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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): December 15, 2022

 

Energy Services of America Corporation

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-32998 20-4606266
(State or other Jurisdiction
of Incorporation)
(Commission File
Number)
(I.R.S. Employer
Identification No.)

 

75 West 3rd Ave., Huntington, 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 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 Ticker symbol(s) Name of each exchange on which registered
Common Stock, Par Value $0.0001 ESOA The Nasdaq Stock Market LLC

 

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 December 15, 2022, Energy Services of America Corporation (the “Company”) issued a press release disclosing its results of operations and financial condition at and for the fiscal year ended September 30, 2022.

 

A copy of the press release dated December 15, 2022, 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 December 15, 2022

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 

 

 

 

 

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:  December 15, 2022 By: /s/Charles Crimmel
    Charles Crimmel
    Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

Energy Services of America Announces Financial Results for the Year Ended September 30, 2022

 

Huntington, WV   December 15, 2022- Energy Services of America Corporation (the “Company” or “Energy Services”) (Nasdaq: ESOA), generated net income available to common shareholders of $3.9 million, fully diluted earnings per share of $0.24, revenues of $197.6 million, and adjusted EBITDA of $12.5 million for the fiscal year ended September 30, 2022 and plans to files its Annual Report on Form 10-K on December 22, 2022. The Company had an unaudited backlog of $142.3 million at September 30, 2022, as compared to $72.2 million at September 30, 2021.

 

Douglas Reynolds, President, commented on the announcement. “We are very pleased with the progress we made in fiscal year 2022 as we saw significant increases in revenue and gross profit. Our backlog at September 30, 2022 was $142.3 million and we are seeing tremendous opportunities for fiscal year 2023 and beyond.” Reynolds continued, “We are also very happy with our two acquisitions in fiscal year 2022, Tri-State Paving & Sealcoating, Inc. and Ryan Construction Services, Inc. We look forward to having another successful year of growing Energy Services and building shareholder value.”

 

Below is a comparison of the Company’s operating results for fiscal year 2022 compared to fiscal year 2021 (unaudited):

 

   Year Ended   Year Ended 
   September 30, 2022   September 30, 2021 
Revenue  $197,590,000   $122,465,826 
           
Cost of revenues   175,219,252    109,544,804 
           
Gross profit   22,370,748    12,921,022 
           
Selling and administrative expenses   15,878,138    13,813,644 
Income (loss) from operations   6,492,610    (892,622)
           
Other income (expense)          
Interest income   576    286,645 
Paycheck Protection Program loan forgiveness   -    9,839,100 
Other nonoperating expense   (248,006)   (311,830)
Interest expense   (887,931)   (534,820)
Gain on sale of equipment   755,470    681,653 
    (379,891)   9,960,748 
Income before income taxes   6,112,719    9,068,126 
           
Income tax expense (benefit)   2,262,646    (29,129)
           
Net income   3,850,073    9,097,255 
           
Dividends on preferred stock   -    284,238 
           
Net income available to common shareholders  $3,850,073   $8,813,017 
           
Weighted average shares outstanding-basic   16,323,790    13,621,406 
           
Weighted average shares-diluted   16,323,790    16,988,424 
           
Earnings per share available to common shareholders  $0.24   $0.65 
           
Earnings per share-diluted available to common shareholders  $0.24   $0.52 

 

 

 

 

Please refer to the table below that reconciles adjusted EBITDA with net income available to common shareholders (unaudited):

 

   Year Ended   Year Ended 
   September 30, 2022   September 30, 2021 
Net income available to common shareholders  $3,850,073   $8,813,017 
           
Add: Income tax expense (benefit)   2,262,646    (29,129)
           
Add: Dividends on preferred stock   -    284,238 
           
Add:Interest expense   887,931    557,320 
           
Less: Non-operating income   (508,040)   (10,518,068)
           
Add: Depreciation and amortization expense   6,013,494    4,661,789 
           
Adjusted EBITDA  $12,506,104   $3,769,167 

 

Use of Non-GAAP Financial Measures

 

In addition to the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release contains certain non-GAAP financial measures. The reasons for the use of these measures, reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures and other information relating to these measures are included herein. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP.

 

About Energy Services

 

Energy Services of America Corporation (NASDAQ: ESOA), headquartered in Huntington, WV, is a contractor and service company that operates primarily in the mid-Atlantic and Central regions of the United States and provides services to customers in the natural gas, petroleum, water distribution, automotive, chemical, and power industries. Energy Services employs 1,000+ employees on a regular basis. The Company’s core values are safety, quality, and production.

 

Certain statements contained in the release including, without limitation, 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, the effect of the COVID-19 pandemic, the integration of acquired business 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