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FORM 10-K
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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EMCOR Group, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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11-2125338
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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301 Merritt Seven
Norwalk, Connecticut
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06851-1092
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common Stock
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New York Stock Exchange
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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PAGE
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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•
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Electric power transmission and distribution systems;
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•
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Premises electrical and lighting systems;
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•
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Process instrumentation in the refining, chemical process, food process and mining industries;
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•
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Low-voltage systems, such as fire alarm, security and process control systems;
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•
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Voice and data communications systems;
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•
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Roadway and transit lighting and fiber optic lines;
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•
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Heating, ventilation, air conditioning, refrigeration and clean-room process ventilation systems;
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•
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Fire protection systems;
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•
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Plumbing, process and high-purity piping systems;
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•
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Controls and filtration systems;
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•
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Water and wastewater treatment systems;
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•
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Central plant heating and cooling systems;
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•
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Crane and rigging services;
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•
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Millwright services; and
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•
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Steel fabrication, erection, and welding services.
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•
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Commercial and government site-based operations and maintenance;
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•
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Facility maintenance and services, including reception, security and catering services;
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•
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Outage services to utilities and industrial plants;
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•
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Military base operations support services;
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•
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Mobile mechanical maintenance and services;
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•
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Floor care and janitorial services;
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•
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Landscaping, lot sweeping and snow removal;
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•
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Facilities management;
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•
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Vendor management;
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•
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Call center services;
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•
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Installation and support for building systems;
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•
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Program development, management and maintenance for energy systems;
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•
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Technical consulting and diagnostic services;
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•
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Infrastructure and building projects for federal, state and local governmental agencies and bodies; and
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•
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Small modification and retrofit projects.
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•
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On-site repairs, maintenance and service of heat exchangers, towers, vessels and piping;
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•
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Design, manufacturing, repair and hydro blast cleaning of shell and tube heat exchangers and related equipment;
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•
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Refinery turnaround planning and engineering services;
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•
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Specialty welding services;
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•
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Overhaul and maintenance of critical process units in refineries and petrochemical plants; and
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•
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Specialty technical services for refineries and petrochemical plants.
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•
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customers cancel a significant number of contracts;
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•
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we fail to win a significant number of our existing contracts upon re-bid;
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•
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we complete a significant number of non-recurring projects and cannot replace them with similar projects; or
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•
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we fail to reduce operating and overhead expenses consistent with any decrease in our revenues.
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•
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expand the range of services offered to customers to address their evolving needs;
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•
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attract new customers; and
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•
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retain and/or increase the number of projects performed for existing customers.
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•
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our certificate of incorporation permits our board of directors to issue “blank check” preferred stock and to adopt amendments to our by-laws;
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•
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our by-laws contain restrictions regarding the right of our stockholders to nominate directors and to submit proposals to be considered at stockholder meetings;
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•
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our certificate of incorporation and by-laws limit the right of our stockholders to call a special meeting of stockholders and to act by written consent; and
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•
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we are subject to provisions of Delaware law, which prohibit us from engaging in any of a broad range of business transactions with an “interested stockholder” for a period of three years following the date such stockholder becomes classified as an interested stockholder.
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Approximate Square Feet
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Lease Expiration Date, Unless Owned
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17905 and 18101 S. Broadway
Carson, California (b)
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68,160
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7/31/2020
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1168 Fesler Street
El Cajon, California (b)
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67,560
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8/31/2020
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22302 Hathaway Avenue
Hayward, California (b)
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105,000
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7/31/2021
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4462 Corporate Center Drive
Los Alamitos, California (a)
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57,863
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12/31/2019
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940 Remillard Court
San Jose, California (c)
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119,560
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7/31/2024
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5101 York Street
Denver, Colorado (b)
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77,553
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2/28/2019
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3100 Woodcreek Drive
Downers Grove, Illinois (a)
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56,551
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7/31/2017
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2219 Contractors Drive
Fort Wayne, Indiana (b)
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175,000
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7/31/2023
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5210 Investment Drive
Fort Wayne, Indiana (b)
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99,579
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10/31/2023
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7614 and 7720 Opportunity Drive
Fort Wayne, Indiana (b)
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144,695
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10/31/2018
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2655 Garfield Avenue
Highland, Indiana (a)
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57,765
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6/30/2019
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4250 Highway 30
St. Gabriel, Louisiana (d)
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90,000
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Owned
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1750 Swisco Road
Sulphur, Louisiana (d)
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112,000
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Owned
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111-01 and 111-21 14th Avenue
College Point, New York (a)
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73,013
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2/28/2024
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70 Schmitt Boulevard
Farmingdale, New York (b)
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76,380
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7/31/2026
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2102 Tobacco Road
Durham, North Carolina (b)
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55,944
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12/31/2018
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2900 Newpark Drive
Baberton, Ohio (b)
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104,063
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10/31/2024
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1700 Markley Street
Norristown, Pennsylvania (c)
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90,767
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9/30/2021
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6045 East Shelby Drive
Memphis, Tennessee (c)
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53,618
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4/30/2018
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937 Pine Street
Beaumont, Texas (d)
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78,962
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Owned
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895 North Main Street
Beaumont, Texas (d)
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75,000
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Owned
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410 Flato Road
Corpus Christi, Texas (d)
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57,000
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Owned
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5550 Airline Drive and 25 Tidwell Road
Houston, Texas (b) |
97,936
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12/31/2019
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Approximate Square Feet
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Lease Expiration Date, Unless Owned
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12415 Highway 225
La Porte, Texas (d)
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78,000
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Owned
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2455 West 1500 South
Salt Lake City, Utah (a)
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58,339
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4/30/2018
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(a)
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Principally used by a company engaged in the “United States electrical construction and facilities services” segment.
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(b)
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Principally used by a company engaged in the “United States mechanical construction and facilities services” segment.
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(c)
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Principally used by a company engaged in the “United States building services” segment.
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(d)
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Principally used by a company engaged in the “United States industrial services” segment.
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2016
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High
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Low
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||||
First Quarter
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$
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49.05
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$
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40.98
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Second Quarter
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$
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49.88
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$
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44.27
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Third Quarter
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$
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60.33
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$
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47.69
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Fourth Quarter
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$
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73.44
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$
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55.10
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2015
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High
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Low
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||||
First Quarter
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$
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47.20
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$
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39.83
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Second Quarter
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$
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48.84
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$
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43.74
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Third Quarter
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$
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48.89
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$
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43.42
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Fourth Quarter
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$
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52.37
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$
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42.85
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Equity Compensation Plan Information
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A
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B
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C
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Plan Category
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Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights
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Weighted Average Exercise Price of Outstanding Options, Warrants and Rights
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Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in Column A)
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||||
Equity Compensation Plans Approved by Security Holders
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728,165
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(1)
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$
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4.53
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(1)
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1,658,295
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(2)
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Equity Compensation Plans Not Approved by Security Holders
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|
—
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—
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|
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—
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Total
|
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728,165
|
|
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$
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4.53
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|
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1,658,295
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(1)
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Included within this amount are 585,165
restricted stock units awarded to our non-employee directors and employees. The weighted average exercise price would have been $23.06 had the weighted average exercise price calculation excluded such restricted stock units.
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(2)
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Represents shares of our common stock available for future issuance under our 2010 Incentive Plan (the "2010 Plan"), which may be issuable in respect of options and/or stock appreciation rights granted under the 2010 Plan and/or may also be issued pursuant to the award of restricted stock, unrestricted stock and/or awards that are valued in whole or in part by reference to, or are otherwise based on the fair market value of, our common stock.
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Period
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Total Number of
Shares Purchased
(1)
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Average Price
Paid Per Share
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Total Number of
Shares Purchased as Part
of Publicly Announced
Plans or Programs
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Maximum Number
(or Approximate Dollar Value)
of Shares That May Yet be
Purchased Under
the Plan or Programs
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||
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October 1, 2016 to
October 31, 2016
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262,500
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$58.19
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262,500
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$209,829,336
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November 1, 2016 to
November 30, 2016
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255,000
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$68.55
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255,000
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$192,340,523
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December 1, 2016 to
December 31, 2016
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373,639
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$71.61
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373,639
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$165,571,482
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(1)
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On September 26, 2011, our Board of Directors authorized us to repurchase up to $100.0 million of our outstanding common stock. On December 5, 2013, October 23, 2014 and October 28, 2015, our Board of Directors authorized us to repurchase up to an additional $100.0 million, $250.0 million and $200.0 million of our outstanding common stock, respectively. As of December 31, 2016, there remained authorization for us to repurchase approximately $165.6 million of our shares. No shares have been repurchased by us since the programs have been announced other than pursuant to these publicly announced programs. We may repurchase our shares from time to time as permitted by securities laws and other legal requirements.
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|
Years Ended December 31,
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||||||||||||||||||
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2016
|
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2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Revenues
|
$
|
7,551,524
|
|
|
$
|
6,718,726
|
|
|
$
|
6,424,965
|
|
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$
|
6,333,527
|
|
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$
|
6,195,494
|
|
Gross profit
|
$
|
1,037,862
|
|
|
$
|
944,479
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|
|
$
|
907,246
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|
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$
|
821,646
|
|
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$
|
803,979
|
|
Impairment loss on identifiable intangible assets
|
$
|
2,428
|
|
|
$
|
—
|
|
|
$
|
1,471
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Gain on sale of building
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11,749
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Operating income
|
$
|
308,458
|
|
|
$
|
287,082
|
|
|
$
|
289,878
|
|
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$
|
240,350
|
|
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$
|
260,303
|
|
Net income attributable to EMCOR Group, Inc.
|
$
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181,935
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$
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172,286
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|
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$
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168,664
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|
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$
|
123,792
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|
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$
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146,584
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|
||||||
Basic earnings (loss) per common share:
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|
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|
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|
||||||
From continuing operations
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$
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3.05
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|
|
$
|
2.74
|
|
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$
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2.61
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|
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$
|
2.19
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|
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$
|
2.32
|
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From discontinued operations
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(0.05
|
)
|
|
(0.00
|
)
|
|
(0.07
|
)
|
|
(0.34
|
)
|
|
(0.12
|
)
|
|||||
|
$
|
3.00
|
|
|
$
|
2.74
|
|
|
$
|
2.54
|
|
|
$
|
1.85
|
|
|
$
|
2.20
|
|
|
|
|
|
|
|
|
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|
||||||
Diluted earnings (loss) per common share:
|
|
|
|
|
|
|
|
|
|
|
|
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|
||||||
From continuing operations
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$
|
3.02
|
|
|
$
|
2.72
|
|
|
$
|
2.59
|
|
|
$
|
2.16
|
|
|
$
|
2.28
|
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From discontinued operations
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(0.05
|
)
|
|
(0.00
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)
|
|
(0.07
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)
|
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(0.34
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)
|
|
(0.12
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)
|
|||||
|
$
|
2.97
|
|
|
$
|
2.72
|
|
|
$
|
2.52
|
|
|
$
|
1.82
|
|
|
$
|
2.16
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data
(In thousands)
|
|||||||||||||||||||
|
As of December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Equity
(1)
|
$
|
1,537,942
|
|
|
$
|
1,480,056
|
|
|
$
|
1,429,387
|
|
|
$
|
1,479,626
|
|
|
$
|
1,357,179
|
|
Total assets
|
$
|
3,894,170
|
|
|
$
|
3,542,657
|
|
|
$
|
3,383,847
|
|
|
$
|
3,459,488
|
|
|
$
|
3,102,106
|
|
Goodwill
|
$
|
979,628
|
|
|
$
|
843,170
|
|
|
$
|
834,102
|
|
|
$
|
834,825
|
|
|
$
|
566,588
|
|
Borrowings under revolving credit facility
|
$
|
125,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
150,000
|
|
Term loan, including current maturities
|
$
|
300,000
|
|
|
$
|
315,000
|
|
|
$
|
332,500
|
|
|
$
|
350,000
|
|
|
$
|
—
|
|
Other long-term debt, including current maturities
|
$
|
31
|
|
|
$
|
44
|
|
|
$
|
57
|
|
|
$
|
11
|
|
|
$
|
18
|
|
Capital lease obligations, including current maturities
|
$
|
3,732
|
|
|
$
|
3,869
|
|
|
$
|
2,883
|
|
|
$
|
4,652
|
|
|
$
|
5,881
|
|
(1)
|
During 2016, we repurchased approximately 1.5 million shares of our common stock for approximately $88.6 million. Since the inception of the repurchase programs in 2011 through December 31, 2016, we have repurchased 11.4 million shares of our common stock for approximately $484.4 million. The repurchase of shares results in a reduction of our equity. We have paid quarterly dividends since October 25, 2011. We currently pay a regular quarterly dividend of $0.08 per share, and we expect that quarterly dividends will be paid in the foreseeable future.
|
|
2016
|
|
2015
|
||||
Revenues
|
$
|
7,551,524
|
|
|
$
|
6,718,726
|
|
Revenues increase from prior year
|
12.4
|
%
|
|
4.6
|
%
|
||
Restructuring expenses
|
$
|
1,438
|
|
|
$
|
824
|
|
Impairment loss on identifiable intangible assets
|
$
|
2,428
|
|
|
$
|
—
|
|
Operating income
|
$
|
308,458
|
|
|
$
|
287,082
|
|
Operating income as a percentage of revenues
|
4.1
|
%
|
|
4.3
|
%
|
||
Income from continuing operations
|
$
|
185,295
|
|
|
$
|
172,567
|
|
Net income attributable to EMCOR Group, Inc.
|
$
|
181,935
|
|
|
$
|
172,286
|
|
Diluted earnings per common share from continuing operations
|
$
|
3.02
|
|
|
$
|
2.72
|
|
|
2016
|
|
% of
Total
|
|
2015
|
|
% of
Total
|
||||||
Revenues from unrelated entities:
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,704,403
|
|
|
23
|
%
|
|
$
|
1,367,142
|
|
|
20
|
%
|
United States mechanical construction and facilities services
|
2,661,763
|
|
|
35
|
%
|
|
2,312,763
|
|
|
34
|
%
|
||
United States building services
|
1,791,787
|
|
|
24
|
%
|
|
1,739,259
|
|
|
26
|
%
|
||
United States industrial services
|
1,067,315
|
|
|
14
|
%
|
|
922,085
|
|
|
14
|
%
|
||
Total United States operations
|
7,225,268
|
|
|
96
|
%
|
|
6,341,249
|
|
|
94
|
%
|
||
United Kingdom building services
|
326,256
|
|
|
4
|
%
|
|
377,477
|
|
|
6
|
%
|
||
Total worldwide operations
|
$
|
7,551,524
|
|
|
100
|
%
|
|
$
|
6,718,726
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
December 31, 2016
|
|
% of
Total
|
|
December 31, 2015
|
|
% of
Total
|
||||||
Backlog:
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,221,237
|
|
|
31
|
%
|
|
$
|
1,145,791
|
|
|
30
|
%
|
United States mechanical construction and facilities services
|
1,822,921
|
|
|
47
|
%
|
|
1,683,501
|
|
|
45
|
%
|
||
United States building services
|
658,955
|
|
|
17
|
%
|
|
762,196
|
|
|
20
|
%
|
||
United States industrial services
|
50,279
|
|
|
1
|
%
|
|
54,578
|
|
|
1
|
%
|
||
Total United States operations
|
3,753,392
|
|
|
96
|
%
|
|
3,646,066
|
|
|
97
|
%
|
||
United Kingdom building services
|
149,530
|
|
|
4
|
%
|
|
125,097
|
|
|
3
|
%
|
||
Total worldwide operations
|
$
|
3,902,922
|
|
|
100
|
%
|
|
$
|
3,771,163
|
|
|
100
|
%
|
|
2016
|
|
2015
|
||||
Cost of sales
|
$
|
6,513,662
|
|
|
$
|
5,774,247
|
|
Gross profit
|
$
|
1,037,862
|
|
|
$
|
944,479
|
|
Gross profit margin
|
13.7
|
%
|
|
14.1
|
%
|
|
2016
|
|
2015
|
||||
Selling, general and administrative expenses
|
$
|
725,538
|
|
|
$
|
656,573
|
|
Selling, general and administrative expenses as a percentage of revenues
|
9.6
|
%
|
|
9.8
|
%
|
|
2016
|
|
% of
Segment
Revenues
|
|
2015
|
|
% of
Segment
Revenues
|
||||||
Operating income (loss):
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
101,761
|
|
|
6.0
|
%
|
|
$
|
82,225
|
|
|
6.0
|
%
|
United States mechanical construction and facilities services
|
133,742
|
|
|
5.0
|
%
|
|
138,688
|
|
|
6.0
|
%
|
||
United States building services
|
75,770
|
|
|
4.2
|
%
|
|
70,532
|
|
|
4.1
|
%
|
||
United States industrial services
|
77,845
|
|
|
7.3
|
%
|
|
56,469
|
|
|
6.1
|
%
|
||
Total United States operations
|
389,118
|
|
|
5.4
|
%
|
|
347,914
|
|
|
5.5
|
%
|
||
United Kingdom building services
|
11,946
|
|
|
3.7
|
%
|
|
11,634
|
|
|
3.1
|
%
|
||
Corporate administration
|
(88,740
|
)
|
|
—
|
|
|
(71,642
|
)
|
|
—
|
|
||
Restructuring expenses
|
(1,438
|
)
|
|
—
|
|
|
(824
|
)
|
|
—
|
|
||
Impairment loss on identifiable intangible assets
|
(2,428
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Total worldwide operations
|
308,458
|
|
|
4.1
|
%
|
|
287,082
|
|
|
4.3
|
%
|
||
Other corporate items:
|
|
|
|
|
|
|
|
|
|
|
|
||
Interest expense
|
(12,627
|
)
|
|
|
|
|
(8,932
|
)
|
|
|
|
||
Interest income
|
663
|
|
|
|
|
|
673
|
|
|
|
|
||
Income from continuing operations before income taxes
|
$
|
296,494
|
|
|
|
|
|
$
|
278,823
|
|
|
|
|
|
2015
|
|
2014
|
||||
Revenues
|
$
|
6,718,726
|
|
|
$
|
6,424,965
|
|
Revenues increase from prior year
|
4.6
|
%
|
|
1.4
|
%
|
||
Restructuring expenses
|
$
|
824
|
|
|
$
|
1,168
|
|
Impairment loss on identifiable intangible assets
|
$
|
—
|
|
|
$
|
1,471
|
|
Gain on sale of building
|
$
|
—
|
|
|
$
|
11,749
|
|
Operating income
|
$
|
287,082
|
|
|
$
|
289,878
|
|
Operating income as a percentage of revenues
|
4.3
|
%
|
|
4.5
|
%
|
||
Income from continuing operations
|
$
|
172,567
|
|
|
$
|
178,117
|
|
Net income attributable to EMCOR Group, Inc.
|
$
|
172,286
|
|
|
$
|
168,664
|
|
Diluted earnings per common share from continuing operations
|
$
|
2.72
|
|
|
$
|
2.59
|
|
|
2015
|
|
% of
Total
|
|
2014
|
|
% of
Total
|
||||||
Revenues from unrelated entities:
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,367,142
|
|
|
20
|
%
|
|
$
|
1,311,988
|
|
|
20
|
%
|
United States mechanical construction and facilities services
|
2,312,763
|
|
|
34
|
%
|
|
2,201,212
|
|
|
34
|
%
|
||
United States building services
|
1,739,259
|
|
|
26
|
%
|
|
1,721,341
|
|
|
27
|
%
|
||
United States industrial services
|
922,085
|
|
|
14
|
%
|
|
839,980
|
|
|
13
|
%
|
||
Total United States operations
|
6,341,249
|
|
|
94
|
%
|
|
6,074,521
|
|
|
95
|
%
|
||
United Kingdom building services
|
377,477
|
|
|
6
|
%
|
|
350,444
|
|
|
5
|
%
|
||
Total worldwide operations
|
$
|
6,718,726
|
|
|
100
|
%
|
|
$
|
6,424,965
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
December 31, 2015
|
|
% of
Total
|
|
December 31, 2014
|
|
% of
Total
|
||||||
Backlog:
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,145,791
|
|
|
30
|
%
|
|
$
|
1,176,372
|
|
|
32
|
%
|
United States mechanical construction and facilities services
|
1,683,501
|
|
|
45
|
%
|
|
1,473,018
|
|
|
41
|
%
|
||
United States building services
|
762,196
|
|
|
20
|
%
|
|
732,960
|
|
|
20
|
%
|
||
United States industrial services
|
54,578
|
|
|
1
|
%
|
|
101,154
|
|
|
3
|
%
|
||
Total United States operations
|
3,646,066
|
|
|
97
|
%
|
|
3,483,504
|
|
|
96
|
%
|
||
United Kingdom building services
|
125,097
|
|
|
3
|
%
|
|
150,084
|
|
|
4
|
%
|
||
Total worldwide operations
|
$
|
3,771,163
|
|
|
100
|
%
|
|
$
|
3,633,588
|
|
|
100
|
%
|
|
2015
|
|
2014
|
||||
Cost of sales
|
$
|
5,774,247
|
|
|
$
|
5,517,719
|
|
Gross profit
|
$
|
944,479
|
|
|
$
|
907,246
|
|
Gross profit margin
|
14.1
|
%
|
|
14.1
|
%
|
|
2015
|
|
2014
|
||||
Selling, general and administrative expenses
|
$
|
656,573
|
|
|
$
|
626,478
|
|
Selling, general and administrative expenses as a percentage of revenues
|
9.8
|
%
|
|
9.8
|
%
|
|
2015
|
|
% of
Segment
Revenues
|
|
2014
|
|
% of
Segment
Revenues
|
||||||
Operating income (loss):
|
|
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
82,225
|
|
|
6.0
|
%
|
|
$
|
90,873
|
|
|
6.9
|
%
|
United States mechanical construction and facilities services
|
138,688
|
|
|
6.0
|
%
|
|
114,418
|
|
|
5.2
|
%
|
||
United States building services
|
70,532
|
|
|
4.1
|
%
|
|
65,885
|
|
|
3.8
|
%
|
||
United States industrial services
|
56,469
|
|
|
6.1
|
%
|
|
63,159
|
|
|
7.5
|
%
|
||
Total United States operations
|
347,914
|
|
|
5.5
|
%
|
|
334,335
|
|
|
5.5
|
%
|
||
United Kingdom building services
|
11,634
|
|
|
3.1
|
%
|
|
15,011
|
|
|
4.3
|
%
|
||
Corporate administration
|
(71,642
|
)
|
|
—
|
|
|
(68,578
|
)
|
|
—
|
|
||
Restructuring expenses
|
(824
|
)
|
|
—
|
|
|
(1,168
|
)
|
|
—
|
|
||
Impairment loss on identifiable intangible assets
|
—
|
|
|
—
|
|
|
(1,471
|
)
|
|
—
|
|
||
Gain on sale of building
|
—
|
|
|
—
|
|
|
11,749
|
|
|
—
|
|
||
Total worldwide operations
|
287,082
|
|
|
4.3
|
%
|
|
289,878
|
|
|
4.5
|
%
|
||
Other corporate items:
|
|
|
|
|
|
|
|
|
|
|
|
||
Interest expense
|
(8,932
|
)
|
|
|
|
|
(9,075
|
)
|
|
|
|
||
Interest income
|
673
|
|
|
|
|
|
842
|
|
|
|
|
||
Income from continuing operations before income taxes
|
$
|
278,823
|
|
|
|
|
|
$
|
281,645
|
|
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net cash provided by operating activities
|
$
|
264,561
|
|
|
$
|
266,666
|
|
|
$
|
246,657
|
|
Net cash used in investing activities
|
$
|
(270,671
|
)
|
|
$
|
(59,808
|
)
|
|
$
|
(21,668
|
)
|
Net cash used in financing activities
|
$
|
(9,429
|
)
|
|
$
|
(149,473
|
)
|
|
$
|
(229,950
|
)
|
Effect of exchange rate changes on cash and cash equivalents
|
$
|
(6,675
|
)
|
|
$
|
(2,610
|
)
|
|
$
|
(2,796
|
)
|
|
Payments Due by Period
|
||||||||||||||||||
Contractual Obligations
|
Total
|
|
Less
than
1 year
|
|
1-3
years
|
|
3-5
years
|
|
After
5 years
|
||||||||||
Revolving credit facility (including interest from 1.76% to 2.01%)
(1)
|
$
|
135.3
|
|
|
$
|
2.3
|
|
|
$
|
4.5
|
|
|
$
|
128.5
|
|
|
$
|
—
|
|
Term Loan (including interest from 1.76% to 2.01%)
(1)
|
322.1
|
|
|
20.6
|
|
|
40.1
|
|
|
261.4
|
|
|
—
|
|
|||||
Capital lease obligations
|
3.9
|
|
|
1.1
|
|
|
2.2
|
|
|
0.6
|
|
|
—
|
|
|||||
Operating leases
|
271.0
|
|
|
66.3
|
|
|
99.6
|
|
|
58.3
|
|
|
46.8
|
|
|||||
Open purchase obligations
(2)
|
967.9
|
|
|
806.3
|
|
|
159.7
|
|
|
1.9
|
|
|
—
|
|
|||||
Other long-term obligations, including current portion
(3)
|
443.2
|
|
|
60.0
|
|
|
374.1
|
|
|
9.1
|
|
|
—
|
|
|||||
Liabilities related to uncertain income tax positions
(4)
|
4.5
|
|
|
3.7
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|||||
Total Contractual Obligations
|
$
|
2,147.9
|
|
|
$
|
960.3
|
|
|
$
|
680.2
|
|
|
$
|
459.8
|
|
|
$
|
47.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Commitment Expirations by Period
|
||||||||||||||||||
Other Commercial Commitments
|
Total
Amounts
Committed
|
|
Less
than
1 year
|
|
1-3
years
|
|
3-5
years
|
|
After
5 years
|
||||||||||
Letters of credit
|
$
|
92.2
|
|
|
$
|
91.5
|
|
|
$
|
0.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
On August 3, 2016, we entered into a $900.0 million revolving credit facility (the “2016 Revolving Credit Facility”) and a $400.0 million term loan (the “2016 Term Loan”) (collectively referred to as the “2016 Credit Agreement”). The proceeds of the 2016 Term Loan were used to repay amounts drawn under our prior credit agreement. As of December 31, 2016, the amount outstanding under the 2016 Term Loan was $300.0 million. As of December 31, 2016, there were borrowings outstanding of $125.0 million under the 2016 Revolving Credit Facility.
|
(2)
|
Represents open purchase orders for material and subcontracting costs related to construction and service contracts. These purchase orders are not reflected in the Consolidated Balance Sheets and should not impact future cash flows, as amounts should be recovered through customer billings.
|
(3)
|
Represents primarily insurance related liabilities, and liabilities for deferred income taxes, incentive compensation and deferred compensation, classified as other long-term liabilities in the Consolidated Balance Sheets. Cash payments for insurance and deferred compensation related liabilities may be payable beyond three years, but it is not practical to estimate these payments; therefore, these liabilities are reflected in the 1-3 years payment period. We provide funding to our post retirement plans based on at least the minimum funding required by applicable regulations. In determining the minimum required funding, we utilize current actuarial assumptions and exchange rates to forecast estimates of amounts that may be payable for up to five years in the future. In our judgment, minimum funding estimates beyond a five year time horizon cannot be reliably estimated, and therefore, have not been included in the table.
|
(4)
|
Includes $0.5 million of accrued interest.
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
464,617
|
|
|
$
|
486,831
|
|
Accounts receivable, less allowance for doubtful accounts of $12,252 and $11,175, respectively
|
1,495,431
|
|
|
1,359,862
|
|
||
Costs and estimated earnings in excess of billings on uncompleted contracts
|
130,697
|
|
|
117,734
|
|
||
Inventories
|
37,426
|
|
|
37,545
|
|
||
Prepaid expenses and other
|
82,676
|
|
|
64,140
|
|
||
Total current assets
|
2,210,847
|
|
|
2,066,112
|
|
||
Investments, notes and other long-term receivables
|
8,792
|
|
|
8,359
|
|
||
Property, plant and equipment, net
|
127,951
|
|
|
122,018
|
|
||
Goodwill
|
979,628
|
|
|
843,170
|
|
||
Identifiable intangible assets, net
|
487,398
|
|
|
472,834
|
|
||
Other assets
|
79,554
|
|
|
30,164
|
|
||
Total assets
|
$
|
3,894,170
|
|
|
$
|
3,542,657
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Current maturities of long-term debt and capital lease obligations
|
$
|
15,030
|
|
|
$
|
17,541
|
|
Accounts payable
|
501,213
|
|
|
488,251
|
|
||
Billings in excess of costs and estimated earnings on uncompleted contracts
|
489,242
|
|
|
429,235
|
|
||
Accrued payroll and benefits
|
310,514
|
|
|
268,033
|
|
||
Other accrued expenses and liabilities
|
195,775
|
|
|
209,361
|
|
||
Total current liabilities
|
1,511,774
|
|
|
1,412,421
|
|
||
Borrowings under revolving credit facility
|
125,000
|
|
|
—
|
|
||
Long-term debt and capital lease obligations
|
283,296
|
|
|
297,559
|
|
||
Other long-term obligations
|
436,158
|
|
|
352,621
|
|
||
Total liabilities
|
2,356,228
|
|
|
2,062,601
|
|
||
Equity:
|
|
|
|
||||
EMCOR Group, Inc. stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.01 par value, 1,000,000 shares authorized, zero issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value, 200,000,000 shares authorized, 60,606,825 and 61,727,709 shares issued, respectively
|
606
|
|
|
617
|
|
||
Capital surplus
|
52,219
|
|
|
130,369
|
|
||
Accumulated other comprehensive loss
|
(101,703
|
)
|
|
(76,953
|
)
|
||
Retained earnings
|
1,596,269
|
|
|
1,432,980
|
|
||
Treasury stock, at cost 659,841 shares
|
(10,302
|
)
|
|
(10,302
|
)
|
||
Total EMCOR Group, Inc. stockholders’ equity
|
1,537,089
|
|
|
1,476,711
|
|
||
Noncontrolling interests
|
853
|
|
|
3,345
|
|
||
Total equity
|
1,537,942
|
|
|
1,480,056
|
|
||
Total liabilities and equity
|
$
|
3,894,170
|
|
|
$
|
3,542,657
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues
|
$
|
7,551,524
|
|
|
$
|
6,718,726
|
|
|
$
|
6,424,965
|
|
Cost of sales
|
6,513,662
|
|
|
5,774,247
|
|
|
5,517,719
|
|
|||
Gross profit
|
1,037,862
|
|
|
944,479
|
|
|
907,246
|
|
|||
Selling, general and administrative expenses
|
725,538
|
|
|
656,573
|
|
|
626,478
|
|
|||
Restructuring expenses
|
1,438
|
|
|
824
|
|
|
1,168
|
|
|||
Impairment loss on identifiable intangible assets
|
2,428
|
|
|
—
|
|
|
1,471
|
|
|||
Gain on sale of building
|
—
|
|
|
—
|
|
|
11,749
|
|
|||
Operating income
|
308,458
|
|
|
287,082
|
|
|
289,878
|
|
|||
Interest expense
|
(12,627
|
)
|
|
(8,932
|
)
|
|
(9,075
|
)
|
|||
Interest income
|
663
|
|
|
673
|
|
|
842
|
|
|||
Income from continuing operations before income taxes
|
296,494
|
|
|
278,823
|
|
|
281,645
|
|
|||
Income tax provision
|
111,199
|
|
|
106,256
|
|
|
103,528
|
|
|||
Income from continuing operations
|
185,295
|
|
|
172,567
|
|
|
178,117
|
|
|||
Loss from discontinued operation, net of income taxes
|
(3,142
|
)
|
|
(60
|
)
|
|
(4,690
|
)
|
|||
Net income including noncontrolling interests
|
182,153
|
|
|
172,507
|
|
|
173,427
|
|
|||
Less: Net income attributable to noncontrolling interests
|
(218
|
)
|
|
(221
|
)
|
|
(4,763
|
)
|
|||
Net income attributable to EMCOR Group, Inc.
|
$
|
181,935
|
|
|
$
|
172,286
|
|
|
$
|
168,664
|
|
Basic earnings (loss) per common share:
|
|
|
|
|
|
||||||
From continuing operations attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.05
|
|
|
$
|
2.74
|
|
|
$
|
2.61
|
|
From discontinued operation
|
(0.05
|
)
|
|
(0.00
|
)
|
|
(0.07
|
)
|
|||
Net income attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.00
|
|
|
$
|
2.74
|
|
|
$
|
2.54
|
|
Diluted earnings (loss) per common share:
|
|
|
|
|
|
||||||
From continuing operations attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.02
|
|
|
$
|
2.72
|
|
|
$
|
2.59
|
|
From discontinued operation
|
(0.05
|
)
|
|
(0.00
|
)
|
|
(0.07
|
)
|
|||
Net income attributable to EMCOR Group, Inc. common stockholders
|
$
|
2.97
|
|
|
$
|
2.72
|
|
|
$
|
2.52
|
|
Dividends declared per common share
|
$
|
0.32
|
|
|
$
|
0.32
|
|
|
$
|
0.32
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net income including noncontrolling interests
|
$
|
182,153
|
|
|
$
|
172,507
|
|
|
$
|
173,427
|
|
Other comprehensive (loss) income, net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
(1,434
|
)
|
|
(621
|
)
|
|
(957
|
)
|
|||
Changes in post retirement plans
(1)
|
(23,316
|
)
|
|
6,865
|
|
|
(16,463
|
)
|
|||
Other comprehensive (loss) income
|
(24,750
|
)
|
|
6,244
|
|
|
(17,420
|
)
|
|||
Comprehensive income
|
157,403
|
|
|
178,751
|
|
|
156,007
|
|
|||
Less: Comprehensive income attributable to noncontrolling interests
|
(218
|
)
|
|
(221
|
)
|
|
(4,763
|
)
|
|||
Comprehensive income attributable to EMCOR Group, Inc.
|
$
|
157,185
|
|
|
$
|
178,530
|
|
|
$
|
151,244
|
|
(1)
|
Net of tax benefit (provision) of
$5.1 million
,
$(1.6) million
and
$4.2 million
for the years ended
December 31, 2016
,
2015
and
2014
, respectively.
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows - operating activities:
|
|
|
|
|
|
||||||
Net income including noncontrolling interests
|
$
|
182,153
|
|
|
$
|
172,507
|
|
|
$
|
173,427
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
38,881
|
|
|
36,294
|
|
|
36,524
|
|
|||
Amortization of identifiable intangible assets
|
40,908
|
|
|
37,895
|
|
|
37,966
|
|
|||
Provision for doubtful accounts
|
6,194
|
|
|
2,853
|
|
|
2,918
|
|
|||
Deferred income taxes
|
(8,108
|
)
|
|
(10,300
|
)
|
|
5,748
|
|
|||
Loss on sale of subsidiary
|
—
|
|
|
—
|
|
|
608
|
|
|||
Gain on sale of building
|
—
|
|
|
—
|
|
|
(11,749
|
)
|
|||
Gain on sale of property, plant and equipment
|
(330
|
)
|
|
(248
|
)
|
|
(4,920
|
)
|
|||
Excess tax benefits from share-based compensation
|
(2,546
|
)
|
|
(1,663
|
)
|
|
(8,264
|
)
|
|||
Equity income from unconsolidated entities
|
(1,569
|
)
|
|
(2,883
|
)
|
|
(1,440
|
)
|
|||
Non-cash expense for amortization of debt issuance costs
|
1,354
|
|
|
1,307
|
|
|
1,307
|
|
|||
Non-cash (income) expense from contingent consideration arrangements
|
—
|
|
|
(464
|
)
|
|
606
|
|
|||
Non-cash expense for impairment of identifiable intangible assets
|
2,428
|
|
|
—
|
|
|
1,471
|
|
|||
Non-cash share-based compensation expense
|
8,902
|
|
|
8,801
|
|
|
8,121
|
|
|||
Non-cash (income) expense from changes in unrecognized income tax benefits
|
(759
|
)
|
|
(317
|
)
|
|
2,143
|
|
|||
Distributions from unconsolidated entities
|
1,247
|
|
|
3,352
|
|
|
1,767
|
|
|||
Changes in operating assets and liabilities, excluding the effect of businesses acquired:
|
|
|
|
|
|
||||||
(Increase) decrease in accounts receivable
|
(98,773
|
)
|
|
(115,303
|
)
|
|
27,409
|
|
|||
Decrease in inventories
|
954
|
|
|
9,733
|
|
|
5,269
|
|
|||
Increase in costs and estimated earnings in excess of billings on uncompleted contracts
|
(7,851
|
)
|
|
(12,837
|
)
|
|
(13,010
|
)
|
|||
Increase (decrease) in accounts payable
|
13,141
|
|
|
25,440
|
|
|
(25,122
|
)
|
|||
Increase (decrease) in billings in excess of costs and estimated earnings on uncompleted contracts
|
57,244
|
|
|
58,614
|
|
|
(11,868
|
)
|
|||
Increase in accrued payroll and benefits and other accrued expenses and liabilities
|
22,659
|
|
|
37,122
|
|
|
32,340
|
|
|||
Changes in other assets and liabilities, net
|
8,432
|
|
|
16,763
|
|
|
(14,594
|
)
|
|||
Net cash provided by operating activities
|
264,561
|
|
|
266,666
|
|
|
246,657
|
|
|||
Cash flows - investing activities:
|
|
|
|
|
|
||||||
Payments for acquisitions of businesses, net of cash acquired
|
(232,947
|
)
|
|
(28,195
|
)
|
|
—
|
|
|||
Proceeds from sale of subsidiary
|
—
|
|
|
—
|
|
|
1,108
|
|
|||
Proceeds from sale of building
|
—
|
|
|
—
|
|
|
11,885
|
|
|||
Proceeds from sale of property, plant and equipment
|
2,023
|
|
|
3,847
|
|
|
7,239
|
|
|||
Purchase of property, plant and equipment
|
(39,648
|
)
|
|
(35,460
|
)
|
|
(38,035
|
)
|
|||
Investments in and advances to unconsolidated entities and joint ventures
|
(99
|
)
|
|
—
|
|
|
(3,865
|
)
|
|||
Net cash used in investing activities
|
(270,671
|
)
|
|
(59,808
|
)
|
|
(21,668
|
)
|
|||
Cash flows - financing activities:
|
|
|
|
|
|
||||||
Proceeds from revolving credit facility
|
220,000
|
|
|
—
|
|
|
—
|
|
|||
Repayments of revolving credit facility
|
(95,000
|
)
|
|
—
|
|
|
—
|
|
|||
Borrowings from long-term debt
|
400,000
|
|
|
—
|
|
|
—
|
|
|||
Repayments of long-term debt and debt issuance costs
|
(417,990
|
)
|
|
(17,514
|
)
|
|
(17,454
|
)
|
|||
Repayments of capital lease obligations
|
(1,384
|
)
|
|
(2,737
|
)
|
|
(1,715
|
)
|
|||
Dividends paid to stockholders
|
(19,454
|
)
|
|
(20,095
|
)
|
|
(21,293
|
)
|
|||
Repurchase of common stock
|
(94,221
|
)
|
|
(104,330
|
)
|
|
(201,994
|
)
|
|||
Proceeds from exercise of stock options
|
741
|
|
|
3,836
|
|
|
6,858
|
|
|||
Payments to satisfy minimum tax withholding
|
(4,225
|
)
|
|
(3,866
|
)
|
|
(1,481
|
)
|
|||
Issuance of common stock under employee stock purchase plan
|
4,814
|
|
|
4,223
|
|
|
3,615
|
|
|||
Payments for contingent consideration arrangements
|
—
|
|
|
(403
|
)
|
|
—
|
|
|||
Distributions to noncontrolling interests
|
(2,710
|
)
|
|
(10,250
|
)
|
|
(4,750
|
)
|
|||
Excess tax benefits from share-based compensation
|
—
|
|
|
1,663
|
|
|
8,264
|
|
|||
Net cash used in financing activities
|
(9,429
|
)
|
|
(149,473
|
)
|
|
(229,950
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(6,675
|
)
|
|
(2,610
|
)
|
|
(2,796
|
)
|
|||
(Decrease) increase in cash and cash equivalents
|
(22,214
|
)
|
|
54,775
|
|
|
(7,757
|
)
|
|||
Cash and cash equivalents at beginning of year
|
486,831
|
|
|
432,056
|
|
|
439,813
|
|
|||
Cash and cash equivalents at end of period
|
$
|
464,617
|
|
|
$
|
486,831
|
|
|
$
|
432,056
|
|
|
|
|
EMCOR Group, Inc. Stockholders
|
|
|
||||||||||||||||||||||
|
Total
|
|
Common
stock
|
|
Capital
surplus
|
|
Accumulated other comprehensive (loss) income
(1)
|
|
Retained
earnings
|
|
Treasury
stock
|
|
Noncontrolling
interests
|
||||||||||||||
Balance, December 31, 2013
|
$
|
1,479,626
|
|
|
$
|
676
|
|
|
$
|
408,083
|
|
|
$
|
(65,777
|
)
|
|
$
|
1,133,873
|
|
|
$
|
(10,590
|
)
|
|
$
|
13,361
|
|
Net income including noncontrolling interests
|
173,427
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
168,664
|
|
|
—
|
|
|
4,763
|
|
|||||||
Other comprehensive loss
|
(17,420
|
)
|
|
—
|
|
|
—
|
|
|
(17,420
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under share-based compensation plans
(2)
|
15,570
|
|
|
8
|
|
|
15,274
|
|
|
—
|
|
|
—
|
|
|
288
|
|
|
—
|
|
|||||||
Tax withholding for common stock issued under share-based compensation plans
|
(1,481
|
)
|
|
—
|
|
|
(1,481
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under employee stock purchase plan
|
3,615
|
|
|
—
|
|
|
3,615
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock dividends
|
(21,293
|
)
|
|
—
|
|
|
253
|
|
|
—
|
|
|
(21,546
|
)
|
|
—
|
|
|
—
|
|
|||||||
Repurchase of common stock
|
(206,028
|
)
|
|
(48
|
)
|
|
(205,980
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Distributions to noncontrolling interests
|
(4,750
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,750
|
)
|
|||||||
Share-based compensation expense
|
8,121
|
|
|
—
|
|
|
8,121
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Balance, December 31, 2014
|
$
|
1,429,387
|
|
|
$
|
636
|
|
|
$
|
227,885
|
|
|
$
|
(83,197
|
)
|
|
$
|
1,280,991
|
|
|
$
|
(10,302
|
)
|
|
$
|
13,374
|
|
Net income including noncontrolling interests
|
172,507
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
172,286
|
|
|
—
|
|
|
221
|
|
|||||||
Other comprehensive income
|
6,244
|
|
|
—
|
|
|
—
|
|
|
6,244
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under share-based compensation plans
(2)
|
5,433
|
|
|
5
|
|
|
5,428
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Tax withholding for common stock issued under share-based compensation plans
|
(3,866
|
)
|
|
—
|
|
|
(3,866
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under employee stock purchase plan
|
4,223
|
|
|
—
|
|
|
4,223
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock dividends
|
(20,095
|
)
|
|
—
|
|
|
202
|
|
|
—
|
|
|
(20,297
|
)
|
|
—
|
|
|
—
|
|
|||||||
Repurchase of common stock
|
(112,328
|
)
|
|
(24
|
)
|
|
(112,304
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Distributions to noncontrolling interests
|
(10,250
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,250
|
)
|
|||||||
Share-based compensation expense
|
8,801
|
|
|
—
|
|
|
8,801
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Balance, December 31, 2015
|
$
|
1,480,056
|
|
|
$
|
617
|
|
|
$
|
130,369
|
|
|
$
|
(76,953
|
)
|
|
$
|
1,432,980
|
|
|
$
|
(10,302
|
)
|
|
$
|
3,345
|
|
Net income including noncontrolling interests
|
182,153
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
181,935
|
|
|
—
|
|
|
218
|
|
|||||||
Other comprehensive loss
|
(24,750
|
)
|
|
—
|
|
|
—
|
|
|
(24,750
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under share-based compensation plans
(3)
|
1,724
|
|
|
4
|
|
|
729
|
|
|
—
|
|
|
991
|
|
|
—
|
|
|
—
|
|
|||||||
Tax withholding for common stock issued under share-based compensation plans
|
(4,225
|
)
|
|
—
|
|
|
(4,225
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock issued under employee stock purchase plan
|
4,814
|
|
|
—
|
|
|
4,814
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Common stock dividends
|
(19,454
|
)
|
|
—
|
|
|
183
|
|
|
—
|
|
|
(19,637
|
)
|
|
—
|
|
|
—
|
|
|||||||
Repurchase of common stock
|
(88,568
|
)
|
|
(15
|
)
|
|
(88,553
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Distributions to noncontrolling interests
|
(2,710
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,710
|
)
|
|||||||
Share-based compensation expense
|
8,902
|
|
|
—
|
|
|
8,902
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Balance, December 31, 2016
|
$
|
1,537,942
|
|
|
$
|
606
|
|
|
$
|
52,219
|
|
|
$
|
(101,703
|
)
|
|
$
|
1,596,269
|
|
|
$
|
(10,302
|
)
|
|
$
|
853
|
|
(1)
|
As of December 31, 2016, represents cumulative foreign currency translation and post retirement liability adjustments of
$2.1 million
and
$(103.8) million
, respectively. As of December 31, 2015, represents cumulative foreign currency translation and post retirement liability adjustments of
$3.5 million
and
$(80.5) million
, respectively. As of December 31, 2014, represents cumulative foreign currency translation and post retirement liability adjustments of
$4.1 million
and
$(87.3) million
, respectively.
|
(2)
|
Includes the tax benefit associated with share-based compensation of
$1.6 million
in
2015
and
$8.6 million
in
2014
.
|
(3)
|
Includes a
$1.0 million
adjustment to retained earnings to recognize net operating loss carryforwards attributable to excess tax benefits on stock compensation upon the adoption of Accounting Standards Update No. 2016-09.
|
|
2016
|
|
2015
|
||||
Costs incurred on uncompleted contracts
|
$
|
7,223,436
|
|
|
$
|
7,582,108
|
|
Estimated earnings, thereon
|
827,799
|
|
|
862,987
|
|
||
|
8,051,235
|
|
|
8,445,095
|
|
||
Less: billings to date
|
8,409,780
|
|
|
8,756,596
|
|
||
|
$
|
(358,545
|
)
|
|
$
|
(311,501
|
)
|
|
2016
|
|
2015
|
||||
Costs and estimated earnings in excess of billings on uncompleted contracts
|
$
|
130,697
|
|
|
$
|
117,734
|
|
Billings in excess of costs and estimated earnings on uncompleted contracts
|
(489,242
|
)
|
|
(429,235
|
)
|
||
|
$
|
(358,545
|
)
|
|
$
|
(311,501
|
)
|
|
For the twelve months ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues
|
$
|
345
|
|
|
$
|
3,823
|
|
|
$
|
19,297
|
|
Loss from discontinued operation, net of income taxes
|
$
|
(3,142
|
)
|
|
$
|
(60
|
)
|
|
$
|
(4,690
|
)
|
Diluted loss per share from discontinued operation
|
$
|
(0.05
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.07
|
)
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
Assets of discontinued operation:
|
|
|
|
||||
Current assets
|
$
|
1,233
|
|
|
$
|
2,525
|
|
|
|
|
|
||||
Liabilities of discontinued operation:
|
|
|
|
||||
Current liabilities
|
$
|
4,036
|
|
|
$
|
4,407
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Income from continuing operations attributable to EMCOR Group, Inc. common stockholders
|
$
|
185,077
|
|
|
$
|
172,346
|
|
|
$
|
173,354
|
|
Loss from discontinued operation, net of income taxes
|
(3,142
|
)
|
|
(60
|
)
|
|
(4,690
|
)
|
|||
Net income attributable to EMCOR Group, Inc. common stockholders
|
$
|
181,935
|
|
|
$
|
172,286
|
|
|
$
|
168,664
|
|
Denominator:
|
|
|
|
|
|
||||||
Weighted average shares outstanding used to compute basic earnings (loss) per common share
|
60,769,808
|
|
|
62,789,120
|
|
|
66,331,886
|
|
|||
Effect of dilutive securities—Share-based awards
|
436,984
|
|
|
518,392
|
|
|
730,623
|
|
|||
Shares used to compute diluted earnings (loss) per common share
|
61,206,792
|
|
|
63,307,512
|
|
|
67,062,509
|
|
|||
Basic earnings (loss) per common share:
|
|
|
|
|
|
||||||
From continuing operations attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.05
|
|
|
$
|
2.74
|
|
|
$
|
2.61
|
|
From discontinued operation
|
(0.05
|
)
|
|
(0.00
|
)
|
|
(0.07
|
)
|
|||
Net income attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.00
|
|
|
$
|
2.74
|
|
|
$
|
2.54
|
|
Diluted earnings (loss) per common share:
|
|
|
|
|
|
||||||
From continuing operations attributable to EMCOR Group, Inc. common stockholders
|
$
|
3.02
|
|
|
$
|
2.72
|
|
|
$
|
2.59
|
|
From discontinued operation
|
(0.05
|
)
|
|
(0.00
|
)
|
|
(0.07
|
)
|
|||
Net income attributable to EMCOR Group, Inc. common stockholders
|
$
|
2.97
|
|
|
$
|
2.72
|
|
|
$
|
2.52
|
|
|
2016
|
|
2015
|
||||
Raw materials and construction materials
|
$
|
21,997
|
|
|
$
|
23,239
|
|
Work in process
|
15,429
|
|
|
14,306
|
|
||
|
$
|
37,426
|
|
|
$
|
37,545
|
|
|
2016
|
|
2015
|
||||
Machinery and equipment
|
$
|
133,455
|
|
|
$
|
123,211
|
|
Vehicles
|
54,165
|
|
|
51,673
|
|
||
Furniture and fixtures
|
21,513
|
|
|
20,730
|
|
||
Computer hardware/software
|
87,416
|
|
|
95,993
|
|
||
Land, buildings and leasehold improvements
|
90,215
|
|
|
88,877
|
|
||
Construction in progress
|
7,544
|
|
|
5,688
|
|
||
|
394,308
|
|
|
386,172
|
|
||
Accumulated depreciation and amortization
|
(266,357
|
)
|
|
(264,154
|
)
|
||
|
$
|
127,951
|
|
|
$
|
122,018
|
|
|
United States
electrical
construction
and facilities
services segment
|
|
United States
mechanical
construction
and facilities
services segment
|
|
United States
building
services segment
|
|
United States
industrial services segment |
|
Total
|
||||||||||
Balance at December 31, 2014
|
$
|
3,823
|
|
|
$
|
217,255
|
|
|
$
|
228,385
|
|
|
$
|
384,639
|
|
|
$
|
834,102
|
|
Acquisitions, sales and purchase price adjustments
|
—
|
|
|
8,816
|
|
|
252
|
|
|
—
|
|
|
9,068
|
|
|||||
Balance at December 31, 2015
|
3,823
|
|
|
226,071
|
|
|
228,637
|
|
|
384,639
|
|
|
843,170
|
|
|||||
Acquisitions, sales and purchase price adjustments
|
119,777
|
|
|
525
|
|
|
16,156
|
|
|
—
|
|
|
136,458
|
|
|||||
Balance at December 31, 2016
|
$
|
123,600
|
|
|
$
|
226,596
|
|
|
$
|
244,793
|
|
|
$
|
384,639
|
|
|
$
|
979,628
|
|
|
December 31, 2016
|
||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Accumulated
Impairment
Charge
|
|
Total
|
||||||||
Contract backlog
|
$
|
48,645
|
|
|
$
|
(48,412
|
)
|
|
$
|
—
|
|
|
$
|
233
|
|
Developed technology/Vendor network
|
95,661
|
|
|
(45,616
|
)
|
|
—
|
|
|
50,045
|
|
||||
Customer relationships
|
466,556
|
|
|
(173,156
|
)
|
|
(4,834
|
)
|
|
288,566
|
|
||||
Non-competition agreements
|
10,220
|
|
|
(10,041
|
)
|
|
—
|
|
|
179
|
|
||||
Trade names (amortized)
|
32,848
|
|
|
(15,847
|
)
|
|
—
|
|
|
17,001
|
|
||||
Trade names (unamortized)
|
183,239
|
|
|
—
|
|
|
(51,865
|
)
|
|
131,374
|
|
||||
Total
|
$
|
837,169
|
|
|
$
|
(293,072
|
)
|
|
$
|
(56,699
|
)
|
|
$
|
487,398
|
|
|
December 31, 2015
|
||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Accumulated
Impairment
Charge
|
|
Total
|
||||||||
Contract backlog
|
$
|
47,745
|
|
|
$
|
(47,745
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Developed technology/Vendor network
|
95,661
|
|
|
(40,482
|
)
|
|
—
|
|
|
55,179
|
|
||||
Customer relationships
|
430,356
|
|
|
(141,695
|
)
|
|
(4,834
|
)
|
|
283,827
|
|
||||
Non-competition agreements
|
10,220
|
|
|
(9,832
|
)
|
|
—
|
|
|
388
|
|
||||
Trade names (amortized)
|
21,248
|
|
|
(12,410
|
)
|
|
—
|
|
|
8,838
|
|
||||
Trade names (unamortized)
|
174,039
|
|
|
—
|
|
|
(49,437
|
)
|
|
124,602
|
|
||||
Total
|
$
|
779,269
|
|
|
$
|
(252,164
|
)
|
|
$
|
(54,271
|
)
|
|
$
|
472,834
|
|
2017
|
$
|
39,210
|
|
2018
|
36,808
|
|
|
2019
|
34,826
|
|
|
2020
|
34,645
|
|
|
2021
|
33,851
|
|
|
Thereafter
|
176,684
|
|
|
|
$
|
356,024
|
|
|
2016
|
|
2015
|
||||
Revolving credit facility
|
$
|
125,000
|
|
|
$
|
—
|
|
Term loan, interest payable at varying amounts through 2021
|
300,000
|
|
|
315,000
|
|
||
Unamortized debt issuance costs
|
(5,437
|
)
|
|
(3,813
|
)
|
||
Capitalized lease obligations, at weighted average interest rates from 2.5% to 5.0% payable in varying amounts through 2021
|
3,732
|
|
|
3,869
|
|
||
Other, payable through 2019
|
31
|
|
|
44
|
|
||
|
423,326
|
|
|
315,100
|
|
||
Less: current maturities
|
15,030
|
|
|
17,541
|
|
||
|
$
|
408,296
|
|
|
$
|
297,559
|
|
|
Assets at Fair Value as of December 31, 2016
|
||||||||||||||
Asset Category
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents
(1)
|
$
|
464,617
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
464,617
|
|
Restricted cash
(2)
|
2,043
|
|
|
—
|
|
|
—
|
|
|
2,043
|
|
||||
Deferred compensation plan assets
(3)
|
12,153
|
|
|
—
|
|
|
—
|
|
|
12,153
|
|
||||
Total
|
$
|
478,813
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
478,813
|
|
|
Assets at Fair Value as of December 31, 2015
|
||||||||||||||
Asset Category
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents
(1)
|
$
|
486,831
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
486,831
|
|
Restricted cash
(2)
|
4,232
|
|
|
—
|
|
|
—
|
|
|
4,232
|
|
||||
Deferred compensation plan assets
(3)
|
7,497
|
|
|
—
|
|
|
—
|
|
|
7,497
|
|
||||
Total
|
$
|
498,560
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
498,560
|
|
(1)
|
Cash and cash equivalents consist primarily of money market funds with original maturity dates of three months or less, which are Level 1 assets. At
December 31, 2016
and
2015
, we had
$154.6 million
and
$151.4 million
, respectively, in money market funds.
|
(2)
|
Restricted cash is classified as “Prepaid expenses and other” in the Consolidated Balance Sheets.
|
(3)
|
Deferred compensation plan assets are classified as “Other assets” in the Consolidated Balance Sheets.
|
|
2016
|
|
2015
|
||||
Balance at beginning of year
|
$
|
4,761
|
|
|
$
|
5,203
|
|
Additions based on tax positions related to the current year
|
1,415
|
|
|
611
|
|
||
Additions based on tax positions related to prior years
|
—
|
|
|
—
|
|
||
Reductions for tax positions of prior years
|
(1,360
|
)
|
|
(1,053
|
)
|
||
Reductions for expired statute of limitations
|
(834
|
)
|
|
—
|
|
||
Balance at end of year
|
$
|
3,982
|
|
|
$
|
4,761
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal provision
|
$
|
95,171
|
|
|
$
|
94,405
|
|
|
$
|
80,852
|
|
State and local provisions
|
23,387
|
|
|
21,320
|
|
|
14,532
|
|
|||
Foreign provision
|
749
|
|
|
831
|
|
|
2,396
|
|
|||
|
119,307
|
|
|
116,556
|
|
|
97,780
|
|
|||
Deferred
|
(8,108
|
)
|
|
(10,300
|
)
|
|
5,748
|
|
|||
|
$
|
111,199
|
|
|
$
|
106,256
|
|
|
$
|
103,528
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Federal income taxes at the statutory rate
|
$
|
103,773
|
|
|
$
|
97,588
|
|
|
$
|
98,576
|
|
Noncontrolling interests
|
(76
|
)
|
|
(77
|
)
|
|
(1,667
|
)
|
|||
State and local income taxes, net of federal tax benefits
|
14,801
|
|
|
12,590
|
|
|
9,944
|
|
|||
State tax reserves
|
74
|
|
|
62
|
|
|
(38
|
)
|
|||
Permanent differences
|
3,698
|
|
|
3,096
|
|
|
2,961
|
|
|||
Domestic manufacturing deduction
|
(6,830
|
)
|
|
(6,604
|
)
|
|
(5,008
|
)
|
|||
Excess tax benefit from share-based compensation
|
(2,114
|
)
|
|
—
|
|
|
—
|
|
|||
Foreign income taxes (including UK statutory rate changes)
|
(1,290
|
)
|
|
(361
|
)
|
|
(1,237
|
)
|
|||
Federal tax reserves
|
(893
|
)
|
|
14
|
|
|
62
|
|
|||
Other
|
56
|
|
|
(52
|
)
|
|
(65
|
)
|
|||
|
$
|
111,199
|
|
|
$
|
106,256
|
|
|
$
|
103,528
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
United States
|
$
|
283,904
|
|
|
$
|
264,867
|
|
|
$
|
265,529
|
|
Foreign
|
12,590
|
|
|
13,956
|
|
|
16,116
|
|
|||
|
$
|
296,494
|
|
|
$
|
278,823
|
|
|
$
|
281,645
|
|
Stock Options
|
|
Restricted Stock Units
|
||||||||||||||
|
|
Shares
|
|
Weighted
Average
Price
|
|
|
|
Shares
|
|
Weighted
Average
Price
|
||||||
Balance, December 31, 2013
|
|
1,310,697
|
|
|
$
|
18.12
|
|
|
Balance, December 31, 2013
|
|
610,803
|
|
|
$
|
31.17
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Granted
|
|
176,418
|
|
|
$
|
43.06
|
|
|
Expired
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
(500
|
)
|
|
$
|
43.76
|
|
|
Exercised
|
|
(743,923
|
)
|
|
$
|
13.52
|
|
|
Vested
|
|
(152,423
|
)
|
|
$
|
32.46
|
|
Balance, December 31, 2014
|
|
566,774
|
|
|
$
|
24.15
|
|
|
Balance, December 31, 2014
|
|
634,298
|
|
|
$
|
34.16
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Granted
|
|
241,274
|
|
|
$
|
45.23
|
|
|
Expired
|
|
(30,000
|
)
|
|
$
|
12.09
|
|
|
Forfeited
|
|
(3,587
|
)
|
|
$
|
29.56
|
|
Exercised
|
|
(230,048
|
)
|
|
$
|
26.71
|
|
|
Vested
|
|
(266,497
|
)
|
|
$
|
32.17
|
|
Balance, December 31, 2015
|
|
306,726
|
|
|
$
|
23.42
|
|
|
Balance, December 31, 2015
|
|
605,488
|
|
|
$
|
39.47
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Granted
|
|
191,936
|
|
|
$
|
46.86
|
|
|
Expired
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
(965
|
)
|
|
$
|
43.13
|
|
|
Exercised
|
|
(163,726
|
)
|
|
$
|
23.73
|
|
|
Vested
|
|
(304,171
|
)
|
|
$
|
35.29
|
|
Balance, December 31, 2016
|
|
143,000
|
|
|
$
|
23.06
|
|
|
Balance, December 31, 2016
|
|
492,288
|
|
|
$
|
44.93
|
|
Stock Options Outstanding and Exercisable
|
||||||
Range of
Exercise Prices
|
|
Number
|
|
Weighted Average
Remaining Life
|
|
Weighted Average
Exercise Price
|
$20.42 - $24.48
|
|
143,000
|
|
2.40 Years
|
|
$23.06
|
|
2016
|
|
2015
|
||||
Change in pension benefit obligation
|
|
|
|
||||
Benefit obligation at beginning of year
|
$
|
295,825
|
|
|
$
|
332,806
|
|
Interest cost
|
10,320
|
|
|
11,603
|
|
||
Actuarial loss (gain)
|
67,329
|
|
|
(21,707
|
)
|
||
Benefits paid
|
(12,044
|
)
|
|
(9,604
|
)
|
||
Foreign currency exchange rate changes
|
(54,699
|
)
|
|
(17,273
|
)
|
||
Benefit obligation at end of year
|
306,731
|
|
|
295,825
|
|
||
Change in pension plan assets
|
|
|
|
|
|
||
Fair value of plan assets at beginning of year
|
263,555
|
|
|
282,095
|
|
||
Actual return on plan assets
|
47,728
|
|
|
569
|
|
||
Employer contributions
|
4,906
|
|
|
5,631
|
|
||
Benefits paid
|
(12,044
|
)
|
|
(9,604
|
)
|
||
Foreign currency exchange rate changes
|
(46,909
|
)
|
|
(15,136
|
)
|
||
Fair value of plan assets at end of year
|
257,236
|
|
|
263,555
|
|
||
Funded status at end of year
|
$
|
(49,495
|
)
|
|
$
|
(32,270
|
)
|
|
2016
|
|
2015
|
||||
Unrecognized losses
|
$
|
102,943
|
|
|
$
|
88,818
|
|
|
2016
|
|
2015
|
||
Discount rate
|
2.7
|
%
|
|
3.8
|
%
|
|
2016
|
|
2015
|
|
2014
|
|||
Discount rate
|
3.8
|
%
|
|
3.6
|
%
|
|
4.6
|
%
|
Annual rate of return on plan assets
|
6.2
|
%
|
|
6.3
|
%
|
|
6.7
|
%
|
|
2016
|
|
2015
|
|
2014
|
||||||
Interest cost
|
$
|
10,320
|
|
|
$
|
11,603
|
|
|
$
|
14,027
|
|
Expected return on plan assets
|
(14,227
|
)
|
|
(16,181
|
)
|
|
(16,888
|
)
|
|||
Amortization of unrecognized loss
|
2,047
|
|
|
2,526
|
|
|
2,029
|
|
|||
Net periodic pension cost (income)
|
$
|
(1,860
|
)
|
|
$
|
(2,052
|
)
|
|
$
|
(832
|
)
|
Asset Category
|
Target
Asset Allocation |
|
December 31,
2016 |
|
December 31,
2015 |
|||
Equity securities
|
45.0
|
%
|
|
44.9
|
%
|
|
43.3
|
%
|
Debt securities
|
55.0
|
%
|
|
55.0
|
%
|
|
56.3
|
%
|
Cash
|
—
|
%
|
|
0.1
|
%
|
|
0.4
|
%
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
Assets at Fair Value as of December 31, 2016
|
||||||||||||||
Asset Category
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Equity and equity like investments
|
$
|
—
|
|
|
$
|
115,416
|
|
|
$
|
—
|
|
|
$
|
115,416
|
|
Corporate bonds
|
—
|
|
|
103,912
|
|
|
—
|
|
|
103,912
|
|
||||
Government bonds
|
—
|
|
|
37,473
|
|
|
—
|
|
|
37,473
|
|
||||
Cash
|
435
|
|
|
—
|
|
|
—
|
|
|
435
|
|
||||
Total
|
$
|
435
|
|
|
$
|
256,801
|
|
|
$
|
—
|
|
|
$
|
257,236
|
|
|
Assets at Fair Value as of December 31, 2015
|
||||||||||||||
Asset Category
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Equity and equity like investments
|
$
|
—
|
|
|
$
|
114,213
|
|
|
$
|
—
|
|
|
$
|
114,213
|
|
Corporate bonds
|
—
|
|
|
114,434
|
|
|
—
|
|
|
114,434
|
|
||||
Government bonds
|
—
|
|
|
34,011
|
|
|
—
|
|
|
34,011
|
|
||||
Cash
|
897
|
|
|
—
|
|
|
—
|
|
|
897
|
|
||||
Total
|
$
|
897
|
|
|
$
|
262,658
|
|
|
$
|
—
|
|
|
$
|
263,555
|
|
(a)
|
Assets that are not exchange traded but have a unit price that is based on the net asset value of the fund. The unit prices are not quoted but the underlying assets held by the fund are either:
|
(i)
|
held in a variety of listed investments
|
(ii)
|
held in UK treasury bonds or corporate bonds with the asset value being based on fixed income streams. Some of the underlying bonds are also listed on regulated markets.
|
(b)
|
Assets that are not exchange traded but have a unit price that is based on the net asset value of the fund. The unit prices are quoted. The underlying assets within these funds comprise cash or assets that are listed on a regulated market (i.e., the values are based on observable market data) and it is these values that are used to calculate the unit price of the fund.
|
|
Pension
Benefits
|
||
2017
|
$
|
9,897
|
|
2018
|
$
|
10,193
|
|
2019
|
$
|
10,498
|
|
2020
|
$
|
10,812
|
|
2021
|
$
|
11,135
|
|
Succeeding five years
|
$
|
60,878
|
|
|
2016
|
|
2015
|
||||
Projected benefit obligation
|
$
|
306,731
|
|
|
$
|
295,825
|
|
Accumulated benefit obligation
|
$
|
306,731
|
|
|
$
|
295,825
|
|
Fair value of plan assets
|
$
|
257,236
|
|
|
$
|
263,555
|
|
Pension Fund
|
|
EIN/Pension Plan
Number
|
|
PPA Zone Status
(1)
|
|
FIP/RP
Status
|
|
Contributions
|
|
Contributions greater than 5% of total plan contributions
(2)
|
|
Expiration
date of CBA
|
||||||||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
2014
|
|
|||||||||||||
Plumbers & Pipefitters National Pension Fund
|
|
52-6152779 001
|
|
Yellow
|
|
Yellow
|
|
Implemented
|
|
$
|
12,034
|
|
|
$
|
12,021
|
|
|
$
|
10,425
|
|
|
No
|
|
January 2017 to
May 2023
|
Sheet Metal Workers National Pension Fund
|
|
52-6112463 001
|
|
Yellow
|
|
Yellow
|
|
Implemented
|
|
11,280
|
|
|
10,891
|
|
|
9,977
|
|
|
No
|
|
January 2017 to
June 2020
|
|||
National Automatic Sprinkler Industry Pension Fund
|
|
52-6054620 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
11,075
|
|
|
6,697
|
|
|
6,000
|
|
|
No
|
|
May 2017 to
March 2021
|
|||
National Electrical Benefit Fund
|
|
53-0181657 001
|
|
Green
|
|
Green
|
|
N/A
|
|
10,328
|
|
|
8,513
|
|
|
7,985
|
|
|
No
|
|
March 2017 to
May 2020
|
|||
Pension, Hospitalization & Benefit Plan of the Electrical Industry- Pension Trust Account
|
|
13-6123601 001
|
|
Green
|
|
Green
|
|
N/A
|
|
9,687
|
|
|
7,543
|
|
|
6,219
|
|
|
No
|
|
January 2018 to June 2020
|
Pension Fund
|
|
EIN/Pension Plan
Number
|
|
PPA Zone Status
(1)
|
|
FIP/RP
Status
|
|
Contributions
|
|
Contributions greater than 5% of total plan contributions
(2)
|
|
Expiration
date of CBA
|
||||||||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
2014
|
|
|||||||||||||
Northern California Pipe Trades Pension Plan
|
|
94-3190386 001
|
|
Green
|
|
Green
|
|
N/A
|
|
6,495
|
|
|
3,544
|
|
|
3,270
|
|
|
Yes
|
|
May 2017 to June 2018
|
|||
Central Pension Fund of the IUOE & Participating Employers
|
|
36-6052390 001
|
|
Green
|
|
Green
|
|
N/A
|
|
6,211
|
|
|
6,465
|
|
|
6,518
|
|
|
No
|
|
February 2017 to
November 2019
|
|||
Electrical Contractors Association of the City of Chicago Local Union 134, IBEW Joint Pension Trust of Chicago Pension Plan 2
|
|
51-6030753 002
|
|
Green
|
|
Green
|
|
N/A
|
|
5,518
|
|
|
5,759
|
|
|
4,051
|
|
|
No
|
|
June 2017 to December 2017
|
|||
Plumbers Pipefitters & Mechanical Equipment Service Local Union 392 Pension Plan
|
|
31-0655223 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
5,202
|
|
|
5,554
|
|
|
4,962
|
|
|
Yes
|
|
June 2019
|
|||
Sheet Metal Workers Pension Plan of Northern California
|
|
51-6115939 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
5,164
|
|
|
4,851
|
|
|
3,467
|
|
|
No
|
|
June 2017 to June 2019
|
|||
Southern California Pipe Trades Retirement Fund
|
|
51-6108443 001
|
|
Green
|
|
Green
|
|
N/A
|
|
4,371
|
|
|
2,743
|
|
|
2,863
|
|
|
No
|
|
June 2017 to
August 2019 |
|||
Pipefitters Union Local 537 Pension Fund
|
|
51-6030859 001
|
|
Green
|
|
Green
|
|
N/A
|
|
3,970
|
|
|
3,939
|
|
|
2,981
|
|
|
Yes
|
|
January 2017
to August 2017 |
|||
NECA-IBEW Pension Trust Fund
|
|
51-6029903 001
|
|
Green
|
|
Green
|
|
N/A
|
|
3,752
|
|
|
1,498
|
|
|
1,287
|
|
|
No
|
|
May 2017 to December 2017
|
|||
Eighth District Electrical Pension Fund
|
|
84-6100393 001
|
|
Green
|
|
Green
|
|
N/A
|
|
3,444
|
|
|
3,411
|
|
|
2,695
|
|
|
Yes
|
|
August 2017 to May 2018
|
|||
Electrical Workers Local No. 26 Pension Trust Fund
|
|
52-6117919 001
|
|
Green
|
|
Green
|
|
N/A
|
|
3,390
|
|
|
2,620
|
|
|
2,880
|
|
|
Yes
|
|
June 2017
to May 2019
|
|||
Southern California IBEW-NECA Pension Trust Fund
|
|
95-6392774 001
|
|
Red
|
|
Orange
|
|
Implemented
(3)
|
|
3,289
|
|
|
2,894
|
|
|
2,776
|
|
|
No
|
|
June 2019 to
May 2020
|
|||
U.A. Plumbers Local 24 Pension Fund
|
|
22-6042823 001
|
|
Green
|
|
Green
|
|
N/A
|
|
3,147
|
|
|
2,431
|
|
|
1,998
|
|
|
Yes
|
|
April 2020
|
|||
Sheet Metal Workers Pension Plan of Southern California, Arizona & Nevada
|
|
95-6052257 001
|
|
Yellow
|
|
Red
|
|
Pending
|
|
2,946
|
|
|
2,310
|
|
|
1,824
|
|
|
No
|
|
June 2017 to June 2020
|
|||
U.A. Local 393 Pension Trust Fund Defined Benefit
|
|
94-6359772 002
|
|
Green
|
|
Green
|
|
N/A
|
|
2,490
|
|
|
4,597
|
|
|
3,585
|
|
|
Yes
|
|
June 2017 to June 2018
|
|||
Heating, Piping & Refrigeration Pension Fund
|
|
52-1058013 001
|
|
Green
|
|
Green
|
|
N/A
|
|
2,402
|
|
|
1,948
|
|
|
1,877
|
|
|
No
|
|
July 2017 to July 2019
|
|||
San Diego Electrical Pension Plan
|
|
95-6101801 001
|
|
Green
|
|
Red
|
|
N/A
|
|
2,216
|
|
|
2,109
|
|
|
1,878
|
|
|
Yes
|
|
May 2019 to May 2020
|
|||
Boilermaker-Blacksmith National Pension Trust
|
|
48-6168020 001
|
|
Yellow
|
|
Yellow
|
|
Implemented
|
|
1,710
|
|
|
1,367
|
|
|
1,177
|
|
|
No
|
|
April 2017 to
September 2018 |
|||
U.A. Local 38 Defined Benefit Pension Plan
|
|
94-1285319 001
|
|
Yellow
|
|
Yellow
|
|
Implemented
|
|
1,521
|
|
|
1,526
|
|
|
1,605
|
|
|
No
|
|
June 2017
|
|||
Plumbing & Pipe Fitting Local 219 Pension Fund
|
|
34-6682376 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
838
|
|
|
1,262
|
|
|
1,107
|
|
|
Yes
|
|
May 2017
|
Pension Fund
|
|
EIN/Pension Plan
Number
|
|
PPA Zone Status
(1)
|
|
FIP/RP
Status
|
|
Contributions
|
|
Contributions greater than 5% of total plan contributions
(2)
|
|
Expiration
date of CBA
|
||||||||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
2014
|
|
|||||||||||||
Plumbers & Pipefitters Local Union No. 502 & 633 Pension Fund
|
|
61-6078145 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
713
|
|
|
365
|
|
|
232
|
|
|
No
|
|
May 2017 to July 2017
|
|||
Steamfitters Local Union No. 420 Pension Plan
|
|
23-2004424 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
709
|
|
|
845
|
|
|
862
|
|
|
No
|
|
April 2017 to
May 2017 |
|||
Carpenters Pension Trust Fund for Northern California
|
|
94-6050970 001
|
|
Red
|
|
Red
|
|
Implemented
|
|
584
|
|
|
380
|
|
|
522
|
|
|
No
|
|
June 2019
|
|||
Other Multiemployer Pension Plans
|
|
|
|
|
|
|
|
|
|
42,811
|
|
|
38,973
|
|
|
42,968
|
|
|
|
|
Various
|
|||
Total Contributions
|
|
|
|
|
|
|
|
|
|
$
|
167,297
|
|
|
$
|
147,056
|
|
|
$
|
137,991
|
|
|
|
|
|
(1)
|
The zone status represents the most recent available information for the respective MEPP, which may be 2015 or earlier for the 2016 year and 2014 or earlier for the 2015 year.
|
(2)
|
This information was obtained from the respective plan’s Form 5500 (“Forms”) for the most current available filing. These dates may not correspond with our fiscal year contributions. The above noted percentages of contributions are based upon disclosures contained in the plans’ Forms. Those Forms, among other things, disclose the names of individual participating employers whose annual contributions account for more than 5% of the aggregate annual amount contributed by all participating employers for a plan year. Accordingly, if the annual contribution of two or more of our subsidiaries each accounted for less than 5% of such contributions, but in the aggregate accounted for in excess of 5% of such contributions, that greater percentage is not available and accordingly is not disclosed.
|
(3)
|
For these respective plans, a funding surcharge was currently in effect for 2016.
|
|
Capital
Leases |
|
Operating
Leases |
|
Sublease
Income |
||||||
2017
|
$
|
1,135
|
|
|
$
|
66,328
|
|
|
$
|
397
|
|
2018
|
887
|
|
|
54,821
|
|
|
296
|
|
|||
2019
|
1,287
|
|
|
44,686
|
|
|
80
|
|
|||
2020
|
627
|
|
|
34,098
|
|
|
—
|
|
|||
2021
|
5
|
|
|
24,191
|
|
|
—
|
|
|||
Thereafter
|
—
|
|
|
46,838
|
|
|
—
|
|
|||
Total minimum lease payments
|
3,941
|
|
|
$
|
270,962
|
|
|
$
|
773
|
|
|
Amounts representing interest
|
(209
|
)
|
|
|
|
|
|||||
Present value of net minimum lease payments
|
$
|
3,732
|
|
|
|
|
|
|
United States
electrical construction and facilities services segment |
|
United States
mechanical construction and facilities services segment |
|
United States
building
services segment
|
|
Total
|
||||||||
Balance at December 31, 2014
|
$
|
255
|
|
|
$
|
26
|
|
|
$
|
—
|
|
|
$
|
281
|
|
Charges
|
(106
|
)
|
|
6
|
|
|
924
|
|
|
824
|
|
||||
Payments
|
(149
|
)
|
|
(32
|
)
|
|
(843
|
)
|
|
(1,024
|
)
|
||||
Balance at December 31, 2015
|
—
|
|
|
—
|
|
|
81
|
|
|
81
|
|
||||
Charges
|
—
|
|
|
519
|
|
|
919
|
|
|
1,438
|
|
||||
Payments
|
—
|
|
|
(331
|
)
|
|
(987
|
)
|
|
(1,318
|
)
|
||||
Balance at December 31, 2016
|
$
|
—
|
|
|
$
|
188
|
|
|
$
|
13
|
|
|
$
|
201
|
|
|
United States
electrical construction and facilities services segment |
|
United States
mechanical construction and facilities services segment |
|
United States
building
services segment
|
|
Total
|
||||||||
Severance
|
$
|
—
|
|
|
$
|
519
|
|
|
$
|
919
|
|
|
$
|
1,438
|
|
Leased facilities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total charges
|
$
|
—
|
|
|
$
|
519
|
|
|
$
|
919
|
|
|
$
|
1,438
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest
|
$
|
11,033
|
|
|
$
|
7,668
|
|
|
$
|
7,421
|
|
Income taxes
|
$
|
129,540
|
|
|
$
|
99,754
|
|
|
$
|
88,277
|
|
Non-cash financing activities:
|
|
|
|
|
|
||||||
Assets acquired under capital lease obligations
|
$
|
1,914
|
|
|
$
|
3,847
|
|
|
$
|
93
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues from unrelated entities:
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,704,403
|
|
|
$
|
1,367,142
|
|
|
$
|
1,311,988
|
|
United States mechanical construction and facilities services
|
2,661,763
|
|
|
2,312,763
|
|
|
2,201,212
|
|
|||
United States building services
|
1,791,787
|
|
|
1,739,259
|
|
|
1,721,341
|
|
|||
United States industrial services
|
1,067,315
|
|
|
922,085
|
|
|
839,980
|
|
|||
Total United States operations
|
7,225,268
|
|
|
6,341,249
|
|
|
6,074,521
|
|
|||
United Kingdom building services
|
326,256
|
|
|
377,477
|
|
|
350,444
|
|
|||
Total worldwide operations
|
$
|
7,551,524
|
|
|
$
|
6,718,726
|
|
|
$
|
6,424,965
|
|
|
|
|
|
|
|
||||||
Total revenues:
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
1,728,920
|
|
|
$
|
1,378,620
|
|
|
$
|
1,326,547
|
|
United States mechanical construction and facilities services
|
2,680,542
|
|
|
2,326,683
|
|
|
2,219,886
|
|
|||
United States building services
|
1,846,382
|
|
|
1,794,086
|
|
|
1,762,697
|
|
|||
United States industrial services
|
1,068,662
|
|
|
923,648
|
|
|
842,040
|
|
|||
Less intersegment revenues
|
(99,238
|
)
|
|
(81,788
|
)
|
|
(76,649
|
)
|
|||
Total United States operations
|
7,225,268
|
|
|
6,341,249
|
|
|
6,074,521
|
|
|||
United Kingdom building services
|
326,256
|
|
|
377,477
|
|
|
350,444
|
|
|||
Total worldwide operations
|
$
|
7,551,524
|
|
|
$
|
6,718,726
|
|
|
$
|
6,424,965
|
|
Operating income (loss):
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
101,761
|
|
|
$
|
82,225
|
|
|
$
|
90,873
|
|
United States mechanical construction and facilities services
|
133,742
|
|
|
138,688
|
|
|
114,418
|
|
|||
United States building services
|
75,770
|
|
|
70,532
|
|
|
65,885
|
|
|||
United States industrial services
|
77,845
|
|
|
56,469
|
|
|
63,159
|
|
|||
Total United States operations
|
389,118
|
|
|
347,914
|
|
|
334,335
|
|
|||
United Kingdom building services
|
11,946
|
|
|
11,634
|
|
|
15,011
|
|
|||
Corporate administration
|
(88,740
|
)
|
|
(71,642
|
)
|
|
(68,578
|
)
|
|||
Restructuring expenses
|
(1,438
|
)
|
|
(824
|
)
|
|
(1,168
|
)
|
|||
Impairment loss on identifiable intangible assets
|
(2,428
|
)
|
|
—
|
|
|
(1,471
|
)
|
|||
Gain on sale of building
|
—
|
|
|
—
|
|
|
11,749
|
|
|||
Total worldwide operations
|
308,458
|
|
|
287,082
|
|
|
289,878
|
|
|||
Other corporate items:
|
|
|
|
|
|
||||||
Interest expense
|
(12,627
|
)
|
|
(8,932
|
)
|
|
(9,075
|
)
|
|||
Interest income
|
663
|
|
|
673
|
|
|
842
|
|
|||
Income from continuing operations before income taxes
|
$
|
296,494
|
|
|
$
|
278,823
|
|
|
$
|
281,645
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Capital expenditures:
|
|
|
|
|
|
|
|
|
|||
United States electrical construction and facilities services
|
$
|
5,294
|
|
|
$
|
6,063
|
|
|
$
|
6,671
|
|
United States mechanical construction and facilities services
|
8,004
|
|
|
5,345
|
|
|
8,631
|
|
|||
United States building services
|
10,748
|
|
|
7,233
|
|
|
10,589
|
|
|||
United States industrial services
|
10,065
|
|
|
11,073
|
|
|
9,139
|
|
|||
Total United States operations
|
34,111
|
|
|
29,714
|
|
|
35,030
|
|
|||
United Kingdom building services
|
4,523
|
|
|
5,298
|
|
|
1,935
|
|
|||
Corporate administration
|
1,014
|
|
|
448
|
|
|
1,070
|
|
|||
Total worldwide operations
|
$
|
39,648
|
|
|
$
|
35,460
|
|
|
$
|
38,035
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization of Property, plant and equipment:
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
6,318
|
|
|
$
|
4,676
|
|
|
$
|
4,237
|
|
United States mechanical construction and facilities services
|
7,594
|
|
|
7,624
|
|
|
7,600
|
|
|||
United States building services
|
10,191
|
|
|
9,834
|
|
|
10,660
|
|
|||
United States industrial services
|
10,394
|
|
|
9,629
|
|
|
9,839
|
|
|||
Total United States operations
|
34,497
|
|
|
31,763
|
|
|
32,336
|
|
|||
United Kingdom building services
|
3,560
|
|
|
3,603
|
|
|
3,305
|
|
|||
Corporate administration
|
824
|
|
|
928
|
|
|
883
|
|
|||
Total worldwide operations
|
$
|
38,881
|
|
|
$
|
36,294
|
|
|
$
|
36,524
|
|
Costs and estimated earnings in excess of billings on uncompleted contracts:
|
|
|
|
|
|
|
|
||||
United States electrical construction and facilities services
|
$
|
46,193
|
|
|
$
|
39,116
|
|
|
$
|
32,464
|
|
United States mechanical construction and facilities services
|
47,437
|
|
|
46,220
|
|
|
43,443
|
|
|||
United States building services
|
27,350
|
|
|
20,959
|
|
|
18,555
|
|
|||
United States industrial services
|
2,572
|
|
|
3,358
|
|
|
281
|
|
|||
Total United States operations
|
123,552
|
|
|
109,653
|
|
|
94,743
|
|
|||
United Kingdom building services
|
7,145
|
|
|
8,081
|
|
|
8,458
|
|
|||
Total worldwide operations
|
$
|
130,697
|
|
|
$
|
117,734
|
|
|
$
|
103,201
|
|
|
|
|
|
|
|
||||||
Billings in excess of costs and estimated earnings on uncompleted contracts:
|
|
|
|
|
|
|
|
||||
United States electrical construction and facilities services
|
$
|
163,794
|
|
|
$
|
139,857
|
|
|
$
|
114,422
|
|
United States mechanical construction and facilities services
|
272,978
|
|
|
238,463
|
|
|
199,983
|
|
|||
United States building services
|
49,379
|
|
|
44,476
|
|
|
38,059
|
|
|||
United States industrial services
|
1,823
|
|
|
1,170
|
|
|
1,516
|
|
|||
Total United States operations
|
487,974
|
|
|
423,966
|
|
|
353,980
|
|
|||
United Kingdom building services
|
1,268
|
|
|
5,269
|
|
|
14,575
|
|
|||
Total worldwide operations
|
$
|
489,242
|
|
|
$
|
429,235
|
|
|
$
|
368,555
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Long-lived assets:
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
183,632
|
|
|
$
|
20,139
|
|
|
$
|
18,792
|
|
United States mechanical construction and facilities services
|
289,676
|
|
|
296,633
|
|
|
288,161
|
|
|||
United States building services
|
399,222
|
|
|
378,367
|
|
|
392,364
|
|
|||
United States industrial services
|
709,267
|
|
|
730,413
|
|
|
750,101
|
|
|||
Total United States operations
|
1,581,797
|
|
|
1,425,552
|
|
|
1,449,418
|
|
|||
United Kingdom building services
|
11,446
|
|
|
10,927
|
|
|
6,899
|
|
|||
Corporate administration
|
1,734
|
|
|
1,543
|
|
|
2,023
|
|
|||
Total worldwide operations
|
$
|
1,594,977
|
|
|
$
|
1,438,022
|
|
|
$
|
1,458,340
|
|
Total assets:
|
|
|
|
|
|
||||||
United States electrical construction and facilities services
|
$
|
631,581
|
|
|
$
|
372,525
|
|
|
$
|
332,150
|
|
United States mechanical construction and facilities services
|
960,748
|
|
|
894,366
|
|
|
793,056
|
|
|||
United States building services
|
747,319
|
|
|
721,653
|
|
|
737,082
|
|
|||
United States industrial services
|
850,434
|
|
|
883,338
|
|
|
954,018
|
|
|||
Total United States operations
|
3,190,082
|
|
|
2,871,882
|
|
|
2,816,306
|
|
|||
United Kingdom building services
|
105,081
|
|
|
133,782
|
|
|
130,340
|
|
|||
Corporate administration
|
599,007
|
|
|
536,993
|
|
|
437,201
|
|
|||
Total worldwide operations
|
$
|
3,894,170
|
|
|
$
|
3,542,657
|
|
|
$
|
3,383,847
|
|
|
|
March 31
|
|
June 30
|
|
Sept. 30
|
|
Dec. 31
|
||||||||
2016 Quarterly Results
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
1,744,970
|
|
|
$
|
1,933,416
|
|
|
$
|
1,923,174
|
|
|
$
|
1,949,964
|
|
Gross profit
|
|
$
|
223,108
|
|
|
$
|
274,741
|
|
|
$
|
268,044
|
|
|
$
|
271,969
|
|
Impairment loss on identifiable intangible assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,428
|
|
Net income attributable to EMCOR Group, Inc.
|
|
$
|
34,348
|
|
|
$
|
55,380
|
|
|
$
|
51,531
|
|
|
$
|
40,676
|
|
Basic EPS from continuing operations
|
|
$
|
0.57
|
|
|
$
|
0.93
|
|
|
$
|
0.85
|
|
|
$
|
0.70
|
|
Basic EPS from discontinued operation
|
|
(0.00
|
)
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|
(0.03
|
)
|
||||
|
|
$
|
0.57
|
|
|
$
|
0.91
|
|
|
$
|
0.84
|
|
|
$
|
0.67
|
|
Diluted EPS from continuing operations
|
|
$
|
0.56
|
|
|
$
|
0.92
|
|
|
$
|
0.85
|
|
|
$
|
0.69
|
|
Diluted EPS from discontinued operation
|
|
(0.00
|
)
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|
(0.03
|
)
|
||||
|
|
$
|
0.56
|
|
|
$
|
0.90
|
|
|
$
|
0.84
|
|
|
$
|
0.66
|
|
|
|
March 31
|
|
June 30
|
|
Sept. 30
|
|
Dec. 31
|
||||||||
2015 Quarterly Results
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
1,589,187
|
|
|
$
|
1,652,585
|
|
|
$
|
1,699,128
|
|
|
$
|
1,777,826
|
|
Gross profit
|
|
$
|
216,929
|
|
|
$
|
239,527
|
|
|
$
|
235,402
|
|
|
$
|
252,621
|
|
Impairment loss on identifiable intangible assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income attributable to EMCOR Group, Inc.
|
|
$
|
32,849
|
|
|
$
|
46,849
|
|
|
$
|
41,522
|
|
|
$
|
51,066
|
|
Basic EPS from continuing operations
|
|
$
|
0.53
|
|
|
$
|
0.75
|
|
|
$
|
0.66
|
|
|
$
|
0.81
|
|
Basic EPS from discontinued operation
|
|
(0.01
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
0.01
|
|
||||
|
|
$
|
0.52
|
|
|
$
|
0.75
|
|
|
$
|
0.66
|
|
|
$
|
0.82
|
|
Diluted EPS from continuing operations
|
|
$
|
0.52
|
|
|
$
|
0.74
|
|
|
$
|
0.66
|
|
|
$
|
0.80
|
|
Diluted EPS from discontinued operation
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
0.01
|
|
||||
|
|
$
|
0.52
|
|
|
$
|
0.74
|
|
|
$
|
0.66
|
|
|
$
|
0.81
|
|
|
|
Stamford, Connecticut
|
/s/ E
RNST
& Y
OUNG
LLP
|
February 23, 2017
|
|
|
|
Stamford, Connecticut
|
/s/ E
RNST
& Y
OUNG
LLP
|
February 23, 2017
|
|
|
EMCOR GROUP, INC.
|
|
(Registrant)
|
|
|
B
Y
:
|
/s/ ANTHONY J. GUZZI
|
|
Anthony J. Guzzi
|
|
President and Chief Executive Officer
|
/
S
/ A
NTHONY
J. G
UZZI
|
President, Chief Executive Officer and Director
|
Anthony J. Guzzi
|
(Principal Executive Officer)
|
|
|
/
S
/ M
ARK
A. P
OMPA
|
Executive Vice President and Chief Financial Officer
|
Mark A. Pompa
|
(Principal Financial and Accounting Officer)
|
|
|
/
S
/ S
TEPHEN
W. B
ERSHAD
|
Chairman of the Board of Directors
|
Stephen W. Bershad
|
|
|
|
/
S
/
J
OHN
W
.
A
LTMEYER
|
Director
|
John W. Altmeyer
|
|
|
|
/
S
/ D
AVID
A. B. B
ROWN
|
Director
|
David A. B. Brown
|
|
|
|
/
S
/ R
ICHARD
F. H
AMM
, J
R
.
|
Director
|
Richard F. Hamm, Jr.
|
|
|
|
/
S
/ D
AVID
H. L
AIDLEY
|
Director
|
David H. Laidley
|
|
|
|
/
S
/ M. K
EVIN
M
C
E
VOY
|
Director
|
M. Kevin McEvoy
|
|
|
|
/
S
/ J
ERRY
E. R
YAN
|
Director
|
Jerry E. Ryan
|
|
|
|
/s/ S
TEVEN
B. S
CHWARZWAELDER
|
Director
|
Steven B. Schwarzwaelder
|
|
|
|
/
S
/ M
ICHAEL
T. Y
ONKER
|
Director
|
Michael T. Yonker
|
|
Description
|
|
Balance at
Beginning
of Year
|
|
Costs and
Expenses
|
|
Deductions
(1)
|
|
Balance at
End of Year
|
||||||
Allowance for doubtful accounts
|
|
|
|
|
|
|
|
|
||||||
Year Ended December 31, 2016
|
|
$
|
11,175
|
|
|
6,194
|
|
|
(5,117
|
)
|
|
$
|
12,252
|
|
Year Ended December 31, 2015
|
|
$
|
10,424
|
|
|
2,853
|
|
|
(2,102
|
)
|
|
$
|
11,175
|
|
Year Ended December 31, 2014
|
|
$
|
11,890
|
|
|
2,918
|
|
|
(4,384
|
)
|
|
$
|
10,424
|
|
(1)
|
Deductions primarily represent uncollectible balances of accounts receivable written off, net of recoveries.
|
Exhibit
No.
|
|
Description
|
|
Incorporated By Reference to or
Filed Herewith, as Indicated Below
|
|
|
|
|
|
2(a-1)
|
|
Purchase Agreement dated as of February 11, 2002 by and among Comfort Systems USA, Inc. and EMCOR-CSI Holding Co.
|
|
Exhibit 2.1 to EMCOR Group, Inc.’s (“EMCOR”) Report on Form 8-K dated February 14, 2002
|
2(a-2)
|
|
Purchase and Sale Agreement dated as of August 20, 2007 between FR X Ohmstede Holdings LLC and EMCOR Group, Inc.
|
|
Exhibit 2.1 to EMCOR’s Report on Form 8-K (Date of Report August 20, 2007)
|
2(a-3)
|
|
Purchase and Sale Agreement, dated as of June 17, 2013 by and among Texas Turnaround LLC, a Delaware limited liability company, Altair Strickland Group, Inc., a Texas corporation, Rep Holdings LLC, a Texas limited liability company, ASG Key Employee LLC, a Texas limited liability company, Repcon Key Employee LLC, a Texas limited liability company, Gulfstar MBII, Ltd., a Texas limited partnership, The Trustee of the James T. Robinson and Diana J. Robinson 2010 Irrevocable Trust, The Trustee of the Steven Rothbauer 2012 Descendant’s Trust, The Co-Trustees of the Patia Strickland 2012 Descendant’s Trust, The Co-Trustees of the Carter Strickland 2012 Descendant’s Trust, and The Co-Trustees of the Walton 2012 Grandchildren’s Trust (collectively, “Sellers”) and EMCOR Group, Inc.
|
|
Exhibit 2.1 to EMCOR’s Report on Form 8-K (Date of Report June 17, 2013)
|
3(a-1)
|
|
Restated Certificate of Incorporation of EMCOR filed December 15, 1994
|
|
Exhibit 3(a-5) to EMCOR’s Registration Statement on Form 10 as originally filed March 17, 1995 (“Form 10”)
|
3(a-2)
|
|
Amendment dated November 28, 1995 to the Restated Certificate of Incorporation of EMCOR
|
|
Exhibit 3(a-2) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 1995 (“1995 Form 10-K”)
|
3(a-3)
|
|
Amendment dated February 12, 1998 to the Restated Certificate of Incorporation of EMCOR
|
|
Exhibit 3(a-3) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 1997 (“1997 Form 10-K”)
|
3(a-4)
|
|
Amendment dated January 27, 2006 to the Restated Certificate of Incorporation of EMCOR
|
|
Exhibit 3(a-4) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2005 (“2005 Form 10-K”)
|
3(a-5)
|
|
Amendment dated September 18, 2007 to the Restated Certificate of Incorporation of EMCOR
|
|
Exhibit A to EMCOR’s Proxy Statement dated August 17, 2007 for Special Meeting of Stockholders held September 18, 2007
|
3(b)
|
|
Amended and Restated By-Laws and Amendments thereto
|
|
Filed herewith
|
4(a)
|
|
Fifth Amended and Restated Credit Agreement dated as of August 3, 2016 by and among EMCOR Group, Inc. and a subsidiary and Bank of Montreal, as Agent and the lenders listed on the signature pages thereof (the “Credit Agreement”)
|
|
Exhibit 4(a) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016 (“September 2016 Form 10-Q”)
|
4(b)
|
|
Fifth Amended and Restated Security Agreement dated as of August 3, 2016 among EMCOR, certain of its U.S. subsidiaries, and Bank of Montreal, as Agent
|
|
Exhibit 4(b) to the September 2016 Form 10-Q
|
4(c)
|
|
Fifth Amended and Restated Pledge Agreement dated as of August 3, 2016 among EMCOR, certain of its U.S. subsidiaries, and Bank of Montreal, as Agent
|
|
Exhibit 4(c) to the September 2016 Form 10-Q
|
4(d)
|
|
Fourth Amended and Restated Guaranty Agreement dated as of August 3, 2016 by certain of EMCOR’s U.S. subsidiaries in favor of Bank of Montreal, as Agent
|
|
Exhibit 4(d) to the September 2016 Form 10-Q
|
Exhibit
No.
|
|
Description
|
|
Incorporated By Reference to or
Filed Herewith, as Indicated Below
|
|
|
|
|
|
10(a)
|
|
Form of Severance Agreement (“Severance Agreement”) between EMCOR and each of Sheldon I. Cammaker, R. Kevin Matz and Mark A. Pompa
|
|
Exhibit 10.1 to the April 2005 Form 8-K
|
10(b)
|
|
Form of Amendment to Severance Agreement between EMCOR and each of Sheldon I. Cammaker, R. Kevin Matz and Mark A. Pompa
|
|
Exhibit 10(c) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 (“March 2007 Form 10-Q”)
|
10(c)
|
|
Letter Agreement dated October 12, 2004 between Anthony Guzzi and EMCOR (the “Guzzi Letter Agreement”)
|
|
Exhibit 10.1 to EMCOR’s Report on Form 8-K (Date of Report October 12, 2004)
|
10(d)
|
|
Form of Confidentiality Agreement between Anthony Guzzi and EMCOR
|
|
Exhibit C to the Guzzi Letter Agreement
|
10(e)
|
|
Form of Indemnification Agreement between EMCOR and each of its officers and directors
|
|
Exhibit F to the Guzzi Letter Agreement
|
10(f-1)
|
|
Severance Agreement (“Guzzi Severance Agreement”) dated October 25, 2004 between Anthony Guzzi and EMCOR
|
|
Exhibit D to the Guzzi Letter Agreement
|
10(f-2)
|
|
Amendment to Guzzi Severance Agreement
|
|
Exhibit 10(g-2) to the March 2007 Form 10-Q
|
10(g-1)
|
|
Continuity Agreement dated as of June 22, 1998 between Sheldon I. Cammaker and EMCOR (“Cammaker Continuity Agreement”)
|
|
Exhibit 10(c) to the June 1998 Form 10-Q
|
10(g-2)
|
|
Amendment dated as of May 4, 1999 to Cammaker Continuity Agreement
|
|
Exhibit 10(i) to the June 1999 Form 10-Q
|
10(g-3)
|
|
Amendment dated as of March 1, 2007 to Cammaker Continuity Agreement
|
|
Exhibit 10(m-3) to the March 2007 Form 10-Q
|
10(h-1)
|
|
Continuity Agreement dated as of June 22, 1998 between R. Kevin Matz and EMCOR (“Matz Continuity Agreement”)
|
|
Exhibit 10(f) to the June 1998 Form 10-Q
|
10(h-2)
|
|
Amendment dated as of May 4, 1999 to Matz Continuity Agreement
|
|
Exhibit 10(m) to the June 1999 Form 10-Q
|
10(h-3)
|
|
Amendment dated as of January 1, 2002 to Matz Continuity Agreement
|
|
Exhibit 10(o-3) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002 (“March 2002 Form 10-Q”)
|
10(h-4)
|
|
Amendment dated as of March 1, 2007 to Matz Continuity Agreement
|
|
Exhibit 10(n-4) to the March 2007 Form 10-Q
|
10(i-1)
|
|
Continuity Agreement dated as of June 22, 1998 between Mark A. Pompa and EMCOR (“Pompa Continuity Agreement”)
|
|
Exhibit 10(g) to the June 1998 Form 10-Q
|
10(i-2)
|
|
Amendment dated as of May 4, 1999 to Pompa Continuity Agreement
|
|
Exhibit 10(n) to the June 1999 Form 10-Q
|
10(i-3)
|
|
Amendment dated as of January 1, 2002 to Pompa Continuity Agreement
|
|
Exhibit 10(p-3) to the March 2002 Form 10-Q
|
10(i-4)
|
|
Amendment dated as of March 1, 2007 to Pompa Continuity Agreement
|
|
Exhibit 10(o-4) to the March 2007 Form 10-Q
|
10(j-1)
|
|
Change of Control Agreement dated as of October 25, 2004 between Anthony Guzzi (“Guzzi”) and EMCOR (“Guzzi Continuity Agreement”)
|
|
Exhibit E to the Guzzi Letter Agreement
|
10(j-2)
|
|
Amendment dated as of March 1, 2007 to Guzzi Continuity Agreement
|
|
Exhibit 10(p-2) to the March 2007 Form 10-Q
|
10(j-3)
|
|
Amendment to Continuity Agreements and Severance Agreements with Sheldon I. Cammaker, Anthony J. Guzzi, R. Kevin Matz and Mark A. Pompa
|
|
Exhibit 10(q) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2008 (“2008 Form 10-K”)
|
Exhibit
No.
|
|
Description
|
|
Incorporated By Reference to or
Filed Herewith, as Indicated Below
|
|
|
|
|
|
10(k-1)
|
|
Amendment dated as of March 29, 2010 to Severance Agreement with Sheldon I. Cammaker, Anthony J. Guzzi, R. Kevin Matz and Mark A. Pompa
|
|
Exhibit 10.1 to Form 8-K (Date of Report March 29, 2010) (“March 2010 Form 8-K”)
|
10(k-2)
|
|
Third Amendment to Severance Agreement dated June 4, 2015 between EMCOR and Sheldon I. Cammaker
|
|
Exhibit 10(k-2) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015 (“June 2015 Form 10-Q”)
|
10(l-1)
|
|
Severance Agreement dated as of October 26, 2016 between EMCOR and Maxine L. Mauricio
|
|
Exhibit 10(l-1) to the September 2016 Form 10-Q
|
10(l-2)
|
|
Continuity Agreement dated as of October 26, 2016 between EMCOR and Maxine L. Mauricio
|
|
Exhibit 10(l-2) to the September 2016 Form 10-Q
|
10(m-1)
|
|
EMCOR Group, Inc. Long-Term Incentive Plan (“LTIP”)
|
|
Exhibit 10 to Form 8-K (Date of Report December 15, 2005)
|
10(m-2)
|
|
First Amendment to LTIP and updated Schedule A to LTIP
|
|
Exhibit 10(s-2) to 2008 Form 10-K
|
10(m-3)
|
|
Second Amendment to LTIP
|
|
Exhibit 10.2 to March 2010 Form 8-K
|
10(m-4)
|
|
Third Amendment to LTIP
|
|
Exhibit 10(q-4) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (“March 2012 Form 10-Q”)
|
10(m-5)
|
|
Fourth Amendment to LTIP
|
|
Exhibit 10(l-5) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014
|
10(m-6)
|
|
Form of Certificate Representing Stock Units issued under LTIP
|
|
Exhibit 10(t-2) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2007 (“2007 Form 10-K”)
|
10(m-7)
|
|
Fifth Amendment to LTIP
|
|
Exhibit 10(l-7) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2015 (“2015 Form 10-K”)
|
10(m-8)
|
|
Sixth Amendment to LTIP
|
|
Exhibit 10(l-8) to 2015 Form 10-K
|
10(n)
|
|
Key Executive Incentive Bonus Plan, as amended and restated
|
|
Exhibit B to EMCOR’s Proxy Statement for its Annual Meeting held June 13, 2013
|
10(o)
|
|
Consents on December 15, 2009 to Transfer Stock Options by Non-Employee Directors
|
|
Exhibit 10(z) to 2009 Form 10-K
|
10(o-1)
|
|
2007 Incentive Plan
|
|
Exhibit B to EMCOR’s Proxy Statement for its Annual Meeting held June 20, 2007
|
10(o-2)
|
|
Form of Option Agreement under 2007 Incentive Plan between EMCOR and each non-employee director electing to receive options as part of annual retainer
|
|
Exhibit 10(h)(h-3) to 2007 Form 10-K
|
10(p-1)
|
|
Amended and Restated 2010 Incentive Plan
|
|
Exhibit 10(q-1) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015
|
10(p-2)
|
|
Form of Option Agreement under 2010 Incentive Plan between EMCOR and each non-employee director with respect to grant of options upon re-election at June 11, 2010 Annual Meeting of Stockholders
|
|
Exhibit 10(i)(i-2) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010
|
10(p-3)
|
|
Form of Option Agreement under 2010 Incentive Plan, as amended, between EMCOR and each non-employee director electing to receive options as part of annual retainer
|
|
Exhibit 10(q)(q) to 2011 Form 10-K
|
Exhibit
No.
|
|
Description
|
|
Incorporated By Reference to or
Filed Herewith, as Indicated Below
|
|
|
|
|
|
10(q)
|
|
EMCOR Group, Inc. Employee Stock Purchase Plan
|
|
Exhibit C to EMCOR’s Proxy Statement for its Annual Meeting held June 18, 2008
|
10(r)
|
|
Director Award Program Adopted May 13, 2011, as amended and restated December 14, 2011
|
|
Exhibit 10(n)(n) to 2011 Form 10-K
|
10(s)
|
|
Amendment to Option Agreements
|
|
Exhibit 10(r)(r) to 2011 Form 10-K
|
10(t)
|
|
Form of Non-LTIP Stock Unit Certificate
|
|
Exhibit 10(p)(p) to the March 31, 2012 Form 10-Q
|
10(u)
|
|
Form of Director Restricted Stock Unit Agreement
|
|
Exhibit 10(k)(k) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (“June 2012 Form 10-Q”)
|
10(v)
|
|
Director Award Program, as Amended and Restated December 16, 2014
|
|
Exhibit 10(z) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2014
|
10(w)
|
|
EMCOR Group, Inc. Voluntary Deferral Plan
|
|
Exhibit 10(e)(e) to 2012 Form 10-K
|
10(x)
|
|
First Amendment to EMCOR Group, Inc. Voluntary Deferral Plan
|
|
Exhibit 10(e)(e) to 2013 Form 10-K
|
10(y)
|
|
Form of Executive Restricted Stock Unit Agreement
|
|
Exhibit 10(f)(f) to 2012 Form 10-K
|
10(z)
|
|
Restricted Stock Unit Award Agreement dated October 23, 2013 between EMCOR and Stephen W. Bershad
|
|
Exhibit 10(g)(g) to 2013 Form 10-K
|
10(a)(a)
|
|
Restricted Stock Unit Award Agreement dated June 11, 2014 between EMCOR and Stephen W. Bershad
|
|
Exhibit 10(g)(g) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014
|
10(b)(b)
|
|
Restricted Stock Unit Award Agreement dated June 11, 2015 between EMCOR and Stephen W. Bershad
|
|
Exhibit 10(f)(f) to the June 2015 Form 10-Q
|
10(c)(c)
|
|
Restricted Stock Unit Award Agreement dated October 29, 2015 between EMCOR and Steven B. Schwarzwaelder
|
|
Exhibit 10.1 to Form 8-K (Date of Report October 30, 2015)
|
10(d)(d)
|
|
Restricted Stock Unit Award Agreement dated June 2, 2016 between EMCOR and Stephen W. Bershad
|
|
Exhibit 10(c)(c) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016
|
10(e)(e)
|
|
Executive Compensation Recoupment Policy
|
|
Exhibit 10(h)(h) to 2015 Form 10-K
|
11
|
|
Computation of Basic EPS and Diluted EPS for the years ended December 31, 2016 and 2015
|
|
Note 5 of the Notes to the Consolidated Financial Statements
|
14
|
|
Code of Ethics of EMCOR for Chief Executive Officer and Senior Financial Officers
|
|
Exhibit 14 to 2003 Form 10-K
|
21
|
|
List of Significant Subsidiaries
|
|
Filed herewith
|
23.1
|
|
Consent of Ernst & Young LLP
|
|
Filed herewith
|
31.1
|
|
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Anthony J. Guzzi, the President and Chief Executive Officer
|
|
Filed herewith
|
31.2
|
|
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Mark A. Pompa, the Executive Vice President and Chief Financial Officer
|
|
Filed herewith
|
32.1
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by the President and Chief Executive Officer
|
|
Furnished
|
32.2
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by the Executive Vice President and Chief Financial Officer
|
|
Furnished
|
Exhibit
No.
|
|
Description
|
|
Incorporated By Reference to or
Filed Herewith, as Indicated Below
|
|
|
|
|
|
95
|
|
Information concerning mine safety violations or other regulatory matters
|
|
Filed herewith
|
101
|
|
The following materials from EMCOR Group, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2016, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity and (vi) the Notes to Consolidated Financial Statements.
|
|
Filed
|
|
|
Stamford, Connecticut
|
/s/ E
RNST
& Y
OUNG
LLP
|
February 23, 2017
|
|
1.
|
I have reviewed this annual report on Form 10-K of EMCOR Group, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 23, 2017
|
|
/s/ ANTHONY J. GUZZI
|
|
|
|
Anthony J. Guzzi
President and
Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of EMCOR Group, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 23, 2017
|
|
/s/ MARK A. POMPA
|
|
|
|
Mark A. Pompa
Executive Vice President
and Chief Financial Officer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
February 23, 2017
|
|
/s/ ANTHONY J. GUZZI
|
|
|
|
Anthony J. Guzzi
President and
Chief Executive Officer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
February 23, 2017
|
|
/s/ MARK A. POMPA
|
|
|
|
Mark A. Pompa
Executive Vice President
and Chief Financial Officer
|