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 28, 2018
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)) |
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 28, 2018, Energy Services of America, Inc. (the “Company”) issued a press release disclosing its results of operations and financial condition at and for the twelve months ended September 30, 2018.
A copy of the press release dated December 28, 2018 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 28, 2018
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 28, 2018 | By: | /s/ Charles Crimmel | |
| Charles Crimmel | |||
| Chief Financial Officer | |||
Exhibit 99.1
ENERGY SERVICES OF AMERICA FILES ANNUAL REPORT
Huntington, WV December 28, 2018- Energy Services of America Corporation (the “Company” or “Energy Services”) (OTC QB: ESOA), parent company of C.J. Hughes Construction Company, Inc. and Nitro Construction Services, Inc. announced the filing of the Company’s Annual Report on Form 10-K for the year ended September 30, 2018. Net income available to common shareholders was $2.2 million for the fiscal year ended September 30, 2018, which was a $2.9 million increase from a net loss available to common shareholders of $700,000 in fiscal year 2017. Revenues were $135.5 million for the fiscal year ended September 30, 2018, which was a $5.0 million decrease from $140.5 million in fiscal year 2017. The Company had an adjusted EBITDA of $8.1 million, or $0.57 per share, and an earnings per share of $0.16 on a weighted average of 14,234,571 common shares outstanding for fiscal year 2018. The backlog at September 30, 2018 was $71.1 million.
Douglas Reynolds, President, commented on the announcement. “Fiscal year 2018 was a marked improvement over fiscal year 2017 for Energy Services. Even with record, or near-record, rainfall totals in many cities across the Mid-Atlantic region, we were able to increase gross profit on projects by $3.9 million in fiscal year 2018 as compared to fiscal year 2017. Also, our adjusted EBITDA of $8.1 million was a $4.5 million increase from $3.6 million in fiscal year 2017. Another significant item to mention is that Energy Services anticipates paying off the term note debt that helped get the Company out of forbearance with our lenders in the first calendar quarter of 2019. By paying off the five-year $10.4 million refinancing agreement signed in 2014, we will reduce our debt payments by $2.4 million per year.”
Below is a comparison of the Company’s unaudited operating results for fiscal year 2018 compared to fiscal year 2017:
| Year Ended | Year Ended | |||||||
| September 30, 2018 | September 30, 2017 | |||||||
| Revenue | $ | 135,482,771 | $ | 140,495,726 | ||||
| Cost of revenues | 123,833,517 | 132,711,810 | ||||||
| Gross profit | 11,649,254 | 7,783,916 | ||||||
| Selling and administrative expenses | 7,728,182 | 7,401,769 | ||||||
| Income from operations | 3,921,072 | 382,147 | ||||||
| Other income (expense) | ||||||||
| Interest income | 132,342 | - | ||||||
| Other nonoperating income (expense) | (174,576 | ) | (162,422 | ) | ||||
| Interest expense | (916,675 | ) | (833,424 | ) | ||||
| Gain on sale of equipment | 456,894 | 145,575 | ||||||
| (502,015 | ) | (850,271 | ) | |||||
| Income (loss) before income taxes | 3,419,057 | (468,124 | ) | |||||
| Income tax expense (benefit) | 910,034 | (80,368 | ) | |||||
| Net income (loss) | 2,509,023 | (387,756 | ) | |||||
| Dividends on preferred stock | 309,000 | 309,000 | ||||||
| Net income (loss) available to common shareholders | $ | 2,200,023 | $ | (696,756 | ) | |||
| Weighted average shares outstanding-basic | 14,234,571 | 14,239,836 | ||||||
| Weighted average shares-diluted | 17,667,904 | 14,239,836 | ||||||
Earnings (loss) per share available to common shareholders | $ | 0.155 | $ | (0.049 | ) | |||
Earnings (loss) per share-diluted available to common shareholders | $ | 0.125 | $ | (0.049 | ) | |||
Please refer to the table below that reconciles Adjusted EBITDA and Adjusted EBITDA per common share:
| 2018 | 2017 | |||||||
Net income (loss) available to common shareholders | $ | 2,200,023 | $ | (696,756 | ) | |||
| Add: Income tax (benefit) expense | 910,034 | (80,368 | ) | |||||
| Add: Dividends on preferred stock | 309,000 | 309,000 | ||||||
| Add: Interest expense | 916,675 | 833,424 | ||||||
| Less: Non-operating expense (income) | (414,660 | ) | 16,847 | |||||
| Add: Depreciation expense | 4,209,056 | 3,235,362 | ||||||
| Adjusted EBITDA | $ | 8,130,128 | $ | 3,617,509 | ||||
| Weighted average shares outstanding-basic | 14,234,571 | 14,239,836 | ||||||
| Adjusted EBITDA per common share | $ | 0.57 | $ | 0.25 | ||||
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