##### 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, 2010
 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
    
    Smaller reporting company o(Do not check if smaller reporting company)
 Yes o No þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



PIKE ELECTRIC CORPORATION
Annual Report on Form 10-K for the year ended June 30, 2010
 Index
 ItemsPart IItem 1. Business
    
    
    1Item 1A. Risk Factors
    
    
    8Item 1B. Unresolved Staff Comments
    
    
    17Item 2. Properties
    
    
    17Item 3. Legal Proceedings
    
    
    17Item 4. Reserved
    
    
    17Part IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities
    
    
    17Item 6. Selected Financial Data
    
    
    19Item 7. Managements Discussion and Analysis of Financial Condition and
Results of Operations
    
    
    21Item 7A. Quantitative and Qualitative Disclosures about Market Risk
    
    
    36Item 8. Financial Statements and Supplementary Data
    
    
    37Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
    
    
    69Item 9A. Controls and Procedures
    
    
    69Item 9B. Other Information
    
    
    69Part IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    69Item 11. Executive Compensation
    
    
    70Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
    
    
    70Item 13. Certain Relationships and Related Transactions, and Director
Independence
    
    
    70Item 14. Principal Accounting Fees and Services
    
    
    70Part IVItem 15. Exhibits, Financial Statement Schedules
    
    
    70Signatures
    
    
    71Exhibit 21.1Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1




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PART I
 
 ITEM 1. BUSINESS
 Overview
    
    
    On September 1, 2008, we acquired Shaw Energy Delivery Services, Inc., formerly an
affiliate of The Shaw Group. This acquisition enabled 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 and engineering capabilities up to 500kV and an operational team focused on
renewable energy projects.
 
    
    On June 30, 2009, we acquired Facilities Planning & Siting, PLLC, a transaction that
added the combined talents of civil engineers, GIS analysts, landscape architects and
environmental experts. This acquisition enabled 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.
 
    
    On June 30, 2010, we acquired Klondyke Construction LLC (Klondyke) based in Phoenix,
AZ. Klondyke provides construction and maintenance services primarily associated with
electric substation, transmission and distribution infrastructure. Klondyke also
constructs renewable energy generation facilities. Klondykes range of construction
services related to substation, transmission and distribution infrastructure complements
our west coast engineering capabilities and enables the continued expansion of engineering,
procurement and construction (EPC) services.
   1




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Service
    
    Revenue Category
    
    DescriptionPlanning & Siting
    
    Engineering and Substation
    
    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
    
    Engineering and Substation
    
    We provide design, 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.Transmission and
Distribution Construction
    
    Overhead Distribution and
Other, Underground
Distribution and
Transmission
    
    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 345 kV, energized maintenance work for
voltages up to 500kV.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 Construction
    
    Engineering and Substation
    
    We provide substation construction and service.

Substation services include: construction of
new substations, existing substation upgrades,
relay testing, commissioning, emergency outage
response and Smart Grid component
installation.Renewables
    
    Depending on project, can
be any type of core
revenue
    
    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 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.
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Industry Overview
   Deterioration of U.S. transmission and distribution infrastructure .
 Expanded development of energy sources .
 Increased outsourcing of infrastructure services .
 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 through fiscal year
2008 we were primarily a transmission and distribution powerline maintenance and
construction company, we believe our customers have and will continue to derive great
benefits from our transformation into 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 increased the scale of our geographic footprint, with
engineering offices across the country and expanded construction regions, including the
Southwest. In addition, we are currently pursuing international opportunities that would
utilize our distribution construction, engineering and procurement service offerings.
 
    
    Strategic and Organic Growth. We have successfully completed three acquisitions over the
past two years. 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




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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. 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.
 
    
    Customer relationships. We have a diverse customer base with broad geographic presence
that includes over 200 investor-owned, municipal and co-operative utilities. The value we
place in our relationships is reflected in the fact that among our ten largest customers,
our average relationship is approximately 30 years, with some going back more than 65 years
to when Pike was founded.
 
    
    Storm response. Our construction footprint includes 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
investor-owned, municipal and co-operative utilities. 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 restoration revenues
vary significantly from year-to-year as shown in the table below.
 Storm
    
    
    
    
    
    
    Storm RevenuesFiscal
    
    Restoration
    
    
    Total
    
    
    as a Percentage ofYear
    
    Revenues
    
    
    Revenues
    
    
    Total Revenues(In millions)
    
    
    (In millions)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
    %2010
    
    $
    46.6
    
    
    $
    504.1
    
    
    
    9.2
    %
  4




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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
    
    
    3,100Winter StormsWinter Storm (TX, OK, GA, SC, NC, VA, WV, MD, OH, PA)
    
    2010
    
    
    1,800Winter Storm (KY, NC, VA, TN, WV)
    
    2010
    
    
    1,350Winter Storm (IN, KY, MO, OH)
    
    2009
    
    
    2,200Ice Storm (OK)
    
    2008
    
    
    1,350Ice Storm (MO)
    
    2007
    
    
    1,500
 Types of Service Arrangements
      5




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Seasonality
  Competition
   
    
    diversified services, including the ability to offer turn-key EPC project services;
 
    
    customer relationships and industry reputation;
 
    
    responsiveness in emergency restoration situations;
 
    
    adequate financial resources and bonding capacity;
 
    
    geographic breadth and presence in customer markets:
 
    
    pricing of services, particularly under MSA constraints; and
 
    
    safety concerns of our crews, customers and the general public.
   Customers
   6




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Employees
  Training, Quality Assurance and Safety
   Equipment
    Proprietary Rights
  Risk Management and Insurance
    7




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Government Regulation
   Environmental Matters
  Available Information
 www.pike.com www.sec.gov
 
 ITEM 1A. RISK FACTORS
 Forward-Looking Statements.
 The ongoing economic downturn and instability in the financial markets may adversely impact
our customers future spending as well as payment for our services and, as a result, our operations
and growth
  8




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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 .
 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 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.
 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.
 We are subject to the risks associated with government construction projects.
  9




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We may incur warranty costs that could adversely affect our profitability.
 We may incur liabilities or suffer negative financial or reputational impacts relating to
occupational health and safety matters.
 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 .
 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.
  Utilities focus on power generation may temporarily divert attention and capital away from
maintenance projects we perform.
  10




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Inability to perform our obligations under EPC and fixed-price contracts may adversely affect
our business.
 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.
 To be successful, we need to attract and retain qualified personnel, and any inability to do
so would adversely affect our business.
  We are dependent on our senior management and other key personnel, the loss of which could
have a material adverse effect on our business.
 Our unionized workforce could adversely affect our operations and our ability to complete
future acquisitions. In addition, we contribute to multi-employer plans that could result in
liabilities to us if these plans are terminated or we withdraw .
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We require subcontractors to assist us in providing certain services and we may be unable to
retain the necessary subcontractors to complete certain projects.
 Our current insurance coverage may not be adequate, and we may not be able to obtain insurance
at acceptable rates, or at all.
  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.
  We extend credit to customers for purchases of our services. In the past we have had, and in
the future we may have, difficulty collecting receivables from customers that are subject to
protection under bankruptcy or insolvency laws, are otherwise experiencing financial difficulties
or dispute the amount owed to us .
  12




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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.
 Our financial results are based upon estimates and assumptions that may differ from actual
results .
 Failure to maintain effective internal control over financial reporting could have a material
adverse effect on our business, operating results and stock price.
 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.
    13




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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.
 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 participation in partnerships or alliances exposes us to liability and/or harm to our
reputation for failures of our partners.
 Our failure to comply with, or the imposition of liability under, environmental laws and
regulations could result in significant costs.
  14




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Our results of operations could be adversely affected as a result of the impairment of
goodwill or other intangibles.
  .
  Risks associated with operating in international markets could restrict our ability to expand
globally and harm our business and prospects, and we could be adversely affected by our failure to
comply with the laws applicable to our foreign activities, including the U.S. Foreign Corrupt
Practices Act and other similar worldwide anti-bribery laws.
   15




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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.
  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.
  16




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ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
  
 ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. RESERVED
  
 PART II
 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
OF EQUITY SECURITIES
 Market Information
  Fiscal 2010
    
    
    Fiscal 2009High
    
    
    Low
    
    
    High
    
    
    LowFirst Quarter
    
    $
    12.99
    
    
    $
    10.11
    
    
    $
    19.21
    
    
    $
    13.68Second Quarter
    
    
    12.99
    
    
    
    8.77
    
    
    
    14.72
    
    
    
    6.73Third Quarter
    
    
    9.85
    
    
    
    8.10
    
    
    
    12.78
    
    
    
    7.28Fourth Quarter
    
    
    11.05
    
    
    
    8.82
    
    
    
    12.29
    
    
    
    8.90
  Dividend Policy
   17




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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.
   COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
 
 7/27/05
    
    
    12/05
    
    
    6/06
    
    
    12/06
    
    
    6/07
    
    
    12/07
    
    
    6/08
    
    
    12/08
    
    
    6/09
    
    
    12/09
    
    
    6/10Pike Electric Corporation
    
    
    100.00
    
    
    
    115.86
    
    
    
    137.57
    
    
    
    116.64
    
    
    
    159.86
    
    
    
    119.71
    
    
    
    118.64
    
    
    
    87.86
    
    
    
    86.07
    
    
    
    66.29
    
    
    
    67.29S&P 500
    
    
    100.00
    
    
    
    105.77
    
    
    
    108.63
    
    
    
    122.48
    
    
    
    131.00
    
    
    
    129.21
    
    
    
    113.81
    
    
    
    81.40
    
    
    
    83.98
    
    
    
    102.94
    
    
    
    96.09Russell 2000
    
    
    100.00
    
    
    
    105.88
    
    
    
    114.58
    
    
    
    125.33
    
    
    
    133.41
    
    
    
    123.36
    
    
    
    111.80
    
    
    
    81.68
    
    
    
    83.84
    
    
    
    103.88
    
    
    
    101.85Peer Group
    
    
    100.00
    
    
    
    110.63
    
    
    
    132.95
    
    
    
    138.64
    
    
    
    206.93
    
    
    
    170.73
    
    
    
    190.77
    
    
    
    122.65
    
    
    
    141.53
    
    
    
    129.22
    
    
    
    123.37
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ITEM 6. SELECTED FINANCIAL DATA
   Years Ended June 30,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(in thousands, except per share amounts)Statement
of Operations Data (1):Core revenues
    
    $
    457,448
    
    
    $
    460,360
    
    
    $
    502,632
    
    
    $
    543,570
    
    
    $
    542,166Storm restoration revenues
    
    
    46,636
    
    
    
    152,846
    
    
    
    49,397
    
    
    
    53,267
    
    
    
    185,304Total revenues
    
    $
    504,084
    
    
    $
    613,206
    
    
    $
    552,029
    
    
    $
    596,837
    
    
    $
    727,470Cost of operations
    
    
    456,317
    
    
    
    503,203
    
    
    
    460,325
    
    
    
    499,422
    
    
    
    599,247Gross profit
    
    
    47,767
    
    
    
    110,273
    
    
    
    91,704
    
    
    
    97,415
    
    
    
    128,223General and administrative expenses
    
    
    51,994
    
    
    
    50,248
    
    
    
    41,724
    
    
    
    46,486
    
    
    
    45,228Loss on sale and impairment of property and equipment
    
    
    1,239
    
    
    
    2,116
    
    
    
    3,043
    
    
    
    1,052
    
    
    
    2,250Restructuring expenses (2)
    
    
    8,945
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (Loss) income from operations
    
    
    (14,411
    )
    
    
    57,909
    
    
    
    46,937
    
    
    
    49,877
    
    
    
    80,745Other expense (income):Interest expense (3)
    
    
    7,908
    
    
    
    9,258
    
    
    
    13,919
    
    
    
    19,799
    
    
    
    24,272Other, net
    
    
    (298
    )
    
    
    (1,552
    )
    
    
    (214
    )
    
    
    (236
    )
    
    
    (220
    )Total other expense
    
    
    7,610
    
    
    
    7,706
    
    
    
    13,705
    
    
    
    19,563
    
    
    
    24,052(Loss) income before income taxes
    
    
    (22,021
    )
    
    
    50,203
    
    
    
    33,232
    
    
    
    30,314
    
    
    
    56,693Income tax (benefit) expense
    
    
    (8,562
    )
    
    
    18,634
    
    
    
    12,983
    
    
    
    11,957
    
    
    
    22,324Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569
    
    
    $
    20,249
    
    
    $
    18,357
    
    
    $
    34,369(Loss) earnings per share:Basic
    
    $
    (0.41
    )
    
    $
    0.96
    
    
    $
    0.62
    
    
    $
    0.57
    
    
    $
    1.11Diluted
    
    $
    (0.41
    )
    
    $
    0.94
    
    
    $
    0.60
    
    
    $
    0.55
    
    
    $
    1.07Shares used in computing (loss) earnings per share:Basic
    
    
    33,132
    
    
    
    33,023
    
    
    
    32,810
    
    
    
    32,416
    
    
    
    31,023Diluted
    
    
    33,132
    
    
    
    33,741
    
    
    
    33,666
    
    
    
    33,366
    
    
    
    32,252
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As of June 30,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(in thousands)Balance Sheet Data:Cash and cash equivalents
    
    $
    11,133
    
    
    $
    43,820
    
    
    $
    11,357
    
    
    $
    1,467
    
    
    $
    3,391Working capital
    
    
    73,530
    
    
    
    98,379
    
    
    
    71,413
    
    
    
    64,078
    
    
    
    78,995Property and equipment, net
    
    
    194,885
    
    
    
    222,539
    
    
    
    229,119
    
    
    
    267,740
    
    
    
    284,452Total assets
    
    
    505,378
    
    
    
    548,969
    
    
    
    510,660
    
    
    
    545,497
    
    
    
    589,966Total current liabilities
    
    
    78,532
    
    
    
    77,554
    
    
    
    71,420
    
    
    
    69,906
    
    
    
    73,884Total long-term liabilities
    
    
    177,378
    
    
    
    214,450
    
    
    
    218,288
    
    
    
    279,530
    
    
    
    345,350Total stockholders equity
    
    
    249,468
    
    
    
    256,965
    
    
    
    220,952
    
    
    
    196,061
    
    
    
    170,732
 
 (1)
    
    Statement of operations data include the results of each acquired operation since the date of
acquisition: Shaw Energy Delivery Services, Inc.  September 1, 2008; and, Facilities Planning and
Siting, PLLC  June 30, 2009.(2)
    
    Restructuring expense for fiscal 2010 of $8.9 million relates to the implementation of cost
restructuring measures in distribution operations and support services. The pre-tax
restructuring charge consisted of $1.0 million for severance and other termination benefits
and $7.9 million for the non-cash writedown of fleet and other fixed assets to be disposed.
See Note 4 of Notes to the Consolidated Financial Statements.(3)
    
    Interest expense primarily includes interest expense related to outstanding debt. Other
interest expenses includes the write-off of unamortized deferred loan costs of $0.2 million,
$0.8 million, $1.1 million and $3.2 million for fiscal 2010, 2008, 2007 and 2006,
respectively, resulting from the prepayment of debt. There were no prepayments of debt during
fiscal 2009.  20




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##### 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 Shaw Energy Delivery
Services, Inc. (EDS), formerly an
affiliate of The Shaw Group. This acquisition enabled 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 and engineering capabilities up to 500kV and an operational team focused on
renewable energy projects.
 
    
    On June 30, 2009, we acquired Facilities Planning & Siting, PLLC, a transaction that
added the combined talents of civil engineers, GIS analysts, landscape architects and
environmental experts. This acquisition enabled 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.
 
    
    On June 30, 2010, we acquired Klondyke Construction LLC (Klondyke) based in Phoenix,
AZ. Klondyke provides construction and maintenance services primarily associated with
electric substation, transmission and distribution infrastructure. Klondyke also constructs
renewable energy generation facilities. Klondykes range of construction services related
to substation, transmission and distribution infrastructure complements our west coast
engineering capabilities and enables the continued expansion of engineering, procurement
and construction (EPC) services.
   21




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##### Table of Contents



Service
    
    Revenue Category
    
    DescriptionPlanning & Siting
    
    Engineering and Substation
    
    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
    
    Engineering and Substation
    
    We provide design, 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.Transmission and
Distribution Construction
    
    Overhead Distribution and
Other, Underground
Distribution and
Transmission
    
    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 345 kV, energized maintenance work for
voltages up to 500kV.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 Construction
    
    Engineering and Substation
    
    We provide substation construction and service.

Substation services include: construction of
new substations, existing substation upgrades,
relay testing, commissioning, emergency outage
response and Smart Grid component
installation.Renewables
    
    Depending on project, can
be any type of core
revenue
    
    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 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.
  22




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##### Table of Contents



Percentage
    
    
    Storm
    
    
    PercentageFiscal
    
    Core
    
    
    of Total
    
    
    Restoration
    
    
    of Total
    
    
    TotalYear
    
    Revenues
    
    
    Revenues
    
    
    Revenues
    
    
    Revenues
    
    
    Revenues(In millions)
    
    
    
    
    
    
    (In millions)
    
    
    
    
    
    
    (In millions)2006
    
    $
    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
    %
    
    $
    613.52010
    
    $
    457.5
    
    
    
    90.7
    %
    
    $
    46.6
    
    
    
    9.3
    %
    
    $
    504.1
 Seasonality; Fluctuations of Results
  Inflation
  Basis of Reporting
 Revenues.
  Cost of Operations.
 General and Administrative Expenses.
 Interest Expense.
  23




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##### Table of Contents



Critical Accounting Policies
  Revenue Recognition.
   Allowance for Doubtful Accounts.
 Property and Equipment.
 U.S.
GAAP.
 Valuation of Goodwill and Other Intangible Assets.
  24




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Insurance and Claims Accruals.
  Stock-Based Compensation.
  25




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##### Table of Contents



Results of Operations
  Years Ended June 30,2010
    
    
    2009
    
    
    2008Revenues:Core revenues
    
    $
    457.5
    
    
    
    90.7
    %
    
    $
    460.6
    
    
    
    75.1
    %
    
    $
    502.6
    
    
    
    91.1
    %Storm restoration revenues
    
    
    46.6
    
    
    
    9.3
    %
    
    
    152.9
    
    
    
    24.9
    %
    
    
    49.4
    
    
    
    8.9
    %Total revenues
    
    $
    504.1
    
    
    
    100.0
    %
    
    $
    613.5
    
    
    
    100.0
    %
    
    $
    552.0
    
    
    
    100.0
    %Cost of operations
    
    
    456.3
    
    
    
    90.5
    %
    
    
    503.2
    
    
    
    82.0
    %
    
    
    460.3
    
    
    
    83.4
    %Gross profit
    
    
    47.8
    
    
    
    9.5
    %
    
    
    110.3
    
    
    
    18.0
    %
    
    
    91.7
    
    
    
    16.6
    %General and administrative expenses
    
    
    52.0
    
    
    
    10.3
    %
    
    
    50.3
    
    
    
    8.2
    %
    
    
    41.7
    
    
    
    7.6
    %Loss on sale and impairment of property
and equipment
    
    
    1.3
    
    
    
    0.3
    %
    
    
    2.1
    
    
    
    0.4
    %
    
    
    3.1
    
    
    
    0.5
    %Restructuring expenses
    
    
    8.9
    
    
    
    1.8
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (Loss) income from operations
    
    
    (14.4
    )
    
    
    -2.9
    %
    
    
    57.9
    
    
    
    9.4
    %
    
    
    46.9
    
    
    
    8.5
    %Interest expense and other
    
    
    7.6
    
    
    
    1.5
    %
    
    
    7.7
    
    
    
    1.2
    %
    
    
    13.7
    
    
    
    2.5
    %(Loss) income before income tax
    
    
    (22.0
    )
    
    
    -4.4
    %
    
    
    50.2
    
    
    
    8.2
    %
    
    
    33.2
    
    
    
    6.0
    %Income tax (benefit) expense
    
    
    (8.5
    )
    
    
    -1.7
    %
    
    
    18.6
    
    
    
    3.1
    %
    
    
    13.0
    
    
    
    2.3
    %Net (loss) income
    
    $
    (13.5
    )
    
    
    -2.7
    %
    
    $
    31.6
    
    
    
    5.1
    %
    
    $
    20.2
    
    
    
    3.7
    %
 Year Ended June 30, 2010 Compared to Year Ended June 30, 2009
 Revenues.
   Years EndedJune 30,Category of Core Revenue
    
    2010
    
    
    2009
    
    
    % ChangeOverhead distribution and other
    
    $
    248.7
    
    
    $
    265.5
    
    
    
    -6.3
    %Underground distribution
    
    
    63.6
    
    
    
    87.5
    
    
    
    -27.3
    %Transmission
    
    
    68.8
    
    
    
    52.9
    
    
    
    30.0
    %Engineering and substation
    
    
    76.4
    
    
    
    54.7
    
    
    
    39.6
    %Total
    
    $
    457.5
    
    
    $
    460.6
    
    
    
    -0.7
    %
  26




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Gross Profit.
 
    
    A significantly lower mix of storm restoration revenues for the current year.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 restoration gross profit margins can vary greatly depending on the
geographic area, customer and amount of overtime worked.
 
    
    Distribution margins. Due to the decline in overall distribution demand, we
experienced compressed margins due to the following: (i) increased level of idle
equipment, (ii) decreased distribution productivity due to the types of projects being
outsourced by our customers, (iii) higher average wage rates as we have retained our most
experienced workers and (iv) increased overhead as a percentage of revenue. Major steps
were taken as part of our restructuring during our fiscal second quarter to better align
our costs with revenue expectations. However, because of the continued reduction of
distribution revenues and intense competition during MSA renewals, our distribution margins
remain under significant pressure.
 
    
    Crew start-up costs.Toward the end of fiscal 2010, we had additions to our
transmission and distribution headcount, which resulted in new crews and caused us to
absorb costs related to the release of certain tools and supplies from inventory and the
acquisition of certain new tools. In addition, we attempt to use excess fleet equipment to
start new crews. Some of this equipment had been idle for several quarters and required
significant repairs and maintenance before being put back into service.
 
    
    Environmental matter.We recognized $3.3 million of costs for the fiscal year ended
June 30, 2010 related to the cleanup of certain petroleum-related products on an owned
property in Georgia. We believe the contamination occurred before we purchased the
property. The remediation of the site is substantially complete.
 General and Administrative Expenses.
 Loss on Sale and Impairment of Property and Equipment .
  27




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##### Table of Contents



Restructuring Expenses.
    Interest Expense.
 Other, Net.
 Income Tax Benefit or Expense.
 Year Ended June 30, 2009 Compared to Year Ended June 30, 2008
 Revenues.
   Gross Profit.
 
    
    A higher mix of storm restoration 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 moderated
significantly during fiscal 2009 compared to the record highs reached during the spring and
summer of 2008.
  28




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##### Table of Contents




    
    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 .
 Interest Expense.
 Other, Net.
 Income Tax Expense.
 Liquidity and Capital Resources
      29




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Changes in Cash Flows: 2010 Compared to 2009
 Year Ended June 30,2010
    
    
    2009(in millions)Net cash provided by operating activities
    
    $
    21.0
    
    
    $
    77.3Net cash used in investing activities
    
    $
    (25.1
    )
    
    $
    (45.9
    )Net cash (used in) provided by financing activities
    
    $
    (28.6
    )
    
    $
    1.0
    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
    )
     30




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Capital Expenditures
  Credit Facility
       31




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Contractual Obligations and Other Commitments
  Payment Obligations by Fiscal Year Ended June 30,Total
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    2014
    
    
    2015
    
    
    Thereafter(in millions)Long-term debt obligations (1)
    
    $
    114.5
    
    
    $
    
    
    
    $
    
    
    
    $
    114.5
    
    
    $
    
    
    
    $
    
    
    
    $
    Interest payment obligations (2)
    
    
    9.7
    
    
    
    4.6
    
    
    
    4.6
    
    
    
    0.5
    
    
    
    
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    32.6
    
    
    
    9.1
    
    
    
    8.3
    
    
    
    5.6
    
    
    
    3.6
    
    
    
    2.3
    
    
    
    3.7Purchase obligations (3)
    
    
    27.3
    
    
    
    27.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Deferred compensation (4)
    
    
    8.3
    
    
    
    
    
    
    
    
    
    
    
    1.7
    
    
    
    
    
    
    
    
    
    
    
    6.6Total
    
    $
    192.4
    
    
    $
    41.0
    
    
    $
    12.9
    
    
    $
    122.3
    
    
    $
    3.6
    
    
    $
    2.3
    
    
    $
    10.3
 
 (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 7 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 16 of the Notes to
Consolidated Financial Statements. Off-Balance Sheet Arrangements
  Letters of Credit
  Performance Bonds and Parent Guarantees
    32




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Recent Accounting Pronouncements
 FASB Accounting Standards Codification
  Accounting for Business Combinations
  Determination of the Useful Life of Intangible Assets
  Measuring Liabilities at Fair Value
  Disclosures for Fair Value Measurements
    33




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Subsequent Events
  FORWARD-LOOKING STATEMENTS
   
    
    our belief that there are significant opportunities for our business and the services we
provide due to the deterioration of U.S. transmission and distribution infrastructure, the
expanded development of energy sources and the increased outsourcing of infrastructure
services;
 
    
    our expectation that we will benefit from the development of new sources of electric
power generation;
 
    
    our belief that our customers, especially electric utilities, will expand outsourcing of
utility infrastructure services over time;
 
    
    our belief that our customers will continue to derive great benefits from our
transformation into an energy solutions company with a wide array of outsourced services
available to them;
 
    
    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 investor-owned,
municipal and co-operative utilities in our geographic 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) diversified
services including the ability to offer turn-key EPC project services; (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; and (vii) safety concerns of our crews, customers and the general public;
 
    
    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 belief that our fleet maintenance capabilities, experience and personnel provide us
with a competitive advantage;
 
    
    our intention to continue to retain any future earnings to finance growth, development
and expansion of our business rather than paying dividends;
  34




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##### Table of Contents




    
    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, financial position, liquidity or cash flows;
 
    
    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 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 and that if we pursue any material acquisitions
in the foreseeable future we may need to finance this activity through additional equity or
debt financing;
 
    
    our expectation that our capital expenditures will range from $10 million to $20 million
for the year ended June 30, 2011 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;
 
    
    our expectation that substantially all the assets held for sale at June 30, 2010 will be
sold during the first half of fiscal 2011;
 
    
    our expectation that our restructuring measures will result in annual savings of $15.2
million; and
 
    
    our belief that contamination at our owned property in Georgia occurred before we
purchased the property and that the remediation of the site is substantially complete.
   35




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##### Table of Contents



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest Rate Risk
    Diesel Fuel Risk
     36




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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PageManagements Report on Internal Control Over Financial Reporting
    
    
    38Report of Independent Registered Public Accounting Firm on:Consolidated Financial Statements
    
    
    39Internal Controls over Financial Reporting
    
    
    40Consolidated Balance Sheets
    
    
    41Consolidated Statements of Operations
    
    
    42Consolidated Statements of Stockholders Equity
    
    
    43Consolidated Statements of Cash Flows
    
    
    44Notes to Consolidated Financial Statements
    
    
    45
  37




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Managements Report on Internal Control Over Financial Reporting
        38




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Report of Independent Registered Public Accounting Firm
 The Board of Directors and Shareholders of

Pike Electric Corporation
      
  39




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
 The Board of Directors and Shareholders of
Pike Electric Corporation
      .
   
  40




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##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED BALANCE SHEETS
(in thousands, except par value amounts)
 June 30,2010
    
    
    2009ASSETSCurrent assets:Cash and cash equivalents
    
    $
    11,133
    
    
    $
    43,820Accounts receivable from customers, net
    
    
    64,672
    
    
    
    57,766Costs and estimated earnings in excess of billings on
uncompleted contracts
    
    
    50,215
    
    
    
    46,674Inventories
    
    
    6,401
    
    
    
    7,718Prepaid expenses and other
    
    
    9,115
    
    
    
    6,306Deferred income taxes
    
    
    10,526
    
    
    
    13,649Total current assets
    
    
    152,062
    
    
    
    175,933Property and equipment, net
    
    
    194,885
    
    
    
    222,539Goodwill
    
    
    114,778
    
    
    
    106,865Other intangibles, net
    
    
    38,527
    
    
    
    40,139Deferred loan costs, net
    
    
    3,021
    
    
    
    2,028Other assets
    
    
    2,105
    
    
    
    1,465Total assets
    
    $
    505,378
    
    
    $
    548,969LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    17,484
    
    
    $
    13,231Accrued compensation
    
    
    22,589
    
    
    
    23,002Billings in excess of costs and estimated earnings on
uncompleted contracts
    
    
    8,925
    
    
    
    5,176Accrued expenses and other
    
    
    6,112
    
    
    
    8,301Current portion of deferred compensation
    
    
    
    
    
    
    1,402Current portion of insurance and claim accruals
    
    
    23,422
    
    
    
    26,442Total current liabilities
    
    
    78,532
    
    
    
    77,554Long-term debt
    
    
    114,500
    
    
    
    140,500Insurance and claim accruals, net of current portion
    
    
    6,005
    
    
    
    7,335Deferred compensation, net of current portion
    
    
    5,844
    
    
    
    5,563Deferred income taxes
    
    
    48,170
    
    
    
    57,251Other liabilities
    
    
    2,859
    
    
    
    3,801Commitments 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; 33,544 and 33,462 shares issued and outstanding at
June 30, 2010 and 2009, respectively
    
    
    6,427
    
    
    
    6,427Additional paid-in capital
    
    
    158,030
    
    
    
    153,035Accumulated other comprehensive loss, net of taxes
    
    
    (142
    )
    
    
    (1,109
    )Retained earnings
    
    
    85,153
    
    
    
    98,612Total stockholders equity
    
    
    249,468
    
    
    
    256,965Total liabilities and stockholders equity
    
    $
    505,378
    
    
    $
    548,969
   41




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##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
 Years Ended June 30,2010
    
    
    2009
    
    
    2008Revenues
    
    $
    504,084
    
    
    $
    613,476
    
    
    $
    552,029Cost of operations
    
    
    456,317
    
    
    
    503,203
    
    
    
    460,325Gross profit
    
    
    47,767
    
    
    
    110,273
    
    
    
    91,704General and administrative expenses
    
    
    51,994
    
    
    
    50,248
    
    
    
    41,724Loss on sale and impairment of property and equipment
    
    
    1,239
    
    
    
    2,116
    
    
    
    3,043Restructuring expenses
    
    
    8,945
    
    
    
    
    
    
    
    (Loss) income from operations
    
    
    (14,411
    )
    
    
    57,909
    
    
    
    46,937Other expense (income):Interest expense
    
    
    7,908
    
    
    
    9,258
    
    
    
    13,919Other, net
    
    
    (298
    )
    
    
    (1,552
    )
    
    
    (214
    )Total other expense
    
    
    7,610
    
    
    
    7,706
    
    
    
    13,705(Loss) income before income taxes
    
    
    (22,021
    )
    
    
    50,203
    
    
    
    33,232Income tax (benefit) expense
    
    
    (8,562
    )
    
    
    18,634
    
    
    
    12,983Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569
    
    
    $
    20,249(Loss) earnings per share:Basic
    
    $
    (0.41
    )
    
    $
    0.96
    
    
    $
    0.62Diluted
    
    $
    (0.41
    )
    
    $
    0.94
    
    
    $
    0.60Shares used in computing earnings per share:Basic
    
    
    33,132
    
    
    
    33,023
    
    
    
    32,810Diluted
    
    
    33,132
    
    
    
    33,741
    
    
    
    33,666
   42




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##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED
STATEMENTS OF STOCKHOLDERS EQUITY
(in thousands)
 Common
    
    
    
    
    
    
    Additional
    
    
    Other
    
    
    
    
    
    
    TotalStock
    
    
    Common
    
    
    Paid-In
    
    
    Comprehensive
    
    
    Retained
    
    
    StockholdersShares
    
    
    Stock
    
    
    Capital
    
    
    Loss
    
    
    Earnings
    
    
    EquityBalance 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
    
    
    $
    256,965Employee stock compensation plans, net
    
    
    82
    
    
    
    
    
    
    
    4,995
    
    
    
    
    
    
    
    
    
    
    
    4,995Comprehensive income:Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (13,459
    )
    
    
    (13,459
    )Gain on derivative instruments, net of income
taxes of $615
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    967
    
    
    
    
    
    
    
    967Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    967
    
    
    
    (13,459
    )
    
    
    (12,492
    )Balance June 30, 2010
    
    
    33,544
    
    
    $
    6,427
    
    
    $
    158,030
    
    
    $
    (142
    )
    
    $
    85,153
    
    
    $
    249,468
   43




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##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 Years ended June 30,2010
    
    
    2009
    
    
    2008Cash flows from operating activities:Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569
    
    
    $
    20,249Adjustments to reconcile net (loss) income to net cash
provided by operating activities:Depreciation and amortization
    
    
    35,672
    
    
    
    36,564
    
    
    
    36,042Non-cash interest expense
    
    
    2,082
    
    
    
    1,534
    
    
    
    2,946Deferred income taxes
    
    
    (6,506
    )
    
    
    (389
    )
    
    
    (6,074
    )Loss on sale and impairment of property and equipment
    
    
    1,239
    
    
    
    2,116
    
    
    
    3,043Restructuring charges, non-cash
    
    
    7,938
    
    
    
    
    
    
    
    Equity compensation expense
    
    
    4,836
    
    
    
    3,437
    
    
    
    2,903Excess tax benefit from stock-based compensation
    
    
    (18
    )
    
    
    (255
    )
    
    
    (976
    )Changes in operating assets and liabilities:Accounts receivable and costs and estimated earnings in excess
of billings on uncompleted contracts
    
    
    (7,501
    )
    
    
    16,631
    
    
    
    1,893Inventories, prepaid expenses and other
    
    
    440
    
    
    
    (1,357
    )
    
    
    1,588Insurance and claim accruals
    
    
    (4,350
    )
    
    
    (3,085
    )
    
    
    (701
    )Accounts payable and other
    
    
    1,996
    
    
    
    (5,713
    )
    
    
    (1,006
    )Deferred compensation
    
    
    (1,402
    )
    
    
    (3,709
    )
    
    
    (4,153
    )Net cash provided by operating activities
    
    
    20,967
    
    
    
    77,343
    
    
    
    55,754Cash flows from investing activities:Purchases of property and equipment
    
    
    (17,663
    )
    
    
    (27,251
    )
    
    
    (8,568
    )Business acquisitions, net
    
    
    (15,157
    )
    
    
    (25,092
    )
    
    
    Net proceeds from sale of property and equipment
    
    
    7,739
    
    
    
    6,462
    
    
    
    11,166Net cash (used in) provided by investing activities
    
    
    (25,081
    )
    
    
    (45,881
    )
    
    
    2,598Cash flows from financing activities:Principal payments on long-term debt
    
    
    (26,000
    )
    
    
    
    
    
    
    (51,000
    )Borrowings under revolving credit facility
    
    
    
    
    
    
    84,705
    
    
    
    2,800Repayments under revolving credit facility
    
    
    
    
    
    
    (84,705
    )
    
    
    (2,800
    )Stock option and employee stock purchase activity, net
    
    
    201
    
    
    
    805
    
    
    
    1,562Excess tax benefit from stock-based compensation
    
    
    18
    
    
    
    255
    
    
    
    976Deferred loan costs
    
    
    (2,792
    )
    
    
    (59
    )
    
    
    Net cash (used in) provided by financing activities
    
    
    (28,573
    )
    
    
    1,001
    
    
    
    (48,462
    )Net (decrease) increase in cash and cash equivalents
    
    
    (32,687
    )
    
    
    32,463
    
    
    
    9,890Cash and cash equivalents beginning of year
    
    
    43,820
    
    
    
    11,357
    
    
    
    1,467Cash and cash equivalents end of year
    
    $
    11,133
    
    
    $
    43,820
    
    
    $
    11,357
   44




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##### Table of Contents



PIKE ELECTRIC CORPORATION
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the years ended June 30, 2010, 2009 and 2008
(in thousands, except per share amounts)
 1. Organization and Business
     For the Years Ended June 30,2010
    
    
    2009
    
    
    2008Core services
    
    $
    457,448
    
    
    
    90.7
    %
    
    $
    460,630
    
    
    
    75.1
    %
    
    $
    502,632
    
    
    
    91.1
    %Storm restoration services
    
    
    46,636
    
    
    
    9.3
    
    
    
    152,846
    
    
    
    24.9
    
    
    
    49,397
    
    
    
    8.9Total
    
    $
    504,084
    
    
    
    100.0
    %
    
    $
    613,476
    
    
    
    100.0
    %
    
    $
    552,029
    
    
    
    100.0
    %
 2. Summary of Significant Accounting Policies
 Principles of Consolidation
  Use of Estimates
  Reclassifications
   45




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##### Table of Contents



Cash and Cash Equivalents
  Revenue Recognition
    Allowance for Doubtful Accounts
   Inventories
  Property and Equipment
   46




---



##### Table of Contents



U.S.
GAAP.
 Goodwill and Other Intangible Assets
      47




---



##### Table of Contents



Insurance and Claim Accruals
   Collective Bargaining Agreements
  Stock-Based Compensation
  Advertising and Promotion
   48




---



##### Table of Contents



Earnings Per Share
  Deferred Loan Costs
  Derivative Instruments
   Income Taxes
 .
  49




---



##### Table of Contents



Recent Accounting Pronouncements
 FASB Accounting Standards Codification
  Accounting for Business Combinations
  Determination of the Useful Life of Intangible Assets
  Measuring Liabilities at Fair Value
  Disclosures for Fair Value Measurements
   50




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##### Table of Contents



Subsequent Events
  3. Acquisitions
 Energy Delivery Services
   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
   51




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##### Table of Contents



Year endedJune 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
  Klondyke
    52




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##### Table of Contents



4. Restructuring Expenses
   One-TimeEmployeeTermination
    
    
    Fixed AssetDescription
    
    Benefits
    
    
    Writedowns
    
    
    TotalAccrued restructuring balance as of
June 30, 2009
    
    $
    
    
    
    $
    
    
    
    $
    Costs incurred and charged to expense
    
    
    1,007
    
    
    
    7,938
    
    
    
    8,945Cash payments
    
    
    (1,007
    )
    
    
    
    
    
    
    (1,007
    )Non-cash settlement
    
    
    
    
    
    
    (7,938
    )
    
    
    (7,938
    )Accrued restructuring balance as of
June 30, 2010
    
    $
    
    
    
    $
    
    
    
    $
    
  5. Property and Equipment
  Estimated Useful
    
    June 30,Lives in Years
    
    2010
    
    
    2009Land
    
    
    
    $
    2,971
    
    
    $
    2,971Buildings
    
    15-39
    
    
    26,716
    
    
    
    26,708Vehicles
    
    5-12
    
    
    229,034
    
    
    
    262,413Machinery and equipment
    
    3-19
    
    
    77,219
    
    
    
    86,947Office equipment, furniture and software
    
    3-7
    
    
    25,784
    
    
    
    22,758Total
    
    
    
    
    361,724
    
    
    
    401,797Less: accumulated depreciation
    
    
    
    
    (166,839
    )
    
    
    (179,258
    )Property and equipment, net
    
    
    
    $
    194,885
    
    
    $
    222,539
    53




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##### Table of Contents



6. Goodwill and Other Intangible Assets
  AmountGoodwill at June 30, 2009
    
    $
    106,865Acquisition of Klondyke and acquisition
adjustments related to FPS
    
    
    7,913Goowill at June 30, 2010
    
    $
    114,778
   Customer
    
    
    Customer
    
    
    Non-CompeteRelationships
    
    
    Arrangements
    
    
    Agreements
    
    
    TotalJune 30,
    
    
    June 30,
    
    
    June 30,
    
    
    June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Gross carrying value
    
    $
    48,106
    
    
    $
    46,170
    
    
    $
    6,990
    
    
    $
    6,990
    
    
    $
    6,990
    
    
    $
    6,250
    
    
    $
    62,086
    
    
    $
    59,410Accumulated amortization
    
    
    (12,160
    )
    
    
    (8,929
    )
    
    
    (6,990
    )
    
    
    (6,990
    )
    
    
    (4,409
    )
    
    
    (3,352
    )
    
    
    (23,559
    )
    
    
    (19,271
    )Net intangible assets
    
    $
    35,946
    
    
    $
    37,241
    
    
    $
    
    
    
    $
    
    
    
    $
    2,581
    
    
    $
    2,898
    
    
    $
    38,527
    
    
    $
    40,139
   Years Ended June 30,
    
    Amount2011
    
    $
    3,7422012
    
    
    3,0322013
    
    
    3,0482014
    
    
    2,3542015
    
    
    2,213Thereafter
    
    
    24,138Total
    
    $
    38,527
  54




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##### Table of Contents



7. Debt
  June 30,2010
    
    
    2009Revolving credit facility
    
    $
    
    
    
    $
    Long-term debt:$300 million term loan
    
    $
    72,966
    
    
    $
    89,534$150 million term loan
    
    
    41,534
    
    
    
    50,966114,500
    
    
    
    140,500Less: current portion
    
    
    
    
    
    
    Long-term debt
    
    $
    114,500
    
    
    $
    140,500
       55




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##### Table of Contents



8. Derivative Instruments and Hedging Activities
   Interest Rate Risk
    56




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##### Table of Contents



Diesel Fuel Risk
   Balance Sheet and Statement of Operations Information
  Asset Derivatives
    
    
    Liability DerivativesFair Value
    
    
    Fair Value
    
    
    Fair Value
    
    
    Fair Valueat June 30,
    
    
    at June 30,
    
    
    at June 30,
    
    
    at June 30,Balance Sheet Location
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Derivatives designated as hedging
instruments under U.S. GAAP:Interest rate swaps
    
    Accrued expenses and other
    
    $
    
    
    
    $
    
    
    
    $
    245
    
    
    $
    1,821Total derivatives designated as
hedging instruments under U.S. GAAP
    
    
    
    $
    
    
    
    $
    
    
    
    $
    245
    
    
    $
    1,821Derivatives not designated as hedging
instruments under U.S. GAAP:Diesel fuel swaps (gross) (1)
    
    Prepaid expenses and other
    
    $
    169
    
    
    $
    
    
    
    $
    
    
    
    $
    Diesel fuel swaps (gross) (1)
    
    Accrued expenses and other
    
    
    
    
    
    
    259
    
    
    
    166
    
    
    
    572Total derivatives not designated as
hedging instruments under U.S. GAAP
    
    
    
    $
    169
    
    
    $
    259
    
    
    $
    166
    
    
    $
    572Total derivatives
    
    
    
    $
    169
    
    
    $
    259
    
    
    $
    411
    
    
    $
    2,393
 (1)
    
    The fair values of asset and liability derivatives with the same counterparty are netted on
the balance sheet.  57




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##### Table of Contents



Derivatives designated as cash flow hedging instruments:
 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 (Loss)
    
    
    Income (Loss)For the Year Ended June 30,
    
    2010
    
    
    2009
    
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    $
    967
    
    
    $
    (303
    )
    
    Interest expense
    
    $
    (1,077
    )
    
    $
    (1,529
    )Totals
    
    $
    967
    
    
    $
    (303
    )
    
    
    
    
    
    $
    (1,077
    )
    
    $
    (1,529
    )
 Derivatives not designated as cash flow hedging instruments:
 Location of Gain(Loss) Recognized
    
    Amount of Gain (Loss)in Income (Loss)
    
    Recognized in Income (Loss)For the Year Ended June 30,
    
    
    
    2010
    
    
    2009Diesel fuel swaps
    
    Cost of operations
    
    $
    317
    
    
    $
    (313
    )Total
    
    
    
    $
    317
    
    
    $
    (313
    )
   Accumulated OCI
  For the Year EndedJune 30,2010
    
    
    2009Net accumulated derivative loss deferred at beginning of period
    
    $
    (1,109
    )
    
    $
    (806
    )Deferral of net derivative loss in accumulated other comprehensive loss
    
    
    (110
    )
    
    
    (1,832
    )Reclassification of net derivative loss against (loss) income
    
    
    1,077
    
    
    
    1,529Net accumulated derivative loss deferred at end of period
    
    $
    (142
    )
    
    $
    (1,109
    )
  58




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##### Table of Contents



9. Comprehensive (Loss) Income
  For the Year Ended June 30,2010
    
    
    2009Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569Change in fair value of interest rate cash flow hedges,
net of income taxes of $615 and ($194), respectively
    
    
    967
    
    
    
    (303
    )Comprehensive (loss) income
    
    $
    (12,492
    )
    
    $
    31,266
 10. Fair Value Measurements
   
    
    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.
    59




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##### Table of Contents



Description
    
    June 30, 2010
    
    
    Level 1
    
    
    Level 2
    
    
    Level 3Interest rate swap agreements
    
    $
    (245
    )
    
    $
    
    
    
    $
    (245
    )
    
    $
    Diesel fuel swap agreements
    
    
    3
    
    
    
    
    
    
    
    3
    
    
    
    Total
    
    $
    (242
    )
    
    $
    
    
    
    $
    (242
    )
    
    $
    
   11. Income Taxes
  Years Ended June 30,2010
    
    
    2009
    
    
    2008Current
    
    $
    (2,056
    )
    
    $
    19,023
    
    
    $
    19,052Deferred
    
    
    (6,506
    )
    
    
    (389
    )
    
    
    (6,069
    )Total
    
    $
    (8,562
    )
    
    $
    18,634
    
    
    $
    12,983
  June 30,2010
    
    
    2009Deferred tax liabilities:Tax over book depreciation
    
    $
    (51,260
    )
    
    $
    (58,791
    )Tax over book amortization
    
    
    (8,858
    )
    
    
    (9,864
    )Other
    
    
    (942
    )
    
    
    (687
    )Total deferred tax liabilities
    
    
    (61,060
    )
    
    
    (69,342
    )Deferred tax assets:Deferred compensation
    
    
    2,283
    
    
    
    2,721Self-insurance accruals
    
    
    9,945
    
    
    
    12,236Accrued vacation
    
    
    2,109
    
    
    
    2,310Other
    
    
    9,079
    
    
    
    8,473Total deferred tax assets
    
    
    23,416
    
    
    
    25,740Net deferred tax liabilities
    
    $
    (37,644
    )
    
    $
    (43,602
    )
  60




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##### Table of Contents



Years Ended June 30,2010
    
    
    2009
    
    
    2008Computed tax at federal statutory rate
    
    $
    (7,707
    )
    
    
    -35.0
    %
    
    $
    17,571
    
    
    
    35.0
    %
    
    $
    11,631
    
    
    
    35.0
    %State income taxes, net of federal benefit
    
    
    (1,028
    )
    
    
    -4.7
    %
    
    
    1,799
    
    
    
    3.6
    %
    
    
    1,393
    
    
    
    4.2
    %Other
    
    
    173
    
    
    
    0.8
    %
    
    
    (736
    )
    
    
    -1.5
    %
    
    
    (41
    )
    
    
    -0.1
    %Net income tax (benefit) expense
    
    $
    (8,562
    )
    
    
    -38.9
    %
    
    $
    18,634
    
    
    
    37.1
    %
    
    $
    12,983
    
    
    
    39.1
    %
    Years Ended June 30,2010
    
    
    2009
    
    
    2008Beginning of year
    
    $
    146
    
    
    $
    558
    
    
    $
    558Increases related to tax positions taken in a prior period
    
    
    
    
    
    
    75
    
    
    
    Decreases related to tax positions taken in a prior period
    
    
    
    
    
    
    (120
    )
    
    
    Decreases relating to settlements with taxing authorities
    
    
    
    
    
    
    (367
    )
    
    
    End of year
    
    $
    146
    
    
    $
    146
    
    
    $
    558
    12. Employee Benefit Plans
  13. Stock-Based Compensation
 Overview
   61




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##### Table of Contents



Stock Options
  Years ended June 30,2010
    
    2009
    
    2008Dividend yield
    
    
    
    
    
    Risk-free interest rate
    
    2.65%  2.74%
    
    1.87%  3.00%
    
    3.21%  3.53%Expected volatility
    
    0.45
    
    0.38
    
    0.36  0.38Expected life
    
    6.0  6.5 years
    
    6.0 years
    
    6.0  6.5 years
   62




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##### Table of Contents



Weighted
    
    
    WeightedAverage
    
    
    Average
    
    
    AggregateExercise
    
    
    Remaining
    
    
    IntrinsicOptions
    
    
    Price
    
    
    Life (years)
    
    
    ValueOptions outstanding, June 30, 2009
    
    
    2,940
    
    
    $
    10.19Exercised
    
    
    (2
    )
    
    $
    8.81Forfeited
    
    
    
    
    
    
    Granted
    
    
    411
    
    
    $
    11.38Options outstanding, June 30, 2010
    
    
    3,349
    
    
    $
    10.33
    
    
    
    5.3
    
    
    $
    6,089Options vested and expected to vest,
June 30, 2010
    
    
    3,280
    
    
    $
    10.28
    
    
    
    5.2
    
    
    $
    6,084Options exercisable, June 30, 2010
    
    
    2,400
    
    
    $
    5.10
    
    
    
    3.1
    
    
    $
    6,021
    Other Stock-Based Compensation
  WeightedAverage Grant-Shares
    
    
    Date Fair ValueNon-vested shares, June 30, 2009
    
    
    389
    
    
    $
    14.16Granted
    
    
    236
    
    
    $
    10.45Vested
    
    
    (88
    )
    
    $
    13.58Forfeited
    
    
    
    
    
    
    Non-vested shares, June 30, 2010
    
    
    537
    
    
    $
    12.62
    63




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##### Table of Contents



Employee Stock Purchase Plan
  14. (Loss) Earnings Per Share
  Years Ended June 30,2010
    
    
    2009
    
    
    2008Basic:Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569
    
    
    $
    20,249Weighted average common shares
    
    
    33,132
    
    
    
    33,023
    
    
    
    32,810Basic (loss) earnings per share
    
    $
    (0.41
    )
    
    $
    0.96
    
    
    $
    0.62Diluted:Net (loss) income
    
    $
    (13,459
    )
    
    $
    31,569
    
    
    $
    20,249Weighted average common shares
    
    
    33,132
    
    
    
    33,023
    
    
    
    32,810Potential common stock arising from stock options and
restricted stock
    
    
    
    
    
    
    718
    
    
    
    856Weighted average common shares  diluted
    
    
    33,132
    
    
    
    33,741
    
    
    
    33,666Diluted (loss) earnings per share
    
    $
    (0.41
    )
    
    $
    0.94
    
    
    $
    0.60
   64




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##### Table of Contents



15. Leases
  2011
    
    $
    9,4092012
    
    
    8,6422013
    
    
    5,7672014
    
    
    3,5892015
    
    
    2,258Thereafter
    
    
    3,729$
    33,394
  16. Deferred Compensation
     65




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##### Table of Contents



2011
    
    
    2012
    
    
    2013
    
    
    1,6592014
    
    
    2015
    
    
    Thereafter
    
    
    6,602Total
    
    
    8,261Less amount representing interest
    
    
    (2,417
    )Present value of expected payments
    
    
    5,844Less current portion
    
    
    Deferred compensation, net of current portion
    
    $
    5,844
 17. Financial Instruments
 Concentrations of Credit Risk
   Off-Balance Sheet Risk
  18. Related Party Transactions and Agreements
 Stockholders Agreement
   66




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##### Table of Contents



19. Commitments and Contingencies
 Legal Proceedings
  Purchase Obligations
  Performance Bonds and Parent Guarantees
  Collective Bargaining Agreements
  Indemnities
   67




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##### Table of Contents



20. Quarterly Data  Unaudited
  Quarter EndedSeptember 30,
    
    
    December 31,
    
    
    March 31,
    
    
    June 30,Fiscal 2010:Revenues
    
    $
    127,220
    
    
    $
    135,198
    
    
    $
    120,931
    
    
    $
    120,735Gross profit
    
    
    11,695
    
    
    
    16,936
    
    
    
    10,431
    
    
    
    8,705Net loss (1)
    
    
    (2,705
    )
    
    
    (4,703
    )
    
    
    (2,031
    )
    
    
    (4,020
    )Basic loss per share
    
    $
    (0.08
    )
    
    $
    (0.14
    )
    
    $
    (0.06
    )
    
    $
    (0.12
    )Diluted loss per share
    
    $
    (0.08
    )
    
    $
    (0.14
    )
    
    $
    (0.06
    )
    
    $
    (0.12
    )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
    
    
    $
    0.07
 (1)
    
    In the second quarter of fiscal 2010, we recorded restructuring expenses of $8,924 (Note 4).   68




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##### 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
     69




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##### 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
  (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
    )
    
    Exhibits
     70




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##### Table of Contents



SIGNATURES
  PIKE ELECTRIC CORPORATION
(Registrant)Date: September 13, 2010
    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 13, 2010/s/ Anthony K. Slater

Anthony K. Slater
    
    Executive Vice President and
Chief Financial Officer
    
    September 13, 2010/s/ Gary D. Waldman

Gary D. Waldman
    
    Chief Accounting Officer
    
    September 13, 2010/s/ Charles E. Bayless

Charles E. Bayless
    
    Director
    
    September 13, 2010/s/ Adam P. Godfrey

Adam P. Godfrey
    
    Director
    
    September 13, 2010/s/ James R. Helvey III

James R. Helvey III
    
    Director
    
    September 13, 2010/s/ Peter Pace

Peter Pace
    
    Director
    
    September 13, 2010/s/ Robert D. Lindsay

Robert D. Lindsay
    
    Director
    
    September 13, 2010/s/ Daniel J. Sullivan

Daniel J. Sullivan
    
    Director
    
    September 13, 2010/s/ Louis F. Terhar

Louis F. Terhar
    
    Director
    
    September 13, 2010
  71




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##### Table of Contents



SCHEDULE
II
 PIKE ELECTRIC CORPORATION VALUATION AND QUALIFYING ACCOUNTS YEARS
ENDED JUNE 30, 2010, 2009 AND 2008
 Balance at
    
    
    Charged to
    
    
    
    
    
    
    Balance atBeginning
    
    
    Revenue or
    
    
    
    
    
    
    End ofDescription
    
    of Period
    
    
    Expense
    
    
    Deductions
    
    
    Period(in thousands)Year ended June 30, 2010:Allowance for doubtful accounts
    
    $
    896
    
    
    $
    819
    
    
    $
    (902
    )(1)
    
    $
    813Insurance claim reserve
    
    
    35,939
    
    
    
    38,096
    
    
    
    (42,771
    ) (2)
    
    
    31,264Year 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)
    
    
    38,857
 
 (1)
    
    Represents uncollectible accounts written off, net of recoveries.(2)
    
    Represents claim payments for self-insured claims.  72




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##### 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
    
    
    First Amendment to the Second Amended and Restated Credit
Agreement, dated August 30, 2010, 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 September 3, 2010)10.4
    
    
    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)10.5
    
    
    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)10.6
    
    
    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)10.7
    *
    
    2006 Employee Stock Purchase Plan (Incorporated by reference to
Appendix B of our Proxy Statement on Schedule 14A filed October
28, 2005)10.8
    *
    
    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)10.9
    *
    
    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)10.10
    *
    
    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)10.11
    *
    
    2008 Omnibus Incentive Compensation Plan (Incorporated by
reference to Exhibit 10.1 on our Form 8-K filed December 11, 2007)
  73




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##### Table of Contents



EXHIBITNO.
    
    DESCRIPTION10.12
    *
    
    Form of Stock Option Award Agreement (Incorporated by reference to
Exhibit 10.11 on our Form 10-K filed September 1, 200910.13
    *
    
    Form of Restricted Share Award Agreement (Incorporated by
reference to Exhibit 10.12 on our Form 10-K filed September 1,
2009)10.14
    *
    
    Form of Restricted Stock Unit Award Agreement (Incorporated by
reference to Exhibit 10.13 on our Form 10-K filed September 1,
2009)10.15
    *
    
    Form of Director Restricted Stock Award Agreement (Incorporated by
reference to Exhibit 10.14 on our Form 10-K filed September 1,
2009)10.16
    *
    
    Management Incentive Plan (Incorporated by reference to Exhibit
10.15 on our Form 10-K filed September 1, 2009)10.17
    *
    
    Director Compensation Summary (Incorporated by reference to
Exhibit 10.1 on our Form 10-Q filed November 9, 2009)10.18
    *
    
    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)10.19
    *
    
    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)10.20
    *
    
    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)10.21
    *
    
    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.  74