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): May 21, 2020
Energy Services of America Corporation
(Exact Name of Registrant as Specified in its Charter)
|
Delaware (State or other Jurisdiction of Incorporation) |
001-32998 (Commission File Number) |
20-4606266 (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 |
| 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 May 21, 2020, Energy Services of America, Inc. (the “Company”) issued a shareholder letter disclosing its results of operations and financial condition at and for the three and six months ended March 31, 2020.
A copy of the letter dated May 21, 2020 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 | Shareholder Letter dated May 21, 2020 |
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: May 21, 2020 | By: | /s/ Charles Crimmel |
| Charles Crimmel | ||
| Chief Financial Officer | ||
Exhibit 99.1
May 21, 2020
Dear Fellow Shareholder:
The first half of fiscal year 2020 has been the most eventful and challenging time that we have faced in my tenure at Energy Services (the “Company”). The loss of $1.9 million for the six months ended March 31, 2020 was much worse than contained in our business plan. While January and February 2020 were seasonally slow, the COVID-19 pandemic resulted in a complete shutdown of non-essential work during March, April and the first half of May. We began making layoffs in early March as projects were first delayed for weeks and then months. Our business is completely unsustainable with only $18.1 million of revenue that we achieved in the three months ended March 31, 2020, without massive downsizing, layoffs and restructuring.
After the conclusion of our second fiscal quarter, we were informed we were approved for a Paycheck Protection Program (“PPP”) loan under the CARES Act. Through the diligent efforts of United Bank and the Small Business Administration we secured financing of $9.8 million that came at a critical time for the Company. Since receiving the PPP loan, we have been able to retain all our employees and hire back employees that had previously been laid off.
We have had several positive developments since the last shareholder letter. First, we hired Chuck Austin as the new president of CJ Hughes. Mr. Austin started his career at CJ Hughes and has over 40 years of experience in our industry, including stints as the CEO of a comparably sized firm. He has hit the ground running by pushing forward with new marketing and operational initiatives. If you have a spare minute, please check out our new website at www.cjhughes.com. Second, the need for our services did not disappear with the COVID-19 pandemic, but instead many of the projects that had been originally planned for March are now underway or will start in June. That has caused our backlog to grow from $63.0 million at the end of fiscal year 2019 to $92.4 million as of March 31, 2020. This compares very favorably to the $48.0 million backlog on March 31, 2019. Lastly, while our lender was unable to renew our line of credit due to losses for the six months ended March 31, 2020, we did secure a 60-day extension through June 28, 2020.
Tough times don’t last but tough people do. We appreciate your confidence during this challenging time, and we are committed to improving our business to insure we come out stronger than we entered this crisis.
Sincerely,
/s/ Douglas V. Reynolds
Douglas V. Reynolds, President
Energy Services of America