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): February 14, 2019
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 February 14, 2019, Energy Services of America, Inc. (the “Company”) issued a press release disclosing its results of operations and financial condition at and for the three months ended December 31, 2018.
A copy of the press release dated February 14, 2019 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 February 14, 2019
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: February 14, 2019 | By: | /s/ Charles Crimmel | |
| Charles Crimmel | |||
| Chief Financial Officer | |||
Exhibit 99.1
ENERGY SERVICES OF AMERICA FILES QUARTERLY REPORT
Huntington, WV February 14, 2019- Energy Services of America (the “Company” or “Energy Services”) (OTC QB: ESOA), parent company of C.J. Hughes Construction Company (“C.J. Hughes”) and Nitro Construction Services, Inc. (“Nitro”), announced the filing of the Company’s quarterly report on Form 10-Q for the quarter ended December 31, 2018. Energy Services earned revenues of $49.1 million for the three months ended December 31, 2018. Net income available to common shareholders was $554,000 for the three months ended December 31, 2018. The Company had adjusted EBITDA of $2.1 million ($0.15 per share) for the three months ended December 31, 2018. The backlog at December 31, 2018 was $59.3 million.
Below is a comparison of the Company’s operating results for the three months ended December 31, 2018 and 2017:
| Three Months Ended | Three Months Ended | |||||||
| December 31, | December 31, | |||||||
| 2018 | 2017 | |||||||
| Revenue | $ | 49,114,139 | $ | 32,547,603 | ||||
| Cost of revenues | 45,279,294 | 30,572,149 | ||||||
| Gross profit | 3,834,845 | 1,975,454 | ||||||
| Selling and administrative expenses | 2,756,391 | 2,009,091 | ||||||
| Income (loss) from operations | 1,078,454 | (33,637 | ) | |||||
| Other income (expense) | ||||||||
| Interest income | 41,522 | 132,281 | ||||||
| Other nonoperating expense | (32,995 | ) | (55,124 | ) | ||||
| Interest expense | (204,349 | ) | (295,844 | ) | ||||
| Gain on sale of equipment | 25,752 | 368,705 | ||||||
| (170,070 | ) | 150,018 | ||||||
| Income before income taxes | 908,384 | 116,381 | ||||||
| Income tax expense (benefit) | 277,000 | (32,119 | ) | |||||
| Net income | 631,384 | 148,500 | ||||||
| Dividends on preferred stock | 77,250 | 77,250 | ||||||
| Net income available to common shareholders | $ | 554,134 | $ | 71,250 | ||||
| Weighted average shares outstanding-basic | 14,135,900 | 14,239,836 | ||||||
| Weighted average shares-diluted | 17,569,233 | 17,673,169 | ||||||
Earnings per share available to common shareholders | $ | 0.039 | $ | 0.005 | ||||
Earnings per share-diluted available to common shareholders | $ | 0.032 | $ | 0.004 | ||||
Total revenues increased by $16.6 million or 50.9% to $49.1 million for the three months ended December 31, 2018 from $32.5 million for the same period in 2017. Total gross profit increased by $1.8 million or 94.1% to $3.8 million for the three months ended December 31, 2018, from $2.0 million for the same period in 2017.
Douglas Reynolds, President, commented on the announcement. “We are pleased with the results for the first quarter of fiscal year 2019. We are seeing a significant amount of pipeline bid opportunities at C.J. Hughes and Nitro secured a $5.0 million project in February.” Reynolds continued, “We are also very happy to announce that all the restructuring debt, which was financed five years ago, was paid off in early February 2019. That will free up roughly $2.4 million in cash flow every year.”
Please refer to the table below that reconciles adjusted EBITDA and adjusted EBITDA per common share with net income available to common shareholders:
| Three Months Ended | Three Months Ended | |||||||
| December 31, 2018 | December 31, 2017 | |||||||
| Unaudited | Unaudited | |||||||
Net income available to common shareholders | $ | 554,134 | $ | 71,250 | ||||
| Add: Income tax expense (benefit) | 277,000 | (32,119 | ) | |||||
| Add: Dividends on preferred stock | 77,250 | 77,250 | ||||||
| Add: Interest expense | 204,349 | 295,844 | ||||||
| Less: Non-operating expense (income) | (34,279 | ) | (445,862 | ) | ||||
| Add: Depreciation expense | 1,022,367 | 1,049,688 | ||||||
| Adjusted EBITDA | $ | 2,100,821 | $ | 1,016,051 | ||||
| Weighted average shares outstanding | 14,135,900 | 14,239,836 | ||||||
| Adjusted EBITDA per common share | $ | 0.15 | $ | 0.07 | ||||
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
Contact: Douglas Reynolds, President
304-522-3868