8-K
Energy Services of America CORP (ESOA)
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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):
August 16, 2021
Energy Services of America Corporation
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-32998 | 20-4606266 |
|---|---|---|
| (State or other Jurisdiction<br><br> of<br> Incorporation) | (Commission File Number) | (I.R.S. Employer <br><br>Identification No.) |
| 75<br> West 3rd Ave., Huntington,<br> West Virginia | 25701 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: | (304) 522-3868 | |
| --- | --- |
Not Applicable
(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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Ticker symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Not Applicable | Not Applicable | Not Applicable |
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
On August 16, 2021, Energy Services of America Corporation (the “Company”) issued a press release disclosing its results of operations and financial condition at and for the three and nine months ended June 30, 2021.
A copy of the press release dated August 16, 2021, is included as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed filed for any purpose.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 Press Release dated August 16, 2021
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.
| ENERGY SERVICES OF AMERICA CORPORATION | ||
|---|---|---|
| DATE: August 16, 2021 | By: | /s/Charles<br> Crimmel |
| Charles Crimmel | ||
| Chief Financial Officer |
Exhibit 99.1
Energy Services of America Announces Financial Results for the Three and Nine Months Ended June 30, 2021
Huntington, WV August 16, 2021- Energy Services of America Corporation (the “Company” or “Energy Services”) (OTC QB: ESOA) announced financial results for the three and nine months ended June 30, 2021. Energy Services generated revenues of $25.3 million and $82.9 million for the three and nine months ended June 30, 2021, respectively. Net income available to common shareholders was $9.2 million and $7.1 million with an adjusted EBITDA of $731,626 and $264,309 for the three and nine months ended June 30, 2021, respectively. Forgiveness on PPP loans accounted for $9.8 million in nonoperating income for the three and nine months ended June 30, 2021. Gross profit percentage increased from 9.2% to 10.7% and from 7.0% to 9.0% for the three and nine months ended June 30, 2021, as compared to 2020, respectively.
Douglas Reynolds, President, commented on the announcement. “Our increased focus on both organic and inorganic growth in gas and water distribution services led to year-over-year improvement in revenue and gross profit in these areas when compared to the same periods in 2020. However, offsetting these gains, we saw a decrease in the demand for our gas and petroleum transmission services due to fewer transmission projects available to bid along with greater competition.” Reynolds continued, “We expect our efforts to increase distribution revenues and profit along with modest improvement in transmission awards and expanded electrical, mechanical, and general construction services to result in improved results in our fiscal fourth quarter. Our backlog at June 30, 2021, was $73.1 million as compared to $61.2 million at March 31, 2021, with an additional $13.0 million in general construction contracts awarded subsequent to June 30, 2021.”
Below is a comparison of the Company’s unaudited operating results for the three and nine months ended June 30, 2021, and 2020:
| Three Months Ended | Three Months Ended | Nine Months Ended | Nine Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, | June 30, | June 30, | June 30, | |||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Revenue | $ | 25,285,951 | $ | 30,762,725 | $ | 82,901,159 | $ | 74,678,432 | ||||
| Cost of revenues | 22,580,340 | 27,936,548 | 75,478,966 | 69,425,044 | ||||||||
| Gross profit | 2,705,611 | 2,826,177 | 7,422,193 | 5,253,388 | ||||||||
| Selling and administrative expenses | 3,207,864 | 2,532,141 | 10,627,607 | 7,473,422 | ||||||||
| (Loss) income from operations | (502,253 | ) | 294,036 | (3,205,414 | ) | (2,220,034 | ) | |||||
| Other nonoperating income (expense) | ||||||||||||
| Interest income | 108 | 83 | 151,877 | 53,332 | ||||||||
| PPP loan forgiveness | 9,799,100 | - | 9,799,100 | - | ||||||||
| Other nonoperating expense | (35,833 | ) | (53,793 | ) | (121,343 | ) | (130,472 | ) | ||||
| Interest expense | (136,995 | ) | (101,335 | ) | (356,505 | ) | (400,197 | ) | ||||
| Gain on sale of equipment | 135,269 | 43,296 | 627,580 | 563,062 | ||||||||
| 9,761,649 | (111,749 | ) | 10,100,709 | 85,725 | ||||||||
| Income (loss) before income taxes | 9,259,396 | 182,287 | 6,895,295 | (2,134,309 | ) | |||||||
| Income tax (benefit) expense | (53,844 | ) | 200,242 | (458,812 | ) | (347,629 | ) | |||||
| Net income (loss) | 9,313,240 | (17,955 | ) | 7,354,107 | (1,786,680 | ) | ||||||
| Dividends on preferred stock | 77,250 | 77,250 | 231,750 | 231,750 | ||||||||
| Income (loss) available to common shareholders | $ | 9,235,990 | $ | (95,205 | ) | $ | 7,122,357 | $ | (2,018,430 | ) | ||
| Weighted average shares outstanding-basic | 13,621,406 | 13,627,293 | 13,621,406 | 13,844,340 | ||||||||
| Weighted average shares-diluted | 17,089,722 | 13,627,293 | 17,089,722 | 13,844,340 | ||||||||
| Earnings (loss) per share available to common shareholders | $ | 0.678 | $ | (0.007 | ) | $ | 0.523 | $ | (0.146 | ) | ||
| Earnings (loss) per share-diluted available to common shareholders | $ | 0.540 | $ | (0.007 | ) | $ | 0.417 | $ | (0.146 | ) |
Please refer to the table below that reconciles adjusted EBITDA with net income (loss) available to common shareholders:
| Three Months Ended | Three Months Ended | Nine Months Ended | Nine Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2021 | June 30, 2020 | June 30, 2021 | June 30, 2020 | |||||||||
| Unaudited | Unaudited | Unaudited | Unaudited | |||||||||
| Net income (loss) available to common shareholders | $ | 9,235,990 | $ | (95,205 | ) | $ | 7,122,357 | $ | (2,018,430 | ) | ||
| Less: Income tax (benefit) expense | (53,844 | ) | 200,242 | (458,812 | ) | (347,629 | ) | |||||
| Add: Dividends on preferred stock | 77,250 | 77,250 | 231,750 | 231,750 | ||||||||
| Add: Interest expense | 136,995 | 101,335 | 356,505 | 400,197 | ||||||||
| Less: Non-operating (income) expense | (9,898,644 | ) | 10,414 | (10,457,214 | ) | (485,922 | ) | |||||
| Add: Depreciation expense | 1,233,879 | 1,097,750 | 3,469,723 | 3,315,541 | ||||||||
| Adjusted EBITDA | $ | 731,626 | $ | 1,391,786 | $ | 264,309 | $ | 1,095,507 |
Certain statements contained in the release, including without limitation statements including the words "believes," "anticipates," "intends," "expects" or words of similar import, constitute "forward-looking statements" within the meaning of section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performance or achievements of the Company expressed or implied by such forward-looking statements. Such factors include, among others, general economic and business conditions, changes in business strategy or development plans and other factors referenced in this release. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.
Source: Energy Services of America Corporation
Contact: Douglas Reynolds, President
(304)-522-3868