to see demand weaknesses across most of the diverse markets we
serve compared to record prior year periods, as lower gas and oil production, reduced U.S. farm income, flooding in key agricultural growing regions and the strong U.S. dollar continue to negatively impact most of our business. One bright spot
during the quarter was increased sales in the fire protection market in both domestic and international areas. While focusing on producing and delivering high quality products, we will continue to actively evaluate and execute our strategic
initiatives to control, and as warranted, reduce costs to correspond to lower sales levels until we obtain more confidence in improved business conditions.
Safe Harbor Statement
In connection with the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995, The Gorman-Rupp Company provides the following cautionary statement: This news release contains various forward-looking statements based on assumptions concerning The
Gorman-Rupp Companys operations, future results and prospects. These forward-looking statements are based on current expectations about important economic, political, and technological factors, among others, and are subject to risks and
uncertainties, which could cause the actual results or events to differ materially from those set forth in or implied by the forward-looking statements and related assumptions. Such factors include, but are not limited to: (1) continuation of
the current and projected future business environment, including interest rates, changes in foreign exchange rates, commodity pricing and capital and consumer spending and volatility in domestic oil production activity; (2) competitive factors
and competitor responses to initiatives of The Gorman-Rupp Company; (3) successful development and market introductions of anticipated new products; (4) stability of government laws and regulations, including taxes; (5) stable
governments and business conditions in emerging economies; (6) successful penetration of emerging economies; (7) unforeseen delays or disruptions in the PCCP project, including any further revisions to the timing of shipments for the
project; (8) continuation of the favorable environment to make acquisitions, domestic and foreign, including regulatory requirements and market values of potential candidates and our ability to successfully integrate and realize the anticipated
benefits of completed acquisitions; and (9) risks described from time to time in our reports filed with the Securities and Exchange Commission. Except to the extent required by law, we do not undertake and specifically decline any obligation to
review or update any forward-looking statements or to publicly announce the results of any revisions to any of such statements to reflect future events or developments or otherwise.
Brigette A. Burnell
Corporate Secretary
The Gorman-Rupp Company
Telephone (419) 755-1246
NYSE MKT: GRC
For additional information, contact Wayne L. Knabel, Chief Financial Officer, Telephone
(419) 755-1397.
The Gorman-Rupp Company is a leading designer, manufacturer and
international marketer of pumps and pump systems for use in diverse water, wastewater, construction, dewatering, industrial, petroleum, original equipment, agriculture, fire protection, heating, ventilating and air conditioning (HVAC), military and
other liquid-handling applications.
The Gorman-Rupp Company and Subsidiaries
Condensed Consolidated Statements of Income (Unaudited)
(in thousands of dollars, except per share data)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2015 |
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2014 |
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2015 |
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2014 |
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Net sales |
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$ |
103,892 |
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$ |
109,728 |
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$ |
203,125 |
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$ |
219,792 |
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Cost of products sold |
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79,751 |
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82,824 |
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155,069 |
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165,334 |
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Gross profit |
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24,141 |
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26,904 |
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48,056 |
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54,458 |
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Selling, general and administrative expenses |
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14,258 |
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13,483 |
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27,570 |
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26,344 |
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Operating income |
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9,883 |
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13,421 |
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20,486 |
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28,114 |
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Other (expense) income - net |
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(18 |
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(193 |
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292 |
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(54 |
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Income before income taxes |
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9,865 |
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13,228 |
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20,778 |
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28,060 |
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Income taxes |
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3,236 |
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4,368 |
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6,874 |
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9,246 |
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Net income |
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$ |
6,629 |
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$ |
8,860 |
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$ |
13,904 |
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$ |
18,814 |
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Earnings per share |
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$ |
0.25 |
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$ |
0.34 |
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$ |
0.53 |
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$ |
0.72 |
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The Gorman-Rupp Company and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands of dollars)
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June 30, 2015 |
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December 31, 2014 |
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Assets |
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Cash and cash equivalents |
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$ |
25,989 |
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$ |
24,491 |
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Accounts receivablenet |
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76,785 |
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70,734 |
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Inventories |
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93,224 |
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94,760 |
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Deferred income taxes and other current assets |
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9,576 |
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10,724 |
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Total current assets |
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205,574 |
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200,709 |
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Property, plant and equipment - net |
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131,416 |
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133,964 |
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Deferred income taxes and other |
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6,034 |
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6,313 |
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Goodwill and other intangible assets |
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39,053 |
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39,918 |
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Total assets |
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$ |
382,077 |
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$ |
380,904 |
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Liabilities and shareholders equity |
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Accounts payable |
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$ |
17,897 |
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$ |
17,908 |
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Short-term debt |
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6,000 |
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12,000 |
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Accrued liabilities and expenses |
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32,772 |
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34,438 |
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Total current liabilities |
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56,669 |
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64,346 |
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Pension benefits |
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5,247 |
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4,496 |
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Postretirement benefits |
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21,589 |
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21,297 |
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Deferred and other income taxes |
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8,780 |
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8,798 |
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Total liabilities |
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92,285 |
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98,937 |
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Shareholders equity |
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289,792 |
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|
281,967 |
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Total liabilities and shareholders equity |
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$ |
382,077 |
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$ |
380,904 |
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Shares outstanding |
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26,260,543 |
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26,260,543 |
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