8-K
Bowman Consulting Group Ltd. (BWMN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 11, 2025
Bowman Consulting Group Ltd.
(Exact name of registrant as specified in its charter)
| Delaware | 001-40371 | 54-1762351 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
12355 Sunrise Valley Drive, Suite 520
Reston, Virginia 20191
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (703) 464-1000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading<br><br>Symbol(s) | Name of Each Exchange<br><br>on Which Registered |
|---|---|---|
| Common stock, par value $0.01 per share | BWMN | Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On March 11, 2025, Bowman Consulting Group Ltd. (“Bowman” or the “Company) issued a press release announcing its financial results for the fourth quarter ended December 31, 2024 and full year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Report.
The information in this Report under this item, including the exhibit, is provided under Item 2.02 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that section. Furthermore, the information in this Report, including the exhibits, shall not be deemed to be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| Exhibit<br><br>No. | Description |
|---|---|
| 99.1 | Bowman Consulting Group Ltd. press release datedMarchbwmn-20241231xex991bwmnq42.htm11, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BOWMAN CONSULTING GROUP LTD. | ||
|---|---|---|
| Date: March 11, 2025 | By: | /s/ Bruce Labovitz |
| Bruce Labovitz | ||
| Chief Financial Officer |
Document
FOR IMMEDIATE RELEASE
Bowman Announces Record Results for Fourth Quarter and Full Year 2024
Strength of new orders signals continued growth for 2025
March 11, 2025, Reston, VA - Bowman Consulting Group Ltd. (NASDAQ: BWMN), a national engineering services and program management firm, today announced record financial results for the fourth quarter and full year ended December 31, 2024.
Fourth Quarter 2024 Versus Fourth Quarter 2023 Financial Results:
•Gross contract revenue of $113.2 million compared to $93.0 million, a 21.7% increase
•Net service billing1 of $98.6 million compared to $80.5 million, a 22.5% increase
•Organic net service billing growth2 of 9% compared to 4%
•Net income of $5.9 million compared to a net loss of $7.7 million
•Adjusted EBITDA1 of $17.0 million compared to $11.2 million, a 51.8% increase
•Adjusted EBITDA margin, net 1 of 17.2% compared to 14.0%, a 320-bps increase
•Cash flows from operations of $11.9 million compared to ($0.5 million)
•Basic and Diluted EPS of $0.34 and $0.33, respectively, compared to ($0.59)
•Gross backlog of $399.0 million compared to $306.0 million, a 30.4% increase
Full-Year 2024 Versus Full-Year 2023 Financial Results:
•Gross contract revenue of $426.6 million compared to $346.3 million, a 23.2% increase
•Net service billing1 of $379.7 million compared to $304.0 million, a 24.9% increase
•Organic net service billing growth2 of 13% compared to 18%
•Net income of $3.0 million compared to a net loss of $6.6 million
•Adjusted EBITDA1 of $59.5 million compared to $47.0 million, a 26.6% increase
•Adjusted EBITDA margin, net 1 of 15.7% compared to 15.5%, a 20-bps increase
•Cash flows from operations of $24.3 million compared to $11.7 million,
•Basic and Diluted EPS was $0.18 and $0.17, respectively, compared to ($0.53)
CEO Commentary
“Fiscal 2024, our third full year as a public company, was another successful year of growth for Bowman,” said Gary Bowman, chairman and CEO of Bowman. “We made eight strategic acquisitions which grew our presence across all our markets, expanded our geographic footprint, added significant new talent, deepened our technical services and laid a solid foundation for continued long-term organic revenue growth. We finished the year strong, producing as much operating cash flow in the fourth quarter as we did for all of 2023, and nearly doubling our cash flows from operations during the first nine months of 2024. For the year, we posted record results and delivered another year of meaningful backlog growth. Bookings were especially strong in the second half of 2024 generating a healthy book-to-burn ratio.
“This year’s off to a strong start with continued strong bookings pacing ahead of plan. Looking ahead, our objective in 2025 is to make investments in service line expansions and technology tools that will increase our wallet-share with customers, improve the delivery of our services and accelerate long-term organic growth. We believe the market for our services is as dynamic,
technologically complex and economically viable as it has ever been, supported by continued demand for infrastructure expansion and improvement. To date, we have experienced minimal adverse impact from recent changes in government spending priorities and economic policies. We remain optimistic about our long-term trajectory and confident in our ability to create value for our shareholders.”
Stock Repurchase Activities
Bowman repurchased $34.4 million of common stock during the twelve months ended December 31, 2024, with $11.1 million from the repurchase of shares from employees in connection with the payment of taxes associated with stock vesting and $23.3 million under a Company repurchase authorization. The average price paid during the twelve months was approximately $26.56 per share repurchased.
After the end of the year, the Company has repurchased an additional $4.1 million of its common stock under its repurchase authorization. Approximately $11.0 million remains available under the Company’s current repurchase authorization.
Non-GAAP Adjusted Earnings per Share3
In connection with the release of financial results, the Company reported the non-GAAP financial metric of Adjusted Earnings per Share as follows:
| For the Three Months Ended December 31, | For the Twelve Months Ended December 31, | |||
|---|---|---|---|---|
| Adjusted Earnings Per Share (Non-GAAP) | 2024 | 2023 | 2024 | 2023 |
| Basic | $0.72 | $0.33 | $1.23 | $1.12 |
| Diluted | $0.71 | $0.31 | $1.20 | $1.03 |
Other Fiscal 2024 Highlights and Subsequent Events
•Acquired eight companies in 2024, representing approximately $60 million of run-rate net service billing; broadened services and sector expertise and expanded nationwide reach with additional bridge, transportation, utility services, sustainability, fire protection, electrical engineering, water/wastewater, utility rate studies and economic consulting and advanced high-altitude orthoimaging and geospatial capabilities.
•On February 14, 2025, the Company closed on the acquisition of UP Engineers in San Antonio, Texas.
•In March 2025, the Company received commitment from bank syndicate participants to expand its Senior Secured Credit Facility by $40 million to $140 million.
Fiscal Year 2025 Guidance
The Company is increasing its previously issued fiscal year 2025 guidance. The table below summarizes Bowman’s updated guidance for fiscal year 2025:
| Date Issued | Net Revenue | Adjusted EBITDA |
|---|---|---|
| March 2025 | $428 - $440 MM | $70 - $76 MM |
The current outlook for 2025 is based on completed and definitively contracted acquisitions as of the date of this release and does not include contributions from any future acquisitions. Management discusses the Company’s acquisition pipeline and its prospective impact during regularly scheduled earnings calls.
Conference Call Information
Bowman will host a conference call to discuss financial results tomorrow morning, March 12, 2025, at 9:00 a.m. ET. Access to a live webcast is available through the Investor Relations section of the Company’s website at investors.bowman.com.
About Bowman Consulting Group Ltd.
Headquartered in Reston, Virginia, Bowman is a national engineering services firm offering infrastructure engineering, technical services and project management solutions to owners and operators of the built environment. With over 2,300 employees in more than 100 locations throughout the United States, Bowman provides a variety of planning, engineering, geospatial, construction management, commissioning, environmental consulting, land procurement and other technical services to customers operating in a diverse set of regulated end markets. Bowman trades on the Nasdaq under the symbol BWMN. For more information, visit bowman.com or investors.bowman.com.
1 Non-GAAP financial metric the Company believes offers valuable perspective on results of operations (see non-GAAP tables below for reconciliations).
2 Organic growth for the three and twelve months ended 12/31/24 excludes revenue from acquisitions completed on or after January 1, 2024. Year over year growth rates only reflect revenue recognized post-acquisition.
3 Basic Adjusted EPS and Diluted Adjusted EPS are all non-GAAP financial metrics the Company believes offer valuable perspectives on results of operations (see non-GAAP tables below for reconciliations). Adjusted EPS (Basic and Diluted) include addbacks for non-reoccurring expenses specific to acquisitions, non-cash stock compensation expense associated with pre-IPO grants, and other expenses not in the ordinary course of business. With respect to the elimination of any non-cash stock compensation expense, the Company computes an adjusted tax expense or benefit which accounts for the elimination of any periodic windfall or shortfall tax effects resulting from the difference between grant date fair value and vest date value. With respect to all other eliminations, the Company applies its average marginal statutory tax rate, currently 25.8%, to derive the tax adjustment associated with the elimination of expenses. A reconciliation of non-GAAP Adjusted EPS to GAAP EPS, both basic and diluted, is included with this press release for reference.
Forward-Looking Statements
This press release may contain “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding our future results of operations and financial position, business strategy and plans and objectives for future operations, are forward-looking statements and represent our views as of the date of this press release. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will,” “goal” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to several assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond our control that could affect our financial results. The Company cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements contained in this news release. Such factors include: (a) changes in demand from the local and state government and private clients that we serve; (b) general economic conditions, nationally and globally, and their effect on the market for our services; (c) competitive pressures and trends in our industry and our ability to successfully compete with our competitors; (d) changes in laws, regulations, or policies; and (e) the “Risk Factors” set forth in the Company’s most recent SEC filings. Considering these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, we are under no obligation to update these forward-looking statements after the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.
Investor Relations Contact:
Betsy Patterson
ir@bowman.com
BOWMAN CONSULTING GROUP LTD.
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except per share data)
| December 31,<br>2024 | December 31,<br>2023 | |
|---|---|---|
| ASSETS | ||
| Current Assets | ||
| Cash and equivalents | $ 6,698 | $ 20,687 |
| Accounts receivable, net | 105,105 | 87,565 |
| Contract assets | 43,369 | 33,520 |
| Notes receivable - officers, employees, affiliates, current portion | 1,889 | 1,199 |
| Prepaid and other current assets | 19,560 | 11,806 |
| Total current assets | 176,621 | 154,777 |
| Non-Current Assets | ||
| Property and equipment, net | 42,011 | 27,601 |
| Operating lease, right-of-use assets | 42,085 | 40,743 |
| Goodwill | 134,653 | 96,393 |
| Notes receivable | 903 | 903 |
| Notes receivable - officers, employees, affiliates, less current portion | 638 | 1,119 |
| Other intangible assets, net | 65,409 | 46,294 |
| Deferred tax asset, net | 42,040 | 33,780 |
| Other assets | 1,521 | 1,175 |
| Total Assets | $ 505,881 | $ 402,785 |
| LIABILITIES AND EQUITY | ||
| Current Liabilities | ||
| Revolving credit facility | 37,000 | 45,290 |
| Accounts payable and accrued liabilities, current portion | 51,626 | 44,394 |
| Contract liabilities | 7,905 | 7,481 |
| Notes payable, current portion | 17,075 | 13,989 |
| Operating lease obligation, current portion | 10,979 | 9,016 |
| Finance lease obligation, current portion | 10,394 | 6,586 |
| Total current liabilities | 134,979 | 126,756 |
| Non-Current Liabilities | ||
| Other non-current obligations | 45,079 | 42,288 |
| Notes payable, less current portion | 19,992 | 13,738 |
| Operating lease obligation, less current portion | 37,058 | 37,660 |
| Finance lease obligation, less current portion | 17,940 | 14,408 |
| Pension and post-retirement obligation, less current portion | 4,718 | 4,654 |
| Total liabilities | $ 259,766 | $ 239,504 |
| Shareholders' Equity | ||
| Preferred Stock, $0.01 par value; 5,000,000 shares authorized, no shares issued and outstanding as of December 31, 2024 and 2023 | - | - |
| Common stock, $0.01 par value; 30,000,000 shares authorized as of December 31, 2024 and 2023; 21,281,247 shares issued and 17,382,138 outstanding, and 17,694,495 shares issued and 15,094,278 outstanding as of December 31, 2024 and 2023, respectively | 213 | 177 |
| Additional paid-in-capital | 329,073 | 215,420 |
| Accumulated other comprehensive income | 1,146 | 590 |
| Treasury stock, at cost; 3,899,109 and 2,600,217, respectively | (60,901) | (26,410) |
| Stock subscription notes receivable | (30) | (76) |
| Accumulated deficit | (23,386) | (26,420) |
| Total shareholders' equity | $ 246,115 | $ 163,281 |
| TOTAL LIABILITIES AND EQUITY | $ 505,881 | $ 402,785 |
BOWMAN CONSULTING GROUP LTD.
CONSOLIDATED INCOME STATEMENTS
(Amounts in thousands except per share data)
| For the Three Months<br>Ended December 31, | For the Year<br>Ended December 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Gross Contract Revenue | $ 113,224 | $ 92,969 | $ 426,564 | $ 346,256 |
| Contract costs: (exclusive of depreciation and amortization below) | ||||
| Direct payroll costs | 38,446 | 33,679 | 156,866 | 127,961 |
| Sub-consultants and expenses | 14,602 | 12,453 | 46,895 | 42,262 |
| Total contract costs | 53,048 | 46,132 | 203,761 | 170,223 |
| Operating Expenses: | ||||
| Selling, general and administrative | 51,591 | 44,655 | 197,452 | 158,377 |
| Depreciation and amortization | 7,256 | 5,939 | 27,828 | 18,723 |
| (Gain) on sale | (84) | (64) | (477) | (411) |
| Total operating expenses | 58,763 | 50,530 | 224,803 | 176,689 |
| Income (loss) from operations | 1,413 | (3,693) | (2,000) | (656) |
| Other expense | 946 | 1,939 | 6,946 | 5,791 |
| Income (loss) before tax benefit | 467 | (5,632) | (8,946) | (6,447) |
| Income tax (benefit) expense | (5,437) | 2,078 | (11,980) | 177 |
| Net income (loss) | $ 5,904 | $ (7,710) | $ 3,034 | $ (6,624) |
| Earnings allocated to non-vested shares | 396 | – | 230 | – |
| Net income (loss) attributable to common shareholders | $ 5,508 | $ (7,710) | $ 2,804 | $ (6,624) |
| Earnings (loss) per share | ||||
| Basic | $ 0.34 | $ (0.59) | $ 0.18 | $ (0.53) |
| Diluted | $ 0.33 | $ (0.59) | $ 0.17 | $ (0.53) |
| Weighted average shares outstanding: | ||||
| Basic | 16,345,248 | 13,043,111 | 15,754,344 | 12,490,914 |
| Diluted | 16,696,194 | 13,043,111 | 16,132,023 | 12,490,914 |
BOWMAN CONSULTING GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands except per share data)
| For the Year Ended December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Cash Flows from Operating Activities: | ||
| Net income (loss) | $ 3,034 | $ (6,624) |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities | ||
| Depreciation and amortization - property and equipment | 14,463 | 9,732 |
| Amortization of intangible assets | 13,982 | 8,991 |
| Gain on sale of assets | (477) | (411) |
| Credit losses | 1,552 | 515 |
| Stock based compensation | 25,727 | 24,738 |
| Deferred taxes | (20,005) | (25,529) |
| Accretion of discounts on notes payable | 483 | 642 |
| Changes in operating assets and liabilities | ||
| Accounts receivable | (9,282) | (13,559) |
| Contract assets | (4,068) | (10,866) |
| Prepaid expenses and other assets | (5,702) | 143 |
| Accounts payable and accrued expenses | 7,647 | 27,728 |
| Contract liabilities | (3,053) | (3,778) |
| Net cash provided by operating activities | 24,301 | 11,722 |
| Cash Flows from Investing Activities: | ||
| Purchases of property and equipment | (626) | (2,093) |
| Proceeds from sale of assets and disposal of leases | 478 | 411 |
| Payments received under loans to shareholders | 11 | 115 |
| Purchase of intangible asset | (2,925) | - |
| Acquisitions of businesses, net of cash acquired | (24,450) | (25,687) |
| Collections under stock subscription notes receivable | 46 | 98 |
| Net cash used in investing activities | (27,466) | (27,156) |
| Cash Flows from Financing Activities: | ||
| Proceeds from common stock offering, net of underwriting discounts and commissions and other offering costs | 47,151 | - |
| (Repayments) Borrowings under revolving credit facility | (8,290) | 45,290 |
| Repayments under fixed line of credit | (345) | (430) |
| Proceeds from notes payable | 6,209 | - |
| Repayment under notes payable | (16,267) | (11,237) |
| Proceeds from finance leases | 4,569 | - |
| Payments on finance leases | (9,010) | (6,782) |
| Payment of contingent consideration from acquisitions | (2,299) | - |
| Payments for purchase of treasury stock | (11,143) | (4,833) |
| Repurchases of common stock | (23,348) | (745) |
| Proceeds from issuance of common stock | 1,949 | 1,576 |
| Net cash (used) provided by financing activities | (10,824) | 22,839 |
| Net (decrease) increase in cash and cash equivalents | (13,989) | 7,405 |
| Cash and cash equivalents, beginning of period | 20,687 | 13,282 |
| Cash and cash equivalents, end of period | $ 6,698 | $ 20,687 |
| Supplemental disclosures of cash flow information: | ||
| Cash paid for interest | $ 6,555 | $ 4,212 |
| Cash paid for income taxes | $ 8,454 | $ 1,133 |
| Non-cash investing and financing activities | ||
| Property and equipment acquired under finance lease | $ (11,851) | $ (8,246) |
| Note payable converted to common shares | $ (3,368) | $ (1,343) |
| Issuance of notes payable for acquisitions | $ (21,625) | $ (13,650) |
| Issuance of contingent considerations | $ (2,030) | $ (10,379) |
| Settlement of contingent consideration | $ 1,868 | $ - |
BOWMAN CONSULTING GROUP LTD.
RECONCILIATION OF EPS TO ADJUSTED EPS
(Amounts in thousands except per share data)
| For the Three Months Ended December 31, | For the Year Ended December 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Net income (loss) (GAAP) | $ 5,904 | $ (7,710) | $ 3,034 | $ (6,624) |
| + tax (benefit) expense (GAAP) | (5,437) | 2,078 | (11,980) | 177 |
| Income (loss) before tax expense (GAAP) | $ 467 | $ (5,632) | $ (8,946) | $ (6,447) |
| + acquisition related expenses | 2,078 | 2,849 | 6,426 | 5,025 |
| + amortization of intangibles | 3,133 | 3,378 | 13,982 | 8,991 |
| + non-cash stock comp related to pre-IPO | 907 | 1,747 | 4,381 | 6,955 |
| + other non-core expenses | 234 | 249 | 3,000 | 923 |
| Adjusted income before tax expense | $ 6,819 | $ 2,591 | $ 18,843 | $ 15,447 |
| Adjusted income tax expense | (5,904) | (2,285) | (2,113) | (620) |
| Adjusted net income | $ 12,723 | $ 4,876 | $ 20,956 | $ 16,067 |
| Adjusted earnings allocated to non-vested shares | 940 | 584 | 1,590 | 2,028 |
| Adjusted net income attributable to common shareholders | $ 11,783 | $ 4,292 | $ 19,366 | $ 14,039 |
| Earnings (loss) per share (GAAP) | ||||
| Basic | $ 0.34 | $ (0.59) | $ 0.18 | $ (0.53) |
| Diluted | $ 0.33 | $ (0.59) | $ 0.17 | $ (0.53) |
| Adjusted earnings per share (Non-GAAP) | ||||
| Basic | $ 0.72 | $ 0.33 | $ 1.23 | $ 1.12 |
| Diluted | $ 0.71 | $ 0.31 | $ 1.20 | $ 1.03 |
| Weighted average shares outstanding | ||||
| Basic | 16,345,248 | 13,043,111 | 15,754,344 | 12,490,914 |
| Diluted | 16,696,194 | 13,984,138 | 16,132,023 | 13,681,711 |
| Basic Adjusted Earnings (Loss) Per Share Summary - Non-GAAP | For the Three Months Ended December 31, | For the Year Ended December 31, | ||
| 2024 | 2023 | 2024 | 2023 | |
| Earnings (loss) per share (GAAP) | $ 0.34 | $ (0.59) | $ 0.18 | $ (0.53) |
| Pre-tax basic per share adjustments | $ 0.08 | $ 0.79 | $ 1.03 | $ 1.78 |
| Adjusted earnings per share before tax expense | $ 0.42 | $ 0.20 | $ 1.21 | $ 1.25 |
| Tax expense per share adjustment | $ (0.36) | $ (0.18) | $ (0.13) | $ (0.04) |
| Adjusted earnings per share - adjusted net income | $ 0.78 | $ 0.38 | $ 1.34 | $ 1.29 |
| Adjusted earnings per share allocated to non-vested shares | $ 0.06 | $ 0.05 | $ 0.11 | $ 0.17 |
| Adjusted earnings per share attributable to common shareholders | $ 0.72 | $ 0.33 | $ 1.23 | $ 1.12 |
| Diluted Adjusted Earnings (Loss) Per Share Summary - Non-GAAP | For the Three Months Ended December 31, | For the Year Ended December 31, | ||
| 2024 | 2023 | 2024 | 2023 | |
| Earnings (loss) per share (GAAP) | $ 0.33 | $ (0.59) | $ 0.17 | $ (0.53) |
| Pre-tax diluted per share adjustments | $ 0.09 | $ 0.78 | $ 1.00 | $ 1.66 |
| Adjusted earnings per share before tax expense | $ 0.42 | $ 0.19 | $ 1.17 | $ 1.13 |
| Tax expense per share adjustment | $ (0.35) | $ (0.16) | $ (0.13) | $ (0.05) |
| Adjusted earnings per share - adjusted net income | $ 0.77 | $ 0.35 | $ 1.30 | $ 1.18 |
| Adjusted earnings per share allocated to non-vested shares | $ 0.06 | $ 0.04 | $ 0.10 | $ 0.15 |
| Adjusted earnings per share attributable to common shareholders | $ 0.71 | $ 0.31 | $ 1.20 | $ 1.03 |
BOWMAN CONSULTING GROUP LTD.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Amounts in thousands except per share data)
| Combined Statement of Operations Reconciliation | For the Three Months Ended December 31, | For the Year Ended December 31, | ||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Gross contract revenue | $ 113,224 | 92,969 | $ 426,564 | $ 346,256 |
| Contract costs (exclusive of depreciation and amortization) | 53,048 | 46,132 | 203,761 | 170,223 |
| Operating expense | 58,763 | 50,530 | 224,803 | 176,689 |
| Income (loss) from operations | 1,413 | (3,693) | $ (2,000) | $ (656) |
| Other expense | 946 | 1,939 | 6,946 | 5,791 |
| Income tax (benefit) expense | (5,437) | 2,078 | (11,980) | 177 |
| Net income (loss) | $ 5,904 | (7,710) | $ 3,034 | $ (6,624) |
| Net margin | 5.2 % | (8.3) % | 0.7 % | (1.9) % |
| Other financial information 1 | ||||
| Net service billing | $ 98,622 | 80,516 | $ 379,669 | $ 303,994 |
| Adjusted EBITDA | 17,012 | 11,249 | 59,520 | 47,031 |
| Adjusted EBITDA margin, net | 17.2 % | 14.0 % | 15.7 % | 15.5 % |
| Gross Contract Revenue to Net Service Billing Reconciliation | For the Three Months Ended December 31, | For the Year Ended December 31, | ||
| 2024 | 2023 | 2024 | 2023 | |
| Gross contract revenue | $ 113,224 | 92,969 | $ 426,564 | $ 346,256 |
| Less: sub-consultants and other direct expenses | 14,602 | 12,453 | 46,895 | 42,262 |
| Net service billing | $ 98,622 | 80,516 | $ 379,669 | $ 303,994 |
| Adjusted EBITDA Reconciliation | For the Three Months Ended December 31, | For the Year Ended December 31, | ||
| 2024 | 2023 | 2024 | 2023 | |
| Net Service Billing | $ 98,622 | 80,516 | $ 379,669 | $ 303,994 |
| Net income (loss) | $ 5,904 | (7,710) | $ 3,034 | $ (6,624) |
| + interest expense | 2,107 | 1,795 | 7,951 | 5,340 |
| + depreciation & amortization | 7,256 | 5,939 | 27,828 | 18,723 |
| + tax (benefit) expense | (5,437) | 2,078 | (11,980) | 177 |
| EBITDA | $ 9,830 | 2,102 | $ 26,833 | $ 17,616 |
| + non-cash stock compensation | 5,455 | 6,504 | 25,841 | 24,984 |
| + settlements and other non-core expenses | 234 | 310 | 3,000 | 1,170 |
| + acquisition expenses | 1,493 | 2,333 | 3,846 | 3,261 |
| Adjusted EBITDA | $ 17,012 | 11,249 | $ 59,520 | $ 47,031 |
| Adjusted EBITDA margin, net | 17.2 % | 14.0 % | 15.7 % | 15.5 % |
All values are in US Dollars.
1 Non-GAAP financial metrics the Company believes offer valuable perspective on results of operations. See Non-GAAP tables below for reconciliations.
BOWMAN CONSULTING GROUP LTD.
GROSS CONTRACT REVENUE COMPOSITION
(Unaudited)
| (dollars in thousands) | For the Three Months Ended December 31, | |||||
|---|---|---|---|---|---|---|
| Consolidated Gross Revenue | 2024 | % | 2023 | % | Change | % Change |
| Building Infrastructure3 | 54,012 | 47.7 % | 49,967 | 53.7 % | 4,045 | 8.1 % |
| Transportation | 27,476 | 24.3 % | 21,202 | 22.8 % | 6,274 | 29.6 % |
| Power and Utilities3 | 18,797 | 16.6 % | 16,684 | 17.9 % | 2,113 | 12.7 % |
| Emerging Markets1 | 12,939 | 11.4 % | 5,116 | 5.6 % | 7,823 | 152.9 % |
| Total | 113,224 | 100.0 % | 92,969 | 100.0 % | 20,255 | 21.8 % |
| Acquired2 | 14,103 | 20.5 % | 12,995 | 16.3 % | 1,108 | 8.5 % |
| (dollars in thousands) | For the Year Ended December 31, | |||||
| Consolidated Gross Revenue | 2024 | % | 2023 | % | Change | % Change |
| Building Infrastructure3 | 219,596 | 51.4 % | 194,867 | 56.3 % | 24,729 | 12.7 % |
| Transportation | 87,746 | 20.6 % | 72,829 | 21.0 % | 14,917 | 20.5 % |
| Power and Utilities3 | 75,026 | 17.6 % | 64,156 | 18.5 % | 10,870 | 16.9 % |
| Emerging Markets1 | 44,196 | 10.4 % | 14,404 | 4.2 % | 29,792 | 206.8 % |
| Total | 426,564 | 100.0 % | 346,256 | 100.0 % | 80,308 | 23.2 % |
| Acquired2 | 42,454 | 10.0 % | 30,497 | 10.7 % | 11,957 | 39.2 % |
1 Represents environmental, mining, water resources, imaging and mapping, and other.
2 Acquired revenue in prior periods is as previously reported; four quarters post-closing, acquired revenue is reclassified as organic for the purpose of calculating organic growth rates.
3 Includes certain reclassifications of revenue between categories from prior periods for consistency of presentation.
| BOWMAN CONSULTING GROUP LTD. | ||||||
|---|---|---|---|---|---|---|
| ORGANIC GROWTH ANALYSIS | ||||||
| (Unaudited) | ||||||
| For the Three Months Ended December 31, | ||||||
| (dollars in thousands) | 2024 | % | 2023 | % | Change | Organic +/- |
| Gross Revenue | 99,122 | 100.0 % | 92,970 | 100.0 % | 6,152 | 6.6 % |
| Building Infrastructure | 51,425 | 51.9 % | 49,821 | 53.6 % | 1,604 | 3.2 % |
| Transportation | 24,904 | 25.1 % | 21,349 | 23.0 % | 3,555 | 16.7 % |
| Power and Utilities | 16,382 | 16.5 % | 16,684 | 17.9 % | (302) | -1.8 % |
| Emerging Markets | 6,411 | 6.5 % | 5,116 | 5.5 % | 1,295 | 25.3 % |
| For the Year Ended December 31, | ||||||
| (dollars in thousands) | 2024 | % | 2023 | % | Change | Organic +/- |
| Gross Revenue | 384,110 | 100.0 % | 346,259 | 100.0 % | 37,851 | 10.9 % |
| Building Infrastructure | 210,603 | 54.8 % | 194,612 | 56.2 % | 15,991 | 8.2 % |
| Transportation | 81,928 | 21.3 % | 73,133 | 21.1 % | 8,795 | 12.0 % |
| Power and Utilities | 69,118 | 18.0 % | 64,157 | 18.5 % | 4,961 | 7.7 % |
| Emerging Markets | 22,461 | 5.9 % | 14,357 | 4.2 % | 8,104 | 56.4 % |
| For the Three Months Ended December 31, | ||||||
| (dollars in thousands) | 2024 | % | 2023 | % | Change | Organic +/- |
| Net Revenue | 87,357 | 100.0 % | 80,516 | 100.0 % | 6,841 | 8.5 % |
| Building Infrastructure | 47,410 | 54.3 % | 45,831 | 56.9 % | 1,579 | 3.4 % |
| Transportation | 19,159 | 21.9 % | 14,988 | 18.6 % | 4,171 | 27.8 % |
| Power and Utilities | 15,217 | 17.4 % | 15,327 | 19.0 % | (110) | -0.7 % |
| Emerging Markets | 5,571 | 6.4 % | 4,370 | 5.5 % | 1,201 | 27.5 % |
| For the Year Ended December 31, | ||||||
| (dollars in thousands) | 2024 | % | 2023 | % | Change | Organic +/- |
| Net Revenue | 343,687 | 100.0 % | 303,994 | 100.0 % | 39,693 | 13.1 % |
| Building Infrastructure | 194,744 | 56.7 % | 179,964 | 59.2 % | 14,780 | 8.2 % |
| Transportation | 63,596 | 18.5 % | 52,690 | 17.3 % | 10,906 | 20.7 % |
| Power and Utilities | 65,022 | 18.9 % | 59,002 | 19.4 % | 6,020 | 10.2 % |
| Emerging Markets | 20,325 | 5.9 % | 12,338 | 4.1 % | 7,987 | 64.7 % |
BOWMAN CONSULTING GROUP LTD.
GROSS BACKLOG BY CATEGORY AT DECEMBER 31, 2024
(Unaudited)
| Category | Percentage |
|---|---|
| Building Infrastructure | 41 % |
| Transportation | 35 % |
| Power and Utilities | 15 % |
| Emerging Markets | 9 % |
| TOTAL | 100 % |