What changed in this filing

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Item 1. Financial Statements

2024-05-09 compared with 2024-02-08 · 119 added, 143 removed, 329 unchanged (44% of the section changed)

3 unchanged sentences

(In thousands, except per share data)

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

Revenue $ 166,013 $ 186,895 $ 538,714 $ 589,166

Cost of revenue 160,435 182,476 510,688 573,041

Gross profit (loss) 10,589 ( 1,302 ) 22,448 11,706

Gross profit 5,578 4,419 28,026 16,125

Selling, general and administrative expenses 19,948 16,862 52,792 51,218

18 unchanged sentences

(In thousands)

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

Net loss $ ( 14,581 ) $ ( 12,686 ) $ ( 20,599 ) $ ( 52,025 )

9 unchanged sentences

Cash and cash equivalents $ 69,658 $ 54,812

Accounts receivable, less allowances (December 31, 2023—$ 408 and June 30, 2023—$ 1,061 )

Accounts receivable, less allowances (March 31, 2024—$ 428 and June 30, 2023—$ 1,061 )

172,924 145,764

10 unchanged sentences

Other intangible assets, net of accumulated amortization 1,925 3,066

Other assets, non-current 19,711 11,718

Other assets, non-current (Note 2) 28,227 11,718

Total assets $ 440,005 $ 400,504

23 unchanged sentences

60,000,000 shares authorized;

27,888,217 shares issued as of December 31, 2023 and June 30, 2023;

27,300,485 and 27,047,318 shares outstanding as of December 31, 2023 and June 30, 2023, respectively

27,888,217 shares issued as of March 31, 2024 and June 30, 2023;

27,304,734 and 27,047,318 shares outstanding as of March 31, 2024 and June 30, 2023, respectively

Additional paid-in capital 142,634 140,810

1 unchanged sentence

Accumulated other comprehensive loss ( 9,293 ) ( 8,769 )

185,101 191,237

Treasury stock, at cost — 587,732 shares as of December 31, 2023, and 840,899 shares as of June 30, 2023

Treasury stock, at cost — 583,483 shares as of March 31, 2024, and 840,899 shares as of June 30, 2023

( 6,136 ) ( 9,753 )

5 unchanged sentences

(In thousands)

Six Months Ended

2023 December 31,

Nine Months Ended

2024 March 31,

Operating activities:

4 unchanged sentences

Stock-based compensation expense 5,765 5,154

Loss (gain) on sale of property, plant and equipment (Note 3) ( 4,589 ) 42

Gain on sale of property, plant and equipment (Note 3) ( 4,530 ) ( 21 )

Provision for uncollectible accounts ( 33 ) ( 63 )

Other 202 189

Changes in operating assets and liabilities increasing (decreasing) cash:

Accounts receivable ( 19,752 ) ( 28,125 )

Accounts receivable, net of allowance for credit losses ( 43,080 ) ( 9,484 )

Costs and estimated earnings in excess of billings on uncompleted contracts 10,288 ( 8,646 )

4 unchanged sentences

Accrued expenses 7,886 ( 8,143 )

Net cash provided (used) by operating activities 729 ( 17,585 )

Net cash provided by operating activities 25,567 2,403

Investing activities:

1 unchanged sentence

Proceeds from asset sales (Note 3) 5,535 110

Net cash provided (used) by investing activities 1,947 ( 2,812 )

See accompanying notes.

Matrix Service Company

Condensed Consolidated Statements of Cash Flows

(In thousands)

Six Months Ended

2023 December 31,

Net cash used by investing activities ( 154 ) ( 6,102 )

Financing activities:

5 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 243 ) ( 358 )

Net decrease in cash, cash equivalents and restricted cash ( 7,652 ) ( 20,907 )

Net increase (decrease) in cash, cash equivalents and restricted cash 14,846 ( 4,167 )

Cash, cash equivalents and restricted cash, beginning of period 79,812 77,371

15 unchanged sentences

Loss Treasury

Balances, September 30, 2023 $ 279 $ 139,773 $ 55,750 $ ( 9,307 ) $ ( 7,372 ) $ 179,123

Balances, December 31, 2023 $ 279 $ 140,668 $ 52,899 $ ( 8,745 ) $ ( 6,191 ) $ 178,910

Net loss — — ( 14,581 ) — — ( 14,581 )

Other comprehensive income — — — ( 548 ) — ( 548 )

Issuance of restricted stock ( 86,783 shares)

— ( 1,131 ) — — 1,131 —

Treasury shares sold to Employee Stock Purchase Plan ( 4,249 shares)

1 unchanged sentence

Stock-based compensation expense — 1,980 — — — 1,980

Balances, March 31, 2024 $ 279 $ 142,634 $ 38,318 $ ( 9,293 ) $ ( 6,136 ) $ 165,802

Balances, December 31, 2022 $ 279 $ 137,989 $ 71,939 $ ( 8,663 ) $ ( 10,092 ) $ 191,452

Balances, September 30, 2022 $ 279 $ 137,651 $ 104,766 $ ( 9,928 ) $ ( 11,517 ) $ 221,251

Net loss — — ( 12,686 ) — — ( 12,686 )

Other comprehensive income — — — ( 234 ) — ( 234 )

Issuance of restricted stock ( 54,702 shares)

— ( 1,085 ) — — 1,085 —

Treasury shares sold to Employee Stock Purchase Plan ( 10,233 shares)

1 unchanged sentence

Stock-based compensation expense — 1,407 — — — 1,407

Balances, December 31, 2022 $ 279 $ 137,989 $ 71,939 $ ( 8,663 ) $ ( 10,092 ) $ 191,452

Balances, March 31, 2023 $ 279 $ 139,257 $ 59,253 $ ( 8,897 ) $ ( 9,889 ) $ 180,003

Stock Additional

13 unchanged sentences

Stock-based compensation expense — 5,765 — — — 5,765

Balances, December 31, 2023 $ 279 $ 140,668 $ 52,899 $ ( 8,745 ) $ ( 6,191 ) $ 178,910

Balances, March 31, 2024 $ 279 $ 142,634 $ 38,318 $ ( 9,293 ) $ ( 6,136 ) $ 165,802

Balances, June 30, 2022 $ 279 $ 139,854 $ 111,278 $ ( 8,175 ) $ ( 15,530 ) $ 227,706

8 unchanged sentences

Stock-based compensation expense — 5,154 — — — 5,154

Balances, December 31, 2022 $ 279 $ 137,989 $ 71,939 $ ( 8,663 ) $ ( 10,092 ) $ 191,452

Balances, March 31, 2023 $ 279 $ 139,257 $ 59,253 $ ( 8,897 ) $ ( 9,889 ) $ 180,003

Matrix Service Company

7 unchanged sentences

The information furnished reflects all adjustments, consisting of normal recurring adjustments, that are, in the opinion of management, necessary for a fair statement of the results of operations, cash flows and financial position for the interim periods presented.

The accompanying condensed consolidated financial statements should be read in conjunction with the audited financial statements for the year ended June 30, 2023, included in our Annual Report on Form 10-K for the year then ended.

The results of operations for the three and six month periods ended December 31, 2023 may not necessarily be indicative of the results of operations for the full year ending June 30, 2024.

The results of operations for the three and nine month periods ended March 31, 2024 may not necessarily be indicative of the results of operations for the full year ending June 30, 2024.

Significant Accounting Policies

4 unchanged sentences

The update will be effective for annual periods beginning after December 15, 2023 (fiscal 2025).

We are assessing the effect of this update on our consolidated financial statements and related disclosures.

Adoption of this ASU will result in additional disclosure, but will not impact the Company's consolidated financial position, results of operations or cash flows.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

2 unchanged sentences

The update will be effective for annual periods beginning after December 15, 2024 (fiscal 2026).

We are assessing the effect of this update on our consolidated financial statements and related disclosures.

Other accounting pronouncements issued but not effective until after December 31, 2023 are not expected to have a material impact on the Company's consolidated financial position, results of operations, or cash flows.

Adoption of this ASU will result in additional disclosure, but will not impact the Company's consolidated financial position, results of operations or cash flows.

Other accounting pronouncements issued but not effective until after March 31, 2024 are not expected to have a material impact on the Company's consolidated financial position, results of operations, or cash flows.

Note 2 – Revenue

Remaining Performance Obligations

We had $ 749.4 million of remaining performance obligations yet to be satisfied as of December 31, 2023.

We had $ 680.0 million of remaining performance obligations yet to be satisfied as of March 31, 2024.

We expect to recognize $ 431.9 million of our remaining performance obligations as revenue within the next twelve months.

8 unchanged sentences

The following table provides information about CIE and BIE:

Table of Conten t s

2024 June 30,

4 unchanged sentences

The difference between the beginning and ending balances of our CIE and BIE primarily results from the timing of revenue recognized relative to the billings on the associated contract.

The amount of revenue recognized during the six months ended December 31, 2023 that was included in the June 30, 2023 BIE balance was $ 78.3 million.

This revenue consists primarily of work performed during the period on contracts with customers that had advance billings.

Progress billings in accounts receivable at December 31, 2023 and June 30, 2023 included retentions to be collected within one year of $ 14.7 million and $ 16.3 million, respectively.

Contract retentions collectible beyond one year are included in other assets, non-current in the Condensed Consolidated Balance Sheets and totaled $ 17.6 million as of December 31, 2023 and $ 10.0 million as of June 30, 2023.

The amount of revenue recognized during the nine months ended March 31, 2024 that was included in the June 30, 2023 BIE balance was $ 84.7 million.

Progress billings in accounts receivable at March 31, 2024 and June 30, 2023 included retentions to be collected within one year of $ 12.7 million and $ 16.3 million, respectively.

Contract retentions collectible beyond one year are included in other assets, non-current in the Condensed Consolidated Balance Sheets and totaled $ 25.9 million as of March 31, 2024 and $ 10.0 million as of June 30, 2023.

Unpriced Change Orders and Claims

Costs and estimated earnings in excess of billings on uncompleted contracts included revenues for unpriced change orders and claims of $ 11.8 million at December 31, 2023 and $ 9.7 million at June 30, 2023.

Costs and estimated earnings in excess of billings on uncompleted contracts included revenues for unpriced change orders and claims of $ 12.0 million at March 31, 2024 and $ 9.7 million at June 30, 2023.

The amounts ultimately realized may be significantly different than the recorded amounts resulting in a material adjustment to future earnings.

6 unchanged sentences

Geographic Disaggregation:

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

(In thousands)

4 unchanged sentences

Contract Type Disaggregation:

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

(In thousands)

2 unchanged sentences

Total Revenue $ 166,013 $ 186,895 $ 538,714 $ 589,166

Table of Conten t s

Revisions in Estimates

During fiscal 2023, unfavorable changes in the estimated recovery of change orders and increased forecasted costs to complete and closeout certain midstream gas processing construction work in the Process and Industrial Facilities segment resulted in a reduction of gross profit of $ 9.6 million and $ 9.4 million during the three and six months ended December 31, 2022, respectively.

During fiscal 2023, unfavorable changes in the estimated recovery of change orders and increased forecasted costs to complete and closeout certain midstream gas processing construction work in the Process and Industrial Facilities segment resulted in a reduction of gross profit of $ 3.3 million and $ 12.7 million during the three and nine months ended March 31, 2023, respectively.

This was primarily the result of the client not approving adequate compensation to us for the impact that excessive scope changes had on our ability to progress the work according to forecast and for the impacts of global supply chain issues and inflation.

Note 3 – Property, Plant and Equipment

Building Purchase

During the third quarter of fiscal 2024, we purchased a fabrication facility in Bakersfield, California for $ 4.1 million to replace a facility currently being leased by the Company.

Building Disposals

3 unchanged sentences

The facility was previously utilized for our industrial cleaning business, which was sold during the fourth quarter of fiscal 2023.

The Catoosa, Oklahoma facility was closed as it was no longer strategic to the future of the business.

The sale of the Catoosa, Oklahoma facility completed our divestiture and closure of a non-core service offering of the business as part of our strategy to focus the business on core markets.

During the first quarter of fiscal 2024, we sold a previously utilized facility in Burlington, Ontario for $ 2.7 million in net proceeds, which resulted in a gain of $ 2.5 million.

4 unchanged sentences

We concluded that its $ 12.3 million of goodwill was fully impaired and recognized the impairment in operating income during the three and six months ended December 31, 2022.

We did no t record any impairments during the three and six months ended December 31, 2023.

We did not record any impairments during the three and nine months ended March 31, 2024.

Note 5 – Debt

On September 9, 2021 , the Company and our primary U.S.

and Canada operating subsidiaries entered into an asset-based credit agreement, which was amended on October 5, 2022 and December 29, 2023 (as amended, the "ABL Facility"), with Bank of Montreal, as Administrative Agent, Swing Line Lender and a Letter of Credit Issuer, and the lenders named therein.

and Canada operating subsidiaries entered into an asset-based credit agreement, which was amended on May 3, 2024 (as amended, the "ABL Facility"), with Bank of Montreal, as Administrative Agent, Swing Line Lender and a Letter of Credit Issuer, and the lenders named therein.

The maximum amount of loans under the ABL Facility is limited to $ 90.0 million.

6 unchanged sentences

We are required to maintain a minimum of $ 25.0 million of restricted cash at all times, but such amounts are also included in the borrowing base.

The borrowing base is recalculated on a monthly basis and at December 31, 2023, our borrowing base was $ 69.1 million.

During the quarter ended December 31, 2023, the Company repaid all outstanding borrowings under the ABL Facility.

The Company had $ 10.0 million in letters of credit outstanding as of December 31, 2023, which resulted in availability of $ 59.1 million under the ABL Facility.

The borrowing base is recalculated on a monthly basis and at March 31, 2024, our borrowing base was $ 72.3 million.

The Company had $ 7.0 million in letters of credit outstanding as of March 31, 2024, which resulted in availability of $ 65.3 million under the ABL Facility.

Borrowings under the ABL Facility bear interest through maturity at a variable rate based upon, at our option, an annual rate of either a base rate (“Base Rate”), an Adjusted Term Secured Overnight Financing Rate ("Adjusted Term SOFR"), or at the Canadian Prime Rate, plus an applicable margin.

9 unchanged sentences

or Canadian prime rate, and between 2.00 % and 2.50 % for Adjusted Term SOFR borrowings.

Interest is payable either (i) monthly for Base Rate or

Table of Conten t s

Canadian Prime Rate borrowings or (ii) the last day of the interest period for Adjusted Term SOFR borrowings, as set forth in the ABL Facility.

Interest is payable either (i) monthly for Base Rate or Canadian Prime Rate borrowings or (ii) the last day of the interest period for Adjusted Term SOFR borrowings, as set forth in the ABL Facility.

The fee for undrawn amounts is 0.25 % per annum and is due quarterly.

1 unchanged sentence

In the event that our availability is less than the greater of (i) $ 15.0 million and (ii) 15.00 % of the commitments under the ABL Facility then in effect, a consolidated Fixed Charge Coverage Ratio of at least 1.00 to 1.00 must be maintained.

We were in compliance with all covenants of the ABL Facility as of December 31, 2023.

We were in compliance with all covenants of the ABL Facility as of March 31, 2024.

Note 6 – Income Taxes

Effective Tax Rate

Our effective tax rates were zero for each of the three and six months ended December 31, 2023 and 2022.

The effective tax rates during fiscal 2024 were impacted by valuation allowances of $ 1.2 million and $ 1.4 million placed on deferred tax assets during the three and six months ended December 31, 2023, respectively.

The effective tax rates during fiscal 2023 were impacted by valuation allowances of $ 8.4 million and $ 9.8 million placed on deferred tax assets during the three and six months ended December 31, 2022, respectively.

Our effective tax rates were zero for each of the three and nine months ended March 31, 2024.

During the three and nine months ended March 31, 2023, our effective tax rates were 2.8 % and 0.7 %, respectively.

The effective tax rates during fiscal 2024 were impacted by valuation allowances of $ 4.4 million and $ 5.8 million placed on deferred tax assets during the three and nine months ended March 31, 2024, respectively.

The effective tax rates during fiscal 2023 were impacted by valuation allowances of $ 3.6 million and $ 13.3 million placed on deferred tax assets during the three and nine months ended March 31, 2023, respectively.

Valuation Allowance

14 unchanged sentences

In September 2023, a jury returned a verdict in our favor and awarded us the full contract balance.

We received full payment of $ 16.8 million in October 2023.

During fiscal 2023, we completed cost reimbursable construction services for a customer at a mining and minerals facility.

In late fiscal 2023, after numerous attempts to collect outstanding receivables, we filed a notice of default for lack of payment of outstanding balances, and in early fiscal 2024, we filed a lien on the facility.

The customer responded by commencing litigation against us, alleging breach of contract and breach of express warranty.

We deny all claims and filed a countersuit against the customer for failure to pay outstanding amounts of accounts receivable, which totaled $ 5.6 million as of December 31, 2023.

Litigation is unpredictable, however, based on the terms of the contract with this customer, we believe we are entitled to collect the full amount owed under the contract.

Table of Conten t s

We received full payment of $ 16.8 million in the second quarter of fiscal 2024.

During fiscal 2022, we filed an arbitration demand in an effort to collect outstanding balances of $ 32.7 million from a customer for which we completed a crude oil storage terminal project.

2 unchanged sentences

Our hearing for this matter is currently scheduled for October 2024.

We believe we have set appropriate reserves for the matters described above based on our evaluation of the possible outcomes of the litigation.

During fiscal 2023, we completed cost reimbursable construction services for a customer at a mining and minerals facility.

The customer responded by commencing litigation against us, alleging breach of contract and breach of express warranty.

We deny all claims and filed a countersuit against the customer for failure to pay outstanding amounts of accounts receivable, which totaled $ 5.6 million as of March 31, 2024.

Our trial for this matter is currently scheduled for January 2025.

Litigation is unpredictable;

however, we believe we have set appropriate reserves based on our evaluation of the possible outcomes of the litigation.

We and our subsidiaries are participants in various other legal actions.

5 unchanged sentences

The computation of basic and diluted earnings per share is as follows:

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

(In thousands, except per share data)

5 unchanged sentences

Diluted loss per share $ ( 0.53 ) $ ( 0.47 ) $ ( 0.75 ) $ ( 1.93 )

The following securities ar e considered antidilutive and have been excluded from the calculation of Diluted EPS:

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

The following securities are considered antidilutive and have been excluded from the calculation of Diluted EPS:

Three Months Ended Nine Months Ended

2024 March 31,

2023 March 31,

2024 March 31,

(In thousands)

Nonvested restricted stock shares 1,056 133 868 81

Table of Conten t s

Note 9 – Segment Information

13 unchanged sentences

primarily consists of plant maintenance, repair, and turnarounds in the downstream and midstream markets for energy clients including refining and processing of crude oil, fractionating, and marketing of natural gas and natural gas liquids.

We also perform engineering, procurement, fabrication, and construction for refinery upgrades and retrofits for renewable fuels.

We also perform engineering, procurement, fabrication, and construction for refinery upgrades and retrofits for renewable fuels, including hydrogen processing, production, loading and distribution facilities.

We also construct thermal vacuum test chambers for aerospace and defense industries and other infrastructure for industries including petrochemical, sulfur, mining and minerals primarily in the extraction of non-ferrous metals, cement, agriculture, wastewater treatment facilities and other industrial customers.

4 unchanged sentences

Segment assets consist primarily of accounts receivable, costs and estimated earnings in excess of billings on uncompleted contracts, property, plant and equipment, right-of-use lease assets, goodwill and other intangible assets.

Table of Conten t s

Matrix Service Company

Notes to Condensed Consolidated Financial Statements

Results of Operations

Operating Segment Information - The following tables set forth certain selected financial information for our operating segments for the periods indicated:

(In thousands)

Three Months Ended Six Months Ended

2023 December 31,

2022 December 31,

2023 December 31,

Gross revenue

Storage and Terminal Solutions $ 63,074 $ 63,130 $ 154,053 $ 140,420

Utility and Power Infrastructure 40,144 50,589 72,539 95,459

Process and Industrial Facilities 71,526 80,789 146,664 167,526

Corporate 1,233 — 1,233 —

Total gross revenue $ 175,977 $ 194,508 $ 374,489 $ 403,405

Inter-segment revenue

Storage and Terminal Solutions $ 714 $ 614 $ 1,549 $ 971

Utility and Power Infrastructure — 54 — 54

Process and Industrial Facilities 221 — 239 109

Corporate — — — —

Total inter-segment revenue $ 935 $ 668 $ 1,788 $ 1,134

Consolidated revenue

Storage and Terminal Solutions $ 62,360 $ 62,516 $ 152,504 $ 139,449

Utility and Power Infrastructure 40,144 50,535 72,539 95,405

Process and Industrial Facilities 71,305 80,789 146,425 167,417

Corporate 1,233 — 1,233 —

Total consolidated revenue $ 175,042 $ 193,840 $ 372,701 $ 402,271

Storage and Terminal Solutions Utility and Power Infrastructure Process and Industrial Facilities Corporate Total

Three Months Ended March 31, 2024

Total revenue (1)

$ 54,304 $ 46,120 $ 65,589 $ — $ 166,013

Cost of revenue ( 51,991 ) ( 44,711 ) ( 63,822 ) 89 ( 160,435 )

Gross profit 2,313 1,409 1,767 89 5,578

Selling, general and administrative expenses 5,395 2,733 2,590 9,230 19,948

Operating loss $ ( 3,082 ) $ ( 1,324 ) $ ( 823 ) $ ( 9,141 ) $ ( 14,370 )

(1) Total revenues are net of inter-segment revenues which are primarily Storage and Terminal Solutions and were $1.3 million for the three months ended March 31, 2024.

Storage and Terminal Solutions Utility and Power Infrastructure Process and Industrial Facilities Corporate Total

Three Months Ended March 31, 2023

Total revenue (1)

$ 52,165 $ 35,024 $ 99,706 $ — $ 186,895

Cost of revenue ( 52,975 ) ( 32,234 ) ( 96,546 ) ( 721 ) ( 182,476 )

Gross profit (loss) ( 810 ) 2,790 3,160 ( 721 ) 4,419

Storage and Terminal Solutions $ 1,838 $ 1,648 $ 6,790 $ 9,213

Utility and Power Infrastructure 1,415 2,426 5,111 4,139

Process and Industrial Facilities 6,671 ( 5,131 ) 11,749 ( 801 )

Corporate 665 ( 245 ) ( 1,202 ) ( 845 )

Total gross profit $ 10,589 $ ( 1,302 ) $ 22,448 $ 11,706

Selling, general and administrative expenses 5,735 1,869 3,556 5,702 16,862

Storage and Terminal Solutions $ 4,338 $ 5,450 $ 8,967 $ 9,608

Utility and Power Infrastructure 1,978 1,787 3,526 3,525

Process and Industrial Facilities 2,206 3,682 5,293 7,752

Corporate 7,209 6,626 15,058 13,471

Total selling, general and administrative expenses $ 15,731 $ 17,545 $ 32,844 $ 34,356

Goodwill impairment & restructuring costs

Storage and Terminal Solutions $ — $ 383 $ — $ 906

Utility and Power Infrastructure — — — 37

Process and Industrial Facilities — 12,698 — 13,012

Corporate — 513 — 926

Total goodwill impairment & restructuring costs $ — $ 13,594 $ — $ 14,881

Restructuring costs 79 — 106 131 316

Operating income (loss) $ ( 6,624 ) $ 921 $ ( 502 ) $ ( 6,554 ) $ ( 12,759 )

Storage and Terminal Solutions $ ( 2,500 ) $ ( 4,185 ) $ ( 2,177 ) $ ( 1,301 )

Utility and Power Infrastructure ( 563 ) 639 1,585 577

Process and Industrial Facilities 4,465 ( 21,511 ) 6,456 ( 21,565 )

Corporate ( 6,544 ) ( 7,384 ) ( 16,260 ) ( 15,242 )

Total operating loss $ ( 5,142 ) $ ( 32,441 ) $ ( 10,396 ) $ ( 37,531 )

Table of Conten t s

Total assets by segment were as follows (in thousands):

2023 June 30,

(1) Total revenues are net of inter-segment revenues which are primarily Storage and Terminal Solutions and were $1.7 million for the three months ended March 31, 2023.

Storage and Terminal Solutions Utility and Power Infrastructure Process and Industrial Facilities Corporate Total

Nine Months Ended March 31, 2024

Total revenue (1)

$ 206,808 $ 118,659 $ 212,014 $ 1,233 $ 538,714

Cost of revenue ( 197,704 ) ( 112,139 ) ( 198,498 ) ( 2,347 ) ( 510,688 )

Gross profit (loss) 9,104 6,520 13,516 ( 1,114 ) 28,026

Selling, general and administrative expenses 14,362 6,259 7,884 24,287 52,792

Operating income (loss) $ ( 5,258 ) $ 261 $ 5,632 $ ( 25,401 ) $ ( 24,766 )

(1) Total revenues are net of inter-segment revenues which are primarily Storage and Terminal Solutions and were $3.1 million for the nine months ended March 31, 2024.

Storage and Terminal Solutions Utility and Power Infrastructure Process and Industrial Facilities Corporate Total

Nine Months Ended March 31, 2023

Total revenue (1)

$ 191,614 $ 130,429 $ 267,123 $ — $ 589,166

Cost of revenue ( 183,211 ) ( 123,500 ) ( 264,764 ) ( 1,566 ) ( 573,041 )

Gross profit (loss) 8,403 6,929 2,359 ( 1,566 ) 16,125

Selling, general and administrative expenses 15,342 5,394 11,308 19,174 51,218

Goodwill impairment — — 12,316 — 12,316

Restructuring costs 984 37 803 1,057 2,881

Operating income (loss) $ ( 7,923 ) $ 1,498 $ ( 22,068 ) $ ( 21,797 ) $ ( 50,290 )

(1) Total revenues are net of inter-segment revenues which are primarily Storage and Terminal Solutions and were $2.8 million for the nine months ended March 31, 2023.

Total assets by segment

March 31, 2024 June 30, 2023

Storage and Terminal Solutions $ 142,168 $ 139,333

3 unchanged sentences

Total Segment Assets $ 440,005 $ 400,504

Table of Conten t s

Note 10 – Restructuring Costs

3 unchanged sentences

In fiscal 2022, we commenced a second phase of our plan to focus on centralization of support functions, including business development, accounting, human resources, procurement and project services into shared service centers.

During the three and six months ended December 31, 2022, we incurred restructuring costs of $ 1.3 million and $ 2.6 million, respectively.

During the three and nine months ended March 31, 2023, we incurred restructuring costs of $ 0.3 million and $ 2.9 million, respectively.

The restructuring costs were primarily related to severance and other personnel-related costs in connection with the second phase of our plan as well as the closure of an underperforming operating location.

Our restructuring efforts were substantially complete as of June 30, 2023.

No restructuring costs were incurred during the three and nine months ended March 31, 2024.

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