UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): February 27, 2015 

AAON, INC.
(Exact name of Registrant as Specified in Charter) 
Nevada
0-18953
87-0448736
(State or Other Jurisdiction
(Commission File Number: )
(IRS Employer Identification No.)
of Incorporation)
 
 
 
 
 
2425 South Yukon, Tulsa, Oklahoma 
 
74107
(Address of Principal Executive Offices)
 
(Zip Code)
 
(Registrant's telephone number, including area code): (918) 583-2266

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]    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))





Item 2.02    Results of Operations and Financial Conditions.

On February 27, 2015, AAON, Inc. (the "Company") announced its financial and operating results for the quarter and year ended December 31, 2014. A copy of the Company's press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company plans to host a teleconference at 10:00 A.M. (Eastern Time) on February 27, 2015 to discuss these results. To access the call, please dial 1-888-241-0551 (code 88563885). A replay of the call will be available through March 6, 2015 by dialing 1-855-859-2056 (code 88563885).

In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.

Item 7.01    Regulation FD Disclosure.

On February 27, 2015, the Company issued the press release described above in Item 2.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1.

All statements in the teleconference, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits

Exhibit Number
 
Description
 
 
 
 
 
99.1
 
Press release dated February 27, 2015 announcing financial and operating results.


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.


 
AAON, INC.

 


Date:
February 27, 2015
By:
/s/ John B. Johnson, Jr.

 

John B. Johnson, Jr., Secretary







Exhibit 99.1                        
NEWS
BULLETIN
 
AAON, Inc.
 
2425 South Yukon Ave. Ÿ Tulsa, OK 74107-2728
 
Ÿ Ph: (918) 583-2266 Ÿ   Fax: (918) 583-6094 Ÿ
 
Ÿhttp://www.aaon.comŸ
 
 
 
 
 
FOR IMMEDIATE RELEASE
FEBRUARY 27, 2015
 
For Further Information:
 
Jerry R. Levine Ÿ Phone: (914) 244-0292 Ÿ Fax: (914) 244-0295
 
Email: jrladvisor@yahoo.com

AAON REPORTS RECORD SALES AND EARNINGS
FOR FOURTH QUARTER AND YEAR 2014

TULSA, OK, February 27, 2015 - AAON, INC. (NASDAQ-AAON), today announced its operating results for the fourth quarter and year 2014. Sales in the fourth quarter were a record $84.7 million, up 15.5% from $73.4 million in 2013. Net income was also a record $10.5 million, up 35.6% from $7.8 million in the same period a year ago. Sales for the year 2014 were, too, a record $356.3 million, up 11.0% compared to $321.1 million in 2013. Earnings for 2014 were also a record, $44.2 million, up 17.6% compared to $37.5 million in 2013.

Earnings for the fourth quarter of 2014 and 2013 were $0.19 and $0.14 per diluted share, based upon 54.8 million and 55.4 million diluted shares outstanding, respectively. Earnings per diluted share for the years 2014 and 2013 were $0.80 and $0.68, based upon 55.4 million and 55.6 million diluted shares outstanding, respectively. All per share earnings reflect the 3-for-2 stock split effective July 16, 2014.

Norman H. Asbjornson, President and CEO, stated, “The 2014 gains in sales and income from operations primarily reflect favorable reception of our products and efficiencies from our investment in equipment that caused gross profit as a percent of sales to increase from 28.0% to 30.4%; despite SG&A expense as a percent of sales having increased from 10.6% to 11.4%, the majority of which represents non-recurring charitable donations. Absent these donations, our diluted earnings per share would have been $0.04 higher."

Mr. Asbjornson continued, "The Company’s backlog increased from $45.3 million at December 31, 2013 to $48.8 million at December 31, 2014. In addition, the Company's balance sheet at year end was strong. The current ratio was 3.1:1 (including cash and investments of $49.3 million). It should be noted that the Company purchased a total of 1.0 million shares of AAON stock under its resumed open market buyback program for approximately $20.0 million during the year, for an average cost of $19.67 per share. We continued to remain debt-free and our return on average stockholder equity was 26.1% in 2014."

Mr. Asbjornson next said, "While we had another record year, we are starting to see an inflation in raw material, component and labor costs, and perceive a stagnation in non-residential construction growth. Still, we expect to have another good year in 2015."

The Company will host a conference call today at 10:00 A.M. (Eastern Time) to discuss the fourth quarter and year 2014 results. To participate, call 1-888-241-0551 (code 88563885); or, for rebroadcast, call 1-855-859-2056 (code 88563885).

AAON, Inc. is a manufacturer of air-conditioning and heating equipment consisting of rooftop units, chillers, air-handling units, condensing units, heat recovery units, commercial self-contained units and coils. Its products serve the new construction and replacement markets. The Company has successfully gained market share through its “semi-custom” product lines, which offer the customer value, quality, function, serviceability and efficiency.

Certain statements in this news release may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933. Statements regarding future prospects and developments are based upon current expectations and involve certain risks and uncertainties that could cause actual results and developments to differ materially from the forward-looking statements.


1


AAON, Inc. and Subsidiaries
Unaudited Consolidated Statements of Income
 
Three Months Ended 
 December 31,
 
Years Ending
December 31,
 
2014
 
2013
 
2014
 
2013
 
(in thousands, except share and per share data)
Net sales
$
84,728

 
$
73,376

 
$
356,322

 
$
321,140

Cost of sales
59,537

 
53,188

 
248,059

 
231,348

Gross profit
25,191

 
20,188

 
108,263

 
89,792

Selling, general and administrative expenses
8,519

 
8,246

 
40,562

 
33,989

(Gain) loss on disposal of assets
(281
)
 
30

 
(305
)
 
(22
)
Income from operations
16,953

 
11,912

 
68,006

 
55,825

Interest income, net
81

 
70

 
276

 
221

Other (expense) income, net
(6
)
 
(4
)
 
(36
)
 
248

Income before taxes
17,028

 
11,978

 
68,246

 
56,294

Income tax provision
6,495

 
4,212

 
24,088

 
18,747

Net income
$
10,533

 
$
7,766

 
$
44,158

 
$
37,547

Earnings per share:
 

 
 

 
 

 
 

Basic*
$
0.19

 
$
0.14

 
$
0.81

 
$
0.68

Diluted*
$
0.19

 
$
0.14

 
$
0.80

 
$
0.68

Cash dividends declared per common share*:
$
0.09

 
$
0.07

 
$
0.18

 
$
0.13

Weighted average shares outstanding:
 
 
 
 
 

 
 

Basic*
54,291,317

 
55,181,840

 
54,809,319

 
55,119,150

Diluted*
54,815,954

 
55,416,734

 
55,369,016

 
55,587,381

 *Reflects three-for-two stock split effective July 16, 2014



2


AAON, Inc. and Subsidiaries
Unaudited Consolidated Balance Sheets
 
December 31,
 
2014
 
2013
Assets
(in thousands, except share and per share data)
Current assets:
 
 
 
Cash and cash equivalents
$
21,952

 
$
12,085

Certificates of deposit
6,098

 
8,110

Investments held to maturity at amortized cost
11,972

 
16,040

Accounts receivable, net
44,092

 
39,063

Income tax receivable
2,569

 
1,073

Note receivable
30

 
29

Inventories, net
37,618

 
32,140

Prepaid expenses and other
609

 
304

Deferred tax assets
6,143

 
4,779

Total current assets
131,083

 
113,623

Property, plant and equipment:
 

 
 

Land
2,233

 
1,417

Buildings
64,938

 
61,821

Machinery and equipment
127,968

 
119,439

Furniture and fixtures
10,388

 
9,748

Total property, plant and equipment
205,527

 
192,425

Less:  Accumulated depreciation
113,605

 
105,142

Property, plant and equipment, net
91,922

 
87,283

Certificates of deposit
5,280

 
2,638

Investments held to maturity at amortized cost
4,015

 
10,981

Note receivable
817

 
919

Total assets
$
233,117

 
$
215,444

 
 
 
 
Liabilities and Stockholders' Equity
 

 
 

Current liabilities:
 

 
 

Revolving credit facility
$
—

 
$
—

Accounts payable
11,370

 
7,779

Accrued liabilities
31,343

 
28,550

Total current liabilities
42,713

 
36,329

Deferred revenue
1,006

 
585

Deferred tax liabilities
13,677

 
14,424

Donations
1,662

 
—

Commitments and contingencies
 
 
 
Stockholders' equity:
 

 
 

Preferred stock, $.001 par value, 5,000,000 shares authorized, no shares issued
 
 
 
Common stock, $.004 par value, 100,000,000 shares authorized, 54,041,829 and 55,067,031 issued and outstanding at December 31, 2014 and 2013, respectively*
216

 
221

Additional paid-in capital
—

 
—

Retained earnings
173,843

 
163,885

Total stockholders' equity
174,059

 
164,106

Total liabilities and stockholders' equity
$
233,117

 
$
215,444

 *Reflects three-for-two stock split effective July 16, 2014


3


AAON, Inc. and Subsidiaries
Unaudited Consolidated Statements of Cash Flows
 
Years Ending December 31,
 
2014
 
2013
 
2012
Operating Activities
(in thousands)
Net income
$
44,158

 
$
37,547

 
$
27,449

Adjustments to reconcile net income to net cash provided by operating activities:
 

 
 

 
 

Depreciation
11,553

 
12,312

 
13,407

Amortization of bond premiums
688

 
790

 
155

Provision for losses on accounts receivable, net of adjustments
(22
)
 
141

 
(83
)
Provision for excess and obsolete inventories
135

 
243

 
63

Share-based compensation
2,178

 
1,763

 
1,294

Excess tax benefits from stock options exercised and restricted stock awards vested
(1,239
)
 
(843
)
 
(393
)
(Gain) loss on disposition of assets
(305
)
 
(22
)
 
4

Foreign currency transaction loss (gain)
74

 
67

 
(27
)
Interest income on note receivable
(36
)
 
(40
)
 
(42
)
Deferred income taxes
(2,111
)
 
(1,594
)
 
(2,028
)
Write-off of note receivable
—

 
75

 
—

Changes in assets and liabilities:
 

 
 

 
 
Accounts receivable
(5,007
)
 
4,662

 
(9,646
)
Income tax receivable
(257
)
 
464

 
9,715

Inventories
(5,613
)
 
231

 
2,271

Prepaid expenses and other
(305
)
 
436

 
(17
)
Accounts payable
3,512

 
(5,197
)
 
2,461

Deferred revenue
782

 
615

 
—

Accrued liabilities
4,094

 
1,942

 
6,584

Net cash provided by operating activities
52,279

 
53,592

 
51,167

Investing Activities
 

 
 

 
 
Capital expenditures
(16,127
)
 
(9,041
)
 
(14,147
)
Proceeds from sale of property, plant and equipment
319

 
92

 
11

Investment in certificates of deposits
(9,940
)
 
(9,108
)
 
(6,540
)
Maturities of certificates of deposits
9,310

 
3,600

 
1,300

Purchases of investments held to maturity
(6,880
)
 
(22,275
)
 
(11,654
)
Maturities of investments
14,197

 
2,005

 
—

Proceeds from called investments
3,029

 
3,332

 
626

Principal payments from note receivable
63

 
69

 
69

Net cash used in investing activities
(6,029
)
 
(31,326
)
 
(30,335
)
Financing Activities
 

 
 

 
 
Borrowings under revolving credit facility
—

 
8,325

 
34,847

Payments under revolving credit facility
—

 
(8,325
)
 
(39,422
)
Stock options exercised
1,318

 
1,467

 
1,996

Excess tax benefits from stock options exercised and restricted stock awards vested
1,239

 
843

 
393

Repurchase of stock
(29,284
)
 
(8,222
)
 
(6,660
)
Cash dividends paid to stockholders
(9,656
)
 
(7,428
)
 
(8,840
)
Net cash used in financing activities
(36,383
)
 
(13,340
)
 
(17,686
)
Net increase in cash and cash equivalents
9,867

 
8,926

 
3,146

Cash and cash equivalents, beginning of period
12,085

 
3,159

 
13

Cash and cash equivalents, end of period
$
21,952

 
$
12,085

 
$
3,159



4


Use of Non-GAAP Financial Measures
To supplement the Company’s consolidated financial statements presented in accordance with generally accepted accounting principles (“GAAP”), additional non-GAAP financial measures are provided and reconciled in the following tables. The Company believes that these non-GAAP financial measures, when considered together with the GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results. The Company believes that these non-GAAP financial measures enhance the ability of investors to analyze the Company’s business trends and operating performance.
EBITDAX
EBITDAX (as defined below) is presented herein and reconciled from the GAAP measure of net income because of its wide acceptance by the investment community as a financial indicator of a company's ability to internally fund operations.
The Company defines EBITDAX as net income, plus (1) depreciation, (2) amortization of bond premiums, (3) share-based compensation, (4) interest (income) expense and (5) income tax expense. EBITDAX is not a measure of net income or cash flows as determined by GAAP.
The Company’s EBITDAX measure provides additional information which may be used to better understand the Company’s operations. EBITDAX is one of several metrics that the Company uses as a supplemental financial measurement in the evaluation of its business and should not be considered as an alternative to, or more meaningful than, net income, as an indicator of operating performance. Certain items excluded from EBITDAX are significant components in understanding and assessing a company's financial performance. EBITDAX, as used by the Company, may not be comparable to similarly titled measures reported by other companies. The Company believes that EBITDAX is a widely followed measure of operating performance and is one of many metrics used by the Company’s management team, and by other users of the Company’s consolidated financial statements.
The following table provides a reconciliation of net income (GAAP) to EBITDAX (non-GAAP) for the periods indicated:
 
Three Months Ended 
 December 31,
 
Years Ending
December 31,
 
 
 
2014
 
2013
 
2014
 
2013
 
(in thousands)
Net Income, a GAAP measure
$
10,533

 
$
7,766

 
$
44,158

 
$
37,547

Depreciation
2,893

 
2,963

 
11,553

 
12,312

Amortization of bond premiums
127

 
245

 
688

 
790

Share-based compensation
600

 
709

 
2,178

 
1,763

Interest (income) expense
(81
)
 
(70
)
 
(276
)
 
(221
)
Income tax expense
6,495

 
4,212

 
24,088

 
18,747

EBITDAX, a non-GAAP measure
$
20,567

 
$
15,825

 
$
82,389

 
$
70,938


Adjusted Net Income and Adjusted Earnings per Share
The Company defines Adjusted Net Income and the related per share amount as (1) net income, plus (2) non-recurring donations, less (3) the impact on profit sharing expense from the non-recurring donations and (4) the impact on income tax expense from the non-recurring donations. These measures provide additional information which may be used to better understand the Company’s operations.
The following tables provide a reconciliation of net income and earnings per share-diluted (GAAP) to adjusted net income and adjusted earnings per share-diluted (non-GAAP) for the periods indicated:

 
Three Months Ended 
 December 31,
 
Years Ending
December 31,
 
 
 
2014
 
2013
 
2014
 
2013
 
(in thousands except per share data)
Net Income, a GAAP measure
$
10,533

 
$
7,766

 
$
44,158

 
$
37,547

Non-recurring donations
18

 
—

 
3,862

 
—

Profit-sharing
(2
)
 
—

 
(386
)
 
—

Income tax expense
(6
)
 
—

 
(1,227
)
 
—

Adjusted Net Income, a non-GAAP measure
$
10,543

 
$
7,766

 
$
46,407

 
$
37,547

 
 
 
 
 
 
 
 
Earnings per share-diluted, a GAAP measure
$
0.19

 
$
0.14

 
$
0.80

 
$
0.68

Non-recurring donations
—

 
—

 
0.07

 
—

Profit-sharing
—

 
—

 
(0.01
)
 
—

Income tax expense
—

 
—

 
(0.02
)
 
—

Adjusted earnings per share-diluted, a non-GAAP measure
$
0.19

 
$
0.14

 
$
0.84

 
$
0.68



5
AAON (NASDAQ:AAON)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more AAON Charts.
AAON (NASDAQ:AAON)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more AAON Charts.