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Exhibit 99.1

 

GRAPHIC

 

PRIMORIS SERVICES CORPORATION ANNOUNCES 2012 THIRD QUARTER FINANCIAL RESULTS

 

Revenues of $431.8 million and Net Income of $0.34 Per Share

 

Board of Directors Declares $0.03 Per Share Cash Dividend

 

Q3 2012 Financial Highlights

 

·                  Revenues increased by 15.0% to a record $431.8 million from the third quarter of 2011

 

·                  Revenues increased by 28.0% compared to Q2 2012

 

·                  Net income of $17.5 million, or $0.34 per diluted share, compared to Q3 2011 net income of $19.3 million, or $0.38 per diluted share

 

·                  At September 30, 2012:

 

·            $83.0 million in cash, cash equivalents, and short-term investments

 

·            Total backlog of $1.14 billion, an increase of 5.2% from June 30, 2012

 

Dallas, TX — November 6, 2012 — Primoris Services Corporation (NASDAQ GS: PRIM) (“Primoris” or “Company”) today announced financial results for its third quarter ended September 30, 2012.

 

The Company also announced that on November 1, 2012 its Board of Directors declared a $0.03 per share cash dividend to stockholders of record as of December 18, 2012, payable on or about December 26, 2012.

 

Brian Pratt, Chairman, President and Chief Executive Officer of Primoris, commented, “Primoris’ third quarter benefited from strong performances by our ARB Industrial and Underground groups in the West segment and James Construction Group and Sprint in the East segment.  Our revenues increased by 15.0% from the third quarter of 2011 and sequentially increased by 28.0% compared to the 2012 second quarter.  While most of this revenue growth was organic, we continue to be pleased with the March acquisition of Sprint, which added $33.5 million in revenues in the current quarter.  Compared to the second quarter of 2012, we increased our operating margin and our net income improved by 49.2%.”

 

Mr. Pratt continued, “Based on new business awards and diverse project opportunities, we believe that we will continue to experience backlog growth both for the remainder of this year and into next.  Over the past two months, we announced new contract signings valued at over $251 million, much of which will be completed in 2012 and the first half of 2013.  The benefit of our strategy to grow the company as a diverse group of specialized construction and infrastructure companies is apparent in the breadth of the new awards, spread across our subsidiaries and end markets.  While we continue to have concerns about the macroeconomic environment, we are fortunate that strong tailwinds persist in our core markets, and we are pleased by the improving trends in our ancillary markets.  As I have said many times, it is our exceptional team that makes what we do possible, and I am proud of their continued hard work.”

 

2012 THIRD QUARTER RESULTS OVERVIEW

 

Revenues for the 2012 third quarter increased 15.0% to $431.8 million from $375.5 million for the same period last year.  The 2011 third quarter included revenue of $48.3 million for the Ruby pipeline project, substantially completed in 2011. Excluding the Ruby revenue impact, revenues for the 2012 third quarter increased by $104.6 million, or 32.0%.  The

 



 

increased revenues are primarily as a result of increased project work in the West Construction Services segment for both industrial and underground projects, as well as the impact of the March 2012 acquisition of Sprint, which contributed $33.5 million in revenue for the three months ended September 30, 2012.  Gross profit for the 2012 third quarter rose by 8.0% to $56.3 million, or 13.0% of revenues, from $52.1 million, or 13.9% of 2011 third quarter revenue.  Gross profit for the 2011 third quarter included gross profit for the Ruby project of $12.7 million.  Excluding the impact of the Ruby project, gross profit for the 2012 third quarter increased by $16.4 million compared to the same period in the previous year.  Higher gross profit was due primarily to the increased project work in the West Construction Services segment as well as the gross profit contribution from the March 2012 acquisition of Sprint, which contributed $6.3 million to gross profit for the 2012 third quarter.

 

SEGMENT RESULTS

 

·              East Construction Services — located primarily in the southeastern United States, incorporates the construction business of James Construction Group (JCG), Cardinal Contractors, Inc.’s water and wastewater, and Sprint Pipeline Services LP, acquired in March 2012.

 

·              West Construction Services — includes construction services performed by companies headquartered in the western United States including ARB, Inc., ARB Structures, Inc. and Rockford. The Blythe Power Constructors joint venture is also included as part of West Construction Services.

 

·              Engineering — incorporates the results of Onquest, Inc. and Born Heaters Canada, ULC.

 

Segment Revenues

(in thousands, except %)

 

 

 

For the three months ended September 30,

 

 

 

2012
Unaudited

 

2011
Unaudited

 

 

 

 

 

% of

 

 

 

% of

 

 

 

 

 

Segment

 

 

 

Segment

 

Segment

 

Revenue

 

Revenue

 

Revenue

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

East Construction Services

 

$

181,260

 

42.0

%

$

130,682

 

34.8

%

West Construction Services

 

242,033

 

56.0

%

230,904

 

61.5

%

Engineering

 

8,549

 

2.0

%

13,897

 

3.7

%

Total

 

$

431,842

 

100.0

%

$

375,483

 

100.0

%

 

 

 

For the nine months ended June 30,

 

 

 

2012
Unaudited

 

2011
Unaudited

 

 

 

 

 

% of

 

 

 

% of

 

 

 

 

 

Segment

 

 

 

Segment

 

Segment

 

Revenue

 

Revenue

 

Revenue

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

East Construction Services

 

$

459,167

 

43.3

%

$

403,299

 

37.1

%

West Construction Services

 

567,351

 

53.5

%

647,640

 

59.6

%

Engineering

 

34,333

 

3.2

%

36,145

 

3.3

%

Total

 

$

1,060,851

 

100.0

%

$

1,087,084

 

100.0

%

 



 

Segment Gross Profit

(in thousands, except %)

 

 

 

For the three months ended September 30,

 

 

 

2012
Unaudited

 

2011
Unaudited

 

 

 

 

 

% of

 

 

 

% of

 

 

 

Gross

 

Segment

 

Gross

 

Segment

 

Segment

 

Profit

 

Revenue

 

Profit

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

East Construction Services

 

$

18,664

 

10.3

%

$

15,320

 

11.7

%

West Construction Services

 

35,602

 

14.7

%

34,377

 

14.9

%

Engineering

 

2,025

 

23.7

%

2,424

 

17.4

%

Total

 

$

56,291

 

13.0

%

$

52,121

 

13.9

%

 

 

 

For the nine months ended September 30,

 

 

 

2012
Unaudited

 

2011
Unaudited

 

 

 

 

 

% of

 

 

 

% of

 

 

 

Gross

 

Segment

 

Gross

 

Segment

 

Segment

 

Profit

 

Revenue

 

Profit

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

East Construction Services

 

$

47,442

 

10.3

%

$

45,658

 

11.3

%

West Construction Services

 

84,297

 

14.9

%

80,828

 

12.5

%

Engineering

 

6,152

 

17.9

%

7,671

 

21.2

%

Total

 

$

137,891

 

13.0

%

$

134,157

 

12.3

%

 

East Construction Services:  Revenues increased by $50.6 million in the 2012 third quarter, primarily due to the March 2012 acquisition of Sprint, which generated $33.5 million in revenue for the quarter.  Excluding the impact of Sprint, revenues increased by $17.1 million due primarily to increased industrial work in petrochemical and fertilizer facilities as a result of lower natural gas prices in the Gulf Coast area as well as increases in infrastructure and maintenance work related to the number and size of projects in petrochemical and power facilities.  Gross profit increased by $3.3 million in the 2012 third quarter, including $6.3 million of gross profit contribution from the Sprint acquisition.  Excluding the impact of the Sprint acquisition, decreased gross profit of $3.0 million was a result of lower margins of heavy civil projects, primarily due to larger highway projects in Louisiana in the prior year quarter.

 

West Construction Services:  Revenues increased by $11.1 million in the 2012 third quarter.  The 2011 third quarter included $48.3 million in revenues from the Ruby project.  Excluding the Ruby project revenues, revenues increased by $59.4 million in the 2012 third quarter, due primarily to a $17.7 million increase in the California underground business, a $10.3 million increase in the California industrial business, and $33.5 million for work in the Marcellus gas shale region. A significant contributor to the underground business was pipeline integrity work for the major California gas utilities, while work on power plants provided a major increase to the industrial business.  Excluding the 2011 third quarter Ruby project gross profit of $12.7 million, gross profit for the 2012 third quarter increased by $13.4 million, driven by the significant increase in volume in both the underground and industrial projects.

 

Engineering: Revenues decreased by $5.3 million, mainly due to the completion early in the quarter of several furnace upgrade and refurbishment projects for two major U.S. chemical companies.  Gross profit decreased by $0.4 million, primarily as the result of lower profit margins achieved on international projects at our Canadian location and higher margin project closeouts in the prior year.

 



 

Selling, general and administrative expenses (“SG&A”) were $26.0 million, or 6.0% of revenues for the 2012 third quarter, compared to $23.4 million, or 6.9% of revenues for the 2012 second quarter, an increase of $2.6 million.  The increased SG&A included a $0.7 million increase as a result of the Sprint acquisition and an increase of $1.9 million in compensation and compensation-related expenses, largely due to the costs of increased personnel associated with the higher volume of work.  Excluding the impact of Sprint, SG&A as a percentage of revenues was 5.8% for the 2012 third quarter.

 

Operating income for the 2012 third quarter was $30.3 million, or 7.0% of total revenues, compared to $32.0 million, or 8.5% of total revenues, for the same period last year.

 

Net other income and expenses in the 2012 third quarter was an expense of $1.4 million, a $1.3 million decline from net other income of $0.1 million in the 2011 third quarter.  The decline was primarily due to the near completion of the St. Bernard Levee Partners joint venture.

 

The provision for income taxes for the 2012 third quarter was $11.0 million.  The effective tax rate excluding income attributable to noncontrolling interests was 38.5% for the 2012 third quarter, compared to 39.7% in the prior year quarter.

 

Net income attributable to Primoris for the 2012 third quarter was $17.5 million, or $0.34 per diluted share, compared to net income of $19.3 million, or $0.38 per diluted share, in the same period in 2011.

 

Fully diluted shares outstanding for the 2012 third quarter increased by 0.7% to 51.4 million from 51.1 million in last year’s third quarter.  The increase was mainly due to shares issued as a result of Rockford meeting a defined performance target in 2011.  During the 2012 third quarter, the Company did not repurchase any shares of stock under the previously announced share repurchase program.

 

OTHER FINANCIAL INFORMATION

 

Primoris’s balance sheet at September 30, 2012 included cash and cash equivalents of $76.7 million, working capital of $106.1 million, total debt and capital leases secured by equipment of $81.7 million and stockholders’ equity of $316.2 million.  The balance sheet included a $14.9 million liability representing the estimated fair value for potential earn-out payments for Rockford’s financial performance for 2012, Sprint’s performance for 2012 and 2013, and Saxon’s performance for 2013 or 2014.

 

BACKLOG

 

At September 30, 2012, total backlog was $1.14 billion compared to $1.17 billion at December 31, 2011.  Primoris expects that approximately 26% of total backlog at September 30, 2012 will be recognized as revenue during the fourth quarter of 2012, with $155 million expected for the East Construction Services segment, $133 million for the West Construction Services segment and $8 million for the Engineering segment.  Primoris expects that an additional 48% of backlog will be recognized as revenue in 2013.

 

Backlog should not be considered a comprehensive indicator of future revenues, as a significant portion of Primoris’s revenues are derived from projects that are not part of a backlog calculation and projects that are considered a part of backlog may be cancelled by our customers.  For the nine months ended September 30, 2012, approximately $201.1 million of revenue was generated by projects that were not included in backlog.

 



 

CONFERENCE CALL

 

Brian Pratt, Chairman, President and Chief Executive Officer, and Peter J. Moerbeek, Executive Vice President and Chief Financial Officer will host a conference call today, Tuesday, November 6, 2012 at 11:30 am Eastern Time / 10:30 am Central Time to discuss the results.

 

Interested parties may participate in the call by dialing:

·            (877) 407-8029 (Domestic)

 

·            (201) 689-8029 (International)

 

The conference call will also be broadcasted live via the Investor Relations section of Primoris’s website at www.prim.com.  Once at the Investor Relations section, please click on “Events & Presentations”.  If you are unable to participate in the live call, the conference call will be archived and can be accessed for approximately 90 days.

 

ABOUT PRIMORIS

 

Founded in 1946, Primoris, through various subsidiaries, has grown to become one of the largest specialty contractors and infrastructure companies in the United States. Serving diverse end markets, Primoris provides a wide range of construction, fabrication, maintenance, replacement, water and wastewater, and engineering services to major public utilities, petrochemical companies, energy companies, municipalities, and other customers. Since December 2009, Primoris has more than doubled its size and the Company’s national footprint now extends from Florida, along the Gulf Coast, through California, into the Pacific Northwest and Canada.  For additional information, please visit www.prim.com

 

FORWARD LOOKING STATEMENTS

 

This press release contains certain forward-looking statements, including with regard to the Company’s future performance. Words such as “estimated,” “believes,” “expects,” “projects,” “may,” and “future” or similar expressions are intended to identify forward-looking statements.  Forward-looking statements inherently involve risks and uncertainties, including without limitation, those described in this press release and those detailed in the “Risk Factors” section and other portions of our Quarterly Report on Form 10-Q for the period ended September 30, 2012, which we expect to file on November 6, 2012, and other filings with the Securities and Exchange Commission.  Primoris does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

 

Company Contact

 

Peter J. Moerbeek

Kate Tholking

Executive Vice President, Chief Financial Officer

Director of Investor Relations

(214) 740-5602

(214) 740-5615

pmoerbeek@prim.com

ktholking@prim.com

 

### #### ###

 



 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

431,842

 

$

375,483

 

$

1,060,851

 

$

1,087,084

 

Cost of revenues

 

375,551

 

323,362

 

922,960

 

952,927

 

Gross profit

 

56,291

 

52,121

 

137,891

 

134,157

 

Selling, general and administrative expenses

 

26,014

 

20,103

 

69,684

 

60,425

 

Operating income

 

30,277

 

32,018

 

68,207

 

73,732

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Income (loss) from non-consolidated entities

 

(159

)

2,079

 

895

 

7,305

 

Foreign exchange gain (loss)

 

18

 

(214

)

(30

)

(250

)

Other expense

 

(382

)

(314

)

(961

)

(917

)

Interest income

 

96

 

39

 

143

 

297

 

Interest expense

 

(937

)

(1,516

)

(3,044

)

(4,240

)

Income before provision for income taxes

 

28,913

 

32,092

 

65,210

 

75,927

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

(10,965

)

(12,744

)

(24,875

)

(29,839

)

Net income

 

17,948

 

19,348

 

40,335

 

46,088

 

Net income attributable to noncontrolling interests

 

(432

)

 

(600

)

 

Net income attributable to Primoris

 

$

17,516

 

$

19,348

 

$

39,735

 

$

46,088

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic:

 

$

0.34

 

$

0.38

 

$

0.77

 

$

0.91

 

Diluted:

 

$

0.34

 

$

0.38

 

$

0.77

 

$

0.90

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

51,398

 

51,054

 

51,387

 

50,596

 

Diluted

 

51,404

 

51,054

 

51,402

 

51,085

 

 



 

CONDENSED CONSOLIDATED BALANCE SHEETS

 (In Thousands, Except Share Amounts)

(Unaudited)

 

 

 

September 30,

 

December 31,

 

 

 

2012

 

2011

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

76,654

 

$

120,306

 

Short term investments

 

6,380

 

23,000

 

Customer retention deposits and restricted cash

 

34,814

 

31,490

 

Accounts receivable, net

 

263,144

 

187,378

 

Costs and estimated earnings in excess of billings

 

63,931

 

41,866

 

Inventory and uninstalled contract materials

 

37,334

 

31,926

 

Deferred tax assets

 

10,659

 

10,659

 

Prepaid expenses and other current assets

 

7,992

 

13,252

 

Total current assets

 

500,908

 

459,877

 

Property and equipment, net

 

159,369

 

129,649

 

Investment in non-consolidated entities

 

12,322

 

12,687

 

Intangible assets, net

 

32,452

 

32,021

 

Goodwill

 

104,019

 

94,179

 

Total assets

 

$

809,070

 

$

728,413

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

133,098

 

$

106,725

 

Billings in excess of costs and estimated earnings

 

145,582

 

137,729

 

Accrued expenses and other current liabilities

 

84,783

 

59,923

 

Dividends payable

 

1,542

 

1,532

 

Current portion of capital leases

 

3,656

 

6,623

 

Current portion of long-term debt

 

16,107

 

13,870

 

Current portion of subordinated debt

 

 

15,167

 

Current portion of contingent earnout liabilities

 

10,050

 

3,450

 

Total current liabilities

 

394,818

 

345,019

 

Long-term capital leases, net of current portion

 

3,833

 

4,047

 

Long-term debt, net of current portion

 

58,109

 

55,852

 

Long-term subordinated debt, net of current portion

 

 

7,334

 

Long-term contingent earnout liabilities, net of current portion

 

4,879

 

9,268

 

Deferred tax liabilities

 

21,079

 

21,079

 

Other long-term liabilities

 

10,104

 

10,882

 

Total liabilities

 

492,822

 

453,481

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

Common stock-$.0001 par value; 90,000,000 shares authorized, 51,403,686 and 51,059,132 issued and outstanding at September 30, 2012 and December 31, 2011

 

5

 

5

 

Additional paid-in capital

 

155,605

 

150,003

 

Retained earnings

 

160,038

 

124,924

 

Noncontrolling interest

 

600

 

 

Total stockholders’ equity

 

316,248

 

274,932

 

Total liabilities and stockholders’ equity

 

$

809,070

 

$

728,413