What changed in this filing

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Item 1. Financial Statements

2024-08-12 compared with 2024-05-08 · 124 added, 138 removed, 503 unchanged (34% of the section changed)

17 unchanged sentences

Total property and equipment, net

Right-of-use assets-operating lease

Right-of-use assets-operating leases

Intangible assets, net

7 unchanged sentences

Contract liabilities

Income tax payable

Total current liabilities

4 unchanged sentences

Shareholders’ equity

Common stock, $ .0001 par value Authorized 50,000,000 shares, 17,896,016 issued and 16,577,586 outstanding at March 31, 2024 and 17,885,615 issued and 16,567,185 outstanding at September 30, 2023

Treasury stock, 1,318,430 shares at March 31, 2024 and September 30, 2023

Common stock, $ .0001 par value Authorized 50,000,000 shares, 17,896,016 issued and 16,570,685 outstanding at June 30, 2024 and 17,885,615 issued and 16,567,185 outstanding at September 30, 2023

Treasury stock, 1,325,331 shares at June 30, 2024 and 1,318,430 shares at September 30, 2023

Additional paid in capital

9 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of revenues

Selling and administrative expenses

(Loss) income from operations

( 1,082,397 )

( 1,987,094 )

( 1,316,970 )

Income from operations

Other income (expense)

1 unchanged sentence

Other nonoperating expense

Income from lawsuit judgement

Interest expense

3 unchanged sentences

( 1,830,118 )

(Loss) income before income taxes

( 1,481,880 )

( 2,523,760 )

( 2,464,998 )

Income tax (benefit) expense

Net (loss) income

( 1,108,828 )

( 1,873,600 )

( 1,735,226 )

Income before income taxes

Income tax expense

Weighted average shares outstanding-basic

Weighted average shares-diluted

(Loss) earnings per share-basic

(Loss) earnings per share-diluted

Earnings per share-basic

Earnings per share-diluted

The Accompanying Notes are an Integral Part of These Financial Statements

1 unchanged sentence

Consolidated Statements of Cash Flows

Six Months Ended

Nine Months Ended

Cash flows from operating activities:

Net income (loss)

( 1,735,226 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

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

Accreted interest on PPP loans

5 unchanged sentences

Vested restricted stock award compensation expense

Decrease in accounts receivable

Decrease (increase) in accounts receivable

( 9,369,616 )

Increase in retainage receivable

2 unchanged sentences

Increase in other receivables

Decrease in contract assets

(Increase) decrease in prepaid expenses and other

(Increase) decrease in contract assets

( 5,090,894 )

(Increase) decrease in prepaid expenses and other

Decrease in accounts payable

1 unchanged sentence

( 1,480,418 )

Decrease in accrued expenses and other current liabilities

( 2,237,438 )

( 3,010,776 )

(Decrease) increase in contract liabilities

( 1,434,485 )

Increase (decrease) in accrued expenses and other current liabilities

Increase in contract liabilities

Net cash provided by operating activities

18 unchanged sentences

( 15,747,423 )

( 2,306,851 )

(Decrease) increase in cash and cash equivalents

11 unchanged sentences

Consolidated Statements of Changes in Shareholders’ Equity

For the three and six months ended March 31, 2024 and 2023

For the three and nine months ended June 30, 2024 and 2023

Additional Paid

10 unchanged sentences

( 25,762,077 )

Treasury stock purchased by company

Balance at June 30, 2024

( 8,248,450 )

Additional Paid

10 unchanged sentences

( 34,838,059 )

Treasury stock purchased by company

Balance at June 30, 2023

( 31,422,513 )

The Accompanying Notes are an Integral Part of These Financial Statements

44 unchanged sentences

The financial statements reflect all adjustments (consisting primarily of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the Company’s financial position and results of operations.

The operating results for the three and six months ended March 31, 2024 and 2023 are not necessarily indicative of the results to be expected for the full year or any other interim period.

The operating results for the three and nine months ended June 30, 2024 and 2023 are not necessarily indicative of the results to be expected for the full year or any other interim period.

Principles of Consolidation

10 unchanged sentences

Please refer to Note 2 “ Summary of Significant Accounting Policies ” of the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended September 30, 2023, for a more detailed discussion of our significant accounting policies.

There were no material changes to these significant accounting policies during the three and six months ended March 31, 2024.

There were no material changes to these significant accounting policies during the three and nine months ended June 30, 2024.

ACCOUNTING FOR PAYCHECK PROTECTION PROGRAM LOANS

14 unchanged sentences

During July 2023, management received notification from the SBA that two additional forgiveness applications related to the PPP Loans were under review.

As part of the review, the SBA requested information regarding the ability of the Company’s affiliates

to meet SBA size standards and/or PPP corporate maximum limits.

As part of the review, the SBA requested information regarding the ability of the Company’s affiliates to meet SBA size standards and/or PPP corporate maximum limits.

The requested information was subsequently provided to the SBA through the Lender.

35 unchanged sentences

Our contract liabilities consist of provisions for losses and billings in excess of costs and estimated earnings.

Provisions for losses, if incurred, are recognized in the consolidated statements of income at the uncompleted performance obligation level for the amount of total estimated losses in the period that evidence indicates that the estimated total cost of a performance obligation exceeds

its estimated total revenue.

Billings in excess of costs and estimated earnings are billings to customers on contracts in advance of work performed, including advance payments negotiated as a contract condition.

5 unchanged sentences

Lump Sum, Unit Price, Cost Plus and Time and Materials (“T&M”).

The following tables present our disaggregated revenue for the three and six months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024

The following tables present our disaggregated revenue for the three and nine months ended June 30, 2024 and 2023:

Three Months Ended June 30, 2024

Gas & Petroleum

9 unchanged sentences

Total revenue from contracts

Six Months Ended March 31, 2024

Nine Months Ended June 30, 2024

Gas & Petroleum

9 unchanged sentences

Total revenue from contracts

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Gas & Petroleum

9 unchanged sentences

Total revenue from contracts

Six Months Ended March 31, 2023

Nine Months Ended June 30, 2023

Gas & Petroleum

16 unchanged sentences

The timing of billings to customers may generate contract assets or contract liabilities.

During the three and six months ended March 31, 2024, we recognized revenue of $ 4.1 million and $ 17.6 million, respectively, that was included in the contract liability balance at September 30, 2023.

During the three and nine months ended June 30, 2024, we recognized revenue of $ 0.6 million and $ 16.0 million, respectively, that was included in the contract liability balance at September 30, 2023.

Accounts receivable-trade, net of allowance for doubtful accounts, contract assets and contract liabilities consisted of the following:

March 31, 2024

June 30, 2024

September 30, 2023

3 unchanged sentences

Cost and estimated earnings in excess of billings

( 1,306,839 )

Contract liabilities

Billings in excess of cost and estimated earnings

( 1,434,485 )

PERFORMANCE OBLIGATIONS

For the three and six months ended March 31, 2024, there was no significant revenue recognized as a result of changes in contract transaction price related to performance obligations that were satisfied prior to September 30, 2023.

For the three and nine months ended June 30, 2024, there was no significant revenue recognized as a result of changes in contract transaction price related to performance obligations that were satisfied prior to September 30, 2023.

Changes in contract transaction price can result from items such as executed or estimated change orders, and unresolved contract modifications and claims.

At March 31, 2024, the Company had $ 145.3 million in remaining unsatisfied performance obligations, in which revenue is expected to be recognized over the next twelve months.

At June 30, 2024, the Company had $ 182.9 million in remaining unsatisfied performance obligations, in which revenue is expected to be recognized over the next twelve months.

UNCOMPLETED CONTRACTS

Costs, estimated earnings, and billings on uncompleted contracts as of March 31, 2024 and September 30, 2023, are summarized as follows:

March 31, 2024

Costs, estimated earnings, and billings on uncompleted contracts as of June 30, 2024 and September 30, 2023, are summarized as follows:

June 30, 2024

September 30, 2023

3 unchanged sentences

( 1,787,781 )

Costs and estimated earnings in excess of billed on uncompleted contracts

1 unchanged sentence

( 1,787,781 )

The Company’s unaudited backlog at March 31, 2024 and September 30, 2023 was $ 222.8 million and $ 229.8 million, respectively.

The Company’s unaudited backlog at June 30, 2024 and September 30, 2023 was $ 250.9 million and $ 229.8 million, respectively.

FAIR VALUE MEASUREMENTS

The fair value measurement guidance of the Financial Accounting Standards Board (“FASB”) ASC defines fair value, establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States of America (“U.S.

The fair value measurement guidance of the Financial Accounting Standards Board (“FASB”) ASC 820, Fair Measurement defines fair value, establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) and specifies disclosures about fair value measurements.

10 unchanged sentences

The fair value of the Company’s long term fixed-rate debt was estimated using a discounted cash flow analysis and a yield rate that was estimated based on the borrowing rates currently available to the Company for bank loans with similar terms and maturities.

The fair value of the aggregate principal amount of the Company’s fixed-rate debt of $ 31.5 million at March 31, 2024 was $ 30.1 million.

The fair value of the aggregate principal amount of the Company’s fixed-rate debt of $ 30.6 million at June 30, 2024 was $ 29.2 million.

The fair value of the aggregate principal amount of the Company’s fixed-rate debt of $ 33.8 million at September 30, 2023 was $ 32.1 million.

1 unchanged sentence

EARNINGS PER SHARE

The amounts used to compute the earnings per share for the three and six months ended March 31, 2024 and 2023 are summarized below.

March 31, 2024

March 31, 2023

March 31, 2024

March 31, 2023

Net (loss) income

( 1,108,828 )

( 1,873,600 )

( 1,735,226 )

The amounts used to compute the earnings per share for the three and nine months ended June 30, 2024 and 2023 are summarized below.

Three Months Ended

Nine Months Ended

June 30, 2024

June 30, 2023

June 30, 2024

June 30, 2023

Weighted average shares outstanding-basic

Weighted average shares outstanding-diluted

(Loss) earnings per share available to common shareholders

(Loss) earnings per share available to common shareholders-diluted

Earnings per share available to common shareholders

Earnings per share available to common shareholders-diluted

The components of income taxes are as follows:

Three Months Ended

Six Months Ended

March 31, 2024

March 31, 2023

March 31, 2024

March 31, 2023

Nine Months Ended

June 30, 2024

June 30, 2023

June 30, 2024

June 30, 2023

Total income tax expense (benefit)

2 unchanged sentences

The Company’s provision for income taxes is computed by applying a federal rate of 21.0 % and a state rate of 6.0 % to taxable income or loss after consideration of non-taxable and non-deductible items.

The effective income tax rate for the three and six months ended March 31, 2024 was ( 25.2 )% and 42.3 %, respectively, as compared to ( 25.8 )% and ( 29.6 )%, respectively, for the same period in 2023.

The effective income tax rate for the three and nine months ended June 30, 2024 was 25.6 % and 30.5 %, respectively, as compared to 26.7 % and 31.4 %, respectively, for the same period in 2023.

Effective income tax rates are estimates and may vary from period to period due to changes in the amount of taxable income and non-deductible expenses.

1 unchanged sentence

The income tax effects of temporary differences giving rise to the deferred tax assets and liabilities are as follows:

March 31, 2024

June 30, 2024

September 30, 2023

9 unchanged sentences

A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.

The Company had $ 186,000 and $ 3.0 million of federal net operating loss carryforwards at March 31, 2024 and September 30, 2023, respectively.

The Company expects to exhaust the federal net operating loss carryforwards in the fiscal year ending September 30, 2025.

The Company had state net operating loss carryforwards at March 31, 2024 and September 30, 2023, respectively that begin to expire in 2025, that were not significant.

The Company had $ 0 and $ 3.0 million of federal net operating loss carryforwards at June 30, 2024 and September 30, 2023, respectively.

The Company had state net operating loss carryforwards at June 30, 2024 and September 30, 2023, respectively that begin to expire in 2025, that were not significant.

The Company does not believe that it has any unrecognized tax benefits included in its consolidated financial statements that require recognition.

3 unchanged sentences

Operating Line of Credit

On July 13, 2022, the Company received a one-year extension on its $ 15.0 million operating line of credit effective June 28, 2022.

On January 19, 2023, the Company received an amendment to its $ 15.0 million operating line of credit which increased the line of credit to $ 30.0 million with a maturity date of June 28, 2023.

The interest rate on the line of credit is the “ Wall Street Journal ” Prime Rate (the index) with a floor of 4.99 %.

On January 19, 2023, the Company received an amendment to the agreement which increased the line of credit to $ 30.0 million with a maturity date of June 28, 2023.

On June 1, 2023, the agreement was renewed through June 28, 2024.

The Company is working with its lender and expects the operating line of credit to be extended in the Company’s fourth quarter of fiscal year 2024.

The line of credit is limited to a borrowing base calculation as summarized below:

March 31, 2024

June 30, 2024

September 30, 2023

13 unchanged sentences

The Company’s lender has agreed to omit the effect of the PPP loan restatement from the Company’s covenant compliance calculations while a final decision on PPP loan forgiveness remains in question.

Thus, the Company was in compliance with all covenants at March 31, 2024.

Thus, the Company was in compliance with all covenants at June 30, 2024.

The Company projects to meet all covenant requirements for the next twelve months.

3 unchanged sentences

The Company made a down payment in January 2023 and financed the remaining premium amount over eleven monthly payments.

At March 31, 2024 and September 30, 2023, the remaining balance of the insurance premiums was $ 0 and $ 950,000 , respectively.

For the calendar year beginning January 1, 2024, the Company’s insurance company is accepting quarterly payments on certain insurance policies and the Company has prepaid the balance of the remaining policies as of March 31, 2024.

The Company has no insurance premiums financed as of March 31, 2024.

At June 30, 2024 and September 30, 2023, the remaining balance of the insurance premiums was $ 0 and $ 950,000 , respectively.

The Company has no insurance premiums financed as of June 30, 2024.

Paycheck Protection Program Loans

20 unchanged sentences

Any penalties in addition to the potential repayment of the PPP Loans could negatively impact the Company’s business, financial condition and results of operations and prospects.

A summary of short-term and long-term debt as of March 31, 2024 and September 30, 2023 is as follows:

March 31, 2024

A summary of short-term and long-term debt as of June 30, 2024 and September 30, 2023 is as follows:

June 30, 2024

September 30, 2023

Line of credit payable to bank, monthly interest with variable rate of 8.5 % at March 31, 2024, final payment due by June 28, 2024, guaranteed by certain directors of the Company.

Note payable to bank, due in monthly installments totaling $ 202,000 , including fixed interest at 7.25 %, final payment due June 2028, secured by equipment, guaranteed by certain directors of the Company.

Line of credit payable to bank, monthly interest at 8.5 %, final payment due by June 28, 2024, guaranteed by certain directors of the Company.

Equipment line of credit with a total of $ 9.3 million and $ 8.5 million of $ 9.3 million available borrowed at June 30, 2024 and September 30, 2023, respectively, fixed interest at 7.25 % of outstanding balance due in monthly installments between June 1, 2023 and December 1, 2023.

Payments of $ 202,809 due in monthly installments, including fixed interest at 7.25 % , beginning January 2024 with final payment due February 2028, secured by equipment, guaranteed by certain directors of the Company.

Paycheck Protection Program loans from Small Business Administration, 1.0 % simple interest, initially forgiven in the fiscal year ended September 30, 2021.

Final forgiveness decision has not been determined.

Term note payable to United Bank, WV Pipeline acquisition, due in monthly installments of $ 64,853 with fixed interest at 4.25 %, final payment due by March 25, 2026, secured by receivables and equipment, guaranteed by certain directors of the Company.

Notes payable to finance companies, due in monthly installments totaling $ 76,600 at March 31, 2024 and $ 50,000 at September 30, 2023, including interest ranging from 0.00 % to 6.0 %, final payments due April 2024 through August 2026, secured by equipment.

Term note payable to United Bank, WV Pipeline acquisition, due in monthly installments of $ 64,853 interest at 4.25 %, final payment due by March 25, 2026, secured by receivables and equipment, guaranteed by certain directors of the Company.

Notes payable to finance companies, due in monthly installments totaling $ 77,000 at June 30, 2024 and $ 50,000 at September 30, 2023, including interest ranging from 0.00 % to 6.0 %, final payments due July 2024 through August 2026, secured by equipment.

Note payable to finance company for insurance premiums financed, due in monthly installments totaling $ 327,000 in calendar year 2023 and $ 282,000 in calendar year 2022, including interest rate at 6.70 %, final payment due December 2023.

Notes payable to bank, due in monthly installments totaling $ 7,848 , including interest at 4.82 % , final payment due November 2034 secured by building and property.

Notes payable to bank, due in monthly installments totaling $ 12,580 , including variable interest of 9.5 % at March 31, 2024, final payment due November 2025 secured by building and property, guaranteed by certain directors of the Company.

Notes payable to bank, due in monthly installments totaling $ 12,580 , including interest at 9.5 %, final payment due November 2025 secured by building and property, guaranteed by certain directors of the Company.

Notes payable to bank, due in monthly installments totaling $ 59,932 , including fixed interest at 6.0 %, final payment due October 2027 secured by receivables and equipment, guaranteed by certain directors of the Company.

Notes payable to David Bolton and Daniel Bolton, due in annual installments totaling $ 500,000 , including fixed interest at 3.25 %, final payment due December 31, 2026, unsecured.

Notes payable to bank, due in monthly installments totaling $ 68,150 , including variable interest of 9.5 % at March 31, 2024, with final payment due September 2026, secured by equipment, guaranteed by certain directors of the Company.

Term note payable to United Bank, Tri-State Paving acquisition, due in monthly installments of $ 129,910 , fixed interest at 4.50 %, final payment due by June 1, 2027, secured by receivables and equipment, guaranteed by certain directors of the Company.

Notes payable to Corns Enterprises, $ 1,000,000 with fair value of $ 936,000 , due in annual installments totaling $ 250,000 , including fixed interest at 3.50 %, final payment due April 29, 2026, unsecured.

Notes payable to David Bolton and Daniel Bolton, due in annual installments totaling $ 500,000 , including interest at 3.25 %, final payment due December 31, 2026, unsecured.

Notes payable to bank, interest at 4.25 % of outstanding balance due in monthly installments between January 2021 and January 2022 with note payments beginning February 2022.

Payments due in monthly installments totaling $ 68,150 , including interest at 9.5 % , final payment due January 2026, secured by equipment, guaranteed by certain directors of the Company.

Term note payable to United Bank, Tri-State Paving acquisition, due in monthly installments of $ 129,910 , including interest at 4.50 %, final payment due by June 1, 2027, secured by receivables and equipment, guaranteed by certain directors of the Company.

Notes payable to Corns Enterprises, $ 1,000,000 with fair value of $ 936,000 , due in annual installments totaling $ 250,000 , including interest at 3.50 %, final payment due April 29, 2026, unsecured.

Less current maturities

4 unchanged sentences

If a company fails this test or decides to bypass this step, it must proceed with a quantitative assessment of goodwill impairment.

The Company did no t have a goodwill impairment at March 31, 2024 or September 30, 2023.

A table of the Company’s goodwill is below:

March 31, 2024

The Company did no t have a goodwill impairment at June 30, 2024 or September 30, 2023.

A table of the Company’s goodwill as of and for the nine months ended June 30, 2024 and as of and for the twelve months ended September 30, 2023 is below:

June 30, 2024

September 30, 2023

15 unchanged sentences

September 30,

Ended March 31,

Ended June 30,

at September 30,

8 unchanged sentences

Total intangible assets

The amortization on identifiable intangible assets for the three months ended March 31, 2024 and 2023 was $ 108,142 and $ 132,621 , respectively.

The amortization on identifiable intangible assets for the six months ended March 31, 2024 and 2023 was $ 216,284 and $ 265,401 , respectively.

The amortization on identifiable intangible assets for the three months ended June 30, 2024 and 2023 was $ 108,142 and $ 135,820 , respectively.

The amortization on identifiable intangible assets for the nine months ended June 30, 2024 and 2023 was $ 324,426 and $ 401,221 , respectively.

Amortization expense associated with the identifiable intangible assets is expected to be as follows:

Amortization Expense

April 2024 to March 2025

April 2025 to March 2026

April 2026 to March 2027

April 2027 to March 2028

April 2028 to March 2029

July 2024 to June 2025

July 2025 to June 2026

July 2026 to June 2027

July 2027 to June 2028

July 2028 to June 2029

LEASE OBLIGATIONS

2 unchanged sentences

The Company has only committed to a one-year renewal and is evaluating the intent to renew for additional periods.

The Company had two lease agreements for construction equipment with a combined amount of $ 160,000 that were paid in full as of March 31, 2024.

The leases had a term of twenty-two months with a stated interest rate of 0 %, combined monthly installment

payments of $ 6,645 and were cancellable at any time without penalty.

The Company exercised the right to purchase the equipment at the expiration of the leases by applying the two-month deposit paid.

The Company had two lease agreements for construction equipment with a combined amount of $ 160,000 that were paid in full as of June 30, 2024.

The leases had a term of twenty-two months with a stated interest rate of 0 %, combined monthly installment payments of $ 6,645 and were cancellable at any time without penalty.

The Company exercised the right to purchase the equipment at

the expiration of the leases by applying the two-month deposit paid.

The related assets and finance lease obligations associated with these lease agreements had been included in the consolidated balance sheets within property, plant and equipment and long-term debt.

The Company has two right-of-use operating leases acquired on April 29, 2022, as part of the Tri-State Paving, LLC transaction.

The first operating lease, for the Hurricane, West Virginia facility, had a net present value of $ 236,000 at inception, and a carrying value of $ 86,000 at March 31, 2024.

The second operating lease, for the Chattanooga, Tennessee facility, had a net present value of $ 144,000 at inception, and a carrying value of $ 24,000 at March 31, 2024.

The first operating lease, for the Hurricane, West Virginia facility, had a net present value of $ 236,000 at inception, and a carrying value of $ 69,000 at June 30, 2024.

The second operating lease, for the Chattanooga, Tennessee facility, had a net present value of $ 144,000 at inception, and a carrying value of $ 6,000 at June 30, 2024.

The 4.5 % interest rate on the operating leases is based on the Company’s incremental borrowing rate at inception.

2 unchanged sentences

This lease agreement was initially for thirty-one vehicles with a net present value of $ 1.2 million.

The Company had seventy-one vehicles on lease at March 31, 2024.

The right-of-use operating lease has a carrying value of $ 2.4 million at March 31, 2024.

The Company had seventy-one vehicles on lease at June 30, 2024.

The right-of-use operating lease has a carrying value of $ 2.2 million at June 30, 2024.

Each vehicle leased under the master lease program has its own implicit rate ranging from 12.8 % to 15.6 %.

The Company has a right-of-use operating lease with RICA Developers, LLC acquired on August 12, 2022 and renewed for one year effective October 1, 2023.

This lease, for the Bridgeport, West Virginia facility, had a net present value of $ 125,000 at inception and a carrying value of $ 64,000 at March 31, 2024.

This lease, for the Bridgeport, West Virginia facility, had a net present value of $ 125,000 at inception and a carrying value of $ 21,000 at June 30, 2024.

The 8.5 % interest rate on the operating lease was based on the Company’s incremental borrowing rate at renewal.

The Company has a right-of-use operating lease acquired on March 28, 2023.

This lease, for the Winchester, Kentucky facility, had a net present value of $ 290,000 at inception and a carrying value of $ 209,000 at March 31, 2024.

This lease, for the Winchester, Kentucky facility, had a net present value of $ 290,000 at inception and a carrying value of $ 169,000 at June 30, 2024.

The 7.75 % interest rate on the operating lease is based on the Company’s incremental borrowing rate at inception.

Schedules related to the Company’s operating leases at March 31, 2024 can be found below:

The Company rents equipment for use on construction projects with rental agreements being week to week or month to month.

Rental expense can vary by reporting period due to equipment requirements on construction projects and the availability of Company owned equipment.

Rental expense, which is included in cost of goods sold on the consolidated statements of income, was $ 3.3 million and $ 2.5 million, respectively, for the three months ended June 30, 2024 and 2023.

Rental expenses were $ 12.0 million and $ 6.8 million, respectively, for the nine months ended June 30, 2024 and 2023.

Schedules related to the Company’s operating leases at June 30, 2024 can be found below:

Operating Lease-Weighted Average Remaining Term

8 unchanged sentences

Operating Lease Maturity Schedule

April 2024 to March 2025

April 2025 to March 2026

April 2026 to March 2027

April 2027 to March 2028

July 2024 to June 2025

July 2025 to June 2026

July 2026 to June 2027

July 2027 to June 2028

Less amounts representing interest

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

Nine Months Ended

Operating Lease Expense

13 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Three Months Ended

Six Months Ended

Nine Months Ended

Cash Paid for Operating Leases

4 unchanged sentences

Operating lease 5

The Company rents equipment for use on construction projects with rental agreements being week to week or month to month.

Rental expense can vary by reporting period due to equipment requirements on construction projects and the availability of Company owned equipment.

Rental expense, which is included in cost of goods sold on the consolidated statements of income, was $ 3.3 million and $ 1.5 million, respectively, for the three months ended March 31, 2024 and 2023.

Rental expense was $ 8.7 million and $ 4.2 million, respectively, for the six months ended March 31, 2024 and 2023.

SUBSEQUENT EVENTS

On April 17, 2024, the United States Court of Appeals for the Third Circuit (the “Court”) affirmed the decision of the United States District Court for the Western District of Pennsylvania in a lawsuit filed by the Company against a former customer (“Defendant”) related to a dispute over work performed on a pipeline contract.

On May 1, 2024, the Defendant filed a Petition for Rehearing or Rehearing En Banc with the Court.

Please see Litigation on page 31 for further details.

On July 11, 2024, the Company’s Nitro subsidiary completed the acquisition of substantially all the physical assets of Heritage Painting, LLC, a West Virginia corporation located in Poca, West Virginia for $ 300,000 cash.

Management has evaluated all subsequent events for accounting and disclosure.

1 unchanged sentence

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