Badger Meter Inc (BMI) 2013 Q1 法說會逐字稿

Good day, ladies and gentlemen, and welcome to the quarter one 2013 Badger Meter earnings conference call.

My name is Rachel and I will be your operator for today.

At this time, all participants are in a listen-only mode.

We will conduct a question-and-answer session towards the end of this conference.

(Operator Instructions).

As a reminder, this call is being recorded for replay purposes.

I would now like to turn the call over to Richard E. Johnson, Senior Vice President-Finance, CFO and Treasurer.

Please proceed.

Thank you very much, Rachel.

Good morning, everyone, and welcome to Badger Meter's first-quarter conference call.

I want to thank all of you for joining us.

As usual, I will begin by stating that we will make a number of forward-looking statements on our call today.

Certain statements contained in this presentation as well as other information provided from time to time by the Company or its employees may contain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in these forward-looking statements.

Please see yesterday's earnings release for a list of words or expressions that identify such statements and the associated risk factors.

Let me reiterate some of our guidelines.

For competitive reasons, we do not comment on specific individual product line profitability other than in general terms, nor do we disclose components of cost of sales, for example, copper.

More importantly, we continue our practice of not providing specific guidance on future earnings.

We believe specific guidance does not serve the long-term interests of our shareholders.

Yesterday after the market closed we released our first-quarter earnings for 2013.

As you saw, sales for the three months ended March 31, 2013, decreased $4.4 million or 5.8% to $71.8 million compared to $76.2 million in the same period last year.

The decrease was due to lower sales of both municipal and industrial products although the industrial products show an increase year over year because last year we had only two months of the Racine Federated product lines in our results.

This year we had three months of sales.

Municipal water sales represented 65.1% of sales for the first quarter of 2013.

These sales decreased $5.5 million or 10.5% from $52.3 million in the first quarter of last year to $46.8 million in this year's first quarter.

Our municipal water business has always been very seasonal, primarily due to the fact that many utilities slow down or even stop meter replacement activity during the winter months, causing our first and fourth quarters to usually be weaker than our second and third quarters.

During the winter months, snow cover causes difficulty in locating pit meters.

Excessive snow can also cause some utilities to divert funds and crews from meter replacement to snow removal activities.

Recently, we were able to obtain snow cover statistics from the Rutgers University Global Snow Lab.

We found a strong correlation between first-quarter snow cover data and our first-quarter municipal water meter sales noting that increased first-quarter snow cover resulted in lower first-quarter sales and vice versa.

The decrease in this year's first-quarter municipal water meter sales follows that pattern.

The snow cover in the contiguous 48 states was 22% below normal last year but 15% above normal this year.

We believe that this unusual 47% increase in snow cover was a primary contributor to our weaker first quarter.

We saw a similar pattern in 2011 when first-quarter snow cover was 25% above normal and our municipal water sales were also down in that quarter.

Often these weather events cause delays in meter orders with a weaker first quarter followed by a stronger second quarter as we saw in 2011.

Similarly we also expect to see a second -- a stronger second quarter this year.

In addition, we looked at states that were hard hit by Hurricane Sandy and found that sales were down nearly 30% in those states.

We attribute this to the current focus on repairing and replacing infrastructure in the communities affected by the hurricane, the meters will come later.

And so while sales of residential meters were down nearly 10%, and commercial meter sales are down almost 17% both compared to 2012's first quarter, we don't believe that this is anything more than our normal lumpiness.

And it is likely that other lingering factors such as continuing concerns over municipal budgets now more due to sequestration concerns and housing starts also played a role, but we truly believe weather was the main culprit for the sales decline quarter over quarter.

Industrial flow products represented 36% (sic -- see Form 10-Q, "30.6%") of sales for the first three months of 2013.

As I noted, these sales did increase by $0.5 million or 2.3% to $22 million from $21.5 million last year.

The increase was solely due to including an extra month of the Racine product sales in the results.

On a comparable basis, industrial product sales on average were down 13% to 14%, which we find to be similar to other industrial manufacturers who are seeing an overall weakness in industrial orders.

Specialty products -- specialty applications represented 4.3% of sales for the first quarter of 2013.

These sales increased $600,000 in the first quarter to $3 million from $2.4 million in the same period last year.

Again included in this group is the concrete products line from Racine which has three months this year versus two months last year.

The gross margin as a percent of sales was 34.9% in the first quarter compared to 37.9% last year.

Clearly the lower volume of products sold had a negative impact on our factory utilization, resulting in the lower margin percentage.

Selling, engineering, and administration expenses increased about 8.8% over the same period in 2012.

This increase was due to having three months of expenses for Racine compared to two last year, amortization of the intangibles associated with that acquisition and amortization of software installed as we integrate our industrial product line systems.

Those three items constitute the majority of the increase quarter over quarter.

Interest expense is up slightly due to the higher average debt balances this quarter compared to the first quarter of last year.

The provision for income taxes for the quarter had an effective tax rate of 35.1% compared to 37.4% last year.

Our estimate for the year is the same at 37.4% although we were able to recognize the R&D tax credit for 2012 in this quarter.

The legislation for that credit was passed shortly after the first of the year, making it a first-quarter event.

That brought the percentage down this quarter to 35.1%.

As a result of all this, net earnings from continuing operations were $2.9 million or $0.20 per diluted share as compared to $6.2 million or $0.42 per diluted share last year.

Our financial condition remains strong.

Despite lower than anticipated earnings, we still generated $4.7 million of cash from operations, a portion of which was used to reduce debt.

At the end of the quarter, debt as a percentage of total capitalization was approximately 27%.

With that, I will turn the call over to Rich Meeusen, Badger Meter's Chairman, President, and CEO for his comments.

Rich?

Thank you, Rick, and thank all of you for joining us today.

I know that this gets turned into a transcript, so just to clarify something Rick did misstate, he said that industrial sales were 36% of total sales in the first quarter.

He meant 30.6%, so there is no confusion later.

As Rick discussed, this was a challenging quarter for us, but it also exemplifies the lumpiness in our municipal water business that we have discussed in the past.

First-quarter sales can be significantly impacted both favorably and unfavorably by weather patterns.

However all of our utility customers still need to replace aging meters and many are moving forward with technology improvements.

As such, we believe that these unusual quarterly dips tend to even out over time.

There were a couple of other significant announcements included in our earnings release on which I want to expand.

The first is the recent acquisition of Aquacue, a small Silicon Valley software technology company.

As we have discussed in the past, our fixed network meter reading systems are able to provide large volumes of data to our municipal water utility customers.

We currently offer state-of-the-art advanced metering and analytic software to help our customers analyze and act on the available data.

But we are also working to expand and improve our software offerings with more features and greater capability.

Aquacue has developed and patented unique technology that will significantly enhance our product offerings.

With this acquisition, we have made a significant leap forward on our technology development roadmap.

We will be able to integrate the Aquacue technology into our systems to provide the water utility market with a unique and full-featured meter reading and analysis system.

We expect to introduce new products in the early part of next year that utilize the Aquacue technologies.

The second announcement is also very significant.

In January of this year, one of our competitors, Elster AMCO Water, LLC announced their decision to stop producing and selling mechanical water meters in North America effective June 30 of this year.

This decision not only created an opportunity for all of the remaining companies to win this available market share, but it also had the potential to impact Elster customers who had long-term water meter supply contracts.

When we were informed of Elster's decision, we immediately contacted them and offered to work together to assist their customers in a smooth transition to the Badger Meter mechanical water meters.

After working out the details, we reached an exclusive agreement last month.

Elster AMCO has recently notified its customers that they have selected Badger Meter as the recommended supplier for mechanical water meters after June 30.

We are currently in the process of making joint sales calls at those customers with both Elster and Badger Meter salespeople to work out the details for each customer.

We view this as a significant opportunity for Badger Meter and we have been very impressed with the co-operation shown by Elster AMCO as well as their concern for their customers.

We believe that this agreement will have a positive impact on the second half of this year.

With that, we would be happy to take any questions you may have.

(Operator Instructions).

Ryan Connors, Janney Montgomery.

On this -- first off, on this Elster agreement, pretty interesting.

Is there anything you can tell us about the economics or the structure of that?

I know you probably can't get into specifics, but just any additional color on exactly what the composition of that is.

Well, there are two aspects to it.

One is that we have agreed to make these joint sales calls and offer those customers an opportunity to move smoothly from Elster mechanical meters to Badger.

In most cases, that means that we will take those customers at Elster's pricing or as close thereto as possible.

That is not as perhaps as strong a margin as we have seen in the past, but we think in a transition period it will be beneficial; and it will certainly contribute to our throughput in our factory and contribute to our margins.

The second aspect of it is that Elster, to their credit, is also very concerned about supporting warranty on their customers going forward.

So we have worked with Elster on a warranty agreement where we will continue to work with Elster after June 30 to help customers resolve warranty issues with any Elster products that may come up.

And Badger will obviously be reimbursed for that from Elster, but our number one concern was to make sure that those customers are able -- are properly serviced and able to get the meters that they need going forward.

So those are the major aspects of the agreement.

Got it.

Okay.

And then, just a question on the -- obviously you mentioned weather as a headwind, but is there any way that you can disaggregate the underlying strength or lack thereof in the municipal market in general?

Obviously it is a market where there is a lot of debate on the trajectory there.

You are right.

And it is -- it is very hard, Ryan, as you know, to look at one quarter.

And even eliminating the snow effects, say, this is what is happening in one quarter.

This is a market that moves slowly over a long period of time and I think it would be very hard to say.

We know that anecdotally talking to our customers, there are still concerns about budgets, municipal budgets and whether or not the federal government is going to be able to continue to fund the safe drinking water revolving funds that go into all the states, which is a source for money for a lot of the utilities.

We know that that is a concern.

On the other hand, we have not heard utilities saying, as a result, we are going to delay any major projects or we are going to stop replacing meters; certainly the replacement cycle has to be done, in many states it's by law.

So that is going to continue.

So I am fairly confident that we are going to continue to see good growth going forward with the industry.

We just run into these hiccups from time to time, whether it is weather or government or whatever, and it makes a lumpiness in our business.

Got it.

And then last one for me, there seems to be a greater interest among utilities in fixed networks lately.

And so, I wanted to get your opinion -- your view on whether you agree with that and whether you are seeing that in the marketplace.

And then related to that talk about how the traction of the AMA product has progressed.

Yes and you are right, Ryan.

We are seeing more and more interest in shifting from mechanical read meters directly to fixed networks rather than going mechanical to drive-by to fixed networks.

I think the customers that are taking on drive-by still want it, they still like it and they are still moving forward with that.

But there are -- customers used to have one option, go from a local read meter, a manual read meter to drive by and now they have two options, drive-by or fixed network.

And there is a lot of interest in the fixed networks.

One of the things we have seen is there's concern about the amount of infrastructure.

And for some of our competitors, they have less infrastructure although a more expensive alternative.

Our particular offering has more infrastructure, us and others, us, Itron, Neptune, we all have a little more infrastructure although a lower-cost offering in total.

So it is a question of what the customers prefer.

Some customers like the less infrastructure, some customers like the lower cost and it is what they want to go to.

That's very helpful.

Thanks for your time this morning.

Ryan, Rick has additional comments.

(inaudible--microphone inaccessible).

Rich Eastman, Robert W. Baird.

Rick, I know you were answering that question, but you weren't by the mic or something.

So do you want to answer it as part of this, feel free.

Hold on a second, Rick, we may have a technical problem here.

Can you hear me now?

Yes.

Okay, good.

Let me try -- (multiple speakers).

I just want to finish because I think the other thing is as utilities are starting to get demands from their customers, have information available online and really that dovetails in with our Aquacue acquisition where this idea that I want to be able to sign in on -- if I am a water customer I want to sign in to my local utility.

Eventually I may want to pay the bill on that and all that because this whole generation, this next generation of people coming up, has done nothing but doing things on the Web and I think water utilities dovetails into why there is more interest in networks are going to have to go that route in order to be able to respond to that.

That was the answer for that question.

It took me forever to get on, but we finally got it.

I will thank you for the previous caller.

Can you just tell us, I know we want to get away from talking to RFI's sales on a quarterly basis now that it is annualized, but can you just give us the first quarter of 2013 sales for RFI just so we can -- was there any growth there year over year and what that incremental number was?

Well, no, I think we commented on it.

On a comparable basis, industrial orders pretty much across the board were down in that I think I said 13%, 14% when you put three months against three months.

Okay.

But that includes our industrial and our -- we are really looking at it (multiple speakers).

So I can't really do that math, but was RFI sales for the quarter $11 million or something like that?

What I am curious of was there growth at RFI year over year?

And secondarily was the gross margin relatively consistent at RFI?

Yes.

Okay, so yes and yes?

Margin was consistent, but there was no growth.

We talked about industrial being down 13%, 14%, most of that is RFI.

They brought more to the table than our old legacy businesses.

Okay.

All right, got you.

And then, Rick, is there -- in the SG&A line, you mentioned these three items -- amortization, the extra month and then the IT system spend -- to integrate.

Was there any expenses from the Aquacue acquisition or does that SG&A run out at a $20 million a quarter run rate for the balance of the year?

Yes.

There were obviously some expenses, but that acquisition was really not that -- from a cost standpoint was not that significant to us where it rises to the point where it influences that number.

But, Rick, if you pull out the one month of RFI, that difference between the two, instead of an 8% increase you are looking at about a 2% increase.

So our core expenses went up about 2% year over year.

So it wasn't -- it really wasn't that significant.

The biggest impact of the increase was the fact that there was one more month of all the RFI expenses in there.

Okay, and then obviously the sales number here was a little bit light, so it exposed just the base inflation in the business?

Because that number looked little bit bigger than it should've been.

Correct.

Yes.

And then just two things I wanted to circle up from a revenue perspective.

We bumped into something this -- National Resource of Defense Fund and a few utilities were talking about increasing the standards for residential meters to tighten the accuracy.

And I don't know if that gets any momentum, but the combination of that with concerns about state revolving funds, funding by the Feds, are those two things -- are they going to impact the business longer term or is that just a quarter or two?

This is Rich.

I have not heard anything about the National Resources Defense Fund calling for tighter meter standards.

I mean meters right now, the standard is a plus or minus 1.5% accuracy and I am not quite sure how tightening up that standard is going to dramatically impact the environmental situation in the United States around water.

I do think there is concern over government funding as I have spoken in the past.

And, Rich, this agreement with Elster, why was that necessary?

Again, Elster has got 8% to 10% share, you guys are number one or number two in mechanical meter sales, you know where they reside.

Why -- do we have to pay them a royalty or anything on the coal marketing and coal sales?

Why is that necessary to gain share in that space?

Eastman, I have to give you credit, that is a decent question.

Thanks.

I figured I'd keep going until I hit one.

Right.

Even a blind chicken finds a piece of corn once in a while.

(Laughter) sorry.

The fact is that when Elster made this announcement it started a scramble by us and all of our competitors to call on those customers.

We all went in and we started saying to those customers, we are the company you should switch over to.

We felt there was an opportunity to get a competitive advantage in the scramble.

And the competitive advantage would be to -- instead of walking in cold and saying, I know the other competitors have just been in here, but I am different and you should consider using my meters, to walk in with the Elster salesperson that this customer has been working with for maybe the last 10, 20 years and who the customer frankly trusts.

This is a relationship business.

And so this is a huge opportunity for Badger Meter where, unlike our competitors, we are walking in with the salesperson who knows that customer, who has worked with that customer, who has served that customer for very well.

And that salesperson is saying, we are recommending that you switched over to Badger meters and not one of the other competitors.

That is the reason it was a very -- to us, a very valuable opportunity.

Secondly, no.

There is no royalty.

Elster was not looking for anything like that.

What Elster's number one concern was, to their credit, was they wanted to serve their customers well.

They wanted to make sure that their customers were not negatively impacted by this decision for mechanical meters and that is what the focus was on.

Okay.

And they are still in the -- anticipate playing in the e-meter market, though?

Yes, I believe so.

I believe Elster is still going to be selling electronic meters and other devices in North America.

I understand.

Thank you.

Chip Moore, Canaccord.

Morning.

I was wondering if you could talk a little bit about the competitive environment in general and any changes you are seeing out there.

We talked a little bit about Mueller last quarter.

Any updates there?

Well, I think obviously the thing that has changed the competitive environment for us in the last few months is that Elster decision.

And we are -- Elster is no longer actively pursuing new accounts.

That certainly is having an impact on the dynamics of the marketplace.

I think any time you take some capacity out of a marketplace it opens an opportunity for perhaps some improved pricing and some opportunity to gain market share.

And that is what is happening right now.

And on the opposite end of that spectrum, is there any sort of near-term opportunity for competitors that price more aggressively?

Are you seeing anything like that?

I think we are all starting to see that.

Okay.

And then on the acquisition, does that address something specific that your customers were looking for or is this more of a longer term opportunity?

Well, I wouldn't say it is longer term, because we intend to be able to start introducing products as early as the first quarter of next year as a result of this acquisition.

So if you consider that long term -- I mean in the software business that is long term.

In the hardware business or in the water meter business that is maybe not long term.

And I think it does address some specifics.

But I am being purposely vague.

I don't want to go into a lot of detail because I don't necessarily want to telegraph to our competitors exactly what we are going to be coming out with.

Sure, that is fair.

And then lastly, back to the weather, some historical context.

You touched on it in terms of last winter, seemed like we had no snow and then I think it was a couple of years ago we kept getting hit with storms.

How this compared versus that period and you saw pretty a big snapback sequentially I think in that Q2 of 2011 and how you see that playing out.

Thanks.

Well, and if you look at the last 10 years, the data from Rutgers, you'll find that the two first quarters that had the highest amount of snow cover in the contiguous 48 states was the first quarter of 2011 and the first quarter of 2013 out of the last 10 years.

And interestingly, the first quarter of 2011 for us was a very weak quarter.

I think we did about $0.22 that quarter and the first quarter of this year was very weak.

But then again if you look, you'll see that the second quarter of 2011 came back stronger.

Likewise, the first quarter of 2012 was unusually -- was an unusual quarter in that it lacked snow and we had a very strong first quarter.

So we have always known that these patterns exist.

We haven't exactly had numbers to correlate them, but this now gives us some numbers and I think it is a pretty strong correlation, all other things being equal.

Thanks.

Hasan Doza, Water Asset Management.

Good morning, guys.

How are you?

A couple of follow-up questions.

You had mentioned that competitors are scrambling after the Elster market.

So my question would be are your competitors being rational when they are competing for Elster's market share?

What competitive pricing environment are you seeing specifically as they scramble for these Elster meters?

I would say thus far we are seeing that they are being rational.

We know that Elster had some fairly aggressive pricing on some of those accounts and they also recognized and I think, frankly, the customers recognized it too that it wasn't the kind of pricing that could be sustained long term.

So as we are getting into talking to those accounts, they realized that prices have to come up on those types of accounts in order for any of us to remain -- for any of us to be able to provide and service those customers on a reasonable basis.

So I haven't seen anybody going in there and doing the opposite, trying to cut prices further or being overly aggressive.

I think there is a lot of rationality we are seeing in the marketplace.

In terms -- go ahead.

I also think we have seen some customers that they are under a two- or three-year contract that it has simply gone to the next bidder.

If the contract was awarded a year ago, they just went to the next bidder and just continued on.

So we won't see the full impact of this until some of those bid periods are over also.

Okay, so essentially if you are a city and you signed a two-year contract with Elster, can you or can you not buy meters from someone else?

Or what is going to be the arrangement in between now and when the contract expires in terms of getting supply of Elster meters?

Yes.

That is too hard a question because it varies literally by city by city.

There are some cities that have just gone to the next bidder and have continued.

There are some cities that are continuing to work with Elster, they are bringing us to the table.

It is going to vary city by city.

And to answer specifically for an overall answer like that, it is just not possible.

The one fact we do know is that after June 30, they will not be able to get Elster mechanical meters.

That is a definite fact.

And we also -- they all know that basically the other companies are willing to step up and provide them meters, perhaps at a different price, but we are all there willing to provide them.

Where Badger has a bit of an advantage is we are being brought to the table by Elster, which means that Elster's relationship with that customer can, to some extent, benefit Badger.

In relation to the acquisition, I understand it is a small acquisition, $14 million, Aquacue.

As you mentioned, the company is not generating significant revenues today, but how do you kind of think about in your acquisition portfolio in terms of your accretion, years to accretion, and also the rate of return that you would want to earn in any acquisition?

So can you help me understand as to how can we get to accretion and what type of returns you think you can earn on this $14 million that you invested in this company?

Well, you mentioned any kind of acquisition, so let's back up.

There are two types of acquisitions.

There's one where we are acquiring an existing company with an existing customer base and existing sales and EBITDA, such as Racine Federated.

Racine Federated was immediately accretive on our acquisition.

It has done very well for us.

We have been done very pleased with it.

We were able to take some costs out of it through the integration and we were able to cross-sell to a lot of our customers and take a much stronger market share.

So that has been very good for us.

In the case of Aquacue, this is a technology acquisition.

This is not an acquisition of an ongoing business that has strong sales and EBITDA and margin and all of that.

This is purely acquiring a company in order to get the intellectual property out of it and to get the employees, who are all engineers and who will continue to work for Badger Meter and continue to develop the products that they have developed so far, and integrate them into Badger's products.

So there is not an immediate accretion on it.

If anything, it adds a little bit to our engineering expense for the rest of the year in the terms of these additional employees and the amortization of the patents and that sort of thing.

But where we look at it is, in 2014 as we introduced the new products that integrate the Aquacue technology, we should be able to gain market share then and grow our business and that is where we start seeing the accretion from the acquisition.

Okay.

In terms of housing starts, if you look at the last three months in the first quarter, would you be able to quantify how many new meters you saw coming into your portfolio because of the increase in housing starts during the first quarter?

Yes, that is something we have never been able to quantify.

The problem is when we send meters to a city they don't tell us these meters are going in new houses versus these meters are being used for replacement.

The city or the distributor buys the meters, they put them on a shelf and we are unable to get that data back.

The best we can do is take a look at the overall housing starts in America and make some inference about whether or not we are generating meter sales as a result of those housing starts.

Clearly, compared to where housing was at the trough of about 500,000 new residential houses in America, we are up from that.

And it is helping us.

But where we were a few -- before the recession, when we were doing 1.5 million, 1.6 million houses a year, we still have a long ways to go.

But would you be at least be able to quantify because housing starts, from the bottom -- and as you mentioned 500,000, [there] at 1 million.

So, if housing starts went up by 500,000, say in the one-year period, from the data that you have, how many new incremental meters did Badger Meter take in from the bottom of the housing starts?

Do you have that data?

Well, first I am not sure housing starts went from 0.5 million to 1 million in one-year.

They are projected to.

But an annualized rate is what you're saying?

Yes, exactly.

If you follow that correlation, then wouldn't you be able to get a sense as to how many new meters that you have gotten since (multiple speakers) housing starts?

Right, you could take the number of new houses, you could assume that maybe 80% of them have meters because 20% are on private wells.

You could take that 80% and assume that we got 30% market share and come up with a number, yes.

Okay.

And last question, guys.

On Hurricane Sandy, you guys mentioned Hurricane Sandy -- the lingering effects of Hurricane Sandy impacting the sales this quarter.

I'm a little bit surprised because Hurricane Sandy was a fourth-quarter event last year and I didn't really hear a lot of impact in your fourth-quarter results.

So why is it showing up now?

And secondly, it is a long-term reconstruction project, so when do you expect the sales that were destroyed from Hurricane Sandy to return to Badger Meter?

Let's answer your first question.

It is more of a first quarter because there's always inventory on the shelves at the local utility.

So what we basically -- we were shipping in the fourth quarter to replenish the normal replacement.

When Hurricane Sandy hit, October -- it was October, right?

Yes, October, yes.

October, it was somewhere in there, at the end of October.

And so basically from that point forward, they didn't put orders in because they weren't taking many more meters off the shelves at their local locations.

Now as far as when it returns to normal, that is just -- it is a long-term recovery thing.

It is kind of like Hurricane Katrina was years ago.

In certain cases, you have to rebuild the homes first before you can worry about putting a meter in.

I think that -- there weren't as many homes destroyed as there were things disrupted.

So I think over time that will come back, and I know it is coming back just based upon the news articles, but it is over time.

But it clearly -- that had an impact.

When we look at the eight states directly affected and see a 30% sales decline, and plus talking to our salespeople who have been out there, they are not worried about putting in meters right now in those locations.

They are worried more about testing the infrastructure, making sure that any floodwaters didn't do damage, replacing pumps and the like.

I expect that part to resume shortly.

Thank you very much, guys.

Have a good day.

(Operator Instructions).

Bob Turner.

This is Bob Turner from RBC.

My question is do you -- are you getting any synergy from the companies you have purchased for your robotic manufacturing system that you have for industrial pumps?

I mean, industrial meters.

Bob, I am not sure what you mean by our robotic manufacturing system for industrial meters.

I am kind of lost on that one.

This is the system you have in your Milwaukee factory to -- that doesn't really require much setup time, that you do the large meters -- the large meters for for beer and soda, those type of things.

Are you getting other business from the companies?

That has been one of the smaller portions of your business.

I am just curious if these acquisitions are helping that area out or not.

Right.

Well, yes, we are making some -- we make some industrial products here in Milwaukee, but with the acquisitions and probably the two that were most significant to that, were Racine and Cox, which we made a couple of years ago.

Cox makes the meters for John Deere and Caterpillar and companies like that.

Racine makes meters for a much broader version.

We have not brought any of that production into the Milwaukee facility.

We have left that production in the Racine and Phoenix facilities where they are.

We have been able to have our industrial engineers get involved and find ways to increase productivity.

We are making a major investment in Racine to improve their flow testing, using our knowledge of flow testing.

So we have been able to get some synergies out of that and we will continue to see them going forward.

All right.

Thank you.

Richard Eastman, Robert W. Baird.

Just one follow-up.

Rick, when you mentioned and talked to the utility piece of the business, you suggested residential was down 10% and commercial down 17-ish.

Within -- just from a mix perspective, within residential, the down 10% number, was your local reader -- just mechanical meter business down more or less than that?

In other words, was the automation piece down more and, hence, a negative kind of gross margin mix impact?

Yes.

The actual, the plain-vanilla water meters, the manual read meters, that was up slightly.

Now again, that is not a big piece of the business, but we did see a slight increase there.

So there was some mix impact in there, Rick, to answer your question.

Okay.

It must have been fairly substantial though.

If your shop overhead on the manual meter reader side if your volumes were up a little bit, then your automation again was down pretty meaningfully then?

The automation piece?

Well, that is a fair comment.

That is a fair comment, yes.

Okay.

Because copper, again, thinking about the one quarter lag, copper was actually a bit of a negative for you in this quarter, but it will turn positive, I think, right?

Well, if it stays down around the $3.20 it is at this morning, it certainly will.

It was -- but it was a small negative this quarter.

Yes, okay.

All right, thanks again.

Thank you for your question.

There are no further questions so now I'd like to turn the call over to Richard Meeusen for closing remarks.

Thank you.

And in closing let me reiterate that while this was another challenging and lumpy quarter, we are optimistic about the rest of 2013 and beyond.

We are excited about the opportunities of both the Aquacue acquisition and the Elster AMCO agreement represent for our Company and we will be working hard to integrate those and to pursue those opportunities.

So thank you for the time today.

Thank you.

Ladies and gentlemen, that concludes your participation in today's conference call.

Thank you for joining.

You may now disconnect.

Good day.