What changed in this filing

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Item 1. Financial Statements

2025-04-30 compared with 2024-10-31 · 230 added, 295 removed, 612 unchanged (46% of the section changed)

4 unchanged sentences

(In thousands, except share and per share data)

September 30,

2025 December 31,

21 unchanged sentences

Total current liabilities 4,222,262 4,153,863

Borrowings under revolving credit facility

Operating lease liabilities, long-term 297,856 261,575

21 unchanged sentences

Three months ended

September 30,

Nine months ended

September 30,

2024 2023 2024 2023

Revenues $ 3,867,372 $ 3,432,276

2 unchanged sentences

Selling, general and administrative expenses 403,962 329,356

Impairment loss on long-lived assets — 2,350 — 2,350

Operating income 318,756 259,953

Net periodic pension income (cost) 227 ( 284 ) 670 ( 840 )

Interest income (expense), net 8,312 ( 90 ) 21,959 ( 4,614 )

Net periodic pension income

Interest income, net

Income before income taxes 324,197 267,716

Income tax provision 83,520 70,567

Net income including noncontrolling interests 270,263 169,746 714,984 421,814

Net income attributable to noncontrolling interests — 337 — 337

Net income attributable to EMCOR Group, Inc.

$ 240,677 $ 197,149

8 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

$ 240,677 $ 197,149

Net income including noncontrolling interests $ 270,263 $ 169,746 $ 714,984 $ 421,814

Other comprehensive income (loss), net of tax:

2 unchanged sentences

loss included in net income (1)

497 538 1,463 1,591

Other comprehensive income (loss) 5,819 ( 732 )

Comprehensive income

Comprehensive income attributable to noncontrolling interests — 337 — 337

Comprehensive income attributable to EMCOR Group, Inc.

$ 246,496 $ 196,417

(1) Net of tax of $ 0.2 million for each of the three months ended September 30, 2024 and 2023, and net of tax of $ 0.5 million for each of the nine months ended September 30, 2024 and 2023.

(1) Net of tax of $ 0.2 million for each of the three months ended March 31, 2025 and 2024.

See Notes to Consolidated Financial Statements.

3 unchanged sentences

(In thousands)(Unaudited)

Nine months ended

September 30,

Three months ended

Cash flows - operating activities:

Net income including noncontrolling interests $ 714,984 $ 421,814

$ 240,677 $ 197,149

Adjustments to reconcile net income to net cash provided by operating activities:

2 unchanged sentences

Provision for credit losses 4,718 9,898

Non-cash expense for impairment of long-lived assets — 2,350

Non-cash share-based compensation expense 9,270 6,527

9 unchanged sentences

Proceeds from revolving credit facility

Repayments of revolving credit facility — ( 100,000 )

Repayments of long-term debt — ( 142,813 )

Repayments of finance lease liabilities ( 775 ) ( 773 )

6 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents, and restricted cash 4,869 ( 1,140 )

Increase in cash, cash equivalents, and restricted cash 247,060 66,564

(Decrease) increase in cash, cash equivalents, and restricted cash

( 762,930 ) 52,737

Cash, cash equivalents, and restricted cash at beginning of year (1)

3 unchanged sentences

(1) Includes $ 0.8 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheet as of December 31, 2024.

(2) Includes $ 1.3 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheet as of September 30, 2024.

(2) Includes $ 0.8 million and $ 1.5 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheet as of March 31, 2025 and 2024, respectively.

See Notes to Consolidated Financial Statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

For the three months ended September 30, 2023 and 2024

For the three months ended March 31, 2024 and 2025

(In thousands)(Unaudited)

4 unchanged sentences

stock Noncontrolling

Balance, June 30, 2023 $ 2,118,087 $ 611 $ 81,556 $ ( 86,527 ) $ 3,450,553 $ ( 1,328,808 ) $ 702

Net income including noncontrolling interests

169,746 — — — 169,409 — 337

Other comprehensive loss ( 4,830 ) — — ( 4,830 ) — — —

Tax withholding for common stock issued under share-based compensation plans ( 70 ) — ( 70 ) — — — —

Common stock issued under employee stock purchase plan 2,328 — 2,328 — — — —

Common stock dividends ( 8,484 ) — 36 — ( 8,520 ) — —

Repurchases of common stock (2)

Balance, December 31, 2023

$ 2,470,815 $ 611 $ 91,813 $ ( 85,704 ) $ 3,814,439 $ ( 1,351,381 ) $ 1,037

Share-based compensation expense 3,168 — 3,168 — — — —

Balance, September 30, 2023 $ 2,279,969 $ 611 $ 87,018 $ ( 91,357 ) $ 3,611,442 $ ( 1,328,784 ) $ 1,039

Balance, June 30, 2024 $ 2,745,597 $ 612 $ 92,434 $ ( 85,709 ) $ 4,238,867 $ ( 1,501,644 ) $ 1,037

Net income including noncontrolling interests

197,149 — — — 197,149 — —

Other comprehensive income 9,430 — — 9,430 — — —

Tax withholding for common stock issued under share-based compensation plans ( 329 ) — ( 329 ) — — — —

Common stock dividends ( 11,665 ) — 35 — ( 11,700 ) — —

Repurchases of common stock ( 258,976 ) — — — — ( 258,976 ) —

Share-based compensation expense 4,799 — 4,799 — — — —

Balance, September 30, 2024 $ 2,759,119 $ 612 $ 96,939 $ ( 76,279 ) $ 4,497,430 $ ( 1,760,620 ) $ 1,037

(1) Represents cumulative foreign currency translation adjustments and post-retirement liability adjustments.

(2) Represents adjustment to estimate of excise tax on net share repurchases.

Estimates of excise tax are subject to change in subsequent quarters, particularly if the amount of our share issuances exceed our share repurchases, thereby reducing the estimated excise tax due for the annual period.

See Notes to Consolidated Financial Statements.

EMCOR Group, Inc.

and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

For the nine months ended September 30, 2023 and 2024

(In thousands)(Unaudited)

EMCOR Group, Inc.

stock Capital

surplus Accumulated other comprehensive loss (1)

earnings Treasury

stock Noncontrolling

Balance, December 31, 2022 $ 1,974,291 $ 609 $ 74,795 $ ( 93,451 ) $ 3,214,281 $ ( 1,222,645 ) $ 702

Net income including noncontrolling interests

Other comprehensive loss

( 732 ) — — ( 732 ) — — —

Other comprehensive income 2,094 — — 2,094 — — —

Common stock issued under share-based compensation plans — 1 ( 1 ) — — — —

4 unchanged sentences

Share-based compensation expense 6,527 — 6,527 — — — —

Balance, September 30, 2023 $ 2,279,969 $ 611 $ 87,018 $ ( 91,357 ) $ 3,611,442 $ ( 1,328,784 ) $ 1,039

Balance, March 31, 2024

$ 2,615,382 $ 612 $ 87,673 $ ( 86,436 ) $ 4,003,079 $ ( 1,390,583 ) $ 1,037

Balance, December 31, 2024

Net income including noncontrolling interests

$ 2,938,694 $ 612 $ 97,475 $ ( 85,527 ) $ 4,778,061 $ ( 1,852,964 ) $ 1,037

240,677 — — — 240,677 — —

Other comprehensive income

5,819 — — 5,819 — — —

Common stock issued under share-based compensation plans — 1 ( 1 ) — — — —

Tax withholding for common stock issued under share-based compensation plans ( 13,351 ) — ( 13,351 ) — — — —

Common stock issued under employee stock purchase plan 943 — 943 — — — —

Common stock dividends ( 11,451 ) — 30 — ( 11,481 ) — —

Repurchases of common stock ( 218,664 ) — — — — ( 218,664 ) —

Acquisition of noncontrolling interests

934 — — — — — 934

Share-based compensation expense 9,270 — 9,270 — — — —

Balance, September 30, 2024 $ 2,759,119 $ 612 $ 96,939 $ ( 76,279 ) $ 4,497,430 $ ( 1,760,620 ) $ 1,037

Balance, March 31, 2025

$ 2,951,928 $ 612 $ 93,424 $ ( 79,708 ) $ 5,007,257 $ ( 2,071,628 ) $ 1,971

(1) Represents cumulative foreign currency translation adjustments and post-retirement liability adjustments.

11 unchanged sentences

In our opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of those of a normal recurring nature) necessary to present fairly our financial position and the results of our operations.

The results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024.

The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results to be expected for the year ending December 31, 2025.

NOTE 2 - New Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued an Accounting Standards Update (“ASU”), which expands the required disclosure for reportable segments.

This guidance requires entities to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all segment disclosures which are currently required annually.

This ASU additionally requires entities to disclose the title and position of the individual or the name of the group or committee identified as its chief operating decision-maker.

Such guidance, which is required to be applied retrospectively, is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, although early adoption is permitted.

While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact to our segment disclosures.

In December 2023, the FASB issued an ASU intended to enhance the transparency and decision-usefulness of income tax disclosures.

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued an Accounting Standards Update (“ASU”) intended to enhance the transparency and decision-usefulness of income tax disclosures.

Such guidance requires entities to provide additional information within their income tax rate reconciliation, including further disclosure of federal, state, and foreign income taxes and to provide more details about these reconciling items if a quantitative threshold is met.

2 unchanged sentences

While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact on our income tax disclosures, including the processes and controls around the collection of this information.

In November 2024, the FASB issued an ASU, which requires disaggregated disclosures, in the notes to the financial statements, about certain income statement expense line items on an interim and annual basis.

This guidance requires entities to provide more detailed information about purchases of inventory, employee compensation, depreciation expense, intangible asset amortization, and selling expenses.

Such guidance, which is required to be applied prospectively, is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, although early adoption and retrospective application is permitted.

While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact on our financial statement disclosures, including the processes and controls around the collection of this information.

NOTE 3 - Revenue from Contracts with Customers

86 unchanged sentences

When the current estimate of total costs for a performance obligation indicates a loss, a provision for the entire estimated loss on the unsatisfied performance obligation is made in the period in which the loss becomes evident.

Based on an evaluation of individual projects that were substantially complete in prior periods but had revisions to total estimated cost or anticipated contract value that resulted in an increase to profitability in excess of $ 1.0 million, we recognized revenue during the three and nine months ended September 30, 2024 and 2023, as summarized in the following table (in thousands):

Based on an evaluation of individual projects that were substantially complete in prior periods but had revisions to total estimated costs or anticipated contract value (inclusive of the settlement of previously outstanding change orders and claims) that resulted in an increase to profitability in excess of $ 1.0 million, we recognized revenue during the three months ended March 31, 2025 and 2024, as summarized in the following table (in thousands):

For the three months ended

September 30,

For the nine months ended

September 30,

2024 2023 2024 2023

United States electrical construction and facilities services $ — $ 6,564

5 unchanged sentences

NOTE 3 - Revenue from Contracts with Customers (Continued)

Included in our results for the nine months ended September 30, 2024 was $ 12.3 million of gross profit, recognized in the second quarter of the year, on two contracts, which are currently in process, as a result of favorable developments on certain claims.

Of this amount, $ 8.4 million was reported within our United States electrical construction and facilities services segment and $ 3.9 million was reported within our United States mechanical construction and facilities services segment.

Based on an evaluation of individual projects that had revisions to total estimated costs or anticipated contract value that resulted in a reduction of profitability in excess of $ 1.0 million, our operating results were negatively impacted during the three and nine months ended September 30, 2024 and 2023, as summarized in the following table (in thousands):

Based on an evaluation of individual projects that had revisions to total estimated costs or anticipated contract value that resulted in a reduction of profitability in excess of $ 1.0 million, our operating results were negatively impacted during the three months ended March 31, 2025 and 2024, as summarized in the following table (in thousands):

For the three months ended

September 30,

For the nine months ended

September 30,

2024 2023 2024 2023

United States electrical construction and facilities services $ 7,783 $ 5,319

United States mechanical construction and facilities services 7,307 3,653

United States building services — — — 2,977

Total impact $ 15,090 $ 8,972

2 unchanged sentences

Our contracts are with many different customers in numerous industries.

The following tables provide further disaggregation of our revenues, by categories we use to evaluate our financial performance within each of our reportable segments, for the three and nine months ended September 30, 2024 and 2023 (in thousands, except for percentages).

The following tables provide further disaggregation of our revenues, by categories we use to evaluate our financial performance within each of our reportable segments, for the three months ended March 31, 2025 and 2024 (in thousands, except for percentages).

Refer to Note 14 - Segment Information of the notes to consolidated financial statements for additional information on how we disaggregate our revenues by reportable segment.

For the three months ended September 30,

For the three months ended March 31,

Total 2024 % of

20 unchanged sentences

NOTE 3 - Revenue from Contracts with Customers (Continued)

For the three months ended September 30,

For the three months ended March 31,

Total 2024 % of

16 unchanged sentences

(1) Represents those projects which generally are completed within three months or less.

For the three months ended September 30,

For the three months ended March 31,

Total 2024 % of

4 unchanged sentences

Total segment revenues $ 742,623 $ 781,160

For the three months ended September 30,

For the three months ended March 31,

Total 2024 % of

4 unchanged sentences

Total United States operations $ 3,762,071 $ 3,327,589

For the three months ended September 30,

For the three months ended March 31,

Total 2024 % of

3 unchanged sentences

Total segment revenues $ 105,301 $ 104,687

Total operations $ 3,696,924 $ 3,207,598

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 3 - Revenue from Contracts with Customers (Continued)

For the nine months ended September 30,

Total 2023 % of

United States electrical construction and facilities services:

Network and communications market sector $ 1,002,116 42 % $ 665,493 33 %

Commercial market sector 233,365 10 % 295,188 15 %

Manufacturing and industrial market sector 313,454 13 % 278,912 14 %

Healthcare market sector 177,059 7 % 182,442 9 %

High-tech manufacturing market sector 137,306 6 % 102,075 5 %

Institutional market sector 128,075 5 % 112,577 5 %

Transportation market sector 147,701 6 % 118,436 6 %

Water and wastewater market sector 23,337 1 % 18,388 1 %

Hospitality and entertainment market sector 55,143 2 % 56,510 3 %

Short-duration projects (1)

150,508 6 % 141,901 7 %

Service work 44,789 2 % 50,080 2 %

2,412,853 2,022,002

Less intersegment revenues ( 3,118 ) ( 1,683 )

Total segment revenues $ 2,409,735 $ 2,020,319

(1) Represents those projects which generally are completed within three months or less.

For the nine months ended September 30,

Total 2023 % of

United States mechanical construction and facilities services:

Network and communications market sector $ 527,404 11 % $ 289,085 8 %

Commercial market sector 775,767 16 % 828,809 23 %

Manufacturing and industrial market sector 568,502 12 % 485,809 13 %

Healthcare market sector 426,275 9 % 353,595 10 %

High-tech manufacturing market sector 1,075,890 23 % 549,678 15 %

Institutional market sector 360,602 8 % 224,889 6 %

Transportation market sector 43,496 1 % 31,615 1 %

Water and wastewater market sector 224,921 5 % 201,167 6 %

Hospitality and entertainment market sector 49,902 1 % 38,324 1 %

Short-duration projects (1)

253,916 5 % 237,246 7 %

Service work 443,055 9 % 368,378 10 %

Consolidated revenues

$ 3,867,372 $ 3,432,276

Less intersegment revenues ( 4,673 ) ( 6,324 )

Total segment revenues $ 4,745,057 $ 3,602,271

(1) Represents those projects which generally are completed within three months or less.

EMCOR Group, Inc.

2 unchanged sentences

NOTE 3 - Revenue from Contracts with Customers (Continued)

For the nine months ended September 30,

Total 2023 % of

United States building services:

Mechanical services $ 1,695,254 72 % $ 1,519,410 65 %

Commercial site-based services 522,353 22 % 639,193 28 %

Government site-based services 141,584 6 % 159,502 7 %

Total segment revenues $ 2,359,191 $ 2,318,105

For the nine months ended September 30,

Total 2023 % of

United States industrial services:

Field services $ 837,224 87 % $ 751,062 86 %

Shop services 127,286 13 % 124,252 14 %

Total segment revenues $ 964,510 $ 875,314

Total United States operations $ 10,478,493 $ 8,816,009

For the nine months ended September 30,

Total 2023 % of

United Kingdom building services:

Service work $ 150,534 47 % $ 157,631 48 %

Project work 167,070 53 % 170,012 52 %

Total segment revenues $ 317,604 $ 327,643

Total operations $ 10,796,097 $ 9,143,652

Accounts Receivable and Allowance for Credit Losses

5 unchanged sentences

In addition to monitoring delinquent accounts, management reviews the credit quality of its receivables by, among other things, obtaining credit ratings of significant customers, assessing economic and market conditions, and evaluating material changes to a customer’s business, cash flows, and financial condition.

At September 30, 2024 and December 31, 2023, our allowance for credit losses was $ 32.7 million and $ 22.5 million, respectively.

The increase in our allowance for credit losses was primarily due to a reserve taken in the first quarter of 2024 for a specific customer bankruptcy within the commercial site-based services division of our United States building services segment.

At March 31, 2025 and December 31, 2024, our allowance for credit losses was $ 25.0 million and $ 35.0 million, respectively.

Allowances for credit losses are based on the best facts available and are reassessed and adjusted on a regular basis as additional information is received.

Should anticipated collections fail to materialize, or if future economic conditions compare unfavorably to our forecasts, we could experience an increase in our credit losses.

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 3 - Revenue from Contracts with Customers (Continued)

The change in the allowance for credit losses for the nine months ended September 30, 2024 was as follows (in thousands):

The change in the allowance for credit losses for the three months ended March 31, 2025 was as follows (in thousands):

Balance at December 31, 2024

1 unchanged sentence

Amounts written off against the allowance, net of recoveries ( 14,674 )

Balance at September 30, 2024 $ 32,702

Balance at March 31, 2025

The decrease in our allowance for credit losses was due to the write-off of specific receivables which were previously reserved for within our United States building services segment, partially offset by the provision for credit losses recorded during the three months ended March 31, 2025, which included a $ 4.0 million increase in the allowance for credit losses within our United States industrial services segment.

Contract Assets and Contract Liabilities

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The long-term portion of contract liabilities is included in “Other long-term obligations” in the Consolidated Balance Sheets.

Net contract liabilities in the accompanying Consolidated Balance Sheets consisted of the following amounts as of September 30, 2024 and December 31, 2023 (in thousands):

September 30,

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 3 - Revenue from Contracts with Customers (Continued)

Net contract liabilities in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands):

2025 December 31, 2024

5 unchanged sentences

Contract assets and contract liabilities increased by approximately $ 22.4 million and $ 91.8 million, respectively, as a result of acquisitions made by us in 2025.

Excluding the impact of acquisitions, net contract liabilities increased by approximately $ 233.6 million during the nine months ended September 30, 2024, primarily due to an increase in net contract liabilities on our uncompleted construction projects, partially as a result of the timing of invoicing to our customers as we continue to effectively manage our working capital.

Excluding the impact of acquisitions, net contract liabilities decreased by approximately $ 99.0 million during the three months ended March 31, 2025, as we recognized revenue on a number of construction projects for which we were previously billed ahead.

There was no significant impairment of contract assets recognized during the periods presented.

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 3 - Revenue from Contracts with Customers (Continued)

Transaction Price Allocated to Remaining Unsatisfied Performance Obligations

The following table presents the transaction price allocated to remaining unsatisfied performance obligations (“remaining performance obligations”) for each of our reportable segments and their respective percentages of total remaining performance obligations as of September 30, 2024 (in thousands, except for percentages):

September 30,

The following table presents the transaction price allocated to remaining unsatisfied performance obligations (“remaining performance obligations”) for each of our reportable segments and their respective percentages of total remaining performance obligations as of March 31, 2025 (in thousands, except for percentages):

2025 % of Total

7 unchanged sentences

Total operations $ 11,750,053 100 %

Our remaining performance obligations at September 30, 2024 were approximately $ 9.79 billion.

Our remaining performance obligations at March 31, 2025 were approximately $ 11.75 billion.

Remaining performance obligations increase with awards of new contracts and decrease as we perform work and recognize revenue on existing contracts.

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However, to the extent a service contract includes a cancellation clause which allows for the termination of such contract by either party without a substantive penalty, the remaining contract term, and therefore, the amount of unrecognized revenues included within remaining performance obligations, is limited to the notice period required for the termination.

Our remaining performance obligations are comprised of:

(a) original contract amounts, (b) change orders for which we have received written confirmations from our customers, (c) pending change orders for which we expect to receive confirmations in the ordinary course of business, (d) claim amounts that we have made against customers for which we have determined we have a legal basis under existing contractual arrangements and as to which the variable consideration constraint does not apply, and (e) other forms of variable consideration to the extent that such variable consideration has been included within the transaction price of our contracts.

Such claim and other variable consideration amounts were immaterial for all periods presented.

EMCOR Group, Inc.

2 unchanged sentences

NOTE 3 - Revenue from Contracts with Customers (Continued)

Our remaining performance obligations are comprised of:

Such claim and other variable consideration amounts were immaterial for all periods presented.

Refer to the table below for additional information regarding our remaining performance obligations, including an estimate of when we expect to recognize such remaining performance obligations as revenue (in thousands):

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Acquisitions are accounted for utilizing the acquisition method of accounting and the prices paid for them are allocated to their respective assets and liabilities based upon the estimated fair value of such assets and liabilities at the dates of their respective acquisition by us.

During the first nine months of 2024, we acquired five companies for upfront consideration of $ 192.3 million, inclusive of customary working capital adjustments.

On February 3, 2025, we completed the acquisition of Miller Electric Company (“Miller Electric”), a leading electrical contractor that operates predominantly across the Southeastern United States.

Under the terms of the transaction, we acquired 100 % of Miller Electric's capital stock for total cash consideration of approximately $ 868.6 million.

This acquisition is expected to complement our existing electrical construction capabilities in high-growth end markets while expanding our geographic presence.

The results of operations of Miller Electric have been included within our United States electrical construction and facilities services segment.

For the period from February 3, 2025 to March 31, 2025, such acquisition contributed revenues of $ 183.1 million and operating income of $ 12.7 million, net of amortization expense attributable to identifiable intangible assets of $ 7.4 million.

During the three months ended March 31, 2025, we incurred $ 9.4 million of transaction related costs in connection with this acquisition.

These expenses were included in "Selling, general and administrative expenses" in the accompanying Consolidated Statement of Operations.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands):

Cash and cash equivalents $ 18,394

Accounts receivable (1)

Contract assets 23,120

Inventories 329

Prepaid expenses and other 7,284

Property, plant, and equipment 10,462

Operating lease right-of-use assets 30,345

Goodwill 317,354

Identifiable intangible assets 475,000

Other assets 302

Total assets acquired $ 1,104,945

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 4 - Acquisitions of Businesses (Continued)

Accounts payable $ 68,147

Contract liabilities 104,595

Accrued payroll and benefits 9,838

Other accrued expenses and liabilities 21,524

Operating lease liabilities, current 2,573

Operating lease liabilities, long-term 27,771

Other long-term obligations 991

Total liabilities assumed 235,439

Noncontrolling interests

Net assets acquired

_________________________

(1) The fair value of accounts receivable acquired was $ 222.4 million, with the gross contractual amount being $ 224.4 million.

We expect $ 2.0 million to be uncollectible.

Goodwill is calculated as the excess of the consideration transferred over the fair value of the net assets acquired and represents the future economic benefits expected from this strategic acquisition.

We are evaluating the tax deductibility of the goodwill and identifiable intangible assets acquired;

however, we currently expect that all such amounts will be deductible.

The purchase price allocation is preliminary and subject to change during its measurement period as we finalize asset valuations and certain tax matters, among other items.

The finalization of these items may result in changes in the valuation of assets acquired or liabilities assumed.

The following table summarizes the preliminary fair values of identifiable intangible assets (in thousands) and their estimated useful lives (in years).

Refer to Note 8 - Fair Value Measurements of the notes to consolidated financial statements for additional information on the valuation methodologies utilized to determine fair value.

Miller Electric

Fair Value Estimated

Customer relationships $ 280,000 16.0

Contract backlog 40,000 1.5

Total intangible assets subject to amortization 320,000 14.2

Trade name 155,000 Indefinite

Total identifiable intangible assets $ 475,000

In addition to Miller Electric, during the first quarter of 2 025, we acquired a company for an immaterial amount.

This company provides building automation controls and solutions to commercial, institutional, and industrial customers.

Its results of operations have been included within our United States mechanical construction and facilities services segment.

During calendar year 2024, we acquired seven companies for upfront consideration of $ 231.1 million, inclusive of customary working capital adjustments.

These acquisitions are comprised of:

(a) two companies that have been included within our United States mechanical construction and facilities services segment, including:

(i) a leading plumbing services provider in the Southeast region of the United States and (ii) a full service provider of mechanical construction and maintenance services in Central Texas, (b) two companies that have been included in our United States building services segment, including:

(i) a provider of building automation and controls solutions in the Northeast region of the United States and (ii) a mechanical services contractor in the Western region of the United States, and (c) an instrumentation and electrical contractor, that has been included in our United States industrial services segment, which provides electrical, automation, digital integration, and fabrication services to various energy sector and process equipment customers.

(a) an electrical contractor in the Southeast region of the United States, that has been included in our United States electrical construction and facilities services segment, (b) two companies that have been included within our United States mechanical construction and facilities services segment, including:

(i) a leading plumbing services provider in the Southeast region of the United States and (ii) a full service provider of mechanical construction and maintenance services in Central Texas, (c) three companies that have been included in our United States building services segment, including:

(i) a provider of building automation and controls solutions in the Northeast region of the United States, (ii) a mechanical services company in the Western region of the United States, and (iii) a mechanical services company in the Eastern region of the United States, and (d) an instrumentation and electrical contractor, that has been included in our United States industrial services segment, which provides electrical, automation, digital integration, and fabrication services to various energy sector and process equipment customers.

In connection with these acquisitions, we acquired working capital of $ 29.0 million and other net assets of $ 1.1 million, and have preliminarily ascribed $ 61.9 million to goodwill and $ 139.1 million to identifiable intangible assets.

We expect that all of the goodwill and identifiable intangible assets acquired in connection with these 2024 acquisitions will be deductible for tax purposes.

Subsequent to September 30, 2024, we entered into a definitive agreement to acquire an electrical contractor in the Southeast region of the United States for upfront consideration of approximately $ 33.6 million.

This transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions.

During calendar year 2023, we acquired eight companies for total consideration of $ 99.6 million.

Such acquisitions include:

(a) a national energy efficiency specialty services firm, the results of operations of which have been included in our United States building services segment, and (b) seven companies, the results of operations of which were de minimis, consisting of:

(i) three companies that have been included within our United States mechanical construction and facilities services segment, one of which provides mechanical and pipe fabrication services in the Midwestern region of the United States, and two of which add capabilities to our national fire protection services, and (ii) four mechanical services companies in the Western and Midwestern regions of the United States that have been included within our United States building services segment and enhance our presence in geographies where we have existing operations.

In connection with these acquisitions, we acquired working capital of $ 9.1 million and other net liabilities of $ 6.1 million, including certain deferred tax liabilities, and have ascribed $ 37.4 million to goodwill and $ 59.2 million to identifiable intangible assets.

We expect that $ 29.6 million of the goodwill and identifiable intangible assets acquired in connection with these 2023 acquisitions will be deductible for tax purposes.

The purchase price allocations for the businesses acquired in 2024 are preliminary and subject to change during their respective measurement periods.

As we finalize such purchase price allocations, adjustments may be recorded relating to finalization of intangible asset valuations, tax matters, or other items.

Although not expected to be significant, such adjustments may result in changes in the valuation of assets and liabilities acquired.

The purchase price allocations for the businesses acquired in 2023 have been finalized during their respective measurement periods with an insignificant impact.

EMCOR Group, Inc.

1 unchanged sentence

Notes to Consolidated Financial Statements (Unaudited)

NOTE 4 - Acquisitions of Businesses (Continued)

We expect that all of the goodwill and identifiable intangible assets acquired in connection with these 2024 acquisitions will be deductible for tax purposes.

The purchase price allocations for one of the businesses acquired in 2024 is preliminary and subject to change during its measurement period.

Although not expected to be significant, as we finalize such purchase price allocation, adjustments may result in changes to the valuation of assets and liabilities acquired.

The purchase price allocations for the other businesses acquired in 2024 have been finalized during their respective measurement periods with an insignificant impact.

NOTE 5 - Earnings Per Share

Calculation of Basic and Diluted Earnings per Common Share

The following tables summarize our calculation of Basic and Diluted Earnings per Common Share (“EPS”) for the three and nine months ended September 30, 2024 and 2023 (in thousands, except share and per share data):

The following table summarizes our calculation of Basic and Diluted Earnings per Common Share (“EPS”) for the three months ended March 31, 2025 and 2024 (in thousands, except share and per share data):

For the three months ended

September 30,

Net income attributable to EMCOR Group, Inc.

$ 240,677 $ 197,149

4 unchanged sentences

Diluted earnings per common share $ 5.26 $ 4.17

For the nine months ended

September 30,

Net income attributable to EMCOR Group, Inc.

$ 714,984 $ 421,477

Weighted average shares outstanding used to compute basic earnings per common share 46,829,458 47,446,298

Effect of dilutive securities—Share-based awards 186,614 196,465

Shares used to compute diluted earnings per common share 47,016,072 47,642,763

Basic earnings per common share $ 15.27 $ 8.88

Diluted earnings per common share $ 15.21 $ 8.85

There were no anti-dilutive share-based awards for the three months ended September 30, 2024.

The number of share-based awards excluded from the computation of diluted EPS for the nine months ended September 30, 2024 because they would be anti-dilutive were 8,950 .

The number of share-based awards excluded from the computation of diluted EPS for the three and nine months ended September 30, 2023 because they would be anti-dilutive were 400 and 800 , respectively.

The number of share-based awards excluded from the computation of diluted EPS for the three months ended March 31, 2025 and 2024 because they would be anti-dilutive were 21,080 and 1,095 , respectively.

NOTE 6 - Inventories

Inventories in the accompanying Consolidated Balance Sheets consisted of the following amounts as of September 30, 2024 and December 31, 2023 (in thousands):

September 30,

Inventories in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands):

2025 December 31,

2 unchanged sentences

Inventories $ 94,132 $ 95,667

NOTE 7 - Debt

Debt in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands):

2025 December 31,

Revolving credit facility

$ 250,000 $ —

Finance lease liabilities 7,014 6,095

Total debt $ 257,014 $ 6,095

EMCOR Group, Inc.

1 unchanged sentence

Notes to Consolidated Financial Statements (Unaudited)

NOTE 7 - Debt

Excluding finance lease liabilities of $ 6.3 million at September 30, 2024 and $ 5.3 million at December 31, 2023, we had no outstanding debt as of September 30, 2024 and December 31, 2023.

The current portion of our finance lease liabilities of $ 2.3 million and $ 2.5 million at September 30, 2024 and December 31, 2023, respectively, was included in “Other accrued expenses and liabilities” and the non-current portion of our finance lease liabilities of $ 4.0 million and $ 2.8 million at September 30, 2024 and December 31, 2023, respectively, were included in “Other long-term obligations” in the accompanying Consolidated Balance Sheets.

NOTE 7 - Debt (Continued)

Credit Agreement

3 unchanged sentences

We may allocate up to $ 600.0 million of available capacity under the 2023 Revolving Credit Facility to letters of credit for our account or for the account of any of our subsidiaries.

There were no direct borrowings outstanding under the 2023 Revolving Credit Facility as of September 30, 2024 and December 31, 2023.

However, outstanding letters of credit reduce the available capacity under this facility, and as of September 30, 2024 and December 31, 2023, we had $ 74.9 million and $ 116.7 million of letters of credit outstanding, respectively.

As of March 31, 2025, we had $ 250.0 million in direct borrowings outstanding under the 2023 Revolving Credit Facility.

There were no direct borrowings outstanding under the 2023 Revolving Credit Facility as of December 31, 2024.

Outstanding letters of credit reduce the available capacity under this facility and, as of March 31, 2025 and December 31, 2024, we had $ 71.5 million and $ 71.2 million of letters of credit outstanding, respectively.

At the Company’s election, borrowings under the 2023 Revolving Credit Facility bear interest at either:

2 unchanged sentences

(a) the prime commercial lending rate announced by Bank of Montreal from time to time, (b) the federal funds effective rate, plus ½ of 1.00%, (c) Adjusted Term SOFR for a one-month tenor, plus 1.00 %, or (d) 0.00 %.

The interest rate in effect at March 31, 2025 was 5.54 %.

A commitment fee is payable on the average daily unused amount of the 2023 Revolving Credit Facility, which ranges from 0.125 % to 0.25 %, depending on the Company’s Leverage Ratio.

The fee was 0.125 % of the unused amount as of September 30, 2024 and December 31, 2023.

The fee was 0.125 % of the unused amount as of March 31, 2025 and December 31, 2024.

Fees for letters of credit issued under the 2023 Revolving Credit Facility range from 0.85 % to 1.875 % of the respective face amounts of outstanding letters of credit, depending on the nature of the letter of credit, and are computed depending on the Company’s Leverage Ratio.

1 unchanged sentence

The 2023 Credit Agreement contains customary covenants providing for, among other things, the maintenance of certain financial ratios and certain limitations on the payment of dividends, common stock repurchases, investments, acquisitions, indebtedness, and capital expenditures.

We were in compliance with all such covenants as of September 30, 2024 and December 31, 2023.

We were in compliance with all such covenants as of March 31, 2025 and December 31, 2024.

Finance Lease Liabilities

The current portion of our finance lease liabilities of $ 2.5 million and $ 2.2 million at March 31, 2025 and December 31, 2024, respectively, were included in “Other accrued expenses and liabilities,” and the non-current portion of our finance lease liabilities of $ 4.6 million and $ 3.8 million at March 31, 2025 and December 31, 2024, respectively, were included in “Other long-term obligations” in the accompanying Consolidated Balance Sheets.

NOTE 8 - Fair Value Measurements

11 unchanged sentences

Recurring Fair Value Measurements

The following tables summarize the assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2024 and December 31, 2023 (in thousands):

Assets at Fair Value as of September 30, 2024

The following tables summarize the assets and liabilities carried at fair value measured on a recurring basis as of March 31, 2025 and December 31, 2024 (in thousands):

Assets at Fair Value as of March 31, 2025

Asset Category Level 1 Level 2 Level 3 Total

4 unchanged sentences

Restricted cash (3)

1,276 — — 1,276

Total $ 646,042 $ — $ — $ 646,042

_________________________

(1) Cash and cash equivalents consist of deposit accounts and money market funds with original maturity dates of three months or less, which are Level 1 assets.

At September 30, 2024, we had $ 779.5 million in money market funds.

From time to time, we have cash balances in certain of our domestic bank accounts that exceed federally insured limits.

(2) Deferred compensation plan assets are classified as “Other assets” in the Consolidated Balance Sheets.

(3) Restricted cash is classified as “Prepaid expenses and other” in the Consolidated Balance Sheets.

Restricted cash represents cash held in account for use on customer contracts.

Assets at Fair Value as of December 31, 2024

4 unchanged sentences

61,242 — — 61,242

Restricted cash (3)

Total $ 1,401,637 $ — $ — $ 1,401,637

1 unchanged sentence

(1) Cash and cash equivalents consist of deposit accounts and money market funds with original maturity dates of three months or less, which are Level 1 assets.

At December 31, 2023, we had $ 497.3 million in money market funds.

At March 31, 2025 and December 31, 2024, we had $ 363.3 million and $ 1,088.0 million, respectively, in money market funds.

From time to time, we have cash balances in certain of our domestic bank accounts that exceed federally insured limits.

(2) Deferred compensation plan assets are classified as “Other assets” in the Consolidated Balance Sheets.

(3) Restricted cash is classified as “Prepaid expenses and other” in the Consolidated Balance Sheets.

Restricted cash represents cash held in account for use on customer contracts.

Nonrecurring Fair Value Measurements

1 unchanged sentence

Such assets are measured at fair value at the time of acquisition based on valuation techniques that appropriately represent the methods which would be used by other market participants in determining fair value.

We determine the fair value of our trade name intangible assets by utilizing the relief from royalty payments methodology.

This approach involves two steps:

(a) estimating a reasonable royalty rate for the trade name and (b) applying this royalty rate to a net revenue stream and discounting the resulting cash flows to determine fair value.

Key assumptions under this method are future revenues, royalty rate, and discount rate.

The fair value of our intangible assets related to contract backlog and customer relationships is determined using the multi-period excess earnings method.

Key assumptions in the valuation of customer relationship intangible assets are revenue growth, operating margin, customer attrition rate, and discount rate.

Backlog intangible assets are based on future revenue from contracts already awarded at the time of acquisition.

Key assumptions in the valuation of backlog intangible assets include operating margin and discount rate.

Other assumptions utilized in these valuation techniques include tax rate and contributory asset charges.

In addition, goodwill, intangible assets, and certain other long-lived assets are tested for impairment using similar valuation methodologies to determine the fair value of such assets.

3 unchanged sentences

We believe that the carrying values of our financial instruments, which include accounts receivable and other financing commitments, approximate their fair values due primarily to their short-term maturities and low risk of counterparty default.

Although there were no outstanding borrowings under our 2023 Credit Agreement as of September 30, 2024 and December 31, 2023, the carrying value of any debt associated with this agreement would approximate its fair value due to the variable rate on such debt.

The carrying value of the debt associated with our 2023 Credit Agreement approximates its fair value due to the variable rate on such debt.

EMCOR Group, Inc.

2 unchanged sentences

NOTE 9 - Income Taxes

The following table presents our income tax provision and our income tax rate for the three and nine months ended September 30, 2024 and 2023 (in thousands, except percentages):

The following table presents our income tax provision and our income tax rate for the three months ended March 31, 2025 and 2024 (in thousands, except percentages):

For the three months ended

September 30,

For the nine months ended

September 30,

2024 2023 2024 2023

Income tax provision $ 83,520 $ 70,567

1 unchanged sentence

The difference between the U.S.

statutory tax rate of 21 % and our effective income tax rate for both the three and nine months ended September 30, 2024 and 2023 was primarily a result of state and local income taxes and other permanent book-to-tax differences.

The increase in our income tax provision for the three and nine months ended September 30, 2024, when compared to the three and nine months ended September 30, 2023, was predominantly due to greater income before income taxes.

As of September 30, 2024 and December 31, 2023, we had no unrecognized income tax benefits.

statutory tax rate of 21 % and our effective income tax rate for both the three months ended March 31, 2025 and 2024 was primarily a result of state and local income taxes and other permanent book-to-tax differences.

The increase in our income tax provision for the three months ended March 31, 2025, when compared to the three months ended March 31, 2024, was predominantly due to greater income before income taxes.

The decrease in our effective income tax rate for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024 was attributable to the impact of favorable discrete tax items during the first quarter of 2025 and a slight decrease in the state and local effective tax rate due to changes in the mix of earnings.

As of March 31, 2025 and December 31, 2024, we had no unrecognized income tax benefits.

We file a consolidated federal income tax return including all of our U.S.

1 unchanged sentence

We additionally file income tax returns with various state, local, and foreign tax agencies.

Our income tax returns are subject to audit by various taxing authorities and are currently under examination for the years 2021 and 2022.

Our income tax returns are subject to audit by various taxing authorities and are currently under examination for the years 2020 through 2023.

NOTE 10 - Common Stock

As of September 30, 2024 and December 31, 2023, there were 45,997,428 and 47,047,265 shares of our common stock outstanding, respectively.

During the three months ended September 30, 2024 and 2023, we issued 1,190 and 11,838 shares of common stock, respectively.

During the nine months ended September 30, 2024 and 2023, we issued 81,769 and 126,492 shares of common stock, respectively.

These shares were issued upon either the satisfaction of required conditions under our share-based compensation plans or the purchase of common stock pursuant to our employee stock purchase plan, prior to the discontinuation of such employee stock purchase plan at the end of 2023.

As of March 31, 2025 and December 31, 2024, there were 45,330,671 and 45,810,125 shares of our common stock outstanding, respectively.

During the three months ended March 31, 2025 and 2024, we issued 52,275 and 68,073 shares of common stock, respectively.

These shares were issued upon the satisfaction of required conditions under our share-based compensation plans.

We have paid quarterly dividends since October 25, 2011.

2 unchanged sentences

Subsequently, the Board has from time to time increased the amount authorized for repurchases under such program.

In June 2024, our Board increased such amount by $ 500 million.

Since the inception of the repurchase program, the Board has authorized us to repurchase up to $ 2.65 billion of our outstanding common stock.

During the nine months ended September 30, 2024, we repurchased approximately 1.1 million shares of our common stock for approximately $ 409.2 million, inclusive of the applicable excise tax.

Since the inception of the repurchase program through September 30, 2024, we have repurchased approximately 26.9 million shares of our common stock for approximately $ 2.30 billion.

As of September 30, 2024, there remained authorization for us to repurchase approximately $ 351.8 million of our shares.

In February 2025, our Board increased such amount by $ 500 million.

Since the inception of the repurchase program, through March 31, 2025, the Board has authorized us to repurchase up to $ 3.15 billion of our outstanding common stock.

During the three months ended March 31, 2025, we repurchased approximately 0.5 million shares of our common stock for approximately $ 218.7 million, inclusive of the applicable excise tax.

Since the inception of the repurchase program through March 31, 2025, we have repurchased approximately 27.6 million shares of our common stock for approximately $ 2.61 billion.

As of March 31, 2025, there remained authorization for us to repurchase approximately $ 540.8 million of our shares.

The repurchase program has no expiration date, does not obligate the Company to acquire any particular amount of common stock, and may be suspended, recommenced, or discontinued at any time or from time to time without prior notice.

3 unchanged sentences

Gains and losses for the differences between actuarial assumptions and actual results are recognized through accumulated other comprehensive income (loss).

These amounts will be subsequently recognized as net periodic pension cost (income) within the Consolidated Statements of Operations.

These amounts will be subsequently recognized as net periodic pension income within the Consolidated Statements of Operations.

EMCOR Group, Inc.

7 unchanged sentences

Amounts related to these domestic retirement plans were de minimis for all periods presented.

Components of Net Periodic Pension Cost

The components of net periodic pension (income) cost of the UK Plan for the three and nine months ended September 30, 2024 and 2023 were as follows (in thousands):

Components of Net Periodic Pension Income

The components of net periodic pension income of the UK Plan for the three months ended March 31, 2025 and 2024 were as follows (in thousands):

For the three months ended

September 30,

For the nine months ended

September 30,

2024 2023 2024 2023

Interest cost $ 2,416 $ 2,376

1 unchanged sentence

Amortization of unrecognized loss 653 653

Net periodic pension (income) cost $ ( 208 ) $ 233 $ ( 614 ) $ 688

Net periodic pension income

$ ( 25 ) $ ( 203 )

NOTE 12 - Commitments and Contingencies

7 unchanged sentences

We have agreed to indemnify the surety companies for amounts, if any, paid by them in respect of surety bonds issued on our behalf.

As of September 30, 2024, based on the percentage-of-completion of our projects covered by surety bonds, our aggregate estimated exposure, assuming defaults on all our then existing contractual obligations, was approximately $ 2.4 billion, which represents approximately 25 % of our total remaining performance obligations.

As of March 31, 2025, based on the percentage-of-completion of our projects covered by surety bonds, our aggregate estimated exposure, assuming defaults on all our then existing contractual obligations, was approximately $ 2.8 billion, which represents approximately 24 % of our total remaining performance obligations.

Surety bonds are sometimes provided to secure obligations for wages and benefits payable to or for certain of our employees, at the request of labor unions representing such employees.

In addition, surety bonds may be issued as collateral for certain insurance obligations.

As of September 30, 2024, we satisfied approximately $ 48.1 million of the collateral requirements of our insurance programs by utilizing surety bonds.

As of March 31, 2025, we satisfied approximately $ 61.7 million of the collateral requirements of our insurance programs by utilizing surety bonds.

We are not aware of any losses in connection with surety bonds that have been posted on our behalf, and we do not expect to incur significant losses in the foreseeable future.

12 unchanged sentences

Legal Proceedings

We are involved in several legal proceedings in which damages and claims have been asserted against us.

We believe that we have a number of valid defenses to such proceedings and claims and intend to vigorously defend ourselves.

We face potential exposure in several legal proceedings in which damages or claims (including, without limitation, indemnification claims by named defendants in legal proceedings in which we are not a party) have been asserted against us.

We believe that we have valid defenses to such proceedings and claims, but litigation is inherently uncertain.

We additionally maintain insurance coverage for certain of these matters, although these policies do not cover all possible claims and certain of the policies are subject to large deductibles and retentions.

13 unchanged sentences

To the extent that the amount required to settle claims covered by insurance continues to increase, the cost of our insurance coverage, including premiums and deductibles, is likely to increase.

As of September 30, 2024 and December 31, 2023, the estimated current portion of such undiscounted insurance liabilities, included in “Other accrued expenses and liabilities” in the accompanying Consolidated Balance Sheets, were $ 52.1 million and $ 51.0 million, respectively.

The estimated non-current portion of such undiscounted insurance liabilities included in “Other long-term obligations” as of September 30, 2024 and December 31, 2023 were $ 232.3 million and $ 229.8 million, respectively.

The current portion of anticipated insurance recoveries of $ 10.8 million and $ 11.9 million as of September 30, 2024 and December 31, 2023, respectively, were included in “Prepaid expenses and other” and the non-current portion of anticipated insurance recoveries of $ 41.9 million and $ 48.8 million as of September 30, 2024 and December 31, 2023, respectively, were included in “Other assets” in the accompanying Consolidated Balance Sheets.

As of March 31, 2025 and December 31, 2024, the estimated current portion of such undiscounted insurance liabilities, included in “Other accrued expenses and liabilities” in the accompanying Consolidated Balance Sheets, were $ 68.6 million and $ 50.8 million, respectively.

The estimated non-current portion of such undiscounted insurance liabilities included in “Other long-term obligations” as of March 31, 2025 and December 31, 2024 were $ 230.0 million and $ 237.3 million, respectively.

The current portion of anticipated insurance recoveries of $ 11.6 million and $ 9.2 million as of March 31, 2025 and December 31, 2024, respectively, were included in “Prepaid expenses and other,” and the non-current portion of anticipated insurance recoveries of $ 39.8 million and $ 38.7 million as of March 31, 2025 and December 31, 2024, respectively, were included in “Other assets” in the accompanying Consolidated Balance Sheets.

NOTE 13 - Additional Cash Flow Information

The following table presents additional cash flow information for the nine months ended September 30, 2024 and 2023 (in thousands):

For the nine months ended

September 30,

The following table presents additional cash flow information for the three months ended March 31, 2025 and 2024 (in thousands):

For the three months ended

Cash paid for:

9 unchanged sentences

Our services are provided to a broad range of commercial, technology, manufacturing, industrial, healthcare, utility, and institutional customers through approximately 100 operating subsidiaries.

Such operating subsidiaries are organized into the following reportable segments:

Such operating subsidiaries are organized into the following reportable segments, which additionally reflect the nature of the services offered and their geographical location:

• United States electrical construction and facilities services;

3 unchanged sentences

• United Kingdom building services.

The following tables present financial information for each of our reportable segments for the three and nine months ended September 30, 2024 and 2023 (in thousands):

Our chief operating decision maker (“CODM”) is our Chairman, President, and Chief Executive Officer.

Our CODM is responsible for assessing performance of the Company and each of our reportable segments as well as allocating resources, including personnel and capital resources.

The measure of segment profit or loss utilized by our CODM is operating income.

Our CODM evaluates segment performance by comparing historical, actual, and forecasted operating income on a regular basis.

The accounting policies of our reportable segments are the same as those applied at the consolidated financial statement level.

The following tables present the revenues and operating income for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands):

For the three months ended

September 30,

Revenues from unrelated entities:

5 unchanged sentences

United Kingdom building services 105,301 104,687

Total operations $ 3,696,924 $ 3,207,598

Consolidated revenues

$ 3,867,372 $ 3,432,276

Total revenues:

6 unchanged sentences

United Kingdom building services 105,301 104,687

Total operations $ 3,696,924 $ 3,207,598

Consolidated revenues

$ 3,867,372 $ 3,432,276

EMCOR Group, Inc.

2 unchanged sentences

NOTE 14 - Segment Information (Continued)

For the nine months ended

September 30,

Revenues from unrelated entities:

For the three months ended

Operating income (loss):

United States electrical construction and facilities services $ 136,057 $ 91,589

4 unchanged sentences

United Kingdom building services 4,987 5,377

Total operations $ 10,796,097 $ 9,143,652

Total revenues:

Corporate administration ( 52,218 ) ( 39,158 )

Consolidated operating income

318,756 259,953

Net periodic pension income

Interest income, net

Income before income taxes $ 324,197 $ 267,716

The following tables provide the significant expenses that are regularly provided to and reviewed by our CODM for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands):

For the three months ended

Cost of sales:

United States electrical construction and facilities services $ 876,243 $ 626,869

2 unchanged sentences

United States industrial services 308,095 300,066

Less intersegment revenues ( 98,469 ) ( 139,175 )

Total United States operations 3,051,557 2,750,650

United Kingdom building services 93,097 92,317

Total operations $ 10,796,097 $ 9,143,652

Consolidated cost of sales

$ 3,144,654 $ 2,842,967

For the three months ended

September 30,

Operating income (loss):

Selling, general and administrative expenses:

United States electrical construction and facilities services $ 75,544 $ 46,253

5 unchanged sentences

Corporate administration

Impairment loss on long-lived assets — ( 2,350 )

Total operations 363,538 234,983

Net periodic pension income (cost) 227 ( 284 )

Interest income (expense), net 8,312 ( 90 )

Income before income taxes $ 372,077 $ 234,609

52,218 39,158

Consolidated selling, general and administrative expenses $ 403,962 $ 329,356

EMCOR Group, Inc.

2 unchanged sentences

NOTE 14 - Segment Information (Continued)

For the nine months ended

September 30,

Operating income (loss):

The following tables present other financial information for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands):

For the three months ended

Depreciation and amortization of property, plant, and equipment:

United States electrical construction and facilities services $ 2,305 $ 1,961

5 unchanged sentences

Corporate administration

Impairment loss on long-lived assets — ( 2,350 )

Total operations 956,299 586,560

Net periodic pension income (cost) 670 ( 840 )

Interest income (expense), net 21,959 ( 4,614 )

Income before income taxes $ 978,928 $ 581,106

September 30,

Total depreciation and amortization of property, plant, and equipment $ 15,582 $ 13,337

For the three months ended

Amortization of identifiable intangible assets:

United States electrical construction and facilities services $ 9,480 $ 1,812

United States mechanical construction and facilities services 5,397 3,828

United States building services 5,565 4,976

United States industrial services 5,921 5,635

Total United States operations 26,363 16,251

United Kingdom building services — —

Total amortization of identifiable intangible assets $ 26,363 $ 16,251

For the three months ended

Capital expenditures:

United States electrical construction and facilities services $ 4,622 $ 1,068

United States mechanical construction and facilities services 10,979 7,395

United States building services 3,343 5,048

United States industrial services 3,305 2,998

Total United States operations 22,249 16,509

United Kingdom building services 2,456 1,945

Corporate administration

Total capital expenditures $ 26,131 $ 20,278

EMCOR Group, Inc.

and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

NOTE 14 - Segment Information (Continued)

The following table presents the total assets for each of our reportable segments as of March 31, 2025 and December 31, 2024 (in thousands):

2025 December 31,

7 unchanged sentences

Corporate administration 672,285 1,455,718

Total operations $ 7,321,952 $ 6,609,721

Total assets $ 8,078,872 $ 7,716,473

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements