CECO Environmental Corp (CECO) 2006 Q3 法說會逐字稿

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  • Operator

  • Good morning.

  • My name is Gina and I will be your conference facilitator today.

  • At this time I would like to welcome everyone to the Met-Pro third-quarter 2006 earnings conference call.

  • All lines have been placed on mute to prevent any background noise.

  • After the speakers' remarks there will be a question-and-answer session. (OPERATOR INSTRUCTIONS)

  • Mr. Bittle, you may begin.

  • Kevin Bittle - Manager, Creative Services

  • Good morning and welcome to Met-Pro Corporation's earnings conference call for the third quarter ended October 31, 2006.

  • My name is Kevin Bittle and I'm with the Company's creative services department.

  • With me on our call this morning is Ray De Hont, our Chairman and Chief Executive Officer, and Gary Morgan, our Senior Vice President of Finance and CFO.

  • A few comments before we begin.

  • During today's call we will be referring to our earnings release for the third quarter ended October 31, 2006.

  • The earnings release is available on the Investor Relations page of our corporate website, www.met-pro.com.

  • I would also remind you that any statements made today with regard to our future expectations may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

  • Please refer to our annual report for the fiscal year ended January 31, 2006 that was filed with the SEC for important factors that among others could cause our actual results to differ from any results which might be projected, forecasted, or estimated in any such forward-looking statements.

  • With that, I will turn the call over to Ray.

  • Ray De Hont - Chairman and CEO

  • Thank you, Kevin.

  • Good morning everyone and welcome from Harleysville, Pennsylvania.

  • Earlier this morning we released our financial results for the third quarter ended October 31, 2006.

  • In a moment, Gary Morgan will provide more specific comments on the quarter's financial results, but prior to that I'd like to offer these general comments on our performance.

  • Market demand for Met-Pro's products remains strong, resulting in the highest booking performance for any third quarter in the Company's history and the highest backlog total entering a fourth quarter in the Company's history.

  • The aggressive steps the Company has taken to improve operational performance which we discussed during our conference call for the second quarter ending July 31, 2006 have begun to provide better gross margins, resulting in improved profitability.

  • Yesterday the Company filed a Form 8-K announcing that management and the audit committee of the Board of Directors determined that the Company will restate its audited financial statements for its fiscal year ended January 31, 2006 and for its fiscal quarters ended April 30, 2006 and July 31, 2006 due to errors in, one, the number of reporting segments; and two, the classification of certain litigation charges in the Company's fiscal years ended January 31, 2005 and 2004.

  • The changes will have no effect upon the Company's reported revenues, net income, earnings per share, total assets, liabilities, or shareholders equity for any of the affected periods.

  • The reclassification of the litigation charges will reduce the amount of income from operations which the Company reported for its fiscal years ended January 31, 2005 and 2004 by $135,292 and $1,292,242 respectively but will not change previously reported income before taxes or net income.

  • Historically the Company has reported on the basis of two reporting segments, but will now report on the basis of three reporting segments.

  • The three reporting segments are as follows, Fluid Handling Equipment, which is comprised of the Dean Pump, Fybroc, and Sethco business units;

  • Product Recovery and Pollution Control Equipment, which is comprised of the Duall, Flex-Kleen, Strobic Air, and systems business units; and Filtration and Purification, which is comprised of the Keystone, Mefiag, Mefiag BV, and Pristine Water Solutions operating segments.

  • These changes in our financial reporting arose out of discussions with the SEC occurring in the course of a routine comment letter process.

  • With the appointment of two new Executive Vice Presidents earlier in this fiscal year to manage our Fluid Handling Equipment and Product Recovery and Pollution Control Equipment reporting segments, we are changing the way we manage our business and the move to three reporting segments is appropriate.

  • Again, none of the changes we are making in our prior SEC filings will result in any changes to previously reported revenues, net income, or earnings per share.

  • The Company expects to file an amended Form 10-K as well as amended Forms 10-Qs with the Securities and Exchange Commission for the affected periods by not later than December 15, 2006.

  • I would now like to ask Gary Morgan to review our third-quarter financial performance, after which I will provide some concluding remarks before we take your questions.

  • Gary?

  • Gary Morgan - CFO

  • Thank you, Ray.

  • Earlier today the Company reported record high quarterly net sales, net income, bookings, and backlog.

  • Net sales for the third-quarter were the highest sales of any quarter in the Company's history, totaling $25.3 million compared to $21.9 million for the same quarter last year or an increase of 16%.

  • This increase in sales was due to a 15% increase in the Product Recovery and Pollution Control Equipment reporting segment; a 29% increase in the Fluid Handling Equipment reporting segment; and a slight increase in the Filtration and Purification reporting segment.

  • The gross margins for the three-month period ended October 31, 2006 were 32.8% compared with 30.6% for the same period in the prior year.

  • This increase in gross margin was due to increased gross margins in the Product Recovery and Pollution Control Equipment reporting segment as a result of strategic measures taken in the six-month period ended July 31, 2006 which included selected sales price increases, procedures implemented to manage large projects combined with improved purchasing practices.

  • Income before taxes for the third quarter ended October 31, 2006 totaled $3.3 million, compared with $2.6 million for the same quarter of last year or an increase of 28%.

  • Net income totaled $2.2 million or $0.19 per share, compared with $1.9 million or $0.17 per share in the third quarter of last year or an increase of 15%.

  • The increase in net income is principally related to higher sales volume in the three reporting segments and higher gross margins in the Product Recovery and Pollution Control reporting segments partially offset by a onetime loss on the curtailment of pension benefits, which reduced net income by approximately $157,000, a non-cash charge for stock options which reduced net income by approximately $53,000, and a higher effective tax rate.

  • Income from operations in the Product Recovery and Pollution Control Equipment reporting segment totaled $1.7 million, an increase of $700,000 over the third quarter -- over the same quarter of last year or a 72% increase.

  • This increase was due to higher sales volume of $1.7 million combined with higher gross margins.

  • Income from operations in the Fluid Handling Equipment reporting segment totaled $1.3 million, an increase of $400,000 over the third quarter of last year or an increase of 47%.

  • A $1.7 million increase in sales accounted for this improvement.

  • Income from operations in the Filtration and Purification reporting segment totaled $100,000, a decrease of $500,000 compared with the third quarter of last year.

  • This decrease was due primarily to lower demand for our Mefiag productline as well as the hiring of additional sales personnel and related costs.

  • Our record high bookings for the third quarter totaled $26.4 million compared with $23.5 million for the third quarter of last year, an increase of 12%.

  • As a result of these record high bookings, we ended the third quarter with a record high backlog for the period ended October 31 of 2006 of $24.7 million compared with $16.5 million for the third quarter of last year, an increase of 50%.

  • Our backlog for the Product Recovery and Pollution Control Equipment reporting segment was $18 million or 48% higher than the $12.1 million of backlog for the period ended October 31 of 2005.

  • Backlog for the Fluid Handling Equipment reporting segment was $5.1 million or 80% higher than the $2.8 million backlog for the same period of last year.

  • Backlog for the Filtration and Purification reporting segment was $1.7 million or 9% higher than the $1.5 million backlog for the same period of last year.

  • Our balance sheet remains strong.

  • As of the end of the third quarter our cash on hand totaled $18.5 million or $1.65 per share and our current ratio is 3.1.

  • This concludes my comments.

  • Thank you and I will now turn the call back to Ray.

  • Ray?

  • Ray De Hont - Chairman and CEO

  • Thank you Gary.

  • Let me focus again on the things that essentially tell the story for the third quarter.

  • Market demand for Met-Pro's products remains strong, resulting in record bookings for the third quarter and the highest backlog entering a fourth quarter in the Company's history.

  • Our backlog entering the third quarter, which we believed was of higher quality than it was earlier in the year, proved to be so.

  • The price increases that occurred during our second quarter along with our efforts to improve our purchasing practices reduced the total cost from our suppliers and find new sources of supply both domestically and internationally are now positively impacting our financials.

  • The aggressive steps we took to improve project management and avoid profit erosion on our large Product Recovery and Pollution Control Equipment project took hold and in some cases resulted in significant profit improvement.

  • In closing, we believe the measures we have taken to improve our profitability together with a strong market demand for our products and a quality backlog give us continued optimism for the future.

  • I'd like to thank all of you for your participation in today's call and I will now turn the call back to Kevin.

  • Kevin?

  • Kevin Bittle - Manager, Creative Services

  • Thank you, Ray.

  • At this time we would welcome any questions you may have.

  • I would like to ask our operator, Gina, to provide instructions for this portion of the call.

  • Thank you.

  • Operator

  • (OPERATOR INSTRUCTIONS) Michael Gaugler, Brean Murray, Carret.

  • Michael Gaugler - Analyst

  • Gary, if you've covered this before I apologize.

  • During the conference call at least on my end you cut out a little bit for some of your comments.

  • Tax rate going forward, any guidance you can give us on where that should be?

  • Gary Morgan - CFO

  • We feel that the year-to-date tax rate is going to be about -- we increased them to 32% to 33% and we feel the end of the year should be about 33%.

  • Two reasons affected that.

  • One was the reduction on the inclusion for the EIE, the foreign sales which the government is putting into place.

  • The other reason was due to the stock options, the expensing of stock options.

  • So 33%

  • Michael Gaugler - Analyst

  • Ray, I wasn't able to keep up with you as you were going through what's going into the different segments.

  • Could you go over those again please, Fluid Handling, Product Recovery and filtration?

  • Ray De Hont - Chairman and CEO

  • Sure.

  • The Fluid Handling Equipment reporting segment that is comprised of Dean Pump, Fybroc, and Sethco business units.

  • The Product Recovery and Pollution Control Equipment reporting segment is comprised of Duall, Flex-Kleen, Strobic Air, and systems business units.

  • The Filtration and Purification reporting segment is comprised of the Keystone, Mefiag, Mefiag BV, and Pristine Water Solutions operating segments.

  • Michael Gaugler - Analyst

  • Ray, you planned on doing this anyway, didn't you?

  • Ray De Hont - Chairman and CEO

  • Yes.

  • Michael Gaugler - Analyst

  • Splitting it up?

  • I thought so.

  • Ray De Hont - Chairman and CEO

  • That was the longer range goal.

  • We had been looking at it and it just made it happen quicker.

  • Michael Gaugler - Analyst

  • Gary, how far back are you going to restate on the Qs?

  • Gary Morgan - CFO

  • We're going to restate the 10-Q for the first quarter and the 10-Q for the second quarter and we are also going to restate the 10-K for the fiscal year ending January 31, 2006.

  • All those restatements will be done prior to us filing the 10-Q or concurrent with filing the 10-Q, which will be no later than probably December 15.

  • Michael Gaugler - Analyst

  • Okay, I guess that is just what you're looking for ahead of the holidays.

  • Right?

  • Gary Morgan - CFO

  • To summarize again, it's not going to have any impact on net income, earnings per share, total assets, or any financial results of the Company.

  • Ray De Hont - Chairman and CEO

  • I think, Michael, also what it does, the SEC really looked over things with a fine toothed comb.

  • It has really given us a clean bill of health and it all arose out of a -- in the course of a routine comment letter process.

  • So I think everything is -- now you look at it.

  • We've made the three segments and we will move forward.

  • Michael Gaugler - Analyst

  • All right.

  • That's all I had, gentlemen.

  • Thank you.

  • Operator

  • Ryan Connors, Boenning & Scattergood.

  • Ryan Connors - Analyst

  • Congrats on a great quarter.

  • A few questions.

  • First of all obviously the top line was real strong.

  • If you could kind of break that out for us in terms of what part of that came from volume growth versus price.

  • If you can't do it in hard numbers, some kind of order of magnitude of how those two contributed.

  • Gary Morgan - CFO

  • The sales increased to $25.3 million or a 15% increase was due to sales growth of basically two areas, one in the Product Recovery and Pollution Control Equipment reporting segment went up 14% in sales due to -- some of the business units, our systems business units and our Flex-Kleen business unit did extremely well in those categories.

  • Also the other area was the Fluid Handling Equipment reporting unit.

  • The sales in that category went up to $7.4 million from $5.7 million or an increase of 29%.

  • So we had a strong demand for our Fybroc and Dean Pump productline within that reporting segment during the third quarter.

  • Ryan Connors - Analyst

  • Okay, so those numbers were volume numbers you just gave?

  • Gary Morgan - CFO

  • They were volume numbers.

  • So a lot of these came from volume.

  • There also were some price increases that we implemented in the second quarter of this fiscal year, so some of that, a portion, maybe a small percentage of that is price related.

  • Ryan Connors - Analyst

  • Okay.

  • You guys talked on the last call about pricing being real strong.

  • You were getting high teen type price increases on some product lines.

  • Have you -- the fact that commodities now -- it seems like the general buzz is that commodity prices are coming down.

  • Is that hurting your ability to sell price increases to your customers?

  • Ray De Hont - Chairman and CEO

  • We have not seen that hurt us at this point, Ryan.

  • We are still raising some prices.

  • We have not stopped raising them.

  • Where we feel it is warranted we are continuing to do so in some of our divisions or segments.

  • But we have not seen a negative impact from the news that the commodity pricing in some instances is coming down.

  • If you look at stainless steel, stainless-steel this year has gone up and it has been very volatile.

  • But other areas, copper I think is coming down and there's other areas where you see things starting to go backwards.

  • Ryan Connors - Analyst

  • Okay.

  • In terms of backlog, obviously very, very impressive in terms of the bookings and the backlog growth.

  • Is that some sort of a cyclical bump you are seeing in some of your end markets or is that more of a sustainable -- will it plateau at that level and remain there?

  • It's very impressive.

  • I was just wondering how long these kind of 50%, 80% year-over-year increases in backlog can continue?

  • Ray De Hont - Chairman and CEO

  • We are hoping it can continue.

  • When we look at it, as you know, we have been taking our core sales and marketing group and adding to it over the past several years and bringing in some very good quality people on the sales and marketing side.

  • We also changed the way we sell our products.

  • We're getting in front of the customers more during the last several years than we ever have.

  • So we are being very diligent as far as getting out there and being proactive rather than reactive.

  • We're trying to get out and reflect or talk to the customers before they put a specification together so that we can influence that specification.

  • And that's working.

  • Will they continue at the kind of increases as we have had?

  • If I knew, I would be sitting somewhere else putting some bets in or whatever.

  • But I think that we have a good, strong sales and marketing team.

  • We are improving it as we go from month-to-month and year-to-year and I think that is what is really happening.

  • The markets are pretty good also.

  • Ryan Connors - Analyst

  • In a similar vein, the mix shift, you guys have talked about the fact that the higher margin businesses have been the ones doing well and obviously that came through in the quarter.

  • Is that also something that will snap back at some point or is this sort of a -- are you concentrating that sales effort on those higher margin businesses so they will continue to make up a higher piece of the portfolio indefinitely?

  • Ray De Hont - Chairman and CEO

  • Well we're not only concentrating on the higher margin businesses, but we are also trying to drive the margins up on what -- and relative to terms to the higher margin businesses are lower margin businesses.

  • We have gone in and as I said we're trying to influence the specifications.

  • As a result, we have seen some of our margins in some of the groups that you would classify as our lower margin businesses actually go up recently.

  • And some of them have impacted the third quarter, where we were able to not only quote good margins but then improve on those margins.

  • So we are looking across the Company and trying to find ways not only to sell the traditional high margin business type units, but also improve the margins on the historically lower margin type businesses we have.

  • And we are seeing some good things there.

  • That is all coming from trying to do things better on the purchasing side, doing things better on the quoting side, and then the execution side.

  • We see a little bit from all three areas improving the businesses.

  • Ryan Connors - Analyst

  • Great.

  • One last quick one.

  • The pension change in terms of moving toward the defined contribution type plan, you talk about the $500,000 a year benefit from that pretax.

  • Will that phase in linearly in the upcoming fiscal year or should we expect that to sort of jump in in one quarter or another?

  • Gary Morgan - CFO

  • Ryan, that will become effective in the new fiscal year beginning February 1 and it will go forward from there. (multiple speakers)

  • Ryan Connors - Analyst

  • Okay, so pretty much we can just assume that will be a quarterly benefit from that point forward?

  • Gary Morgan - CFO

  • That will be a quarterly benefit starting February 1 of 2007.

  • Ryan Connors - Analyst

  • That's all I had.

  • Congrats again, guys, and thanks for the time.

  • Operator

  • Bill Nasgovitz, Heartland Funds.

  • Bill Nasgovitz - Analyst

  • Congratulations.

  • Just on the Filtration and Purification, that drop-off in income, could you amplify on that a little bit more?

  • Gary Morgan - CFO

  • Bill, this is Gary.

  • That was related to really two issues.

  • One is our lower sales in our horizontal [ditch] filtration equipment sold by our Mefiag product lines in the third quarter.

  • And on top of that the other issue was higher selling expenses, payroll that occurred during the third quarter and related expenses related to that selling payroll.

  • And Ray might want to add some things about the sales -- what we're doing in the sales area there for that segment.

  • Ray De Hont - Chairman and CEO

  • Bill, what we've been doing, we are trying as I mentioned earlier in our conversation today, we have a good core of sales and marketing people and in this group in particular what we've done is we have added some people especially in the Pristine Water Solutions group.

  • We've added some key salespeople so that we can expand that productline more through the nation.

  • We had a corridor that we were very strong in and we're trying to branch out with that productline.

  • So we've added some people.

  • We have had to pay some fees to get some high-level people or really highly qualified people to do that, but we are looking at not only the short-term but the long-term to really grow those businesses, so we have invested some dollars there.

  • Bill Nasgovitz - Analyst

  • Okay.

  • What percent of your overall business today is international versus domestic?

  • Gary Morgan - CFO

  • As of the end of a last year it was 25% and I don't have the exact number.

  • I can get back to you with that number.

  • I don't have the exact number right now but it is increasing over last year.

  • Bill Nasgovitz - Analyst

  • And you would expect that to continue over the next year, two, three years?

  • Ray De Hont - Chairman and CEO

  • We think that eventually you're going to see something approaching the 50%, 50-50 type domestic/international ratio.

  • We're looking at it.

  • We're going after sales internationally.

  • We would like to in the future actually have maybe some facilities that can manufacture internationally to bring the products to the door at a more competitive cost for our customers.

  • So we see that continuing to grow as we go forward.

  • Bill Nasgovitz - Analyst

  • So sales are definitely increasing at a faster rate on an international basis?

  • Ray De Hont - Chairman and CEO

  • Yes.

  • Bill Nasgovitz - Analyst

  • What areas specifically do you think you have a leg up so to speak versus your competition?

  • Ray De Hont - Chairman and CEO

  • I think we're doing well over the India, the China, Singapore area especially with our Product Recovery Pollution Control products.

  • We have always done well over there with our pumps.

  • We're doing far better now than we have in the past in South America.

  • We're looking to do some things in India.

  • As a matter of fact, I will be visiting, I will be going over to India at the beginning of December.

  • I think there is some opportunities there for us.

  • Bill Nasgovitz - Analyst

  • Okay.

  • You mentioned improvement in the sales force and just to perhaps quantify it a little bit on a scale of 1 to 10, 10 being the best, you know if this is Nirvana in terms of your sales force, where would you rate the Company today on that 1 to 10 scale?

  • Ray De Hont - Chairman and CEO

  • I'm a pretty hard marker, so I would say somewhere in the 7, maybe 8.

  • I think we have room for improvement and we are looking to do that as we go down that path.

  • Bill Nasgovitz - Analyst

  • Where do you think you were a year ago?

  • Ray De Hont - Chairman and CEO

  • It varies.

  • On an overall picture, we were probably around -- about a 6, 6.5.

  • That is more with the people that are actually getting out and visiting the clients and getting in the face of the clients.

  • I have mentioned before that we have really become more proactive.

  • We're getting out more in all of our divisions.

  • We've got a good group of people but in order to enter certain markets and become certain niches because we are a niche-driven business, we needed some people to supplement what we had and improve what we had.

  • Bill Nasgovitz - Analyst

  • Okay, well good luck in that area.

  • Thank you.

  • Operator

  • [Ted Bead], [150 LLC].

  • Ted Bead - Analyst

  • I just have I guess two quick questions, one being if you could just provide me with the total debt receivables and inventory numbers for the quarter?

  • Gary Morgan - CFO

  • Hang on one minute here.

  • I'll get that information for you.

  • Ted Bead - Analyst

  • Sure.

  • While you're looking around for that, the last one being how should we think about pricing going forward here?

  • What would be your strategy?

  • Gary Morgan - CFO

  • Could you repeat that?

  • Ted Bead - Analyst

  • Pricing, how should we think about that going forward?

  • Should we expect further price increases or only when raw materials warrant price increases?

  • Ray De Hont - Chairman and CEO

  • We are being selected.

  • Where we feel they are warranted we are going back to the customers and asking for more.

  • We're looking at the front-end much harder as far as how we're quoting and the margins that we will accept.

  • And I think that we are getting some positive results because of it.

  • But we are not going to sit back and take significant price increases and not try to pass them onto the customers, because we think that our customer base understands better than they did maybe a few years ago and are more palatable to allowing these price increases.

  • Gary Morgan - CFO

  • Ted, to get back to you on the receivables, as of the end of October, our accounts receivables was $19.9 million.

  • Our inventories were $18.9 million and our total debt was $10.6 million.

  • Ted Bead - Analyst

  • Okay, great.

  • Thank you very much.

  • Operator

  • Kevin Wenck, Polynous Capital Management.

  • Kevin Wenck - Analyst

  • If you looked at your price increases across all of your product lines and did a weighted average calculation, what do you think that they might be year-on-year at this point?

  • Ray De Hont - Chairman and CEO

  • I would say somewhere around 5%, 4% to 5%

  • Kevin Wenck - Analyst

  • In terms of the customer's acceptance or resistance to that, how would you characterize that at this point?

  • Ray De Hont - Chairman and CEO

  • This year we have had very little pushback as far as -- we have gone to the customer and we have actually rather than just giving them a price increase we've explained the price increase and why and I think that's helped us.

  • So there has not been a lot of pushback.

  • Kevin Wenck - Analyst

  • As you look forward over the next 12 months, not at the end of this fiscal year but you'll soon be there, but what do you think you can do on the pricing side?

  • Ray De Hont - Chairman and CEO

  • One of the things what we're looking at is reducing our costs of course and through our purchasing program where we now are looking across the total Company as far as our spend, we are already seeing things that are positive to the profitability of the Company.

  • We see that improving as we go down and this organization gets more comfortable in its role.

  • We're looking internationally as well as domestically to find ways to reduce our costs without reducing our quality.

  • We are finding those ways in many of our businesses.

  • The other thing is as I keep mentioning is that we are looking at the front-end much closer.

  • We're getting involved much earlier in the specification process and it allows you to influence the spec and also get better margins.

  • So there's a lot of variables that go into either keeping the margins where they are or improving the margins, and we're looking to improve them through these different measures.

  • Kevin Wenck - Analyst

  • On the companywide purchasing program, how far along are you on that at this point?

  • And against what the potential savings could be -- two different questions -- but just in terms of implementing it, how far along are you in terms of coordinating things across divisions?

  • And then in terms of (multiple speakers)

  • Ray De Hont - Chairman and CEO

  • We're pretty far along.

  • We've got the organization set up.

  • We have the management in place.

  • We have the policies and the procedures in place now.

  • I think we have changed some of the culture.

  • The culture part is the tough part because people are so used to doing things one way and now you are changing that.

  • But we've come a long way even with regard to the culture.

  • As far as putting a dollar figure on it, right now it would be difficult to do, but I think that we have taken some of the lower hanging fruit but I think there is some fruit out there that as we progress and build and get more comfortable in this organization that we will be able to go after that.

  • Some of the things we are working on are motor pricing, which is a big part of our business, our fabrication pricing.

  • We are making some inroads in both those areas.

  • We have already made some significant inroads in our freight.

  • So there's things that you want to get some successes, which we have done, and now you want to attack some of the bigger issues too.

  • Kevin Wenck - Analyst

  • Okay, then two final questions.

  • Concerning the restatement, my initial reaction when I saw the 8-K last night was this is a whole lot of about nothing frankly other than possibly the legal fee going back some time.

  • It just seems hard for me to think the SEC has made a big deal out of this, so is there any more color you can give us?

  • And in terms of the restatement itself, how much is attributable to them being fixated on the past legal fees?

  • How much of it is attributable to just different divisional structure that you are going -- or different segment structure?

  • I can't even believe they devoted attention to this, frankly.

  • Kevin Bittle - Manager, Creative Services

  • According to FASB 131, which is the segmentation FASB and the management changes and the fundamental reorganization changes that we've made in this fiscal year, we were really heading towards three reporting segments.

  • When the SEC reviewed the current through their common letter processes this year they determined that yes, we were operating in three reporting segments.

  • And based on the FASB, that is the way we should be reporting and we agree with that philosophy.

  • What they want us -- the reason they want us to restate so the investors and the outside world can have a trend.

  • They can compare the segments from one year to the next.

  • That is mainly the reason.

  • As for the litigation expenses, they were for the fiscal years ended January 31, 2004 and 2005, and that was probably less material for them.

  • Ray De Hont - Chairman and CEO

  • When you look at what the SEC is doing, they are going through their process and they are looking at the FASB 131 and they've required many companies to do this.

  • We are not alone.

  • They want to make sure that the shareholders have visibility into what is happening within these companies, these publicly traded companies.

  • So we have had a lot of company in that area and they went through, they had many discussions with Gary, myself, and others in our organization, and we worked together to come up with what we're doing here.

  • Kevin Wenck - Analyst

  • In terms of the cost of restating this stuff, any estimates at this point?

  • Gary Morgan - CFO

  • I would say the total cost count in legal and accounting fees -- I'm going to say we're going to tie up about $20,000 (multiple speakers)

  • Kevin Wenck - Analyst

  • Okay.

  • It is not one of these couple hundreds or something like that?

  • Gary Morgan - CFO

  • No.

  • One, it's going to be done internally, a lot of work internally has to be done so it's going to take our resources away but other than that, it will cost about 20 from external.

  • Kevin Wenck - Analyst

  • Thanks for your help.

  • Nice quarter.

  • Operator

  • Matt Zaute, First Capital Alliance.

  • Matt Zaute - Analyst

  • Congratulations on another good quarter and increasing the backlog.

  • Last quarter I think you talked about potentially looking for an accretive acquisition.

  • Can you elaborate what kind of opportunities are out there and the valuation environment?

  • Ray De Hont - Chairman and CEO

  • We have some opportunities.

  • We still have not closed one.

  • We have nothing major I would say at this point, but there are some opportunities that we have been working on for quite a while and that are still alive.

  • The valuations depending which side, if you get into the water side, the valuations are still pretty high.

  • If you get into more of the industrial let's say the air side, they might be somewhat lower.

  • But if we make an acquisition it would be something that we look at that fits into our company.

  • We just don't want to get a bunch of bolt-on type acquisitions but we want something that adds synergies with what we have.

  • And then we can take advantage of those synergies and maybe that company can take advantage of the synergies that we provide.

  • So we look at them very closely and we're doing a lot of due diligence to make sure whatever one acquisition that we go after is a good one.

  • Matt Zaute - Analyst

  • Okay, a couple follow-up questions to some of the other questions that were asked.

  • How many salespeople do we currently have and how many did we have at the beginning of the year?

  • Ray De Hont - Chairman and CEO

  • I don't have that readily available right now.

  • We could get back to you with that.

  • Matt Zaute - Analyst

  • Then how directly involved are you and Gary in improving pricing of contracts.

  • Ray De Hont - Chairman and CEO

  • I am very involved.

  • So is Gary.

  • We oversee the whole company through our reporting segments.

  • We will give out policies and procedures.

  • We have very strong policies and procedures as to what is allowed at various levels.

  • And so we are involved and we watch it very closely and that is why we made some of the changes we did not only on the upfront pricing side but also on the management side as far as product execution and so forth.

  • So we are involved in a lot of detail.

  • Matt Zaute - Analyst

  • Okay.

  • Are you involved in certain types of contracts or do you have a certain cutoff point?

  • Ray De Hont - Chairman and CEO

  • As I said, we have different levels that we will get involved with and also it may not be just a dollar amount.

  • It may be the risk amount as far as what kind of technical application we are pursuing that we would get involved with to make sure that the Company is not taking on too much risk.

  • So it is not just dollars.

  • It also amounts to risk and time too as far as it could be if you have a long leadtime project do we have the proper escalation clauses in there?

  • Do we have the things that will minimize risk going forward?

  • Matt Zaute - Analyst

  • Okay, fair enough.

  • Congratulations on the quarter again.

  • Operator

  • (OPERATOR INSTRUCTIONS) (indiscernible) Enterprises.

  • Unidentified Participant

  • Congratulations on a nice quarter.

  • You guys are really moving along.

  • My question is simply this;

  • I have asked this question in the past.

  • You have sitting on the Board the CEO of Aqua America, this country's biggest water company.

  • It seems to me you're not getting any business from them.

  • Is there any reason you're not big enough to bid on their stuff or have you bid on any of their growth projects?

  • I am concerned that they possibly look at us as being too small.

  • Ray De Hont - Chairman and CEO

  • I don't think that's the case.

  • We do do business with them.

  • We sell our products to them.

  • It varies from location to location depending on the size of the location.

  • In some of these bigger locations of course they're going to go out on a bid process where it is a pretty high volume and typically on the larger bids the margins -- it's very competitive and the margins are low.

  • We don't typically play in that niche.

  • We go after the smaller jobs and the smaller portions of that type of business so that we can provide services and have higher margins in what we sell.

  • But we do work with them.

  • We have made presentations to them both locally here in Pennsylvania, also out in the Chicago area, and other areas.

  • So there is communication and there are opportunities and we have gotten opportunities where we have actually sold product.

  • Unidentified Participant

  • That's fine.

  • Thanks so much, Ray.

  • Operator

  • At this time there are no further questions.

  • Do you have any closing remarks?

  • Kevin Bittle - Manager, Creative Services

  • Thank you, Gina.

  • That concludes our conference call for today and we want to thank you all for your participation.

  • Operator

  • Thank you for participating in today's conference call.

  • This does conclude your call for today.

  • You may now disconnect.