Form 8-K - Current report

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: February 6, 2024

(Date of earliest event reported)

GENCOR INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

5201 North Orange Blossom Trail, Orlando, Florida 32810

(Address of principal executive offices) (Zip Code)

(407) 290-6000

(Registrant’s telephone number, including area code)

Delaware

001-11703

59-0933147

(State or other jurisdiction of

incorporated or organization)

Commission

File Number

(I.R.S. Employer

Identification No.)

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 (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered or to be registered pursuant to Section 12(b) of the Act

Title of Each Class

Trading

Symbol(s)

Name of Exchange

on which registered

Common Stock ($.10 Par Value)

GENC

NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.

Results of Operations and Financial Condition.

On February 6, 2024 Gencor Industries, Inc. issued a press release announcing its financial results for the first quarter of fiscal 2024. A copy of the press release is attached as Exhibit 99.1.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits


99.1		Earnings Release dated February 6, 2024

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.


	GENCOR INDUSTRIES, INC.

February 6, 2024	By:	/s/ Marc G. Elliott
		Marc G. Elliott, President

February 6, 2024	By:	/s/ Eric E. Mellen
		Eric E. Mellen, Chief Financial Officer

Index to Exhibits


Exhibit No.		Description

99.1		Earnings Release dated February 6, 2024

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit 99.1

GENCOR RELEASES FIRST QUARTER FISCAL 2024 RESULTS

February 6, 2024 (PRIME NEWSWIRE)—Gencor Industries, Inc. (the “Company” or “Gencor”) (NYSE American: GENC) announced today net revenues for the quarter ended December 31, 2023 of $26,018,000 increased slightly over net revenues for the quarter ended December 31, 2022 of $25,825,000. Increased revenues from parts sales and contract equipment sales recognized over time were mostly offset by decreased revenues from contract equipment sales recognized at a point in time. As a percent of sales, gross profit margins improved to 29.0% in the quarter ended December 31, 2023, compared to 22.5% in the quarter ended December 31, 2022 on improved manufacturing efficiencies and favorable price realization.

Product engineering and development expenses decreased $96,000 to $801,000 for the quarter ended December 31, 2023, as compared to $897,000 for the quarter ended December 31, 2022, due to reduced headcount. Selling, general and administrative (“SG&A”) expenses increased $551,000 to $3,350,000 for the quarter ended December 31, 2023, compared to $2,799,000 for the quarter ended December 31, 2022. The increase in SG&A expenses was primarily due to increased trade shows and professional expenses.

The Company had operating income of $3,383,000 for the quarter ended December 31, 2023 as compared to $2,119,000 for the quarter ended December 31, 2022. The increased operating income was due to improved gross profit margins for the quarter ended December 31, 2023.

For the quarter ended December 31, 2023, the Company had net non-operating income of $2,235,000 compared to $2,455,000 for the quarter ended December 31, 2022. Net interest and dividend income for the quarter ended December 31, 2023 was $716,000 compared to $493,000 for the quarter ended December 31, 2022. The increase was primarily due to higher rates earned on fixed income investments coupled with the Company reallocating a majority of its holdings in equities to fixed income in January 2023. Net realized and unrealized gains on marketable securities for the quarter ended December 31, 2023 were $1,519,000 compared to $1,962,000 for the quarter ended December 31, 2022.

The effective income tax rates for the quarters ended December 31, 2023 and December 31, 2022 were 23.0% and 24.0%, respectively. Net income for the quarter ended December 31, 2023 was $4,326,000, or $0.30 per basic and diluted share, compared to net income of $3,476,000, or $0.24 per basic and diluted share for the quarter ended December 31, 2022.

At December 31, 2023, the Company had $104.8 million of cash and marketable securities compared to $101.3 million at September 30, 2023. Net working capital was $169.8 million at December 31, 2023 compared to $164.8 million at September 30, 2023. The Company had no short-term or long-term debt outstanding at December 31, 2023.

The Company’s backlog was $61.3 million at December 31, 2023 compared to $42.5 million at December 31, 2022.

Mr. Marc Elliott, President, stated, “Gencor is benefiting from one of our largest backlogs of asphalt plants and equipment in the company’s history. We are pleased to begin fiscal 2024 with a backlog of $61.3 million, representing an increase of 44% year over year. Many of our customers placed orders early in anticipation of continued strong demand for road work in 2024 and beyond, resulting in the need for our quality products.

Gross profit increased 29% from the previous year due to improved manufacturing costs and efficiencies, resulting in a 59% increase in operating income for the quarter. Current quoting activity remains steady as we react to vigorous market demands. Gencor continues to see opportunities across all regions of North America as we prepare for the upcoming World of Asphalt show in Nashville, where our quality products will be on display.”

Gencor Industries, Inc. is a diversified heavy machinery manufacturer for the production of highway construction materials and equipment and environmental control machinery and equipment used in a variety of applications.


GENCOR INDUSTRIES, INC. Condensed Consolidated Income Statements For the Quarters Ended December 31, 2023 and 2022 *(Unaudited)*
	2023		2022
Net revenue	$	26,018,000	$	25,825,000
Cost of goods sold		18,484,000		20,010,000

Gross profit		7,534,000		5,815,000
Operating expenses:
Product engineering and development		801,000		897,000
Selling, general and administrative		3,350,000		2,799,000

Total operating expenses		4,151,000		3,696,000

Operating income		3,383,000		2,119,000

Other income, net:
Interest and dividend income, net of fees		716,000		493,000
Realized and unrealized gains on marketable securities, net		1,519,000		1,962,000

		2,235,000		2,455,000

Income before income tax expense		5,618,000		4,574,000
Income tax expense		1,292,000		1,098,000

Net income	$	4,326,000	$	3,476,000

Basic income per common share	$	0.30	$	0.24

Diluted income per common share	$	0.30	$	0.24


GENCOR INDUSTRIES, INC. Condensed Consolidated Balance Sheets *(Unaudited)*
ASSETS	December 31, 2023		September 30, 2023
Current assets:
Cash and cash equivalents	$	18,559,000	$	17,031,000
Marketable securities at fair value (cost of $86,134,000 at December 31, 2023 and $85,514,000 at September 30, 2023)		86,231,000		84,252,000
Accounts receivable, less allowance for doubtful accounts of $485,000 at December 31, 2023 and $545,000 at September 30, 2023		4,028,000		2,467,000
Costs and estimated earnings in excess of billings		6,164,000		1,508,000
Inventories, net		72,209,000		71,527,000
Prepaid expenses and other current assets		2,377,000		2,169,000

Total current assets		189,568,000		178,954,000

Property and equipment, net		12,947,000		13,246,000
Deferred and other income taxes		2,855,000		3,167,000
Other long-term assets		288,000		381,000

Total Assets	$	205,658,000	$	195,748,000

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	3,709,000	$	3,269,000
Customer deposits		12,702,000		6,815,000
Accrued expenses		3,103,000		3,753,000
Current operating lease liabilities		235,000		328,000

Total current liabilities		19,749,000		14,165,000

Total liabilities		19,749,000		14,165,000

Commitments and contingencies
Shareholders’ equity:
Preferred stock, par value $.10 per share; 300,000 shares authorized; none issued		—		—
Common stock, par value $.10 per share; 15,000,000 shares authorized; 12,338,845 shares issued and outstanding at December 31, 2023 and September 30, 2023		1,234,000		1,234,000
Class B Stock, par value $.10 per share; 6,000,000 shares authorized; 2,318,857 shares issued and outstanding at December 31, 2023 and September 30, 2023		232,000		232,000
Capital in excess of par value		12,590,000		12,590,000
Retained earnings		171,853,000		167,527,000

Total shareholders’ equity		185,909,000		181,583,000

Total Liabilities and Shareholders’ Equity	$	205,658,000	$	195,748,000

Caution Concerning Forward Looking Statements—This press release and our other communications and statements may contain certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including statements about the Company’s beliefs, plans, objectives, goals, expectations, estimates, projections and intentions. These statements are subject to significant risks and uncertainties and are subject to change based on various factors, many of which are beyond the Company’s control. Actual results may differ materially depending on a variety of important factors, including the financial condition of the Company’s customers, changes in the economic and competitive environments and demand for the Company’s products. In addition, the impact of the invasion by Russia into Ukraine and the conflict between Israel and Hamas, as well as actions taken by other countries, including the U.S., in response to such conflicts, could result in a disruption in our supply chain and higher costs of our products. The words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “target,” “goal,” and similar expressions are intended to identify forward-looking statements.

For information concerning these factors and related matters, see the following sections of the Company’s Annual Report on Form 10-K for the year ended September 30, 2023: (a) Part I, Item 1A, “Risk Factors” and (b) Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. However, other factors besides those referenced could adversely affect the Company’s results, and you should not consider any such list of factors to be a complete set of all potential risks or uncertainties. Any forward-looking statements made by the Company herein speak as of the date of this press release. The Company does not undertake to update any forward-looking statements, except as required by law.

Unless the context otherwise indicates, all references in this press release to the “Company,” “Gencor,” “we,” “us,” or “our,” or similar words are to Gencor Industries, Inc. and its subsidiaries.

Contact:

Eric Mellen, Chief Financial Officer

407-290-6000

Document and Entity Information	Feb. 06, 2024
Cover [Abstract]
Entity Registrant Name	GENCOR INDUSTRIES INC
Entity Address, State or Province	FL
Amendment Flag	false
Entity Central Index Key	0000064472
Document Type	8-K
Document Period End Date	Feb. 06, 2024
Entity Address, Address Line One	5201 North Orange Blossom Trail
Entity Address, City or Town	Orlando
Entity Address, Postal Zip Code	32810
City Area Code	(407)
Local Phone Number	290-6000
Entity Incorporation State Country Code	DE
Entity File Number	001-11703
Entity Tax Identification Number	59-0933147
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock ($.10 Par Value)
Trading Symbol	GENC
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false