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    AAON   US0003602069

AAON, INC.

(AAON)
  Report
Real-time Estimate Cboe BZX  -  02:20 2022-10-06 pm EDT
55.27 USD   -1.92%
11:22aInsider Sell: Aaon
MT
10/05Insider Sell: Aaon
MT
09/15CJS Securities Starts AAON at Market Outperform With $73 Price Target
MT
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AAON, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations. (form 10-Q)

11/04/2021 | 03:21pm EDT
The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our consolidated financial
statements and the notes thereto, which are included in this report, and our
audited consolidated financial statements and the notes thereto, which are
included in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2020.

This discussion contains or incorporates by reference "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. These forward-looking statements are not historical facts, but rather
are based on expectations, estimates, assumptions and projections about our
industry, business and future financial results, based on information available
at the time this report is filed with the SEC or, with respect to any document
incorporated by reference, available at the time that such document was
prepared. Our actual results could differ materially from the results
contemplated by these forward-looking statements due to a number of factors,
including those identified in the section entitled "Forward-Looking Statements"
in this Item 2 of this Quarterly Report on Form 10-Q and in the section entitled
"Risk Factors" in Item 1A of our Annual Report on Form 10-K for the fiscal year
ended December 31, 2020. We do not assume any obligation to update or revise any
forward-looking statements to reflect changed assumptions, the occurrence of
anticipated or unanticipated events, new information or circumstances or
otherwise, except as required by law.

Overview


We engineer, manufacture and market air conditioning and heating equipment
consisting of standard, semi-custom and custom rooftop units, chillers, packaged
outdoor mechanical rooms, air handling units, makeup air units, energy recovery
units, condensing units, geothermal/water-source heat pumps, coils, and
controls. These products are marketed and sold to retail, manufacturing,
educational, lodging, supermarket, medical and other commercial industries. We
market our products to all 50 states in the United States and all provinces in
Canada. Foreign sales were approximately $11.0 million of our total net sales
for the nine months just ended and $8.4 million of our sales during the same
period of 2020.

Our business can be affected by a number of economic factors, including the
level of economic activity in the markets in which we operate. The uncertainty
of the economy has negatively impacted the commercial and industrial new
construction markets. A further decline in economic activity could result in a
decrease in our sales volume and profitability. Sales in the commercial and
industrial new construction markets correlate closely to the number of new homes
and buildings that are built, which in turn is influenced by cyclical factors
such as interest rates, inflation, consumer spending habits, employment rates
and other macroeconomic factors over which we have no control.

We sell our products to property owners and contractors through a network of
manufacturers' representatives and our internal sales force. The demand for our
products is influenced by national and regional economic and demographic
factors. The commercial and industrial new construction market is subject to
cyclical fluctuations in that it is generally tied to housing starts, but has a
lag factor of six to 18 months. Housing starts, in turn, are affected by such
factors as interest rates, the state of the economy, population growth and the
relative age of the population. Our sales strategy is currently balanced between
new construction and replacement applications. The new construction market
through the third quarter of 2021 has improved compared to 2020. We continue to
emphasize the benefits of AAON equipment to property owners in the replacement
market.

Our manufacturing operations are considered a critical infrastructure industry,
as defined by the U.S. Department of Homeland Security, as such, the decrees
issued by national, state, and local governments in response to the COVID-19
pandemic have had minimal impact on our operations except for isolated higher
employee absenteeism, especially in June 2020, in our manufacturing facilities.
Our Longview, TX facility suffered from COVID-19 related absenteeism in the
quarter ending September 30, 2021, which reduced the production of coils that
were needed to complete units at our Tulsa, OK facility. We maintained
continuous operations during the nine months ended September 30, 2021 except for
the shutdown for planned maintenance in January 2021 and the February 2021
weather related event described in Note 1. For the most part, our workers are
able to socially distance themselves during the manufacturing process.
Additional precautions have been taken to social distance workers that work in
close environments and we have facilitated voluntary on-site COVID-19 vaccine
clinics. The Company utilizes sanitation stations and performs additional
cleaning and sanitation throughout the day.

While the Company's operations are primarily in Oklahoma and Texas, our domestic
sales to customers cover almost all 50 states. Only the state of Texas is
responsible for more than 10% of our revenues. Because we have managed to
maintain almost continuous operations with reasonable lead times through 2020
and 2021, our order intake is strong and has increased throughout 2021 as the
economy has opened back up and COVID-19 restrictions have lessened. We expect to
increase our production for the remainder of 2021 and into 2022.

                                     - 22 -
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The Architecture Billings Index ("ABI") was down for most of 2020, indicating a
decline in construction, which started to impact the new nonresidential
construction market in late 2020. This slightly impacted the Company with a
slower order intake level and caused us to slow down some of our production in
the beginning of the first quarter 2021. Beginning in February 2021, the ABI
index began a historic rebound with the May and June 2021 ABI Index being two of
the highest scores in the index's 25-year history. While the ABI did start to
decline in June and July, August and September were two straight months of
increases.

Even if new construction declines, our equipment is uniquely positioned to
address COVID-19 challenges by providing heightened filtration and sanitation
through the use of MERV 13 filters, UV lights and bi-polar ionization installed
in the factory. With approximately 50% of our total sales already represented by
the replacement market, we are confident of our ability to grow our market share
in the replacement market while we continue to pursue opportunities in the new
construction market.

We had unrestricted cash and cash equivalents of $101.8 million as of
September 30, 2021. Our capital expenditures during the nine months ended
September 30, 2021 were $42.6 million, as compared to $49.0 million for the same
period a year ago, and we anticipate our full-year 2021 capital expenditures
will total approximately $60.0 million. The expansion of our Longview, Texas
facility was completed and operational during the first quarter 2021. The
Company also has $28.2 million available under its line of credit.

Additionally, we continue to experience challenges in a tight labor market,
especially the hiring of both skilled and unskilled production labor. In July
2021, we increased starting wages for our production workforce by 7.0%. We also
have put a cost of living increase of 3.5% in place in October for all employees
below the Director level. We will continue to implement human resource
initiatives to retain and attract labor to further improve productivity and
production efficiencies.

The principal components of cost of goods sold are labor, raw materials,
component costs, factory overhead, freight and engineering expense. The
principal high volume raw materials used in our manufacturing processes are
steel, copper, and aluminum, and are obtained from domestic suppliers. We also
purchase from domestic manufacturers certain components, including compressors,
motors, and electrical controls. Although, we have experienced some supply chain
challenges, due to our strong vendor relationships as well as our favorable
liquidity position, we have experienced minimal disruption to our supply chain
due to COVID-19. While our supply chain disruptions to date have been minimal
and intermittent, they have impacted the production process which creates
inefficiencies and can deteriorate our profit margins.

The price levels of most raw materials were stable prior to 2020, but we
continue to see increases in raw material costs which we are managing through
price increases to counteract their impact. There is also a possibility prices
could rise in the future depending on the impact COVID-19 and subsequent
inflation has on our supply chain. At September 30, 2021, the price (twelve
month trailing average) for copper, galvanized steel, stainless steel and
aluminum increased 38.3%, 79.5%, 39.8%, and 56.7%, respectively, as compared to
the price (twelve month trailing average) at September 30, 2020. We anticipate
that the average cost of raw materials and certain components purchased,
including the impact of rising inflation and tariffs, for the remainder of 2021
will be higher than the costs experienced during the year ended December 31,
2020.

We attempt to limit the impact of price fluctuations on these materials by
entering into cancellable and non-cancellable fixed price contracts with our
major suppliers for periods of six to 18 months. We expect to receive delivery
of raw materials from our fixed price contracts for use in our manufacturing
operations.

The following are recent highlights and items that impacted our results of operations, cash flows and financial condition:

•Our backlog is at a record level, 144% higher than it was at December 31, 2020 due to our reasonable lead times and quality products.

•Our third quarter 2021 results demonstrated a positive performance, despite the external challenges, with sales increasing approximately 2.8% for the three months ended as compared to the same period last year.

•Bookings increased approximately 60% in the third quarter of 2021 compared to 2020 indicating an improved demand for our products as well as increase in orders in advance of our announced September 2021 price increases.


•Our warranty expense decreased 38% in the third quarter of 2021 compared to
2020 as a result of the quality control efforts the Company has put in place in
the past few years.


                                     - 23 -
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Backlog

The following table shows our historical backlog levels:

                    September 30,       December 31,       September 30,
                         2021               2020                2020
                                       (in thousands)
                   $      181,813      $      74,417      $       84,885



The Company started 2020 with a high backlog due to challenges maintaining
adequate sheet-metal production capacity in 2019. The Company started to
increase its sheet-metal production capacity at the end of 2019 and into 2020
with the addition of new Salvagnini machines. This led in part to all time
record sales and earnings for the year-ended December 31, 2020 that helped
reduce our backlog at the end of 2020. In 2021, as a result of our decreased
lead time, increase in demand, and increase in orders in advance of our
announced June 1, 2021 and September 1, 2021 price increase, bookings increased
approximately 60% in the third quarter of 2021 compared to 2020.

Results of Operations


Three months ended September 30, 2021 vs. Three months ended September 30, 2020


Units Sold

                                                  Three Months Ended
                                       September 30,              September 30,
                                           2021                       2020
         Rooftop units                    3,746                      4,372
         Condensing units                   560                        593
         Air handlers                       646                        534
         Outdoor mechanical rooms             2                          6
         Water source heat pumps          1,576                      1,847
         Total Units                      6,530                      7,352





Net Sales
                                       Three Months Ended
                               September 30,       September 30,
                                    2021                2020           Change       % Change
                                             (in thousands, except unit data)
             Net sales        $      138,571      $      134,772      $ 3,799          2.8  %
             Total units               6,530               7,352         (822)       (11.2) %



While the third quarter of 2021 benefited from an increased demand, challenges
hiring additional production labor hindered our ability to produce at the same
capacity during the three months ended September 30, 2021 as compared to
September 30, 2020. This resulted in an 11.2% decrease in total units sold,
mostly related to our rooftop units. The quarter benefited from our January and
June 2021 price increases, which realized approximately a 5.0% increase in sales
in the period. Our parts sales were also up 15% for the quarter that helped
increase our net sales for the period.



                                     - 24 -
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Cost of Sales
                                     Three Months Ended
                             September 30,       September 30,            Percent of Sales
                                  2021                2020                2021             2020
                                       (in thousands)
         Cost of sales      $      102,552      $       93,924                74.0  %     69.7  %
         Gross profit               36,019              40,848                26.0  %     30.3  %



The principal components of cost of sales are labor, raw materials, component
costs, factory overhead, freight out and engineering expense. The principal high
volume raw materials used in our manufacturing processes are steel, copper and
aluminum, which are obtained from domestic suppliers. The increase in raw
material costs were approximately 6.9% of sales for the quarter which were not
completely offset by the realization of price increases we put in place during
the year. The tightening labor market has caused us to also implement raises in
entry level wages ahead of realizing our price increases. The reduction in
overall unit production, due to challenges hiring additional production labor,
resulted in unfavorable labor and overhead inefficiencies, including the
Company's ability to absorb certain fixed costs. Lastly, the small disruptions
to our production schedule from supply chain delays negatively impacted our
production efficiency. All of these factors resulted in a decrease in gross
profit during the three months ended September 30, 2021 as compared to 2020.

Twelve-month average raw material cost per pound as of September 30:

                                               2021        2020       % Change

                     Copper                  $ 4.95      $ 3.58         38.3  %
                     Galvanized steel        $ 0.79      $ 0.44         79.5  %
                     Stainless steel         $ 1.79      $ 1.28         39.8  %
                     Aluminum                $ 1.88      $ 1.20         56.7  %



Selling, General and Administrative Expenses

                                        Three Months Ended
                                September 30,       September 30,            Percent of Sales
                                     2021                2020                2021             2020
                                          (in thousands)
      Warranty                 $        1,272      $        2,054                 0.9  %      1.5  %
      Profit sharing                    2,358               3,000                 1.7  %      2.2  %
      Salaries & benefits               6,029               4,725                 4.4  %      3.5  %
      Stock compensation                1,418               1,330                 1.0  %      1.0  %
      Advertising                         225                 229                 0.2  %      0.2  %
      Depreciation                        645                 515                 0.5  %      0.4  %
      Insurance                           733                 254                 0.5  %      0.2  %
      Professional fees                   851                 542                 0.6  %      0.4  %
      Donations                            97                 106                 0.1  %      0.1  %
      Bad debt expense                    (12)                117                   -  %      0.1  %
      Other                             2,281               1,844                 1.6  %      1.4  %
      Total SG&A               $       15,897      $       14,716                11.5  %     10.9  %



The Company's warranty expense continues to improve after making significant
quality control improvements in the past two years. Profit sharing expenses
decreased due to our decreased earnings for the period. Salaries and benefits
are up due to increases in bonuses and employee incentives.


                                     - 25 -
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Income Taxes

                                       Three Months Ended
                               September 30,       September 30,            Effective Tax Rate
                                    2021                2020                 2021              2020
                                         (in thousands)
    Income tax provision      $    4,527          $        5,696                  22.5  %     21.8  %


The Company's estimated annual 2021 effective tax rate, excluding discrete events, is expected to be approximately 25%. The effective rate is lower than our estimated rate due to the impact related to excess tax benefits.


Nine Months Ended September 30, 2021 vs. Nine Months Ended September 30, 2020


Units Sold

                                                  Nine Months Ended
                                       September 30,              September 30,
                                           2021                       2020
         Rooftop units                   11,362                     12,179
         Condensing units                 1,696                      1,447
         Air handlers                     1,846                      1,545
         Outdoor mechanical rooms            22                         22
         Water source heat pumps          5,108                      5,109
         Total Units                     20,034                     20,302





Net Sales
                                       Nine Months Ended
                               September 30,       September 30,
                                    2021                2020           Change      % Change
                                             (in thousands, except unit data)
             Net sales        $      398,235      $      397,851      $  384          0.1  %
             Total units              20,034              20,302        (268)        (1.3) %



In 2021, the Company lost production days in January for planned maintenance and
in February due to impacts of bad weather. While the second and third quarter of
2021 benefited from an increasing demand, challenges hiring additional
production labor hindered our ability to produce units at the same capacity in
2020. Although overall units sold decreased approximately 1.3% for the nine
months ended September 30 2021 vs 2020, sales increased 0.1% due primarily to
our January 2021 price increase. The Company's June price increase has been
slower to realize given our large backlog and slightly longer lead times.

Cost of Sales
                                     Nine Months Ended
                             September 30,       September 30,            Percent of Sales
                                  2021                2020                2021             2020
                                       (in thousands)
         Cost of sales      $      286,952      $      275,925                72.1  %     69.4  %
         Gross profit              111,283             121,926                27.9  %     30.6  %



The principal components of cost of sales are labor, raw materials, component
costs, factory overhead, freight out and engineering expense. The principal high
volume raw materials used in our manufacturing processes are steel, copper and
aluminum, which are obtained from domestic suppliers. We continue to see overall
raw material costs increase. In addition,

                                     - 26 -
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reduction in overall unit production due to challenges hiring additional
production labor, resulting in unfavorable labor and overhead inefficiencies,
including the Company's ability to absorb certain fixed costs. Combined with the
increase in overall raw material costs, this resulted in an overall decrease in
gross profit during the nine months ended September 30, 2021 as compared to
2020.

Twelve-month average raw material cost per pound as of September 30:

                                               2021        2020       % Change

                     Copper                  $ 4.95      $ 3.58         38.3  %
                     Galvanized steel        $ 0.79      $ 0.44         79.5  %
                     Stainless steel         $ 1.79      $ 1.28         39.8  %
                     Aluminum                $ 1.88      $ 1.20         56.7  %



Selling, General and Administrative Expenses

                                        Nine Months Ended
                                September 30,       September 30,            Percent of Sales
                                     2021                2020                2021             2020
                                          (in thousands)
      Warranty                 $        4,767      $        5,356                 1.2  %      1.3  %
      Profit sharing                    7,409               8,691                 1.9  %      2.2  %
      Salaries & benefits              17,088              14,921                 4.3  %      3.8  %
      Stock compensation                4,077               4,020                 1.0  %      1.0  %
      Advertising                         692                 446                 0.2  %      0.1  %
      Depreciation                      1,979               1,470                 0.5  %      0.4  %
      Insurance                         2,194                 733                 0.6  %      0.2  %
      Professional fees                 2,258               1,796                 0.6  %      0.5  %
      Donations                           323               1,892                 0.1  %      0.5  %
      Bad debt expense                    (29)                193                   -  %        -  %
      Other                             6,730               6,351                 1.7  %      1.6  %
      Total SG&A               $       47,488      $       45,869                11.9  %     11.5  %



Profit sharing expenses decreased due to our decreased earnings for the period.
Salaries and benefits are up slightly due to increases in bonuses, severance
payouts and employee incentives. Insurance expense increased due to an increase
in overall premiums during the period.

Income Taxes

                                       Nine Months Ended
                               September 30,       September 30,            Effective Tax Rate
                                    2021                2020                 2021              2020
                                         (in thousands)
    Income tax provision      $       11,264      $       16,111                  17.6  %     21.1  %



The Company's estimated annual 2021 effective tax rate, excluding discrete
events, is expected to be approximately 25%. The nine months ended September 30,
2021 had a lower tax rate, compared to 2020, due to an increase in our excess
tax benefit related to stock awards of $1.3 million or 54%. The increase was
primarily due to timing of stock awards as a result of our high stock price
during the three months ended March 31, 2021. In addition, in May 2021, the
State of Oklahoma reduced corporate tax rate from 6% to 4%. As a result of these
changes, the Company adjusted its state deferred tax assets and liabilities in
the second quarter of 2021 using the newly enacted rate for the periods when
they are expected to be realized.


                                     - 27 -
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Liquidity and Capital Resources

Our working capital and capital expenditure requirements are generally met through net cash provided by operations and the occasional use of the revolving bank line of credit based on our current liquidity at the time.

Working Capital - Our unrestricted cash increased $22.8 million from December 31, 2020 to September 30, 2021 and totaled $101.8 million at September 30, 2021.


Revolving Line of Credit - Under the revolving credit facility, there was one
standby letter of credit of $1.8 million as of September 30, 2021. At
September 30, 2021, we have $28.2 million of borrowings available under the
revolving credit facility. No fees are associated with the unused portion of the
committed amount.

We had no outstanding balance under the revolving credit facility at September 30, 2021 and December 31, 2020. Interest on borrowings is payable monthly at LIBOR plus 2.0%.


As of September 30, 2021, we were in compliance with our financial covenants
related to the revolving credit facility. These financial covenants require that
we meet certain parameters related to our consolidated leverage ratio and our
consolidated total liabilities to tangible net worth ratio. At September 30,
2021, our consolidated leverage ratio was 0.02 to 1 and met the requirement of
being less than 2 to 1. Our consolidated total liabilities to tangible net worth
ratio was 0.3 to 1, and met the requirement of being less than 2 to 1.

New Market Tax Credit Obligation - On October 24, 2019, the Company entered into
a transaction with a subsidiary of an unrelated third-party financial
institution (the "Investor") and a certified Community Development Entity under
a qualified New Markets Tax Credit ("NMTC") program pursuant to Section 45D of
the Internal Revenue Code of 1986, as amended, related to an investment in plant
and equipment to facilitate the expansion of our Longview, Texas manufacturing
operations (the "Project"). In connection with the NMTC transaction, the Company
received a $23.0 million NMTC allocation for the Project and secured low
interest financing and the potential for future debt forgiveness related to the
expansion of its Longview, Texas facilities.

Upon closing of the NMTC transaction, the Company provided an aggregate of
approximately $15.9 million to the Investor, in the form of a loan receivable,
with a term of twenty-five years, bearing an interest rate of 1.0%. This $15.9
million in proceeds plus capital contributed from the Investor was used to make
an aggregate $22.5 million loan to a subsidiary of the Company. This financing
arrangement is secured by equipment at the Company's Longview, Texas facilities,
and a guarantee from the Company, including an unconditional guarantee of NMTCs.

Stock Repurchases - The Board has authorized three stock repurchase programs for
the Company. The Company may purchase shares on the open market from time to
time, up to a total of 5.7 million shares. The Board must authorize the timing
and amount of these purchases and all repurchases are in accordance with the
rules and regulations of the SEC allowing the Company to repurchase shares from
the open market.

Our open market repurchase programs are as follows:

        Effective Date                        Authorized Repurchase $                          Expiration Date

        May 16, 2018 1                              $15 million                                 March 1, 2019
        March 5, 2019 1                             $20 million                                 March 4, 2020
        March 13, 2020                              $20 million                                     ** 2
1 The 2018 and 2019 purchase authorizations were executed under 10b5-1 programs.
2 Expiration Date is at Board's discretion. The Company is authorized to effectuate repurchases of the Company's common
stock on terms and conditions approved in advance by the Board.



The Company also has a stock repurchase arrangement by which employee-participants in our 401(k) savings and investment plan are entitled to have shares of AAON, Inc. stock in their accounts sold to the Company. The maximum number of shares to be repurchased is contingent upon the number of shares sold by employee-participants.


Lastly, the Company repurchases shares of AAON, Inc. stock from certain of its
directors and employees for payment of statutory tax withholdings on stock
transactions. All other repurchases from directors or employees are contingent
upon Board approval. All repurchases are done at current market prices.

                                     - 28 -
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Our repurchase activity is as follows:

                                                                                         Nine Months Ended
                                                       September 30, 2021                                                September 30, 2020
                                                                         

(in thousands, except share and per share data)

          Program                        Shares                Total $           $ per share               Shares                Total $           $ per share
Open market                                      -           $      -          $          -                  103,689           $  4,987          $      48.10
401(k)                                     220,336             15,014                 68.14                  303,112             16,403                 54.12
Directors and employees                     21,779              1,537                 70.57                   22,655              1,130                 49.88
Total                                      242,115           $ 16,551          $      68.36                  429,456           $ 22,520          $      52.44


     Our repurchase activity since Company inception, including our current
             authorized stock repurchase programs, are as follows:
                                                                                    Inception to        September 30, 2021
                                                              (in 

thousands, except share and per share data)

             Program                                 Shares                            Total $                        $ per share
Open market                                                 4,205,255          $               74,793               $      17.79
401(k)                                                      8,126,996                         160,014                      19.69
Directors and employees                                     2,026,980                          22,288                      11.00
Total                                                      14,359,231          $              257,095               $      17.90



Dividends - At the discretion of the Board, we pay semi-annual cash dividends.
Board approval is required to determine the date of declaration and amount for
each semi-annual dividend payment.

Our recent dividends are as follows:

      Declaration Date       Record Date          Payment Date      Dividend per Share
        May 15, 2020         June 3, 2020         July 1, 2020            $0.19
     November 10, 2020    November 27, 2020    December 18, 2020          $0.19
        May 17, 2021         June 3, 2021         July 1, 2021            $0.19



Based on historical performance and current expectations, we believe our cash
and cash equivalents balance, the projected cash flows generated from our
operations, our existing committed revolving credit facility (or comparable
financing) and our expected ability to access capital markets will satisfy our
working capital needs, capital expenditures and other liquidity requirements
associated with our operations in 2021 and the foreseeable future.


                                     - 29 -

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