What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-05-01 compared with 2023-10-25 · 103 added, 160 removed, 493 unchanged (35% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data) September 30,

(in thousands, except share and per share data) March 31,

2024 December 31,

41 unchanged sentences

4,000,000 authorized shares;

none issued and outstanding at September 30, 2023 and December 31, 2022

none issued and outstanding at March 31, 2024 and December 31, 2023

Common stock—$ 0.01 par value per share;

100,000,000 authorized shares;

16,709,534 and 16,563,767 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively

16,761,942 and 16,684,492 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively

Additional paid-in capital 158,791 162,386

7 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in thousands, except per share data) 2024 2023

9 unchanged sentences

Interest expense ( 1,054 ) ( 586 )

Other income (expense), net ( 91 ) 223 ( 61 ) 2,485

Other expense, net ( 263 ) ( 90 )

Income before provision for income taxes 23,096 27,071

8 unchanged sentences

Net income $ 18,939 $ 23,163

Other comprehensive loss:

Other comprehensive income (loss):

Foreign currency translation adjustment ( 2,472 ) 136

Other comprehensive loss ( 2,611 ) ( 5,946 ) ( 335 ) ( 7,772 )

Other comprehensive income (loss) ( 2,472 ) 136

Total comprehensive income $ 16,467 $ 23,299

13 unchanged sentences

Balance at March 31, 2023 $ — 16,699 $ 167 $ 156,233 $ ( 6,164 ) $ 427,329 $ 577,565

Net income — — — — — 19,684 19,684

Stock issued under compensation plans, net — 9 — — — — —

Stock-based compensation expense — — — 2,064 — — 2,064

Settlement of stock repurchase program — ( 280 ) ( 3 ) ( 2,629 ) — ( 20,835 ) ( 23,467 )

Other comprehensive loss — — — — ( 3,477 ) — ( 3,477 )

Balance at June 30, 2022 — 16,724 167 158,691 ( 1,653 ) 373,877 531,082

Net income — — — — — 18,436 18,436

Stock issued under compensation plans, net — — — 26 — — 26

Stock-based compensation expense — — — 2,178 — — 2,178

Settlement of stock repurchase program — ( 117 ) ( 1 ) ( 1,111 ) — ( 8,787 ) ( 9,899 )

Other comprehensive loss — — — — ( 5,946 ) — ( 5,946 )

Balance at September 30, 2022 $ — 16,607 $ 166 $ 159,784 $ ( 7,599 ) $ 383,526 $ 535,877

Balance at December 31, 2023 $ — 16,684 $ 167 $ 162,386 $ ( 3,880 ) $ 492,529 $ 651,202

3 unchanged sentences

Shares repurchased related to tax withholding for stock-based compensation — ( 36 ) ( 1 ) ( 5,511 ) — ( 354 ) ( 5,866 )

Other comprehensive income — — — — 136 — 136

Balance at March 31, 2023 — 16,699 167 156,233 ( 6,164 ) 427,329 577,565

Net income — — — — — 22,273 22,273

Stock issued under compensation plans, net — 11 — — — — —

Stock-based compensation expense — — — 2,322 — — 2,322

Other comprehensive income — — — — 2,140 — 2,140

Balance at June 30, 2023 — 16,710 167 158,555 ( 4,024 ) 449,602 604,300

Net income — — — — — 21,512 21,512

Stock-based compensation expense — — — 2,258 — — 2,258

Other comprehensive loss — — — — ( 2,472 ) — ( 2,472 )

Balance at September 30, 2023 $ — 16,710 $ 167 $ 160,813 $ ( 6,635 ) $ 471,114 $ 625,459

Balance at March 31, 2024 $ — 16,762 $ 167 $ 158,791 $ ( 6,352 ) $ 511,114 $ 663,720

The accompanying notes are an integral part of these consolidated financial statements.

1 unchanged sentence

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine months ended

September 30,

Three months ended

(in thousands) 2024 2023

5 unchanged sentences

Stock-based compensation expense 1,917 1,982

Deferred income taxes — ( 1 )

Gain on sale of property and equipment ( 1,489 ) ( 1,224 )

Other non-cash items 656 62

Changes in operating assets and liabilities, net of acquisition:

Changes in operating assets and liabilities:

Accounts receivable, net ( 6,009 ) 53,819

9 unchanged sentences

Proceeds from sale of property and equipment 1,879 1,539

Cash paid for acquired business, net of cash acquired — ( 110,660 )

Purchases of property and equipment ( 25,783 ) ( 19,615 )

3 unchanged sentences

Repayments under revolving lines of credit ( 117,463 ) ( 22,157 )

Borrowings under equipment notes — 24,187

Payment of principal obligations under equipment notes ( 2,591 ) ( 1,980 )

1 unchanged sentence

Proceeds from exercise of stock options — 20

Repurchase of common stock — ( 31,654 )

Debt refinancing costs ( 2,129 ) —

Payments related to tax withholding for stock-based compensation ( 5,866 ) ( 7,936 )

Net cash flows provided by financing activities 10,868 41,726

Net cash flows used in financing activities ( 4,450 ) ( 23,113 )

Effect of exchange rate changes on cash ( 324 ) 30

3 unchanged sentences

End of period $ 3,911 $ 47,039

Supplemental cash flow information:

Noncash financing activities:

Share repurchases not settled $ — $ 1,712

The accompanying notes are an integral part of these consolidated financial statements.

21 unchanged sentences

In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income, shareholders’ equity and cash flows with respect to the interim consolidated financial statements, have been included.

Certain reclassifications were made to prior year amounts to conform to the current year presentation.

The consolidated balance sheet as of December 31, 2023 has been derived from the audited financial statements as of that date.

3 unchanged sentences

The Company accounts for investments in joint ventures using the proportionate consolidation method for income statement reporting and under the equity method for balance sheet reporting, unless the Company has a controlling interest causing the joint venture to be consolidated with equity owned by other joint venture partners recorded as noncontrolling interests.

As of September 30, 2023, the Company did not have a controlling interest in any current joint venture partnerships.

As of March 31, 2024, the Company did not have a controlling interest in any current joint venture partnerships.

Under the proportionate consolidation method, joint venture activity is allocated to the appropriate line items found on the consolidated statements of operations in proportion to the percentage of participation the Company has in the joint venture.

1 unchanged sentence

If an investment in a joint venture contains a recourse or unfunded commitments to provide additional equity, distributions and/or losses in excess of the investment, a liability is recorded in other current liabilities on the Company’s consolidated balance sheets.

For joint ventures in which the Company does not have a controlling interest, the Company’s share of any profits and assets and its share of any losses and liabilities are recognized based on the Company’s stated percentage partnership interest in the joint venture and are normally recorded by the Company one month in arrears.

For joint ventures in which the Company does not have a controlling interest, the Company’s share of any profits and assets and its share of any losses and liabilities are recognized based on the Company’s stated percentage partnership interest in the joint venture and are typically recorded by the Company one month in arrears.

The investments in joint ventures are recorded at cost and the carrying amounts are adjusted to recognize the Company’s proportionate share of cumulative income or loss, additional contributions made and dividends and capital distributions received.

9 unchanged sentences

Cumulative translation adjustments are included as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity.

Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and intercompany loans that are not deemed long-term investment accounts are recorded in the “other income (expense), net” line on the Company’s consolidated statements of operations.

Foreign currency losses, recorded in other income (expense), net, for the nine months ended September 30, 2023 and 2022 were no t significant.

Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and intercompany loans that are not deemed long-term investment accounts are recorded in the “other expense, net” line on the Company’s consolidated statements of operations.

Foreign currency losses and gains, recorded in other expense, net, for the three months ended March 31, 2024 and 2023 were no t significant.

Foreign currency translation gains and losses, arising from intercompany loans that are deemed long-term investment accounts, are recorded in the foreign currency translation adjustment line on the Company’s consolidated statements of comprehensive income.

5 unchanged sentences

The Company estimates a cost accrual every quarter that represents costs incurred but not invoiced for services performed or goods delivered during the period, and estimates revenue from the contract cost portion of these accruals based on current gross margin rates to be consistent with its cost method of revenue recognition.

As of September 30, 2023 and December 31, 2022, the Company had recognized revenues of $ 57.1 million and $ 19.6 million, respectively, related to large change orders and/or claims that had been included as contract price adjustments on certain contracts, some of which are multi-year projects.

As of March 31, 2024 and December 31, 2023, the Company had recognized revenues of $ 87.4 million and $ 76.5 million, respectively, related to large change orders and/or claims that had been included as contract price adjustments on certain contracts, some of which are multi-year projects.

These change orders and/or claims are in the process of being negotiated in the normal course of business, and a portion of these recognized revenues had been included in multiple periods.

The cost-to-cost method of accounting requires the Company to make estimates about the expected revenue and gross profit on each of its contracts in process.

During the three months ended September 30, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.3 %, which resulted in decreases in operating income of $ 11.5 million, net income of $ 8.0 million and diluted earnings per common share of $ 0.47 .

During the nine months ended September 30, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.2 % and resulted in decreases in operating income of $ 32.2 million, net income of $ 22.4 million and diluted earnings per common share of $ 1.33 .

During the three months ended March 31, 2024, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.2 %, which resulted in decreases in operating income of $ 9.8 million, net income of $ 6.9 million and diluted earnings per common share of $ 0.41 .

Additional discussion on the impact of these estimate changes can be found in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Consolidated Results of Operations.”

During the three months ended September 30, 2022, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.3 %, which resulted in decreases in operating income of $ 2.4 million, net income of $ 1.7 million and diluted earnings per common share of $ 0.10 .

During the nine months ended September 30, 2022, changes in estimates pertaining to certain projects did no t have a significant impact on gross margin and resulted in increases in operating income of $ 0.3 million, net income of $ 0.1 million and diluted earnings per common share of $ 0.01 .

During the three months ended March 31, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.6 %, which resulted in decreases in operating income of $ 5.1 million, net income of $ 3.6 million and diluted earnings per common share of $ 0.21 .

Recent Accounting Pronouncements

3 unchanged sentences

The Company, based on its assessment, determined that any recently issued or proposed ASUs are either not applicable to the Company or will have minimal impact on its consolidated financial statements when adopted.

In November 2023, the FASB issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant reportable segment expenses and other disclosure requirements.

The update is effective for annual reporting periods beginning after December 15, 2023, with early adoption permitted.

The guidance requires application on a retrospective basis.

The Company is currently evaluating the impact of the new standard on its consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, which is intended to improve the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disaggregated by jurisdiction.

The guidance also includes certain other amendments intended to improve the effectiveness of income tax disclosures.

The update is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted.

The amendments in this pronouncement should be applied on a prospective basis, with the option to apply them retrospectively.

The Company is currently evaluating the impact of the new standard on the Company’s income tax disclosures.

Contract Assets and Liabilities

3 unchanged sentences

The Company’s consolidated balance sheets present contract assets, which contain unbilled revenue and contract retainages associated with contract work that has been completed and billed but not paid by customers, pursuant to retainage provisions, that are generally due once the job is completed and approved.

The allowance for doubtful accounts associated with contract assets was $ 0.6 million as of September 30, 2023 and $ 0.5 million as of December 31, 2022.

The allowance for doubtful accounts associated with contract assets was $ 0.6 million as of March 31, 2024 and December 31, 2023, respectively.

Contract assets consisted of the following:

(in thousands) September 30,

(in thousands) March 31,

2024 December 31,

4 unchanged sentences

Contract liabilities consisted of the following:

(in thousands) September 30,

(in thousands) March 31,

2024 December 31,

3 unchanged sentences

The following table provides information about contract assets and contract liabilities from contracts with customers:

(in thousands) September 30,

(in thousands) March 31,

2024 December 31,

3 unchanged sentences

The difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results from the timing of the Company’s billings in relation to its performance of work.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 16.3 million and $ 114.0 million for the three and nine months ended September 30, 2023, respectively.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 42.1 million and $ 101.1 million for the three and nine months ended September 30, 2022, respectively.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 28.6 million for the three months ended March 31, 2024.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 60.2 million for the three months ended March 31, 2023.

This revenue consists primarily of work performed on previous billings to customers.

The net asset position for contracts in process consisted of the following:

(in thousands) September 30,

(in thousands) March 31,

2024 December 31,

3 unchanged sentences

The net asset position for contracts in process is included within the contract asset and contract liability in the accompanying consolidated balance sheets as follows:

(in thousands) September 30,

(in thousands) March 31,

2024 December 31,

5 unchanged sentences

These leases allow the Company to conserve cash by paying a monthly lease rental fee for the use of facilities, vehicles and equipment rather than purchasing them.

The Company’s leases have remaining terms ranging from one to six years , some of which may include options to extend the leases for up to five years , and some of which may include options to terminate the leases within one year .

The Company’s leases have remaining terms ranging from one to ten years , some of which may include options to extend the leases for up to six years , and some of which may include options to terminate the leases within one year .

Currently, all the Company’s leases contain fixed payment terms.

1 unchanged sentence

Additionally, all of the Company's month-to-month leases are cancelable, by the Company or the lessor, at any time and are not included in our right-of-use asset or liability.

At September 30, 2023, the Company had several leases with residual value guarantees.

At March 31, 2024, the Company had several leases with residual value guarantees.

Typically, the Company has purchase options on the equipment underlying its long-term leases and many of its short-term rental arrangements.

2 unchanged sentences

The following is a summary of the lease-related assets and liabilities recorded:

September 30,

2024 December 31,

11 unchanged sentences

The following is a summary of the lease terms and discount rates:

September 30,

2024 December 31,

5 unchanged sentences

(in thousands) Three months ended

September 30, Nine months ended

September 30,

2023 2022 2023 2022

Finance lease cost:

5 unchanged sentences

The following is a summary of other information and supplemental cash flow information related to finance and operating leases:

Nine months ended September 30,

Three months ended March 31,

(in thousands) 2024 2023

3 unchanged sentences

Right-of-use asset obtained in exchange for new operating lease obligations $ 4,864 $ 1,616

Right-of-use asset obtained in exchange for new finance lease obligations $ — $ 510

The future undiscounted minimum lease payments, as reconciled to the discounted minimum lease obligation indicated on the Company’s consolidated balance sheets, under financial leases, less interest, and under operating leases, less imputed interest, as of September 30, 2023 were as follows:

(in thousands) Finance

18 unchanged sentences

The terms and rental rates of these leases are at or below market rental rates.

As of September 30, 2023, the minimum lease payments required under these leases totaled $ 7.1 million, which are due over the next 4.8 years.

Lease expense associated with these leases was $ 0.6 million for the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024, the minimum lease payments required under these leases totaled $ 12.1 million, which are due over the next 5.4 years.

Fair Value Measurements

4 unchanged sentences

and Level 3 (the lowest priority), defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

As of September 30, 2023 and December 31, 2022, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs.

As of September 30, 2023 and December 31, 2022, the fair value of the Company’s long-term debt and finance lease obligations was based on Level 2 inputs.

The Company’s long-term debt was based on variable and fixed interest rates at September 30, 2023 and December 31, 2022, for new issues with similar remaining maturities, and approximated carrying value.

As of March 31, 2024 and December 31, 2023, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs.

As of March 31, 2024 and December 31, 2023, the fair value of the Company’s long-term debt and finance lease obligations was based on Level 2 inputs.

The Company’s long-term debt was based on variable and fixed interest rates at March 31, 2024 and December 31, 2023, for new issues with similar remaining maturities, and approximated carrying value.

In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying value of the Company’s finance lease obligations also approximated fair value.

As of September 30, 2023, the fair value of the Company’s contingent earn-out consideration liability associated with the acquisition of Powerline Plus Ltd.

As of March 31, 2024, the fair value of the Company’s contingent earn-out consideration liability associated with the acquisition of Powerline Plus Ltd.

and its affiliate PLP Redimix Ltd.

6 unchanged sentences

As of the acquisition date, the fair value of the contingent earn-out consideration was $ 0.9 million.

As of September 30, 2023 and December 31, 2022, the fair value of the contingent earn-out consideration was $ 0.2 million.

As of March 31, 2024 and December 31, 2023, the fair value of the contingent earn-out consideration was zero .

The future payout of the contingent earn-out consideration, if any, is unlimited and could be significantly higher than the acquisition date fair value.

If the minimum thresholds of the performance targets are achieved the contingent earn-out consideration payment will be approximately $ 16.6 million.

There were no changes in contingent earn-out consideration during the three and nine months ended September 30, 2023.

During the three and nine months ended September 30, 2022, the Company recorded changes in contingent earn-out consideration, subsequent to the acquisition, of approximately $ 0.5 million.

There were no changes in contingent earn-out consideration during the three months ended March 31, 2024 and 2023.

Any changes in contingent earn-out consideration are recorded in other income.

5 unchanged sentences

Balance as of

September 30, 2023

March 31, 2024

Balance as of

31 unchanged sentences

The Credit Agreement restricts certain types of payments when the Company’s Net Leverage Ratio, after giving pro forma effect thereto, exceeds 2.75 .

The weighted average interest rate on borrowings outstanding on the Facility for the nine months ended September 30, 2023 was 6.96 % per annum.

The weighted average interest rate on borrowings outstanding on the Facility for the three months ended March 31, 2024, was 7.56 % per annum.

Under the Credit Agreement, the Company is subject to certain financial covenants including a maximum Net Leverage Ratio of 3.0 and a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 3.0 .

The Credit Agreement also contains covenants including limitations on asset sales, investments, indebtedness and liens.

The Company was in compliance with all of its financial covenants under the Credit Agreement as of September 30, 2023.

As of September 30, 2023, the Company had $ 39.3 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of approximately $ 18.9 million, including $ 11.7 million related to the Company's payment obligation under its insurance programs and approximately $ 7.2 million related to contract performance obligations.

As of December 31, 2022, the Company had $ 12.9 million of borrowings outstanding under the revolving credit facility under its previous credit agreement and letters of credit outstanding under the revolving credit facility under its previous credit agreement of approximately $ 12.8 million, which were almost entirely related to the Company's payment obligation under its insurance programs.

The Company had remaining deferred debt issuance costs totaling $ 2.4 million as of September 30, 2023, related to the line of credit.

The Company was in compliance with all of its financial covenants under the Credit Agreement as of March 31, 2024.

As of March 31, 2024, the Company had $ 17.5 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of approximately $ 38.2 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and approximately $ 11.1 million related to contract performance obligations.

As of December 31, 2023, the Company had $ 13.2 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of approximately $ 34.4 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and approximately $ 7.3 million related to contract performance obligations.

The Company had remaining deferred debt issuance costs totaling $ 2.1 million as of March 31, 2024, related to the line of credit.

As permitted, debt issuance costs have been deferred and are presented as an asset within other assets, which is amortized as interest expense over the term of the line of credit.

On May 31, 2023, the Company had remaining deferred debt issuance costs related to our previous credit agreement totaling $ 0.4 million, which will be amortized over the life of the Facility.

Equipment Notes

2 unchanged sentences

Each Equipment Note executed under the Master Loan Agreements constitutes a separate, distinct and independent financing of equipment and a contractual obligation of the Company, which may contain prepayment clauses.

As of September 30, 2023, the Company had two Equipment Notes outstanding under the Master Loan Agreements that are collateralized by equipment and vehicles owned by the Company.

As of September 30, 2023, the Company had one other equipment note outstanding that is collateralized by a vehicle owned by the Company.

The following table sets forth our remaining principal payments for all of the Company’s outstanding equipment notes as of September 30, 2023:

As of March 31, 2024, the Company had two Equipment Notes outstanding under the Master Loan Agreements that are collateralized by equipment and vehicles owned by the Company.

As of March 31, 2024, the Company had one other equipment note outstanding that is collateralized by a vehicle owned by the Company.

The following table sets forth our remaining principal payments for all of the Company’s outstanding equipment notes as of March 31, 2024:

(in thousands) Future

23 unchanged sentences

Additional information related to the Company’s market types is provided in Note 10–Segment Information.

The components of the Company’s revenue by contract type for the three months ended September 30, 2023 and 2022 were as follows:

Three months ended September 30, 2023

T&D C&I Total

(dollars in thousands) Amount Percent Amount Percent Amount Percent

Fixed price $ 283,440 51.7 % $ 319,546 81.7 % $ 602,986 64.2 %

Unit price 143,218 26.1 26,899 6.9 170,117 18.1

T&E 121,937 22.2 44,436 11.4 166,373 17.7

$ 548,595 100.0 % $ 390,881 100.0 % $ 939,476 100.0 %

Three months ended September 30, 2022

T&D C&I Total

(dollars in thousands) Amount Percent Amount Percent Amount Percent

Fixed price $ 216,082 47.8 % $ 290,078 83.4 % $ 506,160 63.3 %

Unit price 127,121 28.1 27,597 7.9 154,718 19.3

T&E 108,811 24.1 30,159 8.7 138,970 17.4

$ 452,014 100.0 % $ 347,834 100.0 % $ 799,848 100.0 %

The components of the Company’s revenue by contract type for the nine months ended September 30, 2023 and 2022 were as follows:

Nine months ended September 30, 2023

The components of the Company’s revenue by contract type for the three months ended March 31, 2024 and 2023 were as follows:

Three months ended March 31, 2024

T&D C&I Total

4 unchanged sentences

$ 490,395 100.0 % $ 325,167 100.0 % $ 815,562 100.0 %

Nine months ended September 30, 2022

Three months ended March 31, 2023

T&D C&I Total

4 unchanged sentences

$ 445,324 100.0 % $ 366,292 100.0 % $ 811,616 100.0 %

The components of the Company’s revenue by market type for the three months ended September 30, 2023 and 2022 were as follows:

Three months ended September 30, 2023 Three months ended September 30, 2022

The components of the Company’s revenue by market type for the three months ended March 31, 2024 and 2023 were as follows:

Three months ended March 31, 2024 Three months ended March 31, 2023

(dollars in thousands) Amount Percent Segment Amount Percent Segment

4 unchanged sentences

Total revenue $ 815,562 100.0 % $ 811,616 100.0 %

The components of the Company’s revenue by market type for the nine months ended September 30, 2023 and 2022 were as follows:

Nine months ended September 30, 2023 Nine months ended September 30, 2022

(dollars in thousands) Amount Percent Segment Amount Percent Segment

Transmission $ 978,078 37.0 % T&D $ 735,707 34.3 % T&D

Distribution 519,577 19.7 T&D 496,398 23.2 T&D

Electrical construction 1,142,053 43.3 C&I 912,481 42.5 C&I

Total revenue $ 2,639,708 100.0 % $ 2,144,586 100.0 %

Remaining Performance Obligations

As of September 30, 2023, the Company had $ 2.40 billion of remaining performance obligations.

As of March 31, 2024, the Company had $ 2.22 billion of remaining performance obligations.

The Company’s remaining performance obligations include projects that have a written award, a letter of intent, a notice to proceed or an agreed upon work order to perform work on mutually accepted terms and conditions.

The following table summarizes the amount of remaining performance obligations as of September 30, 2023 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will not be recognized within the next twelve months.

Remaining Performance Obligations at September 30, 2023

(in thousands) Total Amount estimated to not be

recognized within 12 months Total at December 31, 2022

The timing of when remaining performance obligations are recognized is evaluated quarterly and is largely driven by the estimated start date and duration of the underlying projects.

The following table summarizes the amount of remaining performance obligations as of March 31, 2024 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will be recognized within the next twelve months, and the amount estimated to be recognized after the next twelve months.

Remaining Performance Obligations at March 31, 2024

(in thousands) Total Amount estimated to be recognized within 12 months Amount estimated to be recognized after 12 months

T&D $ 674,812 $ 614,410 $ 60,402

1 unchanged sentence

Total $ 2,219,529 $ 1,723,824 $ 495,705

The Company expects the vast majority of the remaining performance obligations to be recognized within twenty-four months, although the timing of the Company’s performance is not always under its control.

The Company estimates approximately 95 % or more of the remaining performance obligations will be recognized within twenty-four months, including approximately 80 % of the remaining performance obligations estimated to be recognized within twelve months, although the timing of the Company’s performance is not always under its control.

The timing of when remaining performance obligations are recognized by the Company can vary considerably and is impacted by multiple variables including, but not limited to:

changes in the estimated versus actual start time of a project;

the availability of labor, equipment and materials;

changes in project workflow;

project delays and accelerations;

and the timing of final contract settlements.

Additionally, the difference between the remaining performance obligations and backlog is due to the exclusion of a portion of the Company’s MSAs under certain contract types from the Company’s remaining performance obligations as these contracts can be canceled for convenience at any time by the Company or the customer without considerable cost incurred by the customer.

1 unchanged sentence

“Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

federal statutory tax rate was 21 % for each of the three and nine months ended September 30, 2023 and 2022.

The Company’s effective tax rate for the three and nine months ended September 30, 2023 was 30.3 % and 25.2 %, respectively, of pretax income compared to the effective tax rate for the three and nine months ended September 30, 2022 of 29.4 % and 25.0 %, respectively.

The difference between the U.S.

federal statutory tax rate and the Company’s effective tax rate for the three months ended September 30, 2023 and September 30, 2022, was primarily due to state income taxes, Canadian taxes and other permanent difference items.

federal statutory tax rate was 21 % for each of the three months ended March 31, 2024 and 2023.

The Company’s effective tax rate for the three months ended March 31, 2024 was 18.0 % of pretax income compared to the effective tax rate for the three months ended March 31, 2023 of 14.4 %.

The difference between the U.S.

federal statutory tax rate and the Company’s effective tax rate for the nine months ended September 30, 2023 and September 30, 2022, was primarily due to state income taxes, Canadian taxes and other permanent difference items partially offset by a favorable impact from stock compensation excess tax benefits.

The Company had unrecognized tax benefits of approximately $ 0.6 million and $ 0.5 million as of September 30, 2023 and December 31, 2022, respectively, which were included in other liabilities in the accompanying consolidated balance sheets.

federal statutory tax rate and the Company’s effective tax rate for the three months ended March 31, 2024 and March 31, 2023, was primarily due to a favorable impact from stock compensation excess tax benefits partially offset by state income taxes, Canadian taxes and other permanent difference items.

The Company has recorded a liability for unrecognized tax benefits of approximately $ 0.8 million and $ 0.5 million as of March 31, 2024 and December 31, 2023, respectively, which were included in other liabilities in the accompanying consolidated balance sheets.

The Company’s policy is to recognize interest and penalties related to income tax liabilities as a component of income tax expense in the consolidated statements of operations.

The amount of interest and penalties charged to income tax expense related to unrecognized tax benefits was no t significant for the three and nine months ended September 30, 2023 and 2022.

The amount of interest and penalties charged to income tax expense related to unrecognized tax benefits was no t significant for the three months ended March 31, 2024 and 2023.

The Company is subject to taxation in various jurisdictions.

4 unchanged sentences

Purchase Commitments

As of September 30, 2023, the Company had approximately $ 37.4 million in outstanding purchase orders for certain construction equipment, with cash payments scheduled to occur in 2023 and 2024.

As of March 31, 2024, the Company had approximately $ 26.9 million in outstanding purchase orders for certain construction equipment, with cash payments scheduled to occur in 2024.

Insurance and Claims Accruals

The Company carries insurance policies, which are subject to certain deductibles and limits, for workers’ compensation, general liability, automobile liability and other insurance coverage.

The deductible per occurrence for each line of coverage is up to $ 1.0 million, except for wildfire coverage, which has a deductible of $ 2.0 million.

The deductible per occurrence for each line of coverage is up to $ 1.0 million.

The Company’s health benefit plans are subject to stop-loss limits of up to $ 0.2 million for qualified individuals.

5 unchanged sentences

The Company has indemnified its sureties for any expenses paid out under these bonds.

As of September 30, 2023, an aggregate of approximately $ 2.30 billion in original face amount of bonds issued by the Company’s sureties were outstanding.

The Company estimated the remaining cost to complete these bonded projects was approximately $ 732.2 million as of September 30, 2023.

As of March 31, 2024, an aggregate of approximately $ 2.59 billion in original face amount of bonds issued by the Company’s sureties were outstanding.

The Company estimated the remaining cost to complete these bonded projects was approximately $ 660.8 million as of March 31, 2024.

From time to time, the Company guarantees the obligations of wholly owned subsidiaries, including obligations under certain contracts with customers, certain lease agreements, and, in some states, obligations in connection with obtaining contractors’ licenses.

16 unchanged sentences

Stock-Based Compensation

The Company maintains two equity compensation plans under which stock-based compensation has been granted:

the 2017 Long-Term Incentive Plan (Amended and Restated as of April 23, 2020) (the “LTIP”) and the 2007 Long-Term Incentive Plan (Amended and Restated as of May 1, 2014) (the “2007 LTIP”).

Upon the initial adoption of the LTIP in 2017, awards were no longer granted under the 2007 LTIP.

The Company maintains an equity compensation plan under which stock-based compensation has been granted:

the 2017 Long-Term Incentive Plan (Amended and Restated as of April 23, 2020) (the “LTIP”).

The LTIP was approved by our shareholders and provides for grants of (a) incentive stock options qualified as such under U.S.

federal income tax laws, (b) stock options that do not qualify as incentive stock options, (c) stock appreciation rights, (d) restricted stock awards, (e) restricted stock units, (f) performance awards, (g) phantom stock, (h) stock bonuses, (i) dividend equivalents, or (j) any combination of such grants.

The Company has outstanding grants of non-qualified stock options, time-vested stock awards in the form of restricted stock units and internal metric-based and market-based performance stock units.

During the nine months ended September 30, 2023, the Company granted time-vested stock awards covering 51,167 shares of common stock under the LTIP, which vest ratably over three years for employee awards and after one year for non-employee director awards, at a weighted average grant date fair value of $ 117.60 .

During the nine months ended September 30, 2023, time-vested stock awards covering 63,722 shares of common stock vested at a weighted average grant date fair value of $ 59.71 .

During the nine months ended September 30, 2023, the Company granted 32,994 performance share awards under the LTIP at target, which will cliff vest, if earned, on December 31, 2025, at a weighted average grant date fair value of $ 136.54 .

The number of shares ultimately earned under a performance award may vary from zero to 200 % of the target shares granted, based upon the Company’s performance compared to certain metrics.

The Company has outstanding grants of time-vested stock awards in the form of restricted stock units and internal metric-based and market-based performance stock units.

During the three months ended March 31, 2024, the Company granted time-vested stock awards covering 35,743 shares of common stock under the LTIP, which vest ratably over three years for employee awards, at a weighted average grant date fair value of $ 172.52 .

During the three months ended March 31, 2024, time-vested stock awards covering 36,015 shares of common stock vested at a weighted average grant date fair value of $ 94.84 .

During the three months ended March 31, 2024, the Company granted 29,566 performance share awards under the LTIP at target, which will cliff vest, if earned, on December 31, 2026, at a weighted average grant date fair value of $ 197.89 .

The number of shares ultimately earned under a performance award may vary from zero to 200 % of the target shares granted, based upon the Company’s performance compared to certain financial and other metrics.

The metrics used were determined at the time of the grant by the Compensation Committee of the Board of Directors and were either based on internal measures, such as the Company’s financial performance compared to targets, or on a market-based metric, such as the Company’s stock performance compared to a peer group.

Performance awards granted cliff vest following the performance period if the stated performance targets and minimum service requirements are attained and are paid in shares of the Company’s common stock.

During the nine months ended September 30, 2023, plan participants exercised options to purchase 827 shares of the Company’s common stock with a weighted average exercise price of $ 24.68 .

During the nine months ended September 30, 2023, 42 options expired.

On March 25, 2023, the Company's final outstanding and exercisable options expired, and the Company had no remaining awards outstanding under the 2007 LTIP.

The Company recognizes stock-based compensation expense related to restricted stock units based on the grant date fair value, which was the closing price of the Company’s stock on the date of grant.

14 unchanged sentences

T&D services include the construction and maintenance of high voltage transmission lines, substations and lower voltage underground and overhead distribution systems, clean energy projects and electric vehicle charging infrastructure.

The T&D segment also provides emergency restoration services in response to hurricane, wildfire, ice or other damage.

The T&D segment also provides emergency restoration services.

T&D customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors.

6 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in thousands) 2024 2023

13 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in thousands, except per share data) 2024 2023

6 unchanged sentences

Diluted $ 1.12 $ 1.38

For the three and nine months ended September 30, 2023 and 2022, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would have been anti-dilutive.

All of the Company’s unvested time-vested stock awards were included in the computation of weighted average dilutive securities.

The following table summarizes the shares of common stock underlying the Company’s unvested performance awards that were excluded from the calculation of dilutive securities:

For the three months ended March 31, 2024 and 2023, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would have been anti-dilutive.

The following table summarizes the shares of common stock underlying the Company’s unvested time-vested stock awards and performance awards that were excluded from the calculation of dilutive securities:

Three months ended

September 30, Nine months ended

September 30,

(in thousands) 2024 2023

Time-vested stock awards 36 45

Performance awards 30 33

Share Repurchases

During the nine months ended September 30, 2023 the Company repurchased 76,150 shares of stock, for approximately $ 7.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

During the nine months ended September 30, 2022 the Company repurchased 68,675 shares of stock, for approximately $ 6.8 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

On May 2, 2023, the Company announced that its Board of Directors had authorized a new $ 75.0 million share repurchase program (the "Repurchase Program"), which became effective on May 9, 2023.

The Repurchase Program will expire on November 8, 2023, or when the authorized funds are exhausted, whichever is earlier.

During the nine months ended September 30, 2023, the Company had no repurchases of its common stock under the Repurchase Program or the prior repurchase program.

During the nine months ended September 30, 2022, the Company repurchased 398,152 shares of its common stock under a prior repurchase program at a weighted-average price of $ 83.81 per share.

As of September 30, 2023, the Company had $ 75.0 million of remaining availability to repurchase shares of the Company’s common stock under the Repurchase Program.

During the three months ended March 31, 2024 the Company repurchased 36,397 shares of stock, for approximately $ 5.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

During the three months ended March 31, 2023 the Company repurchased 76,150 shares of stock, for approximately $ 7.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

On November 1, 2023, the Company announced that its Board of Directors had authorized a $ 75.0 million share repurchase program (the "Repurchase Program"), which became effective on November 9, 2023.

The Repurchase Program will expire on May 8, 2024, or when the authorized funds are exhausted, whichever is earlier.

During the three months ended March 31, 2024, the Company had no repurchases of its common stock under the Repurchase Program.

As of March 31, 2024, the Company had $ 72.5 million of remaining availability to repurchase shares of the Company’s common stock under the Repurchase Program.

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