8-K

EMCOR Group, Inc. (EME)

8-K 2020-10-29 For: 2020-10-29
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Added on April 04, 2026

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): October 29, 2020

EMCOR Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware 1-8267 11-2125338
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 301 Merritt Seven
--- --- ---
Norwalk, Connecticut 06851-1092
(Address of Principal Executive Offices) (Zip Code) (203) 849-7800
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(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

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 Symbol Name of each exchange on which registered
Common Stock EME New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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 October 29, 2020, EMCOR Group, Inc. issued a press release disclosing results of operations for its fiscal 2020 third quarter ended September 30, 2020. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Current Report on Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item. 9.01. Financial Statements and Exhibits.

(d) Exhibits
Exhibit Number Description
99.1 Press Release issued by EMCOR Group, Inc. on October 29, 2020 disclosing results of operations for its fiscal 2020 third quarter ended September 30, 2020.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EMCOR Group, Inc.
Dated: October 29, 2020 By: /s/ ANTHONY J. GUZZI
Anthony J. Guzzi
Chairman, President and
Chief Executive Officer

Document

EXHIBIT 99.1
FOR: EMCOR GROUP, INC.
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News Release
CONTACT: R. Kevin Matz<br>Executive Vice President<br>Shared Services<br>(203) 849-7938
FTI Consulting, Inc.<br>Investors: Jamie Baird<br>(212) 850-5659 EMCOR GROUP, INC. REPORTS THIRD QUARTER 2020 RESULTS
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- Third Quarter Revenues of $2.20 billion, 3.8% Decrease Year-over-Year -
- Third Quarter Diluted EPS of $1.11, Non-GAAP Diluted EPS of $1.76 -
- Record Third Quarter Operating Cash Flow of $270.1 million, 23.3% Increase Year-over-Year-
- Increases 2020 Revenue Guidance to approximately $8.7 billion from $8.6 billion-$8.7 billion -
- Increases 2020 Non-GAAP Diluted EPS Guidance Range to $5.90-$6.10 from $5.00-$5.50 -

NORWALK, CONNECTICUT, October 29, 2020 - EMCOR Group, Inc. (NYSE: EME) today reported results for the third quarter ended September 30, 2020.

For the third quarter of 2020, net income was $61.2 million, or $1.11 per diluted share, compared to $81.8 million, or $1.45 per diluted share, for the third quarter of 2019. Net income for the third quarter of 2020 was negatively impacted by the tax effect of the goodwill, identifiable intangible asset, and other long-lived asset impairment charges recorded in the second quarter of 2020, primarily related to our U.S. Industrial Services segment. Excluding such tax effect, non-GAAP net income for the third quarter of 2020 was $97.0 million, or $1.76 per diluted share. Revenues for the third quarter of 2020 totaled $2.20 billion, a decrease of 3.8%, compared to $2.29 billion for the third quarter of 2019.

Please see the attached tables for a reconciliation of non-GAAP net income and non-GAAP diluted earnings per share to the comparable GAAP measures.

Operating income for the third quarter of 2020 was $135.9 million, or 6.2% of revenues. This compares to $115.7 million, or 5.1% of revenues, for the third quarter of 2019.

Selling, general and administrative expenses for the third quarter of 2020 totaled $226.8 million, or 10.3% of revenues, compared to $220.1 million, or 9.6% of revenues, for the third quarter of 2019.

The Company's income tax rate for the third quarter of 2020 was 54.7%, which compares to an income tax rate of 27.9% for the third quarter of 2019. The Company’s tax rate for the third quarter of 2020 was impacted by the previously referenced tax effect of the impairment charges recorded in the second quarter of 2020.

Remaining performance obligations as of September 30, 2020 were $4.53 billion compared to $4.04 billion as of September 30, 2019. Total remaining performance obligations grew approximately $495.1 million year-over-year.

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EMCOR Reports Third Quarter Results Page 2

Tony Guzzi, Chairman, President and Chief Executive Officer of EMCOR, commented, “We continue to execute with a high level of focus, discipline, and precision, demonstrating our ability to perform exceptionally well in an uncertain environment. As a result, the Company delivered an excellent third quarter, achieving all-time record operating income of $135.9 million, record third quarter operating margin of 6.2%, and record non-GAAP diluted earnings per share of $1.76 despite a 3.8% decline in revenues year-over-year. Our initiatives to fundamentally realign our cost structure combined with our disciplined working capital management drove robust operating cash flow generation in the quarter, up 23% compared to the prior year period. While impacts related to the COVID-19 pandemic are ongoing, we are cautiously optimistic about demand recovery as our remaining performance obligations increased 12.3% year-over-year, underscoring the resiliency of our business and the markets in which we operate.”

Mr. Guzzi added, “Our U.S. Construction segments posted combined operating income growth of 34.0% and record third quarter operating margin of 9.1%, expanding an outstanding 240 basis points year-over-year, as we leveraged our cost structure and maintained exceptional field performance and productivity levels. Our U.S. Building Services segment reported revenue and operating income growth of 3.7% and 9.0% year-over-year, respectively, driven by strong performance in our commercial and government site-based services businesses and sustained strength in our mobile mechanical services business. The headwinds related to COVID-19 are most prominent in our U.S. Industrial Services segment. However, we are pleased with our efforts to strategically reposition the business through extensive measures to control costs and improve efficiency, and we believe we are well-equipped to succeed when customer demand rebounds. Finally, our U.K. Building Services segment continues to expand its strong competitive position and grow its customer relationships, which drove impressive, double-digit revenue and operating income growth of 12.7% and 12.1% year-over-year, respectively.”

Revenues for the first nine months of 2020 totaled $6.52 billion, a decrease of 3.8%, compared to $6.77 billion for the first nine months of 2019. Net income for the first nine months of 2020 was $53.2 million, or $0.96 per diluted share, compared to $238.2 million, or $4.22 per diluted share, for the first nine months of 2019. Excluding the previously referenced impairment charges recorded in the second quarter of 2020 and the related tax effect, non-GAAP net income for the first nine months of 2020 was $251.8 million, or $4.54 per diluted share.

Operating income for the first nine months of 2020 was $119.2 million, or 1.8% of revenues, compared to $338.0 million, or 5.0% of revenues, for the first nine months of 2019. Excluding the $232.8 million of non-cash impairment charges recorded in the second quarter of 2020, non-GAAP operating income for the first nine months of 2020 was $352.0 million, or 5.4% of revenues. SG&A totaled $659.0 million, or 10.1% of revenues, for the first nine months of 2020, compared to $652.5 million, or 9.6% of revenues, for the first nine months of 2019.

Please see the attached tables for a reconciliation of non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per share to the comparable GAAP measures.

Based on year-to-date performance, visibility into the remainder of the year and assuming the continuation of current market conditions, EMCOR is raising its full-year 2020 revenue guidance to approximately $8.7 billion, an increase from the prior guidance range of $8.6 billion to $8.7 billion. The Company now also expects full-year 2020 non-GAAP diluted earnings per share in the range of $5.90 to $6.10, an increase from the prior guidance range of $5.00 to $5.50.

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EMCOR Reports Third Quarter Results Page 3

Mr. Guzzi concluded, “As we continue to navigate through these unprecedented times, we are focused on the elements of our business in our control, following strict safety protocols for our employees and adjusting our operations, as appropriate. We are very pleased by our year-to-date performance, which speaks to the incredible hard work and dedication across our organization. We have raised our full-year guidance to reflect our solid results in this challenging environment, as well as our expectations for strong and productive execution throughout the remainder of the year. Looking ahead, while visibility remains low, we are encouraged by the growth of our remaining performance obligations and firmly believe the actions we’ve taken to maintain our strong financial position will allow us to continue to deliver long-term value for our shareholders in 2020 and beyond.”

EMCOR Group, Inc. is a Fortune 500 leader in mechanical and electrical construction services, industrial and energy infrastructure and building services. This press release and other press releases may be viewed at the Company’s website at www.emcorgroup.com. EMCOR routinely posts information that may be important to investors in the “Investor Relations” section of our website at www.emcorgroup.com. Investors and potential investors are encouraged to consult the EMCOR website regularly for important information about EMCOR.

EMCOR Group's third quarter conference call will be available live via internet broadcast today, Thursday, October 29, at 10:30 AM Eastern Daylight Time. The live call may be accessed through the Company's website at www.emcorgroup.com.

Forward Looking Statements:

This release contains certain forward-looking statements. Any such comments speak only as of October 29, 2020 and EMCOR assumes no obligation to update any such forward-looking statements, unless required by law. These forward-looking statements may include statements regarding anticipated future operating and financial performance, the nature and impact of our remaining performance obligations, our ability to pursue acquisitions, our ability to return capital to shareholders, market opportunities, market growth and customer trends. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated (whether expressly or implied) by the forward-looking statements. Accordingly, these statements are no guarantee of future performance. Such risks and uncertainties include, but are not limited to, adverse effects of general economic conditions, changes in the political environment, changes in the specific markets for EMCOR’s services, adverse business conditions, availability of adequate levels of surety bonding, increased competition, unfavorable labor productivity, mix of business, the impact of the 2020 ransomware attack, and the impact of the COVID-19 pandemic on our revenue and operations, including employees, construction activity, and facilities utilization, and the risk factors associated with EMCOR’s business discussed in Part I, Item 1A “Risk Factors,” of the Company’s 2019 Form 10-K, in Part II, Item 1A “Risk Factors,” of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020, and in other reports filed from time to time with the Securities and Exchange Commission and available at www.sec.gov and www.emcorgroup.com.

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EMCOR Reports Third Quarter Results Page 4

Non-GAAP Measures:

This release also includes certain financial measures that were not prepared in accordance with U.S. generally accepted accounting principles (GAAP). Reconciliations of those non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this release. The Company uses these non-GAAP measures as key performance indicators for the purpose of evaluating performance internally. We also believe that these non-GAAP measures provide investors with useful information with respect to our on-going operations. Any non-GAAP financial measures presented are not, and should not be viewed as, substitutes for financial measures required by GAAP, have no standardized meaning prescribed by GAAP and may not be comparable to the calculation of similar measures of other companies.

In addition, forecast non-GAAP diluted earnings per share for full-year 2020 is a forward-looking non-GAAP financial measure. The Company does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP on a forward-looking basis because it is unable to provide such reconciliations without unreasonable effort, due to the uncertainty and inherent difficulty of predicting the occurrence and the financial impact of items such as impairment charges that impact comparability and the periods in which such items may be recognized. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results.

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EMCOR GROUP, INC.

FINANCIAL HIGHLIGHTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share information)

(Unaudited)

For the three months ended<br>September 30, For the nine months ended<br>September 30,
2020 2019 2020 2019
Revenues $ 2,201,714 $ 2,287,741 $ 6,515,567 $ 6,770,671
Cost of sales 1,838,530 1,951,754 5,504,036 5,779,550
Gross profit 363,184 335,987 1,011,531 991,121
Selling, general and administrative expenses 226,793 220,119 658,964 652,536
Restructuring expenses 536 119 605 567
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 232,750
Operating income 135,855 115,749 119,212 338,018
Net periodic pension (cost) income 751 381 2,211 1,187
Interest expense, net (1,484) (2,678) (6,082) (8,732)
Income before income taxes 135,122 113,452 115,341 330,473
Income tax provision 73,936 31,618 62,179 92,257
Net income $ 61,186 $ 81,834 $ 53,162 $ 238,216
Basic earnings per common share $ 1.11 $ 1.46 $ 0.96 $ 4.24
Diluted earnings per common share $ 1.11 $ 1.45 $ 0.96 $ 4.22
Weighted average shares of common stock outstanding:
Basic 54,979,310 56,216,840 55,302,385 56,189,388
Diluted 55,200,245 56,558,450 55,509,722 56,494,430
Dividends declared per common share $ 0.08 $ 0.08 $ 0.24 $ 0.24

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EMCOR GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

September 30, 2020<br>(Unaudited) December 31,<br>2019
ASSETS
Current assets:
Cash and cash equivalents $ 679,342 $ 358,818
Accounts receivable, net 1,942,341 2,030,813
Contract assets 187,313 177,830
Inventories 39,253 40,446
Prepaid expenses and other 48,841 51,976
Total current assets 2,897,090 2,659,883
Property, plant and equipment, net 155,161 156,187
Operating lease right-of-use assets 236,297 245,471
Goodwill 846,908 1,063,911
Identifiable intangible assets, net 596,679 611,444
Other assets 97,850 93,462
Total assets $ 4,829,985 $ 4,830,358
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of long-term debt and finance lease liabilities $ 9,693 $ 18,092
Accounts payable 596,093 665,402
Contract liabilities 714,686 623,642
Accrued payroll and benefits 385,752 382,573
Other accrued expenses and liabilities 219,858 195,757
Operating lease liabilities, current 52,766 53,144
Total current liabilities 1,978,848 1,938,610
Borrowings under revolving credit facility 50,000
Long-term debt and finance lease liabilities 272,243 244,139
Operating lease liabilities, long-term 199,967 204,950
Other long-term obligations 371,062 334,879
Total liabilities 2,822,120 2,772,578
Equity:
Total EMCOR Group, Inc. stockholders’ equity 2,007,289 2,057,134
Noncontrolling interests 576 646
Total equity 2,007,865 2,057,780
Total liabilities and equity $ 4,829,985 $ 4,830,358

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EMCOR GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Nine Months Ended September 30, 2020 and 2019

(In thousands) (Unaudited)

2020 2019
Cash flows - operating activities:
Net income $ 53,162 $ 238,216
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 34,881 32,412
Amortization of identifiable intangible assets 44,765 34,500
Provision for credit losses 3,409 1,621
Deferred income taxes (28,104) (913)
Excess tax benefits from share-based compensation (192) (601)
Non-cash expense for impairment of goodwill, identifiable intangible assets, and other long-lived assets 232,750
Non-cash share-based compensation expense 8,510 8,840
Other reconciling items 1,361 3,696
Changes in operating assets and liabilities, excluding the effect of businesses acquired 196,292 (140,850)
Net cash provided by operating activities 546,834 176,921
Cash flows - investing activities:
Payments for acquisitions of businesses, net of cash acquired (44,930) (79,984)
Proceeds from sale or disposal of property, plant and equipment 1,891 1,612
Purchase of property, plant and equipment (34,180) (35,829)
Investments in and advances to unconsolidated entities (794)
Distributions from unconsolidated entities 38
Net cash used in investing activities (77,219) (114,957)
Cash flows - financing activities:
Proceeds from revolving credit facility 200,000
Repayments of revolving credit facility (250,000) (25,000)
Proceeds from long-term debt 300,000
Repayments of long-term debt and debt issuance costs (280,049) (11,400)
Repayments of finance lease liabilities (3,390) (3,357)
Dividends paid to stockholders (13,280) (13,458)
Repurchase of common stock (99,048)
Taxes paid related to net share settlements of equity awards (2,574) (3,771)
Issuance of common stock under employee stock purchase plan 4,887 4,501
Payments for contingent consideration arrangements (4,070) (3,589)
Distributions to noncontrolling interests (70) (250)
Net cash used in financing activities (147,594) (56,324)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (1,304) (2,047)
Increase in cash, cash equivalents, and restricted cash 320,717 3,593
Cash, cash equivalents, and restricted cash at beginning of year (1) 359,920 366,214
Cash, cash equivalents, and restricted cash at end of period (2) $ 680,637 $ 369,807

(1)Includes $1.1 million and $2.3 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheets as of December 31, 2019 and 2018, respectively.

(2)Includes $1.3 million and $1.7 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheets as of September 30, 2020 and 2019, respectively.

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EMCOR GROUP, INC.

SEGMENT INFORMATION

(In thousands) (Unaudited)

For the three months ended<br>September 30,
2020 2019
Revenues from unrelated entities:
United States electrical construction and facilities services $ 508,863 $ 554,637
United States mechanical construction and facilities services 891,509 869,188
United States building services 551,555 532,122
United States industrial services 139,712 234,166
Total United States operations 2,091,639 2,190,113
United Kingdom building services 110,075 97,628
Total worldwide operations $ 2,201,714 $ 2,287,741 For the nine months ended<br>September 30,
--- --- --- --- ---
2020 2019
Revenues from unrelated entities:
United States electrical construction and facilities services $ 1,479,973 $ 1,652,109
United States mechanical construction and facilities services 2,516,062 2,444,683
United States building services 1,542,054 1,567,899
United States industrial services 661,909 788,271
Total United States operations 6,199,998 6,452,962
United Kingdom building services 315,569 317,709
Total worldwide operations $ 6,515,567 $ 6,770,671

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EMCOR GROUP, INC.

SEGMENT INFORMATION

(In thousands) (Unaudited)

For the three months ended<br>September 30,
2020 2019
Operating income (loss):
United States electrical construction and facilities services $ 47,059 $ 33,630
United States mechanical construction and facilities services 80,048 61,213
United States building services 38,205 35,051
United States industrial services (9,794) 5,561
Total United States operations 155,518 135,455
United Kingdom building services 5,327 4,754
Corporate administration (24,454) (24,341)
Restructuring expenses (536) (119)
Total worldwide operations 135,855 115,749
Other corporate items:
Net periodic pension (cost) income 751 381
Interest expense, net (1,484) (2,678)
Income before income taxes $ 135,122 $ 113,452
For the nine months ended<br>September 30,
--- --- --- --- ---
2020 2019
Operating income (loss):
United States electrical construction and facilities services $ 123,146 $ 120,380
United States mechanical construction and facilities services 192,156 156,152
United States building services 85,421 90,535
United States industrial services 5,424 31,209
Total United States operations 406,147 398,276
United Kingdom building services 16,442 14,371
Corporate administration (70,022) (74,062)
Restructuring expenses (605) (567)
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets (232,750)
Total worldwide operations 119,212 338,018
Other corporate items:
Net periodic pension (cost) income 2,211 1,187
Interest expense, net (6,082) (8,732)
Income before income taxes $ 115,341 $ 330,473

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EMCOR GROUP, INC.

RECONCILIATION OF 2020 AND 2019 NON-GAAP OPERATING INCOME AND NON-GAAP OPERATING MARGIN

(In thousands) (Unaudited)

In our press release, we provide non-GAAP operating income and non-GAAP operating margin for the three and nine months ended September 30, 2020 and 2019. The following table provides a reconciliation between operating income and operating margin determined on a non-GAAP basis to the most directly comparable GAAP measures for such periods.

For the three months ended<br>September 30, For the nine months ended<br>September 30,
2020 2019 2020 2019
GAAP operating income $ 135,855 $ 115,749 $ 119,212 $ 338,018
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 232,750
Non-GAAP operating income $ 135,855 $ 115,749 $ 351,962 $ 338,018
For the three months ended<br>September 30, For the nine months ended<br>September 30,
--- --- --- --- --- --- --- --- ---
2020 2019 2020 2019
GAAP operating margin 6.2 % 5.1 % 1.8 % 5.0 %
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets % % 3.6 % %
Non-GAAP operating margin 6.2 % 5.1 % 5.4 % 5.0 %

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EMCOR GROUP, INC.

RECONCILIATION OF 2020 AND 2019 NON-GAAP NET INCOME

(In thousands) (Unaudited)

In our press release, we provide non-GAAP net income for the three and nine months ended September 30, 2020 and 2019. The following table provides a reconciliation between net income determined on a non-GAAP basis to the most directly comparable GAAP measure for such periods.

For the three months ended<br>September 30, For the nine months ended<br>September 30,
2020 2019 2020 2019
GAAP net income $ 61,186 $ 81,834 $ 53,162 $ 238,216
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 232,750
Tax effect of impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 35,776 (34,089)
Non-GAAP net income $ 96,962 $ 81,834 $ 251,823 $ 238,216

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EMCOR GROUP, INC.

RECONCILIATION OF 2020 AND 2019 NON-GAAP DILUTED EARNINGS PER SHARE

(In thousands) (Unaudited)

In our press release, we provide non-GAAP diluted earnings per common share for the three and nine months ended September 30, 2020 and 2019. The following table provides a reconciliation between diluted earnings per common share determined on a non-GAAP basis to the most directly comparable GAAP measure for such periods.

For the three months ended<br>September 30, For the nine months ended<br>September 30,
2020 2019 2020 2019
GAAP diluted earnings per common share $ 1.11 $ 1.45 $ 0.96 $ 4.22
Impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 4.19
Tax effect of impairment loss on goodwill, identifiable intangible assets, and other long-lived assets 0.65 (0.61)
Non-GAAP diluted earnings per common share $ 1.76 $ 1.45 $ 4.54 $ 4.22

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