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Jacobs Engineering Conference Call Positive for Graham (GHM)

A brief comment on the Jacobs Engineering Conference Call implies some positives for Graham (GHM), one of the stocks we have followed for several years already.

Note: GHM reports earnings this Friday.

By way of introduction, for those who no longer follow GHM: GHM has fallen to under $10 from over $50 in the last few months. The company has over $4 per share in cash and no debt. Enterprise value is therefore about $50 million. Backlog, the vast majority which will convert to sales over the next twelve months is about $70 million. GHM operates in the beleaguered energy sector, mainly in refineries and chemical plants, i.e. downstream projects.

Despite a low valuation for GHM, I’ve been reluctant to get into it for a trade, since it was unclear how bad business could get because of the crisis. But hidden in the Jacobs conference call (Jacobs is one of Graham’s biggest clients), was the following quote from the Chairman:

“So big companies in Saudi are looking at the project they got in hand. They are obviously going to get some of these re-bid in terms of current commodity pricing and that type of thing. But… and of course, because your prices drop some of the upstream things that slowed down, but the down stream projects refineries the chemical plants, that type of thing; all appear to be live and well right now.”

My conclusion: GHM will not see a significant slow down in its business. And so at 2X EV/EBITDA, the stock may get a good bounce if earnings are not as dismal as The Market seems to be pricing in.

Lufkin (LUFK) Reports Outstanding Earnings and Outlook: Stock Still Tanks?

This morning Lufkin (LUFK) reported outstanding third quarter results and a growing backlog. Additionally, the company’s balance sheet remains pristine, with $110 million in cash and no debt. Despite the positives, the stock tanked, amidst continued deterioration of the equity markets, and extreme bearishness in energy-related equities as the stocks appear to be pricing in sub-$50 oil.

Nevertheless, I remain bullish on LUFK, considering the depressed valuation (well under 10X cash-flow), and solid growth opportunities in both energy and alternative energy sectors. I plan to average down on this stock once the election is over and Paulson is fired. Even assuming that the company’s earnings are halved in the coming recession, the stock is still cheap.

What’s important to note is that on LUFK’s conference call the company made three important points:

  • Oil Between $60 to $70 = Continued Growth –
  • Our poll of customers suggests that most 2009 budgets that they’re developing are assuming an economic hurdle rate on a per barrel basis in the range of $60 to $70 and somewhat lower in more mature basins. However we recognize that if events in the broader economy affect either energy demand or access to credit might well alter this picture. Based on information we are getting we believe that the majors and large independents will have a strong cash flow and will be well positioned to maintain their development programs into 2009. We will monitor the pulse of the small and medium independents carefully.

  • Company More Leveraged to Oil than to Natural Gas
  • We also expect that a few of the resource plays may come under greater scrutiny at gas prices under $7.00 per mcf. Fortunately we’re strongly leveraged to oil. Last quarter for example about 4/5 of our new bookings in the oilfield division were oil projects and 1/5 natural gas projects. So on a company-wide basis we are less sensitive to changes in gas-related activity than oil.

  • Company Has Exciting Alternative Energy Opportunities
  • Eric Mintz – Eagle Asset Management
    You mentioned I think you said a significant pick up in power gen. Would that be related to wind energy?

    John F. Glick
    A lot of what we’re seeing right now is related to gas turbine power gen, but we are working on some things that we may want to talk about in future calls on wind energy both in our operations in Europe and our operations here. We’re making some capital investments to position ourselves a little bit more strongly for those sectors. There is going to be that in the future but my reference was more to the gas turbine sector.

    Bel Fuse Ups Stake in Power-One (PWER)

    Bel-Fuse, a competitor of Power-One (PWER), and a major shareholder, recently upped it’s stake in PWER at share prices of around $1.30 per share. Bel-Fuse first bought into PWER and attempted to acquire the company back in February 2008. The original shares were purchased at little over $2.

    I consider Bel-Fuse’s purchases significant, since as an industry insider, Bel-Fuse has a deep understanding of PWER’s businesses and hence a better chance than most investors of determining a fair value for PWER.

    The major risk with PWER, is as I’ve mentioned in the past, is the company’s high leverage, and inability, at least in the past to deliver consistent, if any, profits. The high debt level is especially risky in the current credit environment, and probably explains the nearly 40% drop from my original purchase price (though the 40% drop in the overall market is a contributing factor, as well).

    However, my gamble on PWER is predicated on the company’s rapidly expanding alternative energy business. My feeling remains that PWER’s alternative energy business (inverters for solar and wind) will experience exponential growth in the coming years, and bring the company back to sustained profitability this quarter or next.

    Basically, if the company can navigate thru this credit crisis, and survive, the equity will experience a tremendous rebound on the heels of a rapidly growing inverter business and vastly improved financial results.

    But, will the company survive? That’s the question. We’ll find out more information at the company’s next quarterly conference call slated for next week.

    Incidentally, since the company has not warned this quarter, I have a strong suspicion that they will meet or beat estimates, as they did last quarter. A report of even a tiny profit this coming quarter and/or some degree of positivity regarding future financial performance, could send the stock up 50%+ in a matter of days.

    Solar Tax Credit Renewal Positive for Alternative Energy Holdings

    Yesterday, the US Senate voted Tuesday to extend solar tax credits for the next eight years. The news is positive for the following alternative-energy related stocks, I have covered here previously: PWER, NX, and ATA.TO.

    Quick Review:
    PWER: Company makes inverters for solar and wind energy. The inverter business for alternative energy is set to double to $100 million next year. Revenue from this higher-margin business, will I predict bring the company back to profitability and send the stock higher.

    NX: Company is the leading supplier of adhesives for thin-film solar projects worldwide. The company’s core business is suffering along with the US housing market, but the alternative energy business is booming and should attract investor’s attention over the next year.

    ATA.TO: Company supplies automation tools to the solar and nuclear markets. The company is also a leading manufacturer of UMG modules.

    Note: I am long shares in PWER, NX, and ATA.TO.

    Quanex Building Products (NX): Thin Film Solar Connection Could Boost Shares

    Despite significant exposure to the US residential real estate market, I believe that Quanex (NYSE: NX), a recent spin-off, has above-average appreciation potential over the next few years. My optimism is based on the following two factors: the company’s growing presence in the thin film solar market, and a pristine balance sheet ($50 million in net cash, $2 million in debt, and $20 million in cash pending receipt), which should allow NX to pursue highly accretive acquisitions in the current weak operating environment. In addition, the stock’s low valuation, already appears to reflect the well-known problems in US residential real estate. As such, a slight sentiment change in the macro environment, combined with a growing recognition of NX’s solar and other green growth opportunities, could lift the shares.

    Background
    Quanex Building Products is a recent spin-off from it’s parent Quanex, which sold part of its business to Gerdau, the Brazilian steel giant, earlier this year. The remaining businesses were then spun off to shareholders. The two existing businesses for NX are: Engineered Products (a variety of door and window products) and Aluminum Sheet Products. You can find out more about these businesses at: http://www.quanex.com/index.html. The business that most interests me is the company’s Truseal Division (www.truseal.com) which manufacturers a wide array of green building sealant products, including adhesives for thin film solar panels. It’s difficult to get a ton of information on Truseal, but in the last few conference calls management has indicated that the company is the main supplier of adhesives to the largest US thin film manufacturer, which I assume means First Solar.

    The Numbers
    Current Price: $16.75
    Shares: 38 million
    Cash: $54 million (expect another $20 million from Gerdau soon)
    Debt: $2 million
    EV: $575 million
    Estimated Sales: $880 million (these are trough estimates in a weak real estate market)
    EV/Sales: 0.65
    Gross Margin: 17% (this should improve as capacity is ramped up, and end markets stabilize)
    Estimated EBITDA: $90 million (again trough estimates)
    Cap-Ex: $20 million per year


    What Went Wrong?

    US Real Estate Crash.

    What Will Change?

  • Stabilization of the US Real Estate Market At Some Point
  • Acquisitions of competitor(s) significantly increases the size of NX
  • Growing business in the thin film solar market, and other green initiatives
  • Financial Evidence
    Despite an extremely tough real estate end market, Quanex continues to generate significant cash, as evidenced in the past two quarterly earnings statements. Notably, in the last quarter the company generated over $22 million in EBITDA and $0.32 per share in EPS. If real estate markets stabilize and assuming continued growth in the company’s solar business, we would expect significant operating leverage to show up at the company in future financial results. In addition, given the company’s financial position, it seems likely to us that NX will soon consummate an acquisition which will significantly increase the size of the company.


    The Valuation

    As can be seen above NX currently trades at less than 10X depressed EBITDA and less than 1X EV/Sales. As such the stock has significant room to move up should sentiment improve and/or should the company complete announce a major accretive acquisition.

    Risks
    Real estate market does not stabilize and the US financial system continues to deteriorate (hard to believe that’s now considered a major risk).

    Stress Testing Lufkin’s (LUFK) Earnings for Significantly Lower Oil Prices

    Like many stocks in recent weeks, Lufkin (LUFK) has sure been a roller coaster. After recommending the stock back in July at about $78, the stock soared after an exceptional earnings report, only to completely collapse over the last week or so in the broader oil/commodity sell-off. Given sharp share price drop, I thought it might pay to take a step back and run an earnings stress test on LUFK assuming oil prices continue to decline dramatically. Interesting, this type of stress test can be done for many other oilfield service shares, in order to determine potential downside in the event that oil prices do not stabilize (an unlikely scenario in my opinion).

    In looking at past 10-K’s, I noticed that back in 2006 when oil prices were in the 50′s and natural gas prices were at about current levels ($7.50 MCF), LUFK was still able to earn nearly $5 per share. Going back to 2005, with oil prices below $50 and natural gas at under $6, LUFK earned $3 per share. Even going back to 2000, to before oil even entered most speculator’s minds, LUFK was profitable and was earning over a $1 per share.

    As one can see, sharply lower oil prices will have no effect on LUFK’s profitability, though of course the level of profits would fall off. But, since the recent years numbers are prior to the huge jump in oil prices and record profits at oil producers, it seems clear that even if oil prices would fall by another 50%, LUFK would still earn about $4+ per share (Note: oil producers are so flush with cash, they can and will spend on infrastructure for years even at much lower oil prices). This earnings level, combined with $100 million in cash, no debt, and low cap-ex needs, leads me to believe that the downside in LUFK is quite low at current prices.

    Assuming 10X low-end estimates of $4 per share (in a $50 crude environment) + cash, LUFK would probably still be worth about $50, or about 30% below current prices.

    On the upside, if oil prices remain at higher levels (even assume $80 oil), it seems clear that LUFK will earn well above $5 per share and the stock would be valued at much higher levels. Currently, I actually estimate that LUFK will earn over $6 per share over the next year, giving me an upside value of $100+.

    Fair value, given the above numbers, if you assume a 50% chance of oil going back to $50, would then be about $75.

    In conclusion, though it’s disheartening to see such huge drops in formerly profitable holdings, I think it’s important to remember that stocks like LUFK are by no means comparable to the .com’s of old, which imploded and never recovered. Those .com’s had no earnings, cash-flow or any type of business model. It was truly a bubble. In the case of LUFK, there has been solid demand for LUFK’s products for over 100 years already, and there will probably be solid and increasing demand for the next 100 years. As such, I see no reason to panic, and believe the stock still represents an excellent investment in the energy space in the year ahead, for the reasons detailed in my first report.

    Buy the Bad News

    With the stock market in another big swoon, I thought it would pay to review one classic method of making money in stocks. Hopefully, this post will help us fight the emotion of fear which grips all investors during major corrections, of which we’ve had tons in the last year or so.

    It’s no secret that stocks are falling once again. Personally, this month is starting off terrible for my portfolio. After having one of my best months in two years last month, when most hedge funds posted steep losses, nearly all of my gains for the year are once again slowly disappearing. So of course, I’m becoming gripped with fear about continued losses and, worst off all, going into negative territory for the year, which has not happened to me in over five years.

    However, since these types of extreme corrections have become quite common in the last year so, during the current bear market, I’ve gotten somewhat used to these big swings and the fear that accompanies them.

    During these sell-offs, it’s important to remember that to make money in any type of investment game, and especially the stock market, you need to Buy the Bad News.

    It’s extremely difficult, and counter-emotional, to buy stocks on major declines and bad news. At that point, you’re losing money, and afraid of future losses. But, buying on declines and bad news is the only way to make money and, in fact, it’s the only rational way to act.

    Simply put, from a rational perspective, as stocks decline the risk/reward ratio improves. As stocks rise, the risk/reward ratio deteriorates. That is basic common sense. So, obviously, you need to buy on the declines and the bad news. In addition, when people sell on bad news, the price of the stock begins to reflect the bad news, and as such further downside becomes limited.

    In other words, stocks discount future news, so during huge declines and bad news, one’s mind should try to focus on potential positive changes that could reverse the decline, as opposed to negative events that can accelerate the decline. Conversely, when stocks are moving up (i.e. you are up 20%+ on a particular position) and good news is reported, one needs to immediately shift one’s focus to potential negative changes that can stem the rise and cause a sell off.

    With that said, I’m off to buy some shares on the open today, with the expectation of selling at a profit later this month, when market sanity returns and the current huge fear of a financial meltdown has once again dissipated.

    The trick of course to buying on declines is to:
    1. Make sure you do your research and are buying companies that are cheap financially, and could recover on good news in the months ahead.
    2. Buy Slowly, as you never know how long the correction will last.
    3. Stay Diversified. Some stocks will never recover from the correction, but many will. By staying diversified, you’re guaranteed to make at least some money on the eventual rebound.
    4. Make Sure You Sell Into Rallies so you have cash to buy on the declines.

    Power-One’s Shares (Nasdaq: PWER) Could Recover Significantly in 2009

    Summary:
    Power-One Inc. (Nasdaq: PWER – Current Price: 2.10) could potentially rise 50% to 100% over the next twelve months, as financial results, driven by the company’s fast-growing solar and winder inverter business, begin to show significant improvement. In addition, a recent acquisition of a competitor to PWER by Schneider Electric , a huge European conglomerate, provides a solid metric for estimating the potential takeout value of PWER under various scenarios.

    Background on Company:
    From SEC Filing:

    We are a worldwide organization and leading designer and manufacturer of hundreds of high-quality brand name AC/DC power supplies and DC/DC converters, inverters and power management products. We are engaged in the design and production of renewable energy inverters. Our renewable energy products, also called alternative energy products, are generally stand alone units that are sometimes called “inverters.” These products are DC-to-AC converters that convert DC voltage from solar arrays, wind generators, or fuel cells into useable AC power; and range in size from a briefcase to a large cabinet. The global demand for harvesting power from the sun (called solar or photovoltaic energy) and wind to be converted into useable power is one of the fastest growing markets due to increasing energy costs and concern for the overall environment. Additionally, the cost of renewable energy products is decreasing and with many countries offering incentives to individuals and companies, we expect this market to expand rapidly throughout the world.

    Current Price: $2.10
    Shares Outstanding: 88 million EV: $255 million
    Cash: $38 million Debt: $112 million (see debt notes at end of this post).
    Estimated 2008 Sales: $555 million ($50 million in renewable)
    Gross Margins: 20% (projected to improve dramatically in the year ahead due to renewable sales)

    What Went Wrong?:
    Power-One has been a terribly mismanaged company for quite some time, as past financials indicate. The past problems would seem to lie in poorly integrated acquisitions and a significant drop in gross margins due to product mixes (and likely competition in mature markets). As a result of these problems PWER’s stock has been quite depressed falling to about $2 from over $10 a few years ago.

    What Changed?
    There are three major changes related to PWER that I think increase the probability of improving financial results going forward:

  • Complete Revamp of Senior Management.
  • Notably, the new CEO of PWER, Richard Thompson (joined PWER in 2/2008), was CFO of two competitors of PWER which were ultimately sold for significant premiums. Interestingly, the last company PWER CEO was at was APC which was sold to Schneider (same company that recently purchased another competitor of PWER – see below) for $2 billion.

  • Growth in Inverters for Renewable Energy.
  • The inverter market for renewable energy (solar and wind) is booming and PWER’s sales in this market are growing quickly (i.e. the company expects renewable inverter sales to double in 2009 and double every year for a few years). Importantly, gross margins for renewable energy inverters are much higher than the traditional margins for PWER products, so as the sales of renewable energy inverters increase as a percentage of sales, the company’s bottom line will get a significant boost. In terms of information about Renewable Energy Inverters this information from the last conference call is extremely interesting:

    “Now, let’s discuss the increasing opportunity we are seeing in the renewable energy inverter market. While this market is still in its infancy, it is estimated that total available market for solar inverters will be $1.3 billion in 2008 and currently growing over 30% a year. Additionally inventers in the wind market are expected to be $1.1 billion. At the current time the market for our products is largely in Europe where governments are driving adoption of alternative energy by offering subsidies and putting into effect a variety of regulations that are stimulating the adoption of greener power. We continue to broaden our reach in many European countries including Germany, Italy and Spain. During the quarter, we strengthened our renewable energy sales and service team in Germany in order to address a growing market demand for our products in that country. Our ability to be flexible and scale our operations in this market allows us to quickly implement product innovations. Our products range from 1.5kW to 300kW are both grid and off-grid and address both solar and wind while most companies in the market address either solar or wind but generally not both. As I discussed earlier, this quarter we introduced five new products in renewable energy. We plan to introduce more products including 100kW to 300kW products for the commercial market in the US. Our inverters deliver over 96% efficiency over an extremely wide operating range and we have a very broad product portfolio.

    Power-One currently has a small market share in inverters for renewable energy. We estimate it as under 5% of the worldwide market for solar and wind which we regard as an enormous opportunity. By making investments in engineering and infrastructure and also through strategic partnerships, we believe we will double this business each year for the next several years. We expect that this market at the end of 2008 will have a revenue run rate of more than 10% of our sales and sales in 2009 will surpass the $100 million mark. “

  • Acquisition of Competitor.
  • In late July 2008, Xantrex Technology (XTX.TO) a Canadian competitor of PWER, a major player in the renewable energy inverter market agreed to be acquired by Schneider Electric for C$500 million. Details of the transaction are available below. In the valuation section for this post, I’ll discuss how this acquisition relates to the potential value of PWER.

    Acquisition Information:

    On July 27, 2008, Xantrex announced that it has entered into a definitive agreement to be acquired by Schneider Electric for a purchase price of $15.00 per share. The all-cash transaction has an equity value of approximately C$500 million ($US 468 million). As a condition to the sale of Xantrex to Schneider Electric, Xantrex also entered into a definitive agreement for the sale of its Programmable Power business to AMETEK, Inc. for US $150 million.

    So total value of transaction for XTX.TO in US dollars using current exchange rates is:

    U$150 million Valuation for Programmable Power: Estimated C$80 million (US$75 million) in programmable sales in 2008, so about 2X Revenue.

    U$280 million Valuation for Remaining Business (subtracting about C$40 million in debt), which includes Renewable Power (C$155 million – US$145 million estimated revenue) and Mobile Power (C$60 million – US$56 estimated revenue) for total estimated sales of US$200 million. Valuation = 1.4X Revenue.

    Total Valuation of XTX.TO: US $430 million or about 1.5X Sales. Notably, gross margins for XTX. TO were about 33% and climbing.

    Financial Evidence for Improving Results:
    Interestingly, aside from management’s forecasts, there is some financial evidence that PWER’s results are improving.


  • Core Cash-Flow of Company Seems Solid Despite Past Dismal Results:
  • PWER has very High D&A charges of nearly $20 million a year and extremely low cap-ex relative to sales of about $9 million. As such, the company’s accounting earnings are misleading to an extent and greatly overestimate current losses. On a theoretically non-leveraged business in a breakeven scenario, the company’s free cash-flow, based on D&A and maintenance cap-ex would be about $10 million a year ( 15X that is $150 million or $1.75).


  • Last Quarter EBITDA Swung into Positive Territory
  • Though PWER still has some working capital issues to deal with, the company’s EBITDA swung into positive territory in the June 2008 quarter. This is vs. losses in the year ago period and previous quarter. Specifically, EBITDA was about $5 million+ in the June quarter vs. a $600K loss last year and about an adjusted $5 million EBITDA loss in the 1st quarter.

  • Solid Backlog Number Indicate Growing Demand and Strong Future Revenue Growth
  • As of March 2008 180-day backlog w as $132.8 million and 90-Day was at $109 million, up significantly year-over-year. In the June 2008 quarter, 180-day backlog w as $134 million and 90-Day was at $107 million, up 60% and 40% year-over-year.

    Risks:
    There are two major company-specific risks for PWER:

  • High Leverage
  • High Leverage (at 50% of current market cap and $9 million a year in interest expenses, which eat up the high D&A) leave Little Liquidity Room If Results Do Not Improve and Cash Losses continue.

  • Operating Missteps
  • The company does not have a history of executing well on its business plans and it’s still not clear whether new management has revamped the company’s operations well enough to take full advantage of the renewable opportunity

    The Numbers and Valuation: (Upside/Downside)
    At the current price of about $2.10 per share, PWER’s Enterprise Value is about $260 million.
    The following are several valuation scenarios:

  • Core Unleveraged Cash-Flow
  • Based on core cash-flow assuming no leverage and a breakeven, as discussed above, I think PWER can throw off $10 million a year in free cash-flow. At 15X that number the valuation would be about $150 million or about $1.70 per share. This implies about 25% downside.

  • XTX.TO Comps
  • Based on the takeout of XTX.TO, I’d go with the following valuations for PWER:
    Total estimated revenue in 2008 of about $555 million with Inverter sales at 10% of that.
    $50 million in Inverter sales would be valued at 1.5X Revenue or $75 million.

    Rest of business will be at $500 million in revenue and worst case (because of much lower gross margins) would be valued at $250 million (0.5 X Sales, way beneath the XTX.TO valuation).

    So total valuation on a takeout should be at least $325 million or about $3 per share (0.6X EV/Total Estimated 2008 Sales). This is vs. a current enterprise value of $260 million. A near 50% upside.

    However, considering the fact that inverter sales may grow to $100 million next year, the valuation of that business could jump to $150 million. The remaining business, if profitability could be achieved could be worth about 1X revenue or $500 million. Total Value would then be $650 million or about $6.50 per share (enterprise value). An over 200% upside.

  • Worst Case
  • It’s always difficult to define a worst case in a PWER situation, but assuming continued cash losses and a major economic slowdown, the stock could easily drop 50% and head to $1. However, I do think that the probability of this low, especially considering the core unlevered cash-flow figure.

  • Probability Scenarios
  • In any case, taking the four scenarios outlined above and assigning equal probabilities would yield a fair value target for PWER of about $3 per share or 50% above the current price. Importantly, if financial results improve the probability weights would change dramatically and the fair value of the stock would jump significantly.

    Timing of Purchase
    PWER stock is trading at multi-year lows and is off over 50% this year alone.

    Conclusion:
    If PWER continues to execute on its renewable energy inverter growth and the company’s core business operating results improve, the company’s stock could increase significantly, given the low valuation relative to recently completed acquisitions. A Probability-Weighted Scenario analysis of PWER, suggests a current fair value of about $3 or 50% above the current price.

    Debt Notes from PWER SEC Filings:

    $80 Million in Convertibles

    On June 12, 2008, the Company entered into a purchase agreement (the “Purchase Agreement”) under which the Company agreed to sell $75 million aggregate principal amount of its 8% Senior Secured Convertible Notes due 2013 (the “Notes”) to Lehman Brothers Inc., as initial purchaser (the “Initial Purchaser”) for resale to certain qualified institutional buyers in compliance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). On June 17, 2008, the Company issued $75 million of the Notes. The Company also granted the Initial Purchaser a 30-day option to purchase up to an additional $5 million aggregate principal amount of the Notes. On July 16, 2008, the Company issued the additional $5 million of the Notes.

    The Notes are governed by an indenture, dated as of June 17, 2008 (the “Indenture”) between the Company and The Bank of New York Trust Company, N.A., as trustee. The Notes bear interest at a rate of 8% per annum, payable in cash in arrears on March 31, June 30, September 30 and December 31 of each year, beginning September 30, 2008. The Notes will mature on June 17, 2013. The Notes will rank equal in right of payment with all of the Company’s existing and any future senior unsecured indebtedness that is not subordinated by its terms.

    The Notes are convertible, at any time prior to the close of business on the business day immediately preceding the maturity date, into shares of common stock of the Company, $0.001 par value per share (the “Common Stock”), at an initial conversion rate of 304.8780 shares of Common Stock per $1,000 in principal amount of the Notes (which is equivalent to an initial conversion price of approximately $3.28 per share), subject to certain adjustments set forth therein, including a potential reset to the conversion rate on June 18, 2009 if the average Common Stock price is lower than the initial conversion price during the five trading days preceding the reset date, subject to a conversion price floor and limitations on conversion under the rules of The Nasdaq Global Market.

    Credit Facilities $32 million

    At June 29, 2008, $30.7 million of the total $31.9 million credit facilities outstanding were held at a subsidiary that the Company acquired in connection with the acquisition of the Power Electronics Group of Magnetek, Inc. in October 2006 of which $23.7 million relates to revolving credit arrangements with various banks. These revolving credit arrangements bear interest at various rates based on the European Interbank Offering Rate (EURIBOR) and bore a weighted average interest rate of 6.6% at June 29, 2008.

    In addition, this acquired subsidiary has an agreement with a European bank to provide borrowings secured by the subsidiary’s land and building over a ten-year period. The initial commitment to lend under this agreement was $9.2 million, with the commitment amount reduced ratably on a quarterly basis beginning March 31, 2004 and ending December 30, 2013. Borrowings outstanding under this agreement were $7.1 million at June 29, 2008 and bore interest at the EURIBOR plus one and one-half percent (6.4% at June 29, 2008). The agreement contains financial covenants that require a minimum EBITDA as a percentage of net revenue and a maximum percentage of debt to equity. At June 29, 2008, this subsidiary was not in compliance with these financial covenants. The $7.1 million outstanding balance under this credit agreement at a 6.4% interest has been classified as a current liability as the Company has not sought to obtain a waiver and considers this debt potentially callable by the bank.

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