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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): February 28, 2024

EMCOR Group, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-8267 11-2125338
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
301 Merritt Seven
Norwalk, Connecticut 06851-1092
(Address of Principal Executive Offices) (Zip Code)
(203)
849-7800
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock EME New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


















Item 2.02. Results of Operations and Financial Condition.

On February 28, 2024, EMCOR Group, Inc. issued a press release disclosing results of operations for its fiscal 2023 fourth quarter and year ended December 31, 2023. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Current Report on Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits  
   
Exhibit Number Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  EMCOR Group, Inc.  
       
Dated: February 28, 2024 By: /s/ ANTHONY J. GUZZI  
    Anthony J. Guzzi  
    Chairman, President, and  
    Chief Executive Officer  

EX-99.1 2 eme-ex991_20231231xq4.htm FOURTH QUARTER AND FULL YEAR 2023 PRESS RELEASE Document

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EXHIBIT 99.1

FOR:   EMCOR GROUP, INC.
News Release    
CONTACT:   Andy Backman
Vice President,
Investor Relations
(203) 849-7938
     
    FTI Consulting, Inc.
Investors: Blake Mueller
(718) 578-3706

EMCOR GROUP, INC. REPORTS FOURTH QUARTER AND FULL-YEAR 2023 RESULTS
 
Record Quarterly and Full-Year Revenues of $3.44 billion and $12.58 billion, respectively
Record Quarterly and Full-Year Diluted EPS of $4.47 and $13.31, respectively
Non-GAAP Full-Year Diluted EPS of $13.34
Record Remaining Performance Obligations of $8.85 billion, 18.6% Increase Year-over-Year
2024 Revenues and Diluted EPS Guidance of $13.5 billion - $14.0 billion and $14.00 - $15.00
Board Approves Increase in Quarterly Dividend to $0.25 per share from $0.18 per share

NORWALK, CONNECTICUT, February 28, 2024 - EMCOR Group, Inc. (NYSE: EME) today reported results for the fourth quarter and year ended December 31, 2023.

Fourth Quarter 2023 Results of Operations

For the fourth quarter of 2023, net income was $211.5 million, or $4.47 per diluted share, compared to $126.3 million, or $2.63 per diluted share, for the fourth quarter of 2022. Revenues for the fourth quarter of 2023 totaled $3.44 billion, an increase of 16.6%, compared to $2.95 billion for the fourth quarter of 2022.

Operating income for the fourth quarter of 2023 was $289.2 million, or 8.4% of revenues, compared to $177.2 million, or 6.0% of revenues, for the fourth quarter of 2022. Operating income included depreciation and amortization expense, inclusive of amortization of identifiable intangible assets, of $31.2 million and $28.0 million for the fourth quarter of 2023 and 2022, respectively.

Selling, general and administrative expenses for the fourth quarter of 2023 totaled $328.5 million, or 9.6% of revenues, compared to $277.6 million, or 9.4% of revenues, for the fourth quarter of 2022.

The Company's income tax rate for the fourth quarter of 2023 was 27.5%, compared to 27.4% for the fourth quarter of 2022.

Remaining performance obligations as of December 31, 2023 were a record $8.85 billion compared to $7.46 billion as of December 31, 2022, up approximately $1.39 billion year-over-year.
 – MORE –

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 EMCOR Reports Fourth Quarter and Fiscal Year Results
 Page 2
Full Year 2023 Results of Operations

Revenues for the 2023 full-year period totaled $12.58 billion, an increase of 13.6%, compared to $11.08 billion for the 2022 full-year period. Net income for the 2023 full-year period was $633.0 million, or $13.31 per diluted share, compared to $406.1 million, or $8.10 per diluted share, for the 2022 full-year period. Net income for the 2023 full-year period included a long-lived asset impairment charge of $2.4 million, or $1.7 million after taxes. Excluding this impairment charge, non-GAAP net income for the 2023 full-year period was $634.7 million, or $13.34 per diluted share.

Operating income for the 2023 full-year period was $875.8 million, or 7.0% of revenues, compared to $564.9 million, or 5.1% of revenues, for the 2022 full-year period. Excluding the previously referenced impairment charge, non-GAAP operating income for the 2023 full-year period was $878.1 million, or 7.0% of revenues. Operating income included depreciation and amortization expense, inclusive of amortization
of identifiable intangible assets, of $119.0 million and $108.6 million for the 2023 and 2022 full-year periods, respectively.

Refer to the attached tables for a reconciliation of non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per share to the comparable GAAP measures.

SG&A totaled $1.21 billion, or 9.6% of revenues, for the 2023 full-year period, compared to $1.04 billion, or 9.4% of revenues, for the 2022 full-year period.

The Company's income tax rate for the 2023 full-year period was 27.5%, compared to 27.3% for the 2022 full-year period.

Tony Guzzi, Chairman, President, and Chief Executive Officer of EMCOR, commented, “The Company reported exceptional results for the fourth quarter and full year of 2023, achieving record quarterly and annual revenues, operating income, operating margin, and diluted earnings per share. As we look forward, we continue to expect demand for our services to remain strong, which is reflected in the 18.6% year-over-year increase in our remaining performance obligations.”

Mr. Guzzi added, “Our U.S. Construction segments posted another quarter of exceptional results, concluding an outstanding year. On a combined basis, these segments achieved record revenues and operating income for both the fourth quarter and full year. We remain confident in the future of these businesses given several tailwinds working in our favor, including a strong project pipeline with a solid margin profile. Our U.S. Mechanical Construction segment had a particularly exceptional year with 18.2% annual revenue growth, all of which was organic, driven by strong performance across virtually all end markets. We believe that our investments in building information modeling, prefabrication, digital tools, and robotics have increased our productivity, yielding positive results and enhancing our operational efficiencies across this segment, as evidenced in part by an operating margin of 10.5% for the full year. Our U.S. Electrical Construction segment continued to perform very well as we benefited from consistent strong demand, particularly in the data center market, the energy sector, including several renewable energy projects, and the healthcare market sector, all of which is reflected in the segment’s revenue growth of 14.4% and operating margin of 8.3% for the full year.
 – MORE –

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 EMCOR Reports Fourth Quarter and Fiscal Year Results
 Page 3
This segment also benefited from growth within the high-tech manufacturing market sector as demand for our electrical construction services strengthened throughout the year. Our U.S. Building Services segment had another strong year with revenue growth of 13.3% year-over-year. Key end markets remained resilient with energy efficiency and indoor air quality projects driving retrofit demand. Our U.S. Industrial Services segment continued to improve at a measured pace, delivering revenue growth of 4.4% and operating income growth of 79%, year-over-year. Our U.K. Building Services segment reported an operating margin of 5.9% for the full year, despite operating in a challenged macroeconomic environment.”

Full Year 2024 Guidance

Based on expected project mix and our current visibility into the coming year, EMCOR expects full-year 2024 revenues to be between $13.5 billion and $14.0 billion and full-year 2024 diluted earnings per share to be in the range of $14.00 to $15.00.

Mr. Guzzi continued, “2023 was another outstanding year for EMCOR, with record-breaking achievements across virtually every metric. Our revenue and operating income growth was exceptional in 2023, driven by our ability to win and execute well in large, growing market sectors such as high-tech manufacturing, network and communications, manufacturing and industrial, and healthcare, all of which are benefiting from long-term secular trends that require excellence in specialty trade contracting. 2023 was not without its difficulties as the operating environment remained challenging, but we met those challenges with resolve and strong, focused execution, demonstrating the resilience and adaptability of our business as we capitalized on long-term, enduring market trends. Investments in BIM and prefabrication continue to create efficiencies and differentiate us during the bidding process, particularly when coupled with the project-level expertise of our teams in the field and the strength of our balance sheet.”

Mr. Guzzi concluded, “We believe our growth strategy continues to position EMCOR for long-term success, as both our organic and inorganic initiatives are driving record performance. Looking forward, we believe we are positioned in the right market sectors and geographies to continue to win complex projects that allow us an opportunity to perform well for our customers. Our record remaining performance obligations provide solid visibility into 2024, despite some macroeconomic headwinds and other factors that could impact our performance and execution. As always, we will continue to maintain our proven and disciplined approach to capital allocation. We remain focused on returning capital to our shareholders, as evidenced by the latest increase in our dividend, and on investing in the sustainable growth of the Company, both in our existing businesses and through our disciplined acquisition strategy.

We recently signed agreements to acquire several companies that are leaders in their respective offerings and regions, reflecting our strategy of expanding and complementing the capabilities and geographical footprint of our existing businesses to better serve the evolving needs of our customers.”

 – MORE –

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 EMCOR Reports Fourth Quarter and Fiscal Year Results
 Page 4
Dividend Increase

The Company today announced that its Board of Directors has approved an increase to the Company’s regular quarterly dividend to $0.25 per share from $0.18 per share. The Board expects to declare this cash dividend starting in the second quarter of 2024.

Mr. Guzzi said, “This planned dividend increase is a testament to the exceptional execution of our employees, confidence in our business, and solid financial foundation. We believe our strong performance across key end markets positions us for sustained success going into 2024.”

Fourth Quarter Earnings Conference Call Information

EMCOR Group's fourth quarter conference call will be available live via internet broadcast today, Wednesday, February 28, at 10:30 AM Eastern Standard Time. The live call may be accessed through the Company's website at www.emcorgroup.com.

About EMCOR

EMCOR Group, Inc. is a Fortune 500 leader in mechanical and electrical construction services, industrial and energy infrastructure and building services. This press release and other press releases may be viewed at the Company’s website at www.emcorgroup.com. EMCOR routinely posts information that may be important to investors in the “Investor Relations” section of our website at www.emcorgroup.com. Investors and potential investors are encouraged to consult the EMCOR website regularly for important information about EMCOR.

Forward Looking Statements:

This release contains forward-looking statements. Such statements speak only as of February 28, 2024, and EMCOR assumes no obligation to update any such forward-looking statements, unless required by law. These forward-looking statements may include statements regarding anticipated future operating and financial performance, including financial guidance and projections underlying that guidance; the nature and impact of our remaining performance obligations; our ability to be prudent capital allocators; our ability to pursue organic investments and acquisitions; our ability to return capital to shareholders; market opportunities; market growth prospects; customer trends; and project mix. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated (whether expressly or implied) by the forward-looking statements. Accordingly, these statements do not guarantee future performance or events. Applicable risks and uncertainties include, but are not limited to, adverse effects of general economic conditions; domestic and international political developments; changes in the specific markets for EMCOR’s services; adverse business conditions, including labor market tightness and/or disruption, productivity challenges, the nature and extent of supply chain disruptions impacting availability and pricing of materials, and inflationary trends more generally, including fluctuations in energy costs; the impact of legislation and/or government regulations; changes in interest rates; the availability of adequate levels of surety bonding; increased competition; and unfavorable developments in the mix of our business. Certain of the risk factors associated with EMCOR’s business are also discussed in Part I, Item 1A “Risk Factors,” of the Company’s 2023 Form 10-K, and in other reports filed from time to time with the Securities and Exchange Commission and available at www.sec.gov and www.emcorgroup.com. Such risk factors should be taken into account in evaluating our business, including any forward-looking statements.

Non-GAAP Measures:

This release also includes certain financial measures that were not prepared in accordance with U.S. generally accepted accounting principles (GAAP). Reconciliations of those non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this release. The Company uses these non-GAAP measures as key performance indicators for the purpose of evaluating performance internally. We also believe that these non-GAAP measures provide investors with useful information with respect to our ongoing operations. Any non-GAAP financial measures presented are not, and should not be viewed as, substitutes for financial measures required by GAAP, have no standardized meaning prescribed by GAAP, and may not be comparable to the calculation of similar measures of other companies.


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EMCOR GROUP, INC.
FINANCIAL HIGHLIGHTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share information)

(Unaudited)
  For the quarters ended
December 31,
For the years ended
December 31,
  2023 2022 2023 2022
Revenues $ 3,439,221  $ 2,949,822  $ 12,582,873  $ 11,076,120 
Cost of sales 2,821,476  2,495,022  10,493,534  9,472,526 
Gross profit 617,745  454,800  2,089,339  1,603,594 
Selling, general and administrative expenses 328,549  277,618  1,211,233  1,038,717 
Impairment loss on long-lived assets —  —  2,350  — 
Operating income 289,196  177,182  875,756  564,877 
Net periodic pension (cost) income (279) 1,023  (1,119) 4,311 
Interest income (expense), net 2,830  (4,204) (1,784) (10,438)
Income before income taxes 291,747  174,001  872,853  558,750 
Income tax provision 80,232  47,701  239,524  152,628 
Net income including noncontrolling interests 211,515  126,300  633,329  406,122 
Net (loss) income attributable to noncontrolling interests (2) —  335  — 
Net income attributable to EMCOR Group, Inc. $ 211,517  $ 126,300  $ 632,994  $ 406,122 
Basic earnings per common share:
$ 4.49  $ 2.65  $ 13.37  $ 8.13 
Diluted earnings per common share: $ 4.47  $ 2.63  $ 13.31  $ 8.10 
Weighted average shares of common stock outstanding:  
   Basic 47,097,762  47,710,479  47,358,467  49,931,940 
   Diluted 47,331,532  47,936,737  47,564,258  50,136,262 
Dividends declared per common share $ 0.18  $ 0.15  $ 0.69  $ 0.54 


















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EMCOR GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
  December 31, 2023 December 31, 2022
ASSETS    
Current assets:    
Cash and cash equivalents $ 789,750  $ 456,439 
Accounts receivable, net 3,203,490  2,567,371 
Contract assets 269,885  273,176 
Inventories 110,774  85,641 
Prepaid expenses and other 73,072  79,346 
Total current assets 4,446,971  3,461,973 
Property, plant, and equipment, net 179,378  157,819 
Operating lease right-of-use assets 310,498  268,063 
Goodwill 956,549  919,151 
Identifiable intangible assets, net 586,032  593,975 
Other assets 130,293  123,626 
Total assets $ 6,609,721  $ 5,524,607 
LIABILITIES AND EQUITY    
Current liabilities:    
Current maturities of long-term debt and finance lease liabilities $ 2,465  $ 15,567 
Accounts payable 935,967  849,284 
Contract liabilities 1,595,109  1,098,263 
Accrued payroll and benefits 596,936  465,000 
Other accrued expenses and liabilities 312,642  258,190 
Operating lease liabilities, current 75,236  67,218 
Total current liabilities 3,518,355  2,753,522 
Long-term debt and finance lease liabilities 2,838  231,625 
Operating lease liabilities, long-term 259,430  220,764 
Other long-term obligations 358,283  344,405 
Total liabilities 4,138,906  3,550,316 
Equity:    
Total EMCOR Group, Inc. stockholders’ equity 2,469,778  1,973,589 
Noncontrolling interests 1,037  702 
Total equity 2,470,815  1,974,291 
Total liabilities and equity $ 6,609,721  $ 5,524,607 












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EMCOR GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2023 and 2022
(In thousands)
  2023 2022
Cash flows - operating activities:    
Net income including noncontrolling interests $ 633,329  $ 406,122 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 51,822  47,296 
Amortization of identifiable intangible assets 67,143  61,315 
Provision for credit losses 7,859  5,166 
Deferred income taxes (16,651) 10,483 
Gain on sale or disposal of property, plant, and equipment (2,057) (6,393)
Non-cash expense for impairment of long-lived assets 2,350  — 
Non-cash share-based compensation expense 13,739  12,125 
Other reconciling items 268  925 
Changes in operating assets and liabilities, excluding the effect of businesses acquired 141,853  (39,106)
Net cash provided by operating activities 899,655  497,933 
Cash flows - investing activities:    
Payments for acquisitions of businesses, net of cash acquired (96,491) (98,656)
Proceeds from sale or disposal of property, plant, and equipment 13,604  7,145 
Purchases of property, plant, and equipment (78,404) (49,289)
Net cash used in investing activities (161,291) (140,800)
Cash flows - financing activities:    
Proceeds from revolving credit facility 200,000  270,000 
Repayments of revolving credit facility (200,000) (270,000)
Repayments of long-term debt and debt issuance costs (246,171) (13,875)
Repayments of finance lease liabilities (2,776) (3,551)
Dividends paid to stockholders (32,684) (27,187)
Repurchases of common stock (127,713) (660,609)
Taxes paid related to net share settlements of equity awards (6,060) (7,539)
Issuances of common stock under employee stock purchase plan 9,189  8,177 
Payments for contingent consideration arrangements (5,839) (5,534)
Net cash used in financing activities (412,054) (710,118)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash 6,372  (12,515)
Increase (decrease) in cash, cash equivalents, and restricted cash 332,682  (365,500)
Cash, cash equivalents, and restricted cash at beginning of year (1)
457,068  822,568 
Cash, cash equivalents, and restricted cash at end of period (1)
$ 789,750  $ 457,068 

(1)Includes $0.6 million and $1.2 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheets as of December 31, 2022 and 2021, respectively.










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EMCOR GROUP, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)
  For the quarters ended
December 31,
  2023 2022
Revenues from unrelated entities:    
United States electrical construction and facilities services $ 763,404  $ 713,589 
United States mechanical construction and facilities services 1,472,532  1,133,260 
United States building services 802,029  713,398 
United States industrial services 292,476  276,243 
Total United States operations 3,330,441  2,836,490 
United Kingdom building services 108,780  113,332 
Total operations $ 3,439,221  $ 2,949,822 
  For the years ended
December 31,
  2023 2022
Revenues from unrelated entities:    
United States electrical construction and facilities services $ 2,783,723  $ 2,433,114 
United States mechanical construction and facilities services 5,074,803  4,292,208 
United States building services 3,120,134  2,754,953 
United States industrial services 1,167,790  1,118,767 
Total United States operations 12,146,450  10,599,042 
United Kingdom building services 436,423  477,078 
Total operations $ 12,582,873  $ 11,076,120 

























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EMCOR GROUP, INC.
SEGMENT INFORMATION
(In thousands)
 
(Unaudited)
  For the quarters ended
December 31,
  2023 2022
Operating income (loss):    
United States electrical construction and facilities services $ 76,275  $ 58,082 
United States mechanical construction and facilities services 186,094  104,780 
United States building services 42,052  37,941 
United States industrial services 12,642  1,463 
Total United States operations 317,063  202,266 
United Kingdom building services 5,461  4,466 
Corporate administration (33,328) (29,550)
Total operations 289,196  177,182 
Other items:  
Net periodic pension (cost) income (279) 1,023 
Interest income (expense), net 2,830  (4,204)
Income before income taxes $ 291,747  $ 174,001 
  For the years ended
December 31,
  2023 2022
Operating income (loss):    
United States electrical construction and facilities services $ 230,640  $ 148,728 
United States mechanical construction and facilities services 530,644  330,325 
United States building services 182,995  146,639 
United States industrial services 35,375  19,787 
Total United States operations 979,654  645,479 
United Kingdom building services 25,681  29,838 
Corporate administration (127,229) (110,440)
Impairment loss on long-lived assets (2,350) — 
Total operations 875,756  564,877 
Other items:
Net periodic pension (cost) income (1,119) 4,311 
Interest expense, net (1,784) (10,438)
Income before income taxes $ 872,853  $ 558,750 










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EMCOR GROUP, INC.
RECONCILIATION OF ORGANIC REVENUE GROWTH
(In thousands, except for percentages) (Unaudited)

The following table provides a reconciliation between organic revenue growth, a non-GAAP measure, and total revenue growth for the quarter and year ended December 31, 2023.

  For the quarter ended December 31, 2023 For the year ended December 31, 2023
  $ % $ %
GAAP revenue growth $489,399 16.6  % $1,506,753 13.6  %
Incremental revenues from acquisitions (10,863) (0.4) % (107,133) (1.0) %
Organic revenue growth, a non-GAAP measure $478,536 16.2  % $1,399,620 12.6  %








































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EMCOR GROUP, INC.
RECONCILIATION OF 2023 AND 2022 NON-GAAP MEASURES
(In thousands, except for percentages and per share data) (Unaudited)
In our press release and related presentation, we provide non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per common share for the years ended December 31, 2023 and 2022. The following tables provide a reconciliation between these amounts determined on a non-GAAP basis and the most directly comparable GAAP measures for such periods.
  For the years ended
December 31,
  2023 2022
GAAP operating income $ 875,756  $ 564,877 
Impairment loss on long-lived assets 2,350  — 
Non-GAAP operating income $ 878,106  $ 564,877 
  For the years ended
December 31,
  2023 2022
GAAP operating margin 7.0  % 5.1  %
Impairment loss on long-lived assets 0.0  % —  %
Non-GAAP operating margin 7.0  % 5.1  %
For the years ended
December 31,
  2023 2022
GAAP net income $ 632,994  $ 406,122 
Impairment loss on long-lived assets 2,350  — 
Tax effect of impairment loss on long-lived assets (651) — 
Non-GAAP net income $ 634,693  $ 406,122 
  For the years ended
December 31,
  2023 2022
GAAP diluted earnings per common share $ 13.31  $ 8.10 
Impairment loss on long-lived assets 0.05  — 
Tax effect of impairment loss on long-lived assets (0.01) — 
Non-GAAP diluted earnings per common share $ 13.34  $ 8.10 
_________
Amounts presented in this table may not foot due to rounding.

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