##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 FOR THE FISCAL YEAR ENDED JUNE 30, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
 COMMISSION FILE NUMBER 001-32582
 PIKE ELECTRIC CORPORATION
 (Exact name of registrant as specified in its charter)
 Delaware
    
    20-3112047(State of incorporation)
    
    (I.R.S. Employer Identification No.)
 100 Pike Way, Mount Airy, NC 27030  (Address of principal executive office)   (336) 789-2171  (Registrants telephone number, including area code)
 Securities registered pursuant to Section 12(b) of the Act:
 Title of Each Class
    
    Name of Each Exchange on Which RegisteredCommon Stock, par value $0.001
    
    New York Stock Exchange
 Securities registered pursuant to Section 12(g) of the Act:
 Yes o No þ
 Yes o No þ
 þ o
 o o
 o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o (Do not check if smaller reporting company)
    
    Smaller reporting company o
 Yes o No þ
   DOCUMENTS INCORPORATED BY REFERENCE




---



##### 



PIKE ELECTRIC CORPORATION
Annual Report on Form 10-K for the year ended June 30, 2009
 Index
 ItemsPart IItem 1. Business
    
    
    1Item 1A. Risk Factors
    
    
    8Item 1B. Unresolved Staff Comments
    
    
    15Item 2. Properties
    
    
    15Item 3. Legal Proceedings
    
    
    16Item 4. Submission of Matters to a Vote of Security Holders
    
    
    16Part IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities
    
    
    16Item 6. Selected Financial Data
    
    
    18Item 7. Managements Discussion and Analysis of Financial Condition and
Results of Operations
    
    
    20Item 7A. Quantitative and Qualitative Disclosures about Market Risk
    
    
    32Item 8. Financial Statements and Supplementary Data
    
    
    33Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
    
    
    62Item 9A. Controls and Procedures
    
    
    62Item 9B. Other Information
    
    
    62Part IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    62Item 11. Executive Compensation
    
    
    63Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
    
    
    63Item 13. Certain Relationships and Related Transactions, and Director
Independence
    
    
    63Item 14. Principal Accounting Fees and Services
    
    
    63Part IVItem 15. Exhibits, Financial Statement Schedules
    
    
    63Signatures
    
    
    64Exhibit 10.11Exhibit 10.12Exhibit 10.13Exhibit 10.14Exhibit 10.15Exhibit 10.16Exhibit 21.1Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1




---



##### Table of Contents



PART I
 
 ITEM 1. BUSINESS
 Overview
    
    
    On September 1, 2008, we acquired substantially all of the assets of Shaw Energy
Delivery Services, Inc., formerly an affiliate of The Shaw Group, for approximately $22.6
million in cash plus the assumption of certain liabilities. This acquisition enables Pike
to expand its operations into engineering, design, procurement and construction management
services and expand its geographic presence through engineering offices in Charlotte, NC,
Austin, TX, San Ramon, CA, Portland, OR and Pittsburgh, PA. In addition, the acquisition
added a talented workforce and equipment for transmission projects up to 345 kilovolt
(kV), substation construction capabilities and an operational team focused on renewable
energy projects.
 
    
    On June 30, 2009, we acquired substantially all of the assets of Facilities Planning &
Siting, PLLC, a transaction that added the combined talents of civil engineers, GIS
analysts, landscape architects and environmental experts. This acquisition enables Pike to
provide siting and planning capabilities at the conceptual stage of its customers
projects, and consequently provides Pike with the ability to fully integrate environmental,
engineering, real estate, economic, regulatory and community expertise into planning,
siting and routing projects.
   Service
    
    DescriptionPlanning & Siting
    
    Our planning and siting process
leverages technology and the
collection of environmental,
cultural, land use and scientific
data to facilitate successful
right-of-way negotiations and
permitting for powerlines,
substations, pipelines and renewable
energy installations.Engineering & Design
    
    We provide design, engineering,
procurement and construction
(EPC), owner engineer, project
management, multi-entity
coordination, grid integration,
balance-of-plant (BOP) and Thermal
Rate solutions for individual or
turnkey powerline, substation and
renewable energy projects.Construction
    
    We provide overhead and underground
powerline construction, upgrade and
extension services (predominately
single-pole and H-frame wood,
concrete or steel poles) for
distribution networks and
transmission lines with voltages up
to 345kV, energized maintenance work
for voltages up to 500kV and
substation construction and service.Overhead services consist of
construction, repair and maintenance
of wire and components in energized
overhead electric distribution and
transmission systems.Underground services range from
simple residential installations,
directional boring, duct bank and
manhole installation, to the
construction of complete underground
distribution facilities.Substation services include
construction or new substations,
existing substation upgrades, relay
testing, commissioning, emergency
outage response and Smart Grid
component installation.
  1




---



##### Table of Contents



Service
    
    DescriptionRenewables
    
    We provide a total energy solution
platform, including preliminary
studies, planning, siting and
permitting, engineering and design,
construction, procurement and grid
interconnection.Storm Restoration Services
    
    Storm restoration involves the
repair or reconstruction of any part
of a distribution or sub-500 kV
transmission network, including
substations, power lines, utility
poles or other components, damaged
during snow, ice or wind storms,
flash floods, hurricanes, tornadoes
or other natural disasters. We are a
recognized leader in storm
restoration, due to our ability to
rapidly mobilize thousands of
existing employees and equipment
within 24 hours, while maintaining a
functional force for unaffected
customers.
 Industry Overview
    Industry Trends
  American Recovery and Reinvestment Act (ARRA) of 2009
   2




---



##### Table of Contents



Renewable Energy Opportunities.
 Demands on Electrical Grid.
 Increased Outsourcing of Infrastructure Services.
 Housing and Commercial Growth
 Business Strategy
  
    
    Diversification of Services.We provide the following services as part of our
comprehensive energy solutions platform: planning and siting; engineering and design;
construction; renewables; and storm restoration services. Although historically we were a
powerline transmission and distribution company, we believe our customers have and will
continue to derive great benefits from our being an energy solutions company with a wide
array of outsourced services available to them, and we will continue to add services that
benefit our customers and add value to our company.
 
    
    Safety. As a full service EPC company, we understand the importance of safety in every
aspect of our business. To that end, our management team works closely with employees and
customers to ensure safety in all facets of our service operations through our Stay Safe
Program.
 
    
    Customer Service. We value the trust we have built with our customers and work to
maintain high levels of customer service by providing timely, accurate and professional
services.
 
    
    Geographic Expansion. We recently have increased the scale of our geographic footprint,
with engineering offices across the country and expanded construction regions.
 
    
    Strategic and Organic Growth. We have successfully completed two acquisitions over the
past year. We will continue to consider additional potential merger and acquisition
opportunities that may arise. In addition, we continue to explore organic growth
opportunities which complement our existing service platform.
  3




---



##### Table of Contents



Competitive Strengths
  
    
    Diversified service offering. As a leading energy solutions provider, we now have full
turn-key capabilities, from planning and siting to design and construction, as discussed
above.
 
    
    National engineering presence. Our engineering teams cover the country with offices in
Charlotte, NC, Austin, TX, Pittsburgh, PA, San Ramon, CA and Portland, OR.
 
    
    Construction workforce scale. Our construction workforce and proven operating efficiency
enable us to leverage our crews and equipment without significant barriers at traditionally
high operating margins. The contiguous nature of our construction service territory enables
us to respond to customer needs, particularly in situations requiring rapid response, where
we are able to seamlessly transition crews and equipment.
 
    
    Financial position. Our strong cash flows have allowed us to reduce our debt by $279
million since our IPO in August 2005, enabling us to be in a position to pursue both
organic and strategic growth. Our financial strength also provides for letter of credit
and performance bond flexibility on larger EPC projects.
 
    
    Customer relationships. We have a diverse customer base with broad geographic presence
that includes over 175 utility, co-operative and municipal clients. The value we place in
our relationships is reflected in the fact that among our ten largest customers, our
average relationship is more than 30 years, with some going back more than 65 years to when
Pike was founded.
 
    
    Storm response. Our construction footprint covers the areas of the U.S. power grid we
believe are the most susceptible to damage caused by inclement weather, such as hurricanes
and ice storms. This enables us to work with our customers to secure the crews from
non-affected areas and relocate them to the storm area quickly. Storm restoration services
do not require dedicated storm teams on call or any additional storm-specific crew
additions. Our flexible business strategy allows us to position crews where they are
needed. We maintain a dedicated 24-hour Storm Center that acts as the single hub of
command. While current customers receive priority, we also provide services to additional
utilities, co-operatives and municipalities. Our core revenues decline as our storm
restoration revenues increase since crews are diverted from normal core services to the
storm restoration. Our storm restoration services often solidify existing customer
relationships and create opportunities with new customers. Our storm revenues vary
significantly from year-to-year as shown in the table below.
 Storm RevenuesFiscal
    
    Storm
    
    
    Total
    
    
    as a Percentage ofYear
    
    Revenues
    
    
    Revenues
    
    
    Total Revenues(In millions)
    
    
    (In millions)2005
    
    $
    149.2
    
    
    $
    679.2
    
    
    
    22.0
    %2006
    
    $
    185.3
    
    
    $
    727.5
    
    
    
    25.5
    %2007
    
    $
    53.3
    
    
    $
    596.8
    
    
    
    8.9
    %2008
    
    $
    49.4
    
    
    $
    552.0
    
    
    
    8.9
    %2009
    
    $
    152.9
    
    
    $
    613.5
    
    
    
    24.9
    %
  4




---



##### Table of Contents



Selected Storm MobilizationsApproximateNumber ofEmployeesStorm (States Affected)
    
    Fiscal Year
    
    MobilizedHurricanes / Tropical StormsIke (TX, LA, AR, OH, KY)
    
    2009
    
    
    2,500Gustav (LA, MS, AL)
    
    2009
    
    
    1,500Fay (FL, AL, MS)
    
    2008
    
    
    900Wilma (FL)
    
    2006
    
    
    1,600Rita (TX, LA)
    
    2006
    
    
    1,500Katrina (LA, MS, AL)
    
    2006
    
    
    3,100Dennis (FL)
    
    2006
    
    
    1,600Winter StormsWinter Storm (IN, KY, MO, OH)
    
    2009
    
    
    2,200Ice Storm (NH, MA)
    
    2009
    
    
    115Ice Storm (OK)
    
    2008
    
    
    1,350Ice Storm (MO)
    
    2007
    
    
    1,500
 Customers
  Types of Service Arrangements
    5




---



##### Table of Contents



Seasonality
  Proprietary Rights
  Training, Quality Assurance and Safety
      Equipment
   6




---



##### Table of Contents



Employees
  Risk Management and Insurance
   Competition
   
    
    safety concerns of our crews, customers and the general public;
 
    
    customer relationships and industry reputation;
 
    
    responsiveness in emergency restoration situations;
 
    
    adequate financial resources and bonding capacity;
 
    
    geographic breadth and presence in customer markets; and
 
    
    pricing of services, particularly under MSA constraints.
    7




---



##### Table of Contents



Government Regulation
   Environmental Matters
  Available Information
 www.sec.gov
 
 ITEM 1A. RISK FACTORS
 Forward-Looking Statements.
 We derive a significant portion of our revenues from a small group of customers. The loss of
or a significant decrease in services to one or more of these customers could negatively impact our
business and results of operations .
  8




---



##### Table of Contents



Our customers often have no obligation to assign work to us, and many of our arrangements may
be terminated on short notice. As a result, we are at risk of losing significant business on short
notice .
 Our storm restoration services are highly volatile and unpredictable, which could result in
substantial variations in, and uncertainties regarding, the levels of our financial results from
period to period.
 Inability to perform our obligations under EPC contracts may adversely affect our business.
 Our business is subject to numerous hazards that could subject us to substantial monetary and
other liabilities. If accidents occur, they could materially and adversely affect our business and
results of operations .
  Our current insurance coverage may not be adequate, and we may not be able to obtain insurance
at acceptable rates, or at all.
   9




---



##### Table of Contents



Fuel costs could materially and adversely affect our operating results .
 A portion of our business depends on our ability to provide surety bonds or letters of credit
and we may be unable to compete for or work on certain projects if we are not able to obtain the
necessary surety bonds or letters of credit.
  Demand for some of our services is cyclical and vulnerable to industry and economic downturns,
which could materially and adversely affect our business and results of operations.
 Failure to maintain effective internal control over financial reporting could have a material
adverse effect on our business, operating results and stock price.
 To be successful, we need to attract and retain qualified personnel, and any inability to do
so would adversely affect our business.
   10




---



##### Table of Contents



We require subcontractors to assist us in providing certain services and we may be unable to
retain the necessary subcontractors to complete certain projects.
 We are dependent on our senior management and other key personnel, the loss of which could
have a material adverse effect on our business.
 We are unable to predict the impact of the weakening U.S. economy and financial market
deterioration on our industry, our customers or our ability to access the capital or credit
markets.
 A continued slowdown in the housing market could negatively affect our revenues from
distribution work.
 Our industry is highly competitive and we may be unable to compete effectively, retain our
customers or win new customers, which could result in reduced profitability and loss of market
share.
 Utilities focus on power generation may temporarily divert attention and capital away from
maintenance projects we perform.
 Federal and state legislative and regulatory developments that we believe should encourage
electric power transmission infrastructure spending may fail to result in increased demand for our
services.
  11




---



##### Table of Contents



We may be unsuccessful at acquiring companies or at integrating companies that we acquire, and
as a result, we may not achieve the expected benefits and our profitability could materially
suffer.
 We have incurred indebtedness under a senior credit facility, which may restrict our business
and operations, and restrict our future access to sufficient funding to finance desired growth.
    We are in the process of implementing a company-wide information technology (IT) solution
which could temporarily disrupt our day-to-day operations.
  12




---



##### Table of Contents



We may incur liabilities or suffer negative financial impact relating to occupational health
and safety matters.
  During the ordinary course of our business, we may become subject to lawsuits or indemnity
claims, which could materially and adversely affect our business and results of operations .
 Our failure to comply with or the imposition of liability under, environmental laws and
regulations could result in significant costs.
 Weather conditions can adversely affect our operations and , consequently, revenues . The
electric infrastructure servicing business is subject to seasonal variations, which may cause our
operating results to vary significantly from period to period and could cause the market price of
our stock to fall.
  13




---



##### Table of Contents



Our results of operations could be adversely affected as a result of the impairment of
goodwill or other intangibles. Business Combinations
 Goodwill and Other Intangible Assets,
 Accounting for the Impairment or Disposal of Long-Lived Assets.
  The market price of our stock may be influenced by many factors, some of which are beyond our
control.
 
    
    the failure of securities analysts to continue to cover our common stock or changes in
financial estimates or recommendations by analysts;
 
    
    announcements by us or our competitors of significant contracts, acquisitions or capital
commitments;
 
    
    changes in market valuation or earnings of our competitors;
 
    
    variations in quarterly operating results;
 
    
    availability of capital;
 
    
    general economic conditions;
 
    
    terrorist acts;
 
    
    legislation;
 
    
    future sales of our common stock; and
 
    
    investor perception of us and the electric utility industry.
   14




---



##### Table of Contents



Shares eligible for future sale may cause the market price of our common stock to drop
significantly, even if our business is doing well.
   The concentration of our capital stock will limit other stockholders ability to influence
corporate matters .
 Anti-takeover provisions of our charter and bylaws may reduce the likelihood of any potential
change of control or unsolicited acquisition proposal that stockholders might consider favorable.
 Our financial results are based upon estimates and assumptions that may differ from actual
results .
 
 ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
   15




---



##### Table of Contents



ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 PART II
 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
 Market Information
  Fiscal 2009
    
    
    Fiscal 2008High
    
    
    Low
    
    
    High
    
    
    LowFirst Quarter
    
    $
    19.21
    
    
    $
    13.68
    
    
    $
    24.39
    
    
    $
    17.59Second Quarter
    
    
    14.72
    
    
    
    6.73
    
    
    
    21.16
    
    
    
    13.99Third Quarter
    
    
    12.78
    
    
    
    7.28
    
    
    
    17.00
    
    
    
    12.75Fourth Quarter
    
    
    12.29
    
    
    
    8.90
    
    
    
    17.91
    
    
    
    12.99
  Dividend Policy
  Recent Sales of Unregistered Securities
  Performance Graph
 The following Performance Graph and related information shall not be deemed to be filed
with the Securities and Exchange Commission, nor shall such information be incorporated by
reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of
1934, each as amended, except to the extent that we specifically incorporate it by reference into
such filing.
   16




---



##### Table of Contents



7/27/05
    
    
    12/05
    
    
    6/06
    
    
    12/06
    
    
    6/07
    
    
    12/07
    
    
    6/08
    
    
    12/08
    
    
    6/09Pike Electric Corporation
    
    
    100.00
    
    
    
    115.86
    
    
    
    137.57
    
    
    
    116.64
    
    
    
    159.86
    
    
    
    119.71
    
    
    
    118.64
    
    
    
    87.86
    
    
    
    86.07S&P 500
    
    
    100.00
    
    
    
    105.77
    
    
    
    108.63
    
    
    
    122.48
    
    
    
    131.00
    
    
    
    129.21
    
    
    
    113.81
    
    
    
    81.40
    
    
    
    83.98Russell 2000
    
    
    100.00
    
    
    
    105.88
    
    
    
    114.58
    
    
    
    125.33
    
    
    
    133.41
    
    
    
    123.36
    
    
    
    111.80
    
    
    
    81.68
    
    
    
    83.84Peer Group
    
    
    100.00
    
    
    
    110.63
    
    
    
    132.95
    
    
    
    138.64
    
    
    
    206.93
    
    
    
    170.73
    
    
    
    190.77
    
    
    
    122.65
    
    
    
    141.53
  17




---



##### Table of Contents



ITEM 6. SELECTED FINANCIAL DATA
   Years Ended June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(in thousands, except per share amounts)Statement of Operations Data:Revenues
    
    $
    613,476
    
    
    $
    552,029
    
    
    $
    596,837
    
    
    $
    727,470
    
    
    $
    679,197Cost of operations (1)
    
    
    503,203
    
    
    
    460,325
    
    
    
    499,422
    
    
    
    599,247
    
    
    
    585,354Gross profit
    
    
    110,273
    
    
    
    91,704
    
    
    
    97,415
    
    
    
    128,223
    
    
    
    93,843General and administrative expenses (2)
    
    
    50,248
    
    
    
    41,724
    
    
    
    46,486
    
    
    
    45,228
    
    
    
    47,867Loss on sale and impairment of property and equipment
    
    
    2,116
    
    
    
    3,043
    
    
    
    1,052
    
    
    
    2,250
    
    
    
    585Income from operations
    
    
    57,909
    
    
    
    46,937
    
    
    
    49,877
    
    
    
    80,745
    
    
    
    45,391Other expense (income):Interest expense (3)
    
    
    9,258
    
    
    
    13,919
    
    
    
    19,799
    
    
    
    24,272
    
    
    
    40,217Other, net
    
    
    (1,552
    )
    
    
    (214
    )
    
    
    (236
    )
    
    
    (220
    )
    
    
    (109
    )Total other expense
    
    
    7,706
    
    
    
    13,705
    
    
    
    19,563
    
    
    
    24,052
    
    
    
    40,108Income before income taxes
    
    
    50,203
    
    
    
    33,232
    
    
    
    30,314
    
    
    
    56,693
    
    
    
    5,283Income tax expense
    
    
    18,634
    
    
    
    12,983
    
    
    
    11,957
    
    
    
    22,324
    
    
    
    8,469Net income (loss)
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357
    
    
    $
    34,369
    
    
    $
    (3,186
    )Earnings (loss) per share:Basic
    
    $
    0.96
    
    
    $
    0.62
    
    
    $
    0.57
    
    
    $
    1.11
    
    
    $
    (0.11
    )Diluted
    
    $
    0.94
    
    
    $
    0.60
    
    
    $
    0.55
    
    
    $
    1.07
    
    
    $
    (0.11
    )Shares used in computing earnings (loss) per share:Basic
    
    
    33,023
    
    
    
    32,810
    
    
    
    32,416
    
    
    
    31,023
    
    
    
    27,709Diluted
    
    
    33,741
    
    
    
    33,666
    
    
    
    33,366
    
    
    
    32,252
    
    
    
    27,709
  18




---



##### Table of Contents



As of June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(in thousands)Balance Sheet Data:Cash and cash equivalents
    
    $
    43,820
    
    
    $
    11,357
    
    
    $
    1,467
    
    
    $
    3,391
    
    
    $
    3,106Working capital
    
    
    98,379
    
    
    
    71,413
    
    
    
    64,078
    
    
    
    78,995
    
    
    
    69,421Property and equipment, net
    
    
    222,539
    
    
    
    229,119
    
    
    
    267,740
    
    
    
    284,452
    
    
    
    281,842Total assets
    
    
    548,969
    
    
    
    510,660
    
    
    
    545,497
    
    
    
    589,966
    
    
    
    592,455Total current liabilities
    
    
    77,554
    
    
    
    71,420
    
    
    
    69,906
    
    
    
    73,884
    
    
    
    82,307Total long-term liabilities
    
    
    214,450
    
    
    
    218,288
    
    
    
    279,530
    
    
    
    345,350
    
    
    
    509,665Mandatorily redeemable preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total stockholders equity (4)
    
    
    256,965
    
    
    
    220,952
    
    
    
    196,061
    
    
    
    170,732
    
    
    
    483
 
 (1)
    
    Cost of operations for fiscal 2005 includes $21.1 million in deferred compensation charges
related to our acquisition of Red Simpson in July 2004.(2)
    
    General and administrative expenses for fiscal 2009, 2008, 2007 and 2006 include stock
compensation expense of approximately $3.4 million, $2.7 million, $1.9 million and $2.3
million, respectively. General and administrative expenses for fiscal 2005 include: (a) $4.2
million of compensation expense for common stock options repurchased from our management in
connection with our December 2004 recapitalization, (b) a $4.0 million charge for the
termination of our management agreement with Lindsay Goldberg, and (c) $2.6 million related to
the purchase by members of Red Simpsons management of restricted shares of common stock in
connection with the acquisition of Red Simpson, due to the acceleration of deferred
compensation benefits and the subsequent repurchase of a portion of that restricted stock in
the December 2004 recapitalization.(3)
    
    Interest expense primarily includes interest expense related to outstanding debt. Other
interest expenses include (a) a $14.0 million charge in fiscal 2005 for the redemption of
preferred stock and (b) the write-off of unamortized deferred loan costs of $0.8 million, $1.1
million, $3.2 million and $6.7 million for fiscal 2008, 2007, 2006 and 2005, respectively,
resulting from the prepayment of debt. There were no prepayments of debt during fiscal 2009.(4)
    
    Total stockholders equity was affected in fiscal 2006 by our IPO, completed on August 1,
2005, of ten million shares of common stock, in which we received approximately $122.0 million
in net proceeds. Total stockholders equity was affected in fiscal 2005 by our sale of common
stock on July 1, 2004 for $71.0 million in connection with our acquisition of Red Simpson,
which was offset by our recapitalization in December 2004, pursuant to which we acquired
shares of our common stock for a total purchase price of $123.3 million.  19




---



##### Table of Contents



ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 The following discussion and analysis of our financial condition and results of operations
should be read in conjunction with our historical consolidated financial statements and related
notes thereto in Item 8 Financial Statements and Supplementary Data. The discussion below
contains forward-looking statements that are based upon our current expectations and are subject to
uncertainty and changes in circumstances. Actual results may differ materially from these
expectations due to inaccurate assumptions and known or unknown risks and uncertainties, including
those identified in Risk Factors.
 Overview
  Services
  
    
    On September 1, 2008, we acquired substantially all of the assets of Shaw Energy
Delivery Services, Inc., formerly an affiliate of The Shaw Group, for approximately $22.6
million in cash plus the assumption of certain liabilities. This acquisition enables Pike
to expand its operations into engineering, design, procurement and construction management
services and expand its geographic presence through engineering offices in Charlotte, NC,
Austin, TX, San Ramon, CA, Portland, OR and Pittsburgh, PA. In addition, the acquisition
added a talented workforce and equipment for transmission projects up to 345 kilovolt
(kV), substation construction capabilities and an operational team focused on renewable
energy projects.
 
    
    On June 30, 2009, we acquired substantially all of the assets of Facilities Planning &
Siting, PLLC, a transaction that added the combined talents of civil engineers, GIS
analysts, landscape architects and environmental experts. This acquisition enables Pike to
provide siting and planning capabilities at the conceptual stage of its customers
projects, and consequently provides Pike with the ability to fully integrate environmental,
engineering, real estate, economic, regulatory and community expertise into planning,
siting and routing projects.
   Service
    
    DescriptionPlanning & Siting
    
    Our planning and siting process
leverages technology and the
collection of environmental,
cultural, land use and scientific
data to facilitate successful
right-of-way negotiations and
permitting for powerlines,
substations, pipelines and renewable
energy installations.Engineering & Design
    
    We provide design, engineering,
procurement and construction
(EPC), owner engineer, project
management, multi-entity
coordination, grid integration,
balance-of-plant and Thermal Rate
solutions for individual or turnkey
powerline, substation and renewable
energy projects.
  20




---



##### Table of Contents



Service
    
    DescriptionConstruction
    
    We provide overhead and underground
powerline construction, upgrade and
extension services (predominately
single-pole and H-frame wood,
concrete or steel poles) for
distribution networks and
transmission lines with voltages up
to 345kV, energized maintenance work
for voltages up to 500kV and
substation construction and service.Overhead services consist of
construction, repair and maintenance
of wire and components in energized
overhead electric distribution and
transmission systems.Underground services range from
simple residential installations,
directional boring, duct bank and
manhole installation, to the
construction of complete underground
distribution facilities.Substation services include
construction or new substations,
existing substation upgrades, relay
testing, commissioning, emergency
outage response and Smart Grid
component installation.Renewables
    
    We provide a total energy solution
platform, including preliminary
studies, planning, siting and
permitting, engineering and design,
construction, procurement and grid
interconnection.Storm Restoration Services
    
    Storm restoration involves the
repair or reconstruction of any part
of a distribution or sub-500 kV
transmission network, including
substations, power lines, utility
poles or other components, damaged
during snow, ice or wind storms,
flash floods, hurricanes, tornadoes
or other natural disasters. We are a
recognized leader in storm
restoration, due to our ability to
rapidly mobilize thousands of
existing employees and equipment
within 24 hours, while maintaining a
functional force for unaffected
customers.
  Percentage
    
    
    Storm
    
    
    PercentageFiscal
    
    Core
    
    
    of Total
    
    
    Restoration
    
    
    of Total
    
    
    TotalYear
    
    Services
    
    
    Revenues
    
    
    Services
    
    
    Revenues
    
    
    Revenues(In millions)
    
    
    
    
    
    
    (In millions)
    
    
    
    
    
    
    (In millions)2005
    
    
    530.0
    
    
    
    78.0
    %
    
    
    149.2
    
    
    
    22.0
    %
    
    
    679.22006
    
    
    542.2
    
    
    
    74.5
    %
    
    
    185.3
    
    
    
    25.5
    %
    
    
    727.52007
    
    
    543.6
    
    
    
    91.1
    %
    
    
    53.2
    
    
    
    8.9
    %
    
    
    596.82008
    
    
    502.6
    
    
    
    91.1
    %
    
    
    49.4
    
    
    
    8.9
    %
    
    
    552.02009
    
    
    460.6
    
    
    
    75.1
    %
    
    
    152.9
    
    
    
    24.9
    %
    
    
    613.5
 Seasonality; Fluctuations of Results
  Inflation
  Basis of Reporting
 Revenues.
  21




---



##### Table of Contents



Cost of Operations.
 General and Administrative Expenses.
 Interest Expense.
 Critical Accounting Policies
  Revenue Recognition.
   Allowance for Doubtful Accounts.
  22




---



##### Table of Contents



Property, Plant and Equipment and Impairment of Long-Lived Assets.
 Accounting for the Impairment or Disposal of Long-Lived Assets.
 Valuation of Goodwill and Other Intangible Assets. Business
Combinations Recognition of Customer Relationship Intangible Assets Acquired in a Business
Combination.
 Goodwill and Other Intangible Assets Disclosures
about Segments of an Enterprise and Related Information
   Insurance and Claims Accruals.
  23




---



##### Table of Contents



Stock-Based Compensation. Share-Based
Payment
  Results of Operations
  Years Ended June 30,2009
    
    
    2008
    
    
    2007Revenues:Core powerline services
    
    $
    460.6
    
    
    
    75.1
    %
    
    $
    502.6
    
    
    
    91.1
    %
    
    $
    543.6
    
    
    
    91.1
    %Storm restoration services
    
    
    152.9
    
    
    
    24.9
    %
    
    
    49.4
    
    
    
    8.9
    %
    
    
    53.2
    
    
    
    8.9
    %Total revenues
    
    $
    613.5
    
    
    
    100.0
    %
    
    $
    552.0
    
    
    
    100.0
    %
    
    $
    596.8
    
    
    
    100.0
    %Cost of operations
    
    
    503.2
    
    
    
    82.0
    %
    
    
    460.3
    
    
    
    83.4
    %
    
    
    499.4
    
    
    
    83.7
    %Gross profit
    
    
    110.3
    
    
    
    18.0
    %
    
    
    91.7
    
    
    
    16.6
    %
    
    
    97.4
    
    
    
    16.3
    %General and administrative expenses
    
    
    50.3
    
    
    
    8.2
    %
    
    
    41.7
    
    
    
    7.6
    %
    
    
    46.5
    
    
    
    7.8
    %Loss on sale and impairment of property
and equipment
    
    
    2.1
    
    
    
    0.4
    %
    
    
    3.1
    
    
    
    0.5
    %
    
    
    1.0
    
    
    
    0.2
    %Income from operations
    
    
    57.9
    
    
    
    9.4
    %
    
    
    46.9
    
    
    
    8.5
    %
    
    
    49.9
    
    
    
    8.4
    %Interest expense and other
    
    
    7.7
    
    
    
    1.2
    %
    
    
    13.7
    
    
    
    2.5
    %
    
    
    19.6
    
    
    
    3.3
    %Income before income tax
    
    
    50.2
    
    
    
    8.2
    %
    
    
    33.2
    
    
    
    6.0
    %
    
    
    30.3
    
    
    
    5.1
    %Income tax expense
    
    
    18.6
    
    
    
    3.1
    %
    
    
    13.0
    
    
    
    2.3
    %
    
    
    11.9
    
    
    
    2.0
    %Net income
    
    $
    31.6
    
    
    
    5.1
    %
    
    $
    20.2
    
    
    
    3.7
    %
    
    $
    18.4
    
    
    
    3.1
    %
 Year Ended June 30, 2009 Compared to Year Ended June 30, 2008
 Revenues.
    24




---



##### Table of Contents



Gross Profit.
 
    
    A higher mix of storm revenue.Our storm restoration services typically generate a
higher profit margin than core services. During a storm response, our storm-assigned crews
and equipment are fully utilized. In addition, the overtime typically worked on storm
events lowers the ratio of fixed costs to revenue. Storm gross profit margins can vary
greatly depending on the geographic area, customer and amount of overtime worked.
 
    
    Lower fuel expense as a percentage of revenue. Fuel expense decreased to 5.0% of total
revenues for fiscal 2009 compared to 6.2% for fiscal 2008 as fuel costs have moderated
significantly since the record highs reached during the spring and summer of 2008.
  
    
    Lower gross profit margin on our material procurement services. Material procurement
services generate lower gross profit margins compared to other core services. Our
engineering and substation services recognized approximately $18.9 million in material
procurement revenues for fiscal 2009.
 
    
    Higher fixed equipment costs as a percentage of revenue due to decreased utilization.
We own much of our equipment, and both underground and overhead distribution equipment
utilization decreased as a result of a reduction in overall utility distribution
maintenance projects in our territory. This impact was compounded by the excess leased and
special rental equipment which we assumed in the EDS transaction.
 General and Administrative Expenses.
 Loss on Sale and Impairment of Property and Equipment .
  25




---



##### Table of Contents



Interest Expense.
 Other, Net.
 Income Tax Expense.
 Net Income .
 Year Ended June 30, 2008 Compared to Year Ended June 30, 2007
 Revenues.
   Gross Profit.
 General and Administrative Expenses.
 Loss on Sale and Impairment of Property and Equipment .
 Interest Expense and Other, Net.
 Income Tax Expense.
 Net Income .
  26




---



##### Table of Contents



Liquidity and Capital Resources
      Changes in Cash Flows: 2009 Compared to 2008
 Year Ended June 30,2009
    
    
    2008(in millions)Net cash provided by operating activities
    
    $
    77.3
    
    
    $
    55.8Net cash (used in) provided by investing activities
    
    $
    (45.9
    )
    
    $
    2.6Net cash provided by (used in) financing activities
    
    $
    1.0
    
    
    $
    (48.5
    )
    Changes in Cash Flows: 2008 Compared to 2007
 Year Ended June 30,2008
    
    
    2007(in millions)Net cash provided by operating activities
    
    $
    55.8
    
    
    $
    78.4Net cash provided by (used in) investing activities
    
    $
    2.6
    
    
    $
    (22.6
    )Net cash used in financing activities
    
    $
    (48.5
    )
    
    $
    (57.8
    )
  27




---



##### Table of Contents



Capital Expenditures
  Credit Facility
      28




---



##### Table of Contents



Contractual Obligations and Other Commitments
  Payment Obligations by Fiscal Year Ended June 30,Total
    
    
    2010
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    2014
    
    
    Thereafter(in millions)Long-term debt obligations (1)
    
    $
    140.5
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    140.5
    
    
    $
    
    
    
    $
    Interest payment obligations (2)
    
    
    8.7
    
    
    
    4.5
    
    
    
    2.0
    
    
    
    2.0
    
    
    
    0.2
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    33.9
    
    
    
    8.9
    
    
    
    8.0
    
    
    
    5.2
    
    
    
    3.4
    
    
    
    2.9
    
    
    
    5.5Purchase obligations (3)
    
    
    11.1
    
    
    
    11.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Deferred compensation (4)
    
    
    9.7
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    1.7
    
    
    
    
    
    
    
    6.6Total
    
    $
    203.9
    
    
    $
    25.9
    
    
    $
    10.0
    
    
    $
    7.2
    
    
    $
    145.8
    
    
    $
    2.9
    
    
    $
    12.1
 
 (1)
    
    Includes only obligations to pay principal not interest expense.(2)
    
    Represents estimated interest payments to be made on our variable rate debt. All interest
payments assume that principal payments are made as originally scheduled. Interest rates
utilized to determine interest payments for variable rate debt are based upon our current term
loan interest rate and include the impact of our interest rate swaps. For more information,
see Note 6 of the Notes to Consolidated Financial Statements.(3)
    
    Represents purchase obligations related to materials and subcontractor services for customer
contracts.(4)
    
    For a description of the deferred compensation obligation, see Note 15 of the Notes to
Consolidated Financial Statements. Off-Balance Sheet Arrangements
  Letters of Credit
  Performance Bonds and Parent Guarantees
   29




---



##### Table of Contents



Recent Accounting Pronouncements
 The FASB Accounting Standards Codification and the
Hierarchy of Generally Accepted Accounting Principlesa replacement of FASB Statement No. 162
 Accounting for Assets Acquired and
Liabilities Assumed in a Business Combination That Arise from Contingencies Business Combinations Business Combinations Accounting for Contingencies
 Interim Disclosures about Fair
Value of Financial Instruments
 Determination of the Useful Life of
Intangible Assets Goodwill and Other Intangible Assets
 Business Combinations
 Fair Value Measurements Effective Date of
FASB Statement 1
  30




---



##### Table of Contents



FORWARD-LOOKING STATEMENTS
   
    
    our belief that ARRA credit subsidies and tax incentives will result in increased
renewable energy spending, particularly in wind and related transmission infrastructure, as
renewable energy developers now have a means to more easily access capital and monetize tax
benefits;
 
    
    our belief that we are well positioned to benefit from the government stimulus packages;
 
    
    our belief that opportunities exist for solar energy projects in the Southeast and wind
farms in the Midwest, South and West;
 
    
    our belief that future development of new power generation will lead to increased demand
over the long-term for our transmission, distribution, and substation engineering and
installation services;
 
    
    our belief that we are well positioned to provide outsourcing services in a manner that
is cost efficient to our existing customers and attractive to our prospective customers;
 
    
    our expectation that a substantial portion of our total revenues will continue to be
derived from a limited group of customers given the composition of the utilities,
co-operatives and municipalities in our geographical market;
 
    
    our belief that we have a favorable competitive position in our markets due in large
part to our ability to execute with respect to the following factors: (i) safety of crews,
customers and the public at large; (ii) customer relationships and industry reputation;
(iii) responsiveness in emergency restoration situations; (iv) adequate financial resources
and bonding capacity; (v) geographic breadth and presence in customer markets; and (vi)
pricing of services, particularly under MSA constraints;
 
    
    our expectation that costs to maintain environmental compliance and/or to address
environmental issues will not have a material adverse effect on our results of operations,
cash flows or financial condition;
 
    
    our expectation that we will face competition for acquisition candidates, which may
limit the number of acquisition opportunities and may lead to higher acquisition prices;
 
    
    our intention to continue to retain any future earnings to finance growth, development
and expansion of our business rather than paying dividends;
 
    
    our belief that the lawsuits, claims or other proceedings to which we are subject in the
ordinary course of business will not have a material adverse effect on our results of
operation or financial position;
 
    
    our belief that a significant amount of pent-up demand is building and power system
reliability is being challenged and that we remain well positioned to benefit from a
reacceleration in maintenance spending, which will remain dependent to a large extent on
the health of the economy;
 
    
    our belief that believe smart-grid technology implementation, the demand for renewable
energy solutions, and the anticipated energy infrastructure stimulus plan will continue to
highlight the needs for our services;
  31




---



##### Table of Contents




    
    our expectation that current volatility in the capital markets will not have a material
impact on the principal amounts of our cash investments;
 
    
    our belief that our cash flow from operations, available cash and cash equivalents, and
borrowings available under our credit facility will be adequate to meet our ordinary course
liquidity needs for the foreseeable future;
 
    
    our expectation that our capital expenditures will range from $20 million to $30 million
for the year ended June 30, 2010 and our intention to fund those expenditures from
operating cash flow and available cash and cash equivalents;
 
    
    our belief that it is unlikely that any material claims will be made under a letter of
credit in the foreseeable future;
 
    
    our belief that it is unlikely that we will have to fund significant claims under our
surety arrangements in the foreseeable future;
 
    
    our expectation that certain recent accounting pronouncements will have no material
effect on our consolidated financial statements; and
 
    
    our expectation that substantially all the assets held for sale at June 30, 2009 will be
sold during the first quarter of fiscal 2010.
  
 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest Rate Risk
   Diesel Fuel Risk
     32




---



##### Table of Contents



ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PageManagements Report on Internal Control Over Financial Reporting
    
    
    34Report of Independent Registered Public Accounting Firm on:Consolidated
Financial Statements
    
    
    35Internal
Controls over Financial Reporting
    
    
    36Consolidated Balance Sheets
    
    
    37Consolidated Statements of Income
    
    
    38Consolidated Statements of Stockholders Equity
    
    
    39Consolidated Statements of Cash Flows
    
    
    40Notes to Consolidated Financial Statements
    
    
    41
  33




---



##### Table of Contents



Managements Report on Internal Control Over Financial Reporting
       34




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
 The Board of Directors and Shareholders of  Pike Electric Corporation
      
  35




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
 The Board of Directors and Shareholders of  Pike Electric Corporation
        
  36




---



##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED BALANCE SHEETS
(in thousands, except par value amounts)
 June 30,2009
    
    
    2008ASSETSCurrent assets:Cash and cash equivalents
    
    $
    43,820
    
    
    $
    11,357Accounts receivable from customers, net
    
    
    57,766
    
    
    
    62,224Costs and estimated earnings in excess of billings on uncompleted contracts
    
    
    46,674
    
    
    
    40,410Inventories
    
    
    7,718
    
    
    
    8,343Prepaid expenses and other
    
    
    6,306
    
    
    
    5,123Deferred income taxes
    
    
    13,649
    
    
    
    15,376Total current assets
    
    
    175,933
    
    
    
    142,833Property and equipment, net
    
    
    222,539
    
    
    
    229,119Goodwill
    
    
    106,865
    
    
    
    94,402Other intangibles, net
    
    
    40,139
    
    
    
    40,065Deferred loan costs, net
    
    
    2,028
    
    
    
    2,778Other assets
    
    
    1,465
    
    
    
    1,463Total assets
    
    $
    548,969
    
    
    $
    510,660LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    13,231
    
    
    $
    10,867Accrued compensation
    
    
    23,002
    
    
    
    22,157Billings in excess of costs and estimated earnings on uncompleted contracts
    
    
    5,176
    
    
    
    397Accrued expenses and other
    
    
    8,301
    
    
    
    5,460Current portion of deferred compensation
    
    
    1,402
    
    
    
    3,666Current portion of insurance and claim accruals
    
    
    26,442
    
    
    
    28,873Total current liabilities
    
    
    77,554
    
    
    
    71,420Long-term debt
    
    
    140,500
    
    
    
    140,500Insurance and claim accruals, net of current portion
    
    
    7,335
    
    
    
    7,989Deferred compensation, net of current portion
    
    
    5,563
    
    
    
    6,283Deferred income taxes
    
    
    57,251
    
    
    
    62,416Other liabilities
    
    
    3,801
    
    
    
    1,100Commitments and contingenciesStockholders equity:Preferred stock, par value $0.001 per share; 100,000 authorized
shares; no shares issued and outstanding
    
    
    
    
    
    
    Common stock, par value $0.001 per share; 100,000 authorized
shares; 33,462 and 33,183 shares issued and outstanding at
June 30, 2009 and 2008, respectively
    
    
    6,427
    
    
    
    6,427Additional paid-in capital
    
    
    153,035
    
    
    
    148,288Accumulated other comprehensive loss, net of taxes
    
    
    (1,109
    )
    
    
    (806
    )Retained earnings
    
    
    98,612
    
    
    
    67,043Total stockholders equity
    
    
    256,965
    
    
    
    220,952Total liabilities and stockholders equity
    
    $
    548,969
    
    
    $
    510,660
   37




---



##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
 Years Ended June 30,2009
    
    
    2008
    
    
    2007Revenues
    
    $
    613,476
    
    
    $
    552,029
    
    
    $
    596,837Cost of operations
    
    
    503,203
    
    
    
    460,325
    
    
    
    499,422Gross profit
    
    
    110,273
    
    
    
    91,704
    
    
    
    97,415General and administrative expenses
    
    
    50,248
    
    
    
    41,724
    
    
    
    46,486Loss on sale and impairment of property and equipment
    
    
    2,116
    
    
    
    3,043
    
    
    
    1,052Income from operations
    
    
    57,909
    
    
    
    46,937
    
    
    
    49,877Other expense (income):Interest expense
    
    
    9,258
    
    
    
    13,919
    
    
    
    19,799Other, net
    
    
    (1,552
    )
    
    
    (214
    )
    
    
    (236
    )Total other expense
    
    
    7,706
    
    
    
    13,705
    
    
    
    19,563Income before income taxes
    
    
    50,203
    
    
    
    33,232
    
    
    
    30,314Income tax expense
    
    
    18,634
    
    
    
    12,983
    
    
    
    11,957Net income
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357Earnings per share:Basic
    
    $
    0.96
    
    
    $
    0.62
    
    
    $
    0.57Diluted
    
    $
    0.94
    
    
    $
    0.60
    
    
    $
    0.55Shares used in computing earnings per share:Basic
    
    
    33,023
    
    
    
    32,810
    
    
    
    32,416Diluted
    
    
    33,741
    
    
    
    33,666
    
    
    
    33,366
   38




---



##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
(in thousands)
 Common
    
    
    
    
    
    
    Additional
    
    
    Other
    
    
    
    
    
    
    TotalStock
    
    
    Common
    
    
    Paid-In
    
    
    Comprehensive
    
    
    Retained
    
    
    StockholdersShares
    
    
    Stock
    
    
    Capital
    
    
    Loss
    
    
    Earnings
    
    
    EquityBalance June 30, 2006
    
    
    32,577
    
    
    $
    6,426
    
    
    $
    135,869
    
    
    
    
    
    
    $
    28,437
    
    
    $
    170,732Employee stock compensation plans, net
    
    
    339
    
    
    
    
    
    
    
    6,980
    
    
    
    
    
    
    
    
    
    
    
    6,980Comprehensive income:Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    18,357
    
    
    
    18,357Loss on derivative instruments, net of income
taxes of ($4)
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (8
    )
    
    
    
    
    
    
    (8
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (8
    )
    
    
    18,357
    
    
    
    18,349Balance June 30, 2007
    
    
    32,916
    
    
    $
    6,426
    
    
    $
    142,849
    
    
    $
    (8
    )
    
    $
    46,794
    
    
    $
    196,061Employee stock compensation plans, net
    
    
    267
    
    
    
    1
    
    
    
    5,439
    
    
    
    
    
    
    
    
    
    
    
    5,440Comprehensive income:Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20,249
    
    
    
    20,249Loss on derivative instruments, net of income
taxes of ($512)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (798
    )
    
    
    
    
    
    
    (798
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (798
    )
    
    
    20,249
    
    
    
    19,451Balance June 30, 2008
    
    
    33,183
    
    
    $
    6,427
    
    
    $
    148,288
    
    
    $
    (806
    )
    
    $
    67,043
    
    
    $
    220,952Employee stock compensation plans, net
    
    
    279
    
    
    
    
    
    
    
    4,747
    
    
    
    
    
    
    
    
    
    
    
    4,747Comprehensive income:Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,569
    
    
    
    31,569Loss on derivative instruments, net of income
taxes of ($194)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (303
    )
    
    
    
    
    
    
    (303
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (303
    )
    
    
    31,569
    
    
    
    31,266Balance June 30, 2009
    
    
    33,462
    
    
    $
    6,427
    
    
    $
    153,035
    
    
    $
    (1,109
    )
    
    $
    98,612
    
    
    $
    256,965
   39




---



##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 Years Ended June 30,2009
    
    
    2008
    
    
    2007Cash flows from operating activities:Net income
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357Adjustments to reconcile net income to net cash
provided by operating activities:Depreciation and amortization
    
    
    36,564
    
    
    
    36,042
    
    
    
    39,791Non-compete litigation settlement
    
    
    
    
    
    
    
    
    
    
    3,551Non-cash interest expense
    
    
    1,534
    
    
    
    2,946
    
    
    
    3,241Deferred income taxes
    
    
    (389
    )
    
    
    (6,074
    )
    
    
    (6,243
    )Loss on sale and impairment of property and equipment
    
    
    2,116
    
    
    
    3,043
    
    
    
    1,052Equity compensation expense
    
    
    3,437
    
    
    
    2,903
    
    
    
    2,629Excess tax benefit from stock-based compensation
    
    
    (255
    )
    
    
    (976
    )
    
    
    (1,335
    )Changes in operating assets and liabilities:Accounts receivable and costs and estimated earnings in excess
of billings on uncompleted contracts
    
    
    16,631
    
    
    
    1,893
    
    
    
    18,929Inventories, prepaid expenses and other
    
    
    (1,357
    )
    
    
    1,588
    
    
    
    1,196Insurance and claim accruals
    
    
    (3,085
    )
    
    
    (701
    )
    
    
    5,258Accounts payable and other
    
    
    (5,713
    )
    
    
    (1,006
    )
    
    
    1,475Deferred compensation
    
    
    (3,709
    )
    
    
    (4,153
    )
    
    
    (9,428
    )Net cash provided by operating activities
    
    
    77,343
    
    
    
    55,754
    
    
    
    78,473Cash flows from investing activities:Purchases of property and equipment
    
    
    (27,251
    )
    
    
    (8,568
    )
    
    
    (32,117
    )Business acquisitions, net
    
    
    (25,092
    )
    
    
    
    
    
    
    Net proceeds from sale of property and equipment
    
    
    6,462
    
    
    
    11,166
    
    
    
    9,532Net cash (used in) provided by investing activities
    
    
    (45,881
    )
    
    
    2,598
    
    
    
    (22,585
    )Cash flows from financing activities:Principal payments on long-term debt
    
    
    
    
    
    
    (51,000
    )
    
    
    (57,500
    )Borrowings under revolving credit facility
    
    
    84,705
    
    
    
    2,800
    
    
    
    Repayments under revolving credit facility
    
    
    (84,705
    )
    
    
    (2,800
    )
    
    
    (4,500
    )Proceeds from exercise of stock options and employee
stock purchases
    
    
    805
    
    
    
    1,562
    
    
    
    3,015Excess tax benefit from stock-based compensation
    
    
    255
    
    
    
    976
    
    
    
    1,335Deferred loan costs
    
    
    (59
    )
    
    
    
    
    
    
    (162
    )Net cash provided by (used in) financing activities
    
    
    1,001
    
    
    
    (48,462
    )
    
    
    (57,812
    )Net increase (decrease) in cash and cash equivalents
    
    
    32,463
    
    
    
    9,890
    
    
    
    (1,924
    )Cash and cash equivalents beginning of year
    
    
    11,357
    
    
    
    1,467
    
    
    
    3,391Cash and cash equivalents end of year
    
    $
    43,820
    
    
    $
    11,357
    
    
    $
    1,467
   40




---



##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the years ended June 30, 2009, 2008 and 2007
(in thousands, except per share amounts)
 1. Organization and Business
     For the Years Ended June 30,2009
    
    
    2008
    
    
    2007Core services
    
    $
    460,630
    
    
    
    75.1
    %
    
    $
    502,632
    
    
    
    91.1
    %
    
    $
    543,570
    
    
    
    91.1
    %Storm restoration services
    
    
    152,846
    
    
    
    24.9
    
    
    
    49,397
    
    
    
    8.9
    
    
    
    53,267
    
    
    
    8.9Total
    
    $
    613,476
    
    
    
    100.0
    %
    
    $
    552,029
    
    
    
    100.0
    %
    
    $
    596,837
    
    
    
    100.0
    %
 2. Summary of Significant Accounting Policies
 Principles of Consolidation
  Use of Estimates
  Reclassifications
   41




---



##### Table of Contents



Cash and Cash Equivalents
  Revenue Recognition
    Allowance for Doubtful Accounts
   Inventories
   42




---



##### Table of Contents



Property and Equipment
 Accounting for the Costs of Computer Software Developed or Obtained for Internal
Use
 Valuation of Long-Lived Assets
 Accounting for the Impairment or Disposal of
Long-Lived Assets.
 Valuation of Goodwill and Other Intangible Assets
 Business Combinations Recognition
of Customer Relationship Intangible Assets Acquired in a Business Combination.
 Goodwill and Other Intangible Assets, Disclosures about Segments of an Enterprise and Related Information
   43




---



##### Table of Contents



Insurance and Claim Accruals
   Stock-Based Compensation
 Share-Based Payment Accounting for Stock Based Compensation (APB No. 25) Accounting for Stock Issued to Employees Statement of Cash Flows
 Advertising and Promotion
  Earnings Per Share
  Deferred Loan Costs
   44




---



##### Table of Contents



Derivative Instruments
   Income Taxes
 Accounting for Income Taxes.
 Subsequent Events
 Subsequent Events
 Recent Accounting Pronouncements
 The FASB
Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principlesa
replacement of FASB Statement No. 162
  45




---



##### Table of Contents



Accounting for Assets Acquired and
Liabilities Assumed in a Business Combination That Arise from Contingencies Business Combinations Business Combinations Accounting for Contingencies
 Interim Disclosures about Fair
Value of Financial Instruments
 Determination of the Useful Life of
Intangible Assets Goodwill and Other Intangible Assets
 Business Combinations
 Fair Value Measurements Effective Date of
FASB Statement 1
 3. Acquisitions
 Energy Delivery Services
   46




---



##### Table of Contents



Current assets
    
    $
    18,629Property and equipment
    
    
    6,297Customer relationships
    
    
    2,800Non-compete agreements
    
    
    700Deferred tax asset
    
    
    2,855Goodwill
    
    
    10,321Total assets acquired
    
    
    41,602Current liabilities
    
    
    (16,103
    )Non-current liabilities
    
    
    (2,867
    )Total liabilities assumed
    
    
    (18,970
    )Net assets
    
    $
    22,632
   Year Ended June 30,2009
    
    
    2008Revenues
    
    $
    631,524
    
    
    $
    647,972Net income
    
    $
    31,124
    
    
    $
    11,127Basic earnings per common share
    
    $
    0.94
    
    
    $
    0.34Diluted earnings per common share
    
    $
    0.92
    
    
    $
    0.33
 Facilities Planning & Siting
   47




---



##### Table of Contents



4. Property and Equipment
  Estimated Useful
    
    June 30,Lives in Years
    
    2009
    
    
    2008Land
    
    
    
    $
    2,971
    
    
    $
    2,921Buildings
    
    15-39
    
    
    26,708
    
    
    
    26,701Vehicles
    
    5-12
    
    
    262,413
    
    
    
    269,653Machinery and equipment
    
    3-19
    
    
    86,947
    
    
    
    86,566Office equipment, furniture and software
    
    3-7
    
    
    22,758
    
    
    
    11,565Total
    
    
    
    
    401,797
    
    
    
    397,406Less: accumulated depreciation
    
    
    
    
    (179,258
    )
    
    
    (168,287
    )Property and equipment, net
    
    
    
    $
    222,539
    
    
    $
    229,119
    5. Goodwill and Other Intangible Assets
    Customer
    
    
    Customer
    
    
    Non-CompeteRelationships
    
    
    Arrangements
    
    
    Agreements
    
    
    TotalJune 30,
    
    
    June 30,
    
    
    June 30,
    
    
    June 30,2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Gross carrying value
    
    $
    46,170
    
    
    $
    43,220
    
    
    $
    6,990
    
    
    $
    6,990
    
    
    $
    6,250
    
    
    $
    5,500
    
    
    $
    59,410
    
    
    $
    55,710Accumulated amortization
    
    
    (8,929
    )
    
    
    (6,211
    )
    
    
    (6,990
    )
    
    
    (6,990
    )
    
    
    (3,352
    )
    
    
    (2,444
    )
    
    
    (19,271
    )
    
    
    (15,645
    )Net intangible assets
    
    $
    37,241
    
    
    $
    37,009
    
    
    $
    
    
    
    $
    
    
    
    $
    2,898
    
    
    $
    3,056
    
    
    $
    40,139
    
    
    $
    40,065
   48




---



##### Table of Contents



Years Ended June 30,
    
    Amount2010
    
    $
    4,2892011
    
    
    3,5532012
    
    
    2,8512013
    
    
    2,9732014
    
    
    2,285Thereafter
    
    
    24,188Total
    
    $
    40,139
 6. Debt
  June 30,2009
    
    
    2008Revolving credit facility
    
    $
    
    
    
    $
    Long-term debt:$300 million term loan
    
    $
    89,534
    
    
    $
    89,534$150 million term loan
    
    
    50,966
    
    
    
    50,966140,500
    
    
    
    140,500Less: current portion
    
    
    
    
    
    
    Long-term debt
    
    $
    140,500
    
    
    $
    140,500
       49




---



##### Table of Contents



7. Derivative Instruments and Hedging Activities
 Disclosures about Derivative Instruments and
Hedging Activities, an amendment of FASB Statement No. 133
 Accounting for Derivative Instruments and Hedging
Activities
  Interest Rate Risk
    50




---



##### Table of Contents



Diesel Fuel Risk
   Balance Sheet and Statement of Income Information
  Asset DerivativesJune 30, 2009Balance Sheet Location
    
    Fair ValueDerivatives not designated as hedging
instruments under SFAS 133:Diesel fuel
swaps (gross)(1)
    
    Accrued expenses and other
    
    $
    259Total derivatives not designated as hedging
instruments under SFAS 133
    
    
    
    $
    259Total derivatives
    
    
    
    $
    259
 Liability DerivativesJune 30, 2009Balance Sheet Location
    
    Fair ValueDerivatives designated as hedging
instruments under SFAS 133:Interest rate swaps
    
    Accrued expenses and other
    
    $
    1,821Total derivatives designated as hedging
instruments under SFAS 133
    
    
    
    $
    1,821Derivatives not designated as hedging
instruments under SFAS 133:Diesel fuel
swaps (gross)(1)
    
    Accrued expenses and other
    
    $
    572Total derivatives not designated as hedging
instruments under SFAS 133
    
    
    
    $
    572Total derivatives
    
    
    
    $
    2,393
 (1)
    
    The fair values of asset and liability derivatives with the
same counterparty are netted on the balance sheet.  51




---



##### Table of Contents



Derivatives designated as cash flow hedging instruments under SFAS No. 133:
 Location of Gain (Loss)
    
    Amount of Gain (Loss)Amount of Gain (Loss)
    
    
    Reclassified from
    
    Reclassified fromRecognized in OCI
    
    
    Accumulated OCI into
    
    Accumulated OCI into(Effective Portion)
    
    
    Income
    
    IncomeFor the Year Ended June 30,
    
    2009
    
    
    2008
    
    
    
    
    2009
    
    
    2008Interest rate swaps
    
    $
    (303
    )
    
    $
    (806
    )
    
    Interest expense
    
    $
    (1,529
    )
    
    $
    (216
    )Diesel fuel swap
    
    
    
    
    
    
    8
    
    
    Cost of operations
    
    
    
    
    
    
    114Totals
    
    $
    (303
    )
    
    $
    (798
    )
    
    
    
    $
    (1,529
    )
    
    $
    (102
    )
 Derivatives not designated as cash flow hedging instruments under SFAS No. 133:
 Location of Gain(Loss) Recognized
    
    Amount of Gain (Loss)For the Year Ended June 30, 2009
    
    in Income
    
    Recognized in IncomeDiesel fuel swaps
    
    Cost of operations
    
    $
    (313
    )Total
    
    
    
    $
    (313
    )
  Accumulated OCI
  For the Year EndedJune 30,2009
    
    
    2008Net accumulated derivative loss deferred
at beginning of period
    
    $
    (806
    )
    
    $
    (8
    )Deferral of net derivative loss in accumulated other
comprehensive loss
    
    
    (1,832
    )
    
    
    (900
    )Reclassification of net derivative loss against
income
    
    
    1,529
    
    
    
    102Net accumulated derivative loss deferred at
end of period
    
    $
    (1,109
    )
    
    $
    (806
    )
   52




---



##### Table of Contents



8. Comprehensive Income
  For the Year Ended June 30,2009
    
    
    2008Net income
    
    $
    31,569
    
    
    $
    20,249Change in fair value of diesel fuel cash flow hedge,
net of income taxes of $4
    
    
    
    
    
    
    8Change in fair value of interest rate cash flow hedges,
net of income taxes of ($194) and ($516), respectively
    
    
    (303
    )
    
    
    (806
    )Comprehensive income
    
    $
    31,266
    
    
    $
    19,451
 9. Fair Value of Financial Instruments
 Fair Value Measurements
 Effective Date of FASB
Statement No. 157
  
    
    Level 1  Valuations based on quoted prices in active markets for
identical instruments that we are able to access. Since valuations
are based on quoted prices that are readily and regularly available in
an active market, valuation of these products does not entail a
significant degree of judgment.
 
    
    Level 2  Valuations based on quoted prices in active markets for
instruments that are similar, or quoted prices in markets that are not
active for identical or similar instruments, and model-derived
valuations in which all significant inputs and significant value
drivers are observable in active markets.
 
    
    Level 3  Valuations based on inputs that are unobservable and
significant to the overall fair value measurement.
   53




---



##### Table of Contents



Description
    
    June 30, 2009
    
    
    Level 1
    
    
    Level 2
    
    
    Level 3Interest rate swap agreements
    
    $
    (1,821
    )
    
    $
    
    
    
    $
    (1,821
    )
    
    $
    Diesel fuel swap agreements
    
    
    (572
    )
    
    
    
    
    
    
    (572
    )
    
    
    Total
    
    $
    (2,393
    )
    
    $
    
    
    
    $
    (2,393
    )
    
    $
    
 10. Income Taxes
  Years Ended June 30,2009
    
    
    2008
    
    
    2007Current
    
    $
    19,023
    
    
    $
    19,052
    
    
    $
    18,200Deferred
    
    
    (389
    )
    
    
    (6,069
    )
    
    
    (6,243
    )Total
    
    $
    18,634
    
    
    $
    12,983
    
    
    $
    11,957
  June 30,2009
    
    
    2008Deferred tax liabilities:Tax over book depreciation
    
    $
    (58,791
    )
    
    $
    (61,932
    )Tax over book amortization
    
    
    (9,864
    )
    
    
    (10,649
    )Other
    
    
    (687
    )
    
    
    (377
    )Total deferred tax liabilities
    
    
    (69,342
    )
    
    
    (72,958
    )Deferred tax assets:Deferred compensation
    
    
    2,721
    
    
    
    3,886Self-insurance accruals
    
    
    12,236
    
    
    
    14,061Accrued vacation
    
    
    2,310
    
    
    
    2,223Other
    
    
    8,473
    
    
    
    5,748Total deferred tax assets
    
    
    25,740
    
    
    
    25,918Net deferred tax liabilities
    
    $
    (43,602
    )
    
    $
    (47,040
    )
  54




---



##### Table of Contents



Years Ended June 30,2009
    
    
    2008
    
    
    2007Computed tax at federal
statutory rate
    
    $
    17,571
    
    
    
    35.0
    %
    
    $
    11,631
    
    
    
    35.0
    %
    
    $
    10,610
    
    
    
    35.0
    %State income taxes, net of
federal benefit
    
    
    1,799
    
    
    
    3.6
    %
    
    
    1,393
    
    
    
    4.2
    %
    
    
    1,269
    
    
    
    4.2
    %Other
    
    
    (736
    )
    
    
    (1.5
    )%
    
    
    (41
    )
    
    
    (0.1
    )%
    
    
    78
    
    
    
    0.2
    %Net income tax expense
    
    $
    18,634
    
    
    
    37.1
    %
    
    $
    12,983
    
    
    
    39.1
    %
    
    $
    11,957
    
    
    
    39.4
    %
    Beginning of year
    
    $
    558Increases related to tax positions taken in a prior period
    
    
    75Decreases related to tax positions taken in a prior period
    
    
    (120
    )Decreases relating to settlements with taxing authorities
    
    
    (367
    )End of year
    
    $
    146
    11. Employee Benefit Plans
   55




---



##### Table of Contents



12. Stock-Based Compensation
 Overview
      Stock Options
  Years Ended June 30,2009
    
    2008
    
    2007Dividend yield
    
    
    
    
    
    Risk-free interest rate
    
    1.87%  3.00%
    
    3.21%  3.53%
    
    4.64%  4.92%Expected volatility
    
    0.38
    
    0.36  0.38
    
    0.29  0.30Expected life
    
    6.0 years
    
    6.0  6.5 years
    
    5.0  6.5 years
  56




---



##### Table of Contents



Weighted
    
    
    WeightedAverage
    
    
    Average
    
    
    AggregateExercise
    
    
    Remaining
    
    
    IntrinsicOptions
    
    
    Price
    
    
    Life (years)
    
    
    ValueOptions outstanding, June 30, 2008
    
    
    2,644
    
    
    $
    9.96Exercised
    
    
    (42
    )
    
    $
    5.84Forfeited
    
    
    (33
    )
    
    $
    15.33Granted
    
    
    371
    
    
    $
    11.75Options outstanding, June 30, 2009
    
    
    2,940
    
    
    $
    10.19
    
    
    
    5.6
    
    
    $
    10,918Options vested and expected to vest,
June 30, 2009
    
    
    2,825
    
    
    $
    10.10
    
    
    
    5.7
    
    
    $
    10,017Options exercisable, June 30, 2009
    
    
    2,017
    
    
    $
    4.95
    
    
    
    3.9
    
    
    $
    9,509
    Other Stock-Based Compensation
  WeightedAverage Grant-Shares
    
    
    Date Fair ValueNon-vested shares, June 30, 2008
    
    
    290
    
    
    $
    13.40Granted
    
    
    181
    
    
    $
    12.75Vested
    
    
    (72
    )
    
    $
    7.62Forfeited
    
    
    (10
    )
    
    $
    13.33Non-vested shares, June 30, 2009
    
    
    389
    
    
    $
    14.16
   57




---



##### Table of Contents



Employee Stock Purchase Plan
  13. Earnings Per Share
  Years Ended June 30,2009
    
    
    2008
    
    
    2007Basic:Net income
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357Weighted average common shares
    
    
    33,023
    
    
    
    32,810
    
    
    
    32,416Basic earnings per share
    
    $
    0.96
    
    
    $
    0.62
    
    
    $
    0.57Diluted:Net income
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357Weighted average common shares
    
    
    33,023
    
    
    
    32,810
    
    
    
    32,416Potential common stock arising from stock options and
restricted stock
    
    
    718
    
    
    
    856
    
    
    
    950Weighted average common shares  diluted
    
    
    33,741
    
    
    
    33,666
    
    
    
    33,366Diluted earnings per share
    
    $
    0.94
    
    
    $
    0.60
    
    
    $
    0.55
  14. Leases
  2010
    
    $
    8,8912011
    
    
    7,9842012
    
    
    5,2742013
    
    
    3,4502014
    
    
    2,881Thereafter
    
    
    5,458$
    33,938
  58




---



##### Table of Contents



15. Deferred Compensation
     2010
    
    $
    1,4022011
    
    
    2012
    
    
    2013
    
    
    1,6592014
    
    
    Thereafter
    
    
    6,602Total
    
    
    9,663Less amount representing interest
    
    
    (2,698
    )Present value of expected payments
    
    
    6,965Less current portion
    
    
    (1,402
    )Deferred compensation, net of current portion
    
    $
    5,563
  59




---



##### Table of Contents



16. Financial Instruments
 Concentrations of Credit Risk
   Off-Balance Sheet Risk
  Fair Value of Financial Instruments
  17. Related Party Transactions and Agreements
 Stockholders Agreement
  18. Commitments and Contingencies
 Legal Proceedings
   60




---



##### Table of Contents



Purchase Obligations
  Performance Bonds and Parent Guarantees
  Indemnities
  19. Quarterly Data  Unaudited
  Quarter EndedSeptember 30,
    
    
    December 31,
    
    
    March 31,
    
    
    June 30,Fiscal 2009:Revenues
    
    $
    185,506
    
    
    $
    144,586
    
    
    $
    154,921
    
    
    $
    128,462Gross profit
    
    
    44,961
    
    
    
    18,436
    
    
    
    28,129
    
    
    
    18,747Net income
    
    
    18,269
    
    
    
    2,571
    
    
    
    8,270
    
    
    
    2,458Basic earnings per share
    
    $
    0.55
    
    
    $
    0.08
    
    
    $
    0.25
    
    
    $
    0.07Diluted earnings per share
    
    $
    0.54
    
    
    $
    0.08
    
    
    $
    0.25
    
    
    $
    0.07Fiscal 2008:Revenues
    
    $
    139,735
    
    
    $
    143,116
    
    
    $
    131,362
    
    
    $
    137,816Gross profit
    
    
    23,278
    
    
    
    24,463
    
    
    
    20,755
    
    
    
    23,208Net income
    
    
    5,283
    
    
    
    5,079
    
    
    
    4,283
    
    
    
    5,603Basic earnings per share
    
    $
    0.16
    
    
    $
    0.15
    
    
    $
    0.13
    
    
    $
    0.17Diluted earnings per share
    
    $
    0.16
    
    
    $
    0.15
    
    
    $
    0.13
    
    
    $
    0.17
   61




---



##### Table of Contents



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
    
 ITEM 9B. OTHER INFORMATION
  
 PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
     62




---



##### Table of Contents



ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
  
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  
 PART IV
 
 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
 a)
    
    Financial Information
 (1)
    
    Financial Statements: See Index to Consolidated Financial
Statements in Part II, Item 8 of this Form 10-K.(2)
    
    Financial Statement Schedule: See Schedule II  Valuation and
Qualifying Accounts of this Form 10-K.(3)
    
    ExhibitsSee (b) below.
 b)
    
    ExhibitsSee Exhibit Index on page 66.
  63




---



##### Table of Contents



SIGNATURES
  PIKE ELECTRIC CORPORATION
(Registrant)Date: September 1, 2009
    By:
    /s/ J. Eric PikeJ. Eric PikeChairman, Chief Executive Officer and President  Signature
    
    Title
    
    Date/s/ J. Eric Pike

J. Eric Pike
    
    Chairman, Chief Executive Officer and
President
    
    September 1, 2009/s/ Anthony K. Slater

Anthony K. Slater
    
    Executive Vice President and
Chief Financial Officer
    
    September 1, 2009/s/ Gary D. Waldman

Gary D. Waldman
    
    Chief Accounting Officer
    
    September 1, 2009/s/ Charles E. Bayless

Charles E. Bayless
    
    Director
    
    September 1, 2009/s/ Adam P. Godfrey

Adam P. Godfrey
    
    Director
    
    September 1, 2009/s/ James R. Helvey III

James R. Helvey III
    
    Director
    
    September 1, 2009/s/ Robert D. Lindsay

Robert D. Lindsay
    
    Director
    
    September 1, 2009/s/ Daniel J. Sullivan

Daniel J. Sullivan
    
    Director
    
    September 1, 2009/s/ Louis F. Terhar

Louis F. Terhar
    
    Director
    
    September 1, 2009
  64




---



##### Table of Contents



SCHEDULE II
 PIKE ELECTRIC CORPORATION
VALUATION AND QUALIFYING ACCOUNTS 
YEARS ENDED JUNE 30, 2009, 2008 AND 2007
 Balance at
    
    
    Charged to
    
    
    
    
    
    
    Balance atBeginning
    
    
    Revenue or
    
    
    
    
    
    
    End ofDescription
    
    of Period
    
    
    Expense
    
    
    Deductions
    
    
    Period(in thousands)Year ended June 30, 2009:Allowance for doubtful accounts
    
    $
    699
    
    
    $
    1,058
    
    
    $
    (861
    )(1)
    
    $
    896Insurance claim reserve
    
    
    38,857
    
    
    
    41,621
    
    
    
    (44,539
    )(2)
    
    
    35,939Year ended June 30, 2008:Allowance for doubtful accounts
    
    $
    942
    
    
    $
    497
    
    
    $
    (740
    )(1)
    
    $
    699Insurance claim reserve
    
    
    39,295
    
    
    
    39,799
    
    
    
    (40,237
    )(2)
    
    
    38,857Year ended June 30, 2007:Allowance for doubtful accounts
    
    $
    2,432
    
    
    $
    520
    
    
    $
    (2,010
    )(1)
    
    $
    942Insurance claim reserve
    
    
    35,675
    
    
    
    40,010
    
    
    
    (36,390
    )(2)
    
    
    39,295
 (1)
    
    Represents uncollectible accounts written off, net of recoveries.(2)
    
    Represents claim payments for self-insured claims.  65




---



##### Table of Contents



EXHIBIT INDEX
 EXHIBITNO.
    
    DESCRIPTION2.1
    
    
    Asset Purchase Agreement dated June 18, 2008 by and among Pike
Electric, Inc., Shaw Energy Delivery Services, Inc., Pike Electric
Corporation and The Shaw Group, Inc., as amended on August 14,
2008 (Incorporated by reference to Exhibit 2.1 on our Form 8-K
filed September 3, 2008)3.1
    
    
    Certificate of Incorporation of Pike Electric Corporation
(Incorporated by reference to Exhibit 3.1 on our Registration
Statement on Form S-1/A filed July 11, 2005)3.2
    
    
    Amended and Restated Bylaws of Pike Electric Corporation, as of
April 30, 2009 (Incorporated by reference to Exhibit 3.1 on our
Form 8-K filed May 5, 2009)4.1
    
    
    Specimen Stock Certificate (Incorporated by reference to Exhibit
4.1 on our Registration Statement on Form S-1/A filed July 22,
2005)4.2
    
    
    Senior Indenture (Incorporated by reference to Exhibit 4.1 on our
Registration Statement on Form S-3 filed July 16, 2009)4.3
    
    
    Subordinated Indenture (Incorporated by reference to Exhibit 4.2
on our Registration Statement on Form S-3 filed July 16, 2009)10.1
    
    
    Sixth Amendment and Restatement Agreement, dated as of July 29,
2009, to the Amended and Restated Credit Agreement among Pike
Electric Corporation, Pike Electric, Inc. and the lenders party
thereto (Incorporated by reference to Exhibit 10.1 on our Form 8-K
filed August 3, 2009)10.2
    
    
    Second Amended and Restated Credit Agreement, dated as of July 29,
2009, among Pike Electric Corporation, Pike Electric, Inc. and the
lenders party thereto (Incorporated by reference to Exhibit 10.2
on our Form 8-K filed August 3, 2009)10.3
    
    
    Stockholders Agreement, dated April 18, 2002, among Pike Holdings,
Inc., LGB Pike LLC, certain rollover holders and certain
management stockholders (Incorporated by reference to Exhibit 10.6
on our Registration Statement on Form S-1/A filed June 3, 2005)10.4
    
    
    Addendum, dated June 13, 2005, to the Stockholders Agreement dated
April 18, 2002, among Pike Holdings, Inc., LGB Pike LLC, certain
rollover holders and certain management stockholders (Incorporated
by reference to Exhibit 10.13 on our Registration Statement on
Form S-1/A filed July 11, 2005)10.5
    
    
    Amendment, dated July 21, 2005, to the Stockholders Agreement
dated April 18, 2002, among Pike Electric Corporation as successor
to Pike Holdings, Inc., LGB Pike II LLC as successor to LGB Pike
LLC, certain rollover holders and certain management stockholders
(Incorporated by reference to Exhibit 10.16 on our Registration
Statement on Form S-1/A filed July 22, 2005)10.6
    *
    
    2005 Employee Stock Purchase Plan (Incorporated by reference to
Exhibit 10.1 on our Registration Statement on Form S-1/A filed
June 3, 2005)10.7
    *
    
    2002 Stock Option Plan A (Incorporated by reference to Exhibit
10.2 on our Registration Statement on Form S-1/A filed June 3,
2005)10.8
    *
    
    2002 Stock Option Plan B (Incorporated by reference to Exhibit
10.3 on our Registration Statement on Form S-1/A filed June 3,
2005)10.9
    *
    
    2005 Omnibus Incentive Compensation Plan (Incorporated by
reference to Exhibit 10.15 on our Registration Statement on Form
S-1/A filed July 22, 2005)10.10
    *
    
    2008 Omnibus Incentive Compensation Plan (Incorporated by
reference to Exhibit 10.1 on our Form 8-K filed December 11, 2007)10.11
    *
    
    Form of Stock Option Award Agreement (filed herewith)10.12
    *
    
    Form of Restricted Share Award Agreement (filed herewith)
  66




---



##### Table of Contents



EXHIBITNO.
    
    DESCRIPTION10.13
    *
    
    Form of Restricted Stock Unit Award Agreement (filed herewith)10.14
    *
    
    Form of Director Restricted Stock Award Agreement (filed herewith)10.15
    *
    
    Management Incentive Plan (filed herewith)10.16
    *
    
    Director Compensation Summary (filed herewith)10.17
    *
    
    Amended and Restated Employment Agreement between Pike Electric
Corporation and J. Eric Pike, dated as of September 24, 2008
(Incorporated by reference to Exhibit 10.1 on our Form 8-K filed
September 29, 2008)10.18
    *
    
    First Amendment to Amended and Restated Employment Agreement,
dated May 1, 2009, by and between Pike Electric Corporation and J.
Eric Pike (Incorporated by reference to Exhibit 10.2 on our Form
8-K filed May 5, 2009)10.19
    *
    
    Form of Employment Agreement between Pike Electric Corporation and
its executive officers (Incorporated by reference to Exhibit 10.1
on our Form 8-K filed June 12, 2009)10.20
    *
    
    Form of Indemnification Agreement between Pike Electric
Corporation and its Directors (Incorporated by reference to
Exhibit 10.1 on our Form 8-K filed May 5, 2009)21.1
    
    
    List of subsidiaries of Pike Electric Corporation (filed herewith)23.1
    
    
    Consent of Ernst & Young LLP (filed herewith)31.1
    
    
    Certification of Periodic Report by Chief Executive Officer
pursuant to Rule 13a-14(a)/15d-14a and pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002 (filed herewith)31.2
    
    
    Certification of Periodic Report by Chief Financial Officer
pursuant to Rule 13a-14(a)/15d-14a and pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002 (filed herewith)32.1
    
    
    Certification of Periodic Report by Chief Executive Officer and
Chief Financial Officer pursuant to U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(filed herewith)
 *
    
    Indicates a management contract or compensatory plan or arrangement.  67